<SEC-DOCUMENT>0001004878-15-000250.txt : 20150819
<SEC-HEADER>0001004878-15-000250.hdr.sgml : 20150819
<ACCEPTANCE-DATETIME>20150819131206
ACCESSION NUMBER:		0001004878-15-000250
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20150814
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Regulation FD Disclosure
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20150819
DATE AS OF CHANGE:		20150819

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:		151063462

	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>form8kitem202aug-15.txt
<DESCRIPTION>FORM 8-K ITEM 2.02
<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): August 14, 2015

                      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 August 14,  2015,  the Company  issued  press  releases  announcing  the
Company's financial results for the period ended June 30, 2015.


Item 7.01   Regulation FD Disclosure

     On August 17,  2015,  the  Company  held a  conference  call to discuss its
financial  results  for the  period  ended  June  30,  2015,  as  well as  other
information regarding the Company.

Item 9.01   Exhibits

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

  99.1      August 14, 2015 Press Release

  99.2      Text of opening remarks by Dan O'Brien/August 17, 2015 conference
            call

                                       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:  August 18, 2015
                                 FLEXIBLE SOLUTIONS INTERNATIONAL INC.



                                 By: /s/ Daniel B. O'Brien
                                     --------------------------------------
                                     Daniel B. O'Brien, President and Chief
                                     Executive Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>form8kitem202ex991aug-15.txt
<DESCRIPTION>EXHIBIT 99.1 PRESS RELEASE
<TEXT>




                                  EXHIBIT 99.1




<PAGE>


NEWS RELEASE
August 14, 2015


      FSI ANNOUNCES SECOND QUARTER, 2015 FINANCIAL RESULTS Conference call
  scheduled for Monday August 17th, 11:00am Eastern time, 8:00am Pacific Time
                            See dial in number below

VICTORIA,  BRITISH COLUMBIA, August 14, 2015 - 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
second quarter (Q2) ended June 30, 2015.

Mr.  Daniel B.  O'Brien,  CEO,  states,  "Second  quarter  top line  revenue was
disappointing.  We attribute  the decline to  agriculture  sales that might have
occurred in Q2 being pulled  forward into Q1. We are pleased with our  operating
cash flow for the quarter and the first half.

     o    Sales in the second quarter (Q2) were $3,900,922,  down  approximately
          9% when compared to sales of $4,286,731 in the corresponding  period a
          year ago.  The  financials  give a Q2, 2015  accounting  net income of
          $318,671 or $0.02 per share  compared to an  accounting  net income of
          $399,753, or $0.03 per share in Q2, 2014.

     o    Basic  weighted  average shares used in computing per share amounts in
          Q2 were 13,169,991 for both 2015 and 2014.

     o    Non-GAAP  operating  cash flow: For the 6 months ending June 30, 2015,
          net income reflects  $320,368 of non-cash  charges  (depreciation  and
          stock option expenses), as well as net income tax ($672,703), interest
          expense  ($32,177),  loss on sale of equipment  ($45,249) and interest
          income  ($2,963)  which are items not related to  operating or current
          operating  activities.  When these items are removed the Company shows
          operating cash flow of $1,890,470,  or $0.14 per share.  This compares
          with  operating  cash flow of  $762,927,  or $0.06 per  share,  in the
          corresponding 6 months of 2014 (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 are unfolding to further increase sales in this division.







* CEO, Dan O'Brien has scheduled a conference  call for 11:00am EST, 8:00am PST,
Monday  August  17th  to  discuss  the   financials.   Call   888-417-8465   (or
719-325-2429).  The conference call title,  "Second Quarter Financial  Results,"
may be requested.*

                                       1
<PAGE>

The above  information  and  following  table contain  supplemental  information
regarding  income and cash flow from  operations for the 6 months ended June 30,
2015.  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:

                               FLEXIBLE SOLUTIONS INTERNATIONAL, INC.
                      Consolidated Statement of Operations
                 For 3 Months Ended June 30 (6 Months Operating Cash Flow)
                                   (Unaudited)

                                                    3 months ended June 30
                                                    2015             2014
                                               --------------------------------
Revenue                                        $3,900,922        $4,286,731
Income before income tax - GAAP                $  586,777        $  498,462

