Newspaper article THE JOURNAL RECORD

Lsb Industries Dividend Distribution Declared

Newspaper article THE JOURNAL RECORD

Lsb Industries Dividend Distribution Declared

Article excerpt

A dividend distribution of one preferred share purchase right on each outstanding share of the common stock of LSB Industries Inc. has been declared by the LSB board of directors.

The rights are designed to assure that all of the company's shareholders receive fair and equal treatment in the event of any proposed takeover of the company and to guard against partial tender abusive tactics to gain control of the company, LSB said in a statement Friday.

The rights will be exercisable only if a person or group acquires beneficial ownership of 30 percent or more of LSB's common stock or announces a tender or exchange offer the consummation of which would result in ownership by a person or group of 30 percent or more of the common stock, except acquisitions by Jack E. Golsen, chairman of the board and president of LSB, and certain others, the company said.

Each right, other than the rights owned by such acquiring person or members of such group, will entitle shareholders to buy one one-hundredth of a share of new series of participating preferred stock at an exercise price of $14, LSB said.

Each one one-hundredth of a share of such new perferred stock purchasable upon exercise of a right has economic terms designed to approximate the value of one share of common stock, the company said.

If LSB is acquired in a merger or other business combination transaction, each right will entitle its holder, other than rights owned by such acquiring person or members of such group, to purchase, at the right's then current exercise price, a number of the acquiring company's common shares having a market value at the time of twice the right's exercise price, LSB said.

In addition, if a person or group, with certain exceptions, acquires 30 percent or more of the company's outstanding common stock, each right will entitle its holder, other than the rights owned by such acquiring person or members of such group which are void, to purchase, at the right's then current exercise price, a number of shares of LSB's common stock having a market value of twice the right's exercise price, LSB said. …

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