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):  May 6, 2010 

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 Avenue, 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 May 6, 2010, LSB Industries, Inc. (the “Company”) issued a press release to report its financial results for the first quarter ended March 31, 2010.  The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

On May 6, 2010, at 5:15 p.m. EST / 4:15 p.m. CST, the Company held a conference call broadcast live over the Internet to discuss the financial results of the first quarter ended March 31, 2010.

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 to this Item 2.02 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 to such Exhibit 99.1 in such filing.
 
(d) Exhibits.
 
Exhibit                      Description
 
99.1  
Press Release issued by LSB Industries, Inc. dated May 6, 2010
 

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:  May 6, 2010
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
2010 FIRST QUARTER


OKLAHOMA CITY, Oklahoma…May 6, 2010… LSB Industries, Inc. (NYSE: LXU) announced today results for the first quarter ended March 31, 2010.  These results include $6.0 million of losses and start up expenses related to the chemical plant in Pryor, Oklahoma (“Pryor Facility”).

First Quarter 2010 Results Compared to First Quarter 2009:

·  
Net sales were $130.4 million compared to $150.2 million;
·  
Operating income was $4.4 million compared to $19.4 million;
·  
Net income was $1.7 million compared to $11.7 million;
·  
Net income applicable to common shareholders was $1.4 million compared to $11.4 million;
·  
Diluted earnings per common share were $.07 compared to $.51.

Discussion of First Quarter of 2010:

For the 2010 first quarter, the decline in net sales was primarily attributable to our Climate Control Business due to the continued weakness in commercial and institutional construction in the markets they serve.

Operating income declined $15.0 million, including $3.5 million in our Climate Control Business and $10.8 million in our Chemical Business.

The decline in Climate Control’s operating income was primarily attributable to a $4.0 million or an 18% reduction in gross profit due primarily to a 26% reduction in net sales.  The decline in Chemical’s operating income was attributable to a number of variances, including:

LSB Industries, Inc. News Release
May 6, 2010                                                                                           Page  2
 
                    
     
2010
Increase/(Decrease) 
vs. 2009 
(in   millions)
 
·  
Gross profit – agricultural products                                                                                                         
  $  ( 3.4)
·  
Gains from precious metals recoveries                                                                                                   
      ( 2.1)
·  
Higher margins in 2009 on firm sales commitments contracted at earlier dates and higher prices 
      ( 1.7)
·  
Timing of planned major maintenance                                                                                                  
      ( 1.3)
·  
Embedded loss on firm sales commitments – Pryor Facility  
      ( 0.8)
·  
Reduced losses – natural gas and ammonia contracts    
        0.8
·  
Other
        0.5        
    
Decrease in gross profit                                                                              
      ( 8.0)
·  
Increase in start up expenses – Pryor Facility  ($5.2 million in 2010 vs. $2.0 million in 2009)
      ( 3.2)
·  
Insurance recoveries and other
         0.4       
 
Decrease in operating income                                                                                              
 $  (10.8)       


Consolidated pre-tax income in the first quarter of 2009 benefited from a $1.3 million gain from the extinguishment of debt as a result of acquiring $5.7 million of our 2007 Debentures at discounts to face value.

Climate Control Business:

Net sales for the Climate Control Business for the first quarter 2010 totaled $53.7 million, a 26% decrease from the first quarter of 2009 due primarily to reduced commercial and institutional construction activity.

Despite the decline in sales, Climate Control’s gross margin as a percent of sales was 34.3% compared to 31.1% in the first quarter of 2009 with the improvement primarily related to product mix, i.e., a proportionately higher content of residential product sales and efficiency improvements in our large air handler, coil manufacturing and engineering and construction services businesses.

Bookings of new product orders during the first quarter of 2010 were $54.2 million compared to $54.9 million in the first quarter of 2009 and $48.5 million for the fourth quarter of 2009.  While new product orders for commercial products were down 8% from the same period one year earlier, there was a 30% increase in orders for residential products, consisting of geothermal heat pumps (“GHP”).  At March 31, 2010, the backlog of confirmed customer product orders was $36.0 million compared to $32.2 million at December 31, 2009.

Chemical Business:

Net sales for the Chemical Business for the first quarter 2010, were $74.9 million, compared to $74.5 million for 2009.

