<SEC-DOCUMENT>0001004878-19-000131.txt : 20190815
<SEC-HEADER>0001004878-19-000131.hdr.sgml : 20190815
<ACCEPTANCE-DATETIME>20190815135524
ACCESSION NUMBER:		0001004878-19-000131
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20190814
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20190815
DATE AS OF CHANGE:		20190815

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:		191029636

	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>form8k202confcall8-19.txt
<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, 2019

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

         Alberta                        001-31540               71-1630889
 --------------------------        -----------------       ------------------
(State or other jurisdiction     (Commission File No.)  (IRS Identification No.)
Employer  of incorporation)

                                  6001 54 Ave.
                         Taber, Alberta, Canada T1G 1X4
                      -------------------------------------
          (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  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously satisfy the filing obligations of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17CFR
    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-4(c) under the Exchange
    Act (17 CFR 240.13e-14c))

Securities registered pursuant to Section 12(b) of the Act:

--------------------------------------------------------------------------------
     Title of each        Trading             Name of each exchange on which
     class                Symbol(s)                     registered
--------------------------------------------------------------------------------

     Common Stock              FSI                    NYSE American
--------------------------------------------------------------------------------

Emerging growth company [ ]

If an emerging  growth  company,  indicate by check mark if the  registrant  has
elected not to use the extended  transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. [ ]

                                       1
<PAGE>

Item 2.02   Results of Operations and Financial Condition

     On August 14,  2019,  the Company  issued a press  release  announcing  the
Company's financial results for the three months ended June 30, 2019.

Item 8.01   Other Events

     On August 15,  2019,  the  Company  held a  conference  call to discuss its
financial  results for the three months  ended June 30,  2019,  as well as other
information regarding the Company.

Item 9.01   Exhibits

Exhibit
Number    Description of Document

  99.1    August 14, 2019 Press Release

  99.2    Text of opening remarks by Dan O'Brien/August 15, 2019 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 15, 2019
                                 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>form8k202ex991aug-19.txt
<TEXT>




                                  EXHIBIT 99.1




<PAGE>


NEWS RELEASE
August 14, 2019

              FSI ANNOUNCES SECOND QUARTER, 2019 FINANCIAL RESULTS
  Conference call scheduled for Thursday August 15, 2019, 11:00am Eastern time,
                             8:00 a.m. Pacific Time
                            See dial in number below


VICTORIA,  BRITISH COLUMBIA, August 14, 2019 - 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 ended June 30, 2019.

Mr. Dan O'Brien,  CEO comments,  "Our bottom line was  negatively  impacted by a
significant  bad debt  charge and by  additional  tariffs on raw  materials.  We
intend to recover the bad debt through  litigation  and the tariffs  through the
tariff drawback program,  however, the timing of these recoveries is uncertain."
Mr. O'Brien  continues,  "All of our divisions and investments  with exposure to
the  agriculture  markets  were  affected  by the  weather  in  the  US and  the
international  uncertainties  of trade.  We expect that sales will recover in Q3
and Q4."

     o    Sales for the second quarter (Q2), 2019 were up  approximately  63% to
          $6,770,440  when  compared to sales of  $4,137,545  for Q2, 2018.  The
          result  was an after tax GAAP  accounting  net loss of  $27,733,0,  or
          $0.00 per weighted  average  share for Q2, 2019,  compared to an after
          tax GAAP  accounting net income of  $2,135,906,  or $0.18 per weighted
          average share for Q2, 2018. See 2019 past bad debt expense  recognized
          in Q2, 2019 as well as,  insurance  gain in Q2, 2018 of  $1.72million.
          These numbers are not related to Q2, 2019 or Q2, 2018 operating income
          respectively.

     o    Basic  weighted  average  shares used in computing  earnings per share
          amounts for the quarter were:  11,769,635  and 11,630,991 for Q2, 2019
          and Q2, 2018 respectively.

     o    Non-GAAP  operating  cash flow: For the 6 months ending June 30, 2019,
          net income reflects  $373,351 of non-cash  charges  (depreciation  and
          stock option expenses), loss/gain on involuntary disposition, interest
          income,  interest  expense,  (gain)/loss on investment,  write down of
          inventory, deferred tax expense, and income tax. These items are items
          not related to operating or current operating  activities.  When these
          items are removed, the Company shows operating cash flow of $1,692,740
          or  $0.14  per  share.  This  compares  with  operating  cash  flow of
          $1,763,550 or $0.15 per share,  in the  corresponding 6 months of 2018
          (See the  table  that  follows  for  details  of  these  calculations.
          Anticipated tariff rebates are not included in the operating cash flow
          number).

