lxu-8k_20210728.htm
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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): July 28, 2021

 

 

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 (405235-4546

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

Preferred Stock Purchase Rights

 

N/A

 

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 2.02.

Results of Operations and Financial Condition.

On July 28, 2021, LSB Industries, Inc. (the “Company”) issued a press release to report its financial results for the second quarter ended June 30, 2021. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

On July 29, 2021, at 10:00 a.m. (Eastern time) / 9:00 a.m. (Central time), the Company will hold a conference call broadcast live over the Internet to discuss the financial results of the second quarter ended June 30, 2021.

The information contained in this Item 2.02 of this Form 8-K and the Exhibit 99.1 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.

(d) Exhibits.

 

 

 

 

Exhibit
Number

  

Description

 

 

99.1

  

Press Release issued by LSB Industries, Inc. dated July 28, 2021, titled “LSB Industries, Inc. Reports Operating Results for the 2021 Second Quarter”.

104

 

Cover Page Interactive Data File (embedded within the XBRL document)

 


2

 


 

 

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: July 28, 2021

 

 

 

 

 

 

 

LSB INDUSTRIES, INC.

 

 

By:

 

/s/ Cheryl A. Maguire

Name:

 

Cheryl A. Maguire

Title:

 

Executive Vice President and Chief Financial Officer

 

 

 

3

 

lxu-ex991_6.htm

Exhibit 99.1

LSB INDUSTRIES, INC. REPORTS OPERATING RESULTS

FOR THE 2021 SECOND QUARTER

 

Achieves Record Adjusted EBITDA

 

OKLAHOMA CITY, Oklahoma…July 28, 2021… LSB Industries, Inc. (NYSE: LXU) (“LSB” or the “Company”) today announced results for the second quarter ended June 30, 2021.

 

Second Quarter Highlights

 

Net sales of $140.7 million compared to $105.0 million in the second quarter of 2020

 

Adjusted EBITDA(1) of $46.0 million compared to $29.2 million in the second  quarter of 2020

 

Adjusted EBITDA(1) margin of 32.7% compared to 27.8% in the second quarter of 2020

 

Total liquidity of approximately $68 million as of June 30, 2021

 

Initiated process of exchanging outstanding preferred stock into shares of common stock in order to provide Company with lower cost of capital and unlock growth opportunities

 

“We delivered significant year-over-year growth in both our top and bottom line in the second quarter,” stated Mark Behrman, LSB Industries’ President and CEO.  “Our net sales increased 34% while adjusted EBITDA, which reached an all-time record level for our chemical operations, was up almost 60% versus the same period last year.  These outstanding results reflect robust demand and pricing trends for both our agricultural and industrial products coupled with continued solid operating performance by our facilities and the operating leverage inherent in our business model.”  

 

“In addition to the strong improvement in our financial performance, which we expect to persist through the balance of the year and into 2022, we recently announced that we signed an agreement with the holder of our outstanding preferred stock to exchange their preferred stock for shares of LSB common stock.  If our shareholders approve the exchange transaction, we expect this transformative transaction to simplify our capital structure, lower our cost of capital and provide us with greater financial flexibility to pursue growth initiatives.  Given the favorable nitrogen industry dynamics we are currently experiencing, we believe that now is an opportune time to execute this transaction, particularly given our intention to refinance our senior secured notes and opportunities we believe exist to drive organic growth, including our entry into the rapidly emerging blue/green ammonia and clean energy markets.   Additionally, we regularly evaluate M&A prospects that we believe could be accretive to earnings as a result of the increased scale and expanded production capabilities that they would provide us.  We believe that the exchange of this preferred stock into common stock and the overall simplification of our capital structure, including the potential refinancing of our senior secured notes, will enhance our ability to generate profitable growth and greater long-term value for our shareholders.”

 

_______________________________________________________________________________________________________________________________

(1) This is a Non-GAAP measure. Refer to the Non-GAAP Reconciliation section.

