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 May 6,
2010
|
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 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.
|
|
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) |
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
|
|||
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.
|
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
|
|
(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.
|
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
|
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
|