SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
June 19, 1998
(Date of Report, date of earliest event reported)
VALHI, INC.
(Exact name of Registrant as specified in its charter)
Delaware 1-5467 87-0110150
(State or other (Commission (IRS Employer
jurisdiction or File Number) Identification
incorporation) No.)
5430 LBJ Freeway, Suite 1700, Dallas, TX 75240-2697
(Address of principal executive offices) (Zip Code)
(972) 233-1700
(Registrant's telephone number, including area code)
Not applicable
(Former name or address, if changed since last report)
Item 2: Acquisition or Disposition of Assets
On June 19, 1998, Valhi purchased 2,948,031 shares of Tremont Corporation common
stock, representing approximately 43.8% of the total outstanding common shares
of Tremont, from Contran Corporation and certain of Contran's subsidiaries at a
cash price of $56 per share, or an aggregate of $165.1 million, in a privately-
negotiated transaction. Contran and related entities own, directly and
indirectly, approximately 93% of Valhi's outstanding common stock. A special
committee of Valhi's board of directors, with the assistance of their own legal
and financial advisors, negotiated the terms of the transaction on behalf of
Valhi.
The total amount of funds required by Valhi to purchase the Tremont shares was
$165.6 million, including fees and expenses. Such funds were provided by
Valhi's available cash on hand and the cancellation of approximately $106.6
million of principal and accrued interest owed by Contran to Valhi which was
outstanding under a $120 million revolving line of credit between Valhi and
Contran. Such revolving line of credit was subsequently terminated.
Item 7: Financial Statements, Pro Forma Financial Information
and Exhibits
(b) Financial statements of business acquired
Financial statements of Tremont Corporation are not required to be
included herein pursuant to the provisions of Rule 3.05(b) of
Regulation S-X.
(b) Pro forma financial information
Pro forma condensed consolidated financial statements of the
Registrant required pursuant to Article 11 of Regulation S-X, which
present the pro forma effects of the transactions described in Item
2 above, assuming such transactions had occurred as of the dates set
forth in the accompanying notes, are included herein as Exhibit
99.1.
(c) Exhibit
Item No. Exhibit Index
10.1 Stock Purchase Agreement dated June 19, 1998 by and
between Contran Corporation, Valhi Group, Inc. and
National City Lines, Inc., as the Sellers, and Valhi,
Inc., as the Purchaser.
99.1 Pro forma financial information of the Registrant.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
VALHI, INC.
(Registrant)
By: /s/ Bobby D. O'Brien
Bobby D. O'Brien
Vice President
Date: June 19, 1998