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)    August 6, 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 2 – Financial Information
 
Item 2.02.  Results of Operations and Financial Condition

On August 6, 2008, LSB Industries, Inc. (the “Company”) issued a press release to report its unaudited financial results for the second quarter ended June 30, 2008.  The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

On August 6, 2008, at 5:15 p.m. EDT / 4:15 p.m. CDT, the Company held a conference call broadcast live over the Internet to discuss the unaudited results of the second quarter and six months ended June 30, 2008.  
 
The information contained in this Item 2.02 of this Form 8-K and the Exhibit attached hereto are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Act of 1934 (as amended), or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 (as amended), except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Exhibits
 
The information contained in the accompanying Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Exchange Act or incorporated by reference in any filing under the Exchange Act or the Securities Act, except as shall be expressly set forth by specific reference in such filing.
 
(d) Exhibits.
 
Exhibit                      Description
 
99.1           Press Release issued by LSB Industries, Inc. dated August 6, 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: August 7, 2008
 
LSB INDUSTRIES, INC.
By: /s/Tony M. Shelby    
Name: Tony M. Shelby
Title: Executive Vice President of Finance,
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. REPORTS RESULTS
FOR THE 2008 SECOND QUARTER


Oklahoma City, Oklahoma .  .  . August 6, 2008 ..  .  . LSB Industries, Inc. (AMEX:LXU), today reported results for the second quarter and six months ended June 30, 2008.

Second Quarter 2008 Compared to Second Quarter 2007:

§  
Net sales increased 26.3% to $198.1 million from $156.8 million;
§  
Operating income rose 92.8% to $29.3 million from $15.2 million;
§  
Net income rose 35.6% to $17.9 million from $13.2 million;
§  
Diluted income per common share rose to $.75 per share from $.58 per share.

Of note:
      ▪   2008 operating and net income, as well as diluted income per share include income from a litigation judgment of approximately $7.6 million ($4.7 million net of tax).

      ▪   The provision for income taxes for the three months ended June 30, 2008, was $10.7 million compared to $0.2 million for the same period in 2007.

Six Months 2008 Compared to Six Months 2007:

§  
Net sales increased 17.9% to $358.5 million from $304.1 million;
§  
Operating income rose 69.7% to $48.7 million from $28.7 million;
§  
Net income rose 19.9% to $28.8 million from $24.0 million;
§  
After deducting preferred stock dividend requirements, net income applicable to common stock was $28.5 million, compared to $18.6 million;
§  
Diluted income per common share rose to $1.21 per share from $.87 per share.

(more)



 
LSB Industries, Inc. News Release                                                                                                                                
August 6, 2008


Of note:
      ▪   2008 operating and net income, as well as diluted income per share include income from a litigation judgment of approximately $7.6 million ($4.7 million net of tax).

      ▪   The provision for income taxes for the six months ended June 30, 2008, was $17.4 million compared to $0.5 million for the same period in 2007.

Business Overview

Jack Golsen, LSB’s Chairman & CEO stated, “The favorable trend of the first quarter continued into the second quarter producing the best first half in the history of LSB with growth in net sales and profits of both our Climate Control and Chemical businesses.  It is especially gratifying that the bottom line gains were achieved despite the significant tax provision in the current periods versus a nominal tax provision for the 2007 reporting periods.”

Discussing the Climate Control Business, Barry H. Golsen, President & COO, noted, “Net sales increased 8% in the second quarter, due primarily to higher selling prices, sales mix and to a lesser extent, higher hydronic fan coil unit shipments.   The 23% improvement in operating income was achieved as a result of favorable raw materials hedging decisions as well as from our continued efforts to reduce costs and enhance manufacturing efficiencies. Despite continued weakness in the non-residential and residential construction markets, we booked $75.6 million in new orders in the second quarter, up 16% compared to $65.2 million in the same period of 2007.  New orders for our residential geothermal products were particularly strong.  At mid-year 2008, our backlog of confirmed orders was approximately $63.3 million compared to $62.1 million and $54.5 million at March 31, 2008 and December 31, 2007, respectively.  Equally important, we have maintained leadership in our niche markets.”

He continued, “While Chemical Business’s sales increased 43% due to significantly higher spot market prices for agricultural products as well as higher selling prices for industrial acids and mining products related to increased raw material feedstock prices, operating income rose even more sharply from $7.9 million to $20.5 million.  Excluding the impact of $7.6 million (net of attorneys’ fees) from the previously noted litigation judgment, our Chemical Business’s operating income increased 63%, to $12.9 million.”

Tony Shelby, LSB’s Executive Vice President & CFO noted, “Our financial position continues to strengthen.  We closed the second quarter with working capital of nearly $154.8 million and a 1 to 1 ratio of long-term debt to stockholders’ equity, before $48.5 million of cash on hand.  Our $50 million working capital revolver remains undrawn and available to fund operations, if needed.”
 
