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, 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 August 6, 2010, LSB Industries, Inc. (the “Company”) issued a press release to report its financial results for the second quarter ended June 30, 2010.  The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

On August 6, 2010, at 2:00 p.m. EST / 1:00 p.m. CST, the Company held a conference call broadcast live over the Internet to discuss the financial results of the second quarter ended June 30, 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 August 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: August 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 SECOND QUARTER


OKLAHOMA CITY, Oklahoma…August 6, 2010… LSB Industries, Inc. (NYSE: LXU) announced today results for the second quarter ended June 30, 2010.
Second Quarter 2010 Financial Highlights Compared to Second Quarter 2009:

·  
Net sales were $168.4 million, a 21.5% increase from $138.6 million;
·  
Operating income was $12.8 million compared to $14.5 million;
·  
Net income was $6.0 million compared to $8.7 million;
·  
Net income applicable to common shareholders was $6.0 million compared to $8.7 million;
·  
Diluted earnings per common share were $0.27 compared $0.38.

First Six Months 2010 Financial Highlights Compared to First Six Months 2009:

·  
Net sales were $298.8 million, a 3.5% increase from $288.8 million;
·  
Operating income was $17.2 million compared to $34.0 million;
·  
Net income was $7.7 million compared to $20.5 million;
·  
Net income applicable to common shareholders decreased to $7.4 million from $20.2 million;
·  
Diluted earnings per common share were $0.35 compared to $0.89.

Discussion of Second Quarter of 2010:

The 21.5% increase in net sales was the result of a 52.2% increase in Chemical Business net sales partially offset by a 10.7% decline in Climate Control net sales.  The upturn in Chemical Business sales includes higher sales volume in all major product lines – agricultural products, industrial acids and mining products, plus an increase in selling prices primarily driven by higher raw material input costs.  The decline in Climate Control sales relates to the continued weakness in commercial and institutional construction.

The 11.9% decline in consolidated operating income includes:
·  
a 42.8% decline in Climate Control operating income primarily due to lower sales and higher material costs, partially offset by a decrease in operating expenses;
·  
a 48.1% net increase in Chemical Business operating income resulting from increased sales volume in the agricultural, industrial and mining products, including sales of $5.7 million generated by the Pryor, OK facility (“Pryor Facility”).  Pryor incurred operating losses of $2.0 million for the second quarter 2010 compared to $3.2 million of start-up expenses in the same quarter 2009.

(more)


LSB Industries, Inc. News Release                                               Page 2
August 6, 2010
 
 
Climate Control Business:

Jack Golsen, LSB’s Board Chairman and CEO stated, “We are seeing positive signs in our Climate Control Business.  New orders for the three months ended June 30, 2010 represent the second sequential quarter of increased bookings.  Bookings of new products were $71.7 million compared to $54.7 million in the second quarter of 2009 and $54.2 million for the first quarter of 2010.  Bookings of residential and commercial products increased 48% and 26%, respectively, compared to the second quarter of 2009.

“Our Climate Control backlog continues to move in the right direction, with sequential quarterly improvement since year-end 2009.  At mid-year 2010, backlog was $48.2 million compared to $36.0 million at March 31, 2010, $32.2 million at December 31, 2009 and is just shy of the $49.5 million in backlog at June 30, 2009.”

He noted, “We believe our aggressive advertising and market campaign and the enactment of federal tax credits for GHPs continue to have a positive impact on orders of those highly energy efficient and green products.”
 
Chemical Business:

Mr. Golsen continued, “We are naturally pleased by the increased sales volumes in our major Chemical markets and we anticipate continued market strength for the balance of the year.  Due to a previously disclosed pipe rupture and resulting fire that damaged the Pryor Facility ammonia plant’s primary reformer, the Pryor Facility is unable to produce anhydrous ammonia and urea ammonia nitrate (“UAN”) which was a setback, but we believe that we are on track to complete repairs toward the end of September 2010.  Our insurance provides for replacement coverage relating to property damage with a $1 million deductible and business interruption coverage for certain lost profits and extra expense with a 30-day waiting period and $250,000 deductible.”
 
