UNITED STATES
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| Item 7.01 | Regulation FD Disclosure. |
Commencing on or after September 21, 2022 the Company intends to use the presentation furnished herewith in one or more meetings with investors and analysts. The presentation will also be available online at https://investors.lsbindustries.com/. A copy of the presentation is furnished as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01 and in the accompanying Exhibit 99.1 to this Current Report on Form 8-K is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act except as otherwise stated in such filing.
The information in this Item 7.01 and in the accompanying Exhibit 99.1 to this Current Report on Form 8-K 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 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, 2020, the proxy statement referred to above 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.
The information in this Item 7.01 and in the accompanying Exhibit 99.1 to this Current Report on Form 8-K is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the Securities Act or an exemption from the registration requirements thereof.
In connection with the proposed exchange transaction, the Company has filed with the SEC a proxy statement for the special meeting of the stockholders and may also file other relevant documents with the SEC regarding the proposed exchange transaction. This communication is not a substitute for the proxy statement or any other document that the Company may file with the SEC. The definitive proxy statement has been will be mailed to stockholders. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND THE PROPOSED EXCHANGE TRANSACTION. Investors and security holders will be able to obtain free copies of the proxy statement and other documents containing important information about the Company and the proposed exchange transaction, once such documents are filed with the SEC through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by the Company may be obtained free of charge on the Company’s website at www.lsbindustries.com or by contacting Michael Foster, General Counsel and Secretary by email at mfoster@lsbindustries.com or by phone at 405-510-3596.
The Company and certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed exchange transaction. Information about the directors and executive officers of the Company, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in the Company’s proxy statement for its 2021 Annual Meeting of Stockholders, which was filed with the SEC on April 19, 2021, the Company’s proxy statement for the special meting of stockholders, which was filed with the SEC on August 26, 2021, and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, which was filed with the SEC on February 25, 2021. Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the proxy statement and other relevant materials filed with the SEC regarding the proposed exchange transaction. Investors should read the proxy statement carefully before making any voting or investment decisions. You may obtain free copies of these documents from the Company using the sources indicated above.
| ITEM 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Investor Presentation, dated September 2021 | |
| 104 | Cover Page Interactive Data File (embedded within the XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| LSB INDUSTRIES, INC. | ||||||
| Date: September 21, 2021 | By: | /s/ Michael J. Foster | ||||
| Michael J. Foster | ||||||
| Executive Vice President and General Counsel | ||||||
Exhibit 99.1 LSB Industries Investor Presentation September 2021
Cautionary Statement IMPORTANT: The following information applies to this presentation, and you are therefore advised to read this page carefully before reading, reviewing or making any other use of this presentation. By reviewing this presentation, you agree to be bound by the following terms and conditions. Forward Looking Statements Statements in this presentation 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; 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). 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. No Offer or Solicitation This presentation and any related presentation shall not constitute an offer or invitation to subscribe for or purchase any securities, nor form the basis of any contract or commitment whatsoever, in the United States or in any other jurisdiction. Any decision to purchase securities in the context of a proposed offering, if any, should be made solely on the basis of information contained in the offering circular published in relation to such an offering. Any such securities may not be offered or sold in the United States unless registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or pursuant to an exemption from the registration requirements of the Securities Act. 2
