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8-K

Mosaic Co (MOS)

8-K 2021-08-02 For: 2021-08-02
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Added on April 07, 2026

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 2, 2021

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, FL
(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 NYSE
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, 2021, as presented in a press release issued on August 2, 2021.

Furnished herewith as Exhibit 99.2 and incorporated by reference herein is certain performance data for the period ended June 30, 2021 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 2, 2021, of The Mosaic Company regarding its earnings and results of operations for the quarter ended June 30, 2021
99.2 Performance data for the period ended June 30, 2021

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 2, 2021 By: /s/ Mark J. Isaacson
Name: Mark J. Isaacson
Title: Senior Vice President, General Counsel
and Corporate Secretary

Document

| The Mosaic Company<br><br>101 E. Kennedy Blvd., Suite 2500<br><br>Tampa, FL 33602<br><br>www.mosaicco.com | | --- || FOR IMMEDIATE RELEASE | | | | --- | --- | --- | | Media<br><br>Ben Pratt<br><br>The Mosaic Company<br><br>813-775-4206<br><br>benjamin.pratt@mosaicco.com | Investors<br><br>Laura Gagnon<br><br>The Mosaic Company<br><br>813-775-4214<br><br>investor@mosaicco.com | Investors<br><br>Paul Massoud<br><br>The Mosaic Company<br><br>813-244-0669<br><br>investor@mosaicco.com |

THE MOSAIC COMPANY REPORTS SECOND QUARTER 2021 RESULTS

TAMPA, FL, August 2, 2021 - The Mosaic Company (NYSE: MOS), reported net income of $437 million, or $1.14 per diluted share, for the second quarter of 2021. Adjusted EPS(1) was $1.17 and adjusted EBITDA(1) was $829 million. Gross margin was $752 million compared to $257 million a year ago, reflecting improved per tonne margins in all three operating segments as a result of higher prices and transformation benefits, partially offset by lower volumes. Reported earnings were negatively impacted by notable items of $27 million.

“Mosaic's results for the second quarter of 2021 highlight the benefits of our transformation efforts in a strong pricing environment,” said Joc O’Rourke, President and CEO. “Underlying agricultural markets remain constructive, and this is driving demand for fertilizer. The second half of 2021 is expected to be one of our strongest periods in more than a decade.”

Highlights:

•Second quarter revenues were up 37 percent year-over-year to $2.8 billion, as stronger pricing more than offset lower volumes.

•Gross margins in the quarter were up 193 percent from the prior year period, primarily as a result of year-over-year price increases. The gross margin rate in the quarter was 26.9 percent, up from 12.6 percent in second quarter of 2020 and the highest gross margin rate since the first quarter of 2013.

•The company generated $1.0 billion in cash flow from operations during the quarter, or $718 million after subtracting capital expenditures.

•Third quarter phosphate and potash segment sales are approximately 90 percent committed and priced.

◦Phosphate average realized prices in the third quarter are expected to be $90 to $100 per tonne higher than prices realized during the second quarter. Raw material costs in the third quarter are expected to increase $15 to $25 per finished tonne above second quarter costs.

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

◦Potash average realized prices are expected to be $25 to $35 per tonne higher than second quarter realized prices.

•Mosaic's balance sheet continued to strengthen. Net debt as of June 30 totaled $3.0 billion, down $1.1 billion from the year ago period and included unrestricted cash and cash equivalents of $1.4 billion. In August, the company is proceeding with the early retirement of $450 million of long-term debt that matures in November 2021.

•Capital expenditures were $297 million in the second quarter. Full year capital expenditures are expected to increase from $1.1 billion to approximately $1.2 billion as the company further accelerates the ramp up of the Esterhazy K3 potash project and takes advantage of high returning growth opportunity projects.

•Phosphates sales volumes were down 11 percent year-over-year to 2.0 million tonnes as sales were limited by production. Segment revenues over the same period were up 54 percent as a result of strong price increases. Improved pricing, partially offset by higher raw material and conversion costs, resulted in gross margin increasing to $156 per tonne, up from last year's $7 per tonne. Sulfur availability negatively impacted production volumes, which totaled 1.8 million tonnes in the second quarter, but this issue has been resolved with the recovery of U.S. Gulf refinery operating rates. Production volumes in the second half of 2021 are expected to return to normal levels.

•Potash sales volumes of 2.3 million tonnes in the second quarter, down 9 percent year-over-year, were negatively impacted by rail issues that slowed Canpotex sales. In early June, Mosaic shut down its K1 and K2 shafts, accelerated the shift of ore production to the new K3 project at Esterhazy, and began the process to restart operations at Colonsay. The company now expects the net negative impact to sales volumes to be approximately 500,000 tonnes in the second half of 2021, down from the original estimate of 800,000 tonnes. As a result of strong demand and limited supply, average MOP prices, fob mine, in the second quarter were up $61 per tonne year-over-year and up $43 per tonne from the first quarter of 2021. Gross margin per tonne in the second quarter was $93, or $100 per tonne excluding the notable costs related to the accelerated depreciation of K1 and K2.

•Mosaic Fertilizantes recorded net sales of $1.0 billion in the second quarter of 2021, up 32 percent from the year ago period, as higher prices offset an 8 percent decline in volumes. In the quarter, Mosaic Fertilizantes generated a gross margin per tonne of $78, or $81 per tonne on an adjusted basis, primarily due to higher prices. The business is ahead of schedule in reaching its targeted $200 million of annual EBITDA contribution from transformation in the 2019 to 2022 period.

•The company released its annual sustainability report noting progress on meeting its 2025 environmental targets, reporting reductions of freshwater use and GHG emissions since our baseline year of 18% and 10%, respectively.

Second Quarter Segment Results

Potash Results* 2Q 2021 1Q 2021 2Q 2020
Sales Volumes million tonnes 2.3 2.0 2.6
MOP Selling Price(2) $243 $200 $182
Gross Margin (GAAP) per tonne $93 $71 $51
Adjusted Gross Margin (non-GAAP) per tonne(1) $100 $82 $60

*Tonnes = finished product tonnes

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

(2) Average MOP Selling Price (fob mine)

Net sales in the Potash segment totaled $663 million for the second quarter, up from $555 million one year ago, due to higher prices partially offset by lower volumes. Gross margin for the second quarter was $217 million compared to $132 million for the same period a year ago.

MOP cash costs excluding brine management costs, were $62 per tonne, compared to $56 per tonne in the prior year quarter. Cash costs per tonne were negatively impacted by lower operating rates and the strengthening of the Canadian dollar. Esterhazy idle plant costs related to the closure of K1 and K2, included in costs of goods sold, totaled $7 million, but these costs are expected to be eliminated as K3 ramps up to full production. Brine management cash costs in the quarter were $13 million. With the closure of K1 and K2, brine management costs will no longer be reported. Closure costs for Esterhazy K1 and K2 were $158 million in the quarter, primarily reflecting asset write-downs.

Mosaic now expects the net production impact of the closures to be approximately 700,000 tonnes, which is 300,000 tonnes lower than earlier estimates and reflects the acceleration of the completion of the second production hoist at K3 and the restart of Colonsay. The expected impact to sales in 2021 has now been lowered to approximately 500,000 tonnes.