1


 

 

Second Quarter Results Overview

 

 

 

Three Months Ended June 30,

 

 

2021

 

2020

 

 

 

 

                                 (Dollars in thousands)

Net Sales by Market Sector

 

Net

Sales

 

Sector Mix

 

Net

Sales

 

Sector Mix

 

%

Change

   Agricultural

 

$ 66,508

    

   47%

 

$ 64,997

    

  62%

 

2%

   Industrial

 

60,608

      

   43%

 

29,559

 

  28%

 

105%

   Mining

 

13,580

 

   10%

 

10,477

 

   10%

 

30%

 

 

$ 140,696

 

 

 

$105,033

 

 

34%

 

Comparison of 2021 to 2020 quarterly periods:

 

Net sales of our agricultural products increased during the quarter relative to the prior year period driven by stronger pricing for UAN, ammonia and HDAN. Partially offsetting the benefit of stronger pricing was the impact from winter storm Uri in February 2021. Our El Dorado and Pryor facilities were shut down as our natural gas supply was curtailed during the very cold weather conditions that were experienced throughout the central United States.  This shutdown, resulted in a drawdown of inventory, particularly of HDAN, given increased sales in the first quarter, reducing our inventory available for sale in the second quarter.  Also depressing agricultural volumes during the second quarter was the impact of wet weather across the Southern Plains throughout much of May which delayed the application of fertilizer products.  Agricultural sales were also impacted by a shift in product mix as we continue our focus on the Industrial business.

 

Net sales of our industrial and mining products increased as a result of higher pricing related to a rise in the Tampa ammonia benchmark price, to which many of our industrial contracts are tied.  Also benefitting industrial sales was the ramp up of a new nitric acid offtake agreement along with the continued recovery of demand from several key end markets including automotive, home building and power generation, which have now exceeded pre-pandemic levels of demand.

 

The year-over-year improvement in operating income and adjusted EBITDA was primarily the result of the higher selling prices along with stronger Industrial and Mining volumes partially offset by higher natural gas prices as well as the impact of the weather issues that reduced our inventory headed into the second quarter.

The following tables provide key sales metrics for our Agricultural products:

 

 

 

Three Months Ended June 30,

Product (tons sold)

 

2021

 

2020

 

% Change

    Urea ammonium nitrate (UAN)

 

121,995

 

111,860

 

9 %

    High density ammonium nitrate (HDAN)

 

76,539

 

128,018

 

(40) %

    Ammonia

 

17,038

 

28,383

 

(40) %

    Other

 

6,628

 

9,257

 

  (28) %

 

 

222,200

 

277,518

 

(20) %

 

Average Selling Prices (price per ton) (A)  

 

 

 

 

 

 

    UAN

 

$   231    

 

$     149    

 

      55 %

    HDAN

 

$   286    

 

$     232    

  

      23 %

    Ammonia

 

$    395   

 

$     250    

 

      58 %

 

 

2


 

 

(A) Average selling prices represent “net back” prices which are calculated as sales less freight expenses divided by product sales volume in tons.  

 

 

The following table indicates the volumes sold of our major Industrial and Mining products:

 

 

 

Three Months Ended June 30,

Product (tons sold)

 

2021

 

2020

 

% Change

    Ammonia

 

67,503  

 

62,108

 

      9 %

    AN, Nitric Acid, Other

 

118,327

 

      72,990

 

     62 %

 

 

185,830

 

135,098

 

    38 %

 

 

 

 

 

 

 

Tampa Ammonia Benchmark (price per metric ton)

 

$     545            

 

$     234

 

133 %

 

 

 

 

 

 

 

Input Costs

 

 

 

 

 

 

    Average natural gas cost/MMBtu

 

$     2.78

 

$     1.81

 

54 %

 

 

 

Financial Position and Capital Expenditures

 

As of June 30, 2021, our total cash position was $17.6 million. Additionally, LSB had approximately $50.3 million of borrowing availability under its Working Capital Revolver resulting in total liquidity of approximately $68 million.  Total long-term debt, including the current portion, was $470.5 million on June 30, 2021 compared to $484.2 million on December 31, 2020.  The aggregate liquidation value of the Series E-! Redeemable Preferred at June 30, 2021, inclusive of accrued dividends of $157.9 million, was $297.7 million.

