8-K
Mosaic Co (MOS)
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): June 24, 2021
THE MOSAIC COMPANY
(Exact name of registrant as specified in its charter)
| DE | 001-32327 | 20-1026454 | ||||
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| (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):
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| Securities registered pursuant to Section 12(b) of the Act | ||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value 0.01 per share | MOS | 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. | ||
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| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ |
All values are in US Dollars.
| Item 8.01. | Other Events. |
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On June 24, 2021, The Mosaic Company announced that it has submitted an early redemption notice to the trustee of its $450 million 3.75 percent senior notes (the "Notes"). The Notes, which mature on November 15, 2021, are expected to be called at par on August 15, 2021. A copy of the press release announcing redemption of the Notes is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
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(d) Exhibits.
| Exhibit No. | Description |
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| 99.1 | Press release issued by The Mosaic Company on June 24, 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 | ||
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| Date: June 24, 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 |
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MOSAIC ANNOUNCES EARLY REDEMPTION OF ITS $450 MILLION NOTES DUE NOVEMBER 15, 2021
TAMPA, FL, June 24, 2021 - The Mosaic Company (NYSE: MOS), today announced that it has submitted an early redemption notice to the trustee of its $450 million 3.75 percent senior notes. The notes, which mature on November 15, 2021, are expected to be called at par on August 15, 2021, and will result in an immaterial expense in the third quarter. The annual interest expense on these bonds was approximately $17 million.
“In 2019, Mosaic set a goal of decreasing total long-term debt by $1 billion, and this is the first step in reaching that milestone,” said Joc O’Rourke, President and Chief Executive Officer. “Through disciplined cost management and favorable markets, we have generated significant free cash flow, which will continue to be allocated in a balanced approach across the three primary pillars of our capital allocation philosophy: strengthening the balance sheet, investing in the business, and returning capital to shareholders.”
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.
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 risk at Mosaic’s potash mines with regard to brine inflows; other accidents and disruptions involving Mosaic’s operations, including potential mine fires, floods, explosions, seismic events, sinkholes or releases of hazardous or volatile chemicals; 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; 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; 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; 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; 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 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.
Contacts:
The Mosaic Company
Media:
Ben Pratt, 813-775-4206
benjamin.pratt@mosaicco.com
or
Investors:
Laura Gagnon, 813-775-4214
Paul Massoud, 813-244-0669
investor@mosaicco.com