Net income (loss)  - GAAP                      $  318,671 a      $  399,753 a
Net income (loss) per common share
 - basic. - GAPP                               $     0.02 a      $     0.03 a
3 month weighted average shares used in
computing per share amounts - basic -  GAAP    13,169,991        13,169,991

                                                  6 month Operating Cash Flow
                                                         Ended June 30
                                               --------------------------------
Operating Cash flow (6months). NON-GAAP         $1,890,470 b     $  762,972 b

Operating Cash flow per share excluding
non-operating items and items not related to
 current operations (6 months) - basic.
 NON-GAAP                                       $     0.14 b     $     0.06 b
Non-cash Adjustments (6 month) NON-GAAP         $  320,368       $  367,271 c
Shares (6 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)   Non-GAAP - as of January 2013 the accumulated  loss and expenses  resulting
     from the Alberta division can now be used to reduce taxable income from the
     Illinois division.

b)   Non-GAAP  -  calculation  begins  with 6 month Net income  (loss).  Amounts
     exclude certain non-cash items: depreciation and stock option expense (2015
     = $320,368,  2014 = $367,271),  interest  expense  (2015 = $32,177,  2014 =
     $52,772),  interest income (2015 = $2,963, 2014 = $0), net income tax (2015
     = $672,703,  2014 =  $98,709),  and loss on the sale of  equipment  (2015 =
     $45,249, 2014 = $0). See Operating Cash Flow for other adjustments.

c)   Non-GAAP - amounts represent depreciation, stock option 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
               206 - 920 Hillside Ave, Victoria, BC CANADA V8T 1Z8

                                Company contacts
                                                                     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: sara@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>form8kitem202ex992aug-15.txt
<DESCRIPTION>EXHIBIT 99.2 Q2 SPEECH
<TEXT>




                                  EXHIBIT 99.2




<PAGE>


Q2 2015 speech

Good morning. I'm Dan O'Brien, CEO.

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  statements 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.

First let me review  the  company  products,  give  some  guidance  as to future
expectations and then I will move on to the financials.

The NanoChem Division or NCS

NCS makes  polyaspartic  acid [TPA] a  biodegradable  protein with many valuable
uses and the nitrogen  conservation  products SUN 27(TM) and N Savr 30(TM).  NCS
represents  approximately  95% of revenue and is the sales and profit  driver of
our company.

TPA is used in  agriculture  to increase  crop  yield.  TPA keeps  positive  and
negative fertilizer ions bio-available to plants by loosely associating with the
positive  fertilizer ions and preventing  precipitation of salts such as calcium
phosphate. Higher bio-availability leads to higher yields. We sell TPA at prices
that allow strong margins for  distribution  while still providing a significant
profit for the  grower.  There are at least 300 million  acres in North  America
that could use TPA profitably.

TPA is a  biodegradable  way of treating  oilfield  water to prevent  pipes from
plugging  with  mineral  scale.  Our sales  into this  market are strong and oil
companies in the Nordic countries use TPA as part of  environmental  compliance.
We are experiencing interest from forward thinking oil producing countries other
than Scandinavia and have reasonable  expectations of gaining new customers over
the next several quarters.  There is continuing research into the concept of TPA
as part of tight oil and gas fracturing liquids. This research has progressed to
early adoption and we have seen increased  sales over the last year. TPA is used
as part of the fracking fluid and intended to prevent scale from  destroying the
permeability  of the rock pores as well as its better  known  function  of scale
control in piping.  Clogged  rock pores  reduce well  production.  TPA has added
value compared to existing fluid  components  due to its  biodegradability  - it
does not need to be removed when cleaning used fracking  water and  demonstrates
oil industry sensitivity to environmental safety which can improve relationships
with neighbors and regulators.

