MOSAIC CO0001285785false00012857852023-08-012023-08-01
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 1, 2023
THE MOSAIC COMPANY
(Exact name of registrant as specified in its charter)
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| DE | | 001-32327 | | 20-1026454 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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101 East Kennedy Blvd. | 33602 |
| Suite 2500 |
Tampa, | Florida |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (800) 918-8270
Not applicable
(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 obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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| ☐ | 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-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Securities registered pursuant to Section 12(b) of the Act |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value $0.01 per share | MOS | New York Stock Exchange |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. |
| ☐ | 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. ¨ |
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| Item 2.02. | Results of Operations and Financial Condition. |
The following information is being “furnished” in accordance with General Instruction B.2. of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing:
Furnished herewith as Exhibit 99.1 and incorporated by reference herein is the text of The Mosaic Company’s (“Mosaic,” and Mosaic and its subsidiaries, individually or in any combination, “we,” “us” or “our”) announcement regarding its earnings and results of operations for the quarter ended June 30, 2023, as presented in a press release issued on August 1, 2023.
Furnished herewith as Exhibit 99.2 and incorporated by reference herein is certain performance data for the period ended June 30, 2023 to be published on Mosaic’s website.
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| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
Reference is made to the Exhibit Index hereto with respect to the exhibits furnished herewith. The following exhibits are being “furnished” in accordance with General Instruction B.2. of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall they be deemed to be incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.
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| Exhibit No. | | Description |
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| 99.1 | | |
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| 99.2 | | |
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| 104 | | Cover Page Interactive Data File, formatted in Inline XBRL |
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.
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| | | | | THE MOSAIC COMPANY |
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| Date: August 1, 2023 | | | | | By: | | /s/ Philip E. Bauer |
| | | | | Name: | | Philip E. Bauer |
| | | | | Title: | | Senior Vice President, General Counsel |
| | | | | | | and Corporate Secretary |
Exhibit 99.1
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| | | | The Mosaic Company 101 E. Kennedy Blvd., Suite 2500 Tampa, FL 33602 www.mosaicco.com |
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FOR IMMEDIATE RELEASE | | | | |
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Investors Paul Massoud 813-775-4260 paul.massoud@mosaicco.com | | Media Ben Pratt 813-775-4206 benjamin.pratt@mosaicco.com | | |
THE MOSAIC COMPANY REPORTS SECOND QUARTER 2023 RESULTS
•Second quarter net income of $369 million, Adjusted EBITDA(1) of $744 million
•Cash from operations of $1.1 billion, free cash flow(1) of $197 million
•Esterhazy nameplate capacity validated at 7.8 million tonnes
TAMPA, FL, August 1, 2023 - The Mosaic Company (NYSE: MOS), reported net income of $369 million, or $1.11 per diluted share, for the second quarter of 2023. Adjusted EPS(1) was $1.04 and Adjusted EBITDA(1) was $744 million. Gross margin was $571 million.
“The investments we've made in our business over the last decade are yielding results,” said President and CEO Joc O’Rourke. “Our Esterhazy potash complex is now the largest in the world and our Fertilizantes business in Brazil accounts for nearly a quarter of all fertilizer sales in one of the most dynamic ag markets in the world. Mosaic is well positioned to capitalize on the fertilizer market's recovery, which is well underway."
Highlights:
•Second quarter revenues totaled $3.4 billion, down 37 percent from the year ago period, reflecting the impact of lower selling prices. The gross margin rate in the second quarter was 16.8 percent, down from 34.4 percent in the year ago period.
•Net Income in the second quarter totaled $369 million, compared with $1.0 billion in the year ago period. Adjusted EBITDA(1) totaled $744 million, compared with $2.0 billion in the second quarter of 2022. Cash from operating activities totaled $1.1 billion and free cash flow(1) totaled $197 million. This compares to $1.6 billion and $794 million, respectively, in the year ago period.
•Potash operating earnings were $328 million in the second quarter, compared to $915 million last year. Adjusted EBITDA(1) totaled $408 million, compared to $998 million in the same period last year, reflecting the impact of lower prices. In July, we restarted the Colonsay potash mine to mitigate the short-term impact of reduced output related to planned summer maintenance at the Esterhazy potash complex and help manage inventory levels. During the second quarter, total nameplate capacity at our Esterhazy operations was independently validated by a third party to be 7.8 million tonnes.
•Phosphate operating earnings were $146 million in the second quarter, compared to $578 million in the prior year period. Adjusted EBITDA(1) totaled $385 million, compared to $758 million in the second quarter of 2022. Segment results reflected the impact of lower prices and higher conversion costs, somewhat offset by the benefit of declining raw material costs.
(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.
•Mosaic Fertilizantes reported an operating loss of $20 million in the second quarter, compared to positive $420 million in the prior year period. Adjusted EBITDA(1) totaled positive $66 million during the quarter, down from $444 million in the second quarter of 2022. Second quarter results reflected the impact of lower pricing for both the production and distribution businesses, compared to the same period last year.
2023 Capital Allocation Strategy
The company remains committed to the three pillars of its capital allocation strategy:
•Mosaic remains focused on high-returning investments with modest capital requirements that include the expansion of MicroEssentials capacity at our Riverview facility, construction of the new Palmeirante blending and distribution facility in Brazil, pursuit of a commercial purified phosphoric acid plant in North America, and the installation of a Hydrofloat flotation system at Esterhazy's K2 mill. Total expected capital expenditures in 2023 remain unchanged at $1.3-$1.4 billion.
•Mosaic continues to expect to return largely all of 2023 free cash flow(1) to shareholders. Mosaic returned $676 million to shareholders during the first six months of 2023 through share repurchases and dividends.
•Mosaic is committed to maintaining a strong balance sheet. The company closed on a $700 million 10-year term loan facility through the Farm Credit System in the second quarter that provides the company with additional flexibility to manage capital, which includes upcoming debt obligations.
Second Quarter Segment Results
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| Potash Results | Q2 2023 | Q1 2023 | Q2 2022 |
| Sales Volumes million tonnes* | 2.2 | 1.9 | 2.3 |
MOP Selling Price(2) | $326 | $421 | $678 |
| Gross Margin (GAAP) per tonne | $155 | $216 | $403 |
Adjusted Gross Margin (non-GAAP) per tonne(1) | $155 | $216 | $403 |
| Operating Earnings - millions | $328 | $402 | $915 |
Segment Adjusted EBITDA(1) - millions | $408 | $474 | $998 |
*Tonnes = finished product tonnes
Net sales in the Potash segment totaled $849 million, down from $1.6 billion one year ago. Gross margin was $336 million compared to $928 million for the same period a year ago, driven by lower average selling prices. Gross margin per tonne was $155 compared to $403 in the prior-year period.
Total potash production was 1.9 million tonnes, down from 2.4 million tonnes in the prior year period, reflecting the impact of idled production at Colonsay. Sales volumes totaled 2.2 million tonnes, down from 2.3 million tonnes in the prior year quarter.
In July, the Colonsay potash mine was restarted to offset the short-term impact of Esterhazy's planned summer maintenance. Sales volumes in the third quarter are expected to be in the range of 2.1-2.3 million tonnes. We expect realized mine-gate MOP prices in the range of $250-$300 per tonne.
(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.
(2) Average MOP Selling Price (fob mine)
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| Phosphate Results | Q2 2023 | Q1 2023 | Q2 2022 |
| Sales Volumes million tonnes* | 1.9 | 1.8 | 1.7 |
DAP Selling Price(4) | $585 | $660 | $920 |
| Gross Margin (GAAP) per tonne | $112 | $141 | $383 |
Adjusted Gross Margin (non-GAAP) per tonne(1) | $129 | $141 | $383 |
| Operating Earnings - millions | $146 | $266 | $578 |
Segment Adjusted EBITDA(1) - millions | $385 | $382 | $758 |
*Tonnes = finished product tonnes
Net sales in the Phosphate segment were $1.3 billion, down from $1.8 billion in the prior year period. Gross margin was $216 million, compared to $642 million for the same period a year ago, as lower pricing and higher conversion costs were somewhat offset by higher sales volumes. Gross margin per tonne was $112 compared to $383 in the prior-year period.
Production of finished phosphates totaled 1.7 million tonnes, up 1 percent year-over-year, and sales volumes totaled 1.9 million tonnes, up 15 percent year-over-year, driven by strong demand in North America. Costs during the quarter were impacted by additional maintenance expenses and reduced absorption. We expect conversion costs to moderate as the year progresses.
We expect sales volumes in the third quarter to be 1.7-1.9 million tonnes, with DAP prices on an FOB basis averaging $475-$525 per tonne. We expect margins will benefit from lower raw material costs in the third quarter.
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| Mosaic Fertilizantes Results | Q2 2023 | Q1 2023 | Q2 2022 |
| Sales Volumes million tonnes* | 2.4 | 2.1 | 2.3 |
| Finished Product Selling Price | $595 | $646 | $974 |
| Gross Margin (GAAP) per tonne | $5 | $(1) | $194 |
Adjusted Gross Margin (non GAAP) per tonne(1) | $11 | $(1) | $194 |
| Operating Earnings - millions | $(20) | $(32) | $420 |
Segment Adjusted EBITDA(1) - millions | $66 | $3 | $444 |
*Tonnes = finished product tonnes
Net sales in the Mosaic Fertilizantes segment were $1.4 billion, down from $2.3 billion in the prior year period due to lower pricing. Gross margin was $13 million, compared to $450 million for the same period a year ago. Prices continued to decline before stabilizing late in the quarter and this impacted margins across both the production and distribution businesses.
Looking ahead, seasonal demand acceleration is expected to drive significant sequential improvement in third quarter operating results across both production and distribution.
(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.
(4)Average DAP Selling Price (fob plant)
Other
Selling, general, and administrative costs (SG&A) were $130 million, up from $108 million in the year-ago period reflecting the impact of our Global Digital Acceleration efforts and other corporate initiatives during the quarter. The effective tax rate during the quarter was 22.8 percent.
Mosaic recognized earnings from equity investments of $13 million.
Market Outlook
Grain and oilseed markets are expected to remain tight through 2023 and likely beyond. The disruption to Ukraine's agricultural production caused by war, coupled with reduced fertilization and sub-optimal weather in major growing regions threaten global agricultural production. This suggests that global stocks-to-use ratios for grains and oilseeds will remain under pressure.
Agriculture fundamentals are driving crop prices higher and leading to favorable grower economics. In North America, a strong spring application season depleted fertilizer inventories, which are now being replenished. In Brazil, an attractive fertilizer-to-soybean barter ratio suggests a recovery in fertilizer shipments in 2023.
For both potash and phosphates, supply constraints remain. In potash, we expect 2023 shipments from Belarus will be down 5-6 million tonnes from pre-sanction export rates, while North American potash exports are limited by constraints at western ports. In phosphates, China's exports are expected to see only a modest recovery from the lows in 2022 but remain well below shipments seen in 2021. In both phosphates and potash, the fundamental tightness in global markets is expected to persist through 2023 and likely beyond.
2023 Expectations and Key Assumptions
The Company provides the following modeling assumptions for the full year 2023:
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| Modeling Assumptions | Full Year 2023 |
| Total Capital Expenditures | $1.3 - 1.4 billion |
| Depreciation, Depletion & Amortization | $850 - $870 million |
| Selling, General, and Administrative Expense | $475 - $500 million |
| Net Interest Expense | $170 - $180 million |
| Effective tax rate | Mid 20’s % |
| Cash tax rate | Low 20's % |
Sensitivities Table
The Company provides the following sensitivities to price and foreign exchange rates to help investors anticipate the potential impact of movements in these factors. These sensitivities are based on 2022 actual realized pricing and sales volumes.