Mosaic Fertilizantes Results* 2Q 2021 1Q 2021 2Q 2020
Sales Volumes million tonnes 2.3 2.1 2.6
Brazil MAP Selling Price(3) $589 $421 $314
Average Finished Product Selling Price (destination) $442 $370 $308
Gross Margin (GAAP) per tonne $78 $50 $39
Adjusted Gross Margin (non GAAP) per tonne(1) $81 $50 $39

*Tonnes = finished product tonnes

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

(3)Average MAP selling price (Brazil production, delivered price to third party customers)

Net sales in the Mosaic Fertilizantes segment were $1.0 billion for the second quarter, up from $787 million in the prior year period due to higher year-over-year prices. Gross margin was $185 million, compared to $101 million for the same period a year ago, as improved pricing and transformation benefits were partially offset by inflationary pressures on production costs and unfavorable foreign currency impacts.

Lower reported sales volumes were the result of limited inventories, lower operating rates, and an increase in produced volumes sold through the company's own distribution system. The mined volumes and conversion plant operating rates were impacted by turnarounds in the second quarter, which also impacted cost per tonne metrics. The company expects both operating rates and mined volumes to revert to normal levels in the second half of 2021.

Phosphates Results* 2Q 2021 1Q 2021 2Q 2020
Sales Volumes million tonnes 2.0 2.1 2.2
DAP Selling Price(4) $544 $426 $287
Gross Margin (GAAP) per tonne $156 $84 $7
Adjusted Gross Margin (non-GAAP) per tonne(1) $156 $84 $12

*Tonnes = finished product tonnes

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

(4)Average DAP Selling Price (fob plant)

Net sales in the Phosphates segment were $1.2 billion for the second quarter of 2021, up from $762 million in the prior year period due to higher year-over-year prices partially offset by lower volumes. Gross margin was $309 million, compared to $18 million for the same period a year ago, as improved pricing and transformation benefits were partially offset by lower volumes and higher raw material costs. Gross margin per tonne was $156 compared to $7 in the prior-year period.

Production of finished phosphates totaled 1.8 million tonnes, reflecting previously disclosed sulfur availability issues in the first half of 2021. This issue has been resolved, and we expect normal production operating rates in the third and fourth quarters. Finished product inventories remain low, and we expect our sales to be roughly in line with production in the second half of 2021.

While the spot price of ammonia in the quarter was $530 per tonne, up $296 per tonne over the prior year period, Mosaic's realized cost used in production was $382 per tonne, up $93 per tonne, reflecting the benefits of internal production and the long-term, natural gas-based CF contract. Roughly one third of our ammonia consumption is purchased on the spot market, providing us with a competitive advantage. The company has given CF notice that it intends to increase purchase volumes under the contract in the second half of 2021.

Higher cash costs in the segment are primarily the result of near-term volume declines. The increase in U.S. mined rock cash costs reflected lower volumes as a result of moving to new mining areas at South Fort Meade. Cash conversion cost increases primarily related to the volume impact of sulfur constraints during the quarter.

Other

Selling, general and administrative costs (SG&A) were $108 million, up from $95 million in the year-ago period, which primarily reflected spending on our strategic priorities, including transformation and technology projects.

Total Asset Retirement Obligation cash spending in the quarter was $41 million, which continued to reflect spending related to the Plant City closure.

The effective tax rate during the quarter was 20.7 percent, reflecting the benefits of strong phosphate earnings in the U.S. Tax jurisdiction. The company expects an effective rate for full year 2021 in the mid-20 percent range under current tax regulations.

2021 Market Outlook and Key Assumptions

Strong agricultural trends driving demand for fertilizers are expected to continue through the second half of 2021 and beyond. Grower economics in most global growing regions remain attractive as a result of strong crop demand, higher priced but still affordable inputs, and favorable weather. In three of the four major fertilizer markets, North America, Brazil and China, domestic crop prices continue to incent nutrient application to drive higher yields. In the fourth country, India, a normal monsoon and good crop prices are incenting growers to maximize yields. However, supply may be limited by importer economics, where margins are negative given the market prices, current subsidy, and the government set retail price. India shipments are likely to remain constrained until the situation changes. However, even with recent lower shipments to India, global markets are expected to remain tight.

Phosphate producer and channel inventories remain well below normal levels. While Chinese phosphate exports were up 2.1 million tonnes in the first half of 2021 to meet the strong global demand, China's National Development and Reform Commission has requested phosphate producers stop exporting to focus on supplying domestic needs. We currently expect 2021 exports to end the year down from 2020 levels. Recent industry restructuring is expected to further limit supplies available for export beyond 2021.

Approximately 90 percent of phosphate and potash segment sales expected to be realized in the third quarter are already priced. In phosphates, the company expects to realize $90 to $100 per tonne average realized price improvement in the third quarter over the second quarter, all related to increasing market prices and reflecting approximately a 60-day lag between visible market prices and price realization. Raw material costs are expected to increase $15 to $25 per finished tonne in the third quarter from the second quarter. Potash prices in the third quarter are expected to be $25 to $35 above second quarter average realized prices.

The company provided the following modeling assumptions for the full year 2021:

Estimated reconciling items EBITDA to EPS Full Year 2021
Depreciation, Depletion & Amortization $800 - $820 million
Selling, General, and Administrative(1) $380 - $410 million
Net Interest Expense $160 - $170 million
Non-notable adjustments $80 - $90 million
Effective tax rate(2) Mid 20’s %

(1)Mark-to-market adjustments on equity-based incentive compensation may drive further changes to SG&A expectations.

(2)The company expects cash taxes for the full year 2021 to be approximately $200 million, dependent upon earnings levels and geographic mix.

Capital Expenditures Expectations $ in Billions
Sustaining Capital $0.75-$0.80
Growth Capital $0.40-$0.45
Total Capital ~$1.2

.

Sensitivities Table Using 2020 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.

These sensitivities are based on 2020 adjusted EBITDA of $1.56 billion. The company hedges approximately 50 percent of its Brazilian real exposures over time.

Sensitivity Full year adj. EBITDA impact(1) 2020 Actual
Average MOP Price / tonne (fob mine)(3) $10/mt price change = $65 million (2) $181
Average DAP Price / tonne (fob plant)(3) $10/mt price change = $105 million $310
Average BRL / USD 0.10 change, unhedged = $13 million(4) 5.15
Average CAD / USD 0.01 change, unhedged = $13 million 1.35

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

(2) Includes impact of Canadian Resource Tax

(3) 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.

