Engineering News

Kerr-McGee to Separate Chemical Business With
Initial Public Offering in Fourth Quarter

Thursday October 6, 7:30 am ET

OKLAHOMA CITY, Oct. 6 /PRNewswire-FirstCall/ -- Kerr-McGee Corp. today announced that the company's board of directors has approved the separation of its chemical business through an initial public offering (IPO) of shares of the Class A common stock of its wholly-owned subsidiary, Tronox Incorporated. The IPO is planned for the fourth quarter of 2005. Following the IPO, Kerr-McGee will continue to hold an interest in Tronox through ownership of Tronox's Class B common stock. Kerr-McGee expects to distribute those shares to its stockholders through a spin off or split off during 2006.

"We believe the total value received through creating a separate public company to be superior to a sale of the chemical business," said Luke R. Corbett, Kerr-McGee chairman and chief executive officer. "The expertise, quality products and technological and cost advantages of our chemical business, combined with current market conditions, will allow us to create a strong stand-alone company that will unlock the value of the chemical business. Following completion of the chemical business separation, Kerr- McGee will be a pure-play exploration and production company. We will continue to pursue opportunities from our large inventory of low-risk exploitation projects and high-potential exploration prospects to provide future growth for our stockholders."

Headquartered in Oklahoma City, the chemical business is the world's third-largest producer and marketer of titanium dioxide pigment, with a 13% global market share and annual production capacity of 624,000 tonnes. Titanium dioxide pigment is an inorganic white pigment used in paint, coatings, plastics, paper and many other everyday products. The chemical business' five pigment plants, which are located in the United States, Australia, Germany and the Netherlands, supply high-performance products to more than 1,100 customers in approximately 100 countries. In addition, the chemical business produces electrolytic products, including sodium chlorate, electrolytic manganese dioxide, boron trichloride and elemental boron.

The offering will be made only by means of a prospectus. Once available, prospectuses may be obtained from Lehman Brothers Inc., c/o ADP Financial Services, Integrated Distribution Services, 1155 Long Island Avenue, Edgewood, NY, 11717, Fax 1-631-254-7268, corporateordering@adp.com , or J.P. Morgan Securities Inc., Chase Distribution & Support Service, 1 Chase Manhattan Plaza, Floor 5B, New York, NY, 10081, 1-212-552-5164. A registration statement related to these securities has been filed with the U.S. Securities and Exchange Commission but has not yet become effective. The registration statement is available on Kerr-McGee's website at http://www.kerr-mcgee.com and on Tronox's website at http://www.tronox.com . These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This news release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Kerr-McGee is an Oklahoma City-based energy and inorganic chemical company with worldwide operations and assets of more than $15 billion.

Source: Kerr-McGee Corp.

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