form_8k.htm
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): February 23, 2010
(Exact
name of registrant as specified in its charter)
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Delaware
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1-7677
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73-1015226
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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16 South Pennsylvania Avenue,
Oklahoma City, Oklahoma
(Address
of principal executive offices)
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73107
(Zip
Code) |
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Registrant's telephone number,
including area code (405) 235-4546
(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):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Section
1 – Registrant’s Business and Operations
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Item
1.01.
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Entry
into a Material Definitive
Agreement
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On February 26, 2010, El Dorado
Chemical Company (“EDCC”), a wholly-owned subsidiary of LSB Industries, Inc.
(the “Company”), and Orica International PTE LTD. (“Orica”) entered into a new
Ammonium Nitrate Supply Agreement (the “Supply Agreement”). The Supply Agreement
is effective as of January 1, 2010, and provides that EDCC will manufacture for
Orica 250,000 tons of industrial grade ammonium nitrate (“AN”) per year. The
Supply Agreement requires Orica to pay certain amounts to EDCC if Orica does not
purchase the required annual minimum. The Supply Agreement also
provides that Orica will be the sole marketer (a) to the commercial explosive
industries of AN and AN solution manufactured at the EDCC facility in El Dorado,
Arkansas, and (b) of agricultural grade ammonium nitrate manufactured at the
EDCC facility and destined for use in the commercial explosives industry in
North America. The Supply Agreement replaces EDCC’s previous agreement to supply
Orica USA Inc. (“Orica USA”) with 210,000 tons of AN product per year. Subject
to certain limitations, Orica USA guarantees Orica’s obligations under the new
Supply Agreement.
On
February 23, 2010, EDCC, entered into a Second Amendment (the “Amendment”) to
the Anhydrous Ammonia Sales Agreement, dated December 3, 2008 (the “Sales
Agreement”), with KOCH Nitrogen International Sàrl (“Koch”). The
Amendment extends the term of the Sales Agreement to December 31,
2012. The Sales Agreement, as amended, describes the terms and
conditions under which Koch provides certain of EDCC’s anhydrous ammonia
required for processing at EDCC’s El Dorado, Arkansas, chemical processing
facility. Anhydrous ammonia is the primary raw material for the
chemical products manufactured and sold by
EDCC.
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Item
1.02.
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Termination
of a Material Definitive Agreement
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On February 26, 2010, EDCC and Orica
USA terminated the AN Supply Agreement, dated November 1, 2001, as
amended. The termination is effective as of January 1,
2010. The terminated agreement was replaced by the new Supply
Agreement described in Item 1.01 above, which disclosure is incorporated by
reference into this Item 1.02.
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:
March 1, 2010
LSB
INDUSTRIES, INC.
By: /s/ Tony M. Shelby
Tony M.
Shelby,
Executive
Vice President of Finance and
Chief
Financial
Officer