Exhibit 99
Additional Information
The following is a description of the relationships among
the Reporting Person and certain related entities or persons
that may be deemed to beneficially own shares ("Shares") of the
common stock of the issuer, Valhi, Inc. ("Valhi").
Lisa K. Simmons and Serena Simmons Connelly are daughters
of Harold C. Simmons. Annette C. Simmons is the widow of Harold
C. Simmons and serves as independent executor of his estate, has
the power to vote and direct the disposition of the Shares held
by the estate and is the designated legatee of such Shares.
Substantially all of the outstanding voting stock of
Contran Corporation ("Contran") is held by trusts established
for the benefit of Lisa K. Simmons and Serena Simmons Connelly,
daughters of Harold C. Simmons, and their children (the "Family
Trusts"), for which Ms. Lisa Simmons and Ms. Connelly are co-
trustees, or is held directly by Ms. Lisa Simmons and Ms.
Connelly or persons or entities related to them, including their
step-mother Annette C. Simmons, the widow of Harold C. Simmons.
Ms. Annette C. Simmons, Ms. Lisa Simmons and Ms. Connelly also
serve as members of the board of directors of Contran (the
"Contran Board"). Prior to his death on December 28, 2013, Mr.
Simmons served as sole trustee of the Family Trusts. As co-
trustees of each of the Family Trusts, Ms. Lisa Simmons and Ms.
Connelly have the shared power to vote and direct the
disposition of the shares of Contran stock held by each of the
Family Trusts, and Ms. Lisa Simmons and Ms. Connelly each have
the power to vote and direct the disposition of shares of
Contran stock they hold directly or which is held by other
entities related to them.
Under a voting agreement (the "Voting Agreement") entered
into effective February 3, 2014 by the voting stockholders of
Contran, and as amended, the size of the Contran Board was
initially fixed at five (5) members; Ms. Lisa Simmons, Ms.
Connelly and Ms. Annette Simmons (and, in the event of their
death, their heirs) each have the right to designate one of the
five members of the Contran Board; and the remaining two members
of the Contran Board must consist of Contran management.
The Voting Agreement terminates in February 2017 (unless Ms.
Lisa Simmons, Ms. Connelly and Ms. Annette Simmons otherwise
mutually agree), and the ability of Ms. Lisa Simmons, Ms.
Connelly, and Ms. Annette Simmons to each designate one member
of the Contran Board is dependent upon each of their continued
beneficial ownership of at least 5% of the combined voting stock
of Contran. In accordance with such Voting Agreement, each of
Ms. Lisa Simmons, Ms. Connelly and Ms. Annette Simmons have been
designated as members of the Contran Board as of February 3,
2014, along with two members of Contran management.
Annette C. Simmons is the sole trustee of a trust of
which the beneficiaries are her grandchildren (the
"Grandchildren's Trust"), and she has the power to vote and
direct the disposition of the shares the trust holds. She
disclaims beneficial ownership of any shares that this trust
holds.
The Annette C. Simmons Survivor's Trust is a trust for
which Ms. Simmons is the sole trustee and the beneficiary (the
"Survivor's Trust").
The Amy Patricia Simmons 2015 Trust is a trust for which
Annette C. Simmons is the trustee and the beneficiary is her
daughter (the "Amy Simmons Trust").
The Survivor's Trust and another trust, for which Ms.
Annette Simmons is also the sole trustee, hold 100% of the
outstanding shares of non-voting preferred stock issued
by Valhi Holding Company ("VHC").
Contran is the holder of 100% of the outstanding common
stock of Dixie Rice Agricultural Corporation, Inc. ("Dixie
Rice") and may be deemed to control Dixie Rice. Dixie Rice is
the direct holder of 100% of the outstanding common stock of
VHC and may be deemed to control VHC.
Lisa K. Simmons, Serena Simmons Connelly and Annette C.
Simmons are related to the following persons or entities that
directly hold the following percentages of the outstanding
Shares:
VHC...................................................92.6%
Survivor's Trust.......................................1.0%
Annette C. Simmons.....................................0.8%
The Grandchildren's Trust ...................Less than 0.1%
Serena Simmons Connelly......................Less than 0.1%
VHC may be deemed to control Valhi. Contran may be deemed to
control VHC, by virtue of its ownership of Dixie Rice shares.