SUN  27(TM):  NCS has been making and  selling  this  product for a year and are
satisfied with the initial success. We expect it to become a significant revenue
stream in 2016 and onward. SUN 27(TM) is a fertilizer  additive that reduces the
speed of nitrogen fertilizer degradation in soil. Most soils contain the protein

                                       1
<PAGE>

urease,  which is an enzyme that degrades  nitrogen  fertilizer.  Up to half the
nitrogen  applied  to a  field  can  be  lost  to  urease  activity.  This  is a
significant cost to the grower and has negative  environmental side effects. The
size of the potential market for urease inhibition is very large.  Nitrogen,  in
various  formats that can be protected by SUN 27(TM),  is applied to millions of
acres of crop land  worldwide  each year and nitrogen loss through urease enzyme
activity destroys large amounts of expensive nitrogen fertilizer.  SUN 27(TM) is
equal to, or better  than,  competing  products  and  pricing  is set to be very
competitive at both wholesale and retail levels. SUN 27(TM) has a lower freezing
point than competing urease  inhibitors  resulting in reduced storage  problems.
SUN  27(TM)  is  manufactured  in the US and  sold by our  NanoChem  subsidiary:
www.nanochems.com.

N Savr  30(TM):  As a result of our  inventive  work to develop SUN 27(TM),  NCS
became expert enough in nitrogen conservation  chemistry to formulate a solution
to the second major cause of nitrogen fertilizer loss; de-nitrification. This is
also caused by bacterial  activity in soil - warm wet soils are the most prone -
resulting in oxygen being  stripped from the  fertilizer to leave  nitrogen gas.
The gas can't be used by the plants  and  escapes  to the  atmosphere.  The gold
standard for reducing  de-nitrification  is a DCD solution and we have developed
an excellent  version.  At this time NCS is manufacturing for distribution under
trade names owned by our  distributors  as well as our registered  trademark:  N
Savr 30(TM). N Savr 30(TM) is the new name for what we previously referred to as
DCD 30. It is, like SUN 27(TM), manufactured in the US and sold by NanoChem.

WaterSavr(TM)  might have had the  breakthrough it has sought for years with the
project in Wichita Falls, TX. However,  Texas experienced  massive flooding with
much loss of life and property  just as WaterSavr  was due to be ordered for the
2015 evaporation season. We are sorry for what the people of Texas have endured,
first with the drought and then with the floods. We hope to be able to help with
any new  drought  conditions  that may  emerge in 2016 and have  maintained  our
strong  relationships  with the groups who  manage  water in the state.  We have
several additional WaterSavr  opportunities in progress but none as far advanced
as Texas was.

Q3 AND REST OF 2015

We  think  that  the  combination  of  TPA,  SUN  27(TM),   N  Savr  30(TM)  and
Watersavr(TM) will result in growth under most economic conditions, however, our
customers  buy  purchase  order by  purchase  order  without  providing  forward
guidance.  We  have  negative  and  positive  surprises  such  as  oil  platform
maintenance  shutdowns  and fast volume  uptake by new  customers.  In Q3, we no
longer  expect  significant  Watersavr(TM)  sales  due to the  floods  in Texas.
Agriculture  sales in Q2 were  affected  negatively  by sales  that  might  have
occurred in Q2 being pulled  forward  into Q1. Q3 is often weak for  agriculture
and sometimes for oilfield as well, so predictions are not available.

In Q4,  we will  strive  to book  early  sales in all  three of our  agriculture
products to obtain growth in fourth  quarter.  If successful,  we may accumulate
double  digit  growth  for the  year as a  whole.  Highlights  of the  financial
results:

                                       2
<PAGE>

Sales for the quarter  decreased 9% to $3.9 million  compared with $4.29 million
for 2014.  The  result is a gain of $319  thousand  or $0.02 per share in the 15
period, compared to a gain of $400 thousand or $0.03 per share, in 2014.

Working  capital is  sufficient  to support  our growth and is  increasing  as a
result of  retained  earnings.  The  Company  is also  supported  by its  mostly
untapped 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.

For first half 2015, operating cash flow was $1.89 million or 14 cents per share
compared to $763  thousand  and 6 cents per share in the first 6 months of 2014.
Detailed  information on how to reconcile GAAP with non-GAAP numbers is included
in our news release of August 14th.

The text of this speech will be available on our website by Tuesday, August 17th
and email or fax copies  can be  requested  from Jason  Bloom at 1 800 661 3560.
[Jason@flexiblesolutions.com] Thank you, the floor is open for questions.

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