Cautionary Statement (cont’d) Recipients This presentation is not directed to, or intended for distribution to, or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution or use would be contrary to law or regulation of such jurisdiction or which would require any registration or licensing within such jurisdiction. This presentation is being provided to you for information purposes only. No representation or warranty, express or implied, is made as to the fairness, accuracy, completeness or reliability of the information contained in this presentation and no reliance should be placed on it for any purpose. This presentation is not intended for general distribution. This presentation and the information contained herein may not be viewed by persons within the United States or transmitted to “U.S. persons” except to “qualified institutional buyers” (as defined in Rule 144A under the Securities Act). This presentation is being supplied to you solely for your information and may not be reproduced, further distributed to any other person, or published, in whole or in part, for any purpose. Any failure to comply with these restrictions may constitute a violation of applicable securities laws. Non-GAAP Financial Measures This presentation contains certain non-GAAP financial measures, including EBITDA, Adjusted EBITDA and Adjusted EBITDA margin, which are provided to assist in an understanding of our business and its performance. These non-GAAP measures should only be considered as supplemental to, and not as superior to, financial measures prepared in accordance with GAAP. Non-GAAP financial measures should be read only in conjunction with consolidated financial statements and other financial information prepared in accordance with GAAP. Reconciliations of non-GAAP measures to relevant GAAP measures are provided in the appendix of this presentation. The information in this presentation is provided as of the date of this presentation and is subject to change without notice. Additional Information The Company files annual, quarterly and special reports and other financial information with the SEC. You also may request a copy of any document incorporated by reference in the offering circular (including exhibits to those documents specifically incorporated by reference therein), at no cost, by visiting our internet website at rd www.lsbindustries.com, or by writing or calling us at the following address: LSB Industries, Inc., 3503 NW 63 Street, Suite 500, Oklahoma City, Oklahoma 73116, Attention: Investor Relations, Telephone: (405) 235 4546. The Company’s website and the information contained therein are not part of this presentation. 3
Presenters President and CEO of LSB Industries since 2018. He joined the company in 2014 and served as Executive Vice MARK BEHRMAN President and CFO from 2015-2018. Prior to LSB, Mr. President & Chief Executive Officer Behrman had over 35 years of financial and investment banking experience in the industrial, transportation and energy sectors Joined LSB Industries in 2015 as the Vice President of Financial Planning and Accounting and was promoted to CHERYL MAGUIRE CFO in 2018. Ms. Maguire has over 20 years of EVP & Chief Financial Officer experience in finance and accounting as it relates to the manufacturing and energy sectors 4
Agenda ▪ Company Overview 6 ▪ Key Credit Highlights 12 ▪ Financial Overview 24 ▪ Appendix 28 5
Company Overview
LSB at a Glance (1) (2) LTM 6/30/21 Revenue by Business YoY Gross Margins Business Overview ▪ LSB Industries, headquartered in Oklahoma City, OK, manufactures and sells chemical products for the agricultural, mining and industrial markets through 32% its three production facilities strategically located near key areas of customer Mining demand 12% ▪ The Chemical Business produces nitrogen based fertilizers which are used to 24% 24% 23% grow food crops, biofuel feedstock crops, pasture land for grazing livestock Agricultural and forage production ▪ Additionally, LSB is a leading merchant marketer of nitric acid in the U.S., 46% offering various concentrations, high-grade mixed acids and sulfuric acid for industrial markets Industrial ▪ The Company owns & operates three production facilities: 42% - El Dorado, AR: Manufactures ammonia, ammonium nitrate, nitric acid, sulfuric acid and AN solution - Cherokee, AL: Manufactures UAN, ammonia, ammonium nitrate solution, 2018 FY 2019 FY 2020 FY YTD June nitric acid, CO2 and diesel exhaust fluid 2021 - Pryor, OK: Manufactures UAN, ammonia and CO2 ▪ LSB operates an additional facility in Baytown, TX owned by Covestro, that manufactures nitric acid (3)(4) Select Key Customers Revenue and Adj. EBITDA Performance ($millions) $402 $378 $365 $351 21% 19% 21% 19% $84 $69 $66 $78 2018A 2019A 2020A LTM 6/30/21 Revenue Adj. EBITDA Adj. EBITDA Margin Source: Company filings, Company Information, Capital IQ and Wall Street Research. 1) Company filings and company materials. 2) Reflects gross profit margin which excludes turnaround, depreciation and amortization expenses and a 3) See slide 30 for revenue reconciliation. 7 recovery from settlements. See slide 31 for gross profit reconciliation. 4) See slide 29 for Adjusted EBITDA reconciliation.