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| Sensitivity | Full year adj. EBITDA impact(1) | 2022 Actual |
Average MOP Price / tonne (fob mine)(6) | $10/mt price change = $60 million (5) | $632 |
Average DAP Price / tonne (fob plant)(6) | $10/mt price change = $90 million | $804 |
| Average BRL / USD | 0.10 change, unhedged = $10 million(7) | 5.16 |
(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.(5) Includes impact of Canadian Resource Tax
(6) Approximately 20% of DAP price sensitivity impact is expected to be in the Mosaic Fertilizantes segment.; approximately 5% of the MOP price sensitivity impact is expected to be in the Mosaic Fertilizantes segment.
(7) The company hedged about 50 percent of the annual sensitivity. Over longer periods of time, inflation is expected to offset a portion of currency benefits.
About The Mosaic Company
The Mosaic Company is one of the world's leading producers and marketers of concentrated phosphate and potash crop nutrients. Mosaic is a single source provider of phosphate and potash fertilizers and feed ingredients for the global agriculture industry. More information on the company is available at www.mosaicco.com.
Mosaic has posted prepared comments and related slides on its website, www.mosaicco.com/investors, concurrently with the posting of this release and performance data. In addition, the company will provide access to a fireside chat addressing questions on the quarter, current market conditions, and other topics on Wednesday, August 2, 2023, at 11 am Eastern. The fireside chat will be available both on the website and via telephone at the following number: 412-902-6506, Conference ID: 2580806 . All earnings-related material, including audio, will be available up to one year from the time of the earnings call.
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may include, but are not limited to, statements about proposed or pending future transactions or strategic plans and other statements about future financial and operating results. Such statements are based upon the current beliefs and expectations of The Mosaic Company’s management and are subject to significant risks and uncertainties. These risks and uncertainties include, but are not limited to: political and economic instability and changes in government policies in Brazil and other countries in which we have operations; the predictability and volatility of, and customer expectations about, agriculture, fertilizer, raw material, energy and transportation markets that are subject to competitive and other pressures and economic and credit market conditions; the level of inventories in the distribution channels for crop nutrients; the economic impact and operating impacts of the coronavirus (Covid-19) pandemic, the effect of future product innovations or development of new technologies on demand for our products; changes in foreign currency and exchange rates; international trade risks and other risks associated with Mosaic’s international operations and those of joint ventures in which Mosaic participates, including the performance of the Wa’ad Al Shamal Phosphate Company (also known as MWSPC), the future success of current plans for MWSPC and any future changes in those plans; difficulties with realization of the benefits of our natural gas based pricing ammonia supply agreement with CF Industries, Inc., including the risk that the cost savings initially anticipated from the agreement may not be fully realized over its term or that the price of natural gas or ammonia during the term are at levels at which the pricing is disadvantageous to Mosaic; customer defaults; the effects of Mosaic’s decisions to exit business operations or locations; changes in government policy; changes in environmental and other governmental regulation, including expansion of the types and extent of water resources regulated under federal law, carbon taxes or other greenhouse gas regulation, implementation of numeric water quality standards for the discharge of nutrients into Florida waterways or efforts to reduce the flow of excess nutrients into the Mississippi River basin, the Gulf of Mexico or elsewhere; further developments in judicial or administrative proceedings, or complaints that Mosaic’s operations are adversely impacting nearby farms, business operations or properties; difficulties or delays in receiving, increased costs of or challenges to necessary governmental permits or approvals or increased financial assurance requirements; resolution of global tax audit activity; the effectiveness of Mosaic’s processes for managing its strategic priorities; adverse weather conditions affecting operations in Central Florida, the Mississippi River basin, the Gulf Coast of the United States, Canada or Brazil, and including potential hurricanes, excess heat, cold, snow, rainfall or drought; actual costs of various items differing from management’s current estimates, including, among others, asset retirement, environmental remediation, reclamation or other environmental regulation, Canadian resources taxes and royalties, or the costs of the MWSPC; reduction of Mosaic’s available cash and liquidity, and increased leverage, due to its use of cash and/or available debt capacity to fund financial assurance requirements and strategic investments; brine inflows at Mosaic’s potash mines; other accidents and disruptions involving Mosaic’s operations, including potential mine fires, floods, explosions, seismic events, sinkholes or releases of hazardous or volatile chemicals; and risks associated with cyber security, including reputational loss; as well as other risks and uncertainties reported from time to time in The Mosaic Company’s reports filed with the Securities and Exchange Commission. Actual results may differ from those set forth in the forward-looking statements.
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Non-GAAP Financial Measures
This press release includes the presentation and discussion of non-GAAP diluted net earnings per share guidance, or adjusted EPS, and adjusted EBITDA, adjusted gross margin referred to as non-GAAP financial measures and free cash flow. Generally, a non-GAAP financial measure is a supplemental numerical measure of a company's performance, financial position or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with U.S. generally accepted accounting principles, or GAAP. Non-GAAP financial measures should not be considered as substitutes for, or superior to, measures of financial performance prepared in accordance with GAAP. In addition, because non-GAAP measures are not determined in accordance with GAAP, they are thus susceptible to varying interpretations and calculations and may not be comparable to other similarly titled measures of other companies. Adjusted metrics, including adjusted EPS and adjusted EBITDA are calculated by excluding the impact of notable items from the GAAP measure. Notable items impact on gross margin and EBITDA is pretax. Notable items impact on diluted net earnings per share is calculated as the notable item amount plus income tax effect, based on expected annual effective tax rate, divided by diluted weighted average shares. Free cash flow is defined as net cash provided by operating activities less capital expenditures, and adjusted for changes in working capital financing. Management believes that these adjusted measures provide securities analysts, investors, management and others with useful supplemental information regarding our performance by excluding and/or including certain items that may not be indicative of, or are unrelated to, our core operating results. Management utilizes these adjusted measures in analyzing and assessing Mosaic’s overall performance and financial trends, for financial and operating decision-making, and to forecast and plan for future periods. These adjusted measures also assist our management in comparing our and our competitors' operating results. Reconciliations for current and historical periods beginning with the quarter ended September 30, 2021, for consolidated adjusted EPS and adjusted EBITDA, as well as segment adjusted EBITDA and adjusted gross margin per tonne are provided in the Selected Calendar Quarter Financial Information performance data for the related periods. This information is being furnished under Exhibit 99.2 of the Form 8-K and available on our website at www.mosaicco.com in the “Financial Information - Quarterly Earnings” section under the “Investors” tab.
For the three months ended June 30, 2023, the company reported the following notable items which, combined, positively impacted earnings per share by $0.07:
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| | | | | | Amount | | Tax effect | | EPS impact |
| Description | | Segment | | Line item | | (in millions) | | (in millions) | | (per share) |
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| Unrealized foreign currency transaction gain (loss) | | Consolidated | | Foreign currency transaction gain (loss) | | $ | 114 | | | $ | (28) | | | $ | 0.26 | |
| Unrealized gain (loss) on derivatives | | Corporate and Other | | Cost of goods sold | | 34 | | | (9) | | | 0.08 | |
| Closed and indefinitely idled facility costs | | Phosphate | | Other operating income (expense) | | (12) | | | 3 | | | (0.03) | |
| FX functional currency | | Mosaic Fertilizantes | | Cost of goods sold | | (13) | | | 3 | | | (0.03) | |
| Realized gain (loss) on RCRA Trust Securities | | Phosphate | | Other non-operating income (expense) | | 2 | | | — | | | — | |
| ARO Adjustment | | Phosphate | | Other operating income (expense) | | (28) | | | 7 | | | (0.06) | |
| Environmental reserve | | Phosphate | | Other operating income (expense) | | (37) | | | 9 | | | (0.08) | |
| Land reclamation | | Phosphate | | Cost of goods sold | | (31) | | | 8 | | | (0.07) | |
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| Total Notable Items | | | | | | $ | 29 | | | $ | (7) | | | $ | 0.07 | |
For the three months ended June 30, 2022, the company reported the following notable items which, combined, negatively impacted earnings per share by $(0.79):
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| | | | | | Amount | | Tax effect | | EPS impact |
| Description | | Segment | | Line item | | (in millions) | | (in millions) | | (per share) |
| | | | | | | | | | |
| Foreign currency transaction gain (loss) | | Consolidated | | Foreign currency transaction gain (loss) | | $ | (227) | | | $ | 57 | | | $ | (0.47) | |
| Unrealized gain (loss) on derivatives | | Corporate and Other | | Cost of goods sold | | (59) | | | 15 | | | (0.12) | |
| Closed and indefinitely idled facility costs | | Phosphate | | Other operating income (expense) | | (9) | | | 3 | | | (0.03) | |
| Discrete tax items | | Consolidated | | (Provision for) benefit from income taxes | | — | | | (14) | | | (0.04) | |
