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8-K

Mosaic Co (MOS)

8-K 2023-08-01 For: 2023-08-01
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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)

DE 001-32327 20-1026454
(State or other jurisdiction<br><br>of incorporation) (Commission<br><br>File Number) (IRS Employer<br><br>Identification No.) 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):

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.
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 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.

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 August 1, 2023, of The Mosaic Company regarding its earnings and results of operations for the quarter ended June 30, 2023
99.2 Performance data for the period ended June 30, 2023
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.

THE MOSAIC COMPANY
Date: August 1, 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 | | | --- | --- | | 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 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

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)

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.

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:

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.

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.

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:

Amount Tax effect EPS impact
Description Segment Line item (in millions) (in millions) (per 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

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):

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)
Total Notable Items $ (364) $ 78 $ (0.79)

Condensed Consolidated Statements of Earnings

(in millions, except per share amounts)

The Mosaic Company (unaudited)
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
Other operating expense 72.0 63.9 70.1 114.8
Operating earnings 369.2 1,674.2 913.8 2,930.0
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
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) | | — | | | 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 | | | 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) | | | Repurchases of stock | — | | (577.3) | | (456.0) | | (999.4) | | | Cash dividends paid | (67.7) | | (53.9) | | (220.1) | | (94.5) | | | 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 | | | 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

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

(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
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)
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
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
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
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

14

Document

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
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
Gross Margin Rate 25 % 30 % 37 % 34 % 28 % 22 % 19 % 17 %
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
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
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
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
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
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
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

The Mosaic Company - Phosphate Segment

Selected Calendar Quarter Financial Information

(Unaudited)

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 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 (9) (9) (30) (31)
Adjusted Gross Margin(b) 381 $ 469 $ 528 $ 642 $ 367 $ 262 $ 259 $ 247
SG&A 15 8 10 8 15 10 11
Other operating (income) expense 27 27 54 219 72 (17) 59
Operating Earnings 326 $ 418 $ 493 $ 578 $ 131 $ 145 $ 266 $ 146
Plus: Depreciation, Depletion and Amortization 115 120 133 121 111 116 129
Plus: Accretion Expense 13 13 14 13 15 16 16
Plus: Foreign Exchange Gain (Loss) (11) (7) 3 (4) (2) (2)
Plus: Other Income (Expense) (24) 1 (9) (1)
Plus: Dividends from equity investments 25
Less: Earnings (loss) from Consolidated Noncontrolling Interests (3) 4 9 14 5 25 12
Plus: Notables Items 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 % 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 907 917 814 824 844 1,022 928
Performance & other products(f) 813 659 780 750 640 740 919
Other products(i) 93 85 81 77 87 74 75
Total Finished Product(d) 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) 1,857 1,745 1,636 1,664 1,602 1,836 1,660
Operating Rate % 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 % 34 % 22 % 5 % 42 % 29 % 44 %
Sulfur used in production 792 $ 848 $ 818 $ 764 $ 781 $ 745 $ 840 $ 771
% prilled sulfur used in production % 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

All values are in US Dollars.

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)

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 1,313 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 23 (18) 14 (1) (13)
Adjusted Gross Margin(b) 329 $ 199 $ 237 $ 450 $ 334 $ 29 $ (1) $ 26
SG&A 24 21 27 25 29 26 29
Other operating (income) expense 3 11 3 19 5 4
Operating Earnings 290 $ 195 $ 187 $ 420 $ 323 $ (20) $ (32) $ (20)
Plus: Depreciation, Depletion and Amortization 28 25 27 28 45 32 38
Plus: Accretion Expense 4 4 4 4 5 5 5
Plus: Foreign Exchange Gain (Loss) (31) 119 (83) (66) 38 23 73
Plus: Other Income (Expense) (1) (1) (1) (1) (1) (1) (1)
Less: Earnings from Consolidated Noncontrolling Interests (1) (2)
Plus: Notable Items 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 % 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 599 737 638 488 505 510 611
Potash produced in Brazil 59 46 46 33 40 44 44
Purchased nutrients for distribution(p) 1,689 1,039 1,636 2,303 1,927 1,526 1,730
Total Finished Product 2,347 1,822 2,320 2,824 2,472 2,080 2,385
Sales of Performance Products ('000 tonnes)(e) 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 233 261 266 174 261 235 219
TSP 102 131 129 85 82 106 88
SSP 349 312 275 343 332 283 240
DCP 124 127 85 114 126 108 133
NPK 55 64 55 25 49 45 56
Total phosphate tonnes produced 863 895 810 741 851 777 736
MOP 97 94 38 69 100 82 61
Phosphate operating rate % 89 % 92 % 83 % 76 % 87 % 78 % 74 %
Potash operating rate % 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

All values are in US Dollars.

Sulfur (long ton)
Blended rock
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) R347 R388 R403 R506 R533 R483 R538 R540
Potash cash conversion costs in BRL, production / tonne R986 R1,059 R1,296 R2,285 R1,591 R1,176 R1,455 R1,701
Mined rock costs in BRL, cash produced / tonne R430 R456 R557 R500 R525 R632 R606 R533
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)

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<br>(in millions) Tax Effect(t)<br><br>(in millions) EPS Impact<br>(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<br>(in millions) Tax Effect(t)<br><br>(in millions) EPS Impact<br>(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<br>(in millions) Tax Effect(t)<br><br>(in millions) EPS Impact<br>(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<br>(in millions) Tax Effect(t)<br><br>(in millions) EPS Impact<br>(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<br>(in millions) Tax Effect(t)<br><br>(in millions) EPS Impact<br>(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<br>(in millions) Tax Effect(t)<br><br>(in millions) EPS Impact<br>(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<br>(in millions) Tax Effect(t)<br><br>(in millions) EPS Impact<br>(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<br>(in millions) Tax Effect(t)<br><br>(in millions) EPS Impact<br>(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.