(4) 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 Tuesday, August 3, 2021, at 11 am Eastern. The fireside chat will be available both on the website and via telephone at the following number: 678-825-8336 Conference ID# 5744899. 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: the economic impact and operating impacts of the coronavirus (Covid-19) pandemic, the potential drop in oil demand/production and its impact on the availability and price of sulfur, 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 MWSPC), the timely development and commencement of operations of production facilities in the Kingdom of Saudi Arabia, and the future success of current plans for MWSPC and any future changes in those plans; difficulties with realization of the benefits of our long term 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, 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 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. 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 current and historical periods beginning with the quarter ended September 30, 2019, 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, 2021, the company reported the following notable items which, combined, negatively impacted earnings per share by $(0.03):

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) $ 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 Mine closure costs (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)

For the three months ended June 30, 2020, the company reported the following notable items which, combined, positively impacted earnings per share by $0.01:

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) $ 34 $ (15) $ 0.05
Unrealized gain (loss) on derivatives Corporate and Other Cost of goods sold 9 (4) 0.01
Accelerated depreciation Potash Cost of goods sold (22) 9 (0.03)
Closed and indefinitely idled facility costs Phosphates Other operating income (expense) (12) 5 (0.02)
Closed and indefinitely idled facility costs Potash Other operating income (expense) (7) 3 (0.01)
Realized gain on RCRA Trust Securities Phosphates Other non-operating income (expense) 3 (1)
Discrete tax items Consolidated (Provision for) benefit from income taxes 3 0.01
Government mandated mine shutdown Phosphates Cost of goods sold (8) 3 (0.01)
Legal settlement Potash Other operating income (expense) 7 (3) 0.01
Write-down of assets Mosaic Fertilizantes Other operating income (expense) (4) 2 (0.01)
ARO adjustment - closed facilities Phosphates Other operating income (expense) (50) 22 (0.07)
Tax Rate Change Consolidated (Provision for) benefit from income taxes 32 0.08
Total Notable Items $ (50) $ 56 $ 0.01

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,
2021 2020 2021 2020
Net sales $ 2,800.7 $ 2,044.7 $ 5,097.8 $ 3,842.8
Cost of goods sold 2,048.4 1,787.7 3,910.6 3,544.4
Gross margin 752.3 257.0 1,187.2 298.4
Selling, general and administrative expenses 107.6 95.1 209.3 163.0
Mine closure costs 158.1 158.1
Other operating expense 2.6 76.1 22.6 115.8
Operating earnings 484.0 85.8 797.2 19.6
Interest expense, net (37.3) (49.3) (82.3) (90.4)
Foreign currency transaction gain (loss) 111.1 34.1 65.3 (180.1)
Other income 1.4 2.4 4.4 6.9
Earnings (loss) from consolidated companies before income taxes 559.2 73.0 784.6 (244.0)
Provision for (benefit from) income taxes 115.9 (2.7) 175.6 (135.7)
Earnings (loss) from consolidated companies 443.3 75.7 609.0 (108.3)
Equity in net (loss) of nonconsolidated companies (4.5) (29.8) (12.0) (49.8)
Net earnings (loss) including noncontrolling interests 438.8 45.9 597.0 (158.1)
Less: Net earnings (loss) attributable to noncontrolling interests 1.6 (1.5) 3.1 (2.5)
Net earnings (loss) attributable to Mosaic $ 437.2 $ 47.4 $ 593.9 $ (155.6)
Diluted net earnings (loss) per share attributable to Mosaic $ 1.14 $ 0.12 $ 1.55 $ (0.41)
Diluted weighted average number of shares outstanding 383.3 381.3 383.0 378.9

Condensed Consolidated Balance Sheets

(in millions, except per share amounts)

The Mosaic Company (unaudited)
June 30, 2021 December 31, 2020
--- --- --- --- ---
Assets
Current assets:
Cash and cash equivalents $ 1,417.6 $ 574.0
Receivables, net, including affiliate receivables of $78.2 and $144.8, respectively 930.5 881.1
Inventories 2,194.4 1,739.2
Other current assets 445.1 326.9
Total current assets 4,987.6 3,521.2
Property, plant and equipment, net of accumulated depreciation of $7,968.4 and $8,106.8, respectively 12,062.8 11,854.3
Investments in nonconsolidated companies 668.7 673.1
Goodwill 1,201.3 1,173.0
Deferred income taxes 1,169.4 1,179.4
Other assets 1,383.7 1,388.8
Total assets $ 21,473.5 $ 19,789.8
Liabilities and Equity
Current liabilities:
Short-term debt $ 0.1 $ 0.1
Current maturities of long-term debt 494.9 504.2
Structured accounts payable arrangements 830.7 640.0
Accounts payable 924.8 769.1
Accrued liabilities 1,887.4 1,233.1
Total current liabilities 4,137.9 3,146.5
Long-term debt, less current maturities 3,967.9 4,073.8
Deferred income taxes 1,073.5 1,060.8
Other noncurrent liabilities 1,778.6 1,753.5
Equity:
Preferred Stock, $0.01 par value, 15,000,000 shares authorized, none issued and outstanding as of June 30, 2021 and December 31, 2020
Common Stock, $0.01 par value, 1,000,000,000 shares authorized, 390,776,964 shares issued and 379,894,467 shares outstanding as of June 30, 2021, 389,974,041 shares issued and 379,091,544 shares outstanding as of December 31, 2020 3.8 3.8
Capital in excess of par value 882.6 872.8
Retained earnings 11,075.9 10,511.0
Accumulated other comprehensive loss (1,624.3) (1,806.2)
Total Mosaic stockholders' equity 10,338.0 9,581.4
Noncontrolling interests 177.6 173.8
Total equity 10,515.6 9,755.2
Total liabilities and equity $ 21,473.5 $ 19,789.8

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, | | | | | | 2021 | | 2020 | | 2021 | | 2020 | | | Cash Flows from Operating Activities: | | | | | | | | | | Net cash provided by operating activities | $ | 1,015.1 | $ | 813.7 | $ | 1,333.9 | $ | 1,003.6 | | Cash Flows from Investing Activities: | | | | | | | | | | Capital expenditures | (297.2) | | (257.2) | | (585.8) | | (520.7) | | | Purchases of available-for-sale securities - restricted | (76.8) | | (138.5) | | (200.5) | | (348.5) | | | Proceeds from sale of available-for-sale securities - restricted | 75.3 | | 137.2 | | 186.1 | | 341.0 | | | Purchases of held-to-maturity securities | — | | — | | (0.8) | | (0.7) | | | Proceeds from sale of held-to-maturity securities | — | | — | | 0.8 | | 0.8 | | | Other | 27.6 | | 0.6 | | 20.6 | | 0.5 | | | Net cash used in investing activities | (271.1) | | (257.9) | | (579.6) | | (527.6) | | | Cash Flows from Financing Activities: | | | | | | | | | | Payments of short-term debt | (25.0) | | (688.9) | | (25.0) | | (821.5) | | | Proceeds from issuance of short-term debt | 10.0 | | 289.6 | | 25.0 | | 1,395.0 | | | Payments of structured accounts payable arrangements | (181.7) | | (288.7) | | (342.7) | | (701.6) | | | Proceeds from structured accounts payable arrangements | 212.8 | | 193.7 | | 527.5 | | 365.3 | | | Collections of transferred receivables | 102.1 | | — | | 188.7 | | — | | | Payments of transferred receivables | (160.6) | | — | | (160.6) | | — | | | Payments of long-term debt | (14.2) | | (17.2) | | (128.7) | | (31.4) | | | Cash dividends paid | (28.6) | | (19.0) | | (47.5) | | (37.9) | | | Other | 3.1 | | (0.2) | | 2.9 | | (0.3) | | | Net cash provided by financing activities | (82.1) | | (530.7) | | 39.6 | | 167.6 | | | Effect of exchange rate changes on cash | 69.2 | | (15.4) | | 49.1 | | (84.3) | | | Net change in cash, cash equivalents and restricted cash | 731.1 | | 9.7 | | 843.0 | | 559.3 | | | Cash, cash equivalents and restricted cash - beginning of period | 706.3 | | 1,081.9 | | 594.4 | | 532.3 | | | Cash, cash equivalents and restricted cash - end of period | $ | 1,437.4 | $ | 1,091.6 | $ | 1,437.4 | $ | 1,091.6 || | Six months ended | | | | | --- | --- | --- | --- | --- | | | June 30, 2021 | | June 30, 2020 | | | 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 | $ | 1,417.6 | $ | 1,073.3 | | Restricted cash in other current assets | 10.6 | | 8.5 | | | Restricted cash in other assets | 9.2 | | 9.8 | | | Total cash, cash equivalents and restricted cash shown in the unaudited statements of cash flows | $ | 1,437.4 | $ | 1,091.6 |

