LSB Industries, Inc. Announces Proposed Private Offering of Senior Notes
September 27 2021 - 7:42AM
Business Wire
LSB Industries, Inc. (NYSE: LXU) (“LSB”) today announced that it
intends to offer, subject to market and other conditions, $500
million in aggregate principal amount of senior secured notes due
2028 (the “Notes”) for sale in a private placement to eligible
purchasers. The Notes will be guaranteed on a senior secured basis
by all of LSB’s existing subsidiaries and by certain of LSB’s
future domestic wholly owned subsidiaries.
LSB intends to use the net proceeds from this offering to redeem
all of its outstanding $435 million aggregate principal amount of
9.625% Senior Secured Notes due 2023 (the “Existing Notes”), to pay
related transaction fees, expenses and premiums, and, to the extent
of any remaining net proceeds, for general corporate purposes.
Pending such application of the net proceeds of this offering, they
may be invested in highly rated money market funds, U.S. government
securities, treasury bills or short-term commercial paper.
This press release is neither an offer to sell nor a
solicitation of an offer to buy the Notes or any other securities
and shall not constitute an offer, solicitation or sale in any
jurisdiction in which such offer, solicitation or sale is unlawful.
The Notes and the guarantees thereof have not been registered under
the Securities Act of 1933, as amended (the “Securities Act”), or
any state securities laws and may not be offered or sold in the
United States absent registration or applicable exemption from the
registration requirements under the Securities Act and applicable
state securities laws. The Notes are expected to be offered and
sold only to qualified institutional buyers pursuant to Rule 144A
under the Securities Act and to non-U.S. persons outside of the
United States pursuant to Regulation S under the Securities Act.
This press release is being issued in accordance with Rule 135c
under the Securities Act. This press release is not an offer to
purchase, a solicitation of an offer to sell or a notice of
redemption with respect to the Existing Notes.
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 primarily throughout the United
States.
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, our ability to
consummate the exchange transaction on the terms described herein
and in the definitive proxy statement referred to herein or at all,
the offering of the Notes may not ultimately be completed because
of general market conditions or other factors, 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”), including its Annual
Report on Form 10-K for the year ended December 31, 2020.
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.
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version on businesswire.com: https://www.businesswire.com/news/home/20210927005414/en/
Company Contact: Cheryl Maguire, Executive Vice President
& CFO (405) 510-3524 Fred Buonocore, CFA, Vice President of
Investor Relations (405) 510-3550 fbuonocore@lsbindustries.com
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