Tronox Limited’s US$1.673 billion acquisition of TiO2 Business of Cristal

Ashurst acted as Australian legal counsel to NYSE listed Tronox Limited on its definitive agreement to acquire the TiO2 Business of Cristal, for US$1.673 billion of cash and Class A ordinary shares representing a 24% ownership in pro forma Tronox, a total consideration based on current share valuation of approximately US$2.2 billion.

Tronox said in its announcement that the combination of the titanium dioxide businesses will create the world’s largest and most highly integrated titanium dioxide pigment producer with assets and operations across six continents. The combined company will operate 11 titanium dioxide pigment plants across eight countries with a total capacity of 1.3 million metric tons per annum, and will have titanium feedstock operations in three countries with a total capacity of 1.5 million metric tons per annum.

The acquisition received the unanimous approval of the Tronox and Cristal boards of directors. The transaction is subject to the approval by Tronox shareholders, as well as regulatory approvals and customary closing conditions.

Credit Suisse is acting as financial advisor to Tronox for both the Cristal and Alkali transactions and Kirkland & Ellis LLP and Willkie Farr & Gallagher LLP are Tronox’s legal advisors.

The Ashurst team was led by partner John Sartori (Corporate, in picture) and included partners Nick Terry and Kylie Lane, and senior associates Eliza Blandford and Lucienne Cassidy (Corporate); partners Peter Armitage and Ross Zaurrini, and counsel Alyssa Phillips (Competition); and partners Ian Kellock and Geoffrey Mann, and senior associate Bronwyn Kirkwood (Tax).


Involved fees earner: John Sartori – Ashurst; Nick Terry – Ashurst; Kylie Lane – Ashurst; Eliza Blandford – Ashurst; Lucienne Cassidy – Ashurst; Peter Armitage – Ashurst; Ross Zaurrini – Ashurst; Alyssa Phillips – Ashurst; Ian Kellock – Ashurst; Geoffrey Mann – Ashurst; Bronwyn Kirkwood – Ashurst;

Law Firms: Ashurst;

Clients: Tronox Limited;


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Author: Michael Patrini