Earnings Per Share Calculation

Three months ended June 30, Six months ended June 30,
2021 2020 2021 2020
Net income (loss) attributable to Mosaic $ 437.2 $ 47.4 $ 593.9 $ (155.6)
Basic weighted average number of shares outstanding 379.8 379.1 379.5 378.9
Dilutive impact of share-based awards 3.5 2.2 3.5
Diluted weighted average number of shares outstanding 383.3 381.3 383.0 378.9
Basic net income (loss) per share attributable to Mosaic $ 1.15 $ 0.13 $ 1.56 $ (0.41)
Diluted net income (loss) per share attributable to Mosaic $ 1.14 $ 0.12 $ 1.55 $ (0.41)
Notable items impact on net income (loss) per share attributable to Mosaic 0.03 (0.01) 0.19 0.46
Adjusted diluted net income (loss) per share attributable to Mosaic $ 1.17 $ 0.11 $ 1.74 $ 0.05

Reconciliation of Non-GAAP Financial Measures

Consolidated Earnings (in millions) Three months ended June 30, Three months ended June 30,
2021 2020
Consolidated net earnings attributable to Mosaic $ 437 $ 47
Less: Consolidated interest expense, net (37) (49)
Plus: Consolidated depreciation, depletion and amortization 204 215
Plus: Accretion expense 19 17
Plus: Share-based compensation (income) expense 4 8
Plus: Consolidated provision for (benefit from) income taxes 116 (3)
Less: Equity in net earnings (loss) of nonconsolidated companies, net of dividends (4) (30)
Plus: Notable items 8 20
Adjusted EBITDA $ 829 $ 383
Three months ended
--- --- --- --- --- --- ---
Potash Gross Margin (per tonne) June 30, March 30, June 30,
2021 2021 2020
Gross margin / tonne $ 93 $ 71 $ 51
Notable items in gross margin / tonne 7 11 9
Adjusted gross margin / tonne $ 100 $ 82 $ 60
Three months ended
Mosaic Fertilizantes Gross Margin (per tonne) June 30, March 30, June 30,
2021 2021 2020
Gross margin / tonne $ 78 $ 50 $ 39
Notable items in gross margin / tonne 3
Adjusted gross margin / tonne $ 81 $ 50 $ 39
Three months ended
Phosphates Gross Margin (per tonne) June 30, March 30, June 30,
2021 2021 2020
Gross margin / tonne $ 156 $ 84 $ 7
Notable items in gross margin / tonne 5
Adjusted gross margin / tonne $ 156 $ 84 $ 12

Document

Exhibit 99.2

The Mosaic Company

Selected Calendar Quarter Financial Information

(Unaudited)

Q3 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021
Consolidated data (in millions, except per share)
Diluted net earnings (loss) per share $ (0.11) $ (2.43) $ (0.54) $ 0.12 $ (0.02) $ 2.17 $ 0.41 $ 1.14
Notable items impact on earnings per share(a) (0.19) (2.14) (0.48) 0.01 (0.25) 1.60 (0.16) (0.03)
Adjusted diluted net earnings per share(a) $ 0.08 $ (0.29) $ (0.06) $ 0.11 $ 0.23 $ 0.57 $ 0.57 $ 1.17
Diluted weighted average # of shares outstanding 385.0 378.8 378.8 381.3 379.1 382.3 382.8 383.3
Total Net Sales $ 2,753 $ 2,076 $ 1,798 $ 2,045 $ 2,382 $ 2,458 $ 2,297 $ 2,801
Cost of goods sold 2,473 1,996 1,757 1,788 2,027 2,046 1,862 2,049
Gross Margin $ 280 $ 80 $ 41 $ 257 $ 355 $ 412 $ 435 $ 752
SG&A 78 105 68 95 98 111 102 108
Other operating (income) expense(p) (r) 62 1,170 39 76 159 6 20 160
Operating earnings $ 140 $ (1,195) $ (66) $ 86 $ 98 $ 295 $ 313 $ 484
Interest expense, net (43) (47) (41) (49) (43) (47) (45) (37)
Consolidated foreign currency gain/(loss) (54) 31 (214) 34 6 110 (46) 111
Earnings from consolidated companies before income taxes 52 (1,214) (317) 73 66 359 225 559
Provision for (benefit from) income taxes 69 (289) (133) (3) 38 (480) 60 116
Earnings (loss) from consolidated companies $ (17) $ (925) $ (184) $ 76 $ 28 $ 839 $ 165 $ 443
Equity in net earnings (loss) of nonconsolidated companies (23) (25) (20) (30) (32) (11) (7) (4)
Less: Net earnings (loss) attributable to noncontrolling interests 4 (29) (1) (1) 2 1 2
Net earnings (loss) attributable to Mosaic $ (44) $ (921) $ (203) $ 47 $ (6) $ 828 $ 157 $ 437
After tax Notable items included in earnings $ (72) $ (810) $ (182) $ 6 $ (93) $ 610 $ (63) $ (10)
Gross Margin Rate 10 % 4 % 2 % 13 % 15 % 17 % 19 % 27 %
Effective Tax Rate (including discrete tax) 133 % 24 % 42 % (4) % 58 % (134) % 27 % 21 %
Discrete Tax benefit (expense) $ (16) $ (41) $ 28 $ 3 $ (2) $ 580 $ (4) $ 49
Depreciation, Depletion and Amortization $ 211 $ 233 $ 217 $ 215 $ 206 $ 208 $ 209 $ 204
Accretion Expense $ 16 $ 17 $ 18 $ 17 $ 17 $ 17 $ 17 $ 19
Share-Based Compensation Expense $ 2 $ 5 $ (10) $ 8 $ 7 $ 12 $ 15 $ 4
Notable Items $ 69 $ 1,113 $ 285 $ 20 $ 101 $ (134) $ 50 $ 8
Adjusted EBITDA(b) $ 389 $ 227 $ 234 $ 383 $ 438 $ 508 $ 560 $ 829
Net cash provided by (used in) operating activities $ 486 $ 278 $ 190 $ 809 $ 341 $ 238 $ 319 $ 1,015
Cash paid for interest (net of amount capitalized) 14 86 14 88 8 90 1 88
Cash paid for income taxes (net of refunds) 11 (70) 67 (93) 11 21 83 36
Net cash used in investing activities $ (327) $ (347) $ (270) $ (258) $ (267) $ (395) $ (309) $ (271)
Capital expenditures (322) (340) (264) (258) (265) (385) (289) (297)
Net cash (used in) provided by financing activities $ 105 $ (66) $ 698 $ (530) $ (219) $ (233) $ 122 $ (82)
Cash dividends paid (19) (19) (19) (19) (19) (19) (19) (29)
Effect of exchange rate changes on cash $ (24) $ 9 $ (69) $ (11) $ (2) $ 39 $ (20) $ 69
Net change in cash and cash equivalents $ 240 $ (126) $ 549 $ 10 $ (147) $ (351) $ 112 $ 731
Short-term debt $ 88 $ 42 $ 1,008 $ 610 $ 216 $ $ 15 $
Long-term debt (including current portion) 4,576 4,572 4,572 4,587 4,578 4,578 4,470 4,463
Cash & cash equivalents 641 519 1,069 1,073 923 574 692 1,418
Net debt $ 4,023 $ 4,095 $ 4,511 $ 4,124 $ 3,871 $ 4,004 $ 3,793 $ 3,045
Segment Contributions (in millions)
Phosphates $ 820 $ 698 $ 619 $ 763 $ 745 $ 990 $ 1,001 $ 1,175
Potash 616 395 442 555 464 559 477 663
Mosaic Fertilizantes 1,388 864 731 787 1,140 823 764 1,036
Corporate and Other(c) (71) 119 6 (60) 33 86 55 (73)
Total net sales $ 2,753 $ 2,076 $ 1,798 $ 2,045 $ 2,382 $ 2,458 $ 2,297 $ 2,801
Phosphates $ (70) $ (712) $ (107) $ (59) $ (115) $ 134 $ 153 $ 283
Potash 148 (452) 94 124 87 95 125 49
Mosaic Fertilizantes 98 5 29 77 144 97 90 170
Corporate and Other(c) (36) (36) (82) (56) (18) (31) (55) (18)
Consolidated operating earnings $ 140 $ (1,195) $ (66) $ 86 $ 98 $ 295 $ 313 $ 484
Phosphates(d) 2,194 2,011 1,919 2,235 2,064 2,316 2,062 1,982
--- --- --- --- --- --- --- --- ---
Potash(d) 2,321 1,499 1,899 2,559 2,264 2,675 1,980 2,326
Mosaic Fertilizantes 3,424 2,192 2,077 2,558 3,588 2,341 2,064 2,341
Corporate and Other 348 538 223 501 648 629 475 427
Total finished product tonnes sold ('000 tonnes) 8,287 6,240 6,118 7,853 8,564 7,961 6,581 7,076
Sales of Performance Products ('000 tonnes)(e) 1,138 1,003 704 985 1,094 1,267 1,023 917

