LSB Industries Announces Pricing of Secondary Offering of 13,500,000 Shares of Common Stock by Selling Stockholders with the Company Repurchasing 5,500,000 of the Shares
August 10 2022 - 8:55PM
Business Wire
LSB Industries, Inc. (NYSE:LXU) (“LSB” or the “Company”) today
announced the pricing of the previously announced underwritten
public offering (the “Offering”) by affiliates of Eldridge
Industries LLC (the “Selling Stockholders”) of an aggregate of
13,500,000 shares of the Company’s common stock at a price to the
public of $13.00 per share, pursuant to the Company’s automatic
shelf registration statement filed with the Securities and Exchange
Commission (the “SEC”). The Offering is expected to close on August
15, 2022, subject to customary closing conditions. The Selling
Stockholders have granted the underwriters a 30-day option to
purchase up to an aggregate of 1,200,000 additional shares of the
Company’s common stock at the public offering price less
underwriting discounts and commissions.
The Selling Stockholders will receive all of the net proceeds
from this offering. No shares are being sold by the Company.
Subject to the completion of the Offering, the Company intends
to repurchase from the underwriters 5,500,000 shares of the common
stock being sold in the Offering (the “Share Repurchase”) at a
price per share equal to the price per share paid by the
underwriters to the Selling Stockholders in the Offering. The
Company intends to fund the Share Repurchase with cash on hand. The
closing of the Share Repurchase is conditioned on, and expected to
occur simultaneously with, the closing of the Offering.
Goldman Sachs & Co. LLC and UBS Investment Bank are serving
as joint lead book-running managers for the Offering. Deutsche Bank
Securities, Jefferies, Piper Sandler, RBC Capital Markets, BNP
PARIBAS and Stifel are also serving as book-running managers for
the Offering.
The Company has filed an automatic shelf registration statement
(including a prospectus) relating to the Offering with the SEC on
March 28, 2022 which became effective upon filing. Before you
invest, you should read the prospectus in that registration
statement, the accompanying prospectus supplement and other
documents the Company has filed with the SEC for more complete
information about the Company and the Offering. You may obtain
these documents for free by visiting EDGAR on the SEC website at
www.sec.gov. Copies of the prospectus supplement and accompanying
prospectus related to the Offering may also be obtained from
Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200
West Street, New York, NY 10282, telephone: 1-866-471-2526,
facsimile: 212-902-9316 or email: prospectus-ny@ny.email.gs.com;
UBS Securities LLC, Attn: Prospectus Department, 1285 Avenue of the
Americas, New York, NY 10019, telephone: (888) 827-7275 or email:
ol-prospectus-request@ubs.com.
The Offering is being made only by means of a prospectus
supplement and the accompanying prospectus. This press release
shall not constitute an offer to sell or the solicitation of an
offer to buy, nor shall there be any sale of these securities in
any state or other jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or other
jurisdiction. Any offer to buy the securities may be withdrawn or
revoked, without obligation or commitment of any kind, at any time
prior to notice of its acceptance given after the effective
date.
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.
Committed to improving the world by setting goals that will reduce
our environmental impact on the planet and improve the quality of
life for all of its people, the Company is well positioned to play
a key role in the reduction of global carbon emissions through its
planned carbon capture and sequestration, and zero carbon ammonia
strategies.
About Eldridge Industries LLC
Eldridge invests in businesses across the Insurance, Asset
Management, Technology, Mobility, Sports & Gaming, Media, 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 is
headquartered in Greenwich, Connecticut, with additional offices in
Beverly Hills, New York, and London.
Forward-Looking Statements
This press release contains forward-looking statements.
Investors are cautioned not to place undue reliance on these
forward-looking statements, including statements about the
completion and timing of the Offering. Each forward-looking
statement is subject to the inherent uncertainties in predicting
future results and conditions and no assurance can be given that
the Offering and Share Repurchase discussed above will be completed
on the terms described or at all. Completion of the Offering and
Share Repurchase and the terms thereof are subject to numerous
factors, many of which are beyond the control of LSB, including,
without limitation, failure of customary closing conditions and the
risk factors and other matters set forth in the prospectus included
in the registration statement, in the form last filed with the SEC.
These forward-looking statements speak only as of the date of this
press release and LSB undertakes no obligation to publicly update
or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20220810005841/en/
Investor Contacts: 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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