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United States

LSB Industries Inc (LXU)

LXU on New York Consolidated

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22 Sep 2017
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Summary

Name Age Since Current Position

Jack Golsen

88 2015 Executive Chairman of the Board

Daniel Greenwell

53 2015 President, Chief Executive Officer, Director

Mark Behrman

54 2015 Chief Financial Officer, Executive Vice President

John Diesch

60 2016 Executive Vice President - Manufacturing

Michael Foster

50 2016 Senior Vice President, General Counsel, Secretary

William Murdy

75 2015 Lead Independent Director

Jonathan Bobb

41 2015 Independent Director

Mark Genender

52 2015 Independent Director

Barry Golsen

66 2015 Independent Director

Marran Ogilvie

48 2015 Independent Director

Joseph Reece

55 2015 Independent Director

Richard Roedel

67 2015 Independent Director

Richard Sanders

60 2016 Independent Director

Lynn White

64 2015 Independent Director

Fred Buonocore

2016 IR Contact Officer

Biographies

Name Description

Jack Golsen

Mr. Jack E. Golsen is no longer Executive Chairman of the Board of LSB Industries Inc. effective December 31, 2017. He has been a director of the Company since he founded it in 1969. His term will expire in 2019. Mr. J. Golsen is the founder of the Company has served as the Executive Chairman of the Company’s Board since January 1, 2015. He formerly served as the Company’s Chairman of the Board and Chief Executive Officer from 1969 until 2014, as well as the Company’s President from 1969 until 2004. In 1996, he was inducted into the Oklahoma Commerce and Industry Hall of Honor as one of Oklahoma’s leading industrialists. Mr. J. Golsen is a Trustee of Oklahoma City University and has served on its Finance Committee for many years. During his career, he acquired or started the companies which formed the Company. He has served on the boards of insurance companies, several banks, including Oklahoma’s largest bank at the time, and was Board Chairman of Equity Bank for Savings N.A., which was formerly owned by the Company. In 1972, he was recognized nationally as the person who prevented a widespread collapse of the Wall Street investment banking industry. Refer to The Second Crash by Charles Ellis, five other books and Fortune Magazine. Mr. J. Golsen has a Bachelor of Science degree from the University of New Mexico. Mr. J. Golsen was re-nominated to the Board as a Golsen Designee nominee under the Board Representation and Standstill Agreement. Mr. J. Golsen’s demonstrated leadership skills, extensive entrepreneurial experience and expertise in all the industries in which we operate, financial experience and broad business knowledge, among other factors, led the Board to conclude that he should serve as a director.

Daniel Greenwell

Mr. Daniel D. Greenwell is a President, Chief Executive Officer and Director of LSB Industries, Inc. Mr. Greenwell has been a director of the Company since 2014. Mr. Greenwell served as the Company’s Interim Chief Executive Officer from September 2015 to December 2015 and has served as President and Chief Executive Officer since December 2015. Mr. Greenwell has served as a Partner of private equity firm, Shelby Monroe Group LLC, since 2014. Previously, he served as the Chief Financial Officer and Executive Vice President of Sabre Industries Inc., a private equity-held manufacturer of utility and cell towers, from April 2013 through April 2014. From January 2012 until March 2013, Mr. Greenwell served as Senior Vice President and Chief Financial Officer of Tronox Limited (NYSE:TROX), a leading global producer and marketer of titanium dioxide pigment. Mr. Greenwell led Tronox in merger and refinancing activities and to a public listing on the NYSE. Prior to that, Mr. Greenwell served as Senior Vice President and Chief Financial Officer of Terra Industries, Inc., from 2005 until its acquisition by CF Industries Holdings, Inc. in April 2010. Mr. Greenwell was responsible for significant operational changes in sales management and natural gas hedging and purchasing strategies. He also served on the board of directors of Terra Nitrogen Company, L.P., a Master Limited Partnership, from March 2008 until April 2010. Mr. Greenwell has over 25 years of industrial, financial and operational experience and has held various senior leadership positions at a number of public companies, including Belden Inc., Zoltek Companies Inc., and Sigma-Aldrich Corporation. He also served as Senior Manager of KPMG from 1985 to 1992. Mr. Greenwell is a Certified Public Accountant. Mr. Greenwell received a Bachelor of Science degree in Accounting from Truman State University. Mr. Greenwell’s leadership skills and extensive industrial and financial experience in the chemical business.