| Realized gain (loss) on RCRA Trust Securities | | Phosphates | | Other non-operating income (expense) | | (26) | | | 7 | | | (0.05) | |
| Gain on sale of plant | | Mosaic Fertilizantes | | Other operating income (expense) | | 7 | | | (2) | | | 0.02 | |
| ARO Adjustment | | Phosphates | | Other operating income (expense) | | (5) | | | 1 | | | (0.01) | |
| Environmental reserve | | Phosphates | | Other operating income (expense) | | (30) | | | 7 | | | (0.06) | |
| Write down of investment | | Corporate and Other | | Other non-operating income (expense) | | (12) | | | 3 | | | (0.02) | |
| Inventory lower of cost or market | | Corporate and Other | | Cost of goods sold | | (3) | | | 1 | | | (0.01) | |
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| Total Notable Items | | | | | | $ | (364) | | | $ | 78 | | | $ | (0.79) | |
Condensed Consolidated Statements of Earnings
(in millions, except per share amounts)
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| The Mosaic Company | | (unaudited) |
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| | Three months ended | | Six months ended |
| | | June 30, | | June 30, |
| | | 2023 | | 2022 | | 2023 | | 2022 |
| Net sales | | $ | 3,394.0 | | | $ | 5,373.1 | | | $ | 6,998.3 | | | $ | 9,295.4 | |
| Cost of goods sold | | 2,822.9 | | | 3,526.8 | | | 5,756.8 | | | 6,010.0 | |
| Gross margin | | 571.1 | | | 1,846.3 | | | 1,241.5 | | | 3,285.4 | |
| Selling, general and administrative expenses | | 129.9 | | | 108.2 | | | 257.6 | | | 240.6 | |
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| Other operating expense | | 72.0 | | | 63.9 | | | 70.1 | | | 114.8 | |
| Operating earnings | | 369.2 | | | 1,674.2 | | | 913.8 | | | 2,930.0 | |
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| Interest expense, net | | (36.0) | | | (34.1) | | | (77.1) | | | (73.4) | |
| Foreign currency transaction gain | | 148.5 | | | (227.2) | | | 199.9 | | | 83.5 | |
| Other expense | | (7.1) | | | (35.7) | | | (16.0) | | | (35.5) | |
| Earnings from consolidated companies before income taxes | | 474.6 | | | 1,377.2 | | | 1,020.6 | | | 2,904.6 | |
| Provision for income taxes | | 108.4 | | | 369.3 | | | 226.7 | | | 741.7 | |
| Earnings from consolidated companies | | 366.2 | | | 1,007.9 | | | 793.9 | | | 2,162.9 | |
| Equity in net earnings of nonconsolidated companies | | 12.9 | | | 35.9 | | | 44.2 | | | 66.6 | |
| Net earnings including noncontrolling interests | | 379.1 | | | 1,043.8 | | | 838.1 | | | 2,229.5 | |
| Less: Net earnings attributable to noncontrolling interests | | 10.1 | | | 7.9 | | | 34.3 | | | 11.6 | |
| Net earnings attributable to Mosaic | | $ | 369.0 | | | $ | 1,035.9 | | | $ | 803.8 | | | $ | 2,217.9 | |
| Diluted net earnings per share attributable to Mosaic | | $ | 1.11 | | | $ | 2.85 | | | $ | 2.39 | | | $ | 6.05 | |
| Diluted weighted average number of shares outstanding | | 333.7 | | | 363.1 | | | 336.2 | | | 366.5 | |
Condensed Consolidated Balance Sheets
(in millions, except per share amounts) | | | | | | | | |
| The Mosaic Company | | (unaudited) |
| | | | | | | | | | | | | | |
| | | June 30, 2023 | | December 31, 2022 |
| Assets | | | | |
| Current assets: | | | | |
| Cash and cash equivalents | | $ | 626.1 | | | $ | 735.4 | |
| Receivables, net, including affiliate receivables of $32.6 and $291.5, respectively | | 1,222.2 | | | 1,699.9 | |
| Inventories | | 3,148.7 | | | 3,543.1 | |
| | | | |
| Other current assets | | 714.7 | | | 578.2 | |
| Total current assets | | 5,711.7 | | | 6,556.6 | |
| Property, plant and equipment, net of accumulated depreciation of $9,458.6 and $8,944.9, respectively | | 13,094.6 | | | 12,678.7 | |
| Investments in nonconsolidated companies | | 893.1 | | | 885.9 | |
| Goodwill | | 1,138.6 | | | 1,116.3 | |
| Deferred income taxes | | 793.9 | | | 752.3 | |
| Other assets | | 1,508.3 | | | 1,396.2 | |
| Total assets | | $ | 23,140.2 | | | $ | 23,386.0 | |
| Liabilities and Equity | | | | |
| Current liabilities: | | | | |
| Short-term debt | | $ | 229.0 | | | $ | 224.9 | |
| Current maturities of long-term debt | | 969.6 | | | 985.3 | |
| Structured accounts payable arrangements | | 592.5 | | | 751.2 | |
| Accounts payable, including affiliate payables of $445.8 and $353.2, respectively | | 1,233.0 | | | 1,292.5 | |
| Accrued liabilities | | 1,815.3 | | | 2,279.9 | |
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| | | | |
| Total current liabilities | | 4,839.4 | | | 5,533.8 | |
| Long-term debt, less current maturities | | 2,423.3 | | | 2,411.9 | |
| Deferred income taxes | | 1,031.1 | | | 1,010.1 | |
| Other noncurrent liabilities | | 2,291.0 | | | 2,236.0 | |
| Equity: | | | | |
| Preferred Stock, $0.01 par value, 15,000,000 shares authorized, none issued and outstanding as of June 30, 2023 and December 31, 2022 | | — | | | — | |
| Common Stock, $0.01 par value, 1,000,000,000 shares authorized, 393,818,064 shares issued and 332,234,087 shares outstanding as of June 30, 2023, 391,964,464 shares issued and 339,071,423 shares outstanding as of December 31, 2022 | | 3.3 | | | 3.4 | |
| Capital in excess of par value | | 8.1 | | | — | |
| Retained earnings | | 14,364.8 | | | 14,203.4 | |
| Accumulated other comprehensive loss | | (1,971.2) | | | (2,152.2) | |
| Total Mosaic stockholders' equity | | 12,405.0 | | | 12,054.6 | |
| Noncontrolling interests | | 150.4 | | | 139.6 | |
| Total equity | | 12,555.4 | | | 12,194.2 | |
| Total liabilities and equity | | $ | 23,140.2 | | | $ | 23,386.0 | |
Condensed Consolidated Statements of Cash Flows
(in millions, except per share amounts)
| | | | | | | | |
| | |
| The Mosaic Company | | (unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Three months ended | | Six months ended |
| | June 30, | | June 30, |
| | | 2023 | | 2022 | | 2023 | | 2022 |
| Cash Flows from Operating Activities: | | | | | | | | |
| Net cash provided by operating activities | | $ | 1,072.7 | | | $ | 1,585.1 | | | $ | 1,221.7 | | | $ | 2,091.3 | |
| Cash Flows from Investing Activities: | | | | | | | | |
| Capital expenditures | | (310.3) | | | (262.6) | | | (631.8) | | | (553.1) | |
| Purchases of available-for-sale securities - restricted | | (207.2) | | | (368.1) | | | (811.8) | | | (425.9) | |
| Proceeds from sale of available-for-sale securities - restricted | | 205.6 | | | 363.3 | | | 796.8 | | | 415.2 | |
| Proceeds from sale of business | | — | | | — | | | 158.4 | | | — | |
| Acquisition of business | | — | | | — | | | (41.0) | | | — | |
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| Other | | 0.4 | | | 2.7 | | | (3.5) | | | 1.9 | |
| Net cash used in investing activities | | (311.5) | | | (264.7) | | | (532.9) | | | (561.9) | |
| Cash Flows from Financing Activities: | | | | | | | | |
| Payments of short-term debt | | (2,167.7) | | | (27.6) | | | (5,295.6) | | | (119.3) | |
| Proceeds from issuance of short-term debt | | 1,943.0 | | | 17.6 | | | 5,299.5 | | | 130.3 | |
| Payments of inventory financing arrangement | | (601.4) | | | (698.8) | | | (601.4) | | | (1,250.4) | |
| Proceeds from inventory financing arrangement | | 200.6 | | | 246.0 | | | 601.4 | | | 947.7 | |
| Payments of structured accounts payable arrangements | | (390.7) | | | (308.2) | | | (771.9) | | | (770.7) | |
| Proceeds from structured accounts payable arrangements | | 425.6 | | | 232.8 | | | 595.4 | | | 796.4 | |
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| Collections of transferred receivables | | 569.5 | | | 236.6 | | | 1,177.7 | | | 683.5 | |
| Payments of transferred receivables | | (480.5) | | | (389.0) | | | (1,087.5) | | | (764.6) | |
| Payments of long-term debt | | (14.1) | | | (14.5) | | | (29.1) | | | (28.6) | |
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| Repurchases of stock | | — | | | (577.3) | | | (456.0) | | | (999.4) | |
| Cash dividends paid | | (67.7) | | | (53.9) | | | (220.1) | | | (94.5) | |
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| Other | | (23.2) | | | 5.1 | | | (28.0) | | | 13.4 | |
| Net cash used in financing activities | | (606.6) | | | (1,331.2) | | | (815.6) | | | (1,456.2) | |
| Effect of exchange rate changes on cash | | 9.2 | | | (33.2) | | | 13.5 | | | (2.1) | |
| Net change in cash, cash equivalents and restricted cash | | 163.8 | | | (44.0) | | | (113.3) | | | 71.1 | |
| Cash, cash equivalents and restricted cash - beginning of period | | 477.0 | | | 901.4 | | | 754.1 | | | 786.3 | |
| Cash, cash equivalents and restricted cash - end of period | | $ | 640.8 | | | $ | 857.4 | | | $ | 640.8 | | | $ | 857.4 | |
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| | Three months ended |
| | | | |
| | June 30, 2023 | | June 30, 2022 |
| Reconciliation of cash, cash equivalents and restricted cash reported within the unaudited condensed consolidated balance sheets to the unaudited statements of cash flows: | | | | |
| Cash and cash equivalents | | $ | 626.1 | | | $ | 839.1 | |
| Restricted cash in other current assets | | 9.5 | | | 9.4 | |
| Restricted cash in other assets | | 5.2 | | | 8.9 | |
| Total cash, cash equivalents and restricted cash shown in the unaudited statements of cash flows | | $ | 640.8 | | | $ | 857.4 | |
Reconciliation of Non-GAAP Financial Measures
Earnings Per Share Calculation
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| | | Three months ended June 30, | | Six months ended June 30, |
| | | 2023 | | 2022 | | 2023 | | 2022 |
| Net income attributable to Mosaic | | $ | 369.0 | | | $ | 1,035.9 | | | $ | 803.8 | | | $ | 2,217.9 | |
| Basic weighted average number of shares outstanding | | 332.2 | | | 359.5 | | | 333.8 | | | 362.8 | |
| Dilutive impact of share-based awards | | 1.5 | | | 3.6 | | | 2.4 | | | 3.7 | |
| Diluted weighted average number of shares outstanding | | 333.7 | | | 363.1 | | | 336.2 | | | 366.5 | |
| Basic net income per share attributable to Mosaic | | $ | 1.11 | | | $ | 2.88 | | | $ | 2.41 | | | $ | 6.11 | |
| Diluted net income per share attributable to Mosaic | | $ | 1.11 | | | $ | 2.85 | | | $ | 2.39 | | | $ | 6.05 | |
| Notable items impact on net income per share attributable to Mosaic | | 0.07 | | | (0.79) | | | 0.21 | | | (0.01) | |
| Adjusted diluted net income per share attributable to Mosaic | | $ | 1.04 | | | $ | 3.64 | | | $ | 2.18 | | | $ | 6.06 | |
Free Cash Flow
| | | | | | | | | | | | | | |
| | Three months ended June 30, |
| | | 2023 | | 2022 |
| Net cash provided by operating activities | | $ | 1,073 | | | $ | 1,585 | |
| Capital expenditures | | (310) | | | (263) | |
Working capital financing(a) | | (566) | | | (528) | |
| Free cash flow | | $ | 197 | | | $ | 794 | |
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(a) Includes net proceeds (payments) from inventory financing arrangements, structured accounts payable arrangements and commercial paper borrowings.
