0000059255-13-000249.txt : 20131209 0000059255-13-000249.hdr.sgml : 20131209 20131209165945 ACCESSION NUMBER: 0000059255-13-000249 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131209 FILED AS OF DATE: 20131209 DATE AS OF CHANGE: 20131209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VALHI INC /DE/ CENTRAL INDEX KEY: 0000059255 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 870110150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5430 LBJ FRWY STREET 2: STE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 9722331700 MAIL ADDRESS: STREET 1: THREE LINCOLN CENTER STREET 2: 5430 LBJ FREEWAY SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: LLC CORP DATE OF NAME CHANGE: 19870329 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY LOAN CORP DATE OF NAME CHANGE: 19800414 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CONTRAN CORP CENTRAL INDEX KEY: 0000024240 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 333-48391 FILM NUMBER: 131266170 BUSINESS ADDRESS: STREET 1: 5430 LBJ FRWY STREET 2: SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 9724504228 MAIL ADDRESS: STREET 1: 5430 LBJ FRWY STREET 2: SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SIMMONS HAROLD C CENTRAL INDEX KEY: 0001037854 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 333-48391 FILM NUMBER: 131266171 MAIL ADDRESS: STREET 1: THREE LINCOLN CENTRE STREET 2: 5430 LBJ FREEWAY STE 1700 CITY: DALLAS STATE: TX ZIP: 75240-2697 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2013-12-09 0000059255 VALHI INC /DE/ VHI 0001037854 SIMMONS HAROLD C 5430 LBJ FREEWAY, SUITE 1700 DALLAS TX 75240 1 1 1 0 Chairman of the Board 0000024240 CONTRAN CORP 5430 LBJ FREEWAY, SUITE 1700 DALLAS TX 75240 0 0 1 0 Common stock, $0.01 par value per share 2013-12-09 4 J 0 128 14.9629 A 2997343 I By Contran Common stock, $0.01 par value per share 2013-12-09 4 J 0 1872 15.2199 A 2999215 I By Contran Common stock, $0.01 par value per share 2013-12-09 4 J 0 368 15.25 A 2999583 I By Contran Common stock, $0.01 par value per share 2013-12-09 4 J 0 1632 15.50 A 3001215 I By Contran Common stock, $0.01 par value per share 1870880 D Common stock, $0.01 par value per share 314033148 I by VHC Common stock, $0.01 par value per share 1100541 I by CDCT Common stock, $0.01 par value per share 818514 I by Spouse Open market purchase by Contran Corporation. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship between the persons joining in this filing. Directly held by Contran Corporation. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship between the persons joining in this filing. Directly held by Valhi Holding Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the persons joining in this filing. Directly owned by the Contran Amended and Restated Deferred Compensation Trust. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the persons joining in this filing. Directly held by the reporting person's spouse. Mr. Simmons disclaims beneficial ownership of any shares of the issuer's common stock that his spouse holds. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships to the persons joining in this filing. Exhibit Index Exhibit 99 - Additional Information A. Andrew R. Louis, Attorney-in-fact, for Harold C. Simmons 2013-12-09 A. Andrew R. Louis, Secretary, for Contran Corporation 2013-12-09 EX-99 2 f4vhi131209con.htm EXHIBIT 99 ADDITIONAL INFORMATION
F4vhi131209con

Exhibit 99

Additional Information



The following persons directly hold the following percentages of

the outstanding shares of common stock of the issuer, Valhi,

Inc. ("Valhi"):



Valhi Holding Company ("VHC")..............................92.6%

Contran Corporation ("Contran")............................ 0.9%

Harold Simmons Foundation, Inc. (the "Foundation")..........0.7%

Harold C. Simmons...........................................0.6%

Contran Amended and Restated Deferred

  Compensation Trust (the "CDCT")...........................0.3%

Annette C. Simmons..........................................0.2%

The Annette Simmons Grandchildren's Trust

  (the "Grandchildren's Trust") ..................less than 0.1%



     The following persons directly hold the following

percentages of the outstanding shares of common stock of Kronos

Worldwide, Inc. ("Kronos"):