 

Interest expense for the second quarter of 2021 was $12.3 million compared to $12.5 million for the same period in 2020.  

 

In June 2021, the entire principal balance and interest of the Company’s Paycheck Protection Program (“PPP”) loan was forgiven in the amount of $10.0 million plus interest. The loan was originally issued to the Company in April 2020 under the CARES Act.

 

Capital expenditures were approximately $14.8 million for the first half of 2021. For the full year of 2021, total capital expenditures related to capital work to be performed in 2021 are expected to be approximately $30-$35 million, inclusive of investments for margin enhancement purposes.

 

 

Outlook

 

The environment for U.S. agricultural markets is significantly more favorable relative to this point last year due to a combination of stronger farmer incomes in 2020, increased demand for corn from China and other countries, and dry conditions in South America, which have led to the highest corn prices in eight years.  This has translated into strong demand and a significant increase in pricing for fertilizers. Tampa ammonia, based on its second quarter 2021 average selling price, increased by over $300/MT, or 133% relative to the same period in 2020, while UAN and HDAN, increased by approximately $80 per ton and $50 per ton, or nearly 55% and 25%, respectively, compared to the same period last year.  Our industrial business also continues to benefit from positive trends in its key end markets including automotive,

 

3


 

homebuilding and power generation, which have recovered to above pre-pandemic levels reflecting the beneficial impact of widespread COVID vaccination throughout the U.S.  Economic forecasts point to continued expansion, including those from The International Monetary Fund, that predict  7% year-over-year GDP growth for the U.S. in 2021, the largest percentage increase since 1984.  The strength in the Tampa ammonia price also has positive ramifications for our industrial business as many industrial chemical contracts are indexed to the Tampa ammonia price.  With the market trends on both sides of our business expected to continue through 2021, we continued to anticipate significant growth in net sales and adjusted EBITDA for the full year relative to 2020.

 

Conference Call

LSB’s management will host a conference call covering the second quarter results on Thursday, July 29, 2021 at 10:00 am ET / 9:00 am CT to discuss these results and recent corporate developments.  Participating in the call will be President & Chief Executive Officer, Mark Behrman and Executive Vice President & Chief Financial Officer, Cheryl Maguire. Interested parties may participate in the call by dialing (201) 493-6739.  Please call in 10 minutes before the conference is scheduled to begin and ask for the LSB conference call.  To coincide with the conference call, LSB will post a slide presentation at www.lsbindustries.com on the webcast section of the Investor tab of our website.

  

To listen to a webcast of the call, please go to the Company’s website at www.lsbindustries.com at least 15 minutes prior to 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.

 

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 primarily throughout the United States and parts of Mexico and Canada. Additional information about the Company can be found on its website at www.lsbindustries.com.

 

Forward-Looking Statements

Statements in this release that are not historical are forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are subject to known and unknown risks, uncertainties and assumptions about us, may include projections of our future financial performance including the effects of the COVID-19 pandemic and anticipated performance based on our growth and other strategies and anticipated trends in our business. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance or actual achievements to differ materially from the results, level of activity, performance or anticipated achievements expressed or implied by the forward-looking statements. Significant risks and uncertainties may relate to, but are not limited to, business and market disruptions related to the COVID-19 pandemic, market conditions and price volatility for our products and feedstocks, as well as global and regional economic downturns, including as a result of the COVID-19 pandemic, that adversely affect the demand for our end-use products; disruptions in production at our manufacturing facilities; our ability to complete the preferred stock exchange transaction on the terms disclosed or at all and other financial, economic, competitive, environmental, political, legal and regulatory factors. These and other risk factors are discussed in the Company’s filings with the Securities and Exchange Commission (SEC).

 

 

4


 

 

Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for our management to predict all risks and uncertainties, nor can management assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Unless otherwise required by applicable laws, we undertake no obligation to update or revise any forward-looking statements, whether because of new information or future developments.