Adjusted EBITDA
| | | | | | | | | | | | | | | | | | | | |
Consolidated Earnings (in millions) | | Three months ended June 30, | | | | | | |
| | | 2023 | | 2022 | | | | | | |
| Consolidated net earnings attributable to Mosaic | | $ | 369 | | | $ | 1,036 | | | | | | | |
| Less: Consolidated interest expense, net | | (36) | | | (34) | | | | | | | |
| Plus: Consolidated depreciation, depletion and amortization | | 244 | | | 245 | | | | | | | |
| Plus: Accretion expense | | 23 | | | 20 | | | | | | | |
| Plus: Share-based compensation expense | | 9 | | | (1) | | | | | | | |
| Plus: Consolidated provision for income taxes | | 108 | | | 369 | | | | | | | |
| Less: Equity in net earnings (loss) of nonconsolidated companies, net of dividends | | 13 | | | 36 | | | | | | | |
| Plus: Notable items | | (32) | | | 361 | | | | | | | |
| Adjusted EBITDA | | $ | 744 | | | $ | 2,028 | | | | | | | |
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| | Three months ended |
| | June 30, | | March 31, | | June 30, |
Potash Earnings (in millions) | | 2023 | | 2023 | | 2022 |
| Operating Earnings | | $ | 328 | | | $ | 402 | | | $ | 915 | |
| Plus: Depreciation, Depletion and Amortization | | 74 | | | 70 | | | 81 | |
| Plus: Accretion Expense | | 2 | | | 2 | | | 2 | |
| Plus: Foreign Exchange Gain (Loss) | | 23 | | | 3 | | | (23) | |
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| Plus: Notable Items | | (19) | | | (3) | | | 23 | |
| Adjusted EBITDA | | $ | 408 | | | $ | 474 | | | $ | 998 | |
| | | | | | | | | | | | | | | | | | | | |
| | Three months ended |
| | June 30, | | March 31, | | June 30, |
Phosphates Earnings (in millions) | | 2023 | | 2023 | | 2022 |
| Operating Earnings | | $ | 146 | | | $ | 266 | | | $ | 578 | |
| Plus: Depreciation, Depletion and Amortization | | 129 | | | 116 | | | 133 | |
| Plus: Accretion Expense | | 16 | | | 16 | | | 14 | |
| Plus: Foreign Exchange Gain (Loss) | | (2) | | | (2) | | | — | |
| Plus: Other Income (Expense) | | (1) | | | — | | | (24) | |
| Plus: Dividends received from equity investment | | — | | | 25 | | | — | |
| Less: Earnings (Loss) from Consolidated Noncontrolling Interests | | 12 | | | 25 | | | 9 | |
| Plus: Notable Items | | 109 | | | (14) | | | 66 | |
| Adjusted EBITDA | | $ | 385 | | | $ | 382 | | | $ | 758 | |
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| | Three months ended |
| | June 30, | | March 31, | | June 30, |
Mosaic Fertilizantes (in millions) | | 2023 | | 2023 | | 2022 |
| Operating Earnings (Loss) | | $ | (20) | | | $ | (32) | | | $ | 420 | |
| Plus: Depreciation, Depletion and Amortization | | 38 | | | 32 | | | 27 | |
| Plus: Accretion Expense | | 5 | | | 5 | | | 4 | |
| Plus: Foreign Exchange Gain (Loss) | | 73 | | | 23 | | | (83) | |
| Plus: Other Income (Expense) | | (1) | | | (1) | | | (1) | |
| Less: Earnings (Loss) from Consolidated Noncontrolling Interests | | (2) | | | — | | | (1) | |
| Plus: Notable Items | | (31) | | | (24) | | | 76 | |
| Adjusted EBITDA | | $ | 66 | | | $ | 3 | | | $ | 444 | |
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| | Three months ended |
Potash Gross Margin (per tonne) | | June 30, | | March 31, | | June 30, |
| | 2023 | | 2023 | | 2022 |
| Gross margin / tonne | | $ | 155 | | | $ | 216 | | | $ | 403 | |
| Notable items in gross margin / tonne | | — | | | — | | | — | |
| Adjusted gross margin / tonne | | $ | 155 | | | $ | 216 | | | $ | 403 | |
| | | | | | |
| | Three months ended |
Phosphate Gross Margin (per tonne) | | June 30, | | March 31, | | June 30, |
| | 2023 | | 2023 | | 2022 |
| Gross margin / tonne | | $ | 112 | | | $ | 141 | | | $ | 383 | |
| Notable items in gross margin / tonne | | 17 | | | — | | | — | |
| Adjusted gross margin / tonne | | $ | 129 | | | $ | 141 | | | $ | 383 | |
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| | Three months ended |
Mosaic Fertilizantes Gross Margin (per tonne) | | June 30, | | March 31, | | June 30, |
| | 2023 | | 2023 | | 2022 |
| Gross margin / tonne | | $ | 5 | | | $ | (1) | | | $ | 194 | |
| Notable items in gross margin / tonne | | 6 | | | — | | | — | |
| Adjusted gross margin / tonne | | $ | 11 | | | $ | (1) | | | $ | 194 | |
Exhibit 99.2
The Mosaic Company
Selected Calendar Quarter Financial Information
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q3 2021 | Q4 2021 | Q1 2022 | Q2 2022 | Q3 2022 | Q4 2022 | Q1 2023 | Q2 2023 |
Consolidated data (in millions, except per share) | | | | | | | | |
| Diluted net earnings (loss) per share | $ | 0.97 | | $ | 1.76 | | $ | 3.19 | | $ | 2.85 | | $ | 2.42 | | $ | 1.52 | | $ | 1.28 | | $ | 1.11 | |
Notable items impact on earnings per share(a) | (0.38) | | (0.19) | | 0.78 | | (0.79) | | (0.80) | | (0.22) | | 0.14 | | 0.07 | |
Adjusted diluted net earnings per share(a) | $ | 1.35 | | $ | 1.95 | | $ | 2.41 | | $ | 3.64 | | $ | 3.22 | | $ | 1.74 | | $ | 1.14 | | $ | 1.04 | |
| Diluted weighted average # of shares outstanding | 383.2 | | 377.5 | | 370.1 | | 363.1 | | 347.7 | | 343.8 | | 338.7 | | 333.7 | |
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| Total Net Sales | $ | 3,419 | | $ | 3,841 | | $ | 3,922 | | $ | 5,373 | | $ | 5,348 | | $ | 4,481 | | $ | 3,604 | | $ | 3,395 | |
| Cost of goods sold | 2,554 | | 2,693 | | 2,483 | | 3,526 | | 3,846 | | 3,512 | | 2,934 | | 2,824 | |
| Gross Margin | $ | 865 | | $ | 1,148 | | $ | 1,439 | | $ | 1,847 | | $ | 1,502 | | $ | 969 | | $ | 670 | | $ | 571 | |
| SG&A | 98 | | 123 | | 133 | | 108 | | 124 | | 133 | | 127 | | 130 | |
| Other operating (income) expense | 65 | | 55 | | 50 | | 65 | | 224 | | 136 | | (2) | | 72 | |
| Operating earnings | $ | 702 | | $ | 970 | | $ | 1,256 | | $ | 1,674 | | $ | 1,154 | | $ | 700 | | $ | 545 | | $ | 369 | |
| Interest expense, net | (48) | | (39) | | (40) | | (34) | | (31) | | (34) | | (41) | | (36) | |
| Consolidated foreign currency gain/(loss) | (100) | | (44) | | 311 | | (227) | | (61) | | 75 | | 51 | | 149 | |
| Earnings from consolidated companies before income taxes | 554 | | 886 | | 1,527 | | 1,377 | | 1,061 | | 677 | | 546 | | 474 | |
| Provision for (benefit from) income taxes | 177 | | 245 | | 372 | | 369 | | 277 | | 206 | | 118 | | 108 | |
| Earnings (loss) from consolidated companies | $ | 377 | | $ | 641 | | $ | 1,155 | | $ | 1,008 | | $ | 784 | | $ | 471 | | $ | 428 | | $ | 366 | |
| Equity in net earnings (loss) of nonconsolidated companies | (1) | | 20 | | 31 | | 36 | | 72 | | 57 | | 31 | | 13 | |
| Less: Net earnings (loss) attributable to noncontrolling interests | 4 | | (4) | | 4 | | 8 | | 14 | | 5 | | 24 | | 10 | |
| Net earnings (loss) attributable to Mosaic | $ | 372 | | $ | 665 | | $ | 1,182 | | $ | 1,036 | | $ | 842 | | $ | 523 | | $ | 435 | | $ | 369 | |
| After tax Notable items included in earnings | $ | (145) | | $ | (73) | | $ | 288 | | $ | (286) | | $ | (277) | | $ | (75) | | $ | 46 | | $ | 22 | |
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| Gross Margin Rate | 25 | % | 30 | % | 37 | % | 34 | % | 28 | % | 22 | % | 19 | % | 17 | % |
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| Effective Tax Rate (including discrete tax) | 32 | % | 28 | % | 24 | % | 27 | % | 26 | % | 30 | % | 22 | % | 23 | % |
| Discrete Tax benefit (expense) | $ | (19) | | $ | (26) | | $ | 9 | | $ | (14) | | $ | (12) | | $ | (9) | | $ | 14 | | $ | 10 | |
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| Depreciation, Depletion and Amortization | $ | 186 | | $ | 214 | | $ | 226 | | $ | 245 | | $ | 229 | | $ | 233 | | $ | 220 | | $ | 244 | |
| Accretion Expense | $ | 18 | | $ | 19 | | $ | 20 | | $ | 20 | | $ | 19 | | $ | 22 | | $ | 23 | | $ | 23 | |
| Share-Based Compensation Expense | $ | 5 | | $ | 6 | | $ | 16 | | $ | (1) | | $ | 6 | | $ | 6 | | $ | 12 | | $ | 9 | |
| Notable Items | $ | 163 | | $ | 59 | | $ | (374) | | $ | 361 | | $ | 354 | | $ | 84 | | $ | (66) | | $ | (32) | |
Adjusted EBITDA(b) | $ | 969 | | $ | 1,227 | | $ | 1,451 | | $ | 2,028 | | $ | 1,686 | | $ | 1,051 | | $ | 777 | | $ | 744 | |
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| Net cash provided by (used in) operating activities | $ | 423 | | $ | 431 | | $ | 506 | | $ | 1,585 | | $ | 889 | | $ | 956 | | $ | 149 | | $ | 1,073 | |
| Cash paid for interest (net of amount capitalized) | 18 | | 82 | | 4 | | 80 | | 3 | | 83 | | 8 | | 80 | |
| Cash paid for income taxes (net of refunds) | 54 | | 36 | | 259 | | 233 | | 253 | | 370 | | 226 | | 147 | |
| Net cash used in investing activities | $ | (351) | | $ | (392) | | $ | (297) | | $ | (265) | | $ | (355) | | $ | (343) | | $ | (221) | | $ | (312) | |
| Capital expenditures | (340) | | (363) | | (291) | | (263) | | (354) | | (341) | | (322) | | (310) | |
| Net cash (used in) provided by financing activities | $ | (618) | | $ | (107) | | $ | (125) | | $ | (1,331) | | $ | (650) | | $ | (573) | | $ | (209) | | $ | (607) | |
| Cash dividends paid | (28) | | (28) | | (41) | | (54) | | (51) | | (51) | | (152) | | (68) | |
| Effect of exchange rate changes on cash | $ | (32) | | $ | (5) | | $ | 31 | | $ | (33) | | $ | (20) | | $ | (8) | | $ | 4 | | $ | 9 | |
| Net change in cash and cash equivalents | $ | (579) | | $ | (72) | | $ | 115 | | $ | (44) | | $ | (135) | | $ | 32 | | $ | (277) | | $ | 164 | |
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| Short-term debt | $ | — | | $ | 303 | | $ | 481 | | $ | 17 | | $ | 201 | | $ | 225 | | $ | 855 | | $ | 229 | |
| Long-term debt (including current portion) | 3,995 | | 3,979 | | 3,977 | | 3,960 | | 3,959 | | 3,397 | | 3,389 | | 3,393 | |
| Cash & cash equivalents | 843 | | 770 | | 882 | | 839 | | 703 | | 735 | | 465 | | 626 | |
| Net debt | $ | 3,152 | | $ | 3,512 | | $ | 3,576 | | $ | 3,138 | | $ | 3,457 | | $ | 2,887 | | $ | 3,779 | | $ | 2,996 | |
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Segment Contributions (in millions) | | | | | | | | |
| Phosphate | $ | 1,281 | | $ | 1,466 | | $ | 1,496 | | $ | 1,801 | | $ | 1,577 | | $ | 1,310 | | $ | 1,382 | | $ | 1,286 | |
| Potash | 589 | | 897 | | 1,060 | | 1,580 | | 1,432 | | 1,136 | | 907 | | 849 | |
| Mosaic Fertilizantes | 1,755 | | 1,535 | | 1,488 | | 2,260 | | 2,629 | | 1,910 | | 1,343 | | 1,419 | |
Corporate and Other(c) | (206) | | (57) | | (122) | | (268) | | (290) | | 125 | | (28) | | (159) | |