Mark Behrman

Mr. Mark T. Behrman is a Chief Financial Officer, Executive Vice President of LSB Industries Inc., effective June 2015. He joined the Company as Senior Vice President of Corporate Development in March 2014, and began serving as our Executive Vice President and Chief Financial Officer as of the 2015 annual meeting. He has over 20 years of investment banking experience with a primary focus on the industrial and business services sectors, previously serving as a Managing Director at Sterne Agee & Leach, Inc., leading the firm’s industrials, transportation, and energy practices. During his career, Mr. Behrman has originated and executed numerous merger and acquisition transactions, equity and debt capital market transactions and private capital raises for U.S. corporate clients in these sectors. Mr. Behrman was previously a Founder and Senior Managing Director of BlueStone Capital Partners, LP, where he was part of a team that created Trade.com Global Markets, Inc., and Founder and Director of the BlueStone/AFA Private Equity Fund. He began his investment banking career at PaineWebber, Inc. and at Drexel Burnham Lambert, Inc. Additionally, he has been a director of three public companies including Noble International, Ltd. where he served as a director for over eight years and as Chairman of its Audit Committee for three years. Currently, Mr. Behrman is a Director of Panhandle Oil and Gas Inc. (NYSE:PHX) and a member of its Audit and Nominating and Corporate Governance Committees. Mr. Behrman holds a Masters of Business Administration from Hofstra University and a Bachelor of Science in Accounting from Binghamton University.

John Diesch

Mr. John Howard Diesch is a Executive Vice President - Manufacturing of the Company. Mr. Diesch has served as the Executive Vice President, Manufacturing of the Company since August 2016. Mr. Diesch served as President and was a member of the board of directors of Rentech Nitrogen GP, LLC (“Rentech”) from 2011 until April 2016. From 2008 to 2013, he held the position of Senior Vice President of Operations at Rentech, where he was responsible for operations at Rentech’s facilities as well as its Product Demonstration Unit in Commerce City, Colorado. From 2006 to 2008, Mr. Diesch served as President of RNLLC (formerly REMC) and Vice President of Operations for Rentech. Before that, he was Managing Director of Royster-Clark Nitrogen, Inc. from 1999 to 2006, and previously served as Vice President and General Manager of nitrogen production and distribution for IMC AgriBusiness Inc., an agricultural fertilizer manufacturer. In 1991, Mr. Diesch joined Vigoro Industries Inc., a manufacturer and distributor of potash, nitrogen fertilizers and related products, as North Bend, Ohio Plant Manager after serving as Plant Manager, Production Manager and Process Engineer with Arcadian Corporation, a nitrogen manufacturer, Columbia Nitrogen Corp., a manufacturer of fertilizer products, and Monsanto Company, a multinational agricultural biotechnology corporation. Mr. Diesch was a member of the board of directors of the Fertilizer Institute, a former member of the board of directors of the Gasification Technologies Council and previously served as director of the Dubuque Area Chamber of Commerce, and was management Chairman of the Board for the Dubuque Area Labor Management Council. Mr. Diesch holds a Degree in Chemical Engineering and Environmental Studies from the University of Minnesota and Bemidji State University.

