<SEC-DOCUMENT>0001004878-13-000157.txt : 20130517
<SEC-HEADER>0001004878-13-000157.hdr.sgml : 20130517
<ACCEPTANCE-DATETIME>20130517133220
ACCESSION NUMBER:		0001004878-13-000157
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20130515
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20130517
DATE AS OF CHANGE:		20130517

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			FLEXIBLE SOLUTIONS INTERNATIONAL INC
		CENTRAL INDEX KEY:			0001069394
		STANDARD INDUSTRIAL CLASSIFICATION:	MISCELLANEOUS CHEMICAL PRODUCTS [2890]
		IRS NUMBER:				911922863
		STATE OF INCORPORATION:			NV
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-31540
		FILM NUMBER:		13854204

	BUSINESS ADDRESS:	
		STREET 1:		2614 QUEENSWOOD DR
		CITY:			VICTORIA B C
		STATE:			A1
		ZIP:			V8N 1X5
		BUSINESS PHONE:		2504779969

	MAIL ADDRESS:	
		STREET 1:		2614 QUEENSWOOD DR
		CITY:			VICTORIA BC CANADA
		STATE:			A1
		ZIP:			V8N 1X5
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>form8kitem202may-13.txt
<DESCRIPTION>FORM 8-K - RE 1ST QUARTER RESULTS
<TEXT>
                                  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): May 15, 2013

                           FLEXIBLE SOLUTIONS INTERNATIONAL INC.
                           -------------------------------------
                   (Exact name of Registrant as specified in its charter)


     Nevada                             001-31540                91-1922863
---------------------------         ---------------------    ------------------
(State or other jurisdiction        (Commission File No.)      (IRS Employer
of incorporation)                                            Identification No.)

                              615 Discovery Street
                       Victoria, British Columbia V8T 5G4
                       ----------------------------------
          (Address of principal executive offices, including Zip Code)

Registrant's telephone number, including area code:    (250) 477-9969
                                                      ---------------

                                       N/A
                        --------------------------------
          (Former name or former address if changed since last report)

Check 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-14(c) under the
    Exchange Act (17 CFR 240.13e-4(c))

<PAGE>

Item 2.02   Results of Operations and Financial Condition

      On May 15, 2013 the Company issued a press release announcing the
Company's financial results for the three months ended March 31, 2013.


Item 7.01   Regulation FD Disclosure

      On May 16, 2013 the Company held a conference call to discuss its
financial results for the three months ended March 31, 2013, as well as other
information regarding the Company.


Item 9.01   Exhibits

Exhibit
Number     Description of Document
------     -----------------------

  99.1    May 15, 2013 Press Release

  99.2    Conference call information





                                       2

<PAGE>


                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


Date:  May 16, 2013

                                 FLEXIBLE SOLUTIONS INTERNATIONAL INC.



                                 By:  /s/ Daniel B. O'Brien
                                      ----------------------------------------
                                      Daniel B. O'Brien, President and Chief
                                        Executive  Officer








                                       3




</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>form8kitem202ex991may-13.txt
<DESCRIPTION>EXH. 99.1 - PRESS RELEASE RE RESULTS
<TEXT>

                                  EXHIBIT 99.1



<PAGE>
                               FLEXIBLE SOLUTIONS

NEWS RELEASE
May 15, 2013


               FSI ANNOUNCES FIRST QUARTER, 2013 FINANCIAL RESULTS

   Conference call scheduled for Thursday May. 16th, 11:00 a.m. Eastern time,
                             8:00 a.m. Pacific Time
                            See dial in number below


VICTORIA, BRITISH COLUMBIA, May 15, 2013 - FLEXIBLE SOLUTIONS INTERNATIONAL,
INC. (NYSE Amex: FSI, FRANKFURT: FXT), is the developer and manufacturer of
biodegradable polymers for oil extraction, detergent ingredients and water
treatment as well as crop nutrient availability chemistry. Flexible Solutions
also manufactures biodegradable and environmentally safe water and energy
conservation technologies. Today the Company announces financial results for the
first quarter (Q1) ended March 31, 2013.