| Total net sales | $ | 3,419 | | $ | 3,841 | | $ | 3,922 | | $ | 5,373 | | $ | 5,348 | | $ | 4,481 | | $ | 3,604 | | $ | 3,395 | |
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| Phosphate | $ | 326 | | $ | 418 | | $ | 493 | | $ | 578 | | $ | 131 | | $ | 145 | | $ | 266 | | $ | 146 | |
| Potash | 220 | | 443 | | 563 | | 915 | | 793 | | 497 | | 402 | | 328 | |
| Mosaic Fertilizantes | 290 | | 195 | | 187 | | 420 | | 323 | | (20) | | (32) | | (20) | |
Corporate and Other(c) | (134) | | (86) | | 13 | | (239) | | (93) | | 78 | | (91) | | (85) | |
| Consolidated operating earnings | $ | 702 | | $ | 970 | | $ | 1,256 | | $ | 1,674 | | $ | 1,154 | | $ | 700 | | $ | 545 | | $ | 369 | |
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Phosphate(d) | 1,836 | | 1,813 | | 1,661 | | 1,675 | | 1,651 | | 1,571 | | 1,836 | | 1,922 | |
Potash(d) | 1,808 | | 2,072 | | 1,792 | | 2,304 | | 2,142 | | 1,863 | | 1,910 | | 2,163 | |
| Mosaic Fertilizantes | 3,350 | | 2,347 | | 1,822 | | 2,320 | | 2,824 | | 2,472 | | 2,080 | | 2,385 | |
| Corporate and Other | 292 | | 432 | | 370 | | 533 | | 221 | | 466 | | 420 | | 359 | |
Total finished product tonnes sold ('000 tonnes) | 7,286 | | 6,664 | | 5,645 | | 6,832 | | 6,838 | | 6,372 | | 6,246 | | 6,829 | |
Sales of Performance Products ('000 tonnes)(e) | 1,132 | | 1,077 | | 711 | | 741 | | 790 | | 1,265 | | 819 | | 977 | |
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The Mosaic Company - Phosphate Segment
Selected Calendar Quarter Financial Information
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q3 2021 | Q4 2021 | Q1 2022 | Q2 2022 | Q3 2022 | Q4 2022 | Q1 2023 | Q2 2023 |
Net Sales and Gross Margin (in millions, except per tonne) | | | | | | | | |
| Segment income statement | | | | | | | | |
| Net Sales | $ | 1,281 | | $ | 1,466 | | $ | 1,496 | | $ | 1,801 | | $ | 1,577 | | $ | 1,310 | | $ | 1,382 | | $ | 1,286 | |
| Cost of Goods Sold | 917 | | 1,006 | | 968 | | 1,159 | | 1,219 | | 1,078 | | 1,123 | | 1,070 | |
| Gross Margin | $ | 364 | | $ | 460 | | $ | 528 | | $ | 642 | | $ | 358 | | $ | 232 | | $ | 259 | | $ | 216 | |
| Notable Items Included in Gross Margin | (17) | | (9) | | — | | — | | (9) | | (30) | | — | | (31) | |
Adjusted Gross Margin(b) | $ | 381 | | $ | 469 | | $ | 528 | | $ | 642 | | $ | 367 | | $ | 262 | | $ | 259 | | $ | 247 | |
| | | | | | | | |
| SG&A | 7 | | 15 | | 8 | | 10 | | 8 | | 15 | | 10 | | 11 | |
| Other operating (income) expense | 31 | | 27 | | 27 | | 54 | | 219 | | 72 | | (17) | | 59 | |
| | | | | | | | |
| Operating Earnings | $ | 326 | | $ | 418 | | $ | 493 | | $ | 578 | | $ | 131 | | $ | 145 | | $ | 266 | | $ | 146 | |
| Plus: Depreciation, Depletion and Amortization | 106 | | 115 | | 120 | | 133 | | 121 | | 111 | | 116 | | 129 | |
| Plus: Accretion Expense | 13 | | 13 | | 13 | | 14 | | 13 | | 15 | | 16 | | 16 | |
| Plus: Foreign Exchange Gain (Loss) | 6 | | (11) | | (7) | | — | | 3 | | (4) | | (2) | | (2) | |
| Plus: Other Income (Expense) | 1 | | — | | — | | (24) | | 1 | | (9) | | — | | (1) | |
| Plus: Dividends from equity investments | — | | — | | — | | — | | — | | — | | 25 | | — | |
| Less: Earnings (loss) from Consolidated Noncontrolling Interests | 4 | | (3) | | 4 | | 9 | | 14 | | 5 | | 25 | | 12 | |
| Plus: Notables Items | 31 | | 33 | | 17 | | 66 | | 226 | | 95 | | (14) | | 109 | |
Adjusted EBITDA(b) | $ | 479 | | $ | 571 | | $ | 632 | | $ | 758 | | $ | 481 | | $ | 348 | | $ | 382 | | $ | 385 | |
| | | | | | | | |
| Capital expenditures | $ | 161 | | $ | 187 | | $ | 148 | | $ | 157 | | $ | 168 | | $ | 159 | | $ | 142 | | $ | 119 | |
| Gross Margin $ / tonne of finished product | $ | 198 | | $ | 254 | | $ | 318 | | $ | 383 | | $ | 217 | | $ | 148 | | $ | 141 | | $ | 112 | |
| Adjusted Gross Margin $ / tonne of finished product | $ | 208 | | $ | 259 | | $ | 318 | | $ | 383 | | $ | 222 | | $ | 167 | | $ | 141 | | $ | 129 | |
| Gross margin as a percent of sales | 28 | % | 31 | % | 35 | % | 36 | % | 23 | % | 18 | % | 19 | % | 17 | % |
| | | | | | | | |
| Freight included in finished goods (in millions) | $ | 96 | | $ | 103 | | $ | 90 | | $ | 94 | | $ | 98 | | $ | 95 | | $ | 96 | | $ | 102 | |
| Idle/Turnaround costs (excluding notable items) | $ | 33 | | $ | 25 | | $ | 31 | | $ | 79 | | $ | 79 | | $ | 70 | | $ | 42 | | $ | 34 | |
| | | | | | | | |
| Operating Data | | | | | | | | |
Sales volumes ('000 tonnes)(d) | | | | | | | | |
| DAP/MAP | 907 | | 907 | | 917 | | 814 | | 824 | | 844 | | 1,022 | | 928 | |
Performance & other products(f) | 812 | | 813 | | 659 | | 780 | | 750 | | 640 | | 740 | | 919 | |
Other products(i) | 117 | | 93 | | 85 | | 81 | | 77 | | 87 | | 74 | | 75 | |
Total Finished Product(d) | 1,836 | | 1,813 | | 1,661 | | 1,675 | | 1,651 | | 1,571 | | 1,836 | | 1,922 | |
| | | | | | | | |
DAP selling price (fob plant)(q) | $ | 605 | | $ | 676 | | $ | 785 | | $ | 920 | | $ | 809 | | $ | 722 | | $ | 660 | | $ | 585 | |
Average finished product selling price (destination)(g) | $ | 681 | | $ | 758 | | $ | 877 | | $ | 1,048 | | $ | 924 | | $ | 794 | | $ | 717 | | $ | 634 | |
| | | | | | | | |
Production Volumes ('000 tonnes) | | | | | | | | |
Total tonnes produced(h) | 1,738 | | 1,857 | | 1,745 | | 1,636 | | 1,664 | | 1,602 | | 1,836 | | 1,660 | |
| Operating Rate | 70 | % | 75 | % | 70 | % | 66 | % | 67 | % | 65 | % | 74 | % | 67 | % |
| | | | | | | | |
| Raw Materials | | | | | | | | |
| Ammonia used in production | $ | 255 | | $ | 287 | | $ | 258 | | $ | 236 | | $ | 236 | | $ | 243 | | $ | 274 | | $ | 240 | |
| % manufactured ammonia used in production | 20 | % | 20 | % | 34 | % | 22 | % | 5 | % | 42 | % | 29 | % | 44 | % |
| Sulfur used in production | $ | 792 | | $ | 848 | | $ | 818 | | $ | 764 | | $ | 781 | | $ | 745 | | $ | 840 | | $ | 771 | |
| % prilled sulfur used in production | 21 | % | 17 | % | 11 | % | 5 | % | — | % | 3 | % | 7 | % | 11 | % |
| | | | | | | | |
Realized costs ($/tonne) | | | | | | | | |
Ammonia (tonne)(j) | $ | 424 | | $ | 463 | | $ | 532 | | $ | 591 | | $ | 665 | | $ | 653 | | $ | 605 | | $ | 441 | |
Sulfur (long ton)(k) | $ | 214 | | $ | 229 | | $ | 281 | | $ | 385 | | $ | 436 | | $ | 348 | | $ | 236 | | $ | 195 | |
| Blended rock | $ | 59 | | $ | 64 | | $ | 61 | | $ | 64 | | $ | 68 | | $ | 78 | | $ | 77 | | $ | 79 | |
| | | | | | | | |
Phosphate cash conversion costs, production / tonne(r) | $ | 68 | | $ | 71 | | $ | 76 | | $ | 86 | | $ | 85 | | $ | 96 | | $ | 96 | | $ | 105 | |
Cash costs of U.S. mined rock/production tonne(s) | $ | 41 | | $ | 44 | | $ | 50 | | $ | 46 | | $ | 41 | | $ | 48 | | $ | 58 | | $ | 56 | |
| | | | | | | | |
| ARO cash spending (in millions) | $ | 26 | | $ | 26 | | $ | 33 | | $ | 28 | | $ | 33 | | $ | 43 | | $ | 41 | | $ | 41 | |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| MWSPC equity earnings (loss) | $ | (1) | | $ | 20 | | $ | 31 | | $ | 34 | | $ | 72 | | $ | 58 | | $ | 31 | | $ | 10 | |
| MWSPC total sales tonnes (DAP/MAP/NPK) | 486 | | 653 | | 592 | | 413 | | 599 | | 684 | | 762 | | 649 | |
| | | | | | | | |
| Miski Mayo external sales revenue | $ | 21 | | $ | 18 | | $ | 26 | | $ | 21 | | $ | 33 | | $ | 38 | | $ | 41 | | $ | 47 | |
| | | | | | | | |
The Mosaic Company - Potash Segment
Selected Calendar Quarter Financial Information
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q3 2021 | Q4 2021 | Q1 2022 | Q2 2022 | Q3 2022 | Q4 2022 | Q1 2023 | Q2 2023 |
Net Sales and Gross Margin (in millions, except per tonne) | | | | | | | | |
| Segment income statement | | | | | | | | |
| Net Sales | $ | 589 | | $ | 897 | | $ | 1,060 | | $ | 1,580 | | $ | 1,432 | | $ | 1,136 | | $ | 907 | | $ | 849 | |
| Cost of Goods Sold | 353 | | 433 | | 481 | | 652 | | 633 | | 598 | | 494 | | 513 | |
| Gross Margin | $ | 236 | | $ | 464 | | $ | 579 | | $ | 928 | | $ | 799 | | $ | 538 | | $ | 413 | | $ | 336 | |
| Notable Items Included in Gross Margin | — | | — | | — | | — | | — | | — | | — | | — | |
Adjusted Gross Margin(b) | $ | 236 | | $ | 464 | | $ | 579 | | $ | 928 | | $ | 799 | | $ | 538 | | $ | 413 | | $ | 336 | |
| | | | | | | | |
| SG&A | 8 | | 11 | | 7 | | 8 | | 6 | | 9 | | 8 | | 7 | |
| Other operating (income) expense | 8 | | 10 | | 9 | | 5 | | — | | 32 | | 3 | | 1 | |
| | | | | | | | |
| Operating Earnings | $ | 220 | | $ | 443 | | $ | 563 | | $ | 915 | | $ | 793 | | $ | 497 | | $ | 402 | | $ | 328 | |
| Plus: Depreciation, Depletion and Amortization | 50 | | 68 | | 77 | | 81 | | 76 | | 73 | | 70 | | 74 | |
| Plus: Accretion Expense | 2 | | 2 | | 2 | | 2 | | 2 | | 2 | | 2 | | 2 | |
| Plus: Foreign Exchange Gain (Loss) | (38) | | 3 | | 17 | | (23) | | (19) | | 6 | | 3 | | 23 | |
| Plus: Other Income (Expense) | — | | — | | — | | — | | — | | — | | — | | — | |
| Plus: Notable Items | 38 | | 1 | | (8) | | 23 | | 19 | | 19 | | (3) | | (19) | |
Adjusted EBITDA(b) | $ | 272 | | $ | 517 | | $ | 651 | | $ | 998 | | $ | 871 | | $ | 597 | | $ | 474 | | $ | 408 | |
| | | | | | | | |
| Capital expenditures | $ | 123 | | $ | 92 | | $ | 65 | | $ | 67 | | $ | 78 | | $ | 72 | | $ | 93 | | $ | 74 | |
| Gross Margin $ / tonne of finished product | $ | 131 | | $ | 224 | | $ | 323 | | $ | 403 | | $ | 373 | | $ | 289 | | $ | 216 | | $ | 155 | |
| Adjusted Gross Margin $ / tonne of finished product | $ | 131 | | $ | 224 | | $ | 323 | | $ | 403 | | $ | 373 | | $ | 289 | | $ | 216 | | $ | 155 | |
| Gross margin as a percent of sales | 40 | % | 52 | % | 55 | % | 59 | % | 56 | % | 47 | % | 46 | % | 40 | % |
| | | | | | | | |
| Supplemental Cost Information | | | | | | | | |
| Canadian resource taxes | $ | 57 | | $ | 113 | | $ | 157 | | $ | 274 | | $ | 258 | | $ | 238 | | $ | 121 | | $ | 95 | |
| Royalties | $ | 8 | | $ | 15 | | $ | 27 | | $ | 32 | | $ | 31 | | $ | 24 | | $ | 19 | | $ | 13 | |
Freight(l) | $ | 60 | | $ | 65 | | $ | 70 | | $ | 76 | | $ | 55 | | $ | 66 | | $ | 80 | | $ | 94 | |
| Idle/Turnaround costs (excluding notable items) | $ | 36 | | $ | 11 | | $ | 15 | | $ | 9 | | $ | 13 | | $ | 24 | | $ | 22 | | $ | 35 | |
| | | | | | | | |
| Operating Data | | | | | | | | |
Sales volumes ('000 tonnes)(d) | | | | | | | | |
| MOP | 1,547 | | 1,870 | | 1,532 | | 2,045 | | 1,952 | | 1,707 | | 1,696 | | 1,883 | |
Performance & other products(m) | 202 | | 187 | | 243 | | 245 | | 178 | | 143 | | 201 | | 270 | |
Other products(i) | 59 | | 15 | | 17 | | 14 | | 12 | | 13 | | 13 | | 10 | |