The Mosaic Company - Phosphates Segment

Selected Calendar Quarter Financial Information

(Unaudited)

Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021
Net Sales and Gross Margin (in millions, except per tonne)
Segment income statement
Net Sales 820 $ 698 $ 619 $ 763 $ 745 $ 990 $ 1,001 $ 1,175
Cost of Goods Sold 804 702 745 723 821 828 866
Gross Margin (19) $ (106) $ (83) $ 18 $ 22 $ 169 $ 173 $ 309
Notable Items Included in Gross Margin (16) (5) (8)
Adjusted Gross Margin(b) (12) $ (90) $ (78) $ 26 $ 22 $ 169 $ 173 $ 309
SG&A 11 9 10 12 7 10 10
Other operating (income) expense(r) 595 15 67 125 28 10 16
Operating Earnings (70) $ (712) $ (107) $ (59) $ (115) $ 134 $ 153 $ 283
Plus: Depreciation, Depletion and Amortization 113 114 113 108 107 102 106
Plus: Accretion Expense 12 13 11 12 12 12 10
Plus: Foreign Exchange Gain (Loss) (2) 14 2 1 (1) 6 8
Plus: Other Income (Expense) 5 4 2 5 2
Less: Earnings (loss) from Consolidated Noncontrolling Interests (29) 2 2 3 2
Plus: Notables Items 593 (11) 57 110 14 (4) 1
Adjusted EBITDA(b) 68 $ 33 $ 28 $ 124 $ 118 $ 266 $ 271 $ 408
Capital expenditures 124 $ 179 $ 138 $ 122 $ 115 $ 163 $ 153 $ 150
Gross Margin / tonne of finished product (10) $ (52) $ (43) $ 7 $ 11 $ 73 $ 84 $ 156
Adjusted Gross Margin / tonne of finished product (6) $ (45) $ (41) $ 12 $ 11 $ 73 $ 84 $ 156
Gross margin as a percent of sales % (15) % (13) % 2 % 3 % 17 % 17 % 26 %
Freight included in finished goods (in millions) 86 $ 94 $ 76 $ 86 $ 85 $ 109 $ 97 $ 103
Idle/Turnaround costs (excluding notable items) 18 $ 39 $ 35 $ 13 $ 25 $ 15 $ 41 $ 38
Operating Data
Sales volumes ('000 tonnes)(d)
DAP/MAP 1,276 1,332 1,166 1,134 1,304 1,210 880
Performance & other products(f) 608 486 957 822 877 724 971
Other products(i) 127 101 112 108 135 128 131
Total Finished Product(d) 2,011 1,919 2,235 2,064 2,316 2,062 1,982
DAP selling price (fob plant)(t) 310 $ 266 $ 274 $ 287 $ 307 $ 363 $ 426 $ 544
Average finished product selling price (destination)(g) 355 $ 329 $ 317 $ 338 $ 354 $ 422 $ 477 $ 584
Production Volumes ('000 tonnes)
Total tonnes produced(h) 1,924 1,861 2,117 2,038 2,144 1,911 1,827
Operating Rate % 79 % 75 % 85 % 82 % 86 % 77 % 73 %
Raw Materials
Ammonia used in production 308 $ 272 $ 276 $ 309 $ 311 $ 319 $ 281 $ 256
% manufactured ammonia used in production % 4 % 17 % 19 % 23 % 31 % 23 % 29 %
Sulfur used in production 985 $ 886 $ 816 $ 966 $ 907 $ 946 $ 841 $ 824
% prilled sulfur used in production % 14 % 13 % 17 % 14 % 19 % 27 % 18 %
Realized costs (/tonne)
Ammonia (tonne)(j) 306 $ 305 $ 309 $ 289 $ 273 $ 277 $ 316 $ 382
Sulfur (long ton)(k) 119 $ 104 $ 78 $ 76 $ 86 $ 93 $ 119 $ 172
Blended rock 65 $ 61 $ 62 $ 61 $ 60 $ 61 $ 61 $ 60
Phosphate cash conversion costs, production / tonne(w) 63 $ 62 $ 65 $ 58 $ 63 $ 63 $ 63 $ 68
Cash costs of U.S. mined rock/production tonne(x) 39 $ 38 $ 35 $ 35 $ 39 $ 40 $ 36 $ 37
ARO cash spending (in millions) 29 $ 24 $ 21 $ 26 $ 28 $ 29 $ 32 $ 33

All values are in US Dollars.