Balance Sheet & Outlook:

Mr. Golsen noted, “Our financial position remains strong.  We closed the second quarter with a working capital ratio of 3.2 to 1 and a long-term debt to equity ratio of .65 to 1.  During the second quarter, we purchased 177,100 shares of our common stock for an aggregate purchase price of $2.4 million.  Also during the second quarter, we purchased $2.5 million face value of our Debentures that are due in 2012 at approximately face value, leaving $26.9 million outstanding at June 30, 2010.  We closed the second quarter with over $65 million in cash and cash equivalents.”
 
Conference Call

LSB’s management will host a conference call covering the second quarter results on Friday, August 6, 2010 at 2:00 ET/1:00 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.


(more)

 
 

 
LSB Industries, Inc. News Release                                                Page 3
August 6, 2010
 

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.

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, but are not limited to, positive impact on orders for highly efficient and green products; with respect to our Chemical Business, that we anticipate continued market strength for the balance of the year; that we are on track to complete the repairs to the Pryor Facility toward the end of September 2010.  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”, 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 contained in the Form 10-K for year ended December 31, 2009, and the Form 10Qs for the quarters ended March 31, 2010 and June 30, 2010.
 

# # #
See Accompanying Tables

 
 

 
LSB Industries, Inc. News Release                                                 Page 4
August 6, 2010
 
 
LSB Industries, Inc.
Unaudited Financial Highlights
Six Months and Three Months Ended June 30, 2010 and 2009

 
Six Months
 
Three Months
 
2010
 
2009
 
2010
 
2009
 
(in thousands, except per share amounts)
Net sales
  $ 298,802     $ 288,760     $ 168,392     $ 138,563  
Cost of sales
    235,388       210,205       133,244       100,736  
Gross profit
    63,414       78,555       35,148       37,827  
                                 
Selling, general and administrative expense
    46,827       44,421       22,238       23,046  
Provisions for (recoveries of) losses on accounts receivable
    (35 )     28       (44 )     (24 )
Other expense
    302       334       244       291  
Other income
    (906 )     (190 )     (100 )     (28 )
Operating income
    17,226       33,962       12,810       14,542  
                                 
Interest expense
    4,079       2,939       1,999       1,028  
Losses (gains) on extinguishment of debt
    52       (1,743 )     52       (421 )
Non-operating other income, net
    (38 )     (34 )     -       (11 )
Income from continuing operations before provisions for income taxes and equity in earnings of affiliate
      13,133         32,800         10,759         13,946  
Provisions for income taxes
    5,891       12,800       4,979       5,451  
Equity in earnings of affiliate
    (528 )     (488 )     (267 )     (248 )
Income from continuing operations
    7,770       20,488       6,047       8,743  
                                 
Net loss from discontinued operations
    43       15       38       13  
Net income
    7,727       20,473       6,009       8,730  
                                 
Dividends on preferred stocks
    305       306       -       -  
Net income applicable to common stock
  $ 7,422     $ 20,167     $ 6,009     $ 8,730  
                                 
Weighted average common shares:
                               
     Basic
    21,227       21,174       21,229       21,238  
     Diluted
    21,692       23,587       22,377       23,674  
                                 
Income per common share:
                               
Basic
  $ .35     $ .95     $ .28     $ .41  
     Diluted
  $ .35     $ .89     $ .27     $ .38  

 
 

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

LSB Industries, Inc.
Notes to Unaudited Financial Highlights
Six Months and Three Months Ended June 30, 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:

 
Six Months Ended
June 30,
 
Three Months Ended
June 30,
 
 
(in thousands)
 
2010
 
2009
 
2010
 
2009
Current:
      Federal
$
4,473
 
$
6,490
   
$
3,957
   
$
1,682
 
      State
 
1,174
   
772
     
967
     
182
 
       Total current
$
5,647
 
$
7,262
   
$
4,924
   
$
1,864
 

Deferred:
      Federal
$
226
 
$
4,970
   
$
49
   
$
3,219
 
      State
 
18
   
568
     
6
     
368
 
       Total deferred
$
244
 
$
5,538
   
$
55
   
$
3,587
 
Provisions for income taxes
$
5,891
 
$
12,800
   
$
4,979
   
$
5,451
 


The tax provision for the six months and three months ended June 30, 2010 was 43.3% and 45.3% respectively, of pre-tax income and included the impact of the increased domestic manufacturer’s deduction available in 2010, the advanced energy credits and the additional income tax provision related to nondeductible expenses in prior years.

