8-K

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): February 22, 2023

THE MOSAIC COMPANY

(Exact name of registrant as specified in its charter)

Delaware	001-32327	20-1026454
(State or other jurisdiction<br>of incorporation)	(Commission<br>File Number)	(IRS Employer<br>Identification No.)		101 East Kennedy Blvd.		33602
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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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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
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.
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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.  ¨

All values are in US Dollars.

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 and full year ended December 31, 2022, as presented in a press release issued on February 22, 2023.

Furnished herewith as Exhibit 99.2 and incorporated by reference herein is certain performance data for the period ended December 31, 2022 to be published on Mosaic’s website.

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.

Exhibit No.	Description
99.1	Press release, dated February 22, 2023, of The Mosaic Company regarding its earnings and results of operations for the quarter and full year ended December 31, 2022
99.2	Performance data for the period ended December 31, 2022

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.

	THE MOSAIC COMPANY
Date: February 22, 2023	By:	/s/ Philip E. Bauer
	Name:	Philip E. Bauer
	Title:	Senior Vice President, General Counsel
		and Corporate Secretary

Document

`     Exhibit 99.1

The Mosaic Company<br><br>101 E. Kennedy Blvd., Suite 2500<br><br>Tampa, FL 33602<br><br>www.mosaicco.com
For Immediate Release
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Investors<br><br>Paul Massoud<br><br>813-775-4260<br><br>paul.massoud@mosaicco.com	Media<br><br>Ben Pratt<br><br>813-775-4206<br><br>benjamin.pratt@mosaicco.com

THE MOSAIC COMPANY REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS

•Full year net income of $3.6 billion, adjusted EBITDA(1) of $6.2 billion

•Cash from operations of $3.9 billion, free cash flow(1) of $2.6 billion

•Retired $550 million of long-term debt and returned $1.9 billion to shareholders through share repurchases and dividends in 2022

•Accelerated share repurchase of $300 million and special dividend of $0.25 per share in the first quarter of 2023

TAMPA, FL, February 22, 2023 - The Mosaic Company (NYSE: MOS) today reported net income of $3.6 billion and diluted earnings per share (EPS) of $10.06 for full year 2022. Adjusted EBITDA(1) for the year was $6.2 billion and adjusted diluted EPS(1) was $11.01.

The company also reported fourth quarter net income of $523 million and diluted EPS of $1.52. Adjusted EBITDA(1) totaled $1.05 billion for the quarter and adjusted diluted EPS(1) was $1.74.

“Mosaic delivered record results in 2022, and we expect favorable agricultural markets to continue in 2023,” said Joc O’Rourke, President and CEO. “Despite significant volatility through the year, our business was able to deliver strong free cash flow and return significant capital to shareholders, while also reinvesting in the business. Mosaic is well positioned to continue delivering strong results in 2023, thanks to our low cost potash operations, our portfolio of value-added phosphate products, and our leading footprint in Brazil, the world's fastest-growing major agricultural market."

Highlights:

•Full year revenues were up 55 percent year-over-year to $19.1 billion, as stronger pricing more than offset lower volumes. The gross margin rate in 2022 was 30 percent, up from 26 percent in 2021.

•Net Income in 2022 totaled $3.6 billion, up 120 percent from 2021. Adjusted EBITDA(1) in 2022 totaled $6.2 billion, up 73 percent from 2021. Cash from operating activities totaled $3.9 billion and Free Cash Flow(1) totaled $2.6 billion.

•Potash operating earnings were $2.8 billion in 2022, up from $837 million in the prior year. Adjusted EBITDA(1) totaled $3.1 billion in 2022, up from $1.3 billion last year. Esterhazy's K3 mine reached its targeted initial annual run-rate of 5.5 million tonnes in the first half of 2022, and output was expanded further with the addition of an eleventh miner, which entered service in the fourth quarter. The decision to stop production at the Colonsay mine in the fourth quarter because of market conditions is expected to be temporary, and a restart is expected in the first half of 2023.

*Free cash flow is defined as cash from operations minus total capital expenditures and adjusted for working capital financing.

(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.

1

•Phosphate operating earnings were $1.3 billion in 2022, compared to $1.2 billion in 2021. Adjusted EBITDA(1) totaled $2.2 billion in 2022, up from $1.7 billion the prior year. The segment benefited from higher prices more than offsetting lower production and sales volumes, which were impacted by Hurricane Ian, unplanned operational outages, and a slower-than-expected recovery in demand in the second half of the year. Production returned to normal operating rates in February of 2023. MicroEssentials sales volumes totaled 2.8 million tonnes in 2022, with gross margins averaging $33 per tonne higher than commodity fertilizer sales. Performance products now account for 43% of total phosphate segment volumes.

•Mosaic Fertilizantes operating earnings were $910 million in 2022, up from $745 million in 2021. Adjusted EBITDA(1) totaled $1.0 billion in 2022, up from $821 million last year. Mosaic Fertilizantes saw market share for its distribution business grow to approximately 18% in 2022, from 16% in the prior year, and is now Brazil's largest distributor of fertilizer. When combined with direct sales from the production business, total sales volumes accounted for 23% of all fertilizer sales in Brazil.

2023 Capital Allocation Strategy

Mosaic remains committed to a disciplined capital allocation strategy.

•Mosaic anticipates returning virtually all of 2023 generated free cash flow to shareholders through a combination of regular common dividends, special dividends, and share repurchases(2).

•Mosaic expects to initiate an accelerated share repurchase (ASR) of $300 million in first quarter of 2023. Following execution of the ASR, Mosaic will have repurchased shares worth more than $2.5 billion since the third quarter of 2021. As of February 17, shares outstanding totaled 336.5 million shares.

•Mosaic has a regular common dividend target of $0.80 per share(2).

•In an effort to further reward long-term shareholders, Mosaic's Board of Directors has approved a special dividend of $0.25 per share to be distributed on March 30, 2023, to shareholders of record on March 15, 2023.

•Consistent with the maintenance of a balance sheet reflective of investment grade metrics, Mosaic retired $550 million of long-term debt in November 2022 and met its previously established goal of reducing long-term debt by $1 billion.

•Management of assets remains a key focus. Mosaic divested Streamsong Resort in January of 2023 for gross proceeds of $160 million.

•Mosaic will continue to evaluate its capital expenditure budget in 2023. Capex is expected to total $1.3-1.4 billion, with a portion of the spend being directed to projects that we expect will improve operational performance in the phosphates segment. Mosaic is also pursuing high-returning projects. Examples include an expansion of MicroEssentials capacity at our Riverview facility, construction of the new Palmeirante blending and distribution facility in Brazil, construction of a purified phosphoric acid test plant in North America, and extending production from the Taquari potash mine in Brazil. On average, these projects are expected to generate an after tax, internal rate of return of approximately 50%.

(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.

(2)The declarations and payment of future dividends remain at the discretion of the Board of Directors and will be determined based on several factors, including the Company's financial performance and available cash resources.