Valhi......................................................50.0%

NL Industries, Inc. ("NL").................................30.4%

Annette C. Simmons..........................................0.7%

Harold C. Simmons...........................................0.7%

Contran.....................................................0.1%



     The following persons directly hold the following

percentages of the outstanding shares of common stock of NL:



Valhi......................................................83.0%

Harold C. Simmons...........................................2.2%

Annette C. Simmons..........................................0.9%

Kronos............................................less than 0.1%



     Dixie Rice Agricultural Corporation, Inc. ("Dixie Rice") is

the direct holder of 100% of the outstanding shares of common

stock of VHC. Contran is the holder of 100% of the outstanding

shares of common stock of Dixie Rice.



     Substantially all of Contran's outstanding voting stock is

held by trusts established for the benefit of certain children

and grandchildren of Harold C. Simmons (the "Trusts"), of which

Mr. Simmons is the sole trustee, or is held by Mr. Simmons or

persons or other entities related to Mr. Simmons.  As sole

trustee of each of the Trusts, Mr. Simmons has the power to vote

and direct the disposition of the shares of Contran stock held

by each of the Trusts.  Mr. Simmons, however, disclaims

beneficial ownership of any shares of Contran stock that the

Trusts hold.



     The Foundation is a tax-exempt foundation organized for

charitable purposes.  Harold C. Simmons is the chairman of the

board of the Foundation and may be deemed to control the

Foundation.



     U.S. Bank National Association serves as the trustee of the

CDCT. Contran established the CDCT as an irrevocable "rabbi

trust" to assist Contran in meeting certain deferred

compensation obligations that it owes to Harold C. Simmons.  If

the CDCT assets are insufficient to satisfy such obligations,

Contran is obligated to satisfy the balance of such obligations

as they come due.  Pursuant to the terms of the CDCT, Contran

(i) retains the power to vote the shares of the issuer's common

stock held directly by the CDCT, (ii) retains dispositive power

over such shares and (iii) may be deemed the indirect beneficial

owner of such shares.



     Mr. Harold C. Simmons is chairman of the board of Kronos,

NL, Valhi and VHC and chairman of the board and chief executive officer

of Contran.



     By virtue of the offices held, the stock ownership and his

services as trustee, all as described above, (a) Mr. Simmons may

be deemed to control certain of such entities and (b) Mr.

Simmons and certain of such entities may be deemed to possess

indirect beneficial ownership of, and a pecuniary interest in,

shares of common stock directly held by certain of such other

entities. However, Mr. Simmons disclaims such beneficial

ownership of, and such pecuniary interest in, such shares

beneficially owned, directly or indirectly, by any of such

entities, except to the extent of his vested beneficial

interest, if any, in the shares the CDCT holds directly.



     The reporting person understands that NL (including a wholly owned

subsidiary of NL) and Kronos directly own 14,372,970 shares and 1,724,916

shares, respectively, of Valhi common stock as of the date of this

statement. As already stated, Valhi is the direct holder of approximately

83.0% of the outstanding shares of common stock of NL and 50.0% of the

outstanding shares of Kronos common stock.  As a result of Valhi's direct

and indirect ownership of NL and Kronos, the reporting persons further

understand that, pursuant to Delaware law, Valhi treats the shares of

Valhi common stock that NL and Kronos own as treasury stock for voting

purposes. For the purposes of this statement, such shares of Valhi common

stock that NL and Kronos hold directly are not deemed outstanding.



     Annette C. Simmons is the wife of Harold C. Simmons.  Mr.

Simmons may be deemed to share indirect beneficial ownership of

the shares that his wife holds directly.  Mr. Simmons disclaims

beneficial ownership of all securities that his wife holds

directly.  Mrs. Simmons disclaims beneficial ownership of all

shares she does not hold directly.



     The Grandchildren's Trust is a trust of which Harold C.

Simmons and his wife are trustees and the beneficiaries are the

grandchildren of his wife.  Mr. Simmons, as co-trustee of this

trust, has the power to vote and direct the disposition of the

shares of Valhi common stock the trust holds. Mr. Simmons

disclaims beneficial ownership of any shares that this trust

holds.