8-K
LSB INDUSTRIES, INC. (LXU)
UNITED STATES
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): April 29, 2025
LSB INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-7677 | 73-1015226 |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission<br><br>File Number) | (IRS Employer<br><br>Identification No.) |
| 3503 NW 63rd Street, Suite 500, Oklahoma City, Oklahoma | 73116 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (405)
235-4546
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, Par Value $.10 | LXU | New York Stock Exchange |
| Preferred Stock Purchase Rights | N/A | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02. | Results of Operations and Financial Condition. |
|---|
On April 29, 2025, LSB Industries, Inc. (the “Company”) issued a press release to report its financial results for the first quarter ended March 31, 2025. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
As previously announced, on April 30, 2025, at 10:00 a.m. (Eastern time) / 9:00 a.m. (Central time), the Company will hold a conference call broadcast live over the Internet to discuss the financial results of the first quarter ended March 31, 2025.
The information contained in Item 2.02 of this Form 8-K and the Exhibit 99.1 attached hereto are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Act of 1934, as amended (the “Exchanged Act”), or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference to this Item 2.02 in such filing.
| Item 9.01 | Exhibits. |
|---|
(d) Exhibits.
| Exhibit<br>Number | Description |
|---|---|
| 99.1 | Press Release issued by LSB Industries, Inc. dated April 29, 2025, titled “LSB Industries, Inc. Reports Operating Results for the 2025 First Quarter. |
| 104 | Cover Page Interactive Data File (embedded within the XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 29, 2025
| LSB INDUSTRIES, INC. | |
|---|---|
| By: | /s/ Cheryl A. Maguire |
| Name: | Cheryl A. Maguire |
| Title: | Executive Vice President and Chief Financial Officer |
EX-99.1
Exhibit 99.1
LSB INDUSTRIES, INC. REPORTS OPERATING RESULTS FOR THE 2025 FIRST QUARTER
OKLAHOMA CITY, Oklahoma—April 29, 2025—LSB Industries, Inc. (NYSE: LXU) (“LSB,” “we,” “us,” “our,” or the “Company”) today announced results for the first quarter ended March 31, 2025.
First Quarter 2025 Results and Recent Highlights
- Net sales of $143.4 million compared to $138.2 million in the first quarter of 2024
- Net loss of $1.6 million compared to a net income of $5.6 million in the first quarter of 2024
- Diluted EPS of $(0.02) compared to $0.08 for the first quarter of 2024
- Adjusted EBITDA(1) of $29.1 million compared to $32.6 million in the first quarter of 2024
- Total cash, cash equivalents and short-term investments of approximately $163.5 million and total debt of $485.9 million as of March 31, 2025
- Zero recordable injuries for first quarter of 2025
- El Dorado facility earned verified ammonia carbon intensity pre-certification status from The Fertilizer Institute
“We are pleased with our safety performance and the 4% year-over-year improvement in overall sales volumes during the first quarter,” stated Mark Behrman, LSB Industries' Chairman & Chief Executive Officer. "We achieved higher UAN and AN volumes as a result of the reliability and operational improvement measures we implemented over the past several quarters. Not only did we produce more ammonia as compared to the 2024 first quarter, but we also continue to upgrade more of our ammonia into higher margin products. Additionally, we saw stronger ammonia selling prices. However, during the quarter we experienced materially higher natural gas prices which offset the higher selling prices and the operating improvements we made. While natural gas prices remain volatile given global economic uncertainty, they have moderated recently and we expect to benefit from that in the second quarter.”
“Our markets remain strong. U.S. corn plantings for the current Spring season are expected to be at historically high levels and corn prices are supportive of strong demand and pricing for nitrogen fertilizers. We have had a healthy ammonia application season this Spring and UAN prices are well above year-ago levels. On the industrial side of our business, our sales volumes have benefited from strong end market demand for nitric acid and ammonium nitrate.”
“The effect of tariffs is causing uncertainty in our industry and the broader economy. However, we have not seen a significant impact on our markets so far. Our exposure to direct tariff impacts is limited, as less than 10% of our sales are made to customers outside the U.S. We are more likely to see the impact of tariffs on the cost side of our business, as some of the parts, components and equipment we use to maintain our plants come from outside of the U.S., particularly Europe. We are seeking opportunities to source domestically wherever possible so that we can minimize the potential impacts of tariffs on our costs.“
(1) Adjusted EBITDA is a non-GAAP financial measure. Please see the discussion below under the heading “Non-GAAP Reconciliations” and the reconciliations at the end of this release for additional information concerning this and other non-GAAP financial measures.