MWSPC equity earnings (loss) $ (23) $ (26) $ (21) $ (31) $ (34) $ (11) $ (8) $ (7)
MWSPC total sales tonnes (DAP/MAP/NPK) 505 623 546 540 487 565 612 360

The Mosaic Company - Potash Segment

Selected Calendar Quarter Financial Information

(Unaudited)

Q3 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021
Net Sales and Gross Margin (in millions, except per tonne)
Segment income statement
Net Sales $ 616 $ 395 $ 442 $ 555 $ 464 $ 559 $ 477 $ 663
Cost of Goods Sold 458 303 333 424 356 439 337 446
Gross Margin $ 158 $ 92 $ 109 $ 131 $ 108 $ 120 $ 140 $ 217
Notable Items Included in Gross Margin (12) (22) (22) (22) (19) (16) (22) (15)
Adjusted Gross Margin(b) $ 170 $ 114 $ 131 $ 153 $ 127 $ 136 $ 162 $ 232
SG&A 6 6 5 6 6 8 7 8
Other operating (income) expense(p) 4 538 10 1 15 17 8 160
Operating Earnings $ 148 $ (452) $ 94 $ 124 $ 87 $ 95 $ 125 $ 49
Plus: Depreciation, Depletion and Amortization 63 76 70 70 69 72 80 70
Plus: Accretion Expense 3 2 2 3 2 2 2 4
Plus: Foreign Exchange Gain (Loss) (20) 27 (150) 66 34 77 15 28
Plus: Other Income (Expense) 1 1 2 1
Plus: Notable Items 20 506 158 (66) (24) (67) (10) 134
Adjusted EBITDA(b) $ 215 $ 159 $ 175 $ 199 $ 169 $ 179 $ 212 $ 285
Capital expenditures $ 153 $ 117 $ 98 $ 111 $ 119 $ 149 $ 97 $ 98
Gross Margin $ / tonne of finished product $ 68 $ 61 $ 57 $ 51 $ 48 $ 45 $ 71 $ 93
Adjusted Gross Margin $ / tonne of finished product $ 73 $ 76 $ 69 $ 60 $ 56 $ 51 $ 82 $ 100
Gross margin as a percent of sales 26 % 23 % 25 % 24 % 23 % 21 % 29 % 33 %
Supplemental Cost Information
Canadian resource taxes $ 58 $ 13 $ 32 $ 52 $ 26 $ 36 $ 35 $ 54
Royalties $ 9 $ 7 $ 10 $ 9 $ 8 $ 9 $ 9 $ 10
Brine inflow expenses(s) $ 32 $ 33 $ 33 $ 26 $ 28 $ 24 $ 23 $ 19
Freight(l) $ 79 $ 62 $ 74 $ 85 $ 73 $ 81 $ 78 $ 99
Idle/Turnaround costs (excluding notable items) $ 49 $ 40 $ 3 $ $ 15 $ 27 $ 2 $ 13
Operating Data
Sales volumes ('000 tonnes)(d)
MOP 2,099 1,313 1,709 2,282 2,030 2,435 1,747 2,064
Performance & other products(m) 210 173 177 264 223 228 221 252
Other products(i) 11 13 13 12 11 12 12 10
Total Finished Product(d) 2,321 1,499 1,899 2,559 2,264 2,675 1,980 2,326
Crop Nutrients North America 906 625 832 977 837 942 876 1,117
Crop Nutrients International 1,283 745 947 1,447 1,327 1,612 967 1,061
Non-Agricultural 132 129 120 135 100 121 137 148
Total Finished Product(d) 2,321 1,499 1,899 2,559 2,264 2,675 1,980 2,326
MOP selling price (fob mine)(u) $ 234 $ 225 $ 194 $ 182 $ 171 $ 177 $ 200 $ 243
Average finished product selling price (destination)(g) $ 266 $ 264 $ 233 $ 217 $ 205 $ 209 $ 241 $ 285
Production Volumes ('000 tonnes)
Production Volume 1,771 1,663 2,068 2,198 2,111 2,056 2,285 2,131
Operating Rate 67 % 63 % 85 % 91 % 87 % 85 % 94 % 88 %
MOP cash costs of production including brine / production tonne(n) $ 61 $ 56 $ 57 $ 56 $ 52 $ 59 $ 64 $ 62
MOP cash costs of brine management / production tonne $ 24 $ 21 $ 21 $ 15 $ 16 $ 21 $ 15 $ 13
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
ARO cash spending (in millions) $ 1 $ 3 $ 1 $ 2 $ 2 $ 3 $ 1 $ 3
Average CAD / USD $ 1.320 $ 1.320 $ 1.390 $ 1.387 $ 1.333 $ 1.304 $ 1.266 $ 1.229

The Mosaic Company - Mosaic Fertilizantes Segment

Selected Calendar Quarter Financial Information

(Unaudited)

Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021
Net Sales and Gross Margin (in millions, except per tonne)
Segment income statement
Net Sales 1,388 $ 864 $ 731 $ 787 $ 1,140 $ 823 $ 764 $ 1,036
Cost of Goods Sold 794 665 686 963 747 661 852
Gross Margin 132 $ 70 $ 66 $ 101 $ 177 $ 76 $ 103 $ 184
Notable Items Included in Gross Margin (6)
Adjusted Gross Margin(b) 132 $ 70 $ 66 $ 101 $ 177 $ 76 $ 103 $ 190
SG&A 34 24 19 17 21 18 18
Other operating (income) expense 31 13 5 16 (42) (5) (4)
Operating Earnings 98 $ 5 $ 29 $ 77 $ 144 $ 97 $ 90 $ 170
Plus: Depreciation, Depletion and Amortization 38 28 27 25 25 23 24
Plus: Accretion Expense 3 3 3 3 3 3 4
Plus: Foreign Exchange Gain (Loss) 7 (81) (27) (3) 9 (33) 34
Plus: Other Income (Expense) (2) (1) (2) (1) (1) (1) (2)
Less: Earnings from Consolidated Noncontrolling Interests 1 1 1 (1)
Plus: Notable Items 28 90 31 14 (17) 22 (28)
Adjusted EBITDA(b) 126 $ 78 $ 68 $ 109 $ 181 $ 115 $ 104 $ 203
Capital expenditures 43 $ 46 $ 25 $ 20 $ 28 $ 72 $ 39 $ 44
Gross Margin / tonne of finished product 39 $ 32 $ 32 $ 39 $ 49 $ 32 $ 50 $ 78
Adjusted Gross Margin / tonne of finished product 39 $ 32 $ 32 $ 39 $ 49 $ 32 $ 50 $ 81
Gross margin as a percent of sales % 8 % 9 % 13 % 16 % 9 % 13 % 18 %
Idle/Turnaround costs (excluding notable items) 28 $ 16 $ 4 $ 36 $ 7 $ 16 $ 5 9
Operating Data
Sales volumes ('000 tonnes)
Phosphate produced in Brazil 584 699 1,161 1,343 610 536 686
Potash produced in Brazil 87 75 71 85 74 63 66
Purchased nutrients for distribution(q) 1,521 1,303 1,326 2,160 1,657 1,465 1,589
Total Finished Product 2,192 2,077 2,558 3,588 2,341 2,064 2,341
Sales of Performance Products ('000 tonnes)(e) 340 150 301 518 357 172 299
Brazil MAP price (Brazil production delivered price to third party) 406 $ 365 $ 330 $ 314 $ 366 $ 384 $ 421 $ 589
Average finished product selling price (destination)(g) 405 $ 394 $ 352 $ 308 $ 318 $ 352 $ 370 $ 442
Production Volumes ('000 tonnes)
MAP 275 289 306 284 219 235 218
TSP 102 107 126 135 99 107 127
SSP 341 279 331 335 274 301 287
DCP 105 128 140 125 126 106 117
NPK 29 45 61 37 34 54 52
Total phosphate tonnes produced 852 848 964 916 752 803 801
MOP 134 106 113 109 110 82 92
Phosphate operating rate % 79 % 77 % 88 % 83 % 67 % 73 % 72 %
Potash operating rate % 79 % 77 % 67 % 64 % 65 % 49 % 55 %
Realized Costs (/tonne)
Ammonia/tonne 375 $ 332 $ 352 $ 327 $ 329 $ 338 $ 381 $ 527

