LSB Industries Announces Pricing of $500 Million Private Placement of 6.250% Senior Secured Notes Due 2028
September 29 2021 - 04:32PM
Business Wire
LSB Industries, Inc. (NYSE: LXU) (“LSB”) today announced that it
priced its previously announced offering of $500 million in
aggregate principal amount of senior secured notes due 2028 (the
“Notes”) which will be sold 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.
The Notes will bear an annual rate of interest of 6.250% and
will mature on October 15, 2028. The Notes will be issued at a
price equal to 100% of their face value. The Notes and the
guarantees will be secured, subject to certain exceptions and
permitted liens, (a) on a first-priority basis by a substantial
portion of LSB’s and the guarantors’ assets (other than the assets
securing LSB’s working capital revolver loan), and (b) on a
second-priority basis by certain of LSB’s and the guarantors’
assets that secure LSB’s working capital revolver loan on a
first-priority basis, including accounts receivable, inventory, and
certain other related assets and proceeds thereof. The closing of
this private offering is expected to occur on October 14, 2021,
subject to customary closing conditions.
In connection therewith, the Company submitted a conditional
notice of redemption to redeem $435 million aggregate principal
amount of its 9.625% Senior Secured Notes due 2023 (the “Existing
Notes”), representing all of the outstanding Existing Notes, at a
redemption price equal to 103.609% of the principal amount thereof,
plus accrued and unpaid interest on the Existing Notes redeemed to
but excluding the redemption date, which is scheduled for October
29, 2021 (the “Redemption”), subject to consummation of the
offering of the Notes.
LSB intends to use the net proceeds from this offering for the
Redemption, 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 being offered in the United
States 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, 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/20210929005949/en/
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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