During June 2010, we determined that certain nondeductible expenses had not been properly identified relating to 2007-2009 provision for income taxes. As a result, we recorded an additional income tax provision of approximately $800,000 for the six and three months ended June 30, 2010.

Management of the Company evaluated the impact of this accounting error and concluded the effect of this adjustment was immaterial to the Company’s 2007-2009 consolidated financial statements, as well as the projected consolidated financial statements for the year ending December 31, 2010.


 
 

 
LSB Industries, Inc. News Release                                                 Page 6
August 6, 2010
 
LSB Industries, Inc.
Notes to Unaudited Financial Highlights
Six Months and Three Months Ended June 30, 2010 and 2009
 
 
  Note 3:
During the six and three months ended June 30, 2009, we acquired $9,200,000 and $3,500,000, respectively, aggregate principal amount of the 2007 Debentures for approximately $7,134,000 and $2,960,000, respectively.  As a result, we recognized a gain on extinguishment of debt of $1,743,000 and $421,000 respectively, after writing off the unamortized debt issuance costs associated with the 2007 Debentures acquired.

 
During the six and three months ended June 30, 2010, we acquired $2,500,000 aggregate principal amount of the 2007 Debentures for $2,494,000 and recognized a loss on extinguishment of debt of approximately $52,000, after writing-off 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 six and three months ended June 30, 2010 and 2009 is detailed on the following page.

 
 

 
LSB Industries, Inc. News Release                                                 Page 7
August 6, 2010
 

LSB Industries, Inc.
Notes to Unaudited Financial Highlights
 
 
   
Six Months and Three Months Ended June 30,
 
2010
 
2009
 
2010
 
2009
 
(in thousands)
Net sales:
                           
Climate Control
$
113,499
   
$
139,030
 
$
59,828
   
$
66,982
 
Chemical
 
181,250
     
144,371
   
106,378
     
69,893
 
Other
 
4,053
     
5,359
   
2,186
     
1,688
 
 
$
298,802
   
$
288,760
 
$
168,392
   
$
138,563
 
                             
Gross profit: (1)
                           
Climate Control
$
37,231
   
$
47,426
 
$
18,832
   
$
24,998
 
Chemical  (3)
 
24,760
     
29,429
   
15,602
     
12,281
 
Other
 
1,423
     
1,700
   
714
     
548
 
 
$
63,414
   
$
78,555
 
$
35,148
   
$
37,827
 
                             
Operating income: (2)
                           
Climate Control
$
12,520
   
$
21,204
 
$
6,993
   
$
12,226
 
Chemical  (3)(4)
 
11,063
     
18,835
   
9,178
     
6,197
 
General corporate expenses and other business operations, net  (2)
 
(6,357
)
   
(6,077
)
 
(3,361
)
   
(3,881
)
   
17,226
     
33,962
   
12,810
     
14,542
 
                             
Interest expense
 
(4,079
)
   
(2,939
)
 
(1,999
)
   
(1,028
)
Gains (losses) on extinguishment of debt
 
(52
)
   
1,743
   
(52
)
   
421
 
Non-operating other income, net:
                           
Climate Control
 
1
     
-
   
-
     
-
 
Chemical
 
5
     
6
   
3
     
3
 
        Corporate and other business operations
 
32
     
28
   
(3
)
   
8
 
Provisions for income taxes
 
(5,891
)
   
(12,800
)
 
(4,979
)
   
(5,451
)
Equity in earnings of affiliate, Climate Control
 
528
     
488
   
267
     
248
 
Income from continuing operations
$
7,770
   
$
20,488
 
$
6,047
   
$
8,743
 

 

LSB Industries, Inc. News Release                                                 Page 8
August 6, 2010


LSB Industries, Inc.
Notes to Unaudited Financial Highlights
Six Months and Three Months Ended June 30, 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)
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.