All values are in US Dollars.

Sulfur (long ton)
Blended rock
Purchases ('000 tonnes)
DAP/MAP from Mosaic 201 176 154 193 82 109 64 96
MicroEssentials® from Mosaic 294 83 117 407 373 189 203 418
Potash from Mosaic/Canpotex 868 192 293 708 622 383 489 473
Phosphate cash conversion costs in BRL, production / tonne(w) R351 R289 R309 R265 R302 R376 R353 R383
Potash cash conversion costs in BRL, production / tonne R665 R552 R589 R661 R810 R835 R879 R1,076
Mined rock costs in BRL, cash produced / tonne R299 R342 R312 R314 R324 R375 R392 R409
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 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021
Net Sales and Gross Margin (in millions)
Segment income statement
Net Sales $ (71) $ 119 $ 6 $ (60) $ 33 $ 86 $ 55 $ (73)
Cost of Goods Sold (80) 95 57 (67) (15) 39 36 (115)
Gross Margin (Loss) $ 9 $ 24 $ (51) $ 7 $ 48 $ 47 $ 19 $ 42
Notable items Included in Gross Margin (7) 15 (51) 9 25 39 (8) 38
Adjusted Gross Margin (Loss)(b) $ 16 $ 9 $ $ (2) $ 23 $ 8 $ 27 $ 4
SG&A 40 54 30 60 63 75 67 72
Other operating (income) expense 5 6 1 3 3 3 7 (12)
Operating Earnings (Loss) $ (36) $ (36) $ (82) $ (56) $ (18) $ (31) $ (55) $ (18)
Plus: Depreciation, Depletion and Amortization 5 6 5 5 4 4 4 4
Plus: Share-Based Compensation Expense 2 5 (10) 8 7 12 15 4
Plus: Foreign Exchange Gain (Loss) 1 (1) 3 (7) (26) 25 (34) 41
Plus: Other Income (Expense) (2) (1) 4 1
Less: Earnings (Loss) from Consolidated Noncontrolling Interests (2) (2) (1) (1) (2) (2) (1)
Plus: Notable Items 8 (14) 48 (2) 1 (64) 42 (99)
Adjusted EBITDA(b) $ (20) $ (43) $ (37) $ (49) $ (30) $ (52) $ (27) $ (67)
Elimination of profit in inventory included in COGS $ 28 $ 9 $ 2 $ (13) $ 14 $ (2) $ (3) $ (39)
Unrealized gain (loss) on derivatives included in COGS $ (6) $ 15 $ (51) $ 9 $ 24 $ 39 $ (8) $ 38
Operating Data
Sales volumes ('000 tonnes) 348 538 223 501 648 629 475 427
Sales of Performance Products ('000 tonnes) 20 36 27 32 21 30 29 28
Average finished product selling price (destination)(g) $ 385 $ 398 $ 343 $ 321 $ 310 $ 317 $ 336 $ 421
Purchases ('000 tonnes)
DAP/MAP from Mosaic 89 50
MicroEssentials® from Mosaic 22 11 12 5
Potash from Mosaic/Canpotex 180 153 367 404 253 363 400 163

The Mosaic Company

Selected Calendar Quarter Financial Information

(Unaudited)