 

See Accompanying Tables

 

 

Company Contact:

Mark Behrman, President & CEO

Cheryl Maguire, Executive Vice President & CFO

(405) 235-4546

Investor Contact:  The Equity Group Inc.

Fred Buonocore, CFA (212) 836-9607

Mike Gaudreau (212) 836-9620

 

 

 


 

5


 

LSB Industries, Inc.

Condensed Consolidated Statement of Operations

 

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(In Thousands, Except Per Share Amounts)

 

Net sales

 

$

140,696

 

 

$

105,033

 

 

$

238,812

 

 

$

188,444

 

Cost of sales

 

 

105,688

 

 

 

86,012

 

 

 

195,744

 

 

 

166,872

 

Gross profit

 

 

35,008

 

 

 

19,021

 

 

 

43,068

 

 

 

21,572

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative expense

 

 

8,545

 

 

 

8,504

 

 

 

17,338

 

 

 

18,510

 

Other expense (income), net

 

 

6

 

 

 

(167

)

 

 

(257

)

 

 

(635

)

Operating income

 

 

26,457

 

 

 

10,684

 

 

 

25,987

 

 

 

3,697

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

12,290

 

 

 

12,476

 

 

 

24,662

 

 

 

25,955

 

Gain on extinguishment of debt

 

 

(10,000

)

 

 

 

 

 

(10,000

)

 

 

 

Non-operating other expense (income), net

 

 

745

 

 

 

(128

)

 

 

1,140

 

 

 

(803

)

Income (loss) before benefit for income taxes

 

 

23,422

 

 

 

(1,664

)

 

 

10,185

 

 

 

(21,455

)

Benefit for income taxes

 

 

(248)

 

 

 

(1,299

)

 

 

(206)

 

 

 

(1,638

)

Net income (loss)

 

 

23,670

 

 

 

(365

)

 

 

10,391

 

 

 

(19,817

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends on convertible preferred stocks

 

 

75

 

 

 

75

 

 

 

150

 

 

 

150

 

Dividends on Series E redeemable preferred stock

 

 

10,213

 

 

 

8,689

 

 

 

19,724

 

 

 

16,996

 

Accretion of Series E redeemable preferred stock

 

 

513

 

 

 

505

 

 

 

1,024

 

 

 

1,009

 

Net income attributable to participating securities

 

 

223

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common stockholders

 

$

12,646

 

 

$

(9,634

)

 

$

(10,507

)

 

$

(37,972

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) per Common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

0.44

 

 

$

(0.34

)

 

$

(0.37)

 

 

$

(1.35

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

0.42

 

 

$

(0.34

)

 

$

(0.37)

 

 

$

(1.35

)

 

 

 

 

 


 

6


 

 

LSB Industries, Inc.

Consolidated Balance Sheets

 

 

 

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

(In Thousands)

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

17,625

 

 

$

16,264

 

Accounts receivable

 

 

67,431

 

 

 

42,929

 

Allowance for doubtful accounts

 

 

(377

)

 

 

(378

)

Accounts receivable, net

 

 

67,054

 

 

 

42,551

 

Inventories:

 

 

 

 

 

 

 

 

Finished goods

 

 

12,781

 

 

 

17,778

 

Raw materials

 

 

1,521

 

 

 

1,795

 

Total inventories

 

 

14,302

 

 

 

19,573

 

Supplies, prepaid items and other:

 

 

 

 

 

 

 

 

Prepaid insurance

 

 

5,682

 

 

 

12,315

 

Precious metals

 

 

7,801

 

 

 

6,787

 

Supplies

 

 

25,878

 

 

 

25,288

 

Other

 

 

4,757

 

 

 

6,802

 

Total supplies, prepaid items and other

 

 

44,118

 

 

 

51,192

 

Total current assets

 

 

143,099

 

 

 

129,580

 

 

 

 

 

 

 

 

 

 

Property, plant and equipment, net

 

 

871,780

 

 

 

891,198

 

 

 

 

 

 

 

 

 

 

Other assets:

 

 

 

 

 

 

 

 

Operating lease assets

 

 

27,854

 

 

 

26,403

 

Intangible and other assets, net

 

 

6,752

 

 

 

6,121

 

 

 

 

34,606

 

 

 

32,524

 

 

 

 

 

 

 

 

 

 

 

 

$

1,049,485

 

 

$

1,053,302

 

 

 

 

 

 

 

 


 

7


 

 

LSB Industries, Inc.

