1
|
NAMES OF REPORTING PERSONS AND I.R.S. IDENTIFICATION NOS. OF SUCH PERSONS (ENTITIES ONLY)
Valhi Holding Company
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
-0-
|
|
8
|
SHARED VOTING POWER
314,033,148
|
||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||
10
|
SHARED DISPOSITIVE POWER
314,033,148
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
314,033,148
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
92.6%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
1
|
NAMES OF REPORTING PERSONS AND I.R.S. IDENTIFICATION NOS. OF SUCH PERSONS (ENTITIES ONLY)
Dixie Rice Agricultural Corporation, Inc.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
Not applicable
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Louisiana
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
-0-
|
|
8
|
SHARED VOTING POWER
314,033,148
|
||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||
10
|
SHARED DISPOSITIVE POWER
314,033,148
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
314,033,148
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
92.6%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
1
|
NAMES OF REPORTING PERSONS AND I.R.S. IDENTIFICATION NOS. OF SUCH PERSONS (ENTITIES ONLY)
Contran Corporation
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
-0-
|
|
8
|
SHARED VOTING POWER
315,211,434
|
||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||
10
|
SHARED DISPOSITIVE POWER
315,211,434
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
315,211,434
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
93.0%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
1
|
NAMES OF REPORTING PERSONS AND I.R.S. IDENTIFICATION NOS. OF SUCH PERSONS (ENTITIES ONLY)
Harold C. Simmons
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
PF and OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
1,802,341
|
|
8
|
SHARED VOTING POWER
318,599,748
|
||
9
|
SOLE DISPOSITIVE POWER
1,802,341
|
||
10
|
SHARED DISPOSITIVE POWER
318,599,748
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,802,341
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ý
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
Item 2.
|
Identity and Background.
|
·
|
Valhi Holding Company (“VHC”), as a direct holder of Shares;
|
·
|
by virtue of the direct and indirect ownership of securities of VHC, Dixie Rice Agricultural Corporation, Inc. (“Dixie Rice”) and Contran Corporation (“Contran”); and
|
·
|
by virtue of positions he holds with Contran and certain of the other entities (as reported on this Statement), Harold C. Simmons.
|
VHC
|
92.6%
|
Harold Simmons Foundation, Inc. (“Foundation”)
|
0.7%
|
Harold C. Simmons
|
0.5%
|
Contran Amended and Restated Deferred Compensation Trust (“CDCT”)
|
0.3%
|
Annette C. Simmons
|
0.2%
|
The Annette Simmons Grandchildren’s Trust (“Grandchildren’s Trust”)
|
Less than 0.1%
|
Contran
|
Less than 0.1%
|
·
|
Dixie Rice is engaged in land management, agriculture and oil and gas activities; and
|
·
|
Contran is engaged through other companies in the production of, among other things, steel rod, wire and wire products.
|
Item 3.
|
Source and Amount of Funds or Other Consideration
|
Item 4.
|
Purpose of Transaction
|
Item 5.
|
Interest in Securities of the Issuer.