LSB Industries – A Brief History ▪ Founded by Jack Golsen in 1968 and grew as an industrial conglomerate focused on industrial 1968 products and climate control systems ▪ Acquired El Dorado, AR manufacturing facility (“El Dorado”) from Monsanto 1983 ▪ Acquired Cherokee, AL chemical manufacturing facility from La Roche Industries 1999 ▪ Acquired Pryor, OK chemical manufacturing facility (“Pryor”) in a non-operating state 2000 ▪ Re-started production out of Pryor to take advantage of low natural gas cost & high 2010 fertilizer selling prices ▪ Completed offering of $425 million of senior secured notes and commenced 2013 major expansion project at El Dorado ▪ Completed structured finance transaction to provide funds to complete El Dorado expansion 2015 ▪ New nitric acid plants at El Dorado begin production ▪ New ammonia plant at El Dorado begins production 2016 ▪ Climate Control Business divested for ~14X TTM EBITDA ▪ Kicked off operational improvement and sales maximization initiatives 2017 ▪ Current CEO and CFO assume their roles and advance operational improvement 2019 and sales maximization initiatives ▪ Expect financial performance to benefit from strengthening end 2021 market trends and capital structure improvement 8
Recent Business Updates ▪ Signed a definitive agreement in July 2021 with LSB Funding (the “Holder”), an affiliate of Eldridge, to exchange the shares of LSB Series E and F Redeemable Preferred Stock held by the Holder for Shares of LSB common stock - The Transaction is expected to close in late September 2021 subject to the receipt of stockholder approval; we currently expect that our stockholders will approve the transaction ▪ Driven by supply and demand factors, selling prices for major products improved during the second quarter of 2021 compared to the same quarter of 2020 ▪ Displayed strong numbers in Q2 21: - Consolidated net sales grew to $141 million vs. $105 million in Q2 20 - Average agricultural selling prices for Ammonia, UAN and HDAN increased 60%, 50% and 20% respectively - Average industrial selling prices for the majority of products was higher compared to the same period in 2020 due to $311 per metric ton increase in the Tampa Ammonia benchmark price; industrial contracts are indexed to the Tampa Ammonia benchmark price ▪ The PPP loan was fully forgiven by the SBA and lender, and a gain on extinguishment of debt of $10 million for Q2 2021 was recognized 9
Strong Management Team with Deep Industry Experience and Track Record of Success… Cheryl Maguire Kristy Carver Mark Behrman Michael Foster Damien Renwick John Burns EVP, General EVP, EVP, Chief Title President & CEO EVP & CFO Counsel & SVP, Treasurer Manufacturing Commercial Officer Secretary Years of Experience 35+ 20+ 30+ 25+ 20+ 30+ LSB Years of Experience 7.5 5.5 1.5 5.5 0.75 13 Previous Experience LSB vs. S&P 500 Share Price Performance (Since Jan 2020) Share Price (%) Management has successfully navigated the COVID-19 crisis with a demonstrated track record of over performance against the S&P 500 index 150.0% 118% 100.0% 50.0% 36% - (50.0%) (100.0%) Jan-20 Mar-20 May-20 Jul-20 Sep-20 Nov-20 Jan-21 Mar-21 May-21 Jul-21 Sep-21 LSB S&P 500 Source: Company filings, Company Information, Capital IQ as of 09/14/21. 10
…Resulting in Resilient Financial Profile with Strong Performance through COVID-19 (1) (2) Revenue Adjusted EBITDA 2019A – LTM Q2 2021 2019A – LTM Q2 2021 ($millions) ($millions) $84 $402 $365 $366 $354 $351 $69 $338 $336 $67 $66 $65 $63 $62 2019A LTM Q1 20 LTM Q2 20 LTM Q3 20 2020A LTM Q1 21 LTM Q2 21 2019A LTM Q1 20 LTM Q2 20 LTM Q3 20 2020A LTM Q1 21 LTM Q2 21 Financial Trends and Recent Updates ▪ Consistent and sustainable financial performance through the depth of the turbulence brought on by COVID-19 with an ability to maintain stable margins ▪ Revenue in Q2 21 increased by 34% compared to the same period in 2020, driven by elevated corn prices and strong farmer economics: - Agriculture accounted for 47% of sales vs. 62% in the same period in the prior year - Industrial products was 43% of sales vs. 28% in the same period the prior year - Mining products accounted for ~10% vs. ~10% in the same period the prior year ▪ Sustained price rally for fertilizers is expected to continue for the remainder of 2021 due to a high demand for ammonia and other nitrogen products ▪ Definitive agreement signed for the conversion of LSB Series E and F Redeemable Preferred Stock should offer significant financial flexibility going forwards Source: Company filings, Company Information, Capital IQ and Wall Street Research. 