Consolidated Balance Sheets (continued)

 

 

 

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

(In Thousands)

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

51,212

 

 

$

46,551

 

Short-term financing

 

 

4,516

 

 

 

13,576

 

Accrued and other liabilities

 

 

30,541

 

 

 

30,367

 

Current portion of long-term debt

 

 

9,049

 

 

 

16,801

 

Total current liabilities

 

 

95,318

 

 

 

107,295

 

 

 

 

 

 

 

 

 

 

Long-term debt, net

 

 

461,459

 

 

 

467,389

 

 

 

 

 

 

 

 

 

 

Noncurrent operating lease liabilities

 

 

20,277

 

 

 

19,845

 

 

 

 

 

 

 

 

 

 

Other noncurrent accrued and other liabilities

 

 

7,372

 

 

 

6,090

 

 

 

 

 

 

 

 

 

 

Deferred income taxes

 

 

31,195

 

 

 

30,939

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Redeemable preferred stocks:

 

 

 

 

 

 

 

 

Series E 14% cumulative, redeemable Class C preferred stock, no par value,

   210,000 shares issued; 139,768 outstanding; aggregate liquidation preference

   of $297,706,000 ($277,982,000 at December 31, 2020)

 

 

292,849

 

 

 

272,101

 

Series F redeemable Class C preferred stock, no par value, 1 share issued and

   outstanding; aggregate liquidation preference of $100

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 

 

Series B 12% cumulative, convertible preferred stock, $100 par value; 20,000

   shares issued and outstanding; aggregate liquidation preference

   of $3,385,000 ($3,265,000 at December 31, 2020)

 

 

2,000

 

 

 

2,000

 

Series D 6% cumulative, convertible Class C preferred stock, no par value;

   1,000,000 shares issued and outstanding; aggregate liquidation preference

   of $1,342,000 ($1,312,000 at December 31, 2020)

 

 

1,000

 

 

 

1,000

 

Common stock, $.10 par value; 75,000,000 shares authorized,

   31,283,210 shares issued

 

 

3,128

 

 

 

3,128

 

Capital in excess of par value

 

 

192,980

 

 

 

198,215

 

Accumulated deficit

 

 

(51,844

)

 

 

(41,487

)

 

 

 

147,264

 

 

 

162,856

 

Less treasury stock, at cost:

 

 

 

 

 

 

 

 

Common stock, 982,639 shares (2,074,565 shares at December 31, 2020)

 

 

6,249

 

 

 

13,213

 

Total stockholders' equity

 

 

141,015

 

 

 

149,643

 

 

 

$

1,049,485

 

 

$

1,053,302

 

 

 

 

 


 

8


 

 

 

LSB Industries, Inc.

Non-GAAP Reconciliations

 

This news release includes certain “non-GAAP financial measures” under the rules of the Securities and Exchange Commission, including Regulation G. These non-GAAP measures are calculated using GAAP amounts in our consolidated financial statements.

 

EBITDA and Adjusted EBITDA Reconciliation

EBITDA is defined as net income (loss) plus interest expense, less gain on extinguishment of debt, plus depreciation and amortization (D&A) (which includes D&A of property, plant and equipment and amortization of intangible and other assets), plus provision for income taxes. Adjusted EBITDA is reported to show the impact of one time/non-cash or non-operating items-such as, loss (gain) on sale of a business and other property and equipment, one-time income or fees, certain fair market value (FMV) adjustments, non-cash stock-based compensation, and consulting costs associated with reliability and purchasing initiatives (Initiatives). We historically have performed turnaround activities on an annual basis; however, we have moved towards extending Turnarounds to a two or three-year cycle. Rather than being capitalized and amortized over the period of benefit, our accounting policy is to recognize the costs as incurred.  Given these Turnarounds are essentially investments that provide benefits over multiple years, they are not reflective of our operating performance in a given year.

