lxu-8k_20200116.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): January 16, 2020

 

 

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.)

 

 

3503 NW 63rd Street, Suite 500, Oklahoma City, Oklahoma

 

73116

(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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, Par Value $.10

 

LXU

 

New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 

 


 


 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 16, 2020, LSB Industries, Inc. (the “Company”) announced that Mr. John Diesch will resign as Executive Vice President of Manufacturing of the Company, effective as of February 3, 2020.  Mr. Diesch, who has served in the role since August 2016, will be retiring after over 30 years in the chemical industry. In notifying the Company of his decision to resign from his role, Mr. Diesch indicated that his decision was not due to a disagreement with the Company, the Board or the management of the Company.

Item 8.01 Other Events.

Also on January 16, 2020, the Company announced the appointment of John Burns as Executive Vice President of Manufacturing of the Company, effective as of February 3, 2020.   

Also on January 16, 2020, the Company issued a press release announcing the retirement of Mr. Diesch and appointment of Mr. Burns disclosed above.  A copy of this press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference into this Item 8.01.

The information contained in Item 8.01 and Exhibit 99.1 of this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.


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Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

 

 

 

Exhibit
Number

  

Description

 

 

99.1

  

Press Release, dated January 16, 2020

 


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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: January 17, 2020

 

 

 

 

 

 

 

LSB INDUSTRIES, INC.

 

 

By:

 

/s/ Cheryl A. Maguire

Name:

 

Cheryl A. Maguire

Title:

 

Senior Vice President and Chief Financial Officer

 

 

 

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lxu-ex991_7.htm

Exhibit 99.1

 

 

 

 

 

 

 

FOR IMMEDIATE RELEASE

 

LSB INDUSTRIES, INC. APPOINTS JOHN BURNS AS

EXECUTIVE VICE PRESIDENT OF MANUFACTURING

 

OKLAHOMA CITY, OK — January 16, 2020 — LSB Industries, Inc. (NYSE:LXU) (“LSB” or the “Company”) today announced that John Burns has been named Executive Vice President-Manufacturing, effective February 3, 2020.  Mr. Burns takes over the position from John Diesch who has served in the role since August 2016 and will be retiring after over 30 years in the chemical industry.  Mr. Diesch will remain with LSB through the end of February to ensure an orderly and effective transition.

“We would like to thank John Diesch for his major contributions to the Company during his more than three years as our head of manufacturing,” commented Mark Behrman, LSB’s President and CEO.  “John’s tenure with our Company included the oversight of several critical plant reliability initiatives that have translated into the improved performance of our facilities.  He has had a very successful career in the chemical industry, and we wish him all the best in his retirement.”

Mr. Behrman continued, “We are very pleased that John Burns will be joining our senior leadership team.   His extensive experience in driving operational excellence within process industries and his deep knowledge of nitrogen manufacturing plants make him highly qualified to continue the performance improvement we have achieved over the past few years.  We expect John to be instrumental in the continued operational improvements of our manufacturing facilities and look forward to working with him as we strive to attain our targeted safety performance and operating rates in the quarters to come.  On behalf of our Board, I’d like to welcome John to LSB.”

About John Burns

Since 1993, John has held key roles at various subsidiaries of Koch Industries, an industrial conglomerate involved in the manufacturing, distribution, and refining of chemicals, petroleum, energy, fertilizers, polymers, and a host of other industrial products.  From 2007 to 2015, John worked in Koch Agriculture and Energy Solutions where, from 2007 to 2014, he was Vice President of North America Nitrogen Operations which included oversight of Koch’s five nitrogen chemical manufacturing sites.  While leading these operations, John significantly improved plant performance in the areas of safety and environmental stewardship, product quality, asset reliability, and plant productivity by applying disciplined operating processes and systems and applying best practices across the manufacturing sites.  From 2014 to 2015, John held the role of Vice President of Koch’s Enid, OK Modernization where he successfully advanced the largest manufacturing site expansion project in Koch’s history.  

 

 


 

Beginning in 2015, John moved into Innovation and Transformation Director positions in Koch’s petroleum refining and paper manufacturing businesses.  In these roles, John advanced both the application of lean manufacturing methodologies and the monitoring and analysis of assets and production performance, ultimately improving asset reliability and plant productivity for Koch’s facilities.  Another large part of these roles was John’s leadership coaching and ability to educate employees.

John holds a Bachelor of Science Degree in Engineering Technology, as well as a Master of Business Administration from Texas A&M University.

About LSB Industries, Inc.

LSB Industries, Inc., headquartered in Oklahoma City, Oklahoma, manufactures and sells chemical products for the agricultural, mining, and industrial markets. The Company owns and operates facilities in Cherokee, Alabama, El Dorado, Arkansas and Pryor, Oklahoma, and operates a facility for a global chemical company in Baytown, Texas. LSB’s products are sold through distributors and directly to end customers throughout the United States. Additional information about the Company can be found on its website at www.lsbindustries.com.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally are identifiable by use of the words “may,” “believe,” “expect,” “intend,” “plan to,” “estimate,” “project” or similar expressions, and include but are not limited to: performance improvement and attaining targeted operating rates.

Investors are cautioned that such forward-looking statements are not guarantees of future performance and involve risk and uncertainties. Though we believe that expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectation will prove to be correct. Actual results may differ materially from the forward-looking statements as a result of various factors. These and other risk factors are discussed in the Company’s filings with the Securities and Exchange Commission (SEC), including those set forth under “Risk Factors” and “Special Note Regarding Forward-Looking Statements” in our Form 10-K for the year ended December 31, 2018 and, if applicable, our Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K. All forward-looking statements included in this press release are expressly qualified in their entirety by such cautionary statements. We expressly disclaim any obligation to update, amend or clarify any forward-looking statement to reflect events, new information or circumstances occurring after the date of this press release except as required by applicable law.

 

Company Contact:

Mark Behrman, President & CEO

Cheryl Maguire, Senior Vice President & CFO

(405) 235-4546

     Investor Contact:  The Equity Group Inc.

     Fred Buonocore, CFA (212) 836-9607

     Mike Gaudreau (212) 836-9620

 

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