Mr. Daniel B. O'Brien, CEO, states, "The decrease in first quarter revenue is
largely a result of the aftereffects of last season's drought. We believe that
agriculture distributors have delayed orders this spring in response to last
year's weather and the cold, wet start to this year's planting. With regard to
revenue forecasting, given the news of the continued economic contraction in
Europe, and worries of adverse weather conditions in the US, it is simply too
difficult and unrealistic to give numerical revenue guidance at this time. We do
have very early indications that Q2 may recoup most of the revenue decline
experienced in Q1 and we continue to predict that full year [FY] 2013 revenue is
expected to be higher than FY 2012. Revenue forecasts will be updated at each
financial reporting date." Mr. O'Brien continues, "As a result of the
seasonality of the agriculture and swimming pool markets, FSI's sales have
tended to be larger during the first half of the year, causing higher accounts
receivable, and lower cash and inventory numbers. This does not affect the
Company's ability to grow given its strong working capital position including, a
largely untapped, $6.4million line of credit with a Chicago based bank."


o    Sales in the first quarter (Q1) were  $4,504,536,  down  approximately  13%
     when  compared to sales of $5,194,071  in the  corresponding  period a year
     ago.  The  financials  show a Q1, 2013 net profit of $65,161,  or $0.00 per
     share compared to a net profit of $222,660, or $0.02 per share in Q1, 2012.

o    Basic  weighted  average  shares used in computing  per share amounts in Q1
     were 13,169,991 for both 2013 and 2012.

o    Non-GAAP  operating  cash flow: For the 3 months ending March 31, 2013, net
     income reflects $353,071 of non-cash charges (depreciation and stock option
     expenses),  income tax  ($58,000) as well as gain on sale of equipment  and
     interest  income  ($2,057)  which are items not  related  to  operating  or
     current  operating  activities.  When these items are removed,  the Company
     shows  operating  cash flow of $474,176,  or $0.4 per share.  This compares
     with  operating  cash  flow of  $1,118,964,  or  $0.08  per  share,  in the
     corresponding  3 months of 2012 (see the table that  follows for details of
     these calculations).


The NanoChem division continues to produce most of FSI's revenue and cash flow.
New opportunities continue to arise that may further increase sales in this
division.

* CEO, Dan O'Brien has scheduled a conference call for 11:00am EST, 8:00am PST,
  Thursday May 16th to discuss the Company's financials. Call 1-877-941-0844 (or
  1-480-629-9835). The conference call title, "First Quarter Financials," may be
  requested.*

The above information and following table contain supplemental information
regarding income and cash flow from operations for the 3 months ended March 31,
2013. Adjustments to exclude depreciation, stock option expenses and one time
charges are given. This financial information is a Non-GAAP financial measure as
defined by SEC regulation G. The GAAP financial measure most directly comparable
is net income. The reconciliation of each of the Non-GAAP financial measures is
as follows:


<PAGE>

                     FLEXIBLE SOLUTIONS INTERNATIONAL, INC.
                      Consolidated Statement of Operations
           For 3 Months Ended March 31 (3 Months Operating Cash Flow)
                                   (Unaudited)
-------------------------------------------------------------------------------
                                                 3 months ended March 31
                                                  2013             2012
                                                 -----------------------

Revenue                                        $ 4,504,536      $ 5,194,071
Income before income tax - GAAP                $   123,161      $   782,660
Income tax(net) - GAAP                         $    58,000 a    $   560,000
Net income (loss) - GAAP                       $    65,161      $   222,660
Net income (loss) per common share - basic. -
  GAAP                                         $         0      $      0.02
3 month weighted average shares used in
computing per share amounts - basic.-  GAAP     13,169,991       13,169,991


                                                 3 month Operating Cash Flow
                                                         Ended March 31
                                                 ---------------------------

Operating Cash flow (3months). NON-GAAP         $ 474,176 b      $ 1,118,964 b

Operating Cash flow per share excluding non-
  operating items and items not related to
  current operations (3 months) - basic.
  NON-GAAP                                      $     0.04 b     $      0.08 b
Non-cash Adjustments (3 month)                  $  353,071 c     $   338,882 c

