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): March 31, 2014

 

 

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		73107
(Address of principal executive offices)		(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):

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Section 1 - Registrant’s Business and Operations

Item 1.02. Termination of a Material Definitive Agreement.

On March 31, 2014, El Dorado Chemical Company (“EDCC”), a wholly-owned subsidiary of LSB Industries, Inc. (the “Company”), delivered to Orica International Pte Ltd. (“Orica”) notice of non-renewal of the Ammonium Nitrate Supply Agreement, dated effective January 1, 2010, as amended (the “Supply Agreement”), between EDCC and Orica. As a result of the notice, the Supply Agreement will terminate after the expiration of the initial term ending April 9, 2015. During 2013, net sales to Orica under this Supply Agreement represented approximately 6% of the Company’s consolidated net sales.

Section 9 – Financial Statements and Exhibits

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 April 4, 2014

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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: April 4, 2014

 

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

LSB INDUSTRIES, INC. ANNOUNCES THAT ITS

EL DORADO CHEMICAL COMPANY SUBSIDIARY WILL NOT RENEW

ITS SUPPLY AGREEMENT WITH ORICA INTERNATIONAL IN 2015 AND

IT WILL RE-ESTABLISH DISTRIBUTION TO THE MINING SECTOR

Oklahoma City, Oklahoma … April 4, 2014 … LSB Industries, Inc. (NYSE:LXU) (“Company”) announced today that on March 31, 2014, its subsidiary El Dorado Chemical Company (“EDCC”) sent the required one year prior notice to Orica International Pte Ltd (“Orica”) that EDCC will not renew the Exclusive Ammonium Nitrate Supply Agreement, dated January 1, 2010, as amended (“Agreement”) after the initial term ending April 9, 2015.

Jack Golsen, Company Chairman, stated that “As a result of the exclusivity provision in our current Agreement with Orica, we cannot sell ammonium nitrate produced at our El Dorado, Arkansas facility into the explosives market. Our strategy was to proactively notice Orica of our intention to let our Agreement expire, and beginning in the second quarter of 2015, it is our intention to commence sales of ammonium nitrate to the explosives market. This is a market in which we have historically participated and have significant experience. Orica represented approximately 6% of LSB’s consolidated net sales for 2013.”

LSB is a manufacturing and marketing company. LSB’s principal business activities consist of the manufacture and sale of chemical products for the agricultural, mining, and industrial markets, and the manufacture and sale of commercial and residential climate control products, such as geothermal and water source heat pumps, hydronic fan coils and modular geothermal chillers, and large custom air handlers.

Forward-Looking Statements

This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally are identified by use of the words “believes”, “expects”, “intends”, “anticipates”, or similar expressions, including, without limitation, that EDCC will re-establish distribution to the mining sector, beginning in the second quarter of 2015, commence sales of ammonium nitrate to the explosives market. Actual results may differ materially from the forward-looking statements as a result of various future events, including without limitation, general economic conditions, acceptance of our product by the explosives market, inability to compete with our competitors, ability of our plant to produce, receipt of materials in a timely manner, and the “Risk Factors” in our most recent 10-K. These forward looking statements speak only as of the date of this press release, and LSB expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in LSB’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

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Company Contact:

Tony M. Shelby, Chief Financial Officer

(405) 235-4546

Mark Behrman, Senior Vice President

(405) 235-4546 x11214

Investor Relations Contact:

Fred Buonocore, CFA (212) 836-9706

Linda Latman (212) 836-9609

The Equity Group Inc.