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form_8k.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported)    March 31, 2008 

LSB INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)

 
Delaware
  
1-7677
  
73-1015226
(State or other jurisdiction
of incorporation)
  
(Commission File
Number)
  
(IRS Employer
Identification No.)
   
16 South Pennsylvania, Oklahoma City, Oklahoma
(Address of principal executive offices)
  
 73107 
            (Zip Code)
         
Registrant's telephone number, including area code      (405) 235-4546

Not applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
Section 8 – Other Events
 
Item 8.01     Other Events

We previously disclosed that the Securities and Exchange Commission (“SEC”) was conducting an informal inquiry of us relating to the change in inventory accounting from LIFO to FIFO involving approximately $500,000 by one of our subsidiaries, which change resulted in the restatement of certain of our financial statements for certain periods prior to 2005.  The staff of the SEC has notified us and our principal accounting officer that we will receive a formal “Wells” notice that the staff has preliminarily decided to recommend to the SEC that it institute a civil enforcement action against us and our principal accounting officer in connection with the above described matter.  We and our principal accounting officer will have an opportunity to make a written response to the Wells notice before the staff makes a formal recommendation to the SEC.  If any enforcement proceeding is instituted by the SEC, we will vigorously defend the action.  We cannot predict the outcome or timing of this matter.  A copy of the press release is attached hereto as Exhibit 99.1, the text of which is incorporated herein by reference.
 
Section 9 – Financial Statements and Exhibits
 
Item 9.01    Financial Statements and Exhibits
 
Exhibit                      Description
 
99.1          Press Release, dated April 1, 2008
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated:    April 1, 2008
LSB INDUSTRIES, INC.
 
 
By:  /s/ Tony M. Shelby       
Tony M. Shelby,
Executive Vice President,
Chief Financial Officer
ex_991.htm
 
 
 


COMPANY CONTACT:
Investor Relations Contact:
Tony M. Shelby, Chief Financial Officer
Linda Latman (212) 836-9609
(405) 235-4546
Lena Cati (212) 836-9611
 
The Equity Group Inc.


FOR IMMEDIATE RELEASE

LSB INDUSTRIES, INC. INFORMED OF WELLS NOTICE TO BE ISSUED ON PREVIOUSLY DISCLOSED INQUIRY


Oklahoma City, Oklahoma – April 1, 2008 - LSB Industries, Inc. (“LSB”) (AMEX: LXU), today announced that it has been notified by the staff of the Securities and Exchange Commission ("SEC") that LSB will receive a formal "Wells" notice relating to a previously disclosed informal inquiry by the SEC staff of one of its subsidiary’s change in inventory accounting from LIFO to FIFO prior to 2005.  The accounting change involved approximately $500,000 and resulted in the restatement of certain of our annual and quarterly financial statements.  LSB first disclosed an informal inquiry from the SEC relating to this matter during August 2006.

The SEC staff indicated that the “Wells” notice will state that the SEC staff preliminarily decided to recommend that the SEC institute a civil enforcement action relating to the change in inventory accounting method against LSB and its principal accounting officer.  Under the process established by the SEC, we will have the opportunity to respond in writing to the notice before the staff makes its formal recommendation to the SEC.

We intend to respond to the “Wells” notice once it is received and to vigorously defend any action brought by the SEC.  We cannot predict the outcome or timing of this matter.

LSB is a manufacturing, marketing and engineering company.  LSB’s principal business activities consist of the manufacture and sale of commercial and residential climate control products, such as geothermal and water source heat pumps, hydronic fan coils, large custom air handlers, the manufacture and sale of chemical products for the mining, agricultural and industrial markets, and the provision of specialized engineering services and other activities.  LSB is included in the Russell 2000 Index and the Russell 3000 Index.

This press release contains certain statements which may constitute forward-looking statements within the meaning of the Private Securities Reform Act of 1996, including, but not limited to, “receipt of a ‘Wells’ notice and cannot predict the outcome or timing of this matter.”  Investors are cautioned that such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from the forward-looking statements as a result of various factors, including, but not limited to, general economic conditions and the “Risk Factors” contained in, and the other factors listed under the heading “Special Note Regarding Forward-Looking Statements” in, our 2007 Form 10-K, as amended by our 10-K/A Amendment No. 1.

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