LSB Industries, Inc. Announces Board of Directors Declares Common Stock Dividend Contingent Upon the Closing Under the Previously Announced Exchange Agreement
August 30 2021 - 4:15PM
Business Wire
LSB Industries, Inc. (“LSB” or “the Company”), (NYSE: LXU),
today announced that its Board of Directors has declared the
previously approved conditional and contingent special dividend
(the “Dividend”), such Dividend to be effected in the form of a
stock dividend of 0.3 shares of the Company’s common stock, par
value $0.10 (“Common Stock”), for each outstanding share of Common
Stock (exclusive of Common Stock, if any, held in the treasury),
and payable on October 8, 2021, to holders of record of Common
Stock on September 24, 2021 (the “Record Date”), with any
fractional share amounts issuable to a holder of record on the
Record Date to be rounded up to the nearest whole share. The broker
cut-off date, to the extent one is necessary, is October 1,
2021.
Payment of the Dividend is subject to and conditioned upon the
consummation of the closing under the previously announced exchange
agreement (the “Exchange Agreement”) with LSB Funding LLC, an
affiliate of Eldridge Industries, LLC (“Eldridge”), to exchange the
shares of LSB Series E-1 and Series F-1 Redeemable Preferred Stock
held by Eldridge for shares of LSB common stock, such Closing being
subject to customary closing conditions including, among other
things, the approval of the Company’s stockholders of the
transactions contemplated under the Exchange Agreement at the
previously announced special meeting of the stockholders to be held
on September 22, 2021.
The following table outlines certain key dates associated with
the special meeting of stockholders and the Dividend.
Special Meeting Record Date
August 2, 2021
Special Meeting Date
September 22, 2021
Dividend Record Date
September 24, 2021
Dividend Payment Date
October 8, 2021
Ex-Dividend Date
October 12, 2021
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.
Additional information about the Company can be found on its
website at www.lsbindustries.com.
About Eldridge Industries, LLC
Eldridge Industries, LLC invests in businesses across the
Insurance, Asset Management, Technology, Mobility, Sports &
Gaming, Media & Music, Real Estate, and Consumer landscapes.
The firm seeks to build and grow businesses led by proven
management teams that have demonstrated leadership and experience
to scale an enterprise. Eldridge Industries, LLC is headquartered
in Greenwich, Connecticut, with additional offices in Beverly
Hills, New York, and London. Additional information about Eldridge
Industries, LLC can be found on its website at
www.eldridge.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, our ability to
consummate the exchange transaction and pay the Dividend on the
terms described herein and in the definitive proxy statement for
the special meeting relating thereto or at all, 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.
No Offer or Solicitation
This communication 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
U.S. Securities Act of 1933, as amended, or an exemption from the
registration requirements thereof.
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version on businesswire.com: https://www.businesswire.com/news/home/20210830005552/en/
Company Contact: Mark Behrman, President & CEO (405)
510-3514 Cheryl Maguire, Executive Vice President & CFO (405)
510-3524 Investor Contact: The Equity Group Inc. Fred
Buonocore, CFA (212) 836-9607
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