Notable Items

Q2 2021
Description Segment Line Item Amount<br>(in millions) Tax Effect(v)<br>(in millions) EPS Impact<br>(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<br>(in millions) Tax Effect(v)<br>(in millions) EPS Impact<br>(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)
Q4 2020
--- --- --- --- --- --- --- --- ---
Description Segment Line Item Amount<br>(in millions) Tax Effect(v)<br>(in millions) EPS Impact<br>(per basic share)
Foreign currency transaction gain (loss) Consolidated Foreign currency transaction gain (loss) $ 110 $ (26) $ 0.22
Unrealized gain (loss) on derivatives Corporate and Other Cost of goods sold 39 (9) 0.08
Pre-acquisition contingencies Mosaic Fertilizantes Other operating income (expense) 8 (2) 0.02
Accelerated depreciation Potash Cost of goods sold (16) 4 (0.03)
Closed and indefinitely idled facility costs Phosphates Other operating income (expense) (10) 2 (0.03)
Closed and indefinitely idled facility costs Potash Other operating income (expense) (7) 2 (0.01)
Discrete tax items Consolidated (Provision for) benefit from income taxes 580 1.52
ARO adjustment Phosphates Other operating income (expense) (5) 1 (0.01)
Tax Rate Adjustment Consolidated (Provision for) benefit from income taxes (59) (0.15)
ARO Adjustment Potash Other operating income (expense) (3) 1 (0.01)
Total Notable Items $ 116 $ 494 $ 1.60
Q3 2020
--- --- --- --- --- --- --- --- ---
Description Segment Line Item Amount<br>(in millions) Tax Effect(v)<br>(in millions) EPS Impact<br>(per basic share)
Foreign currency transaction gain (loss) Consolidated Foreign currency transaction gain (loss) $ 6 $ (2) $ 0.01
Unrealized gain (loss) on derivatives Corporate and Other Cost of goods sold 25 (10) 0.03
Legal contingencies Mosaic Fertilizantes Other operating income (expense) (8) 3 (0.01)
Accelerated depreciation Potash Cost of goods sold (19) 7 (0.03)
Closed and indefinitely idled facility costs Phosphates Other operating income (expense) (11) 4 (0.02)
Closed and indefinitely idled facility costs Potash Other operating income (expense) (6) 2 (0.01)
Realized gain on RCRA Trust Securities Phosphates Other non-operating income (expense) 6 (2) 0.01
Discrete tax items Consolidated (Provision for) benefit from income taxes (2) (0.01)
ARO adjustment Phosphates Other operating income (expense) (73) 28 (0.12)
Tax Rate Adjustment Consolidated (Provision for) benefit from income taxes (14) (0.04)
ARO adjustment Mosaic Fertilizantes Other operating income (expense) (3) 1
New Wales environmental reserve Phosphates Other operating income (expense) (35) 14 (0.05)
Integration costs Consolidated Other operating income (expense) (7) 3 (0.01)
Total Notable Items $ (125) $ 32 $ (0.25)
Q2 2020
--- --- --- --- --- --- --- --- ---
Description Segment Line Item Amount<br>(in millions) Tax Effect(v)<br>(in millions) EPS Impact<br>(per basic share)
Foreign currency transaction gain (loss) Consolidated Foreign currency transaction gain (loss) $ 34 $ (15) $ 0.05
Unrealized gain (loss) on derivatives Corporate and Other Cost of goods sold 9 (4) 0.01
Accelerated depreciation Potash Cost of goods sold (22) 9 (0.03)
Closed and indefinitely idled facility costs Phosphates Other operating income (expense) (12) 5 (0.02)
Closed and indefinitely idled facility costs Potash Other operating income (expense) (7) 3 (0.01)
Realized gain on RCRA Trust Securities Phosphates Other non-operating income (expense) 3 (1)
Discrete tax items Consolidated (Provision for) benefit from income taxes 3 0.01
Government mandated mine shutdown Phosphates Cost of goods sold (8) 3 (0.01)
Legal settlement Potash Other operating income (expense) 7 (3) 0.01
Write-down of assets Mosaic Fertilizantes Other operating income (expense) (4) 2 (0.01)
ARO adjustment - closed facilities Phosphates Other operating income (expense) (50) 22 (0.07)
Tax Rate Change Consolidated (Provision for) benefit from income taxes 32 0.08
Total Notable Items $ (50) $ 56 $ 0.01 Q1 2020
--- --- --- --- --- --- --- --- ---
Description Segment Line Item Amount<br>(in millions) Tax Effect(v)<br>(in millions) EPS Impact<br>(per basic share)
Foreign currency transaction gain (loss) Consolidated Foreign currency transaction gain (loss) $ (214) $ 70 $ (0.38)
Unrealized gain (loss) on derivatives Corporate and Other Cost of goods sold (51) 17 (0.09)
Legal contingencies Mosaic Fertilizantes Other operating income (expense) (9) 3 (0.02)
Accelerated depreciation Potash Cost of goods sold (22) 7 (0.03)
Closed and indefinitely idled facility costs Phosphates Other operating income (expense) (8) 2 (0.02)
Closed and indefinitely idled facility costs Potash Other operating income (expense) (8) 3 (0.02)
Realized gain on RCRA Trust Securities Phosphates Other non-operating income (expense) 5 (2) 0.01
Discrete tax items Consolidated (Provision for) benefit from income taxes 28 0.08
Government mandated mine shutdown Phosphates Cost of goods sold (5) 2 (0.01)
Total Notable Items $ (312) $ 130 $ (0.48)
Q4 2019
--- --- --- --- --- --- --- --- ---
Description Segment Line Item Amount<br>(in millions) Tax Effect(v)<br>(in millions) EPS Impact<br>(per basic share)
Foreign currency transaction gain (loss) Consolidated Foreign currency transaction gain (loss) $ 31 $ (18) $ 0.03
Unrealized gain (loss) on derivatives Corporate and Other Cost of goods sold 15 (9) 0.01
Louisiana gypstack costs Phosphates Cost of goods sold (2) 1
Plant City closure costs Phosphates Other operating income (expense) 13 0.03
ARO adjustment Phosphates Other operating income (expense) 1 (1)
Discrete tax items Consolidated (Provision for) benefit from income taxes (41) (0.11)
Accelerated depreciation Potash Cost of goods sold (22) 17 (0.01)
ARO adjustment Potash Other operating income (expense) (3) 2
Asset write-off Mosaic Fertilizantes Other operating income (expense) (4) 3
Goodwill impairment Phosphates Other operating income (expense) (589) 80 (1.34)
Inventory lower of cost or market Phosphates Cost of goods sold (14) 9 (0.01)
Legal contingencies Mosaic Fertilizantes Other operating income (expense) (31) 19 (0.03)
Colonsay write-off Potash Restructuring and other (expense) (530) 263 (0.71)
Total Notable Items $ (1,135) $ 325 $ (2.14)

Note: The tax effect of Plant City closure costs includes an income tax component of 23.7%, the goodwill impairment includes an income tax componenet of 13.5% and the Colonsay write-off includes an income tax component of 49.7% which are calculated at the rate specific to those earnings.

Q3 2019
Description Segment Line Item Amount<br>(in millions) Tax Effect(v)<br>(in millions) EPS Impact<br>(per basic share)
Foreign currency transaction gain (loss) Consolidated Foreign currency transaction gain (loss) $ (54) $ 16 $ (0.10)
Unrealized gain (loss) on derivatives Corporate and Other Cost of goods sold (7) 2 (0.01)
Louisiana gypstack costs Phosphates Cost of goods sold (7) 2 (0.01)
Integration costs Corporate and Other Other operating income (expense) (2) 1
Plant City closure costs Phosphates Other operating income (expense) 15 (4) 0.03
ARO adjustment Phosphates Other operating income (expense) (31) 9 (0.06)
Discrete tax items Consolidated (Provision for) benefit from income taxes (16) (0.05)
ARO adjustment Mosaic Fertilizantes Other operating income (expense) 4 (1) 0.01
Realized gain on RCRA Trust Securities Phosphates Other non-operating income (expense) 13 (4) 0.02
Accelerated depreciation Potash Cost of goods sold (12) 4 (0.02)
Total Notable Items $ (81) $ 9 $ (0.19)

Note: The tax effect of Plant City closure costs includes an income tax component of 22.9%, which is calculated at the rate specific to those earnings.

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, 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)Includes industrial and feed sales. Price has been calculated using the average monthly foreign exchange rate.

(p)Includes $530 million related to the Colonsay write-off in Q4 of 2019 and $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)Inlcudes a loss of $589 million related to the goodwill impairment in Q4 of 2019 and $158 million in Q2 2021 related the closure of the Esterhazy K1 and K2 mine shafts.

(s)Starting in Q3 2019, includes approximately $6 million per quarter of accelerated depreciation included as a notable item.

(t)Includes intersegment sales.

(u)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.

(v)Tax impact is based on our expected annual effective tax rate.

(w)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.

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 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021
Consolidated Net Income (Loss) $ (44) $ (921) $ (203) $ 47 $ (6) $ 828 $ 157 $ 437
Less: Consolidated Interest Expense, Net (43) (47) (41) (49) (43) (47) (45) (37)
Plus: Consolidated Depreciation, Depletion & Amortization 211 233 217 215 206 208 209 204
Plus: Accretion Expense 16 17 17 17 17 15 17 19
Plus: Share-Based Compensation Expense (Benefit) 2 5 (10) 8 7 12 15 4
Plus: Consolidated Provision for (Benefit from) Income Taxes 69 (289) (133) (3) 38 (480) 60 116
Less: Equity in net earnings (loss) of nonconsolidated companies, net of dividends (23) (25) (20) (30) (32) (12) (7) (4)
Plus: Notable Items 69 1,113 285 20 101 (134) 50 8
Consolidated Adjusted EBITDA $ 389 $ 227 $ 234 $ 383 $ 438 $ 508 $ 560 $ 829

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) 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.