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Segment Analysis

Potash	Q4 2022	Q4 2021	2022	2021
Sales Volumes - million tonnes*	1.9	2.1	8.1	8.2
MOP Selling Price(3)	$581	$414	$632	$285
Gross Margin (GAAP) per tonne	$289	$224	$351	$129
Adjusted Gross Margin (non-GAAP) per tonne(1)	$289	$224	$351	$134
Operating Earnings - millions	$497	$443	$2,768	$837
Segment Adjusted EBITDA(1) - millions	$597	$517	$3,117	$1,286

*Tonnes = finished product tonnes

(3)Average per tonne MOP selling price (fob mine)

The Potash segment reported net sales of $5.2 billion in 2022, up from $2.6 billion in 2021, reflecting the benefit of higher prices. MOP cash costs of production, excluding brine management costs, averaged $78 per tonne, up from $67 in 2021, primarily driven by higher price-related royalties, natural gas prices, other inflationary pressures, and market-related shutdowns during the year. Gross margin per tonne was $351, up from $129 last year, and adjusted gross margin per tonne(1) rose year over year from $134 to $351.

At Esterhazy, 11 miners are now in operation, a twelfth miner is currently being commissioned, and the final thirteenth miner is expected to enter service in the second half of 2023. Upon completion, these three additional miners will add one million tonnes of annual capacity. At Colonsay, production was temporarily halted in December but is expected to restart in the first half of 2023.

Sales volumes in the first quarter are expected to be 1.8-2.0 million tonnes with realized mine-gate MOP prices in the range of $425-$475 per tonne.

Phosphate	Q4 2022	Q4 2021	2022	2021
Sales Volumes - million tonnes*	1.6	1.8	6.6	7.7
DAP Selling Price(4)	$722	$676	$804	$564
Gross Margin (GAAP) per tonne	$148	$254	$268	$170
Adjusted Gross Margin (non-GAAP) per tonne(1)	$167	$259	$274	$173
Operating Earnings (Loss) - millions	$145	$418	$1,347	$1,180
Segment Adjusted EBITDA(1) - millions	$348	$571	$2,219	$1,729

*Tonnes = finished product tonnes

(4)Average DAP Selling Price (fob plant)

Net sales in the Phosphate segment increased to $6.2 billion in 2022, up from $4.9 billion in 2021. Sales volumes decreased from 7.7 million tonnes in 2021 to 6.6 million tonnes, reflecting the impact of Hurricane Ian as well as other unplanned operational outages. This decrease was more than offset by the rise in average realized selling prices to $913 per tonne, up from $618 in 2021. Gross margin per tonne was $268 in 2022, compared to $170 in 2021, and adjusted gross margin per tonne(1) increased to $274 in 2022 from $173 in the prior year.

Mosaic continues to benefit from access to internally produced and attractively priced external ammonia. Realized ammonia costs in 2022 averaged $603 per tonne, compared with the market average of $1,167 per tonne in 2022, and we expect similar benefits in 2023.

Sales volumes in the first quarter are expected to be 1.7-1.9 million tonnes with DAP prices on an FOB basis averaging $625-$675 per tonne. Stripping margins are expected to be in line with the fourth quarter as lower raw material costs offset the decline in realized prices.

(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.

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Mosaic Fertilizantes	Q4 2022	Q4 2021	2022	2021
Sales Volumes - million tonnes*	2.5	2.3	9.4	10.1
Finished Product Selling Price	$773	$654	$878	$504
Gross Margin (GAAP) per tonne	$11	$95	$111	$83
Adjusted Gross Margin per tonne(1)	$12	$85	$111	$81
Operating Earnings - millions	$(20)	$195	$910	$745
Segment Adjusted EBITDA(1) - millions	$29	$197	$1,049	$821

*Tonnes = finished product tonnes

Mosaic Fertilizantes reported net sales of $8.3 billion in 2022, up from $5.1 billion in the prior year, reflecting higher prices, offset by lower volumes. These factors led to significant improvements in gross margin per tonne, which averaged $111 in 2022, up from $83 in 2021, and offset the impact of inflationary cost pressures. Despite lower volumes, Mosaic Fertilizantes saw market share for its distribution business grow from 16% to approximately 18% during the year.

Other

Full-year selling, general and administrative expenses were $498.0 million in 2022 versus $430.5 million in 2021, primarily driven by additional spend related to our Global Digital Acceleration effort.

Mosaic recognized strong earnings from equity investments of $196.0 million, reflecting contribution from the company’s share of the MWSPC joint venture in Saudi Arabia. Mosaic received a $25 million dividend distribution from MWSPC in February 2023.

The reported effective tax rate for 2022 was 26.4 percent, and 25.8 percent excluding discrete items. Discrete items included true-up of estimates primarily related to our U.S. tax return and restricted stock units vested during the year above the grant price. The effective rate, excluding discrete items, was driven by the mix of earnings across jurisdictions, tax costs related to repatriation of earnings to the U.S. and benefits related to non-U.S. tax incentives. Cash taxes paid in 2022 were $1.1 billion.

In 2022, net cash provided by operating activities was $3.9 billion and capital expenditures were $1.2 billion.

2023 Market Outlook

Strong agricultural commodity pricing trends are expected to drive a recovery in demand for fertilizers in 2023. Global demand for grain and oilseeds remain high while stock-to-use ratios are at the lowest point in more than 25 years. Food security concerns, rising biofuel consumption, and crop production headwinds suggest elevated crop prices will persist through 2023 and likely beyond. As a result, strong global fertilizer demand is expected in 2023 as growers seek to maximize yields.

Grower profitability has improved significantly as input costs have eased while ag commodity prices have held at elevated levels, and farmer economics in most global growing regions are constructive. Channel inventories for phosphates and potash in North America, Brazil, India, and other key growing regions have been drawn down, but nutrient price volatility has delayed replenishment of these channels. As grower demand ramps up ahead of the Northern Hemisphere’s spring planting season, wholesalers and retailers are expected to return to the market to meet farmer demand.

Global phosphate supply remains constrained. China's domestic phosphate industry is undergoing significant change as production is diverted from export markets toward domestic industrial and agricultural uses, a secular trend that is expected to continue.

In potash, price weakness persisted through the winter as a result of aggressive marketing of small volumes from producers in Russia and Belarus seeking to recover market share lost in 2022. However, global supplies remain constrained and are unlikely to be sufficient to allow a return to trend demand and could struggle to satisfy the pent up demand expected in 2023.

(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.

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2023 Modeling Assumptions

The Company provides the following modeling assumptions for the full year 2023:

Modeling Assumptions	Full Year 2023
Total Capital Expenditures	$1.3 - 1.4 billion
Depreciation, Depletion & Amortization	$830 - $850 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 Using 2022 Cost Structure

The Company provided the following sensitivities to price and foreign exchange rates to help investors anticipate the potential impact of movements in these factors.