1) See slide 30 for revenue reconciliation. 2) See slide 29 for Adjusted EBITDA reconciliation. 11
Key Credit Highlights
Key Credit Highlights Significant Operational Improvements and Enhancement of Operational and Maintenance 1 Programs Resulting in Continued Margin Enhancing Opportunities Highly Diversified Nitrogen Chemicals Business with Sales Mix Offering Significant Contract 2 Pricing Stability Multiple Organic and M&A Growth Opportunities, and Margin Enhancement Projects Well 3 Underway 4 Well Positioned to Capitalize on Blue and Green Ammonia Opportunities Attractive Agricultural, Industrial and Mining End Markets with Favorable Long-Term 5 Dynamics 13
Operational Improvements Benefiting From Over $1 Billion 1 of Investment Total 2013-2021 capex spend of over $1 billion to drive improved financial performance: ▪ Expansion of El Dorado facility including new ammonia plant, nitric acid plant and other upgrades ▪ Replacement of urea reactor at Pryor improved reliability and increased production/capacity ▪ Maintenance and turnaround projects were successful, which increased asset effectiveness and built momentum for capacity optimization ▪ Installation of a new sulfuric acid converter which increased reliability and production capacity Business Improvements Have Contributed to Multiple Milestones and Key Customer Wins May 2016 May 2017 October 2018 April 2020 October 2020 Announces start of Sale of Zena Energy, an Successfully completed a 35-day Announced new milestone of Announced a 7-year production at recently indirect, wholly owned turnaround at Cherokee facility; next record ammonia production in new nitric acid supply completed El Dorado subsidiary of LSB for ~$17 turnaround is planned for 2021 Q12020 contract facility’s Ammonia Plant million 2016 2017 2018 2019 2020 2021 June Q2 June 2016 November 2019 July 2016 December 2017 Highest Entered into Successfully completed a 67 day turnaround at Sale of Climate Engaged BD Energy and Black & January 2021 EBITDA Koch Fertilizer Pryor facility which included the installation of a Control Business Veatch to conduct ammonia and Commence 70-100k ton quarter in Ammonia “State of the Art” urea reactor. Also successfully for $364 million NA contract the chemical full plant assessments of Pryor Purchase completed the installation of a new sulfuric acid (14x LTM EBITDA) Facility business’s Agreement converter at the El Dorado facility history 14
Upgrading Low-Cost Feedstock to Margin Enhancing 1 Chemicals LSB Products Sold to Market Ammonia (NH ) 3 (storage, trucks, rail) Nitric Acid (storage, trucks, rail) Ammonium Nitrate AN Solution Solution (ANS), Nitric Acid HDAN, LDAN (storage, trucks, rail) Urea-Ammonium Natural Ammonia Nitrate (UAN) UAN Gas Plant (storage, trucks, (Pipeline) rail, barge) CO 2 Diesel Exhaust Fluid (DEF) Urea (truck sales) CO 2 CO 2 (pipeline to guest plant, Liquification truck sales) Products are marketable at nearly every stage of the process, allowing for efficient adjustments to product mix to capture value opportunities 15