Total Finished Product(d) | 1,808 | | 2,072 | | 1,792 | | 2,304 | | 2,142 | | 1,863 | | 1,910 | | 2,163 | |
| | | | | | | | |
| Crop Nutrients North America | 642 | | 610 | | 618 | | 727 | | 439 | | 594 | | 739 | | 881 | |
| Crop Nutrients International | 1,067 | | 1,301 | | 1,020 | | 1,415 | | 1,574 | | 1,145 | | 1,053 | | 1,144 | |
| Non-Agricultural | 99 | | 161 | | 154 | | 162 | | 129 | | 125 | | 118 | | 138 | |
Total Finished Product(d) | 1,808 | | 2,072 | | 1,792 | | 2,304 | | 2,142 | | 1,863 | | 1,910 | | 2,163 | |
| | | | | | | | |
MOP selling price (fob mine)(o) | $ | 290 | | $ | 414 | | $ | 582 | | $ | 678 | | $ | 666 | | $ | 581 | | $ | 421 | | $ | 326 | |
Average finished product selling price (destination)(g) | $ | 326 | | $ | 433 | | $ | 591 | | $ | 686 | | $ | 669 | | $ | 610 | | $ | 475 | | $ | 392 | |
| | | | | | | | |
Production Volumes ('000 tonnes) | | | | | | | | |
| Production Volume | 1,580 | | 2,208 | | 2,200 | | 2,436 | | 2,266 | | 2,151 | | 1,944 | | 1,921 | |
| Operating Rate | 65 | % | 81 | % | 80 | % | 87 | % | 81 | % | 77 | % | 69 | % | 69 | % |
| | | | | | | | |
MOP cash costs of production including brine / production tonne(n) | $ | 72 | | $ | 71 | | $ | 81 | | $ | 78 | | $ | 78 | | $ | 76 | | $ | 81 | | $ | 74 | |
| ARO cash spending (in millions) | $ | 7 | | $ | 15 | | $ | 18 | | $ | 13 | | $ | 11 | | $ | 5 | | $ | 3 | | $ | 3 | |
| | | | | | | | |
| Average CAD / USD | $ | 1.259 | | $ | 1.261 | | $ | 1.267 | | $ | 1.276 | | $ | 1.304 | | $ | 1.358 | | $ | 1.352 | | $ | 1.343 | |
The Mosaic Company - Mosaic Fertilizantes Segment
Selected Calendar Quarter Financial Information
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q3 2021 | Q4 2021 | Q1 2022 | Q2 2022 | Q3 2022 | Q4 2022 | Q1 2023 | Q2 2023 |
Net Sales and Gross Margin (in millions, except per tonne) | | | | | | | | |
| Segment income statement | | | | | | | | |
| Net Sales | $ | 1,755 | | $ | 1,535 | | $ | 1,488 | | $ | 2,260 | | $ | 2,629 | | $ | 1,910 | | $ | 1,343 | | $ | 1,419 | |
| Cost of Goods Sold | 1,423 | | 1,313 | | 1,269 | | 1,810 | | 2,281 | | 1,882 | | 1,344 | | 1,406 | |
| Gross Margin | $ | 332 | | $ | 222 | | $ | 219 | | $ | 450 | | $ | 348 | | $ | 28 | | $ | (1) | | $ | 13 | |
| Notable Items Included in Gross Margin | 3 | | 23 | | (18) | | — | | 14 | | (1) | | — | | (13) | |
Adjusted Gross Margin(b) | $ | 329 | | $ | 199 | | $ | 237 | | $ | 450 | | $ | 334 | | $ | 29 | | $ | (1) | | $ | 26 | |
| | | | | | | | |
| SG&A | 20 | | 24 | | 21 | | 27 | | 25 | | 29 | | 26 | | 29 | |
| Other operating (income) expense | 22 | | 3 | | 11 | | 3 | | — | | 19 | | 5 | | 4 | |
| | | | | | | | |
| Operating Earnings | $ | 290 | | $ | 195 | | $ | 187 | | $ | 420 | | $ | 323 | | $ | (20) | | $ | (32) | | $ | (20) | |
| Plus: Depreciation, Depletion and Amortization | 26 | | 28 | | 25 | | 27 | | 28 | | 45 | | 32 | | 38 | |
| Plus: Accretion Expense | 3 | | 4 | | 4 | | 4 | | 4 | | 5 | | 5 | | 5 | |
| Plus: Foreign Exchange Gain (Loss) | (40) | | (31) | | 119 | | (83) | | (66) | | 38 | | 23 | | 73 | |
| Plus: Other Income (Expense) | (2) | | (1) | | (1) | | (1) | | (1) | | (1) | | (1) | | (1) | |
| Less: Earnings from Consolidated Noncontrolling Interests | — | | — | | — | | (1) | | — | | — | | — | | (2) | |
| Plus: Notable Items | 40 | | 2 | | (101) | | 76 | | 55 | | (38) | | (24) | | (31) | |
Adjusted EBITDA(b) | $ | 317 | | $ | 197 | | $ | 233 | | $ | 444 | | $ | 343 | | $ | 29 | | $ | 3 | | $ | 66 | |
| | | | | | | | |
| Capital expenditures | $ | 52 | | $ | 81 | | $ | 75 | | $ | 39 | | $ | 92 | | $ | 100 | | $ | 87 | | $ | 63 | |
| Gross Margin $ / tonne of finished product | $ | 99 | | $ | 95 | | $ | 120 | | $ | 194 | | $ | 123 | | $ | 11 | | $ | (1) | | $ | 5 | |
| Adjusted Gross Margin $ / tonne of finished product | $ | 98 | | $ | 85 | | $ | 130 | | $ | 194 | | $ | 118 | | $ | 12 | | $ | (1) | | $ | 11 | |
| Gross margin as a percent of sales | 19 | % | 14 | % | 15 | % | 20 | % | 13 | % | 1 | % | — | % | 1 | % |
| Idle/Turnaround costs (excluding notable items) | $ | 16 | | $ | 25 | | $ | 9 | | $ | 30 | | $ | 44 | | $ | 29 | | $ | 11 | | 30 | |
| | | | | | | | |
| Operating Data | | | | | | | | |
Sales volumes ('000 tonnes) | | | | | | | | |
| Phosphate produced in Brazil | 722 | | 599 | | 737 | | 638 | | 488 | | 505 | | 510 | | 611 | |
| Potash produced in Brazil | 56 | | 59 | | 46 | | 46 | | 33 | | 40 | | 44 | | 44 | |
Purchased nutrients for distribution(p) | 2,572 | | 1,689 | | 1,039 | | 1,636 | | 2,303 | | 1,927 | | 1,526 | | 1,730 | |
| Total Finished Product | 3,350 | | 2,347 | | 1,822 | | 2,320 | | 2,824 | | 2,472 | | 2,080 | | 2,385 | |
| | | | | | | | |
Sales of Performance Products ('000 tonnes)(e) | 584 | | 375 | | 155 | | 290 | | 574 | | 473 | | 211 | | 283 | |
| | | | | | | | |
| Brazil MAP price (Brazil production delivered price to third party) | $ | 622 | | $ | 765 | | $ | 882 | | $ | 1,021 | | $ | 866 | | $ | 663 | | $ | 669 | | $ | 653 | |
Average finished product selling price (destination)(g) | $ | 524 | | $ | 654 | | $ | 817 | | $ | 974 | | $ | 931 | | $ | 773 | | $ | 646 | | $ | 595 | |
| | | | | | | | |
Production Volumes ('000 tonnes) | | | | | | | | |
| MAP | 210 | | 233 | | 261 | | 266 | | 174 | | 261 | | 235 | | 219 | |
| TSP | 130 | | 102 | | 131 | | 129 | | 85 | | 82 | | 106 | | 88 | |
| SSP | 350 | | 349 | | 312 | | 275 | | 343 | | 332 | | 283 | | 240 | |
| DCP | 130 | | 124 | | 127 | | 85 | | 114 | | 126 | | 108 | | 133 | |
| NPK | 65 | | 55 | | 64 | | 55 | | 25 | | 49 | | 45 | | 56 | |
| Total phosphate tonnes produced | 885 | | 863 | | 895 | | 810 | | 741 | | 851 | | 777 | | 736 | |
| MOP | 97 | | 97 | | 94 | | 38 | | 69 | | 100 | | 82 | | 61 | |
| | | | | | | | |
| Phosphate operating rate | 91 | % | 89 | % | 92 | % | 83 | % | 76 | % | 87 | % | 78 | % | 74 | % |
| Potash operating rate | 75 | % | 74 | % | 72 | % | 29 | % | 55 | % | 80 | % | 65 | % | 49 | % |
| | | | | | | | |
| Realized Costs ($/tonne) | | | | | | | | |
| Ammonia/tonne | $ | 640 | | $ | 775 | | $ | 1,145 | | $ | 1,396 | | $ | 1,267 | | $ | 1,354 | | $ | 1,150 | | $ | 912 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Sulfur (long ton) | $ | 222 | | $ | 251 | | $ | 337 | | $ | 384 | | $ | 432 | | $ | 402 | | $ | 278 | | $ | 258 | |
| Blended rock | $ | 81 | | $ | 83 | | $ | 105 | | $ | 102 | | $ | 106 | | $ | 106 | | $ | 124 | | $ | 128 | |
| | | | | | | | |
Purchases ('000 tonnes) | | | | | | | | |
| DAP/MAP from Mosaic | 62 | | 89 | | 102 | | 102 | | 30 | | 38 | | 146 | | 117 | |
| MicroEssentials® from Mosaic | 344 | | 243 | | 248 | | 448 | | 370 | | 205 | | 277 | | 427 | |
| Potash from Mosaic/Canpotex | 1,023 | | 550 | | 398 | | 663 | | 798 | | 417 | | 235 | | 756 | |
| | | | | | | | |
Phosphate cash conversion costs in BRL, production / tonne(r) | R$347 | R$388 | R$403 | R$506 | R$533 | R$483 | R$538 | R$540 |
| Potash cash conversion costs in BRL, production / tonne | R$986 | R$1,059 | R$1,296 | R$2,285 | R$1,591 | R$1,176 | R$1,455 | R$1,701 |
| Mined rock costs in BRL, cash produced / tonne | R$430 | R$456 | R$557 | R$500 | R$525 | R$632 | R$606 | R$533 |
| ARO cash spending (in millions) | $ | 5 | | $ | 5 | | $ | 2 | | $ | 4 | | $ | 5 | | $ | 11 | | $ | 3 | | $ | 4 | |
| | | | | | | | |
| Average BRL / USD | $ | 5.225 | | $ | 5.579 | | $ | 5.235 | | $ | 4.917 | | $ | 5.244 | | $ | 5.255 | | $ | 5.196 | | $ | 4.954 | |
The Mosaic Company - Corporate and Other Segment
Selected Calendar Quarter Financial Information
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q3 2021 | Q4 2021 | Q1 2022 | Q2 2022 | Q3 2022 | Q4 2022 | Q1 2023 | Q2 2023 |
Net Sales and Gross Margin (in millions) | | | | | | | | |
| Segment income statement | | | | | | | | |
| Net Sales | $ | (206) | | $ | (57) | | $ | (122) | | $ | (268) | | $ | (290) | | $ | 125 | | $ | (28) | | $ | (159) | |
| Cost of Goods Sold | (139) | | (59) | | (235) | | (95) | | (287) | | (46) | | (27) | | (165) | |
| Gross Margin (Loss) | $ | (67) | | $ | 2 | | $ | 113 | | $ | (173) | | $ | (3) | | $ | 171 | | $ | (1) | | $ | 6 | |
| Notable items Included in Gross Margin | (26) | | (18) | | 100 | | (62) | | (76) | | 14 | | (1) | | 34 | |
Adjusted Gross Margin (Loss)(b) | $ | (41) | | $ | 20 | | $ | 13 | | $ | (111) | | $ | 73 | | $ | 157 | | $ | — | | $ | (28) | |
| | | | | | | | |
| SG&A | 63 | | 73 | | 97 | | 63 | | 85 | | 80 | | 83 | | 83 | |
| Other operating (income) expense | 4 | | 15 | | 3 | | 3 | | 5 | | 13 | | 7 | | 8 | |
| | | | | | | | |
| Operating Earnings (Loss) | $ | (134) | | $ | (86) | | $ | 13 | | $ | (239) | | $ | (93) | | $ | 78 | | $ | (91) | | $ | (85) | |
| Plus: Depreciation, Depletion and Amortization | 4 | | 3 | | 4 | | 4 | | 4 | | 4 | | 2 | | 3 | |
| Plus: Share-Based Compensation Expense | 5 | | 6 | | 16 | | (1) | | 6 | | 6 | | 12 | | 9 | |
| Plus: Foreign Exchange Gain (Loss) | (28) | | (4) | | 182 | | (121) | | 21 | | 34 | | 27 | | 54 | |
| Plus: Other Income (Expense) | — | | — | | 2 | | (11) | | (1) | | (53) | | (7) | | (5) | |
| Less: Earnings (Loss) from Consolidated Noncontrolling Interests | — | | — | | — | | — | | — | | — | | — | | — | |
| Plus: Notable Items | 54 | | 23 | | (282) | | 196 | | 54 | | 8 | | (25) | | (91) | |
Adjusted EBITDA(b) | $ | (99) | | $ | (58) | | $ | (65) | | $ | (172) | | $ | (9) | | $ | 77 | | $ | (82) | | $ | (115) | |
| | | | | | | | |
| Elimination of profit in inventory included in COGS | $ | (60) | | $ | (29) | | $ | (76) | | $ | (180) | | $ | 104 | | $ | 171 | | $ | 20 | | $ | 35 | |
| Unrealized gain (loss) on derivatives included in COGS | $ | (26) | | $ | (17) | | $ | 100 | | $ | (59) | | $ | (76) | | $ | 14 | | $ | (1) | | $ | 34 | |
| | | | | | | | |
| Operating Data | | | | | | | | |
Sales volumes ('000 tonnes) | 292 | | 432 | | 370 | | 533 | | 221 | | 466 | | 420 | | 359 | |
| Sales of Performance Products ('000 tonnes) | 13 | | 12 | | 1 | | 14 | | 9 | | 6 | | — | | — | |
| | | | | | | | |
Average finished product selling price (destination)(g) | $ | 466 | | $ | 539 | | $ | 597 | | $ | 732 | | $ | 720 | | $ | 692 | | $ | 636 | | $ | 478 | |
| | | | | | | | |
Purchases ('000 tonnes) | | | | | | | | |
| DAP/MAP from Mosaic | — | | — | | — | | — | | 6 | | 47 | | — | | 31 | |