In terms of tons shipped, sales of industrial chemical products increased, while sales of agricultural and mining products were lower. The effect of lower volume of mining products shipped was partially offset by reimbursement of fixed costs and profit for tons not taken pursuant to contractual arrangements with
 
 

LSB Industries, Inc. News Release
May 6, 2010                                                                                           Page 3
 
our largest mining customer.  Sales of fertilizer grade ammonium nitrate in the first quarter of 2010 were significantly lower than in the first quarter of 2009, due to a late start of the spring fertilizer season, partly as a result of cold and wet weather conditions.  The lower volume of fertilizer grade ammonium nitrate, coupled with higher ammonia raw material input costs, resulted in lower agricultural gross margins.

In connection with the Pryor Facility project, during January 2010, we began production of anhydrous ammonia, but at production rates lower than our targeted rates. In the first quarter, we began production of UAN on a limited basis. However, the start up of the UAN plant has encountered delays, including extended lead times to refurbish certain major equipment items, resulting in significant increases in our previous estimates of the start up costs. For the first quarter of 2010, we incurred approximately $6.0 million of expenses, primarily consisting of start up costs. We continue to fund the start up of the Pryor Facility from our available cash on hand and working capital. Although we have produced UAN on a limited basis through April 2010, we have continued to encounter mechanical issues that are delaying the production of UAN at a meaningful sustained rate.  We are continuing to produce and sell anhydrous ammonia, which is the initial feedstock for the production of UAN, while we are activating the UAN plant. During April 2010 we sold 10,000 tons of anhydrous ammonia at current market prices.

CEO’s Remarks:

Jack Golsen, LSB’s Board Chairman and CEO stated: “Due to current economic conditions, especially in the commercial construction sector, overall sales in our Climate Control Business have declined.  There have been some bright spots including orders for GHP products for the residential market which were up 30% in the current first quarter compared to one year earlier and sales of our “other” HVAC products, rose 18%.  We are also heartened by the upward trend of our backlog since 2009 year-end.”

He continued, “With respect to our Chemical Business, although the spring agricultural season got off to a late start due to poor weather, fertilizer demand was strong in April and the fundamentals appear to be favorable for the current growing season.  We also have noted a considerable improvement in industrial acid sales and, to a much lesser degree, some resurgence in demand for mining products.”

Discussing LSB’s financial condition, Mr. Golsen noted, “During the first quarter, we continued to maintain strong cash and liquidity positions and a debt-to-equity ratio of less than .7 to 1. While we look forward to an economic recovery, we will continue to invest in the areas that we believe have a long-term strategic growth potential for LSB.”

Conference Call

LSB’s management will host a conference call covering the first quarter results on Thursday, May 6, 2010 at 5:15 pm ET/4:15 pm CT 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 webcast 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 webcast will be archived on the Company’s website.  We suggest listeners use Microsoft Explorer as their web browser.

LSB Industries, Inc. News Release
May 6, 2010                                                                                           Page 4
 
LSB Industries, Inc.

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.

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Act of 1995.  These forward-looking statements generally are identifiable by use of the words “believe,” “expects,” “intends,” “anticipates,” “plans to,” “estimates,” “projects” or similar expressions, and such forward-looking statements include, with respect to our Chemical Business, the fundamentals appear to be favorable for the current growing season, and we will continue to invest in the areas that we believe have a long-term strategic growth potential for LSB. Investors are cautioned that such forward-looking statements are not guarantees of future performance and involve risk 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, effect of the recession on the commercial and residential construction industry, acceptance by the market of our geothermal heat pump products, acceptance of our technology, changes to federal legislation or adverse regulations, available working capital, ability to install necessary equipment and renovations at the Pryor facility in a timely manner, ability to finance our investments, and other factors set forth under “A Special Note Regarding Forward-Looking Statements” contained in the Form 10-K for year ended December 31, 2009 and the Form 10-Q for the three months ended March 31, 2010, for a discussion of a variety of factors which could cause the future outcome to differ materially from the forward-looking statements contained in this letter.
# # #
See Accompanying Tables
 
 

 
LSB Industries, Inc. News Release
May 6, 2010                                                                                           Page 5

LSB Industries, Inc.
Unaudited Financial Highlights
Three Months Ended March 31, 2010 and 2009
 
 
 
2010
 
2009
 
(in thousands, except per share amounts)
Net sales
$
130,410
   
$
150,197
 
Cost of sales
 
102,144
     
109,469
 
Gross profit
 
28,266
     
40,728
 
               
Selling, general and administrative expense
 
24,589
     
21,375
 
Provisions for losses on accounts receivable
 
9
     
52
 
Other expense
 
58
     
43
 
Other income
 
(806
)
   