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

(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 will conduct a conference call on Thursday, February 23, 2023, at 11:00 a.m. Eastern Time to discuss fourth quarter and full year 2022 earnings results. A simultaneous webcast of the conference call may be accessed through Mosaic’s website at www.mosaicco.com/investors. This webcast 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 common dividends, special dividends, share repurchases, 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: the economic impact and operating impacts of the coronavirus (Covid-19) pandemic, 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 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

(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.

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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. The declarations and payment of future dividends and special dividends remain at the discretion of the Board of Directors.

Non-GAAP Financial Measures

This press release includes the presentation and discussion of non-GAAP diluted net earnings per share guidance, or adjusted EPS, non-GAAP gross margin per tonne, or adjusted gross margin per tonne, non-GAAP adjusted EBITDA, and free cash flow, referred to as non-GAAP financial measures. 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, adjusted gross margin, 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. Management believes that these adjusted measures provide securities analysts, investors, management and 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. Free Cash Flow is defined as net cash provided by operating activities less capital expenditures and adjusted for changes in working capital financing. 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. We are not providing forward looking guidance for U.S. GAAP reported diluted net earnings per share, gross margin per tonne, or a quantitative reconciliation of forward-looking adjusted EPS, adjusted gross margin and adjusted EBITDA because we are unable to predict with reasonable certainty our notable items without unreasonable effort. Historically, our notable items have included, but are not limited to, foreign currency transaction gain or loss, unrealized gain or loss on derivatives, acquisition-related fees, discrete tax items, contingencies and certain other gains or losses. These items are uncertain, depend on various factors, and could have a material impact on U.S. GAAP reported results for the guidance period. Reconciliations for Non-GAAP financial measures contained in this press release are found below. Reconciliations for current and historical periods beginning with the quarter ended March 31, 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.

(1)See “Non-GAAP Financial Measures” for additional information and reconciliation.

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For the three months ended December 31, 2022, the Company reported the following notable items which, combined, negatively impacted earnings per share by $0.22:

			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)	$	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)

For the three months ended December 31, 2021, the Company reported the following notable items which, combined, negatively impacted earnings per share by $0.19:

			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)	$	(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)

Condensed Consolidated Statements of Earnings

(in millions, except per share amounts)

The Mosaic Company	(unaudited)
	Three months ended December 31,				Years ended<br> December 31,
---	---	---	---	---	---	---	---	---
	2022		2021		2022		2021
Net sales	$	4,481.3	$	3,841.0	$	19,125.2	$	12,357.4
Cost of goods sold	3,512.9		2,692.4		13,369.4		9,157.1
Gross margin	968.4		1,148.6		5,755.8		3,200.3
Selling, general and administrative expenses	132.9		123.5		498.0		430.5
Impairment, restructuring and other expenses	—		—		—		158.1
Other operating expenses	134.9		55.4		472.5		143.2
Operating earnings	700.6		969.7		4,785.3		2,468.5
Interest expense, net	(33.8)		(39.0)		(137.8)		(169.1)
Foreign currency transaction gain (loss)	75.1		(43.7)		97.5		(78.5)
Other (expense) income	(64.7)		(1.1)		(102.5)		3.9
Earnings from consolidated companies before income taxes	677.2		885.9		4,642.5		2,224.8
Provision for (benefit from) income taxes	206.0		245.5		1,224.3		597.7
Earnings from consolidated companies	471.2		640.4		3,418.2		1,627.1
Equity in net earnings (loss) of nonconsolidated companies	57.3		21.0		196.0		7.8
Net earnings including noncontrolling interests	528.5		661.4		3,614.2		1,634.9
Less: Net earnings (loss) attributable to noncontrolling interests	5.3		(3.4)		31.4		4.3
Net earnings attributable to Mosaic	$	523.2	$	664.8	$	3,582.8	$	1,630.6
Diluted net earnings per share attributable to Mosaic	$	1.52	$	1.76	$	10.06	$	4.27
Diluted weighted average number of shares outstanding	343.8		377.5		356.0		381.6

Condensed Consolidated Balance Sheets

(in millions, except per share amounts)

The Mosaic Company	(unaudited)
	December 31, 2022		December 31, 2021
---	---	---	---	---
Assets
Current assets:
Cash and cash equivalents	$	735.4	$	769.5
Receivables, net	1,699.9		1,531.9
Inventories	3,543.1		2,741.4
Other current assets	578.2		282.5
Total current assets	6,556.6		5,325.3
Property, plant and equipment, net	12,678.7		12,475.3
Investments in nonconsolidated companies	885.9		691.8
Goodwill	1,116.3		1,172.2
Deferred income taxes	752.3		997.1
Other assets	1,396.2		1,374.7
Total assets	$	23,386.0	$	22,036.4
Liabilities and Equity
Current liabilities:
Short-term debt	$	224.9	$	302.8
Current maturities of long-term debt	985.3		596.6
Structured accounts payable arrangements	751.2		743.7
Accounts payable	1,292.5		1,260.7
Accrued liabilities	2,279.9		1,883.6
Total current liabilities	5,533.8		4,787.4
Long-term debt, less current maturities	2,411.9		3,382.2
Deferred income taxes	1,010.1		1,016.2
Other noncurrent liabilities	2,236.0		2,102.1
Equity:
Preferred stock, $0.01 par value, 15,000,000 shares authorized, none issued and outstanding as of December 31, 2022 and 2021	—		—
Common stock, $0.01 par value, 1,000,000,000 shares authorized, 391,964,464 shares issued and 339,071,423 shares outstanding as of December 31, 2022, 390,815,099 shares issued and 368,732,231 shares outstanding as of December 31, 2021	3.4		3.7
Capital in excess of par value	—		478.0
Retained earnings	14,203.4		12,014.2
Accumulated other comprehensive loss	(2,152.2)		(1,891.8)
Total Mosaic stockholders’ equity	12,054.6		10,604.1
Non-controlling interests	139.6		144.4
Total equity	12,194.2		10,748.5
Total liabilities and equity	$	23,386.0	$	22,036.4

Condensed Consolidated Statements of Cash Flows

(in millions, except per share amounts)