Michael Foster

Mr. Michael J. Foster is a Senior Vice President, General Counsel and Secretary of the Company., effective January 5, 2016. Mr. Foster, joined the Company as Senior Vice President, General Counsel and Secretary in January 2016. He has more than 20 years of legal experience. Mr. Foster served as the Senior Vice President, General Counsel and Secretary for Tronox (NYSE:TROX), a global mining and manufacturing firm. While General Counsel for Tronox, Mr. Foster led the company in its successful Chapter 11 restructuring. He subsequently led Tronox in a merger with a South African joint venture partner and the resulting tax inversion and re-listing of Tronox Limited on the NYSE. Before his appointment as the Tronox General Counsel, Mr. Foster served as its Managing Counsel where he led the operations of the Tronox legal team following its spin-off from Kerr-McGee Corporation. Prior to the Tronox spin-off, Mr. Foster served as a member of the Kerr-McGee legal team. His earlier experience includes nearly five years in the midstream energy industry and more than five years in the public and private practice of law. Mr. Foster holds a Bachelor of Science degree in agriculture science from the University of Illinois and a Juris Doctor degree from the University of Tulsa.

William Murdy

Mr. William F. Murdy is a Lead Independent Director of the Company. He has been a director of the Company since 2014. Mr. Murdy retired as the Chairman of the board of directors of Comfort Systems USA, Inc. (NYSE:FIX) in May of 2014. Mr. Murdy previously served as the Chairman and Chief Executive Officer of Comfort Systems from June 2000 until December 2011. Over the course of his career, Mr. Murdy has served in a variety of senior leadership roles, including as President and CEO of Club Quarters from 1999 to 2000, President, CEO, Co-Founder and Chairman of the board of directors of LandCare USA, Inc. from 1997 until it was acquired by The ServiceMaster Co. in 1999, and President and CEO of General Investment and Development Company from 1989 through 1997. From 1981 to 1989, Mr. Murdy served as the Managing General Partner of the Morgan Stanley Venture Capital Fund. Mr. Murdy previously served as a director of UIL Holdings Corporation (NYSE:UIL), where he was the Chairman of the compensation committee and served on the audit committee, from 2002 to 2015. He also previously served as a director of Kaiser Aluminum Corp. (NASDAQ: KALU) from 2005 to 2015. Mr. Murdy currently serves as a director of Vectrus (NYSE:VEC), where he serves on the audit and nominating and corporate governance committees. In addition, Mr. Murdy served on the advisory board of CapStreet Partners and is a former member of the advisory board of Chicago Growth Partners. He is also the Founder and former Chairman of Warrior Gateway (connecting Veterans with services), Vice-Chairman and a member of the Executive Committee of the Board of Business Executives for National Security (BENS) and a member of the board of directors of the Vietnam Veterans Memorial. He is a former member of the Board of Visitors for West Point. Mr. Murdy holds a Bachelor of Science degree in Engineering from the U.S. Military Academy, West Point, and a Master’s degree in Business Administration from the Harvard Business School.

Jonathan Bobb

Mr. Jonathan S. Bobb is an Independent Director of the Company. Mr. Bobb has been a director of the Company since 2015. His term will expire in 2019. Mr. Bobb is a Director at Eldridge Industries, an affiliate of Security Benefit. In this role, he is responsible for originating and executing both control and minority investments in operating companies and assets in a range of industries. Mr. Bobb previously served in the same capacity at Guggenheim Partners. Prior to joining Guggenheim, Mr. Bobb was a senior member of the investment banking division at Goldman Sachs & Co. from 2007 to 2013. His previous business experience includes investment banking positions with J.P. Morgan and Deutsche Bank and financial planning roles at Gap Inc. Mr. Bobb received a B.A. in Economics from Stanford University and an M.B.A. from the University of Michigan. Mr. Bobb was nominated to the Board as an LSB Funding nominee under the Board Representation and Standstill Agreement. Mr. Bobb’s extensive financial background and corporate investment and advisory experience, among other factors, led the Board to conclude that he should serve as a director.

