What the changes say
- Valhi updated disclosures to reflect the LPC acquisition merger, reduced real estate development obligations in Henderson, Nevada, and added customer concentration risks for its Component Products Segment.
What changed since the prior 10-K
New
- New
Dependence on our Component Product Segment’s significant customers could adversely affect their business and results of operations
For the year ended December 31, 2025, the Component Products Segment relied on ten customers for 52% of its net sales, with one single customer accounting for 26%.
Dropped
- Dropped
raw material costs and ensure supply. Materials purchased outside of these arrangements are sometimes subject to unanticipated and sudden price increases
- Dropped
cash dividends or other distributions to us, our ability to service our liabilities and to pay dividends on our common stock could be adversely affected
Reworded
- 58% rewritten
Kronos’ acquisition of the remaining 50% interest in LPC may not generate benefits we anticipate and may otherwise affect our business and prospects
Updated to state that Kronos completed the LPC acquisition in July 2024 and subsequently merged LPC into Kronos Louisiana.
Was: Kronos’ recent acquisition of the remaining 50% interest in LPC may not generate benefits we anticipate and may otherwise affect our business and prospects
- 46% rewritten
Higher costs or limited availability of our raw materials may reduce our earnings and decrease our liquidity. In addition, many of our raw material contracts contain fixed quantities we are required to purchase
No substantive textual changes were made to the raw material availability risk for the Chemicals Segment.
- 40% rewritten
Our Real Estate Management and Development Segment has significant development obligations related to a residential/planned community in Henderson, Nevada. Increases in labor or construction costs related to the completion of such development obligations may reduce our earnings and decrease our liquidity
Updated Henderson, Nevada real estate development obligations to state all remaining land was sold in 2025 and obligations dropped to approximately $54 million spanning one to two years.
- 35% rewritten
Operating as a global business presents risks associated with global and regional economic, political and regulatory environments
Updated non-U.S. revenue percentages for the Chemicals Segment for recent years and adjusted phrasing regarding tariffs on goods imported from Canada.
- 34% rewritten
Our assets consist primarily of investments in our operating subsidiaries, and we are dependent upon distributions from our subsidiaries to service our liabilities
Minor phrasing adjustments regarding subsidiary distributions and debt restrictions without altering the core risk.
- 33% rewritten
The TiO2 industry is concentrated and highly competitive and our Chemical Segment faces price pressures in the markets in which it operates, which may result in reduced earnings or operating losses
Updated top global TiO2 producers concentration figure from the top five accounting for approximately 51% to the top four accounting for approximately 42%.
All 17 risk factors
Headings as the filing states them, in filing order.
Other
- 01Demand for, and prices of, certain of our Chemicals Segment’s products are influenced by changing market conditions for its products, which may result in reduced earnings or operating losses
- 02The TiO2 industry is concentrated and highly competitive and our Chemical Segment faces price pressures in the markets in which it operates, which may result in reduced earnings or operating losses33% rewritten
- 03Many of the markets in which our Component Products Segment operates are mature and highly competitive resulting in pricing pressure and the need to continuously reduce costs
- 04Our development of innovative features for current products is critical to sustaining and growing our Component Product Segment’s sales
- 05Higher costs or limited availability of our raw materials may reduce our earnings and decrease our liquidity. In addition, many of our raw material contracts contain fixed quantities we are required to purchase46% rewritten
- 06Dependence on our Component Product Segment’s significant customers could adversely affect their business and results of operationsNew
- 07Kronos’ acquisition of the remaining 50% interest in LPC may not generate benefits we anticipate and may otherwise affect our business and prospects58% rewritten
- 08Our Real Estate Management and Development Segment has significant development obligations related to a residential/planned community in Henderson, Nevada. Increases in labor or construction costs related to the completion of such development obligations may reduce our earnings and decrease our liquidity40% rewritten
- 09Our assets consist primarily of investments in our operating subsidiaries, and we are dependent upon distributions from our subsidiaries to service our liabilities34% rewritten
- 10Our leverage may impair our financial condition or limit our ability to operate our businesses
- 11Indebtedness outstanding under our loan from Contran and Kronos’ Global Revolver accrues interest at variable rates. To the extent market interest rates rise, the cost of our debt could increase, even if the amount borrowed remains the same, adversely affecting financial condition, results of operations and cash flows
- 12Changes in currency exchange rates and interest rates can adversely affect our net sales, profits, and cash flows
- 13We could incur significant costs related to legal and environmental remediation matters
- 14Global climate change laws and regulations could negatively impact our financial results or limit our ability to operate our businesses
- 15Operating as a global business presents risks associated with global and regional economic, political and regulatory environments35% rewritten
- 16Technology failures or cybersecurity breaches could have a material adverse effect on our operations
- 17Physical impacts of climate change could have a material adverse effect on our costs and operations
Other Valhi 10-Ks
- FY2024 10-K risk factors18 risks
Valhi relies heavily on the TiO2 chemicals segment, component manufacturing, and Nevada real estate development.
Filed Mar 06, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.