The NanoChem  division  continues to be the dominant  source of revenue and cash
flow for the Company. New opportunities  continue to unfold in detergent,  water
treatment,  oil field  extraction and agricultural use to further increase sales
in this division..

*    a conference  call has been  scheduled for 11:00 am Eastern  Time,  8:00 am
     Pacific  Time,  on Thursday  August 15th , 2019.  CEO,  Dan O'Brien will be
     presenting and answering  questions on the conference  call. To participate
     in this call please dial toll  free1-800-353-6461 (or +1-334-323-0501) just
     prior to the  scheduled  call time.  The  conference  call  title,  "Second
     Quarter 2019 Financial Results," may be requested.

The above  information  and  following  table contain  supplemental  information
regarding  income and cash flow from  operations  for the period  ended June 30,
2019.  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:

                                       1
<PAGE>

                     FLEXIBLE SOLUTIONS INTERNATIONAL, INC.
                      Consolidated Statement of Operations
            For 3 Months Ended June 30 (6 Months Operating Cash Flow)
                                   (Unaudited)
--------------------------------------------------------------------------------
                                                     3 months ended March 31
                                                    2019             2018
                                               ---------------------------------
Revenue                                        $6,770,440     $4,137,545
Income (loss) before income tax - GAAP         $  331,264     $2,293,161
Provision for Income tax net  - GAAP           $ (150,466)    $ (157,255)
Net income (loss)  - GAAP                      $  (27,733)    $2,135,960
Net income (loss) per common share - basic.  - $     0.00     $     0.18
GAAP
3  month  weighted   average  shares  used  in 11,769,635      11,630,991
computing per share amounts - basic.-  GAAP

                                                  6 month Operating Cash Flow
                                                         Ended June 30
                                               ---------------------------------
Operating Cash Flow (6 months). NON-GAAP       $1,692,740 b,c $ 1,763,550 b

Operating   Cash  flow  per  share   excluding
non-operating  items and items not  related to
current   operations   (6   months)  -  basic. $     0.14 b,c $      0.15 b
NON-GAAP
Non-cash Adjustments (6 month) GAAP            $  373,351 d   $   171,496 d

Shares (6 month basic weighted average) used 11,625,671 in computing per share
amounts - basic GAAP 11,737,635

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

a) Non-GAAP - Provision for Income tax less Deferred income tax recovery =
   $529,546 less $125,999. See the financials for these numbers.
b) Non-GAAP - amounts exclude certain cash and non-cash items: depreciation and
   stock option expense (2019 = $373,351, 2018 = $171,496), Gain on investment (
   2019 = $259,514, 2018 = N/A), net gain/(loss) on involuntary disposition of
   equipment (2019 = N/A, 2018 = $1,714,261), write down of inventory (2019 =
   N/A, 2018 = N/A), interest income (2019 = $55,533, 2018 = $6,893), Interest
   expense (2019 = $247,472, 2018 = $14,487) deferred tax (expense)/recovery
   (2019 = $125,999, 2018 = N/A), and Income tax expense (2019 = $529,546, 2018
   = $459,151). See the financial statements for all adjustments.
c) The revenue and gain from the 50% investment in the private Florida LLC
   announced in January 2019 is not treated as revenue or profit from operations
   by Flexible Solutions given the Company only purchased 50% of the LLC. The
   profit is treated as investment income and therefore occurs below Operating
   income in the Statement of Operations. As a result the $259,514 gain from
   Flexible Solutions share in the LLC is removed from the calculation to arrive
   at Operating Cash Flow.
d) 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  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.

                        Flexible Solutions International
                  6001 54th Ave, Taber, Alberta, CANADA T1G 1X4
                                Company Contacts
                                                                     Jason Bloom
                                                         Toll Free: 800 661 3560
                                                               Fax: 403 223 2905
                                               E-mail: info@flexiblesolutions.co


If you have  received  this news  release  by mistake or if you would like to be
removed from our update list please reply to: info@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>form8k202ex992aug-19.txt
<TEXT>
<PAGE>




                                  EXHIBIT 99.2




<PAGE>



Q2 2019 speech
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  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.

