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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 4, 1997
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LSB INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-7677 73-1015226
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
16 South Pennsylvania, Oklahoma City, Oklahoma 73107
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (405) 235-4546
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Not applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
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On November 4, 1997, the Registrant issued a press release announcing that
the Registrant's wholly-owned subsidiary, ClimaChem, Inc., an Oklahoma
corporation, proposes to offer up to $100,000,000 of senior unsecured notes.
The press release states that the proposed offering is not registered or
required to be registered under the Securities Act of 1933, as amended (the
"Act"), and that such notes may not be offered or sold in the United States
absent registration or pursuant to an applicable exemption from the registration
requirements of the Act. The press release was issued in accordance with Rule
135c promulgated under the Act.
A copy of the press release dated November 4, 1997, is attached as an
exhibit hereto.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits.
99.1 Press release, dated November 4, 1997.
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: November 4, 1997.
LSB INDUSTRIES, INC.
By: /s/ Jack E. Golsen
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Jack E. Golsen
President
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EXHIBIT 99.1
COMPANY CONTACT: Tony M. Shelby
Chief Financial Officer
(405) 235-4546
KCSA CONTACT: Leslie A. Schupack/Joe Mansi
(212) 682-6300, ext. 205/207
November 4, 1997 NYSE: LSB
LSB INDUSTRIES, INC. ANNOUNCES
$100,000,000 OFFERING OF SENIOR NOTES BY SUBSIDIARY
Oklahoma City, Oklahoma .... November 4, 1997 .... LSB Industries, Inc. ("LSB")
announced today that its wholly owned subsidiary, ClimaChem, Inc. ("ClimaChem"),
proposes to offer up to $100,000,000 senior unsecured notes due 2007 (the
"Notes") in an offering not registered or required to be registered under the
Securities Act of 1933, as amended (the "Act"). Certain subsidiaries of
ClimaChem will guarantee the Notes on a senior unsecured basis. If the offering
is completed, net proceeds will be used to repay certain term loans, reduce the
outstanding amounts under various revolving credit facilities, fund a loan to
LSB of approximately $10 million, and the balance for ClimaChem's general
corporate purposes.
The Notes have not been registered under the Act and may not be offered or sold
in the United States absent registration or pursuant to an applicable exemption
from the registration requirements of the Act. The Notes will be offered and
sold only to qualified institutional buyers in reliance on Rule 144A of the Act,
a limited number of other institutional accredited investors and certain persons
in offshore transactions in reliance on Regulation S under the Act. This press
release does not constitute an offer to sell or the solicitation of an offer to
buy the proposed Notes.
ClimaChem was organized in October 1997 to own LSB's Chemical Business, which is
engaged in the manufacture and sale of chemical products for the mining,
agricultural and industrial markets, and Climate Control Business, which is
engaged in the manufacture and sale of a broad range of hydronic fan coils and
water source heat pumps as well as other air conditioning products for
commercial and residential applications. LSB is a diversified manufacturing,
marketing and engineering company with worldwide operations. LSB's Common
Stock and Series 2 Preferred Stock are listed for trading on the New York
Stock Exchange.