The Mosaic Company	(unaudited)
	Three months ended December 31,				Years ended<br> December 31,
---	---	---	---	---	---	---	---	---
	2022		2021		2022		2021
Cash Flows from Operating Activities:
Net cash provided by operating activities	$	955.7	$	430.4	$	3,935.8	$	2,187.0
Cash Flows from Investing Activities:
Capital expenditures	(340.5)		(362.8)		(1,247.3)		(1,288.6)
Purchases of available-for-sale securities - restricted	(302.9)		(110.3)		(762.5)		(433.6)
Proceeds from sale of available-for-sale securities - restricted	298.4		106.9		743.0		410.1
Other	1.9		(25.5)		7.2		(10.2)
Net cash used in investing activities	(343.1)		(391.7)		(1,259.6)		(1,322.3)
Cash Flows from Financing Activities:
Payments of short-term debt	(1,602.6)		(701.6)		(1,761.2)		(726.6)
Proceeds from issuance of short-term debt	1,827.7		701.6		1,980.5		726.6
Payments from inventory financing arrangement	(200.5)		—		(1,651.5)		—
Proceeds from inventory financing arrangement	—		302.7		1,348.8		302.7
Payments of structured accounts payable arrangements	(332.5)		(352.7)		(1,476.6)		(1,028.4)
Proceeds from structured accounts payable arrangements	439.9		360.0		1,460.5		1,122.7
Payments of long-term debt	(565.8)		(13.6)		(610.3)		(608.3)
Collections of transferred receivables	1,068.5		134.7		2,352.1		445.0
Payments of transferred receivables	(1,069.7)		(101.1)		(2,433.2)		(363.9)
Repurchases of stock	(64.0)		(390.9)		(1,665.2)		(410.9)
Cash dividends paid	(51.1)		(27.8)		(197.7)		(103.7)
Dividends paid to non-controlling interest	(21.3)		(11.8)		(38.0)		(31.3)
Other	(1.6)		(2.9)		13.1		(6.0)
Net cash used in financing activities	(573.0)		(103.4)		(2,678.7)		(682.1)
Effect of exchange rate changes on cash	(8.0)		(7.7)		(29.7)		9.3
Net change in cash, cash equivalents and restricted cash	31.6		(72.4)		(32.2)		191.9
Cash, cash equivalents and restricted cash—beginning of year	722.5		858.7		786.3		594.4
Cash, cash equivalents and restricted cash—end of year	$	754.1	$	786.3	$	754.1	$	786.3
	Years ended December 31,
---	---	---	---	---
	2022		2021
Reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets to the consolidated statements of cash flows:
Cash and cash equivalents	$	735.4	$	769.5
Restricted cash in other current assets	8.2		8.3
Restricted cash in other assets	10.5		8.5
Total cash, cash equivalents and restricted cash shown in the statement of cash flows	$	754.1	$	786.3

Reconciliation of Non-GAAP Financial Measures

Earnings Per Share Calculation

	Three months ended December 31,				Years ended<br> December 31,
	2022		2021		2022		2021
Net earnings attributed to Mosaic	$	523.2	$	664.8	$	3,582.8	$	1,630.6
Basic weighted average number of shares outstanding	340.3		379.1		352.4		378.1
Dilutive impact of share-based awards	3.5		3.2		3.6		3.5
Diluted weighted average number of shares outstanding	343.8		382.3		356.0		381.6
Basic net earnings per share	$	1.54	$	1.75	$	10.17	$	4.31
Diluted net earnings per share	$	1.52	$	1.74	$	10.06	$	4.27
Notable items impact on earnings per share	$	0.22	$	0.19	$	0.95	$	0.77
Adjusted earnings per share	$	1.74	$	1.93	$	11.01	$	5.04

Free Cash Flow

	Years ended<br> December 31,
	2022
Net cash provided by operating activities	$	3,936
Capital expenditures	(1,247)
Working capital financing(a)	(95)
Free cash flow	$	2,594

(a) Includes net proceeds (payments) from inventory financing arrangements, structured accounts payable arrangements and commercial paper borrowings.

Reconciliation of Non-GAAP Financial Measures

Consolidated Earnings (in millions)	Year ended <br>December 31,
	2022
Consolidated net earnings attributable to Mosaic	$	3,583
Less: Consolidated interest expense, net	(139)
Plus: Consolidated depreciation, depletion and amortization	933
Plus: Accretion expense	81
Plus: Share-based compensation expense	27
Plus: Consolidated provision for income taxes	1,224
Less: Equity in net earnings of nonconsolidated companies, net of dividends	196
Plus: Notable items not included above	425
Adjusted EBITDA	$	6,216			Three months ended December 31,				Years ended December 31,
---	---	---	---	---	---	---	---	---
Potash Earnings (in millions)	2022		2021		2022		2021
Operating Earnings	$	497	$	443	$	2,768	$	837
Plus: Depreciation, Depletion and Amortization	73		68		307		268
Plus: Accretion Expense	2		2		8		10
Plus: Foreign Exchange Gain (Loss)	6		3		(19)		8
Plus: Other Non Operating Income	—		—		—		—
Plus: Notable Items	19		1		53		163
Adjusted EBITDA	$	597	$	517	$	3,117	$	1,286			Three months ended December 31,				Years ended December 31,
---	---	---	---	---	---	---	---	---
Phosphate Earnings (in millions)	2022		2021		2022		2021
Operating Earnings	$	145	$	418	$	1,347	$	1,180
Plus: Depreciation, Depletion and Amortization	111		115		485		429
Plus: Accretion Expense	15		13		55		48
Plus: Foreign Exchange Gain (Loss)	(4)		(11)		(8)		9
Plus: Other Non Operating Income (Expense)	(9)		—		(32)		8
Less: Earnings (Loss) from Consolidated Noncontrolling Interests	5		(3)		32		6
Plus: Notable Items	95		33		404		61
Adjusted EBITDA	$	348	$	571	$	2,219	$	1,729			Three months ended December 31,				Years ended December 31,
---	---	---	---	---	---	---	---	---
Mosaic Fertilizantes (in millions)	2022		2021		2022		2021
Operating Earnings	$	(20)	$	195	$	910	$	745
Plus: Depreciation, Depletion and Amortization	45		28		125		101
Plus: Accretion Expense	5		4		17		14
Plus: Foreign Exchange Gain (Loss)	38		(31)		8		(70)
Plus: Other Non Operating Income (Expense)	(1)		(1)		(4)		(6)
Less: Earnings (Loss) from Consolidated Noncontrolling Interests	—		—		(1)		(1)
Plus: Notable Items	(38)		2		(8)		36
Adjusted EBITDA	$	29	$	197	$	1,049	$	821

Reconciliation of Non-GAAP Financial Measures

	Three months ended December 31,				Years ended December 31,
Potash Earnings (in millions)	2022		2021		2022		2021
Gross Margin / tonne	$	289	$	224	$	351	$	129
Notable items in gross margin	—		—		—		5
Adjusted gross margin / tonne	$	289	$	224	$	351	$	134			Three months ended December 31,				Years ended December 31,
---	---	---	---	---	---	---	---	---
Phosphates Earnings (in millions)	2022		2021		2022		2021
Gross Margin / tonne	$	148	$	254	$	268	$	170
Notable items in gross margin	19		5		6		3
Adjusted gross margin / tonne	$	167	$	259	$	274	$	173			Three months ended December 31,				Years ended December 31,
---	---	---	---	---	---	---	---	---
Mosaic Fertilizantes Earnings (in millions)	2022		2021		2022		2021
Gross Margin / tonne	$	11	$	95	$	111	$	83
Notable items in gross margin	1		(10)		—		(2)
Adjusted gross margin / tonne	$	12	$	85	$	111	$	81