Welcome to the FSI conference call for Q2 2019.

Before I speak about our  financials,  I'd like to talk about our product  lines
and what we think might occur over the next several quarters.

Insurance  compensation  from  the  fire has  been  received  in  full,  but the
accounting  and tax  effects  of the  payments  will  continue  to  distort  and
complicate our financials  until year over year  comparisons that do not contain
compensation or tax adjustments are available. The first quarter this will occur
is Q1 2020.

Our NanoChem division:  NCS represents more than 1/2 of the revenue of FSI. This
division makes thermal poly-aspartic acid, called TPA for short, a biodegradable
polymer with many valuable  uses.  NCS also  manufactures  SUN 27(TM) and N Savr
30(TM) which are used to reduce nitrogen fertilizer loss from soil.

TPA is used in agriculture to  significantly  increase crop yield. The method of
action is by slowing  crystal growth between  fertilizer  ions and other ions in
the soil resulting in the fertilizer  remaining  available longer for the plants
to use. The attraction  between the TPA and the fertilizer ions also retains the
nutrients  closer to the plant roots.  Keeping  fertilizer more easily available
for crops to use, results in better yield with the same level of  fertilization.
TPA in agriculture has a strong economic value for all links in the sales to end
user chain.  There are good profits from  manufacturer  through the distribution
system to the grower,  yet the grower  still earns a great profit from the extra
crops produced using the same land but no extra fertilizer.

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
normally grow steadily but slowly. A simple  explanation of TPA's effect is that
it prevents the scaling out of minerals  that are part of the water  fraction of
oil as it exits the rock  formation.  Scale  must be  prevented  to keep the oil
recovery pipes from clogging.

SUN 27(TM) and N Savr 30(TM) are our nitrogen conservation products. Nitrogen is
a critical  fertilizer  but it is subject to loss through  bacterial  breakdown,
evaporation  and soil  runoff.  Both our nitrogen  products  are  becoming  well

                                       1
<PAGE>

respected  and sales  continue to grow.  They utilize much more  environmentally
friendly solvents than some of the competing products.

SUN 27(TM) is used to conserve  nitrogen from attack by soil  bacterial  enzymes
while N Savr  30(TM) is directed  toward  nitrogen  loss  through  leaching  and
evaporation.  Each of our nitrogen  products  are equal to, or better than,  the
competing products.

ENP,  the October  2018  acquisition:  ENP is focused on sales into the turf and
golf  markets  whereas  our NCS sales are into row crop  agriculture  - two very
distinct  markets.  We account for ENP as a subsidiary and expect it to generate
consolidated revenue of greater than $8 million in full year 2019. Historic data
suggest that FSI should expect annual pretax  profits of greater than $1 MM from
this division with moderate annual growth. The strong quarters for ENP are 2 and
3 to match the US spring and summer along with Q4 when large customers engage in
early  buying  for the year  ahead.  Unfortunately,  second  quarter  this  year
coincided with very poor spring weather in most of ENP's territory  resulting in
fewer  sales.  The onset of summer in Q3 will  allow  sales to  recover  but the
business not done in Q2 won't be available again until next year.

Effect of the LLC investment  announced in January:  This  investment  generated
quarterly cash flow and profits  starting in Q1 2019 as shown in the financials.
The company we invested in will also order substantially more product from us in
each quarter of 2019 than it did in 2018.  We expect this growth to continue for
many quarters to come which will further increase revenue and profitability. The
LLC has recently started  representing more of our product line  internationally
with small sales already booked. We expect this to grow over several seasons and
benefit our NCS division while  increasing our share of profits from the LLC. It
is worth noting that the seasonality of the LLC's sales is opposite to our North
American  sales most years which will tend to smooth out our  quarterly  revenue
numbers in a positive manner.  Unfortunately,  this year the tariff and currency
strife delayed some  international  business in Q2. This business is expected to
be realized in Q3 and Q4 instead.

Watersavr(TM): News regarding Watersavr(TM) trials and sales will be released if
and when it occurs.