(more)
 


LSB Industries, Inc. News Release                                                                                                                                
August 6, 2008


Conference Call

LSB’s management will host a conference call on Wednesday, August 6, 2008 at 5:15 pm EDT/4:15 pm CDT to discuss these results and recent corporate developments.  Participating in the call will be CEO, Jack E. Golsen; President and COO, Barry H. Golsen and Executive Vice President and CFO, Tony M. Shelby. Interested parties may participate in the call by dialing 706-679-3079.  Please call in ten minutes before the conference is scheduled to begin and ask for the LSB conference call.

To listen to a web cast of the call, please go to the Company’s website at www.lsb-okc.com at least 15 minutes before the conference call to download and install any necessary audio software.  If you are unable to listen live, the conference call web cast will be archived on the Company’s website for 90 days. We suggest listeners use Microsoft Explorer as their web browser.

LSB Industries, Inc.

LSB is a manufacturing, marketing and engineering holding company through its subsidiaries.  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.  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.


See Accompanying Tables
 
 

 

LSB INDUSTRIES, INC.
Notes to Unaudited Financial Highlights
Six and Three Months Ended June 30, 2008 and 2007
(Continued)
 
 
Six Months
 
Three Months
 
2008
 
2007
 
2008
 
2007
 
(In Thousands, Except Per Share Amounts)
Net sales
$
358,507
   
$
304,141
   
$
198,052
   
$
156,756
 
Cost of sales
 
277,009
     
237,432
     
154,311
     
122,099
 
Gross profit
 
81,498
     
66,709
     
43,741
     
34,657
 
                               
Selling, general and administrative expense
 
40,222
     
36,994
     
21,458
     
18,693
 
Provisions for losses on accounts receivable
 
292
     
621
     
202
     
363
 
Other expense
 
657
     
518
     
476
     
494
 
Other income
 
(8,329
)
   
(100
)
   
(7,719
)
   
(46
)
Operating income
 
48,656
     
28,676
     
29,324
     
15,153
 
                               
Interest expense
 
3,720
     
4,580
     
1,266
     
1,992
 
Non-operating other income, net
 
(862
)
   
(73
)
   
(345
)
   
(31
)
Income from continuing operations before provisions for income taxes and equity in earnings of affiliate
 
 
45,798
     
 
24,169
     
 
28,403
     
 
13,192
 
Provisions for income taxes
 
17,429
     
532
     
10,709
     
188
 
Equity in earnings of affiliate
 
(462
)
   
(431
)
   
(230
)
   
(216
)
Income from continuing operations
 
28,831
     
24,068
     
17,924
     
13,220
 
                               
Net loss from discontinued operations
 
17
     
29
     
17
     
-
 
Net income
 
28,814
     
24,039
     
17,907
     
13,220
 
                               
Dividends, dividend requirements and stock dividend on preferred stocks
 
306
     
5,405
     
-
     
217
 
Net income applicable to common stock
$
28,508
   
$
18,634
   
$
17,907
   
$
13,003
 
                               
Weighted-average common shares:
                             
Basic
 
21,115
     
18,615
     
21,172
     
19,713
 
                               
Diluted
 
24,908
     
21,950
     
24,827
     
22,923
 
                               
Income per common share:
                             
Basic
$
1.35
   
$
1.00
   
$
.85
   
$
.66
 
                               
Diluted
$
1.21
   
$
.87
   
$
.75
   
$
.58
 

 
(See accompanying notes)

 
 

 
 
LSB Industries, Inc. News Release                                                                                                                                
August 6, 2008
LSB Industries, Inc.
Notes to Unaudited Financial Highlights
 Six and Three Months Ended June 30, 2008 and 2007

Note 1:
Net income applicable to common stock is computed by adjusting net income by the amount of preferred stock dividends, dividend requirements and stock dividend.  Basic income per common share is based upon net income applicable to common stock and the weighted-average number of common shares outstanding during each period.  Diluted income per share is based on net income applicable to common stock plus preferred stock dividends and dividend requirements on preferred stock assumed to be converted, if dilutive, and interest expense including amortization of debt issuance costs, net of income taxes, on convertible debt assumed to be converted, if dilutive, and the weighted-average number of common shares and dilutive common equivalent shares outstanding and the assumed conversion of dilutive convertible securities outstanding.

