Item 2.05 Costs Associated with Exit or Disposal Activities.

Effective December 9, 2020, the Board of Directors of Venator Materials PLC (the "Company") approved a plan to implement a restructuring program at certain of its manufacturing facilities in Germany as part of its recently announced 2020 Business Improvement Program. As a result of the closure, the Company expects to incur approximately $60 to $80 million of pre-tax charges, consisting of approximately $35 to $40 million of cash charges that it expects to incur through 2022, primarily related to employee severance for approximately 280 associates. The remaining costs consist of non-cash charges primarily related to impairment of fixed assets which the Company expects to incur in the fourth quarter of 2020. The Company expects the 2020 Business Improvement Program, of which this restructuring plan is a part, to result in approximately $45 to $50 million of cash charges and approximately $55 million of annual savings once fully implemented, as disclosed in the Company's third quarter 2020 Form 10-Q.

The foregoing contains statements that are not historical and are forward-looking statements. These statements are based on management's current beliefs and expectations. The forward-looking statements are subject to uncertainty and changes in circumstances and involve risks and uncertainties that may affect the Company's operations, markets, products, services, prices and other factors. Significant risks and uncertainties may relate to, but are not limited to, financial, economic, competitive, environmental, political, legal, regulatory and technological factors. For information regarding other factors that could cause the Company's results to vary from expectations, please see the "Risk Factors" section of the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to revise or update publicly any forward-looking statement, except as otherwise required by applicable laws.

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