Investment in TiO2 Manufacturing Joint Venture and Other Assets

12 Months Ended

Dec. 31, 2022

Investments In And Advances To Affiliates Schedule Of Investments [Abstract]

Investment in TiO2 Manufacturing Joint Venture and Other Assets

Note 7 – Investment in TiO₂ manufacturing joint venture and other assets:

	December 31,
	2021		2022
	(In millions)
Other assets:
Restricted cash and cash equivalents	$	41.9	$	37.2
Note receivables - OPA		38.7		49.3
Land held for development		36.0		29.7
IBNR receivables		34.4		16.8
Operating lease right-of-use assets		19.9		21.5
Other		16.8		24.3
Total	$	187.7	$	178.8

Investment in TiO₂ manufacturing joint venture. Our Chemicals Segment owns a 50% interest in Louisiana Pigment Company, L.P. (“LPC”). LPC is a manufacturing joint venture whose other 50%-owner is Venator Investments LLC (“Venator Investments”). Venator Investments is a wholly-owned subsidiary of Venator Group, of which Venator Materials PLC owns 100% and is the ultimate parent. LPC owns and operates a chloride-process TiO₂ plant near Lake Charles, Louisiana.

Kronos and Venator Investments are both required to purchase one-half of the TiO₂ produced by LPC, unless Kronos and Venator Investments agree otherwise. LPC operates on a break-even basis and, accordingly, we report no equity in earnings of LPC. Each owner’s acquisition transfer price for its share of the TiO₂ produced is equal to its share of the joint venture’s production costs and interest expense, if any. Kronos’ share of net cost is reported as cost of sales as the related TiO₂ acquired from LPC is sold. We report distributions Kronos receives from LPC, which generally relate to excess cash generated by LPC from its non-cash production costs, and contributions Kronos makes to LPC, which

generally relate to cash required by LPC when it builds working capital, as part of our cash flows from operating activities in our Consolidated Statements of Cash Flows. The components of our net cash distributions from (contributions to) LPC are shown in the table below.

	Years ended December 31,
	2020		2021		2022
	(In millions)
Distributions from LPC	$	32.7	$	28.5	$	58.3
Contributions to LPC		(45.5)		(24.7)		(68.8)
Net distributions (contributions)	$	(12.8)	$	3.8	$	(10.5)

Summary balance sheets of LPC are shown below:

	December 31,
	2021		2022
	(In millions)
ASSETS
Current assets	$	111.7	$	122.2
Property and equipment, net		142.6		147.4
Total assets	$	254.3	$	269.6
LIABILITIES AND PARTNERS' EQUITY
Other liabilities, primarily current	$	47.8	$	41.2
Partners' equity		206.5		228.4
Total liabilities and partners' equity	$	254.3	$	269.6

Summary income statements of LPC are shown below:

	Years ended December 31,
	2020		2021		2022
	(In millions)
Revenues and other income:
Kronos	$	167.8	$	188.6	$	225.6
Venator Investments		168.3		189.6		225.9
Total		336.1		378.2		451.5
Cost and expenses:
Cost of sales		335.7		377.8		451.1
General and administrative		.4		.4		.4
Total		336.1		378.2		451.5
Net income	$	—	$	—	$	—

Leases. We enter into various operating leases for manufacturing facilities, land and equipment. Our operating leases are included in operating lease right-of-use assets, current operating lease liabilities and noncurrent operating lease liabilities on our Consolidated Balance Sheets. Also see Note 10. Our Chemicals Segment’s principal German operating subsidiary leases the land under its Leverkusen TiO₂ production facility pursuant to a lease with Bayer AG that expires in 2050. The Leverkusen facility itself, which Kronos owns and which represents approximately one-third of its current TiO₂ production capacity, is located within Bayer’s extensive manufacturing complex.

