Delaware
|
1-7677
|
73-1015226
|
||
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
||
16 South Pennsylvania Avenue,
Oklahoma City, Oklahoma
(Address of principal executive offices) |
73107
(Zip
Code) |
|||
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))
|
99.1
|
Press
Release issued by LSB Industries, Inc. dated March 12,
2009
|
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.
|
·
|
Net
sales increased 33.3% to $179.5 million from $134.7
million;
|
·
|
Climate
Control sales increased 24.9% to $81.1 million from $64.9
million;
|
·
|
Chemical
Business sales rose 42.7% to $94.8 million from $66.4
million;
|
·
|
Operating
income declined to $1.8 million from $11.2
million;
|
·
|
Operating
income before unusual items, shown in the table below, was $9.0 million
compared to $9.1 million in the fourth quarter of
2007;
|
·
|
Net
income was $3.6 million or $0.16 per diluted share compared to net income
of $4.5 million or $0.20 per diluted
share.
|
Fourth
Quarter
of
2008
|
Fourth
Quarter
of
2007
|
Effect
On
Comparability
|
(In
Millions)
|
|||||||||||
Operating
income before unusual items below
|
$
|
9.0
|
$
|
9.1
|
$
|
(.1
|
)
|
||||
Unrealized
non-cash losses on commodities contracts
|
(3.6
|
)
|
(.2
|
)
|
(3.4
|
)
|
|||||
Lower
of cost or market inventory provision
|
(3.6
|
)
|
-
|
(3.6
|
)
|
||||||
Insurance
recoveries of business interruption claims
|
-
|
2.3
|
(2.3
|
)
|
|||||||
Total
unusual items
|
(7.2
|
)
|
2.1
|
(9.3
|
)
|
||||||
Operating
income (GAAP)
|
$
|
1.8
|
$
|
11.2
|
$
|
(9.4
|
)
|
·
|
Net
sales increased 27.7% to $749.0 million from $586.4
million;
|
·
|
Climate
Control sales increased 8.7% to $311.4 million from $286.4
million;
|
·
|
Chemical
Business sales rose 46.8% to $424.1 million from $288.8
million;
|
·
|
Operating
income was $59.2 million compared to $59.0
million.
|
o
|
In
2008, in addition to the unusual loss items in the fourth quarter, the
2008 operating income was negatively impacted by additional unrealized
losses relating to commodities contracts still held at year-end of $2.3
million, and $5.1 million as a result of unplanned downtime in the third
quarter at the Cherokee Facility, which was offset by operating other
income of $7.6 million from a litigation
judgment.
|
o
|
In
2007, operating income benefited by $7.1 million from a $3.3 million
litigation settlement and a $3.8 million insurance
recovery.
|
·
|
In
2008, the tax provision was approximately $18.8 million compared to $2.5
million in 2007;
|
·
|
Net
income in 2008 was $36.5 million or $1.58 per diluted share compared to
2007’s $46.9 million or $1.84 per diluted
share.
|
Year
Ended
December
31,
|
Three
Months Ended
December
31,
|
2008
|
2007
|
2008
|
2007
|
(In
Thousands, Except Share and Per Share
Amounts)
|
Net
sales
|
$
|
748,967
|
$
|
586,407
|
$
|
179,541
|
$
|
134,653
|
|||||||
Cost
of sales
|
610,087
|
453,814
|
153,328
|
103,941
|
|||||||||||
Gross
profit
|
138,880
|
132,593
|
26,213
|
30,712
|
|||||||||||
Selling,
general and administrative expense
|
86,646
|
75,033
|
24,013
|
19,212
|
|||||||||||
Provisions
for losses on accounts receivable
|
371
|
858
|
212
|
(16
|
)
|
||||||||||
Other
expense
|
1,184
|
1,186
|
238
|
333
|
|||||||||||
Other
income
|
(8,476
|
)
|
(3,495
|
)
|
(59
|
)
|
(55
|
)
|
|||||||
Operating
income
|
59,155
|
59,011
|
1,809
|
11,238
|
|||||||||||
Interest
expense
|
11,381
|
12,078
|
5,018
|
4,016
|
|||||||||||
Gain
on extinguishment of debt
|
(5,529
|
)
|
-
|
(5,529
|
)
|
-
|
|||||||||
Non-operating
other income, net
|
(1,096
|
)
|
(1,264
|
)
|
29
|
(659
|
)
|
||||||||
Income
from continuing operations before provisions
for (benefits from) income taxes
and
equity in earnings of affiliate
|
54,399
|
48,197
|
2,291
|
7,881
|
|||||||||||
Provisions
for (benefits from) income taxes
|
18,776
|
2,540
|
(1,041
|
)
|
3,557
|
||||||||||
Equity
in earnings of affiliate
|
(937
|
)
|
(877
|
)
|
(240
|
)
|
(223
|
)
|
|||||||
Income
from continuing operations
|
36,560
|
46,534
|
3,572
|
4,547
|
|||||||||||
Net
loss (income) from discontinued operations
|
13
|
(348
|
)
|
-
|
-
|
||||||||||
Net
income
|
36,547
|
46,882
|
3,572
|
4,547
|
|||||||||||
Dividends,
dividend requirements and stock dividends
on preferred stock
|
306
|
5,608
|
-