|
Reporting Person
|
Shares Directly Held
|
|||
VHC
|
314,033,148 | |||
Foundation
|
2,481,900 | |||
Harold C. Simmons
|
1,802,341 | |||
CDCT
|
1,100,541 | |||
Annette C. Simmons
|
818,514 | |||
Grandchildren’s Trust
|
87,900 | |||
Contran
|
77,745 | |||
Total
|
320,402,089 |
Date
|
Number of Shares Purchased
|
Approximate Price Per Share ($) (exclusive of commissions)
|
10/22/12
|
200
|
$11.9899
|
10/22/12
|
33
|
$11.9700
|
10/22/12
|
1,767
|
$11.9900
|
10/22/12
|
1,600
|
$11.9500
|
10/22/12
|
2,000
|
$12.0000
|
10/23/12
|
6,000
|
$12.2500
|
10/24/12
|
24
|
$12.0000
|
10/24/12
|
300
|
$12.1200
|
10/24/12
|
176
|
$12.1300
|
10/24/12
|
1,976
|
$12.1399
|
10/24/12
|
100
|
$12.1400
|
10/24/12
|
1,410
|
$12.1500
|
10/24/12
|
24
|
$12.2099
|
10/25/12
|
355
|
$12.2000
|
10/25/12
|
2,000
|
$12.2500
|
10/25/12
|
2,000
|
$12.3000
|
10/25/12
|
1,845
|
$12.3500
|
10/31/12
|
2,000
|
$12.6600
|
11/01/12
|
2,000
|
$12.6900
|
11/01/12
|
2,000
|
$12.7000
|
11/05/12
|
4,000
|
$12.0000
|
11/06/12
|
2,275
|
$12.0400
|
11/06/12
|
1,725
|
$12.0500
|
11/06/12
|
2,000
|
$12.0600
|
11/08/12
|
99
|
$11.7300
|
11/08/12
|
700
|
$11.7400
|
11/08/12
|
3,901
|
$11.7500
|
11/08/12
|
1,300
|
$11.8000
|
11/09/12
|
2,000
|
$11.7200
|
11/09/12
|
2,000
|
$11.7300
|
11/12/12
|
2,758
|
$11.9500
|
11/12/12
|
2,000
|
$11.9600
|
11/12/12
|
4,000
|
$11.9899
|
11/12/12
|
704
|
$11.9900
|
11/12/12
|
1,296
|
$12.0000
|
11/13/12
|
2,000
|
$11.9000
|
11/13/12
|
4,000
|
$11.9399
|
11/14/12
|
303
|
$11.8500
|
11/14/12
|
4,000
|
$11.9000
|
11/15/12
|
3
|
$11.7000
|
11/15/12
|
100
|
$11.7680
|
11/15/12
|
2,400
|
$11.7699
|
Date
|
Number of Shares Purchased
|
Approximate Price Per Share ($) (exclusive of commissions)
|
11/15/12
|
200
|
$11.7700
|
11/16/12
|
500
|
$11.8500
|
11/16/12
|
200
|
$11.8900
|
11/16/12
|
2,000
|
$11.8999
|
11/16/12
|
2,598
|
$11.9000
|
11/16/12
|
702
|
$11.9099
|
11/19/12
|
100
|
$12.1000
|
11/20/12
|
2,000
|
$12.0000
|
11/21/12
|
2,606
|
$12.0500
|
11/26/12
|
2,000
|
$11.9500
|
11/26/12
|
2,000
|
$12.0000
|
11/27/12
|
12
|
$11.9800
|
11/27/12
|
2,000
|
$11.9899
|
11/27/12
|
1,988
|
$12.0500
|
11/27/12
|
2,000
|
$12.0800
|
11/30/12
|
312
|
$12.0500
|
12/03/12
|
1,379
|
$12.0500
|
12/03/12
|
2,000
|
$12.1000
|
12/11/12
|
100
|
$11.8500
|
12/11/12
|
200
|
$11.8600
|
12/11/12
|
299
|
$11.8800
|
12/11/12
|
2,502
|
$11.9000
|
12/11/12
|
1,199
|
$11.9299
|
12/11/12
|
1,700
|
$11.9499
|
12/12/12
|
1,187
|
$11.9500
|
12/12/12
|
100
|
$11.9680
|
12/12/12
|
400
|
$11.9800
|
12/12/12
|
313
|
$12.0000
|
12/13/12
|
739
|
$11.8600
|
12/18/12
|
2,000
|
$12.3500
|
12/20/12
|
2,000
|
$12.3499
|
12/21/12
|
1,000
|
$12.4499
|
12/21/12
|
100
|
$12.4500
|
12/21/12
|
841
|
$12.7000
|
12/21/12
|
59
|
$12.8599
|
12/26/12
|
2,000
|
$12.8500
|
12/26/12
|
2,000
|
$12.9400
|
12/27/12
|
100
|
$12.6800
|
12/27/12
|
3,998
|
$12.7000
|
12/27/12
|
1,900
|
$12.7100
|
12/27/12
|
2
|
$12.7999
|
12/28/12
|
2,000
|
$12.8000
|
12/28/12
|
2,000
|
$12.8600
|
Date
|
Number of Shares Purchased
|
Approximate Price Per Share ($) (exclusive of commissions)
|
12/28/12
|
1,700
|
$12.8850
|
12/28/12
|
900
|
$12.8925
|
12/28/12
|
1,400
|
$12.9000
|
01/04/12
|
200
|
$12.9499
|
01/04/13
|
3,800
|
$12.9500
|
01/08/13
|
100
|
$13.7500
|
01/08/13
|
1,380
|
$13.8000
|
01/11/13
|
2,000
|
$14.6000
|
01/14/13
|
4,000
|
$14.7000
|
01/15/13
|