Diversified Nitrogen Chemicals Business with Differentiated 2 End Market Positions Key Products End Markets Application ▪ Urea ammonium nitrate ▪ Fertilizer for corn and other crops solutions (UAN) ▪ Primary nitrogen component in ▪ Ammonium nitrate (AN) – nitrogen, phosphorus and potassium High density prills (NPK) fertilizer blends ▪ Ammonia ▪ High nitrogen content fertilizer Fertilizer primarily used for corn ▪ Power plant emissions abatement, ▪ Ammonia water treatments, refrigerants, metals processing 12% ▪ Semi-conductor, nylon polyurethane ▪ Nitric Acid Semi-Conductors intermediates, ammonium nitrate TTM 46% ▪ Sulfuric Acid▪ Pulp and paper, aluminum, water 06-30-2021 treatment, metals and vanadium Sales: $402M processing Power Plant Emissions 42% ▪ Diesel exhaust fuel (DEF) ▪ Exhaust steam additive to reduce NO x emissions from diesel vehicles ▪ CO 2 ▪ Food refrigeration / freezing, enhanced oil recovery Water Treatment ▪ Ammonium nitrate – low ▪ Specialty emulsions for mining density prills and AN applications solutions ▪ Specialty E2 ammonium ▪ Surface mining, quarries, construction Mining nitrate 16 Mining Industrial Agricultural
Sales Mix Provides Stability and Visibility Into Contract 2 Pricing Q2-2021 TTM Sales by Pricing Method ▪ Approximately 38% of sales non- seasonal and priced pursuant to contract agreements Cost-Plus ▪ Contributes to margin stability through pass-through of raw ~35% materials and other manufacturing costs TTM 06-30-2021 Sales: $402M ▪ Positioned to take advantage of cash flow stability and upside ~65% opportunities in commodity driven markets Spot ▪ Approximately 45% of sales contracts tied to benchmark Ammonia pricing 17
Multiple Organic Growth Opportunities with Margin 3 Enhancement Projects Well Underway Multiple Organic Growth Opportunities ◼ Negotiated 7-year agreement for the sale of 70,000 – 100,000 tons of Nitric Acid from El Dorado, and secured right of first refusal for the construction of a new nitric acid plant Sales & Marketing ◼ Geographic expansion into markets outside the United States (Mexico and Canada) Expansion ◼ New contract awards in LDAN and sulfuric acid drive increased volumes ◼ Completed upgrade of Nitric Acid loading and increased storage to support new contract volumes ◼ HDAN storage dome completed in April 2020 allowing platform to maximize annual selling prices Storage Capacity ◼ Engineering and construction underway for new C0 guest plant with start-up expected in Q4 2021 2 Expansion ◼ Several new projects under evaluation that would expand production, storage, or logistics capabilities ◼ Added storage allows maximum production capacity utilization and positioning of product ◼ Continue to improve operations within a favorable fertilizer market backdrop and the recovery of industrial demand exiting the pandemic Operational Improvements - Reached record ammonia, UAN, and DEF production in 2020 - Current price rally for most fertilizer products from 2020 ◼ Well positioned to leverage existing assets and knowledge to capitalize on potential green ammonia opportunities ◼ Implemented a Green Ammonia strategy spearheaded by a new Director of Clean Energy Green Ammonia ◼ Ammonia’s potential as an energy carrier combined with its ability to be used with various applications is expected to raise demand for ammonia to multiple billion tons per year 18
Well Positioned to Capitalize on Green Ammonia 4 Opportunities As an existing ammonia producer, LSB is well positioned to lever its assets and knowledge to capitalize on potential green ammonia opportunities Blue Ammonia Green Ammonia ◼ Produced using renewable feedstock, specifically ◼ CO emissions from reforming or gasification 2 hydrogen from water electrolysis and nitrogen processes used in ammonia production are captured separated from the air, rather than natural gas or coal, and stored resulting in a zero CO emission process 2 ◼ Creates opportunity to sell low carbon ammonia to ◼ Ammonia’s potential as an energy carrier is expected agricultural, industrial and mining customers at to raise demand for ammonia to multiple billions tons premium pricing per year and provides premium pricing Current projected timeline for evaluation of projects at LSB facilities: ◼ Q1’22 – Complete feasibility studies ◼ Q2’22 – Project proposals to and approval from LSB Board of Directors ◼ Q2/Q3’22 – Commence projects 19