|
-
|
|||||||||||
Net
income applicable to common stock
|
$
|
36,241
|
$
|
41,274
|
$
|
3,572
|
$
|
4,547
|
|||||||
Weighted
average common shares:
|
|||||||||||||||
Basic
|
21,170,418
|
19,579,664
|
21,214,189
|
20,868,564
|
|||||||||||
Diluted
|
24,132,738
|
23,495,644
|
22,518,578
|
22,827,185
|
|||||||||||
Income
per common share:
|
|||||||||||||||
Basic:
|
|||||||||||||||
Income
from continuing operations
|
$
|
1.71
|
$
|
2.09
|
$
|
.17
|
$
|
.22
|
|||||||
Net
income from discontinued operations
|
-
|
.02
|
-
|
-
|
|||||||||||
Net
income
|
$
|
1.71
|
$
|
2.11
|
$
|
.17
|
$
|
.22
|
|||||||
Diluted:
|
|||||||||||||||
Income
from continuing operations
|
$
|
1.58
|
$
|
1.82
|
$
|
.16
|
$
|
.20
|
|||||||
Net
income from discontinued operations
|
-
|
.02
|
-
|
-
|
|||||||||||
Net
income
|
$
|
1.58
|
$
|
1.84
|
$
|
.16
|
$
|
.20
|
(See
accompanying notes)
|
LSB
Industries, Inc.
|
Notes
to Unaudited Financial Highlights
|
Years
and Three Months Ended December 31, 2008 and
2007
|
Note
1:
|
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 dividend requirements on preferred stock
assumed to be converted, if dilutive, and interest expense including
amortization of debt issuance cost, 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:
|
Provisions
(benefits) for income taxes are as
follows:
|
Years
Ended
December
31,
|
Three-Months
Ended
December
31,
|
|
2008
|
2007
|
2008
|
2007
|
(In
Thousands)
|
Federal
|
$
|
17,388
|
$
|
5,260
|
$
|
3,747
|
$
|
3,710
|
|||||||
State
|
1,651
|
1,980
|
(101
|
)
|
1,397
|
||||||||||
Total
current
|
$
|
19,039
|
$
|
7,240
|
$
|
3,646
|
$
|
5,107
|
Federal
|
$
|
595
|
$
|
(4,095
|
)
|
$
|
(3,332
|
)
|
$
|
(1,268
|
)
|
||||
State
|
(858
|
)
|
(605
|
)
|
(1,355
|
)
|
(282
|
)
|
|||||||
Total
deferred
|
$
|
(263
|
)
|
$
|
(4,700
|
)
|
$
|
(4,687
|
)
|
$
|
(1,550
|
)
|
|||
Provisions
(benefits) for income taxes
|
$
|
18,776
|
$
|
2,540
|
$
|
(1,041
|
)
|
$
|
3,557
|
Note
3:
|
During
2008, we acquired $19.5 million aggregate principal amount of the 2007
Debentures for $13.2 million and recognized a gain on extinguishment of
debt of $5.5 million, after writing off $0.8 million of the unamortized
debt issuance costs associated with the 2007 Debentures
acquired.
|
Note
4:
|
Information
about the Company’s operations in different industry segments for the year
and three months ended December 31, 2008 and 2007 is detailed on the
following page.
|
LSB
Industries, Inc.
|
Notes
to Unaudited Financial Highlights
|
Years
and Three Months Ended December 31, 2008 and
2007
|
Year
Ended
December
31,
|
Three
Months Ended
December
31,
|
2008
|
2007
|
2008
|
2007
|
(In
Thousands)
|
Net
sales:
|
|||||||||||||||
Climate
Control
|
$
|
311,380
|
$
|
286,365
|
$
|
81,077
|
$
|
64,901
|
|||||||
Chemical
|
424,117
|
288,840
|
94,847
|
66,446
|
|||||||||||
Other
|
13,470
|
11,202
|
3,617
|
3,306
|
|||||||||||
$
|
748,967
|
$
|
586,407
|
$
|
179,541
|
$
|
134,653
|
||||||||
Gross
profit:
|
|||||||||||||||
Climate
Control
|
$
|
96,633
|
$
|
83,638
|
$
|
24,287
|
$
|
18,577
|
|||||||
Chemical
|
37,991
|
44,946
|
810
|
10,966
|
|||||||||||
Other
|
4,256
|
4,009
|
1,116
|
1,169
|
|||||||||||
$
|
138,880
|
$
|
132,593
|
$
|
26,213
|
$
|
30,712
|
||||||||
Operating
income (loss):
|
|||||||||||||||
Climate
Control
|
$
|
38,944
|
$
|
34,194
|
$
|
7,927
|
$
|
6,310
|
|||||||
Chemical
|
31,340
|
35,011
|
(3,146
|
)
|
7,888
|
||||||||||
General
corporate expenses and other business operations, net
|
(11,129
|
)
|
(10,194
|
)
|
(2,972
|
)
|
(2,960
|
)
|
|||||||
59,155
|
59,011
|
1,809
|
11,238
|
||||||||||||
Interest
expense
|
(11,381
|
)
|
(12,078
|
)
|
(5,018
|
)
|
(4,016
|
)
|
|||||||
Gain
on extinguishment of debt
|
5,529
|
-
|
5,529
|
-
|
|||||||||||
Non-operating
other income, net:
|
|||||||||||||||
Climate
Control
|
1
|
2
|
-
|
-
|
|||||||||||
Chemical
|
27
|
109
|
(37
|
)
|
17
|
||||||||||
Corporate
and other business operations
|
1,068
|
1,153
|
8
|
642
|
|||||||||||
Benefits
from (provisions for) income
taxes
|
(18,776
|
)
|
(2,540
|
)
|
1,041
|
(3,557
|
)
|
||||||||
Equity
in earnings of affiliate, Climate Control
|
937
|
877
|
240
|
223
|
|||||||||||
Income
from continuing operations
|
$
|
36,560
|
$
|
46,534
|
$
|
3,572
|
$
|
4,547
|
LSB
Industries, Inc.
