Tronox to move forward with acquisition of Cristal TiO2

US-based Tronox Limited intends to move forward with the acquisition of the titanium dioxide (TiO2) business of Cristal, a subsidiary of Saudi-listed Tasnee, Tronox said on Sunday.

The statement comes following the expiration on Dec. 1 of the waiting period in the US under the Hart-Scott-Rodino Act, without further action or communication from the US Federal Trade Commission.

"Based on consultation with counsel, we believe that expiration of the waiting period means that we can proceed toward completion of the transaction once all closing conditions are met,” Tronox CEO Jeffry Quinn said.

“However, we have not been informed that the Federal Trade Commission has formally concluded its investigation,” he added, noting that the Commission could seek to enjoin the transaction later, but such action would be “unprecedented and contrary to the rationale of the pre-merger notification system."

Tronox intends to conclude the transaction promptly after meeting all remaining regulatory requirements, including antitrust clearance by the European Commission and Saudi Arabia, the statement said.

The Stamford, Connecticut-based company signed a definitive agreement in February to acquire the titanium dioxide business of Cristal, which is 79 percent-owned by Tasnee, for $1.67 billion of cash and Class A ordinary shares representing 24 percent ownership in pro forma Tronox.

Tronox shareholders last month approved issuing new shares to finalize the acquisition, which is expected to be done by Q1 2018.