5 Agricultural Market Overview ▪ Corn is currently trading around ~$5.00 per bushel and is 5 Year Corn Prices expected to remain at elevated levels throughout the year $8 ▪ Robust pricing for nitrogen products is expected to continue in $6 ~ $5.00 Sept $4 2H21 $2 ▪ Many factors point to strong 2H21 and 2022: $0 Jan-17 Jan-18 Jan-19 Jan-20 Jan-21 – 2020 farmer income was 2nd highest ever and expected to be strong in 2021 – Significant increase in Chinese imports of all agricultural commodities – Drought conditions in South America and Western US expected to impact yields – Significant plant outages globally have limited supply – 92.7 million acres of corn expected to be planted in U.S. in 2021, up from ~91 million in 2020 – Tampa ammonia price for September has settled at $615/mt, one of the highest prices since Dec 2014 as global prices continue to increase – UAN fill prices >$300/t are significantly above recent years due to strong demand and lower imports Sources: Yahoo! Finance, Food & Agricultural Policy Research Institute 20
5 Significantly Higher Pricing vs. A Year Ago September 2021 September 2020 Average Selling Prices Average Selling Prices Tampa Ammonia $615 / MT $225 / MT Urea $490 / ST $230 / ST UAN $320 / ST $120 / ST Ammonium Nitrate $400 / ST $225 / ST Source: Green Markets as of 9/10/21 publication. 21
5 Strong Industrial and Mining Fundamentals Industrial Mining ▪ According to the U.S. Department of Housing and ▪ Copper prices rising; reaching $5.72 per pound in Urban Development, new privately-owned housing July, its highest price in history, and has continued to unit starts totaled 1.572 million in May, showing trade over $5.00 per pound in August. This increase is continued elevated levels amidst a US housing driven by demand from EV companies shortage▪ Quarry and construction business returning, with ▪ Seasonally adjusted annual rate (SAAR) for light aggregates for residential construction a large driver vehicle sales have begun to drop because of lower ▪ Diversification away from coal continues to be a focus inventory and higher sales prices, both resulting from (33% of LSB sales mining volumes in 2016 vs ~ 1% of inflationary pressures LSB mining sales volumes in 2020) Historical Copper Prices US Light Vehicle Sales - SAAR (thousands) $6.00 20,000 $5.00 18,000 $4.00 16,000 $3.00 14,000 12,000 $2.00 10,000 $1.00 8,000 $0.00 6,000 Source U.S. Department of Housing and Urban Development, Macrotrends and Fred Economic Data. 22 Jan-20 Feb-20 Mar-20 Apr-20 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20 Jan-21 Feb-21 Mar-21 Apr-21 May-21 Jun-21 Jul-21 Aug-21 Aug-16 Nov-16 Feb-17 May-17 Aug-17 Nov-17 Feb-18 May-18 Aug-18 Nov-18 Feb-19 May-19 Aug-19 Nov-19 Feb-20 May-20 Aug-20 Nov-20 Feb-21 May-21 Aug-21
5 Record LSB Production of Ammonia and UAN in 2020 Ammonia 900,000 800,000 700,000 600,000 500,000 2017 2018 2019 2020 UAN 500,000 400,000 300,000 2017 2018 2019 2020 23 Tons Tons
Financial Overview
Historical Financial Overview ($Millions) ▪ Q2 2021 sales increased 34% YoY driven by higher pricing (2) ▪ Q2 2021 Adjusted EBITDA increased 58% YoY ; record $46 million compared to $29 million in the second quarter of 2020 on the back of favorable pricing conditions ▪ Net sales of $141 million compared to $105 million in the second quarter of 2020 ▪ Robust market conditions and solid operating performance expected to continue for remainder of the year and into 2022 (1) (2) Revenue Adj. EBITDA and Margin (%) $84 $402 $78 $378 $365 $351 $69 $65 21% 21% 19% 19% FY18A FY19A FY20A LTM 6/30/21 FY18A FY19A FY20A LTM 6/30/21 (3)(4) CapEx Free Cash Flow and conversion (%) $57 $41 $35 $33 $37 $36 $30 $27 67% 52% 53% 48% FY18A FY19A FY20A LTM 6/30/21 FY18A FY19A FY20A LTM 6/30/21 ` 1) See slide 30 for revenue reconciliation. 2) See slide 29 for Adjusted EBITDA reconciliations. 3) Free Cash Flow is defined as Adj. EBITDA – CapEx. 25 4) Free Cash Flow conversion is defined as Free Cash Flow / Adj. EBITDA.