Mark Genender

Mr. Mark R. Genender is an Independent Director of the Company. Mr. Genender has been a director of the Company since 2015. His term will expire in 2018. Mr. Genender is a Managing Director at Eldridge Industries, an affiliate of Security Benefit. He is responsible for originating and executing both control and minority investments in operating companies and assets in a range of industries. Mr. Genender previously served in the same role at Guggenheim Partners, a global investment and advisory firm. Prior to Guggenheim, Mr. Genender served in senior investment positions at investment firms Red Mountain Capital, The Carlyle Group, Star Avenue Capital and Fenway Partners. Earlier in his career, Mr. Genender spent six years in operating roles at Nabisco International and the Frito-Lay division of PepsiCo. Prior to PepsiCo, he was a member of the mergers and acquisitions department at Goldman Sachs & Co. Mr. Genender currently serves on the board of directors of Media Rights Capital, G-Form, LLC, SportsMEDIA Technology Corporation, Renegade Brands USA, Inc., StandardVision, LLC, and Cloud9 eSports, Inc. Mr. Genender previously served on the boards of directors of Nature’s Sunshine Products (NASDAQ:NATR) from 2011 to 2013 and Cost Plus World Market (NASDAQ:CPWM) from 2011 to 2012 as well as a number of other private companies. Mr. Genender received his A.B. from the Woodrow Wilson School of Public and International Affairs at Princeton University and received his M.B.A. from INSEAD. Mr. Genender was nominated to the Board as an LSB Funding nominee under the Board Representation and Standstill Agreement. Mr. Genender’s extensive financial experience, investment expertise and experience as a board member of other publicly-traded companies, among other factors, led the Board to conclude that he should serve as a director.

Barry Golsen

Mr. Barry H. Golsen, J.D., is an Independent Director of the Company. Mr. Golsen has been a director of the Company since 1981. His term will expire in 2018. Barry H. Golsen is President of GOL Capital LLC. He served as the Vice-Chairman of the Board of the Company from 1993 until 2015. Previously he served as the Company’s President and Chief Executive Officer from January 2015 until September 2015 and as the Company’s President and Chief Operating Officer from 2004 to 2014. Mr. B. Golsen joined the Company in 1978 as a product manager at International Environmental Corporation (“IEC”). He became Executive Vice President of IEC in 1979 and IEC’s President in 1980. Mr. B. Golsen spearheaded the growth of the Company’s Climate Control Business with a number of business startups as well as the acquisition of Climate Master, Inc. (and its merger with CHP Corporation and subsequent move to Oklahoma City). Under his leadership, the Company’s Climate Control Business attained leading shares of the U.S. markets for water source and geothermal heat pumps and hydronic fan coils. Mr. B. Golsen attended Cornell University College of Engineering prior to earning both his B.A. and J.D. degrees from the University of Oklahoma. He was admitted to the Oklahoma Bar in 1978. Mr. B. Golsen is a past Director of the Oklahoma City Branch of the Federal Reserve Bank of Kansas City. Mr. B. Golsen served on the board of directors of Equity Bank for Savings N.A., and on many of the bank’s committees. His professional affiliations have included the Oklahoma Bar Association, the American Bar Association, the American Society of Heating, Refrigeration and Air-Conditioning Engineers, Young Presidents Organization, World Presidents Organization, and the National Association of Corporate Directors. Mr. B. Golsen was re-nominated to the Board as a Golsen Designee nominee under the Board Representation and Standstill Agreement.