“With our strong balance sheet, we will first continue to invest in our core business in order to achieve our reliability improvement goals. After that, we will look to balance investments in projects that increase our profits, while managing our leverage at a level appropriate for the evolving economic uncertainty.”
“With respect to our low carbon project at our El Dorado facility, we expect production of low carbon ammonium nitrate solution to begin by the end of 2026. Additionally, during the first quarter, we received pre-certification status of the low carbon ammonia we expect to produce at El Dorado through The Fertilizer Institute’s Verified Ammonia Carbon Intensity program. Our El Dorado facility is one of only four North American plants to be granted this status, which we expect to be integral to our ability to secure sales agreements for its low carbon ammonia and upgraded product output.”
“Regarding our Houston Ship Channel project, given the impact of U.S. tariff-related price increases and other global economic uncertainties on costs, coupled with a slower-than-anticipated ramp-up of low carbon ammonia demand, we have decided to put a pause on the project.”
Mr. Behrman concluded, “2025 is off to a good start. We are progressing on our reliability improvement program and we expect to continue to see gains in the efficiency and output of our facilities. Our focus is on minimizing risk and maintaining a strong balance sheet while generating increased returns and value for our stockholders.”
Market Outlook
Our industrial business remains consistent, reflecting:
Stable demand for nitric acid domestically with limited export exposure
Demand for ammonium nitrate (AN) for use in commercial mining explosives is robust across all commodities, particularly copper and gold
Demand for AN is also benefiting from quarrying/aggregate production for infrastructure upgrade and expansion
Our ammonia market is healthy and pricing remains at attractive levels driven by:
Well balanced distribution channel inventories heading into Spring planting season
Inland volumes selling at a premium to the Tampa benchmark reflecting strong agricultural demand
Tariffs on imported volumes likely supportive to inland pricing
Continued delays in startup of new production capacity in the U.S.
UAN pricing has strengthened due to:
Steady exports, lower imports and strong demand, resulting in tight U.S. supply fundamentals
Updraft from strong urea market resulting from robust global demand
Tariffs on imports from international suppliers
Potential pent-up demand at retailer and producer level could lead to favorable order volumes and pricing throughout the Spring planting season
Corn market dynamics supportive of strong fertilizer demand:
Corn futures prices rebounded from recent March lows
USDA's recent outlook for U.S. corn calls for greater exports and lower ending stocks
Expectations for U.S. corn acres planted in Spring 2025 to be above historical average levels
Low Carbon Ammonia Project Summary
- El Dorado Carbon Capture and Sequestration (CCS) Project with Lapis Carbon Solutions
- Expect to capture and sequester between 400,000 and 500,000 metric tons of CO2 per year, which would reduce our Scope 1 emissions by 25%, yielding between 305,000 and 380,000 metric tons per year of low carbon ammonia
- Awaiting EPA approval of Class VI permit application to commence construction
- Expect to begin operations by the end of 2026
First Quarter Results Overview
| Three Months Ended March 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2025 | 2024 | % Change | |||||
| Product Sales | (In Thousands) | ||||||
| AN & Nitric Acid | $ | 57,618 | $ | 48,435 | 19 | % | |
| Urea ammonium nitrate (UAN) | 43,865 | 41,192 | 6 | % | |||
| Ammonia | 33,272 | 39,530 | (16 | )% | |||
| Other | 8,677 | 9,047 | (4 | )% | |||
| Total net sales | $ | 143,432 | $ | 138,204 |
Comparison of First Quarter of 2025 to 2024:
- Net sales increased during the first quarter of 2025 due to higher sales volumes of UAN and AN and higher pricing for ammonia and AN. Operating income was lower in the first quarter of 2025, compared to operating income for the first quarter of 2024 due largely to higher natural gas costs. Higher natural gas prices also contributed to the year-over-year decrease in adjusted EBITDA.