14

Document

Exhibit 99.2

The Mosaic Company

Selected Calendar Quarter Financial Information

(Unaudited)

	Q1 2021			Q2 2021			Q3 2021			Q4 2021			Q1 2022			Q2 2022			Q3 2022			Q4 2022
Consolidated data (in millions, except per share)
Diluted net earnings (loss) per share	$	0.41		$	1.14		$	0.97		$	1.76		$	3.19		$	2.85		$	2.42		$	1.52
Notable items impact on earnings per share(a)	(0.16)			(0.03)			(0.38)			(0.19)			0.78			(0.79)			(0.80)			(0.22)
Adjusted diluted net earnings per share(a)	$	0.57		$	1.17		$	1.35		$	1.95		$	2.41		$	3.64		$	3.22		$	1.74
Diluted weighted average # of shares outstanding	382.8			383.3			383.2			377.5			370.1			363.1			347.7			343.8
Total Net Sales	$	2,297		$	2,801		$	3,419		$	3,841		$	3,922		$	5,373		$	5,348		$	4,481
Cost of goods sold	1,862			2,049			2,554			2,693			2,483			3,526			3,846			3,512
Gross Margin	$	435		$	752		$	865		$	1,148		$	1,439		$	1,847		$	1,502		$	969
SG&A	102			108			98			123			133			108			124			133
Other operating (income) expense(p)	20			160			65			55			50			65			224			136
Operating earnings	$	313		$	484		$	702		$	970		$	1,256		$	1,674		$	1,154		$	700
Interest expense, net	(45)			(37)			(48)			(39)			(40)			(34)			(31)			(34)
Consolidated foreign currency gain/(loss)	(46)			111			(100)			(44)			311			(227)			(61)			75
Earnings from consolidated companies before income taxes	225			559			554			886			1,527			1,377			1,061			677
Provision for (benefit from) income taxes	60			116			177			245			372			369			277			206
Earnings (loss) from consolidated companies	$	165		$	443		$	377		$	641		$	1,155		$	1,008		$	784		$	471
Equity in net earnings (loss) of nonconsolidated companies	(7)			(4)			(1)			20			31			36			72			57
Less: Net earnings (loss) attributable to noncontrolling interests	1			2			4			(4)			4			8			14			5
Net earnings (loss) attributable to Mosaic	$	157		$	437		$	372		$	665		$	1,182		$	1,036		$	842		$	523
After tax Notable items included in earnings	$	(63)		$	(10)		$	(145)		$	(73)		$	288		$	(286)		$	(277)		$	(75)
Gross Margin Rate	19		%	27		%	25		%	30		%	37		%	34		%	28		%	22		%
Effective Tax Rate (including discrete tax)	27		%	21		%	32		%	28		%	24		%	27		%	26		%	30		%
Discrete Tax benefit (expense)	$	(4)		$	49		$	(19)		$	(26)		$	9		$	(14)		$	(12)		$	(9)
Depreciation, Depletion and Amortization	$	209		$	204		$	186		$	214		$	226		$	245		$	229		$	233
Accretion Expense	$	17		$	19		$	18		$	19		$	20		$	20		$	19		$	22
Share-Based Compensation Expense	$	15		$	4		$	5		$	6		$	16		$	(1)		$	6		$	6
Notable Items	$	50		$	8		$	163		$	59		$	(374)		$	361		$	354		$	84
Adjusted EBITDA(b)	$	560		$	829		$	969		$	1,227		$	1,451		$	2,028		$	1,686		$	1,051
Net cash provided by (used in) operating activities	$	319		$	1,015		$	423		$	431		$	506		$	1,585		$	889		$	956
Cash paid for interest (net of amount capitalized)	1			88			18			82			4			80			3			83
Cash paid for income taxes (net of refunds)	83			36			54			36			259			233			253			370
Net cash used in investing activities	$	(309)		$	(271)		$	(351)		$	(392)		$	(297)		$	(265)		$	(355)		$	(343)
Capital expenditures	(289)			(297)			(340)			(363)			(291)			(263)			(354)			(341)
Net cash (used in) provided by financing activities	$	122		$	(82)		$	(618)		$	(107)		$	(125)		$	(1,331)		$	(650)		$	(573)
Cash dividends paid	(19)			(29)			(28)			(28)			(41)			(54)			(51)			(51)
Effect of exchange rate changes on cash	$	(20)		$	69		$	(32)		$	(5)		$	31		$	(33)		$	(20)		$	(8)
Net change in cash and cash equivalents	$	112		$	731		$	(579)		$	(72)		$	115		$	(44)		$	(135)		$	32
Short-term debt	$	15		$	—		$	—		$	303		$	481		$	17		$	201		$	225
Long-term debt (including current portion)	4,470			4,463			3,995			3,979			3,977			3,960			3,959			3,397
Cash & cash equivalents	692			1,418			843			770			882			839			703			735
Net debt	$	3,793		$	3,045		$	3,152		$	3,512		$	3,576		$	3,138		$	3,457		$	2,887
Segment Contributions (in millions)
Phosphates	$	1,001		$	1,175		$	1,281		$	1,466		$	1,496		$	1,801		$	1,577		$	1,310
Potash	477			663			589			897			1,060			1,580			1,432			1,136
Mosaic Fertilizantes	764			1,036			1,755			1,535			1,488			2,260			2,629			1,910
Corporate and Other(c)	55			(73)			(206)			(57)			(122)			(268)			(290)			125
Total net sales	$	2,297		$	2,801		$	3,419		$	3,841		$	3,922		$	5,373		$	5,348		$	4,481
Phosphates	$	153		$	283		$	326		$	418		$	493		$	578		$	131		$	145
Potash	125			49			220			443			563			915			793			497
Mosaic Fertilizantes	90			170			290			195			187			420			323			(20)
Corporate and Other(c)	(55)			(18)			(134)			(86)			13			(239)			(93)			78
Consolidated operating earnings (loss)	$	313		$	484		$	702		$	970		$	1,256		$	1,674		$	1,154		$	700
Phosphates(d)	2,062	1,982	1,836	1,813	1,661	1,675	1,651	1,571
---	---	---	---	---	---	---	---	---
Potash(d)	1,980	2,326	1,808	2,072	1,792	2,304	2,142	1,863
Mosaic Fertilizantes	2,064	2,341	3,350	2,347	1,822	2,320	2,824	2,472
Corporate and Other	475	427	292	432	370	533	221	466
Total finished product tonnes sold ('000 tonnes)	6,581	7,076	7,286	6,664	5,645	6,832	6,838	6,372
Sales of Performance Products (third party) ('000 tonnes) (e)	1,023	917	1,132	1,077	711	741	790	1,265

The Mosaic Company - Phosphates Segment

Selected Calendar Quarter Financial Information

(Unaudited)

