<SEC-DOCUMENT>0001004878-20-000115.txt : 20200819
<SEC-HEADER>0001004878-20-000115.hdr.sgml : 20200819
<ACCEPTANCE-DATETIME>20200818173410
ACCESSION NUMBER:		0001004878-20-000115
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20200818
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20200819
DATE AS OF CHANGE:		20200818

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:		201114695

	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>form8k2022dqresults8-20.txt
<DESCRIPTION>8-K 2D Q 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): August 14, 2020

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

     Alberta                      001-31540                71 163 0889
---------------------           ---------------          ------------------
(State or other jurisdiction (Commission File No.)           (Employer
of incorporation)                                        Identification No.)

                   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 (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))

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

Title of each class     Trading Symbol     Name of exchange on which registered
-------------------------------------------------------------------------------
   Common Stock            FSI                       NYSE American
-------------------------------------------------------------------------------

Indicate by check mark whether the  registrant is an emerging  growth company as
defined in Rule 405 of the Securities  Act of 1933  (ss.203.405 of this chapter)
or Rule  12b-2 of the  Securities  Exchange  Act of 1934  (ss.204.12b-2  of this
chapter.

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. [ ]


<PAGE>


Item 2.02.  Results of Operations and Financial Condition

     On August 14,  2020,  the Company  issued a press  release  announcing  its
financial results for the period ended June 30, 2020.

Item 8.01   Other Events

     On August 17,  2020 the  Company  held a  conference  call to  discuss  its
financial  results  for the  period  ended  June  30,  2020,  as  well as  other
information regarding the Company.

Item 9.01   Exhibits

Exhibit
Number   Description of Document

 99.1    August 14, 2020 Press Release

 99.2    Text of opening remarks by Dan O'Brien/ August 17, 2020 conference call


<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, 2020
                                 FLEXIBLE SOLUTIONS INTERNATIONAL INC.



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

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>form8k202ex9918-20.txt
<DESCRIPTION>EXH. 99.1 PRESS RELEASE
<TEXT>


                                  EXHIBIT 99.1


<PAGE>


      NEWS RELEASE
      August 14, 2020


              FSI ANNOUNCES SECOND QUARTER, 2020 FINANCIAL RESULTS
  Conference call scheduled for Monday August 17th, 2020, 11:00am Eastern time,
                                     8:00 am
                                  Pacific Time
                            See dial in number below

VICTORIA,  BRITISH COLUMBIA, August 14, 2020 - 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, 2020.

Mr. Dan O'Brien,  CEO  comments,  "Our  divisions  were busy all quarter  making
products for essential services in agriculture and cleaning  products.  Combined
with normal  operations and organic growth,  this resulted in a very strong Q2."
Mr. O'Brien continues,  "We are happy to be doing what we can to help during the
crisis and will do our best until normal life resumes."

o    Sales  for the  second  quarter  (Q2),  2020 were up  approximately  14% to
     $7,709,607  when compared to sales of $6,770,440  for Q2, 2019.  The result
     was an after tax GAAP  accounting  net income of  $1,132,867,  or $0.09 per
     weighted  average  share  for Q2,  2020,  compared  to an  after  tax  GAAP
     accounting net loss of $27,733, or $0.00 per weighted average share for Q2,
     2019.  See 2019 past bad debt expense  ($231,696)  recognized  in Q2, 2019.
     This  number is not  related to Q2,  2019  operating  income and if removed
     would result in higher net income recognized in Q2, 2019.

o    Basic weighted average shares used in computing  earnings per share amounts
     for the quarter were:  12,240,545  and 11,769,635 for Q2, 2020 and Q2, 2019
     respectively.

o    Non-GAAP  operating  cash flow:  For the 6 months ending June 30, 2020, net
     income reflects $348,191 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 $3,044,425 or $0.25 per share.  This compares
     with  operating  cash  flow  of  $1,692,740  or  $0.14  per  share,  in the
     corresponding  6 months of 2019 (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 Monday,  August  17th,  2020.  CEO,  Dan O'Brien will be
     presenting and answering  questions on the conference  call. To participate
     in this call please dial toll free 1-800-309-1256 (or 1-856-344-9308)  just
     prior to the scheduled call time.

Participation  Passcode  345292 will be requested.  The  conference  call title,
"Second Quarter 2020 Financial Results," may also be requested.

The above  information  and  following  table contain  supplemental  information
regarding  income and cash flow from  operations  for the period  ended June 30,
2020.  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 June 30 (6 Months Operating Cash Flow)
                                   (Unaudited)
                                                     3 months ended June 30
                                                    2020             2019
                                               ---------------------------------
Revenue                                        $ 7,709,607    $ 6,770,440
Income (loss) before income tax - GAAP         $ 1,524,605    $   331,264
Provision for Income tax net  - GAAP           $  (259,660)   $  (150,466)
Net income (loss) - Controlling interest-
 - GAAP                                        $ 1,132,867    $   (27,733)
Net income (loss) per share controlling
 interest - basic. - GAAP                      $      0.09    $       0.00
3 month weighted average shares used in
 computing per share amounts - basic.-  GAAP    12,240,545    11,769,635

                                                  6 month Operating Cash Flow
                                                  Ended June 30
                                             -----------------------------------
Operating Cash Flow (6 months). NON-GAAP       $3,044,425 b,c $1,692,740 b,c

Operating Cash flow per share excluding        $     0.25 b,c $     0.14 b,c
non-operating items and items not related to
current operations (6 months) - basic.
NON-GAAP

