LSB INDUSTRIES, INC. (NYSE:LXU) Files An 8-K Regulation FD Disclosure
Item 7.01
Rule 144A Notes Offering
On June 18, 2019, LSB Industries, Inc. (the Company) issued a press release announcing that it intends to offer, to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the Securities Act), up to $35 million aggregate principal amount of its 9.625% Senior Secured Notes due 2023 (the Notes), subject to market and other conditions (the 144A Offering). The Notes constitute a further issuance of the 9.625% Senior Secured Notes due 2023, of which $400 million aggregate principal amount was issued on April 25, 2018. A copy of the press release announcing the 144A Offering is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Current Report on Form 8-K, including the Exhibit hereto, is neither an offer to sell nor a solicitation of an offer to purchase any of the securities to be offered. The securities to be offered will not be registered under the Securities Act or applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
Investor Presentation
On June 18, 2019, the Company posted an Investor Presentation, dated June 2019, on the Companys website, http://investors.lsbindustries.com, for discussions with investors. The content of such website is included for general information only and is not incorporated by reference in this Current Report on Form 8-K.
Forward-Looking Statements
This Current Report on Form 8-K, including the Exhibit attached hereto, includes forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). The Company makes these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995.
All statements, other than statements of historical fact, included in this Current Report on Form 8-K, including the Exhibit hereto, may constitute forward-looking statements. Forward-looking statements include statements about the Companys expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that these expectations will prove to be correct. These forward-looking statements are subject to certain known and unknown risks and uncertainties, as well as assumptions that could cause actual results to differ materially from those reflected in these forward-looking statements. Factors that might cause actual results to differ include, but are not limited to, (i) the Companys business plans may change as circumstances warrant and the 144A Offering may not ultimately be completed because of general market conditions or other factors or (ii) any of the risk factors discussed from time to time in each of our documents and reports filed with the Securities and Exchange Commission. Unless required by law, the Company undertakes no obligation to publicly update or revise any forward-looking statement to reflect circumstances or events after the date of this Current Report on Form 8-K.
The information contained in this Item 7.01 and Item 9.01 of this Current Report on Form 8-K and the Exhibit attached hereto is being furnished and shall not be deemed to be filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference into any filing under the Securities Act, regardless of any incorporation by reference language in any such filing, except as shall be expressly set forth by specific reference to this Item 7.01 or Item 9.01 in such filing.
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