| MicroEssentials® from Mosaic | 1 | | 4 | | 15 | | — | | 15 | | 1 | | 16 | | 3 | |
| Potash from Mosaic/Canpotex | 218 | | 304 | | 220 | | 471 | | 332 | | 337 | | 296 | | 126 | |
The Mosaic Company
Selected Calendar Quarter Financial Information
(Unaudited)
Notable Items
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q2 2023 |
| Description | Segment | Line Item | | Amount
(in millions) | | Tax Effect(t) (in millions) | | EPS Impact
(per basic share) |
| | | | | | | | |
| Unrealized foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | 114 | | | $ | (28) | | | $ | 0.26 | |
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | 34 | | | (9) | | | 0.08 | |
| Closed and indefinitely idled facility costs | Phosphate | Other operating income (expense) | | (12) | | | 3 | | | (0.03) | |
| FX functional currency | Mosaic Fertilizantes | Cost of goods sold | | (13) | | | 3 | | | (0.03) | |
| Realized gain (loss) on RCRA Trust Securities | Phosphate | Other non-operating income (expense) | | 2 | | | — | | | — | |
| ARO Adjustment | Phosphate | Other operating income (expense) | | (28) | | | 7 | | | (0.06) | |
| Environmental reserve | Phosphate | Other operating income (expense) | | (37) | | | 9 | | | (0.08) | |
| Land reclamation | Phosphate | Cost of goods sold | | (31) | | | 8 | | | (0.07) | |
| Total Notable Items | | | | $ | 29 | | | $ | (7) | | | $ | 0.07 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q1 2023 |
| Description | Segment | Line Item | | Amount
(in millions) | | Tax Effect(t) (in millions) | | EPS Impact
(per basic share) |
| | | | | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | 51 | | | $ | (12) | | | $ | 0.11 | |
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | (1) | | | — | | | — | |
| Closed and indefinitely idled facility costs | Phosphate | Other operating income (expense) | | (12) | | | 3 | | | (0.03) | |
| Gain on sale of Streamsong Resort | Phosphate | Other operating income (expense) | | 57 | | | (14) | | | 0.13 | |
| | | | | | | | |
| Realized gain (loss) on RCRA Trust Securities | Phosphate | Other non-operating income (expense) | | (8) | | | 2 | | | (0.02) | |
| ARO Adjustment | Phosphate | Other operating income (expense) | | (20) | | | 5 | | | (0.04) | |
| Environmental reserve | Phosphate | Other operating income (expense) | | (6) | | | 1 | | | (0.01) | |
| Total Notable Items | | | | $ | 61 | | | $ | (15) | | | $ | 0.14 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q4 2022 |
| Description | Segment | Line Item | | Amount
(in millions) | | Tax Effect(t) (in millions) | | EPS Impact
(per basic share) |
| | | | | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | 75 | | | $ | (18) | | | $ | 0.16 | |
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | 14 | | | (4) | | | 0.03 | |
| Closed and indefinitely idled facility costs | Phosphate | Other operating income (expense) | | (11) | | | 3 | | | (0.03) | |
| FX functional currency | Mosaic Fertilizantes | Cost of goods sold | | (1) | | | — | | | — | |
| Fixed asset write-off | Phosphate | Other operating income (expense) | | (6) | | | 2 | | | (0.01) | |
| ARO Adjustment | Potash | Other operating income (expense) | | 3 | | | (1) | | | 0.01 | |
| Discrete tax items | Consolidated | (Provision for) benefit from income taxes | | — | | | (9) | | | (0.03) | |
| Realized gain (loss) on RCRA Trust Securities | Phosphates | Other non-operating income (expense) | | (20) | | | 5 | | | (0.04) | |
| Environmental reserve | Phosphates | Other operating income (expense) | | (44) | | | 11 | | | (0.09) | |
| Hurricane Ian idle costs | Phosphates | Cost of goods sold | | (30) | | | 8 | | | (0.07) | |
| Insurance proceeds | Phosphates | Other operating income (expense) | | 5 | | | (1) | | | 0.01 | |
| Pension plan termination settlement | Consolidated | Other non-operating income (expense) | | (42) | | | 10 | | | (0.09) | |
| Environmental reserve | Potash | Other operating income (expense) | | (28) | | | 7 | | | (0.06) | |
| Lease termination and severance | Corporate and Other | Other operating income (expense) | | (4) | | | 1 | | | (0.01) | |
| Total Notable Items | | | | $ | (89) | | | $ | 14 | | | $ | (0.22) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q3 2022 |
| Description | Segment | Line Item | | Amount
(in millions) | | Tax Effect(t) (in millions) | | EPS Impact
(per basic share) |
| | | | | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | (61) | | | $ | 16 | | | $ | (0.13) | |
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | (76) | | | 20 | | | (0.16) | |
| Closed and indefinitely idled facility costs | Phosphate | Other operating income (expense) | | (12) | | | 4 | | | (0.02) | |
| FX functional currency | Mosaic Fertilizantes | Cost of goods sold | | 14 | | | (4) | | | 0.03 | |
| Discrete tax items | Consolidated | (Provision for) benefit from income taxes | | — | | | (12) | | | (0.04) | |
| ARO Adjustment | Phosphates | Other operating income (expense) | | (143) | | | 36 | | | (0.31) | |
| Environmental reserve | Phosphates | Other operating income (expense) | | (71) | | | 18 | | | (0.15) | |
| Hurricane Ian idle costs | Phosphates | Cost of goods sold | | (9) | | | 2 | | | (0.02) | |
| Insurance proceeds | Phosphates | Other operating income (expense) | | 4 | | | (1) | | | 0.01 | |
| ARO Adjustment | Mosaic Fertilizantes | Other operating income (expense) | | (3) | | | 1 | | | (0.01) | |
| Total Notable Items | | | | $ | (357) | | | $ | 80 | | | $ | (0.80) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q2 2022 |
| Description | Segment | Line Item | | Amount
(in millions) | | Tax Effect(t) (in millions) | | EPS Impact
(per basic share) |
| | | | | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | (227) | | | $ | 57 | | | $ | (0.47) | |
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | (59) | | | 15 | | | (0.12) | |
| Closed and indefinitely idled facility costs | Phosphate | Other operating income (expense) | | (9) | | | 3 | | | (0.03) | |
| Discrete tax items | Consolidated | (Provision for) benefit from income taxes | | — | | | (14) | | | (0.04) | |
| Realized gain (loss) on RCRA Trust Securities | Phosphates | Other non-operating income (expense) | | (26) | | | 7 | | | (0.05) | |
| Gain on sale of plant | Mosaic Fertilizantes | Other operating income (expense) | | 7 | | | (2) | | | 0.02 | |
| ARO Adjustment | Phosphates | Other operating income (expense) | | (5) | | | 1 | | | (0.01) | |
| Environmental reserve | Phosphates | Other operating income (expense) | | (30) | | | 7 | | | (0.06) | |
| Write down of investment | Corporate and Other | Other non-operating income (expense) | | (12) | | | 3 | | | (0.02) | |
| Inventory lower of cost or market | Corporate and Other | Cost of goods sold | | (3) | | | 1 | | | (0.01) | |
| Total Notable Items | | | | $ | (364) | | | $ | 78 | | | $ | (0.79) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q1 2022 |
| Description | Segment | Line Item | | Amount
(in millions) | | Tax Effect(t) (in millions) | | EPS Impact
(per basic share) |
| | | | | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | 311 | | | $ | (78) | | | $ | 0.62 | |
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | 100 | | | (25) | | | 0.21 | |
| Closed and indefinitely idled facility costs | Phosphate | Other operating income (expense) | | (9) | | | 3 | | | (0.02) | |
| FX functional currency | Mosaic Fertilizantes | Cost of goods sold | | (18) | | | 5 | | | (0.03) | |
| Fixed asset write-off | Phosphate | Other operating income (expense) | | (4) | | | 1 | | | (0.01) | |
| ARO Adjustment | Potash | Other operating income (expense) | | (9) | | | 2 | | | (0.02) | |
| Discrete tax items | Consolidated | (Provision for) benefit from income taxes | | — | | | 9 | | | 0.03 | |
| Total Notable Items | | | | $ | 371 | | | $ | (83) | | | $ | 0.78 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q4 2021 |
| Description | Segment | Line Item | | Amount
(in millions) | | Tax Effect(t) (in millions) | | EPS Impact
(per basic share) |
| | | | | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | (44) | | | $ | 11 | | | $ | (0.09) | |
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | (18) | | | 5 | | | (0.03) | |
| Closed and indefinitely idled facility costs | Phosphates | Other operating income (expense) | | (9) | | | 3 | | | (0.02) | |
| Pre-acquisition reserve adjustment | Mosaic Fertilizantes | Other operating income (expense) | | 5 | | | (2) | | | 0.01 | |
| Realized gain on RCRA Trust Securities | Phosphates | Other non-operating income (expense) | | (2) | | | 1 | | | — | |
| Discrete tax items | Consolidated | (Provision for) benefit from income taxes | | — | | | (26) | | | (0.06) | |
| ARO Adjustment | Phosphates | Other operating income (expense) | | (5) | | | 1 | | | (0.01) | |
| FX functional currency | Mosaic Fertilizantes | Cost of goods sold | | 23 | | | (6) | | | 0.04 | |
| Hurricane Ida recovery | Phosphates | Cost of goods sold/Other income (expense) | | (9) | | | 2 | | | (0.02) | |
| ARO Adjustment | Potash | Other operating income (expense) | | (4) | | | 1 | | | (0.01) | |
| Total Notable Items | | | | $ | (63) | | | $ | (10) | | | $ | (0.19) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q3 2021 |
| Description | Segment | Line Item | | Amount
(in millions) | | Tax Effect(t) (in millions) | | EPS Impact
(per basic share) |
| | | | | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | (100) | | | $ | 25 | | | $ | (0.19) | |
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | (26) | | | 6 | | | (0.05) | |
| Closed and indefinitely idled facility costs | Phosphate | Other operating income (expense) | | (11) | | | 3 | | | (0.03) | |
| Pre-acquisition reserve adjustment | Mosaic Fertilizantes | Other operating income (expense) | | (3) | | | 1 | | | (0.01) | |
| Discrete tax items | Consolidated | (Provision for) benefit from income taxes | | — | | | (19) | | | (0.05) | |
| ARO Adjustment | Phosphate | Other operating income (expense) | | (13) | | | 3 | | | (0.03) | |
| FX functional currency | Mosaic Fertilizantes | Cost of goods sold | | 3 | | | (1) | | | 0.01 | |
| Hurricane Ida recovery | Phosphate | Cost of goods sold/Other income (expense) | | (18) | | | 5 | | | (0.03) | |
| Total Notable Items | | | | $ | (168) | | | $ | 23 | | | $ | (0.38) | |
