UNLESS AND
UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN
DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED
EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY
OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER
NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE
TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR
DEPOSITARY. UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION (“DTC”), TO THE COMPANY OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY
ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH
OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC
(AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR
TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF,
CEDE & CO., HAS AN INTEREST HEREIN.
LSB INDUSTRIES, INC.
____% _________________________ DUE
[_____]
CUSIP:
[________________]
LSB Industries, Inc., a corporation duly
organized and validly existing under the laws of the State of
Delaware (herein called the “Issuer”, which term
includes any successor corporation under the Indenture referred to
on the reverse hereof), for value received hereby promises to pay
to CEDE & CO. or its registered assigns, the principal sum of
[____________] on [____________________].
Interest Payment Dates: ____________ and
____________ (each, an “Interest Payment Date”),
commencing on _____________________.
Interest Record Dates: ____________ and
____________ (each, an “Interest Record
Date”).
Reference is made to the further provisions of
this Security contained herein, which will for all purposes have
the same effect as if set forth at this place.
IN WITNESS WHEREOF, the Issuer has caused this
Security to be signed manually or by facsimile by its duly
authorized officer under its corporate seal.
By: _____________________
Name: ___________________
Title: ____________________
By: _______________________
Name: _______________________
Title: _______________________
This is one of the series designated herein and
referred to in the within-mentioned Indenture.
Dated: ________________,
20___.
_______________________ ,
Trustee
By: _______________________
Name: _______________________
Title: _______________________
(REVERSE OF
SECURITY)
LSB INDUSTRIES,
INC.
____% _________________________
DUE [_____]
LSB INDUSTRIES, INC., a Delaware corporation
(the “Issuer”), promises to pay interest on the
principal amount of this Security at the rate per annum shown
above. Cash interest on the Securities will accrue from the most
recent date to which interest has been paid or, if no interest has
been paid, from _______________. The Issuer will pay interest
semi-annually in arrears on each Interest Payment Date, commencing
________________. Interest will be computed on the basis of a
360-day year of twelve 30-day months.
The Issuer shall pay interest on overdue
principal from time to time on demand at the rate borne by the
Securities and on overdue installments of interest (without regard
to any applicable grace periods) to the extent lawful.
The Issuer shall pay interest on the Securities
(except defaulted interest) to the persons who are the registered
Holders at the close of business on the Interest Record Date
immediately preceding the Interest Payment Date notwithstanding any
transfer or exchange of such Security subsequent to such Interest
Record Date and prior to such Interest Payment Date. Holders must
surrender Securities to the Trustee to collect principal payments.
The Issuer shall pay Principal and interest in money of the United
States that at the time of payment is legal tender for payment of
public and private debts (“U.S. Legal Tender”).
However, the payments of interest, and any portion of the Principal
(other than interest payable at maturity or on any redemption or
repayment date or the final payment of Principal) shall be made by
the Paying Agent, upon receipt from the Issuer of immediately
available funds by __________ [a./p.m.], New York City time (or
such other time as may be agreed to between the Issuer and the
Paying Agent or the Issuer), directly to a Holder (by Federal funds
wire transfer or otherwise) if the Holder has delivered written
instructions to the Trustee 15 days prior to such payment date
requesting that such payment will be so made and designating the
bank account to which such payments shall be so made and in the
case of payments of Principal surrenders the same to the Trustee in
exchange for a Security or Securities aggregating the same
principal amount as the unredeemed principal amount of the
Securities surrendered.
Initially, ______________ (the
“Trustee”) will act as Paying Agent. The Issuer may
change any Paying Agent without notice to the Holders.
The Issuer issued the Securities under an
Indenture, dated as of ______________, ______ (the
“Indenture”), bet