Shares (3 month basic weighted average) used
  in computing per share amounts - basic GAAP   13,169,991        13,169,991
-------------------------------------------------------------------------------

Notes:  certain  items not  related to  "operations"  of the  Company  have been
excluded from net income as follows.

a) GAAP - as of January 2013 the accumulated loss and expenses resulting from
   the Alberta division can be used to reduce taxable income from the Illinois
   division.

b) Non-GAAP - amounts exclude certain non-cash items (depreciation and stock
   option expense totaling: 2013 = 353,071, 2012 = $338,882), net income tax
   (2013 = $58,000, 2012 = 560,000), gain on the sale of equipment(2013 = 2057,
   2012 = $2,217) and interest income(2012 = $361). See Operating Cash Flow for
   other adjustments.

c) Non-GAAP - amounts represent depreciation and stock compensation expense.

Safe Harbor Provision

The Private Securities Litigation Reform Act of 1995 provides a "Safe Harbor"
for forward-looking statements. Certain of the statements contained herein,
which are not historical facts, are forward looking statement with respect to
events, the occurrence of which involve risks and uncertainties. These
forward-looking statements may be impacted, either positively or negatively, by
various factors. Information concerning potential factors that could affect the
company is detailed from time to time in the company's reports filed with the
Securities and Exchange Commission.

                        Flexible Solutions International
                     615 Discovery Street, Victoria, BC V8T 5G4 CANADA

                                                                    Jason Bloom
                                                              Tel: 250 477 9969
                                                        Toll Free: 800 661 3560
                                                              Fax: 250 477 9912
                                             E-mail: info@flexiblesolutions.com
                                             ----------------------------------


If you have  received  this news  release  by mistake or if you would like to be
removed from our update list please reply to: alishap@flexiblesolutions.com

To find out more information about Flexible Solutions and our products, please
visit www.flexiblesolutions.com.


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>form8kitem202ex992may-13.txt
<DESCRIPTION>EXH. 99.2 - CONF. CALL SPEECH
<TEXT>
                                 EXHIBIT 99.2




<PAGE>


Conference Call Speech Q1 2013

Good morning. I'm Dan O'Brien, CEO of Flexible Solutions.

Safe Harbor provision:

The Private Securities Litigation Reform Act of 1995 provides a "Safe Harbor"
for forward-looking statements. Certain of the statements contained herein,
which are not historical facts, are forward looking statement with respect to
events, the occurrence of which involve risks and uncertainties. These
forward-looking statements may be impacted, either positively or negatively, by
various factors. Information concerning potential factors that could affect the
company is detailed from time to time in the company's reports filed with the
Securities and Exchange Commission.

Welcome to the FSI conference call for first quarter 2013.

Before commenting on the financials specifically, I'd like to speak about where
we are in our major projects and what we expect for the next quarters.

Our sugar to aspartic acid plant, in Alberta, has been in operation over a year.
We do not provide volume information or details of production. However, revenue
generation is continuing, depreciation of the factory is included in our
financials and the Taber production team is focused on steady increase in
quantity, efficiency and quality. The goal of the Taber plant is to eventually
supply most of the aspartic acid we require from local sustainable feed-stocks

The aspartic acid made in Taber combined with the aspartic acid we purchase from
overseas suppliers is the primary raw material for the finished product made by
our NanoChem subsidiary - Thermal Polyaspartic acid or TPA.

Sales of TPA from the NanoChem division now represent more than 90% of revenue
and has become the main sales and profit driver of our company for the next
several years. By backward integrating our business to control our raw material
supply, Flexible Solutions can ensure that NanoChem's TPA is always competitive
and we remain the leading supplier as the use of TPA increases.

TPA is used in agriculture to increase crop yield. The method of action is
through limiting crystal embryo growth between positive and negative fertilizer
ions in the soil. When embryonic crystals are prevented from transforming into a
fully crystalline form by TPA, the fertilizer remains available at a lower
energetic cost. Keeping fertilizer easily available to crops results in bigger
yields with the same level of fertilization. Treating an acre of land costs a
grower $20 or less and may result in $50 or more in extra yield - even with low
price crops like winter wheat. High value crops such as potatoes have net
returns to the grower measured in hundreds of dollars per acre.