Note 2:
In 2005, a subsidiary in our Chemical Business sued certain of its suppliers, in connection with their faulty repair of a hot gas expander of one of the subsidiary’s nitric acid plants.  As a result of defects in the repair, on October 8, 2004, the hot gas expander failed, leading to a fire at the nitric acid plant.  A trial was held in October 2006 resulting in a jury verdict awarding the subsidiary approximately $9.8 million in damages.  During April 2008, the Arkansas Supreme Court affirmed the award granted to the subsidiary by the lower court.  During June 2008, we received proceeds of approximately $11.2 million for this litigation judgment, which includes interest of approximately $1.4 million from which we paid attorneys’ fees of approximately $3.6 million.  The payment of attorneys’ fees of 31.67% of our recovery was contingent upon the cash receipt of the litigation judgment.  As a result, for the six and three months ended June 30, 2008, we recognized income of approximately $7.6 million, net of attorneys’ fees, which amount is classified as other income in the above Unaudited Financial Highlights.

Note 3: 
    Provisions for income taxes are as follows:

 
Six Months Ended
June 30,
 
Three Months Ended
June 30,
 
2008
 
2007
 
2008
 
2007
 
 
(In Thousands)
   Current:
Federal
  $ 11,520     $ 446     $ 6,625     $ 232  
State
    1,724       86       909       (44 )
Total Current
  $ 13,244     $ 532     $ 7,534     $ 188  
   Deferred:
Federal
  $ 3,539     $ -     $ 2,709     $ -  
State
    646       -       466       -  
Total Deferred
    4,185       -       3,175       -  
Provisions for income taxes
  $ 17,429     $ 532     $ 10,709     $ 188  


In the first six months of 2007, we had significant income tax net operating loss (“NOL”) carryforwards. In addition, we had valuation allowances in place against our deferred tax assets arising from the NOL carryforwards and other temporary differences.  As a result, the provisions for federal and state income taxes for the six months and three months ended June 30, 2007 were $0.5 million and $0.2 million, respectively.  During 2008, we anticipate that we will utilize the NOL carry forwards remaining at December 31, 2007 and recognize and pay income taxes at regular corporate rates.

Note 4: 
Information about the Company’s operations in different industry segments for the six and three months ended June 30, 2008 and 2007 is detailed on the following page.

 
 

 

LSB INDUSTRIES, INC.
Notes to Unaudited Financial Highlights (Continued)
Six and Three Months Ended June 30, 2008 and 2007
 
 
Six Months Ended
June 30,
 
Three Months Ended
June 30,
 
2008
 
2007
 
2008
 
2007
 
(In Thousands)
Net sales:
                             
Climate Control
$
146,949
   
$
145,823
   
$
80,626
   
$
74,518
 
Chemical
 
204,788
     
153,142
     
113,458
     
79,422
 
Other
 
6,770
     
5,176
     
3,968
     
2,816
 
 
$
358,507
   
$
304,141
   
$
198,052
   
$
156,756
 
                               
Gross profit: (1)
                             
Climate Control (2)
$
47,454
   
$
42,628
   
$
25,932
   
$
21,921
 
Chemical (3)
 
31,852
     
22,242
     
16,499
     
11,710
 
Other
 
2,192
     
1,839
     
1,310
     
1,026
 
 
$
81,498
   
$
66,709
   
$
43,741
   
$
34,657
 
                               
Operating income (loss): (4)
                             
Climate Control (2)
$
21,182
   
$
18,125
   
$
11,855
   
$
9,617
 
Chemical (3) (5)
 
32,627
     
15,646
     
20,502
     
7,936
 
General corporate expenses and other business operations, net (6)
 
(5,153
)
   
(5,095
)
   
(3,033
)
   
(2,400
)
   
48,656
     
28,676
     
29,324
     
15,153
 
                               
Interest expense
 
(3,720
)
   
(4,580
)
   
(1,266
)
   
(1,992
)
Non-operating other income (expense), net:
                         
Climate Control
 
1
     
2
     
-
     
-
 
Chemical
 
64
     
82
     
60
     
54
 
Corporate and other business operations
 
797
     
(11
)
   
285
     
(23
)
Provisions for income taxes (7)
 
(17,429
)
   
(532
)
   
(10,709
)
   
(188
)
Equity in earnings of affiliate-Climate Control
 
462
     
431
     
230
     
216
 
Income from continuing operations (5)
$
28,831
   
$
24,068
   
$
17,924
   
$
13,220
 

 
 

 
 

LSB Industries, Inc. News Release                                                                                                                                
August 6, 2008

(1)
Gross profit by industry segment represents net sales less cost of sales. Gross profit classified as “Other” relates to the sales of industrial machinery and related components.

(2)
On our futures contracts for copper, during the six months ended June 30, 2008 and 2007, we recognized gains (realized and unrealized) of $2,685,000 and $350,000, respectively.  These gains contributed to an increase in gross profit and operating income.