2,000
|
$14.5800
|
01/15/13
|
100
|
$14.6000
|
01/16/12
|
4,000
|
$14.8000
|
01/17/13
|
1,638
|
$14.9200
|
01/17/13
|
2,830
|
$15.2000
|
01/22/13
|
1,500
|
$16.2400
|
01/28/13
|
287
|
$15.8800
|
01/29/13
|
1,943
|
$16.0500
|
01/29/13
|
2,000
|
$16.1500
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 7.
|
Material to be Filed as Exhibits.
|
Exhibit 1
|
Credit Agreement dated as of October 2, 2009 between Contran Corporation and PlainsCapital Bank (incorporated by reference to Exhibit 1 of Amendment No. 28 to a Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on August 5, 2010 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
|
Exhibit 2
|
Guaranty dated as of October 2, 2009 executed by Valhi Holding Company for the benefit of PlainsCapital Bank (incorporated by reference to Exhibit 2 of Amendment No. 28 to a Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on August 5, 2010 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
|
Exhibit 3
|
Pledge and Security Agreement dated October 2, 2009 between Valhi Holding Company and PlainsCapital Bank (incorporated by reference to as Exhibit 3 of Amendment No. 28 to Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on August 5, 2010 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
|
Exhibit 4
|
Collateral Agreement dated October 2, 2009 between Contran Corporation and Valhi Holding Company (incorporated by reference to Exhibit 4 of Amendment No. 28 to a Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on August 5, 2010 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
|
Exhibit 5
|
Pledged Shares Addendum Agreement dated March 5, 2010 between Valhi Holding Company and PlainsCapital Bank (incorporated by reference to Exhibit 99.B5 to Amendment No. 1 to the Schedule TO regarding the common stock of Keystone Consolidated Industries, Inc. (Securities Exchange Act File No. 1-3919) that was filed with the U.S. Securities and Exchange Commission on February 14, 2011 by Contran Corporation).
|
Exhibit 6
|
First Amendment to the Credit Agreement dated as of October 1, 2010 between Contran Corporation and PlainsCapital Bank (incorporated by reference to Exhibit 99.B6 to Amendment No. 1 to the Schedule TO regarding the common stock of Keystone Consolidated Industries, Inc. (Securities Exchange Act File No. 1-3919) that was filed with the U.S. Securities and Exchange Commission on February 14, 2011 by Contran Corporation).
|
Exhibit 7
|
Second Amendment to the Credit Agreement dated as of September 30, 2011 between Contran Corporation and PlainsCapital Bank (incorporated by reference to Exhibit 8 to Amendment No. 31 to Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on November 16, 2012 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
|
Exhibit 8
|
Third Amendment to the Credit Agreement dated as of September 28, 2012 between Contran Corporation and PlainsCapital Bank (incorporated by reference to Exhibit 9 to Amendment No. 31 to Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on November 16, 2012 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
|
Exhibit 9*
|
Loan Modification Agreement, dated November 30, 2012, between Contran Corporation and PlainsCapital Bank, in its capacity as agent for lenders named in the in the agreement, Valhi Holding Company and First Southwest Company.