In North America alone,  the wholesale  market is estimated at over $2 billion a
year and most  crops  are able to use TPA  profitably.  This  year  there  was a
significant  decrease in first quarter  agriculture  revenue,  which we consider
largely a result of the aftereffects of last season's  drought.  We believe that
agriculture  distributors  have  delayed  orders this spring in response to last
year's weather and the cold, wet start to this year's planting.

<PAGE>

TPA is also a biodegradable way of treating oilfield water to prevent pipes from
plugging with mineral scale. Our sales into this market are well established and
growing steadily but can be subject to temporary reductions when production is
cut back or when platforms are shut down for reconditioning. In some areas,
including many Nordic countries and companies operating in the North Sea use of
TPA is mandated as part of environmental regulation.

Q2 AND REST OF 2013

We are optimistic but cautious. Our products are best in their class and in the
past we have attempted to forecast sales based on historical results. However,
none of our customers are on long-term contracts and the worlds various
economies are in continuous flux so we are not able to provide numerical growth
predictions. It is simply too difficult to give accurate guidance at this time.
We do have very early indications that Q2 may recoup most of the revenue decline
experienced in Q1 and we continue to predict that full year 2013 revenue should
be higher than full year 2012. We hope to succeed even during difficult times
and will do our best to provide upside surprises.

2013 Swimming pool sales did increase compared to the same quarter of 2012. The
oil sector is providing us with new opportunities to grow and, of course, when
we get the Alberta plant to significant volume levels, profit margins will start
to improve and new customers insistent on sustainable products may become
available. We continue to caution that continuous high oil prices have increased
aspartic acid prices. This increases our cost of goods substantially and affects
margins until production gains at the Alberta plant can relieve the pressure. We
do our best to increase prices to our customers but are not always able to do so
immediately.

Highlights of the financial results:

Sales for the quarter decreased 13% to $4.5 million compared with $5.19 million
for 2012. The result is a profit of $65 thousand or $0.00 per share in the 13
period, compared to a profit of $223 thousand or $0.02 per share, in 12.

Now that Alberta factory is operating, a biomass expense is no longer given in
the news release. Instead, due to the generation of revenue from that facility,
depreciation of the factory has begun. This results in a significantly higher
depreciation expense in the financials.

Working capital is more than adequate. FSI's sales tend to be larger during the
first half of the year, resulting in higher accounts receivable, lower cash and
higher inventory. The Company's growth is supported by its, mostly untapped,
$6.4 million line of credit with a Chicago based bank.

Because of the out-size effects of depreciation, stock option expenses and
one-time items on the financials of small companies, FSI also provides a
non-GAAP measure useful for judging year over year success. "Operating cash
flow" is arrived at by removing depreciation, option expenses and one-time items
from the statement of operations.


                                       2
<PAGE>


For first quarter 2013, operating cash flow was $474 thousand, 4 cents per share
compared  to $1.12  million and 8 cents per share in 2012.  We are pleased  with
these results but, the pressure on margins from raw material costs is evident in
this metric too.  Detailed  information  on how to reconcile  GAAP with non-GAAP
numbers is included in our news release of May 15th.

Regarding  our  other  product  lines;  Watersavr  and pool  products  are being
emphasized  less than the NanoChem  division  while  maintaining  the  long-term
opportunities  and limiting cash and management  costs.  Swimming pool sales are
back to  pre-recession  levels and we are  planning  for growth in the  division
through13.  Watersavr  sales are very difficult to predict because the prospects
are  nearly all  government  organizations.  We are  continuing  our  efforts in
Turkey,  Morocco,  parts of  East-Asia,  Australia,  Singapore  and the US.  The
recently  announced  31% water  savings from a trial on Lake Sahara in Las Vegas
done by the Southern Nevada Water  Authority has stimulated  dozens of inquiries
from  around the world with many of them from water  stressed  parts of the USA.
Small sales are expected at intervals through the year.

The text of this speech will be  available on our website by Friday May 17th and
email or fax  copies  can be  requested  from  Jason  Bloom  at 1800  661  3560.
[Jason@flexiblesolutions.com]

Thank you, the floor is open for questions.



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
