Letter

 

January 12, 2009

Dear Tronox Supplier,

All of our suppliers play a significant role in Tronox’s ability to serve the needs of our customers. Because I value our relationship, I want to let you know about an important action Tronox has taken to address burdensome legacy liabilities, restructure the balance sheet and position the company for long-term success.

Today, Tronox and certain of its subsidiaries filed for relief under Chapter 11 of the U.S. Bankruptcy Code. This action will allow us to address our debt issues while continuing normal operations. The filing does not include the company’s operations outside of the U.S., nor does it impact the vendors that supply these operations only.

First and foremost, Tronox is not going out of business. We will continue to produce high quality products and provide the unparalleled customer service for which Tronox is known. Importantly, we intend to stand by our commitments to our customers.

The company has taken steps to ensure continued supply of goods and services to its customers. In that regard, Tronox has received a commitment for up to $125 million in new debtor-in-possession (DIP) financing from our existing lending group led by Credit Suisse. Access to this financing, which requires court approval, means Tronox has the ability to pay suppliers and employees in the ordinary course of business going forward.

With respect to our ongoing business relationship, the Bankruptcy Code provides priority status for post-petition orders and shipments (goods and services received after the Chapter 11 filing date) that you provide to us. Therefore, you can be assured that we can pay for the goods and services you provide to us after the time of the January 12, 2009 filing.

We want to assure you that if you also supply goods and services to our non-U.S. subsidiaries, normal payment terms will continue for those shipments and services during these proceedings.

Unfortunately, federal law generally prohibits payment for goods and services received by Tronox’s U.S. subsidiaries before the filing date except pursuant to a plan of reorganization that is accepted by creditors and approved by the court or other court orders. We sincerely regret any hardship this may cause. You will receive information about this in the near future.

The decision to seek Chapter 11 protection was made to address the legacy liabilities Tronox incurred at the time of the 2006 spinoff from Kerr-McGee. The liabilities include environmental and litigation costs. As you may know, these liabilities have been an obstacle to Tronox's financial stability and success.

Filing for Chapter 11 is the best way to ensure Tronox can position itself for long-term success and achieve its true value. Once we complete our restructuring, we expect to have a more appropriate capital structure and debt levels.

If you have questions or concerns, please contact your regular Tronox representative. We have also set up a restructuring area on the company’s website, www.tronox.com, which contains access to court documents and other information regarding the proceedings. Additionally, we have established a restructuring information hotline at 1-866-775-5009 (toll-free in the U.S. and Canada) and 1-405-775-5000 (outside of the U.S. and Canada) and a restructuring e-mail address, restructuring@tronox.com, for inquiries regarding the Chapter 11 process. Attached is the news release that we issued. On behalf of our entire management team, I would like to thank you in advance for your continued support.

If you have claims that need to be submitted, please forward them to our claims agent at:

Kurtzman Carson Consultants
2335 Alaska Avenue, El Segundo, CA90245
866-381-9100
www.kccllc.net/Tronox
TronoxInfo@kccllc.com

We value our relationship with you, and I personally want to thank you for your patience during our restructuring. We will do our best to keep you informed of developments relating to our progress.

Sincerely,

Stephen T. Wachnowsky

Vice President of Global Pigment Operations