|
Exhibit 10*
|
Amended and Restated Collateral Agreement (Amended and Restated as of November 30, 2012) between Valhi Holding Company and Contran Corporation.
|
Name
|
Present Principal Occupation
|
L. Andrew Fleck
|
Vice president and a director of Dixie Rice and vice president-real estate for Contran.
|
Robert D. Graham
|
Vice president of Valhi, Inc. (the “Company”), Contran, Dixie Rice and VHC; executive vice president and chief administrative officer of Kronos Worldwide, Inc. (“Kronos Worldwide”); and vice president and general counsel of NL Industries, Inc., a publicly held subsidiary of the Company (“NL”).
|
J. Mark Hollingsworth
|
Vice president and general counsel of the Company, CompX International Inc., a publicly held subsidiary of NL (“CompX”), Contran, Dixie Rice and VHC; trust counsel of The Combined Master Retirement Trust, a trust Contran sponsors that permits the collective investment by master trusts that maintain the assets of certain employee defined benefit plans Contran and related companies adopt (the “CMRT”); and vice president and general counsel of Keystone Consolidated Industries, Inc., a publicly held sister corporation of the Company (“Keystone”).
|
William J. Lindquist
|
Senior vice president of the Company and Dixie Rice; director and senior vice president of Contran and VHC; and chief executive officer of Waste Control Specialists LLC, a subsidiary of the Company.
|
A. Andrew R. Louis
|
Vice president and secretary of the Company, CompX, Kronos Worldwide and NL; and secretary of Contran, Dixie Rice and VHC.
|
Kelly D. Luttmer
|
Vice president and global tax director of the Company, CompX, Keystone, Kronos Worldwide and NL; and vice president and tax director of Contran, Dixie Rice and VHC.
|
Bobby D. O’Brien
|
Vice president and chief financial officer of the Company, Contran and Dixie Rice; and vice president and chief financial officer of VHC.
|
Glenn R. Simmons
|
Vice chairman of the board of the Company, Contran, Dixie Rice and VHC; chairman of the board of CompX and Keystone; and a director of Kronos Worldwide and NL.
|
Harold C. Simmons
|
Chairman of the board of the Company, Contran, Dixie Rice, Kronos Worldwide and VHC; chairman of the board and chief executive officer of NL; and trustee and member of the investment committee of the CMRT.
|
John A. St. Wrba
|
Vice president and treasurer of the Company, Contran, Dixie Rice, Kronos Worldwide, NL and VHC.
|
Gregory M. Swalwell
|
Vice president and controller of the Company, Contran and VHC; executive vice president and chief financial officer of Kronos Worldwide; vice president, finance and chief financial officer of NL; and vice president of Dixie Rice.
|
Steven L. Watson
|
Director, president and chief executive officer of the Company; chief executive officer and vice chairman of the board of Kronos Worldwide; director and president of Contran, Dixie Rice and VHC; and a director of CompX, Keystone and NL.
|
Name
|
Total
|
|||
L. Andrew Fleck (1)
|
2,592 | |||
Robert D. Graham
|
-0- | |||
J. Mark Hollingsworth
|
-0- | |||
William J. Lindquist
|
-0- | |||
A. Andrew R. Louis
|
-0- | |||
Kelly D. Luttmer
|
-0- | |||
Bobby D. O’Brien
|
-0- | |||
Glenn R. Simmons (2)
|
58,230 | |||
Harold C. Simmons (3)
|
2,708,515 | |||
John A. St. Wrba
|
-0- | |||
Gregory M. Swalwell
|
1,166 | |||
Steven L. Watson
|
87,238 |
(1)
|
Includes 1,299 Shares held by Mr. Fleck’s children.
