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Previous: LITTON INDUSTRIES INC, SC 14D9/A, EX-99.(A).(5).(I), 2001-01-16 |
Next: LSB INDUSTRIES INC, 8-K/A, EX-99.2, 2001-01-16 |
CURRENT REPORT
(Amendment No. 1)
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) October 31, 2000
Delaware
1-7677
73-1015226
(State or other (Commission File
(IRS Employer
jurisdiction of
Number)
Identification No.)
incorporation)
16 South Pennsylvania, Oklahoma City, Oklahoma
73107
(Address of principal executive offices)
(Zip Code)
On August 23, 2000, a wholly owned subsidiary (the "Subsidiary") of LSB Industries, Inc.
(the "Company"), and Orica USA, Inc. ("Orica") entered into a letter agreement (the "Letter
Agreement") wherein the Subsidiary agreed to acquire certain assets comprising LaRoche
Industries, Inc.'s ("LaRoche") ammonium nitrate manufacturing business located in Cherokee, Alabama and Crystal City, Missouri (the "Assets") in the event Orica was the successful bidder
in a bankruptcy court managed action of the nitrogen products manufacturing business of
LaRoche. The bankruptcy court approved the sale of LaRoche's nitrogen manufacturing business
to Orica. Pursuant to the terms of the Letter Agreement, Orica and its wholly owned subsidiary
assigned to subsidiaries of the Company its right to purchase all of the Assets directly from
LaRoche, effective October 31, 2000. The Cherokee, Alabama plant is being operated on at
least a temporary basis while the Crystal City plant will not continue product manufacturing and
is currently being shut down. The terms of the acquisition
are more fully described in the Form 8-K dated October 31, 2000, filed on
November 15, 2000.
Item 7. Financial Statements and Exhibits.
Pursuant to Item 7 of Form 8-K, the Company indicated it would file certain financial information no later than the date required by Item 7 of Form 8-K. This Amendment No. 1 is being filed to provide such financial information.
(a) Financial Statements of Business Acquired.
The following historical financial statements with respect to the Cherokee Plant are filed as required by Rule 3.05(b) of Regulation S-X, as promulgated pursuant to the Securities Act of 1933, as amended (the "Securities Act"), and the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and are attached hereto as Exhibit 99.2.
Historical Financial Statements:
Report of Independent Auditors Ernst & Young LLP
Statement of Assets Acquired and Liabilities Assumed as of October 31, 2000;Statements of Revenues and Direct Expenses for the Year Ended September 30, 2000 and 1999; and
Notes to Statements of Assets Acquired and Liabilities Assumed and Revenues and Direct Expenses
(b) Pro Forma Financial Information.
The following unaudited pro forma financial information is filed as required by Article 11 of Regulation S-X, as promulgated pursuant to the Securities Act and the Exchange Act, and is attached hereto as Exhibit 99.3.
Unaudited Pro Forma Consolidated Balance Sheet as of September 30, 2000;Unaudited Pro Forma Consolidated Statement of Operations for the nine months ended September 30, 2000;
Unaudited Pro Forma Consolidated Statement of Operations for the Year Ended December 31, 1999; and
Notes to the Unaudited Pro Forma Consolidated Financial Statements
(c) Exhibits.
2.1* Letter Agreement, dated August 23, 2000, between LSB Chemical Corp.
and Orica USA, Inc. CERTAIN INFORMATION WITHIN THIS
EXHIBIT HAS BEEN OMITTED AS IT IS THE SUBJECT OF A
REQUEST BY THE COMPANY FOR CONFIDENTIAL TREATMENT
BY THE SECURITIES AND EXCHANGE COMMISSION UNDER THE
FREEDOM OF INFORMATION ACT. THE OMITTED
INFORMATION HAS BEEN FILED SEPARATELY WITH THE
SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION
FOR PURPOSES OF SUCH REQUEST.
2.2* Agreement, dated October 31, 2000, between Orica Nitrogen, L.L.C., Orica USA, Inc. and LSB Chemical Corp. CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN OMITTED AS IT IS THE SUBJECT OF A REQUEST BY THE COMPANY FOR CONFIDENTIAL TREATMENT BY THE SECURITIES AND EXCHANGE COMMISSION UNDER THE FREEDOM OF INFORMATION ACT. THE OMITTED INFORMATION HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION FOR PURPOSES OF SUCH REQUEST.
99.1* Press Release, dated November 3, 2000.
99.2 Historical Financial Statements of the Cherokee Plant.
99.3 Pro Forma Financial Information
_____________________
* Filed as an exhibit to the Company's Current Report on Form 8-K dated October 31, 2000.
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.
LSB INDUSTRIES, INC.
Date: January 16, 2001
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