The following tables provide key sales metrics for our products:
| Three Months Ended March 31, | |||||||
|---|---|---|---|---|---|---|---|
| Key Product Volumes (short tons sold) | 2025 | 2024 | % Change | ||||
| AN & Nitric Acid | 150,531 | 128,801 | 17 | % | |||
| Urea ammonium nitrate (UAN) | 148,565 | 134,933 | 10 | % | |||
| Ammonia | 73,403 | 94,831 | (23 | )% | |||
| 372,499 | 358,565 | 4 | % | ||||
| Average Selling Prices (price per short ton) (A) | |||||||
| --- | --- | --- | --- | --- | --- | --- | |
| AN & Nitric Acid | $ | 324 | $ | 319 | 2 | % | |
| Urea ammonium nitrate (UAN) | $ | 253 | $ | 265 | (5 | )% | |
| Ammonia | $ | 432 | $ | 403 | 7 | % |
(A) Average selling prices represent “net back” prices which are calculated as sales less freight expenses divided by product sales volume in tons. Please see the discussion below under the heading “Ammonia, AN, Nitric Acid, UAN Sales Price Reconciliation” and the reconciliations at the end of this release for additional information concerning this financial measure.
| Three Months Ended March 31, | |||||||
|---|---|---|---|---|---|---|---|
| Average Benchmark Prices (price per ton) | 2025 | 2024 | % Change | ||||
| Tampa Ammonia Benchmark | $ | 491 | $ | 466 | 5 | % | |
| NOLA UAN | $ | 276 | $ | 251 | 10 | % | |
| Three Months Ended March 31, | |||||||
| --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | % Change | |||||
| Input Costs | |||||||
| Average natural gas cost/MMBtu in cost of materials and other | $ | 3.73 | $ | 2.82 | 32 | % | |
| Average natural gas cost/MMBtu used in production | $ | 3.77 | $ | 2.33 | 62 | % |
Conference Call
LSB’s management will host a conference call on Wednesday, April 30, 2025 at 10:00 am ET / 9:00 am CT to discuss first quarter 2025 results and recent corporate developments. Participating in the call will be Chairman & Chief Executive Officer, Mark Behrman, Executive Vice President & Chief Financial Officer, Cheryl Maguire and Executive Vice President & Chief Commercial Officer, Damien Renwick. Interested parties may participate in the call by dialing (877) 407-6176 / (201) 689-8451. Please call in 10 minutes before the conference is scheduled to begin and ask for the LSB conference call.
A webcast of the call, along with a slide presentation that coincides with management’s prepared remarks, will be available in the Investors section of LSB’s website, at www.lsbindustries.com. The webcast can be found under Events & Presentations. If you are unable to listen to the live call, the conference call webcast will be archived on LSB’s website.
LSB Industries, Inc.
LSB Industries, Inc., headquartered in Oklahoma City, Oklahoma, is committed to playing a leadership role in the energy transition through the production of low and no carbon products that build, feed and power the world. The LSB team is dedicated to building a culture of excellence in customer experiences as we currently deliver essential products across the agricultural, industrial, and mining end markets and, in the future, the energy markets. The company manufactures ammonia and ammonia-related products at facilities in Cherokee, Alabama, El Dorado, Arkansas and Pryor, Oklahoma and operates a facility for a global chemical company in Baytown, Texas. Additional information about LSB can be found on our website at www.lsbindustries.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, include, but are not limited to, statements regarding: our business strategy; anticipated future operating results and operating expenses, cash flows, capital resources and liquidity; trends, opportunities and risks affecting our business, industry and financial results; our ability to successfully leverage our existing business platform and portfolio of assets to produce low carbon products and execute our strategy to become a leader in the energy transition in the chemical industry; the impact of trade policy on our business; the availability of raw materials; production volumes at our production facilities; and the anticipated cost and timing of our capital projects, including turnarounds. Forward-looking statements can generally be identified by words or phrases such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “will,” “may,” “plan,” “potential,” “should,” “would,” and similar words or phrases, as well as by discussions of strategy, plans or intentions. 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 relate to, but are not limited to, business and market disruptions; market conditions and price volatility for our products and feedstocks; global and regional economic downturns that adversely affect the demand for our end-use products; disruptions in production at our manufacturing facilities; increased competitive pressures; our ability to fund the working capital and expansion of our businesses; recruiting and retaining skilled and qualified personnel; our ability to obtain necessary raw materials and purchased components; material increases in cost of raw materials; obtaining and maintaining necessary permits; and other financial, economic, competitive, environmental, political, legal and regulatory factors, including tariffs. These and other risk factors are discussed in the Company’s filings with the Securities and Exchange Commission, including but not limited to our most recent Annual Report on Form 10-K.