Next 12 Months Outlook ▪ Robust market conditions and solid operating performance expected to continue for remainder of the year and into 2022 ▪ We Predict Significant Pricing Momentum - Robust pricing has continued in 2H21 as there was no price reset for summer fill - Corn is currently trading around $5.00/bushel and is expected to remain at elevated levels throughout the 2021 year and into 2022 - Forecasted elevated corn prices due to low corn end stocks is likely to support strong fall 2021 nitrogen demand that will continue into 2022 - Sustained increase in commodity prices is expected throughout the year 2021 and into 2022 driven by significant increase in Chinese imports of all agricultural commodities - Drought conditions in South America and Western US expected to impact yields - Significant plant outages globally have limited supply - Tampa ammonia price for September has settled at $615/mt, one of the highest prices since Dec 2014 as global prices continue to increase - UAN fill prices >$300/t are significantly above recent years due to strong demand and lower imports ▪ Continued year over year improvement in volume and recovery of industrial demand ▪ Nitric acid loading and storage to support new contract completed on time and on-budget - Sales for the contract expected to ramp up gradually over 2021 26
Positioned for Continued Growth and Improved Financial Performance – LSB Long Term Growth Plan Realizing returns from completed maintenance and upgrades • Reached record ammonia, UAN, and DEF production in 2020 • Several initiatives underway to drive further improvement in operating performance • Opportunity to capitalize on favorable pricing trends in 2021 and beyond Continued broadening of our distribution through aggressive sales and marketing programs and additional storage capacity • Optimizing product mix to maximize margins • New 7-year contract signed for 70,000 – 100,000 tons of Nitric Acid began in Q1 2021 • Added storage allows maximum capacity utilization and positioning of product; reviewing additional storage opportunities Executing on key margin enhancement projects . • Completed upgrading Nitric Acid loading and increased storage to support new contract volumes • HDAN storage dome completed in April 2020 allowing us to maximize annual selling prices • Engineering and construction underway for new C02 guest plant with start-up expected in Q4 2021 • Several new projects under evaluation that would expand production, storage, or logistics capabilities Focus on growth initiatives • Actively pursuing growth opportunities through M&A • Green Ammonia strategy; Director of Clean Energy hired 27
Appendix
EBITDA Reconciliation ($Millions) LTM LTM LTM LTM LTM Adjustments 2018A 2019A 3/31/20 6/30/20 9/30/20 2020A 3/31/21 6/30/21 1. Stock-based compensation: Non-cash adjustment for options and restricted stock unit expense recognized in each period Net Loss (72) (63) (71) (78) (68) (62) (56) (32) 2. Non-cash gains or losses related to Interest expense 43 46 49 50 51 51 50 50 natural gas commodity contracts 3. Legal fees (Leidos): Associated with the Loss on extinguishment of debt 6 -- -- -- -- -- -- (10) current litigation with our EPC contractor, Leidos Depreciation and