			Q2 2021			Q3 2021			Q4 2021			Q1 2022			Q2 2022			Q3 2022			Q4 2022
Net Sales and Gross Margin (in millions, except per tonne)
Segment income statement
Net Sales	1,001		$	1,175		$	1,281		$	1,466		$	1,496		$	1,801		$	1,577		$	1,310
Cost of Goods Sold			866			917			1,006			968			1,159			1,219			1,078
Gross Margin	173		$	309		$	364		$	460		$	528		$	642		$	358		$	232
Notable Items Included in Gross Margin			—			(17)			(9)			—			—			(9)			(30)
Adjusted Gross Margin(b)	173		$	309		$	381		$	469		$	528		$	642		$	367		$	262
SG&A			10			7			15			8			10			8			15
Other operating (income) expense			16			31			27			27			54			219			72
Operating Earnings	153		$	283		$	326		$	418		$	493		$	578		$	131		$	145
Plus: Depreciation, Depletion and Amortization			106			106			115			120			133			121			111
Plus: Accretion Expense			10			13			13			13			14			13			15
Plus: Foreign Exchange Gain (Loss)			8			6			(11)			(7)			—			3			(4)
Plus: Other Non operating Income (Expense)			2			1			—			—			(24)			1			(9)
Less: Earnings (loss) from Consolidated Noncontrolling Interests			2			4			(3)			4			9			14			5
Plus: Notables Items			1			31			33			17			66			226			95
Adjusted EBITDA(b)	271		$	408		$	479		$	571		$	632		$	758		$	481		$	348
Capital expenditures	153		$	150		$	161		$	187		$	148		$	157		$	168		$	159
Gross Margin / tonne of finished product	84		$	156		$	198		$	254		$	318		$	383		$	217		$	148
Adjusted Gross Margin / tonne of finished product	84		$	156		$	208		$	259		$	318		$	383		$	222		$	167
Gross margin as a percent of sales		%	26		%	28		%	31		%	35		%	36		%	23		%	18		%
Freight included in finished goods (in millions)	97		$	103		$	96		$	103		$	90		$	94		$	98		$	95
Idle/Turnaround costs (excluding notable items)	41		$	38		$	33		$	25		$	31		$	79		$	79		$	70
Operating Data
Sales volumes ('000 tonnes)(d)
DAP/MAP			880			907			907			917			814			824			844
Performance products(f)			971			812			813			659			780			750			640
Other products(i)			131			117			93			85			81			77			87
Total Finished Product(d)			1,982			1,836			1,813			1,661			1,675			1,651			1,571
DAP selling price (fob plant)(r)	426		$	544		$	605		$	676		$	785		$	920		$	809		$	722
Average finished product selling price (destination)(g)	477		$	580		$	681		$	758		$	877		$	1,048		$	924		$	794
Production Volumes ('000 tonnes)
Total tonnes produced(h)			1,827			1,738			1,857			1,745			1,636			1,664			1,602
Operating Rate		%	73		%	70		%	75		%	70		%	66		%	67		%	65		%
Raw Materials
Ammonia used in production (tonnes)			256			255			287			258			236			236			243
% manufactured ammonia used in production		%	29		%	20		%	20		%	34		%	22		%	5		%	42		%
Sulfur used in production			824			792			848			818			764			781			745
% prilled sulfur used in production		%	18		%	21		%	17		%	11		%	5		%	—		%	3		%
Realized costs (/tonne)
Ammonia (tonne)(j)	316		$	382		$	424		$	463		$	532		$	591		$	665		$	653
Sulfur (long ton)(k)	119		$	172		$	214		$	229		$	281		$	385		$	436		$	348
Blended rock	61		$	60		$	59		$	64		$	61		$	64		$	68		$	78
Phosphates cash conversion costs / production tonne(s)	63		$	68		$	68		$	71		$	76		$	86		$	85		$	96
Cash costs of U.S. mined rock / production tonne(t)	36		$	37		$	41		$	44		$	50		$	46		$	41		$	48
ARO cash spending (in millions)	32		$	33		$	26		$	26		$	33		$	28		$	33		$	43

All values are in US Dollars.

MWSPC equity earnings (loss)	$	(8)	$	(7)	$	(1)	$	20	$	31	$	34	$	72	$	58
MWSPC total sales tonnes (DAP/MAP/NPK)	612		360		486		653		592		413		599		684
Miski Mayo external sales revenue	$	7	$	7	$	15	$	14	$	17	$	18	$	21	$	38

The Mosaic Company - Potash Segment

Selected Calendar Quarter Financial Information

(Unaudited)

	Q1 2021			Q2 2021			Q3 2021			Q4 2021			Q1 2022			Q2 2022			Q3 2022			Q4 2022
Net Sales and Gross Margin (in millions, except per tonne)
Segment income statement
Net Sales	$	477		$	663		$	589		$	897		$	1,060		$	1,580		$	1,432		$	1,136
Cost of Goods Sold	337			446			353			433			481			652			633			598
Gross Margin	$	140		$	217		$	236		$	464		$	579		$	928		$	799		$	538
Notable Items Included in Gross Margin	(22)			(15)			—			—			—			—			—			—
Adjusted Gross Margin(b)	$	162		$	232		$	236		$	464		$	579		$	928		$	799		$	538
SG&A	7			8			8			11			7			8			6			9
Other operating (income) expense (p)	8			160			8			10			9			5			—			32
Operating Earnings	$	125		$	49		$	220		$	443		$	563		$	915		$	793		$	497
Plus: Depreciation, Depletion and Amortization	80			70			50			68			77			81			76			73
Plus: Accretion Expense	2			4			2			2			2			2			2			2
Plus: Foreign Exchange Gain (Loss)	15			28			(38)			3			17			(23)			(19)			6
Plus: Other Non operating Income (Expense)	—			—			—			—			—			—			—			—
Plus: Notable Items	(10)			134			38			1			(8)			23			19			19
Adjusted EBITDA(b)	$	212		$	285		$	272		$	517		$	651		$	998		$	871		$	597
Capital expenditures	$	97		$	98		$	123		$	92		$	65		$	67		$	78		$	72
Gross Margin $ / tonne of finished product	$	71		$	93		$	131		$	224		$	323		$	403		$	373		$	289
Adjusted Gross Margin $ / tonne of finished product	$	82		$	100		$	131		$	224		$	323		$	403		$	373		$	289
Gross margin as a percent of sales	29		%	33		%	40		%	52		%	55		%	59		%	56		%	47		%
Supplemental Cost Information
Canadian resource taxes	$	35		$	54		$	57		$	113		$	157		$	274		$	258		$	238
Royalties	$	9		$	10		$	8		$	15		$	27		$	32		$	31		$	24
Freight(l)	$	78		$	99		$	60		$	65		$	70		$	76		$	55		$	66
Idle/Turnaround costs (excluding notable items)	$	2		$	13		$	36		$	11		$	15		$	9		$	13		$	24
Operating Data
Sales volumes ('000 tonnes)(d)
MOP	1,747			2,064			1,547			1,870			1,532			2,045			1,952			1,707
Performance products(m)	221			252			202			187			243			245			178			143
Other products(i)	12			10			59			15			17			14			12			13
Total Finished Product(d)	1,980			2,326			1,808			2,072			1,792			2,304			2,142			1,863
Crop Nutrients North America	876			1,117			642			610			618			727			439			594
Crop Nutrients International	967			1,061			1,067			1,301			1,020			1,415			1,574			1,145
Non-Agricultural	137			148			99			161			154			162			129			125
Total Finished Product(d)	1,980			2,326			1,808			2,072			1,792			2,304			2,142			1,863
MOP selling price (fob mine)(o)	$	200		$	243		$	290		$	414		$	582		$	678		$	666		$	581
Average finished product selling price (destination)(g)	$	241		$	285		$	326		$	433		$	591		$	686		$	669		$	610
Production Volumes ('000 tonnes)
Production Volume	2,285			2,131			1,580			2,208			2,200			2,436			2,266			2,151
Operating Rate	94		%	88		%	65		%	81		%	80		%	87		%	81		%	77		%
MOP cash costs of production excluding brine / production tonne(n)	$	64		$	62		$	72		$	71		$	81		$	78		$	78		$	76
ARO cash spending (in millions)	$	1		$	3		$	7		$	15		$	18		$	13		$	11		$	5
Average CAD / USD	$	1.266	$	1.229	$	1.259	$	1.261	$	1.267	$	1.276	$	1.304	$	1.358
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---