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.
| Company Contact:<br><br>Cheryl Maguire, Executive Vice President & CFO<br><br>(405) 510-3524<br><br><br><br>Fred Buonocore, CFA, Vice President of Investor Relations<br><br>(405) 510-3550<br><br>fbuonocore@lsbindustries.com |
|---|
LSB Industries, Inc.
Consolidated Statements of Operations
(Unaudited)
| Three Months Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| (In Thousands, Except Per Share Amounts) | ||||||
| Net sales | $ | 143,432 | $ | 138,204 | ||
| Cost of sales | 129,048 | 115,926 | ||||
| Gross profit | 14,384 | 22,278 | ||||
| Selling, general and administrative expense | 10,153 | 10,294 | ||||
| Other (income) expense, net | (237 | ) | 724 | |||
| Operating income | 4,468 | 11,260 | ||||
| Interest expense, net | 8,064 | 9,729 | ||||
| (Gain) on extinguishment of debt | — | (1,134 | ) | |||
| Non-operating other income, net | (1,673 | ) | (3,561 | ) | ||
| (Loss) income before income taxes | (1,923 | ) | 6,226 | |||
| (Benefit) provision for income taxes | (283 | ) | 603 | |||
| Net (loss) income | $ | (1,640 | ) | $ | 5,623 | |
| (Loss) income per common share: | ||||||
| Basic: | ||||||
| Net (loss) income | $ | (0.02 | ) | $ | 0.08 | |
| Diluted: | ||||||
| Net (loss) income | $ | (0.02 | ) | $ | 0.08 |
LSB Industries, Inc.
Consolidated Balance Sheets
(Information at March 31, 2025 is unaudited)
| March 31, 2025 | December 31, 2024 | |||||
|---|---|---|---|---|---|---|
| (In Thousands) | ||||||
| Assets | ||||||
| Current assets: | ||||||
| Cash and cash equivalents | $ | 15,030 | $ | 20,230 | ||
| Short-term investments | 148,516 | 163,971 | ||||
| Accounts receivable | 52,199 | 39,083 | ||||
| Allowance for doubtful accounts | (328 | ) | (323 | ) | ||
| Accounts receivable, net | 51,871 | 38,760 | ||||
| Inventories: | ||||||
| Finished goods | 23,701 | 22,382 | ||||
| Raw materials | 1,788 | 2,519 | ||||
| Total inventories | 25,489 | 24,901 | ||||
| Supplies, prepaid items and other: | ||||||
| Prepaid insurance | 10,116 | 14,345 | ||||
| Precious metals | 12,342 | 11,596 | ||||
| Supplies | 32,405 | 31,995 | ||||
| Other | 3,558 | 3,916 | ||||
| Total supplies, prepaid items and other | 58,421 | 61,852 | ||||
| Total current assets | 299,327 | 309,714 | ||||
| Property, plant and equipment, net | 842,507 | 847,570 | ||||
| Other assets: | ||||||
| Operating lease assets | 33,002 | 28,727 | ||||
| Intangible and other assets, net | 1,102 | 1,177 | ||||
| Total other assets | 34,104 | 29,904 | ||||
| Total assets | $ | 1,175,938 | $ | 1,187,188 |
LSB Industries, Inc.
Consolidated Balance Sheets (continued)
(Information at March 31, 2025 is unaudited)
| December 31, 2024 | |||
|---|---|---|---|
| Liabilities and Stockholders' Equity | |||
| Current liabilities: | |||
| Accounts payable | 58,854 | $ | 83,498 |
| Short-term financing | 8,175 | 12,146 | |
| Accrued and other liabilities | 44,687 | 30,874 | |
| Current portion of long-term debt | 7,756 | 9,116 | |
| Total current liabilities | 119,472 | 135,634 | |
| Long-term debt, net | 478,174 | 476,163 | |
| Noncurrent operating lease liabilities | 25,701 | 21,387 | |
| Other noncurrent accrued and other liabilities | 456 | 456 | |
| Deferred income taxes | 61,572 | 61,908 | |
| Commitments and contingencies | |||
| Stockholders' equity: | |||
| Common stock, .10 par value per share; 150 million shares authorized, 91.2 million shares issued | 9,117 | 9,117 | |
| Capital in excess of par value | 501,967 | 504,578 | |
| Retained earnings | 206,022 | 207,662 | |
| 717,106 | 721,357 | ||
| Less treasury stock, at cost: | |||
| Common stock, 19.3 million shares (19.5 million shares at December 31, 2024) | 226,543 | 229,717 | |
| Total stockholders' equity | 490,563 | 491,640 | |
| Total liabilities and stockholders’ equity | 1,175,938 | $ | 1,187,188 |
All values are in US Dollars.