(162
)
Operating income
 
4,416
     
19,420
 
               
Interest expense
 
2,080
     
1,911
 
Gain on extinguishment of debt
 
-
     
(1,322
)
Non-operating other income, net
 
(38
)
   
(23
)
Income from continuing operations before provisions for income taxes and equity in earnings of affiliate
 
2,374
     
18,854
 
Provisions for income taxes
 
912
     
7,349
 
Equity in earnings of affiliate
 
(261
)
   
(240
)
Income from continuing operations
 
1,723
     
11,745
 
               
Net loss from discontinued operations
 
5
     
2
 
Net income
 
1,718
     
11,743
 
               
Dividends on preferred stocks
 
305
     
306
 
Net income applicable to common stock
$
1,413
   
$
11,437
 
               
Weighted-average common shares:
             
Basic
 
21,226
     
21,110
 
               
Diluted
 
21,364
     
23,671
 
               
Income per common share:
             
Basic
$
.07
   
$
.54
 
               
Diluted
$
.07
   
$
.51
 
               
 
 
See accompanying notes.

LSB Industries, Inc. News Release
May 6, 2010                                                                                           Page 6

LSB Industries, Inc.
Notes to Unaudited Financial Highlights
Three Months Ended March 31, 2010 and 2009

 Note 1: 
 Net income applicable to common stock is computed by adjusting net income by the amount of preferred stock dividends and dividend requirements.  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:
Provisions for income taxes are as follows:

   
Three Months Ended
March 31,
   
2010
 
2009
   
(in thousands)
                 Current:          
         Federal
$
516
 
$
4,808
          State
 
207
   
590
          Total current
$
723
 
$
5,398
                      
                 Deferred:          
         Federal
$
177
 
$
1,751
          State
 
12
   
200
          Total current
$
189
 
$
1,951
       Provision for income taxes
$
912
 
$
7,349
 
 
The tax provision for the three months ended March 31, 2010, was $912,000 or 34.7% of pre-tax income and included the impact of the increased domestic manufacturer’s deduction available in 2010 and advanced energy credits. The tax provision for the three months ended March 31, 2009 was $7.3 million or 38.5% of pre-tax income and included the impact of domestic manufacturer’s deduction and other permanent items.


Note 3:
During the three months ended March 31, 2009, we acquired $5.7 million aggregate principal amount of the 2007 Debentures for $4.2 million with each purchase being negotiated.  Accordingly, we recognized a gain on extinguishment of debt of $1.3 million after writing the unamortized debt issuance costs associated with the 2007 Debentures acquired.

Note 4:
Information about the Company’s operations in different industry segments for three months ended March 31, 2010 and 2009 is detailed on the following page.



LSB Industries, Inc. News Release
May 6, 2010                                                                                           Page 7
 
  LSB Industries, Inc.
  Notes to Unaudited Financial Highlights
  Three Months Ended March 31, 2010 and 2009
 
 
2010
 
2009
 
(in thousands)
Net sales:
             
Climate Control
$
53,671
   
$
72,048
 
Chemical
 
74,872
     
74,478
 
Other
 
1,867
     
3,671
 
 
$
130,410
   
$
150,197
 
               
Gross profit: (1)
             
Climate Control
$
18,399
   
$
22,428
 
Chemical (2)
 
9,158
     
17,148
 
Other
 
709
     
1,152
 
 
$
28,266
   
$
40,728
 
               
Operating income: (3)
             
Climate Control
$
5,527
   
$
8,978
 
Chemical (2) (4)
 
1,885
     
12,638
 
General corporate expenses and other business operations, net
 
(2,996
)
   
(2,196
)
   
4,416
     
19,420
 
Interest expense
 
(2,080
)
   
(1,911
)
Gain on extinguishment of debt
 
-
     
1,322
 
Non-operating other income, net:
             
Climate Control
 
1
     
-
 
Chemical
 
2
     
3
 
Corporate and other business operations
 
35
     
20
 
Provisions for income taxes
 
(912
)
   
(7,349
)
Equity in earnings of affiliate-Climate Control
 
261
     
240
 
Income from continuing operations
$
1,723
   
$
11,745
 

 
 

 
LSB Industries, Inc. News Release
May 6, 2010                                                                                           Page 8
 