amortization 73 70 70 70 70 71 70 70 4. Gains and/or losses: Associated with Provision (benefit) for income taxes 2 (21) (22) (17) (18) (5) (4) (3) the disposition of assets and other items 5. Fair market value adjustment on Reported EBITDA 51 32 26 25 35 55 60 75 preferred stock: Represents unrealized loss from the change in fair value Stock-based compensation 8 2 2 2 2 2 2 2 1 associated with the embedded derivative included in the Series E-1 Noncash loss (gain) on natural gas contracts -- -- 1 0 (1) 1 (1) (0) 2 Redeemable Preferred 6. Consulting costs associated with Legal fees (leidos) 5 10 12 11 9 6 3 3 3 initiatives Loss (gain) on disposal of assets and other (2) 11 11 11 11 1 1 1 4 7. Turnaround Costs: We historically performed turnaround activities on an FMV adjustment on preferred stock embedded derivatives (1) (1) (1) (1) (1) (0) 1 2 annual basis; however, we are migrating 5 turnarounds to a two- or three-year cycle. Our accounting policy is to Consulting costs associated with initiatives 4 1 2 2 1 1 (0) (0) 6 expense these costs as incurred rather than capitalize them and amortize the Turnaround costs 10 13 13 13 5 0 0 1 7 costs over the period of the benefit 8 Severance 3 1 1 1 1 -- -- -- 8. Severance: Costs primarily associated with the departure of our chief executive officer Adjusted EBITDA 78 69 66 63 62 65 67 84 Source: Company filings and company materials. 29
Revenue Reconciliation 2019 2020 2021 ($millions) 2019A LTM Q1 LTM Q2 LTM Q3 2020A LTM Q1 LTM Q2 Net Sales Agricultural Products $ 188 $ 182 $ 175 $ 171 $ 180 $ 183 $ 185 Industrial Acids and Other Chemical Products 140 137 129 131 133 138 169 Mining Products 38 35 34 34 38 44 48 Total Net Sales $ 365 $ 354 $ 338 $ 336 $ 351 $ 366 $ 402 30
Gross Profit Reconciliation Six Months Ended Twelve Months Ended June 30, December 31, ($thousands) 2021 2020 2020 2019 2018 Net Sales Agricultural $ 111,421 $ 106,455 $ 180,036 $ 187,641 $ 187,164 Industrial and Mining 127,391 81,989 171,280 177,429 190,996 Total Net Sales $ 238,812 $ 188,444 $ 351,316 $ 365,070 $ 378,160 (1) $ 77,596 $ 50,456 $ 80,960 $ 86,458 $ 91,368 Adjusted Gross Profit (2) $ (33,681) $ (34,537) $ (69,500) $ (68,263) $ (70,184) Depreciation and Amortization Turnaround Expense (847) (11) (76) (13,210) (9,768) Vendor Settlements - 5,664 5,664 - 4,419 Total Gross Profit (Loss) $ 43,068 $ 21,572 $ 17,048 $ 4,985 $ 15,835 Adjusted Gross Profit Margin 32% 27% 23% 24% 24% Total Gross Profit Margin 18% 11% 5% 1% 4% 1) Represents a non-GAAP measure, as these amounts exclude depreciation, amortization, turnaround expenses and a recovery from settlements. 2) Represents amount classified as cost of sales. 31
Preferred Stock Reconciliation Quarterly ($millions) 12/31/20 3/31/21 6/30/21 Beginning Preferred Balance $ 269 $ 278 $ 287 (+) Preferred Stock Periodic Dividend Accrual $ 9 $ 10 $ 10 Ending Preferred Stock Balance $ 278 $ 287 $ 298 (1) $ 2 $ 2 $ 2 Participation Rights Value Total Preferred Stock Balance $ 280 $ 289 $ 300 Note: Preferred stock balance represents liquidation preference. 1) For purposes of comparison, participation rights value across all periods is calculated using 30-day trailing VWAP of $6.16 as of 7/16/21 and 303,646 participant shares. 32