Non-cash Adjustments (6 month) GAAP            $  348,141 d   $  373,351 d
Shares (6 month basic weighted average)
 used 11,737,635 in computing per share
 amounts - basic GAAP                           12,239,171    11,737,635

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

a)   Non-GAAP - For 2019 -  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  (2020 =  $348,191,  2019 =  $373,351),  Gain on
     investment  (2020  =  $539,417,  2019  =  $259,514),   net  gain/(loss)  on
     involuntary  disposition of equipment (2020 = N/A, 2019 = N/A),  write down
     of inventory  (2019 = N/A,  2018 = N/A),  interest  income (2020 = $12,614,
     2019 =  $55,533),  Interest  expense  (2020 =  $156,075,  2019 =  $247,472)
     deferred tax (expense)/recovery  (2020 = N/A, 2019 = $125,999),  and Income
     tax expense(2020 = $694,648, 2019 = $529,546). 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 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.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:
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>form8k202ex9928-20.txt
<DESCRIPTION>EXH. 99.2 OBRIEN SPEECH
<TEXT>



                                  EXHIBIT 99.2


<PAGE>


Q2 2020 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 2020.

Prior to  addressing  our  financials,  I'd  like to talk  about  our  corporate
condition and product lines along with what, in our opinion might occur over the
next two quarters.

Covid virus:  The NanoChem  Subsidiary,  the ENP  Subsidiary and the Florida LLC
investment are all engaged in producing for the agriculture  and/or the cleaning
products sectors. Therefore, we are considered essential services and are likely
to remain so if restrictions are reinstated. Production and sales are continuing
to meet customer  orders.  We continued to shrink our inventory and increase our
cash position in Q2 by ordering less inventory than we consumed. This tactic has
been  successful  and we feel that we now have the right level of  inventory  to
suit the risks of covid while still having the ability to service our customers.

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.

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.

SUN 27(TM) is used to conserve nitrogen from attack by soil bacterial enzymes
while N Savr 30(TM) is directed toward reducing nitrogen loss through leaching
and evaporation.


<PAGE>


ENP, the October 2018 acquisition:  ENP is focused on sales into the greenhouse,
turf and golf markets,  while, our NCS sales are into row crop agriculture - two
very distinct  markets.  The strong quarters for ENP are 2 and 3 to match the US
spring and summer.  Q1 2020 was  stronger  than the year  earlier  period and Q2
repeated the feat. ENP expects  moderate growth in the second half 2020 with the
caution that Q4 early buy orders could be affected if the virus causes customers
to keep inventory very low.

Effect of the LLC  investment  announced in January 2019:  This  investment  was
profitable,  as usual.  The  company we invested in sold more in Q2 2020 than it
did in Q2 2019.  The  Company is focused on  international  sales into  multiple
countries  all of which are facing  different  covid  issues and  responding  in
varied ways.  The large number of variables  prevents any useful  prediction for
second half 2020 other than results similar to 2019.

Q3 2020 and the rest of the year

TPA, SUN 27(TM) and N Savr 30(TM) for agricultural use had peak uptake in Q1 and
Q2 with Q2 showing  quite  strongly.  Early buy orders in Q4 could be reduced if
our customers decide to use just in time strategies.

Oil, gas and  industrial  sales of TPA are expected to be flat or mildly down in
Q3 compared to the previous year while predictions regarding Q4 are not possible
under the  circumstances.  Like agriculture,  our sales to cleaning products and
water treatment are considered  essential  leaving only O&G as a market vertical
at significant risk. The risk in O&G is not permanent loss of business,  rather,
it is the  possibility  of some wells  shutting down for  maintenance  while oil
prices are low.

Tariffs:  Since Sept 30th 2018,  many of our raw  materials  imported from China
have  included a 10%  additional  tariff which rose to 25% in 2019. US customers
received  price  increases  from  us  as  this  inventory  entered   production.
International  customers are not charged the tariffs because we are applying for
the  export  rebates  available  to  recover  the  tariffs.  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
are very complicated to apply for and can take many months to arrive.  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.  In my last
speech I expressed  comfort that we would begin to see rebates in Q2 or early in
Q3. I based  this on the fact that we filed our  template  and  request  for our
first  rebate in  mid-May.  As of Aug 14,  there has been no  response  from the
government  except an excuse that  "employees  are not in the  office".  Because
there is a 30 day payment delay even after approval, we no longer expect rebates
in Q3.


<PAGE>


Highlights of the financial results:

Sales for the  quarter  increased  14% to $7.71  million,  compared  with  $6.77
million for Q2 2019. The result is a gain of 1.13 MM or 9 cents per share in the
2020 period, compared to a loss of 28 thousand or 0 cents per share, in 2019. We
attribute the improvement to A] increased sales, B] reduced expenses,  C] better
product  mix and D] no repeat  of the bad debt  recognized  in Q2 2019.  Working
capital is adequate  for all our purposes  and is  increasing  during 2020 as we
book retained profit from sales.  Effort will be made to minimize  inventory and
accounts  receivable while increasing cash until the effects of the virus become
more predictable. 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
purchase  of ENP in 2018 was funded by a term loan from  Harris bank and a $1 MM
convertible  debenture taken by the seller. One half the debenture was converted
to 200,000 FSI shares in 2019 while the  remaining  500,000 was retired for cash
in Q2.  The term loan is  approaching  half  repayment.  The LLC  investment  in
January 2019 was made with cash on hand provided by FSL, our Canadian  operating
company.

The text of this  speech will be  available  as an 8K filing on  www.sec.gov  by
Monday,  August 17th.  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>