(3)
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 higher than our comparable product sales made at lower market prices available during the six months ended June 30, 2010, (not applicable for the second quarter of 2010) compared to sales with a gross profit of $3,558,000 and $1,058,000 higher than our comparable product sales made at lower market prices available during the six and three months ended June 30, 2009, respectively.  In addition, during the six months ended June 30, 2010, we recognized gains on sales and recoveries of precious metals totaling $112,000 (not applicable for the second quarter of 2010) compared to gains totaling $2,222,000 and $9,000 during the six and three months ended June 30, 2009, respectively.  The impact of these transactions increased gross profit and operating income for each respective period.  During the six and three months ended June 30, 2010, we incurred expenses of $2,696,000 and $1,264,000, respectively, relating to planned major maintenance activities compared to expenses totaling $604,000 and $484,000 during the six and three months ended June 30, 2009, respectively,  During the six and three months ended June 30, 2010, we recognized losses totaling $589,000 and gains totaling $249,000, respectively, on our futures/forward contracts for natural gas and ammonia compared to losses totaling $1,937,000 and $318,000 during the six and three months ended June 30, 2009, respectively.  The impact of these expenses and losses decreased (gains increased) gross profit and operating income for each respective period.

(4)
During the first six months of 2010, we began limited production and sales of anhydrous ammonia and urea ammonium nitrate (“UAN”) at our previously idled chemical facility located in Pryor, Oklahoma (the “Pryor Facility”).  However, the production was at rates lower than our targeted production rates.  As a result, we incurred losses of $8,030,000 and $1,993,000 for the six and three months ended June 30, 2010.  During the six and three months ended June 30, 2009, we incurred start-up expenses of $5,213,000 and $3,217,000, respectively, relating to the Pryor Facility. Excluding the impact of the gross profit recognized during the first half of 2010, these expenses are primarily included in SG&A for each respective period.

 

LSB Industries, Inc. News Release                                                Page 9
August 6, 2010
LSB Industries, Inc.
Consolidated Balance Sheets
(Unaudited)

 
June 30,
2010
 
December 31,
2009
   
(in thousands)
 
           
Current assets:
           
Cash and cash equivalents
$
65,285
 
$
61,739
 
Restricted cash
 
276
   
30
 
Short-term investments
 
-
   
10,051
 
Accounts receivable, net
 
73,759
   
57,762
 
Inventories:
           
Finished goods
 
23,084
   
25,753
 
Work in process
 
2,778
   
2,466
 
Raw materials
 
21,347
   
22,794
 
Total inventories
 
47,209
   
51,013
 
Supplies, prepaid items and other:
           
Prepaid income taxes
 
-
   
1,642
 
Prepaid insurance
 
2,086
   
4,136
 
Precious metals
 
11,422
   
13,083
 
Supplies
 
5,976
   
4,886
 
Other
 
2,299
   
1,626
 
Total supplies, prepaid items and other
 
21,783
   
25,373
 
Deferred income taxes
 
5,680
   
5,527
 
Total current assets
 
213,992
   
211,495
 
             
Property, plant and equipment, net
 
121,317
   
117,962
 
             
Other assets:
           
Debt issuance costs, net
 
1,342
   
1,652
 
Investment in affiliate
 
4,126
   
3,838
 
Goodwill
 
1,724
   
1,724
 
Other, net
 
2,274
   
1,962
 
Total other assets
 
9,466
   
9,176
 
 
$
344,775
 
$
338,633
 

(Continued on following page)

 
 

 
LSB Industries, Inc. News Release                                                 Page 10
August 6, 2010
LSB Industries, Inc.
Consolidated Balance Sheets
(Unaudited)
 
 

 

 
June 30,
2010
 
December 31,
2009
 
(in thousands)
 
Liabilities and Stockholders’ Equity
           
Current liabilities:
           
Accounts payable
$
38,297
 
$
37,553
 
Short-term financing
 
955
   
3,017
 
Accrued and other liabilities
 
23,390
   
23,054
 
Current portion of long-term debt
 
3,456
   
3,205
 
Total current liabilities
 
66,098
   
66,829
 
             
Long-term debt
 
98,459
   
98,596
 
             
Noncurrent accrued and other liabilities
 
11,252
   
10,626
 
             
Deferred income taxes
 
12,467
   
11,975
 
             
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, 25,413,145 shares issued (25,369,095 at December 31, 2009)
 
2,541
   
2,537
 
Capital in excess of par value
 
130,828
   
129,941
 
Retained earnings
 
48,504
   
41,082
 
   
184,873
   
176,560
 
Less treasury stock at cost:
           
Common stock, 4,320,462 shares (4,143,362 at December 31, 2009)
 
28,374
   
25,953
 
Total stockholders' equity
 
156,499
   
150,607
 
 
$
344,775
 
$
338,633