(3)
During the six months ended June 30, 2008 and 2007, the amounts expensed for precious metals, net of recoveries and gains, were $3,562,000 and $1,392,000, respectively. In addition, during the three months ended June 30, 2008 and 2007, the amounts expensed for precious metals, net of recoveries were $1,102,000 and $494,000, respectively. These net expenses contributed to a decrease in gross profit and operating income.

(4)
Our chief operating decision makers use operating income by industry segment for purposes of making decisions, which include resource allocations and performance evaluations. Operating income by industry segment represents gross profit by industry segment less selling, general and administration expense (“SG&A”) incurred by each industry segment plus other income and other expense earned/incurred by each industry segment before general corporate expenses and other business operations, net. General corporate expenses and other business operations, net, consist of unallocated portions of gross profit, SG&A, other income and other expense.

(5)
For each of the six and three-month periods ended June 30, 2008, we recognized operating income of $7.6 million, relating to a litigation judgment.  Income from continuing operations for the six and three month periods ended June 30, 2008 includes $7.6 million ($4.7 million net of provision for income taxes) relating to the litigation judgment.


(6)
The amounts included are not allocated to our Climate Control and Chemical Businesses since these items are not included in the operating results reviewed by our chief operating decision makers for purposes of making decisions as discussed above.

(7)
In the first six months of 2007, we had significant income tax net operating loss (“NOL”) carry forwards. In addition, we had valuation allowances in place against our deferred tax assets arising from the NOL carry forwards and other temporary differences.  As a result, the provisions for federal and state income taxes for six months and three months ended June 30, 2007, were nominal. During 2008, we anticipate that we will utilize the NOL carry forwards remaining at December 31, 2007 and recognize and pay income taxes at regular corporate rates.

 

LSB INDUSTRIES, INC.
Condensed Consolidated Balance Sheets
(Information at June 30, 2008 is unaudited)
 
   
June 30,
2008
 
December 31,
2007
 
(In Thousands)
Assets
           
Current assets:
           
Cash and cash equivalents
  $ 48,524     $ 58,224  
Restricted cash
    31       203  
Accounts receivable, net
    95,540       70,577  
Inventories:
               
Finished goods
    39,558       28,177  
Work in process
    2,947       3,569  
Raw materials
    26,272       25,130  
Total inventories
    68,777       56,876  
Supplies, prepaid items and other:
               
Deferred rent expense
    433       -  
Prepaid insurance
    1,523       3,350  
Precious metals
    14,093       10,935  
Supplies
    4,228       3,849  
Other
    2,385       1,464  
Total supplies, prepaid items and other
    22,662       19,598  
Deferred income taxes
    6,190       10,030  
Total current assets
    241,724       215,508  
                 
Property, plant and equipment, net
    89,230       79,692  
                 
Other assets:
               
Debt issuance and other debt-related costs, net
    4,942       4,639  
Investment in affiliate
    3,608       3,426  
Goodwill
    1,724       1,724  
Other, net
    2,655       2,565  
    Total other assets
    12,929       12,354  
    $ 343,883     $ 307,554  


(Continued on following page)

 
 

 

LSB INDUSTRIES, INC.
Condensed Consolidated Balance Sheets
(Information at June 30, 2008 is unaudited)
 
   
June 30,
2008
 
December 31,
2007
 
(In Thousands
Liabilities and Stockholders’ Equity
             
Current liabilities:
             
Accounts payable
$
51,508
   
$
39,060
 
Short-term financing and drafts payable
 
131
     
919
 
Accrued and other liabilities
 
34,366
     
38,942
 
Current portion of long-term debt
 
912
     
1,043
 
Total current liabilities
 
86,917
     
79,964
 
               
Long-term debt
 
120,676
     
121,064
 
               
Noncurrent accrued and other liabilities:
             
Deferred income taxes
 
5,675
     
5,330
 
Other
 
7,547
     
6,913
 
   
13,222
     
12,243
 
Contingencies
             
               
Stockholders' equity:
             
Series B 12% cumulative, convertible preferred stock, $100 par value; 20,000 shares issued and outstanding
 
2,000
     
2,000
 
Series D 6% cumulative, convertible Class C preferred stock, no par value; 1,000,000 shares issued
 
1,000
     
1,000
 
Common stock, $.10 par value; 75,000,000 shares authorized, 24,834,010 shares issued (24,466,506 at December 31, 2007)
 
2,483
     
2,447
 
Capital in excess of par value
 
126,909
     
123,336
 
Accumulated other comprehensive loss
 
(322
)
   
(411
)
Retained earnings (accumulated deficit)
 
12,071
     
(16,437
)
   
144,141
     
111,935
 
Less treasury stock at cost:
             
 Common stock, 3,648,518 shares (3,448,518 at December 31, 2007)
 
21,073
     
17,652
 
Total stockholders' equity
 
123,068
     
94,283
 
 
$
343,883
   
$
307,554