Lisa K. Simmons, Serena Simmons Connelly and Annette C.
Simmons are related to the following persons or entities that
directly hold the following percentages of the outstanding
shares of NL Industries, Inc. ("NL") common stock:
Valhi.................................................83.0%
Annette C. Simmons.....................................3.0%
Kronos Worldwide, Inc. ("Kronos Worldwide")..Less than 0.1%
Serena Simmons Connelly......................Less than 0.1%
Valhi may be deemed to control NL.
Lisa K. Simmons, Serena Simmons Connelly and Annette C. Simmons
are related to the following persons or entities that directly
hold the following percentages of the outstanding shares of
Kronos Worldwide, Inc. ("Kronos Worldwide") common stock:
Valhi.................................................50.0%
NL....................................................30.4%
Annette C. Simmons.....................................1.1%
Amy Simmons Trust......................................0.2%
Contran................................................0.1%
Together, Valhi, NL and Contran may be deemed to control
Kronos Worldwide.
NL (including a wholly owned subsidiary of NL) and Kronos
Worldwide own 14,372,970 shares and 1,724,916 shares,
respectively, of Valhi common stock. As already stated, Valhi
is the direct holder of approximately 83.0% of the outstanding
shares of NL common stock and 50.04% of the outstanding shares
of Kronos Worldwide common stock. As a result of Valhi's direct
and indirect ownership of NL and Kronos Worldwide and pursuant
to Delaware law and Section 13(d)(4) of the Securities Exchange
Act of 1934, as amended, Valhi treats the shares of Valhi common
stock that NL and Kronos Worldwide own as treasury stock for
voting purposes. For the purposes of this statement, such
shares of Valhi common stock that NL and Kronos Worldwide hold
are not deemed outstanding.
By virtue of the stock ownership of each of Kronos
Worldwide, NL, Valhi, VHC, Dixie Rice and Contran, the role of
Ms. Lisa Simmons and Ms. Connelly as co-trustees of the Family
Trusts, Ms. Lisa Simmons and Ms. Connelly being beneficiaries of
the Family Trusts, the direct holdings of Contran voting stock
by each of Ms. Lisa Simmons, Ms. Connelly and Ms. Annette
Simmons and entities related to them, the position as a member
of the Contran Board by each of Ms. Lisa Simmons, Ms. Connelly
and Ms. Annette Simmons and the rights of each of Ms. Lisa
Simmons, Ms. Connelly and Ms. Annette Simmons under the Voting
Agreement, in each case as described above, (a) Ms. Lisa Simmons
and Ms. Connelly may be deemed to control each of the Family
Trusts, (b) Ms. Lisa Simmons, Ms. Connelly and Ms. Annette
Simmons may be deemed to control each of Contran, Dixie Rice,
VHC, Valhi, NL, Kronos Worldwide and CompX International Inc., a
subsidiary of NL, and (c) Ms. Lisa Simmons, Ms. Connelly, Ms.
Annette Simmons, Contran, Dixie Rice, VHC, Valhi, NL and Kronos
Worldwide may be deemed to possess indirect beneficial ownership
of, and a pecuniary interest in, shares of common stock directly
held by such entities, including any Shares. However, Ms. Lisa
Simmons, Ms. Connelly and Ms. Annette Simmons each disclaims
beneficial ownership of all shares held, directly or indirectly,
by any of such entities, except to the extent of her pecuniary
interest therein.
Except for the 5,946,142 Shares she and the Survivor's
Trust hold directly, Annette C. Simmons disclaims beneficial
ownership of all Shares, except to the extent of her pecuniary
interest therein. Except for the 1,212 Shares she holds
directly, Serena Simmons Connelly disclaims beneficial
ownership of all Shares, except to the extent of her pecuniary
interest therein. Lisa K. Simmons disclaims beneficial
ownership of all Shares, except to the extent of her
pecuniary interest therein.