Footnotes
(a)Notable items impact on Earnings Per Share is calculated as notable item amount plus income tax effect, based on expected annual effective tax rate, divided by diluted weighted average shares. Adjusted Diluted Net Earnings per Share is defined as diluted net earnings (loss) per share excluding the impact of notable items. See "Non-GAAP Reconciliations".
(b)See definitions of Adjusted EBITDA and Adjusted Gross Margin under “Non-GAAP Reconciliations”.
(c)Includes elimination of intersegment sales.
(d)Finished product sales volumes include intersegment sales.
(e)Includes MicroEssentials, K-Mag, Aspire and Sus-Terra sales tonnes.
(f)Includes MicroEssentials performance products.
(g)Average price of all finished products sold by Potash, Phosphate, Mosaic Fertilizantes and India/China.
(h)Includes crop nutrient dry concentrates and animal feed ingredients.
(i)Includes finished goods sales of feed and other products.
(j)Amounts are representative of our average ammonia costs in cost of goods sold.
(k)Amounts are representative of our average sulfur costs in cost of goods sold.
(l)Includes inbound freight, outbound freight and warehousing costs on K-Mag, animal feed and domestic MOP sales.
(m)Includes K-Mag, and Aspire finished performance products.
(n)MOP cash costs of production are reflective of actual costs during the period excluding brine management costs, depreciation, depletion, accretion, carbon-based and Canadian resource tax, idle and turnaround costs. Total Production costs for MOP production excludes K-Mag costs, Aspire raw material costs and incremental Aspire operating costs.
(o)Excludes industrial and feed sales. Price has been calculated using the average monthly foreign exchange rate.
(p)Includes sales volumes of phosphate and potash nutrients purchased from other Mosaic segments and Canpotex.
(q)Includes intersegment sales.
(r)Total production costs less depreciation, ARO costs including accretion and idle and turnaround costs divided by metric tonnes of finished phosphate production in the period.
(s)Total production cost less depreciation/depletion, ARO costs including accretion and idle and turnaround costs divided by metric tonnes of rock produced in the period.
(t)Tax impact is based on our expected annual effective rate.
The Mosaic Company
Selected Calendar Quarter Financial Information
(Unaudited)
Non-GAAP Financial Measures
In addition to financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), Mosaic has presented in this Selected Calendar Quarter Financial Information certain non-GAAP financial measures, or measures calculated based on non-GAAP financial measures, including: Adjusted Diluted Net Earnings Per Share, Consolidated Adjusted EBITDA, Segment Adjusted EBITDA, and Adjusted Gross Margin. Generally, a non-GAAP financial measure is a supplemental numerical measure of a company's performance, financial position or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. Each of the non-GAAP financial measures we present is determined as described below.
The non-GAAP financial measures we present should not be considered as substitutes for, or superior to, measures of financial performance prepared in accordance with GAAP. In addition, because these non-GAAP measures, as presented, are not determined in accordance with GAAP, they are thus susceptible to varying interpretations and calculations and may not be comparable to other similarly titled measures of other companies.
Adjusted Diluted Net Earnings Per Share
Adjusted diluted net earnings per share is defined as diluted net earnings per share, excluding the impact of notable items. Notable items impact on diluted net earnings per share is calculated as notable item amount plus income tax effect, based on expected annual effective tax rate, divided by diluted weighted average shares. Management believes that adjusted diluted net earnings per share provides securities analysts, investors and others, in addition to management, with useful supplemental information regarding our performance by excluding certain items that may not be indicative of or are unrelated to our core operating results. Management utilizes adjusted diluted net earnings per share in analyzing and assessing Mosaic’s overall performance, for financial and operating decision-making, and to forecast and plan for the future periods. Adjusted diluted net earnings per share also assists our management in comparing our and our competitors' operating results. Reconciliations of adjusted diluted net earnings per share to diluted net earnings per share for the periods presented are provided under “Consolidated Data” on the first page of this Selected Calendar Quarter Financial Information.
Consolidated Adjusted EBITDA
Consolidated Adjusted EBITDA is defined as consolidated Net Income (Loss) before net interest expense, depreciation, depletion and amortization, asset retirement obligation accretion, share-based compensation expense and provision for/(benefit from) income taxes less equity in net earnings (loss) of nonconsolidated companies, net of dividends. Consolidated Adjusted EBITDA is also adjusted for notable items that management excludes in analyzing our performance. Consolidated Adjusted EBITDA is a non-GAAP financial measure that we provide to assist securities analysts, investors, lenders and others in their comparisons of operational performance, valuation and debt capacity across companies with differing capital, tax and legal structures. Consolidated Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, consolidated Net Income (Loss) as a measure of operating performance. A reconciliation of Consolidated Net Income (Loss) to Consolidated Adjusted EBITDA is provided below.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions) | Q3 2021 | Q4 2021 | Q1 2022 | Q2 2022 | Q3 2022 | Q4 2022 | Q1 2023 | Q2 2023 |
| Consolidated Net Income (Loss) | $ | 372 | | $ | 665 | | $ | 1,182 | | $ | 1,036 | | $ | 842 | | $ | 523 | | $ | 435 | | $ | 369 | |
| Less: Consolidated Interest Expense, Net | (48) | | (39) | | (40) | | (34) | | (31) | | (34) | | (41) | | (36) | |
| Plus: Consolidated Depreciation, Depletion & Amortization | 186 | | 214 | | 226 | | 245 | | 229 | | 233 | | 220 | | 244 | |
| Plus: Accretion Expense | 17 | | 19 | | 20 | | 20 | | 19 | | 22 | | 23 | | 23 | |
| Plus: Share-Based Compensation Expense (Benefit) | 5 | | 6 | | 16 | | (1) | | 6 | | 6 | | 12 | | 9 | |
| Plus: Consolidated Provision for (Benefit from) Income Taxes | 177 | | 245 | | 372 | | 369 | | 277 | | 206 | | 118 | | 108 | |
| Less: Equity in net earnings (loss) of nonconsolidated companies, net of dividends | (1) | | 20 | | 31 | | 36 | | 72 | | 57 | | 6 | | 13 | |
| Plus: Notable Items | 163 | | 59 | | (374) | | 361 | | 354 | | 84 | | (66) | | (32) | |
| Consolidated Adjusted EBITDA | $ | 969 | | $ | 1,227 | | $ | 1,451 | | $ | 2,028 | | $ | 1,686 | | $ | 1,051 | | $ | 777 | | $ | 744 | |
| | | | | | | | |
Segment Adjusted EBITDA
Adjusted EBITDA presented at the segment level is defined as the related segment's operating earnings (loss) plus depreciation, depletion and amortization, plus asset retirement obligation accretion, plus foreign exchange gain (loss), plus other income (expense), plus dividends from equity investments, less equity earnings (loss) from noncontrolling interests. Adjusted EBITDA is also adjusted for notable items that management excludes in analyzing our performance. We provide these non-GAAP financial measures because we believe they are relevant and useful to securities analysts, investors and others because they are part of our internal management reporting and planning process, and our management uses these measures to evaluate the operational performance and valuation of our segments. Management also uses these measures as a method of comparing segment, performance with that of its competitors. Segment Adjusted EBITDA should not be considered as alternatives to, or more meaningful than, segment Operating Earnings (Loss) and segment Operating Earnings (Loss)/sales tonne, respectively, as measures of operating performance. Management believes Operating Earnings (Loss) and segment Operating Earnings (Loss)/sales tonne, respectively, are the most directly comparable GAAP measures because we do not allocate taxes on a segment basis. Reconciliations of Segment Adjusted EBITDA to segment Operating Earnings (Loss) and segment Operating (Loss) Earnings/sales tonne, respectively, are provided as part of each segment's Selected Calendar Quarter Financial Information.
Adjusted Gross Margin
Adjusted gross margin is defined as gross margin excluding the impact of notable items. Management believes the adjusted measures provides security analysts, investors, management & others with useful supplemental information regarding our performance by excluding certain items that may not be indicative of, or are unrelated to, our core operating results. Management utilizes adjusted gross margin in analyzing and assessing Mosaic's overall performance for financial and operating decision-making and to forecast and plan for future periods.
v3.23.2
Document and Entity Information
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Aug. 01, 2023 |
| Cover [Abstract] |
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8-K
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Aug. 01, 2023
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| X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
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| X |
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-Publisher SEC
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-Publisher SEC
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-Publisher SEC
-Name Exchange Act
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-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
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-Publisher SEC
-Name Exchange Act
-Section 14a
-Number 240
-Subsection 12
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| X |
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-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
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