 

We believe that certain investors consider EBITDA a useful means of measuring our ability to meet our debt service obligations and evaluating our financial performance. In addition, we believe that certain investors consider adjusted EBITDA as more meaningful to further assess our performance. We believe that the inclusion of supplementary adjustments to EBITDA is appropriate to provide additional information to investors about certain items.

 

EBITDA and adjusted EBITDA have limitations and should not be considered in isolation or as a substitute for net income, operating income, cash flow from operations or other consolidated income or cash flow data prepared in accordance with GAAP. Because not all companies use identical calculations, this presentation of EBITDA and adjusted EBITDA may not be comparable to a similarly titled measure of other companies. The following table provides a reconciliation of net income (loss) to EBITDA and adjusted EBITDA for the periods indicated. Adjusted EBITDA margin is calculated by taking adjusted EBITDA divided by Net Sales.

 


 

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LSB Industries, Inc.

Non-GAAP Reconciliations (continued)

 

 

LSB Consolidated ($ in thousands)

Three Months Ended                                  June 30,

 

Six Months Ended                                  June 30,

2021

 

2020

 

2021

 

2020

 

Net income (loss)

$ 23,670

 

        $ (365)

 

$ 10,391

 

$ (19,817)

Plus:

 

 

 

 

 

 

 

   Interest expense

12,290

 

12,476

 

24,662

 

25,955

   Depreciation and amortization

17,277

 

17,295

 

34,354

 

35,202

   Gain on Extinguishment of debt-PPP loan

       (10,000)

 

                    -

 

        (10,000)

 

                   -

   Benefit for income taxes

             (248)

 

(1,299)                 

 

             (206)

 

          (1,638)

EBITDA

$ 42,989

 

$ 28,107

 

$ 59,201

 

$ 39,702

 

   Stock-based compensation

1,063

 

685

 

1,776

 

1,180

   Noncash loss (gain) on natural gas contracts

-

 

(396)

 

(1,205)

 

131

   Legal fees (Leidos)

441

 

955

 

1,327

 

4,242

   Loss (gain) on disposal of assets

91

 

(54)

 

174

 

             (277)

   FMV adjustment on preferred

 

 

 

 

 

 

 

     stock embedded derivatives

716

 

(120)

 

1,152

 

            (757)

   Consulting costs associated with Initiatives

-

 

-

 

-

 

576

   Turnaround costs

707

 

11

 

847

 

11

Adjusted EBITDA

$ 46,007

 

$ 29,188

 

$ 63,272

 

$ 44,808

 

 

 

 

 

 

 

 

 

Adjusted EBITDA Margin

 

            32.7 %

 

 

 

 

            

           27.8 %

 

 

 

           26.5 %

 

                  

 

          23.8 %

 

 

 

 

 

 

 

 

 

 

Agricultural Sales Price Reconciliation

The following table provides a reconciliation of total agricultural net sales as reported under GAAP in our consolidated financial statement reconciled to netback sales which is calculated as net sales less freight expenses. We believe this provides a relevant industry comparison among our peer group.

 

 

 

 

Three Months Ended                                  June 30,

 

Six Months Ended                                  June 30,

2021

 

2020

 

2021

 

2020

 

Agricultural net sales ($ in thousands)

$ 66,508

 

$ 64,997

 

$ 111,421

 

$ 106,455

 

 

 

 

 

 

 

 

Less freight

4,089

 

5,530

 

7,715

 

9,466

 

 

 

 

 

 

 

 

Agricultural netback sales

$ 62,419

 

$ 59,467

 

$ 103,706

 

$ 96,989

 

 

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