Non-GAAP Reconciliations
To supplement our financial information presented in accordance with generally accepted accounting principles in the United States (“GAAP”), we present certain non-GAAP financial measures in this press release and on the related teleconference call.
EBITDA and Adjusted EBITDA Reconciliation
Management uses EBITDA and adjusted EBITDA as supplemental measures to review and assess the performance of our core business operations and for planning purposes. EBITDA is defined as net income (loss) plus interest expense and interest income, net, less gain on extinguishment of debt, plus depreciation and amortization (“D&A”) (which includes D&A of property, plant and equipment and amortization of intangible and other assets), plus provision (benefit) for income taxes. Adjusted EBITDA is reported to show the impact of non-cash stock-based compensation, one time/non-cash or non-operating items, such as, one-time income or fees, loss (gain) on sale of a business and/or other property and equipment, certain fair market value (“FMV”) adjustments, and consulting costs associated with reliability and purchasing initiatives. We historically have performed turnaround activities on an annual basis; however, we have moved towards extending turnarounds to a two or three-year cycle. Rather than being capitalized and amortized over the period of benefit, our accounting policy is to recognize the costs as incurred. Given these turnarounds are essentially investments that provide benefits over multiple years, they are not reflective of our operating performance in a given year.
We believe that certain investors consider EBITDA a useful means of measuring our ability to meet our debt service obligations and evaluating our financial performance. In addition, we believe that certain investors consider adjusted EBITDA as more meaningful to further assess our performance. We believe that the inclusion of supplementary adjustments to EBITDA is appropriate to provide additional information to investors about certain items.
EBITDA and adjusted EBITDA have limitations and should not be considered in isolation or as a substitute for net income, operating income, cash flow from operations or other consolidated income or cash flow data prepared in accordance with GAAP. Because not all companies use identical calculations, this presentation of EBITDA and adjusted EBITDA may not be comparable to similarly titled measures of other companies. The following table provides a reconciliation of net income (loss) to EBITDA and adjusted EBITDA for the periods indicated.
Non-GAAP Reconciliations (continued)
| LSB Consolidated ($ In Thousands) | Three Months Ended March 31, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Net (loss) income | $ | (1,640 | ) | $ | 5,623 | |
| Plus: | ||||||
| Interest expense and interest income, net | 6,332 | 6,135 | ||||
| Gain on extinguishment of debt | — | (1,134 | ) | |||
| Depreciation and amortization | 20,151 | 17,148 | ||||
| (Benefit) provision for income taxes | (283 | ) | 603 | |||
| EBITDA | $ | 24,560 | $ | 28,375 | ||
| Stock-based compensation | 1,733 | 1,393 | ||||
| Legal Fees & Settlements - Specific Matters | 671 | 377 | ||||
| Loss on write down of assets | 71 | 1,454 | ||||
| Turnaround costs | 1,995 | 915 | ||||
| Growth Initiatives | 53 | 81 | ||||
| Adjusted EBITDA | $ | 29,083 | $ | 32,595 |
Ammonia, AN, Nitric Acid, UAN Sales Price Reconciliation
The following table provides a reconciliation of total identified net sales as reported under GAAP in our condensed consolidated financial statements reconciled to netback sales which is calculated as net sales less freight and other non-netback costs. We believe this provides a relevant industry comparison among our peer group.
| Three Months Ended<br>March 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (In Thousands) | ||||
| Ammonia, AN, Nitric Acid, UAN net sales | $ | 134,755 | $ | 129,157 |
| Less freight and other | 16,780 | 14,192 | ||
| Ammonia, AN, Nitric Acid, UAN netback sales | $ | 117,975 | $ | 114,965 |