The Mosaic Company - Mosaic Fertilizantes Segment

Selected Calendar Quarter Financial Information

(Unaudited)

			Q2 2021			Q3 2021			Q4 2021			Q1 2022			Q2 2022			Q3 2022			Q4 2022
Net Sales and Gross Margin (in millions, except per tonne)
Segment income statement
Net Sales	764		$	1,036		$	1,755		$	1,535		$	1,488		$	2,260		$	2,629		$	1,910
Cost of Goods Sold			852			1,423			1,313			1,269			1,810			2,281			1,882
Gross Margin	103		$	184		$	332		$	222		$	219		$	450		$	348		$	28
Notable Items Included in Gross Margin			(6)			3			23			(18)			—			14			(1)
Adjusted Gross Margin(b)	103		$	190		$	329		$	199		$	237		$	450		$	334		$	29
SG&A			18			20			24			21			27			25			29
Other operating (income) expense			(4)			22			3			11			3			—			19
Operating Earnings	90		$	170		$	290		$	195		$	187		$	420		$	323		$	(20)
Plus: Depreciation, Depletion and Amortization			24			26			28			25			27			28			45
Plus: Accretion Expense			4			3			4			4			4			4			5
Plus: Foreign Exchange Gain (Loss)			34			(40)			(31)			119			(83)			(66)			38
Plus: Other Non operating Income (Expense)			(2)			(2)			(1)			(1)			(1)			(1)			(1)
Less: Earnings from Consolidated Noncontrolling Interests			(1)			—			—			—			(1)			—			—
Plus: Notable Items			(28)			40			2			(101)			76			55			(38)
Adjusted EBITDA(b)	104		$	203		$	317		$	197		$	233		$	444		$	343		$	29
Capital expenditures	39		$	44		$	52		$	81		$	75		$	39		$	92		$	100
Gross Margin / tonne of finished product	50		$	78		$	99		$	95		$	120		$	194		$	123		$	11
Adjusted Gross Margin / tonne of finished product	50		$	81		$	98		$	85		$	130		$	194		$	118		$	12
Gross margin as a percent of sales		%	18		%	19		%	14		%	15		%	20		%	13		%	1		%
Idle/Turnaround costs (excluding notable items)	5		$	9		$	16		$	25		$	9		$	30		$	44		$	29
Operating Data
Sales volumes ('000 tonnes)
Phosphate produced in Brazil			686			722			599			737			638			488			505
Potash produced in Brazil			66			56			59			46			46			33			40
Purchased nutrients for distribution(q)			1,589			2,572			1,689			1,039			1,636			2,303			1,927
Total Finished Product			2,341			3,350			2,347			1,822			2,320			2,824			2,472
Sales of Performance Products ('000 tonnes)(e)	176		$	299		$	584		$	375		$	155		$	290		$	574		$	473
Brazil MAP price (Brazil production delivered price to third party)	421		$	589		$	622		$	765		$	882		$	1,021		$	866		$	663
Average finished product selling price (destination)(g)	370		$	442		$	524		$	654		$	817		$	974		$	931		$	773
Production Volumes ('000 tonnes)
MAP			218			210			233			261			266			174			261
TSP			127			130			102			131			129			85			82
SSP			287			350			349			312			275			343			332
DCP			117			130			124			127			85			114			126
NPK			52			65			55			64			55			25			49
Total phosphate tonnes produced			801			885			863			895			810			741			851
MOP			92			97			97			94			38			69			100
Phosphate operating rate		%	82		%	91		%	89		%	92		%	83		%	76		%	87		%
Potash operating rate		%	71		%	75		%	74		%	72		%	29		%	55		%	80		%
Realized Costs (/tonne)
Ammonia/tonne(j)	381		$	527		$	640		$	775		$	1,145		$	1,396		$	1,267		$	1,354

All values are in US Dollars.

Sulfur (long ton)(k)
Blended rock
Purchases ('000 tonnes)
DAP/MAP from Mosaic	64	96	62	89	102	102	30	38
MicroEssentials® from Mosaic	203	418	344	243	248	448	370	205
Potash from Mosaic/Canpotex	489	473	1,023	550	398	663	798	417
Phosphate cash conversion costs in BRL, Production / tonne(s)	R334	R359	R347	R388	R403	R506	R533	R483
Potash cash conversion costs in BRL, production / tonne	R879	R1,076	R986	R1,059	R1,296	R2,285	R1,591	R1,176
Mined rock costs in BRL, cash produced / tonne	R392	R409	R430	R456	R557	R500	R525	R632
ARO cash spending (in millions)
Average BRL / USD

All values are in US Dollars.