During 2020, 2021 and 2022, our operating lease expense approximated $7.6 million, $7.7 million and $5.5 million, respectively, (which approximates the amount of cash paid during the period for our operating leases included in the determination of our cash flows from operating activities). During 2020, 2021 and 2022, variable lease expense and short-term lease expense were not material. During 2020, 2021 and 2022, we entered into new operating leases which resulted in the recognition of $2.5 million, $3.8 million and $6.6 million, respectively, in right-of-use operating lease assets

and corresponding liabilities on our Consolidated Balance Sheets. At December 31, 2021 and 2022, the weighted average remaining lease term of our operating leases was approximately 17 years and 15 years, respectively, and the weighted average discount rate associated with such leases was approximately 5.0% in both 2021 and 2022. Such average remaining lease term is weighted based on each arrangement’s lease obligation, and such average discount rate is weighted based on each arrangement’s total remaining lease payments.

At December 31, 2022, maturities of our operating lease liabilities were as follows:

Years ending December 31,	Amount
	(In millions)
2023	$	4.5
2024		3.3
2025		2.7
2026		2.4
2027		1.5
2028 and thereafter		17.0
Total remaining lease payments		31.4
Less imputed interest		10.2
Total lease obligations		21.2
Less current obligations		3.8
Long term lease obligations	$	17.4

With respect to our land lease associated with our Chemical Segment’s Leverkusen facility, we periodically establish the amount of rent for such land lease by agreement with Bayer for periods of at least two years at a time. The lease agreement provides for no formula, index or other mechanism to determine changes in the rent of such land lease; rather, any change in the rent is subject solely to periodic negotiation between Bayer and us. As such, we will account for any change in the rent associated with such lease as a lease modification. Of the $21.2 million total lease obligations at December 31, 2022, approximately $7.2 million relates to our Leverkusen facility land lease.

At December 31, 2022, we have no significant lease commitments that have not yet commenced.

Land held for development. The land held for development relates to BMI and LandWell and is discussed in Note 1.

Note receivables – OPA. Under an Owner Participation Agreement (“OPA”) entered into by LandWell with the Redevelopment Agency of the City of Henderson, Nevada, if LandWell develops certain real property for commercial and residential purposes in a master planned community in Henderson, Nevada, the cost of certain public infrastructure may be reimbursed to us through tax increment. The maximum reimbursement under the OPA is $209 million, and is subject to, among other things, completing construction of approved qualifying public infrastructure, transferring title of such infrastructure to the City of Henderson, receiving approval from the Redevelopment Agency of the funds expended to be eligible for tax increment reimbursement and the existence of a sufficient property tax valuation base and property tax rates in order to generate tax increment reimbursement funds. We are entitled to receive 75% of the tax increment generated by the master planned community through the expiration of the Redevelopment Plan, subject to the qualifications and limitations indicated above. The OPA note receivables represent public infrastructure costs previously incurred for which the Redevelopment Agency has provided its approval for tax increment reimbursement but we have not yet received such reimbursement through tax increment receipts, and are evidenced by a promissory note issued to LandWell by the City of Henderson.

During 2020, 2021 and 2022, we received approval for additional tax increment reimbursement of $19.1 million (all in the first quarter), $15.3 million ($6.2 million in the first quarter and $9.1 million in the fourth quarter), and $15.2 million ($10.0 million in the third quarter and $5.2 million in the fourth quarter), respectively, which were recognized as other income and are evidenced by a promissory note issued to LandWell by the City of Henderson. The note receivables bear interest at 6% annually and in 2021, the City of Henderson extended the Redevelopment Plan for an additional 15

years which allows us to collect any remaining amounts due under the OPA through 2051. Any unpaid balances at the end of the agreement are forfeited. See Note 13.

Other. We have certain related party transactions with LPC, as more fully described in Note 17.

IBNR receivables relate to certain insurance liabilities, the risk of which we have reinsured with certain third party insurance carriers. We report the insurance liabilities related to these IBNR receivables which have been reinsured as part of noncurrent accrued insurance claims and expenses. Certain of our insurance liabilities are classified as current liabilities and the related IBNR receivables are classified with prepaid expenses and other on our Consolidated Balance Sheets. See Notes 10 and 17.