  LSB Industries, Inc.
  Notes to Unaudited Financial Highlights
  Three Months Ended March 31, 2010 and 2009

 
 (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)
As the result of entering into sales commitments with higher firm sales prices during 2008, we recognized sales with a gross profit of $761,000 and $2,500,000 higher than our comparable products sales made at lower market prices available during the first quarter of 2010 and 2009, respectively.  In addition, during the first quarter of 2010 and 2009, we recognized gains on sales and recoveries of precious metals totaling $112,000 and $2,213,000, respectively.  The impact of these transactions increased gross profit and operating income for each respective period.  During the first quarter of 2010 and 2009, we incurred expenses of $1,432,000 and $120,000, respectively, relating to planned major maintenance activities.  During the first quarter of 2010 and 2009, we recognized losses totaling $838,000 and $1,619,000 respectively, on our futures/forward contracts for natural gas and ammonia.  During the first quarter of 2010, we recognized net losses on firm sales commitments of $790,000, most of which relates to the Pryor Facility discussed below in note 4.  The impact of these expenses and losses decreased gross profit and operating income for each respective period.

 
(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 first quarter of 2010, we began limited production of anhydrous ammonia and UAN at our Pryor Facility.  However, the production was at rates lower than our targeted production rates.  As a result, we incurred expenses of $6,037,000 (including the $770,000 net loss on firm sales commitments discussed above in note 2).  During the first quarter of 2009, we incurred start up expenses of $1,996,000 relating to the Pryor Facility.  Excluding the net loss on firm sales commitments, which are included in cost of sales, these expenses are primarily included in SG&A for each respective period.
 
 
 

 
LSB Industries, Inc. News Release
May 6, 2010                                                                                           Page 9

LSB Industries, Inc.
Consolidated Balance Sheets
(Information at March 31, 2010 is unaudited)

 
March 31,
 
December 31
2010
 
2009
 
(In Thousands)
Assets
           
Current assets:
           
Cash and cash equivalents
$
45,067
 
$
61,739
 
Restricted cash
 
582
   
30
 
Short-term investments
 
10,000
   
10,051
 
Accounts receivable, net
 
67,906
   
57,762
 
Inventories
 
61,113
   
51,013
 
Supplies, prepaid items and other:
           
Prepaid insurance
 
3,206
   
4,136
 
Prepaid income taxes
 
1,181
   
1,642
 
Precious metals
 
12,194
   
13,083
 
Supplies
 
5,415
   
4,886
 
Other
 
2,682
   
1,626
 
Total supplies, prepaid items and other
 
24,678
   
25,373
 
        Deferred income taxes
 
5,459
   
5,527
 
             
Total current assets
 
214,805
   
211,495
 
             
Property, plant and equipment, net
 
122,877
   
117,962
 
             
Other assets:
           
Debt issuance costs, net
 
1,547
   
1,652
 
Investment in affiliate
 
3,959
   
3,838
 
Goodwill
 
1,724
   
1,724
 
Other, net
 
2,168
   
1,962
 
Total other assets
 
9,398
   
9,176
 
 
$
347,080
 
$
338,633
 

(Continued on following page)

 
 

 
LSB Industries, Inc. News Release
May 6, 2010                                                                                           Page 10

LSB Industries, Inc.
Consolidated Balance Sheets
(Information at March 31, 2010 is unaudited)

 
March 31
 
December 31
 
2010
 
2009
 
 
(In Thousands)
Liabilities and Stockholders’ Equity
           
Current liabilities:
           
Accounts payable
$
39,297
 
$
37,553
 
Short-term financing
 
1,905
   
3,017
 
Accrued and other liabilities
 
25,367
   
23,054
 
Current portion of long-term debt
 
3,438
   
3,205
 
Total current liabilities
 
70,007
   
66,829
 
             
Long-term debt
 
101,775
   
98,596
 
             
Noncurrent accrued and other liabilities
 
10,776
   
10,626
 
             
Deferred income taxes
 
12,094
   
11,975
 
             
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, 25,371,925 shares issued (25,369,095 at December 31, 2009)
 
2,537
   
2,537
 
Capital in excess of par value
 
130,349
   
129,941
 
Retained earnings
 
42,495
   
41,082
 
   
178,381
   
176,560
 
Less treasury stock at cost:
           
Common stock, 4,143,362 shares
 
25,953
   
25,953
 
Total stockholders' equity
 
152,428
   
150,607
 
 
$
347,080
 
$
338,633