|
(2)
|
Includes 3,785 Shares held by Glenn R. Simmons’ wife. Mr. Simmons’ disclaims beneficial ownership of all Shares held by his wife.
|
(3)
|
Includes 818,514 and 87,900 Shares directly held, respectively, by Harold C. Simmons’ wife and a trust of which Harold C. Simmons and his wife are co-trustees and the beneficiaries of which are the grandchildren of his wife. Mr. Harold C. Simmons also may be deemed to possess indirect beneficial ownership of the other Shares set forth in Item 5(a) of this Statement, held by other Reporting Persons. Mr. Simmons disclaims beneficial ownership of all Shares except for the 1,802,341 Shares that he holds directly and to the extent of his vested beneficial interest, if any, in Shares directly held by the CDCT.
|
Exhibit 1
|
Credit Agreement dated as of October 2, 2009 between Contran Corporation and PlainsCapital Bank (incorporated by reference to Exhibit 1 of Amendment No. 28 to a Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on August 5, 2010 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
|
Exhibit 2
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Guaranty dated as of October 2, 2009 executed by Valhi Holding Company for the benefit of PlainsCapital Bank (incorporated by reference to Exhibit 2 of Amendment No. 28 to a Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on August 5, 2010 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
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Exhibit 3
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Pledge and Security Agreement dated October 2, 2009 between Valhi Holding Company and PlainsCapital Bank (incorporated by reference to as Exhibit 3 of Amendment No. 28 to Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on August 5, 2010 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
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Exhibit 4
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Collateral Agreement dated October 2, 2009 between Contran Corporation and Valhi Holding Company (incorporated by reference to Exhibit 4 of Amendment No. 28 to a Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on August 5, 2010 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
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Exhibit 5
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Pledged Shares Addendum Agreement dated March 5, 2010 between Valhi Holding Company and PlainsCapital Bank (incorporated by reference to Exhibit 99.B5 to Amendment No. 1 to the Schedule TO regarding the common stock of Keystone Consolidated Industries, Inc. (Securities Exchange Act File No. 1-3919) that was filed with the U.S. Securities and Exchange Commission on February 14, 2011 by Contran Corporation).
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Exhibit 6
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First Amendment to the Credit Agreement dated as of October 1, 2010 between Contran Corporation and PlainsCapital Bank (incorporated by reference to Exhibit 99.B6 to Amendment No. 1 to the Schedule TO regarding the common stock of Keystone Consolidated Industries, Inc. (Securities Exchange Act File No. 1-3919) that was filed with the U.S. Securities and Exchange Commission on February 14, 2011 by Contran Corporation).
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Exhibit 7
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Second Amendment to the Credit Agreement dated as of September 30, 2011 between Contran Corporation and PlainsCapital Bank (incorporated by reference to Exhibit 8 to Amendment No. 31 to Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on November 16, 2012 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
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Exhibit 8
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Third Amendment to the Credit Agreement dated as of September 28, 2012 between Contran Corporation and PlainsCapital Bank (incorporated by reference to Exhibit 9 to Amendment No. 31 to Schedule 13D regarding the common stock of Titanium Metals Corporation (Securities Exchange Act File No. 1-14368) that was filed with the U.S. Securities and Exchange Commission on November 16, 2012 by Valhi Holding Company, Dixie Rice Agricultural Corporation, Inc., Contran Corporation, The Combined Master Retirement Trust, Annette C. Simmons and Harold C. Simmons).
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Exhibit 9*
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Loan Modification Agreement, dated November 30, 2012, between Contran Corporation and PlainsCapital Bank, in its capacity as agent for lenders named in the in the agreement, Valhi Holding Company and First Southwest Company.
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Exhibit 10*
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Amended and Restated Collateral Agreement (Amended and Restated as of November 30, 2012) between Valhi Holding Company and Contran Corporation.
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