|
Notes
to Unaudited Financial Highlights
|
Years
and Three Months Ended December 31, 2008 and
2007
|
(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)
|
During
the year and three months ended December 31, 2007, we realized insurance
recoveries of $3.8 million and $2.3 million, respectively, relating to a
business interruption claim associated with the Cherokee, Alabama facility
which contributed to an increase in gross
profit.
|
(3)
|
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 less selling, general and administrative expense
(“SG&A”) incurred plus other income and other expense earned/incurred
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.
|
(4)
|
During
the year ended December 31, 2008 we recognized operating income of $7.6
million relating to a litigation
judgment.
|
(5)
|
During
the year ended December 31, 2007, we recognized income of $3.3 million
relating to a settlement of litigation which we included in other
income.
|
LSB
Industries, Inc.
|
Consolidated
Balance Sheets
|
December
31,
|
2008
|
2007
|
(In
Thousands)
|
Assets
|
||||||
Current
assets:
|
||||||
Cash
and cash equivalents
|
$
|
46,204
|
$
|
58,224
|
||
Restricted
cash
|
893
|
203
|
||||
Accounts
receivable, net
|
78,846
|
70,577
|
||||
Inventories
|
60,810
|
56,876
|
||||
Supplies,
prepaid items and other:
|
||||||
Prepaid
insurance
|
3,373
|
3,350
|
||||
Precious
metals
|
14,691
|
10,935
|
||||
Supplies
|
4,301
|
3,849
|
||||
Other
|
1,378
|
1,464
|
||||
Total
supplies, prepaid items and other
|
23,743
|
19,598
|
||||
Deferred
income taxes
|
11,417
|
10,030
|
||||
Total
current assets
|
221,913
|
215,508
|
||||
Property,
plant and equipment, net
|
104,292
|
79,692
|
||||
Other
assets:
|
||||||
Debt
issuance costs, net
|
2,607
|
4,213
|
||||
Investment
in affiliate
|
3,628
|
3,426
|
||||
Goodwill
|
1,724
|
1,724
|
||||
Other,
net
|
1,603
|
2,991
|
||||
Total
other assets
|
9,562
|
12,354
|
||||
$
|
335,767
|
$
|
307,554
|
LSB
Industries, Inc.
|
Consolidated
Balance Sheets
|
December
31,
|
|||||||
2008
|
2007
|
||||||
(In
Thousands)
|
|||||||
Liabilities
and Stockholders’ Equity
|
|||||||
Current
liabilities:
|
|||||||
Accounts
payable
|
$
|
43,014
|
$
|
39,060
|
|||
Short-term
financing
|
2,228
|
919
|
|||||
Accrued
and other liabilities
|
39,236
|
38,942
|
|||||
Current
portion of long-term debt
|
1,560
|
1,043
|
|||||
Total
current liabilities
|
86,038
|
79,964
|
|||||
Long-term
debt
|
103,600
|
121,064
|
|||||
Noncurrent
accrued and other liabilities
|
9,631
|
6,913
|
|||||
Deferred
income taxes
|
6,454
|
5,330
|
|||||
Commitments
and 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 and outstanding
|
1,000
|
1,000
|
|||||
Common
stock, $.10 par value; 75,000,000 shares authorized, 24,958,330
shares issued (24,466,506 at December 31, 2007)
|
2,496
|
2,447
|
|||||
Capital
in excess of par value
|
127,337
|
123,336
|
|||||
Accumulated
other comprehensive loss
|
(120
|
)
|
(411
|
)
|
|||
Accumulated
retained earnings (deficit)
|
19,804
|
(16,437
|
)
|
||||
152,517
|
111,935
|
||||||
Less
treasury stock at cost:
|
|||||||
Common
stock, 3,848,518 shares (3,448,518 at December
31, 2007)
|
22,473
|
17,652
|
|||||
Total
stockholders' equity
|
130,044
|
94,283
|
|||||
$
|
335,767
|
$
|
307,554
|