Marran Ogilvie

Ms. Marran H. Ogilvie is an Independent Director of the Company. Ms. Ogilvie has served as an Advisor to the Creditors Committee for the Lehman Brothers International (Europe) Administration since 2008, as a director of Four Corners Property Trust, Inc. since November 2015, and as a director for the Korea Fund, an investment company that invests in Korean public equities, since 2012. Previously, Ms. Ogilvie also served as a director of Seventy Seven Energy Inc., an oil field services company, Zais Financial Corporation, a real estate investment trust, and Southwest Bancorp, a regional commercial bank. Prior to that, Ms. Ogilvie was a member of Ramius, LLC, an alternative investment management firm, where she served in various capacities from 1994 to 2009 before the firm’s merger with Cowen Group, Inc., a diversified financial services firm, including as Chief Operating Officer from 2007 to 2009 and General Counsel from 1997 to 2007. Following the merger, Ms. Ogilvie served as Chief of Staff at Cowen Group, Inc. until 2010. Ms. Ogilvie received a B.A. from the University of Oklahoma and a J.D. from St. John’s University. Ms. Ogilvie is a National Association of Corporate Directors (NACD) Board Leadership Fellow.

Joseph Reece

Mr. Joseph E. Reece is an Independent Director of the Company. Mr. Reece has been a director of the Company since 2015. Mr. Reece is currently a Group Managing Director and the Executive Vice Chairman of UBS Securities LLC. Previously, Mr. Reece was the President and Founder of Helena Capital from 2015 to 2017. Prior to forming Helena Capital, Mr. Reece served for 18-years with Credit Suisse, ultimately serving as its Global Head of Equity Capital Markets and as a Member of the Global Equity Management Committee and the Investment Banking Management Committee. Prior to becoming an investment banker, Mr. Reece spent ten years as a practicing attorney. Mr. Reece began his career at the Securities and Exchange Commission (the “SEC”) as Staff Counsel, ultimately rising to become Special Counsel for the SEC’s Division of Corporation Finance in Washington D.C. Mr. Reece also practiced law with Skadden Arps LLP in Los Angeles and Streich Lang LLP in Phoenix in their respective corporate practice groups. Mr. Reece serves on the board of directors of Corner Store Brands, Inc. (NYSE:CST) where he is a member of its Executive and Nominating and Governance Committees. He also serves as a member of the Board of Visitors of Georgetown University Law Center, on the board of directors of the Foundation of the University of Akron, and on the board of directors of Chair-ity (a 501(c)(3) organization that provides household goods and furniture to teenagers who graduate from the Ohio Foster Care System). Mr. Reece is a graduate of Georgetown University Law Center and the University of Akron. Mr. Reece was nominated to the Board as an LSB Funding nominee under the Board Representation and Standstill Agreement. Mr. Reece’s extensive capital markets expertise, executive management experience and financial transactions experience in a wide variety of industries, led the Board to conclude that he should serve as a director.

Richard Roedel

Mr. Richard W. Roedel., CPA, is an Independent Director of the Company. He has been a director of the Company since April 26, 2015. His term will expire in 2018. Mr. Roedel has served as a director of IHS Markit, Inc. (NYSE:IHS) since 2004, Six Flags Entertainment Corporation (NYSE:SIX) since 2010 and Luna Innovations Incorporated (NASDAQ: LUNA) since 2005. Mr. Roedel serves as a member of the audit committee of Six Flags Entertainment Corporation and Luna Innovations Incorporated, and as the Chairman of IHS Markit, Inc.’s risk committee. Mr. Roedel also serves as the non-executive Chairman of the board of Luna Innovations Incorporated. As a director of public companies, Mr. Roedel has served as lead independent director and as the chairman of several governance, compensation, and special committees. Mr. Roedel is also a director of BrightView GP I, LLC and Beaulieu Group LLC, both private companies. From 1985 through 2000, Mr. Roedel was employed by the accounting firm BDO Seidman LLP, the United States member firm of BDO International, as an Audit Partner. He was promoted in 1990 to Managing Partner in Chicago, then to Managing Partner in New York in 1994, and finally, in 1999, to Chairman and Chief Executive. Mr. Roedel joined the board of directors of Take-Two Interactive Software, Inc. (NASDAQ:TTWO), a publisher of video games, in 2002, and served in various capacities with that company until 2005, including Chairman and Chief Executive Officer. Mr. Roedel served on the boards of directors of BrightPoint, Inc. from 2002 to 2012 and Sealy Corporation (NYSE:ZZ) from 2006 to 2013. He also served as a director and chairman of the audit committees of Lorillard, Inc. (NYSE:LO) until 2015, Dade Behring Holdings, Inc. (NYSE:DADE) until 2007 and Broadview Network Holdings, Inc., a private company, until 2012. Mr. Roedel holds a B.S. in Accounting and Economics from The Ohio State University and he is a certified public accountant.