Delivered  wholesale  water  costs  now  exceed  $1200  per  acre  foot  in many
California   cities   while  the  total  cost  of  saving  an  acre  foot  using
WaterSavr(TM)  is less than $200.  WaterSavr(TM)  can reduce  annual losses from
reservoirs  by up to 2 feet per treated acre. A  municipality  that pays $1200 -
$2400  per  acre  foot for  water  and does  not use  WaterSavr(TM)  is  wasting
significant  tax  revenue - about $12  million a year for San Diego.  We find it
extraordinary that with a decade and more of successful Watersavr(TM) trials, no
government  water providers in areas with high water costs have  implemented our
technology.

Q3 2019 and the rest of 2019

TPA, SUN 27(TM) and N Savr 30(TM) for agricultural use  traditionally  have peak
uptake in Q1 and Q2. Q2 2019  results  were  damaged by the poor  weather in the
mid-west.   We  are  finding   success   selling   agricultural   products  into
international  markets with opposite  seasons which leads us to predict that our
historic slow quarter, Q3, will increase substantially;  perhaps becoming nearly

                                       4
<PAGE>

as strong as Q1 and Q2. The effect of international sales is expected to be felt
in Q4 as well.  This,  along  with Q4 sales  for US early  buy and  winter  crop
programs is expected  move Q4 revenue  upward  toward the same level we reported
for Q1 2019.

Oil, gas and  industrial  sales of TPA increased  compared to the previous year.
Increased  sales into this market  vertical  is expected to continue  throughout
2019. Full year 2019 revenue will increase very strongly compared to 2018 driven
by; historic operations,  the ENP acquisition and the January LLC investment. We
expect that profits and cash flow will  increase very  significantly  along with
the increases in top line revenue.  Our regular  warning applies - that we can't
control customer behavior,  shipping dates,  weather, crop pricing and the other
variables  of our  business,  so  quarterly  results  will be unlikely to form a
straight line on a graph.  However, we do expect the slope of the graph to be up
sharply for all of 2019.

Tariffs:  Since Sept 30th 2018,  all our raw materials  imported from China have
included a 10% additional  tariff.  US customers  have received price  increases
from us now that  this  inventory  is being  used.  US  customers  will  receive
additional  price increases when we begin using inventory that is subject to the
25%. International  customers are not charged the tariff because we are applying
for the export  rebates  available to recover the tariffs.  To hedge against the
chance of even higher tariffs,  and to service the increased production expected
in  2019,  we  have  increased  inventory   substantially.   As  a  result,  the
accumulating  tariff payments to the Government are affecting our cost of goods,
our cash flow and our profits negatively until the rebates are received. Rebates
can take many  months  and the total  dollar  amount  due back to us has  become
significant and continues to increase.  The rebates will increase  profitability
and cash flow while  decreasing  cost of goods for the future  quarters in which
the rebates are received.

Bad debt: Historically our group has had nearly zero bad debt. This year we made
a poor choice in  extending  credit to an  agriculture  customer who has not yet
paid their bills.  We intend to recover this debt but wish to account for it now
to ensure that our financials are fully transparent.

Highlights of the financial results:

Sales for the  quarter  increased  63% to $6.77  million,  compared  with  $4.14
million for Q2 2018. The result is a loss of 27 thousand or 0 cents per share in
the 2019 period,  compared to a gain of $2.14 million or 18 cents per share,  in
2018.

We  attribute  the lack of  earnings  to the bad debt  mentioned  above  and the
tariffs paid on raw materials  that will be converted and sold  internationally.
We expect to recover these funds but do not control the timing.

Working  capital is adequate  for all our  purposes  and is expected to increase
during the year as our  revenue  grows.  We also have a line of credit  with BMO
Harris Bank of Chicago.  We are confident that we can execute our plans with our
existing  capital.  The ENP  acquisition  was funded with a loan from BMO Harris
plus a convertible note to the seller and did not reduce our cash position.  The
LLC investment in January was made with cash on hand.

The text of this speech will be available on our website by Friday, August 16th.
Email   or   fax   copies    can   be    requested    from   Jason    Bloom   at
Jason@flexiblesolutions.com.

Thank you, the floor is open for questions.
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