The Mosaic Company - Corporate and Other Segment

Selected Calendar Quarter Financial Information

(Unaudited)

	Q1 2021		Q2 2021		Q3 2021		Q4 2021		Q1 2022		Q2 2022		Q3 2022		Q4 2022
Net Sales and Gross Margin (in millions)
Segment income statement
Net Sales	$	55	$	(73)	$	(206)	$	(57)	$	(122)	$	(268)	$	(290)	$	125
Cost of Goods Sold	36		(115)		(139)		(59)		(235)		(95)		(287)		(46)
Gross Margin (Loss)	$	19	$	42	$	(67)	$	2	$	113	$	(173)	$	(3)	$	171
Notable items Included in Gross Margin	(8)		38		(26)		(18)		100		(62)		(76)		14
Adjusted Gross Margin (Loss)(b)	$	27	$	4	$	(41)	$	20	$	13	$	(111)	$	73	$	157
SG&A	67		72		63		73		97		63		85		80
Other operating (income) expense	7		(12)		4		15		3		3		5		13
Operating Earnings (Loss)	$	(55)	$	(18)	$	(134)	$	(86)	$	13	$	(239)	$	(93)	$	78
Plus: Depreciation, Depletion and Amortization	4		4		4		3		4		4		4		4
Plus: Share-Based Compensation Expense	15		4		5		6		16		(1)		6		6
Plus: Foreign Exchange Gain (Loss)	(34)		41		(28)		(4)		182		(121)		21		34
Plus: Other Non operating Income (Expense)	—		1		—		—		2		(11)		(1)		(53)
Less: Earnings (Loss) from Consolidated Noncontrolling Interests	(1)		—		—		—		—		—		—		—
Plus: Notable Items	42		(99)		54		23		(282)		196		54		8
Adjusted EBITDA(b)	$	(27)	$	(67)	$	(99)	$	(58)	$	(65)	$	(172)	$	(9)	$	77
Elimination of profit in inventory income (loss) included in COGS	$	(3)	$	(39)	$	(60)	$	(29)	$	(76)	$	(180)	$	104	$	171
Unrealized gain (loss) on derivatives included in COGS	$	(8)	$	38	$	(26)	$	(17)	$	100	$	(59)	$	(76)	$	14
Operating Data
Sales volumes ('000 tonnes)	475		427		292		432		370		533		221		466
Sales of Performance Products ('000 tonnes)	29		28		13		12		1		14		9		6
Average finished product selling price (destination)(g)	$	336	$	421	$	466	$	539	$	597	$	732	$	720	$	692
Purchases ('000 tonnes)
DAP/MAP from Mosaic	—		—		—		—		—		—		6		47
MicroEssentials® from Mosaic	—		5		1		4		15		—		15		1
Potash from Mosaic/Canpotex	400		163		218		304		220		471		332		337

The Mosaic Company

Selected Calendar Quarter Financial Information

(Unaudited)

Notable Items

Q4 2022
Description	Segment	Line Item	Amount (in millions)		Tax Effect(u) (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(u) (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(u) (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(u) (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(u) (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(u) (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	Phosphates	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	Phosphates	Other operating income (expense)	(13)		3		(0.03)
FX functional currency	Mosaic Fertilizantes	Cost of goods sold	3		(1)		0.01
Hurricane Ida recovery	Phosphates	Cost of goods sold/Other income (expense)	(18)		5		(0.03)
Total Notable Items			$	(168)	$	23	$	(0.38)		Q2 2021
---	---	---	---	---	---	---	---	---
Description	Segment	Line Item	Amount (in millions)		Tax Effect(u) (in millions)		EPS Impact (per basic share)
Foreign currency transaction gain (loss)	Consolidated	Foreign currency transaction gain (loss)	$	111	$	(27)	$	0.21
Unrealized gain (loss) on derivatives	Corporate and Other	Cost of goods sold	38		(10)		0.08
Closed and indefinitely idled facility costs	Phosphates	Other operating income (expense)	(11)		3		(0.02)
Closed and indefinitely idled facility costs	Potash	Other operating income (expense)	(4)		1		—
Accelerated depreciation	Potash	Cost of goods sold	(15)		4		(0.04)
Realized gain on RCRA Trust Securities	Phosphates	Other non-operating income (expense)	1		—		—
Discrete tax items	Consolidated	(Provision for) benefit from income taxes	—		6		0.01
ARO Adjustment	Phosphates	Other operating income (expense)	(3)		1		—
FX functional currency	Mosaic Fertilizantes	Cost of goods sold	(6)		1		(0.01)
Esterhazy closure costs	Potash	Restructuring	(158)		43		(0.30)
Gain on sale of warehouse	Corporate and Other	Other operating income (expense)	20		(5)		0.04
Total Notable Items			$	(27)	$	17	$	(0.03)
Q1 2021
---	---	---	---	---	---	---	---	---
Description	Segment	Line Item	Amount (in millions)		Tax Effect(u) (in millions)		EPS Impact (per basic share)
Foreign currency transaction gain (loss)	Consolidated	Foreign currency transaction gain (loss)	$	(46)	$	10	$	(0.09)
Unrealized gain (loss) on derivatives	Corporate and Other	Cost of goods sold	(8)		2		(0.02)
Closed and indefinitely idled facility costs	Phosphates	Other operating income (expense)	(10)		3		(0.02)
Closed and indefinitely idled facility costs	Potash	Other operating income (expense)	(5)		2		(0.01)
Accelerated depreciation	Potash	Cost of goods sold	(22)		5		(0.04)
Pre-acquisition reserve adjustment	Mosaic Fertilizantes	Other operating income (expense)	11		(3)		0.02
Realized gain on RCRA Trust Securities	Phosphates	Other non-operating income (expense)	3		(1)		0.01
Discrete tax items	Consolidated	(Provision for) benefit from income taxes	—		(4)		(0.01)
Total Notable Items			$	(77)	$	14	$	(0.16)

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 definition 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, Phosphates, 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 $158 million related to the closure of the Esterhazy K1 and K2 mine shafts in Q2 2021.

(q)Includes sales volumes of phosphate and potash nutrients purchased from other Mosaic segments and Canpotex.

(r)Includes intersegment sales.

(s)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.

(t)Total production costs less depreciation, ARO costs including accretion and idle and turnaround costs divided by metric tonnes of rock produced in the period.

(u)Tax impact is based on our expected annual effective tax 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. 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)	Q1 2021		Q2 2021		Q3 2021		Q4 2021		Q1 2022		Q2 2022		Q3 2022		Q4 2022
Consolidated Net Income (Loss)	$	157	$	437	$	372	$	665	$	1,182	$	1,036	$	842	$	523
Less: Consolidated Interest Expense, Net	(45)		(37)		(48)		(39)		(40)		(34)		(31)		(34)
Plus: Consolidated Depreciation, Depletion & Amortization	209		204		186		214		226		245		229		233
Plus: Accretion Expense	17		19		17		19		20		20		19		22
Plus: Share-Based Compensation Expense	15		4		5		6		16		(1)		6		6
Plus: Consolidated Provision for (Benefit from) Income Taxes	60		116		177		245		372		369		277		206
Less: Equity in net earnings (loss) of nonconsolidated companies, net of dividends	(7)		(4)		(1)		20		31		36		72		57
Plus: Notable Items not included above	50		8		163		59		(374)		361		354		84
Consolidated Adjusted EBITDA	$	560	$	829	$	969	$	1,227	$	1,451	$	2,028	$	1,686	$	1,051

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 equity earnings (loss) 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.