Richard Sanders

Mr. Richard S. Sanders, Jr., is an Independent Director of the Company. He has been a director of the Company since 2014. His term will expire in 2019. Mr. Sanders served as our Interim Executive Vice President, Chemical Manufacturing from September 2015 until August 2016. Mr. Sanders has been a nitrogen fertilizer manufacturing consultant since January 2011 through Circle S. Consulting LLC, of which he is the sole owner. Previously, Mr. Sanders served as Vice President of Manufacturing of Terra Industries Inc. from 2003 until the acquisition of Terra Industries by CF Industries Holdings, Inc. in April 2010. On completion of the transaction, he worked on the integration of manufacturing operations, and as Vice President of Environmental Health and Safety, Engineering and Procurement. At Terra Industries Inc., Mr. Sanders was responsible for Terra’s six manufacturing facilities’ overall operations including production operations, environmental health and safety, project engineering, and technical services. He was also responsible for Terra’s capital investment program of approximately $250 million per year, including major expansion projects. Mr. Sanders was Plant Manager of Terra’s Verdigris, Oklahoma nitrogen manufacturing complex for nine years prior to his role as Vice President of Manufacturing. Prior to Terra, Mr. Sanders served as Plant Manager at the Beaumont Methanol Corporation’s 800,000 GPD methanol manufacturing facility and in management and engineering positions for Agrico Chemical Company. Mr. Sanders served as a Non-Executive Director of Open Joint Stock Company Mineral and Chemical Company EuroChem during 2013. Mr. Sanders received a Bachelor of Science degree in Chemical Engineering from Louisiana State University in 1980.

Lynn White

Mr. Lynn F. White is an Independent Director of the Company. White, has been a director since April 26, 2015. His term will expire in 2018. Mr. White founded and has served as the Managing Director of Twemlow Group LLC since 2013, and previously from 2008 until 2009. Twemlow Group LLC is a consulting firm that provides strategic, organizational and product development counsel to agriculturally related businesses. Mr. White is a National Association of Corporate Directors (NACD) Board Leadership Fellow, demonstrating his commitment to the highest standards of boardroom excellence. The NACD Fellowship is a comprehensive and continuous program of study that empowers directors with the latest insights, intelligence, and leading boardroom practices. Mr. White also has been a director of Anuvia Plant Nutrients since January 12, 2016. From 2009 to 2013, Mr. White served as Vice President, Corporate Development of CF Industries Holdings, Inc. (NYSE:CF). While at CF Industries, he was responsible for external growth initiatives, including M&A and organic efforts, new product development and strategy, and led the integration of the $4.6 billion acquisition of Terra, Inc. While at CF Industries he served as non-executive Chairman or Vice-Chairman of GrowHow UK Limited, the leading British nitrogen fertilizer producer and as a director of KEYTRADE AG, a major Swiss based fertilizer trading firm. Prior to that, he was the President of John Deere Agri Services, Inc., a subsidiary of Deere & Co. (NYSE:DE), where he was responsible for leading a new global business unit created to pursue growth opportunities in technology-based services for industries linked to agriculture. Mr. White holds a B.A. in History from California Polytechnic State University, San Luis Obispo and an M.B.A. in Finance and Multinational Enterprise from the Wharton Graduate School of Business at the University of Pennsylvania.

Fred Buonocore