Exhibit 99.3
The Mosaic Company
Selected Calendar Quarter Financial Information
(Unaudited - Preliminary Pro Forma)
Basis of Presentation:
Unaudited Preliminary Pro Forma Combined Performance Data for the seven fiscal quarters ended during the period of January 1, 2016 through September 30, 2017.
On January 8, 2018, The Mosaic Company (“Mosaic”) completed its acquisition (the “Acquisition”) of the global phosphate and potash operations of Vale S.A. conducted through Vale Fertilizantes S.A. (the “Acquired Business”). The following unaudited preliminary pro forma combined performance data (“Preliminary Pro Forma Information”) is based on preliminary unaudited pro forma combined segment income statements for the fiscal quarters presented, and related performance metrics, after giving effect to the Acquisition and the adjustments described below. These financial statements and related performance data combine Mosaic’s historical consolidated financial information (the “Legacy Business”) and historical financial information of the Acquired Business, which has been “carved-out” from Vale S.A.’s consolidated financial statements to reflect the Acquired Business as if it were a separate entity and presented in accordance with generally accepted accounting principles, or GAAP, rather than international financial reporting standards, or IFRS.Mosaic’s Legacy Business segments are Phosphate, Potash, International Distribution, and Corporate. The Preliminary Pro Forma Information is presented on an adjusted basis to reflect the business segments expected to be presented beginning with Mosaic’s financial results for the quarter ending March 31, 2018: Phosphate, Potash, Mosaic Fertilizantes, and Corporate.
The Preliminary Pro Forma Information has been prepared in accordance with Article 11 of Regulation S-X. The historical financial information therein has been adjusted to give effect to pro forma events that are (1) directly attributable to the Acquisition, (2) factually supportable, and (3) with respect to the statements of income, expected to have a continuing impact on the results of operations of the combined business. In addition, the Legacy Business segmented income statements were adjusted for the following:
| |
| • | Results of Mosaic��s India and China operations, previously reflected in the International Distribution business segment, are reflected in the results of the Corporate business segment. |
| |
| • | Phosphate and Potash business segment results have been adjusted to reflect a revision to Mosaic’s process for estimating inventory that was made during the first quarter of 2018 on a going forward basis. |
| |
| • | Corporate selling, general, and administrative expenses have been re-allocated based on the new segment organization to reflect 40% to Phosphates, 40% to Potash, and 10% to Mosaic Fertilizantes. Historically, these expenses had been allocated 50% to Phosphate and 50% to Potash. |
The following adjustments have been made to the results of the Acquired Business:
| |
| • | Results for the entity operating the Miski Mayo mine are reflected in the Phosphates segment, as this will now be a consolidated entity. |
| |
| • | Results of the Acquired Business are reflected in the Mosaic Fertilizantes segment. |
| |
| • | Acquired Business results are presented on a U.S. GAAP basis as opposed to an IFRS basis. The most significant difference resulting from this presentation relates to expensing for maintenance turnarounds, which is recognized immediately under U.S. GAAP. |
| |
| • | Results of the Acquired Business have been adjusted to align with Mosaic policies. The most significant adjustment of this type relates to the alignment of the estimated useful lives of the Acquired Business’s fixed assets to The Mosaic Company’s accounting policies. Additionally, the Acquired Business’ depreciation of fixed assets has been adjusted to reflect Mosaic’s cost basis in these assets. |
In the combined preliminary unaudited pro forma combined segment income statements and related performance metrics, all transactions that would have been considered intercompany transactions have been eliminated.
The pro forma adjustments described above are based upon available information and assumptions that Mosaic believes are reasonable. Mosaic is in the process of finalizing the accounting of the purchase price of the assets acquired and liabilities assumed in the Acquisition, so the allocation of the purchase price of the Acquisition reflected in this Preliminary Pro Forma Information has been based upon preliminary estimates of the fair value of assets acquired and liabilities assumed. Mosaic has
not yet completed the detailed valuations necessary to estimate the fair value of the assets acquired and the liabilities assumed through the Acquisition and the related allocations of purchase price, nor has Mosaic identified all adjustments necessary to conform the Acquired Business’s accounting policies to Mosaic’s accounting policies. Additionally, a final determination of the fair value of assets acquired and liabilities assumed from the Acquired Business will be based on the actual working capital of the Acquired Business that existed as of the closing date. Accordingly, the pro forma purchase price adjustments reflected in the Preliminary Pro Forma Information are preliminary, and may not reflect any final purchase price adjustments made. Mosaic estimated the fair value of the Acquired Business’s assets and liabilities based on discussions with management of the Acquired Business, due diligence and preliminary work performed by third-party valuation specialists. As the final valuations are being performed, increases or decreases in the fair value of relevant balance sheet amounts will result in adjustments, which may result in material differences from the information presented herein.
The Mosaic Company - Potash Segment
Selected Calendar Quarter Financial Information
(Unaudited - Preliminary Pro Forma)
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Q1 2016 | Q2 2016 | Q3 2016 | Q4 2016 | Q1 2017 | Q2 2017 | Q3 2017 |
| Net Sales and Gross Margin (in millions, except per tonne) | | | | | | | |
| | Segment income statement | | | | | | | |
| | | Net Sales | $ | 394 |
| $ | 457 |
| $ | 428 |
| $ | 407 |
| $ | 414 |
| $ | 468 |
| $ | 474 |
|
| | | Cost of Goods Sold | 297 |
| 421 |
| 385 |
| 353 |
| 339 |
| 357 |
| 373 |
|
| | | Gross Margin | $ | 97 |
| $ | 36 |
| $ | 44 |
| $ | 54 |
| $ | 75 |
| $ | 111 |
| $ | 101 |
|
| | | | | | | | | | | |
| | | SG&A | 37 |
| 29 |
| 27 |
| 30 |
| 28 |
| 23 |
| 21 |
|
| | | Other operating (income) expense | (25 | ) | 6 |
| 6 |
| 8 |
| 6 |
| 2 |
| 1 |
|
| | | | | | | | | | | |
| | Operating Earnings | $ | 86 |
| $ | 18 |
| $ | 7 |
| $ | 28 |
| $ | 36 |
| $ | 85 |
| $ | 77 |
|
| | Plus: Depreciation, Depletion and Amortization | 75 |
| 79 |
| 77 |
| 77 |
| 70 |
| 73 |
| 73 |
|
| | Plus: Foreign Exchange Gain (Loss) | 125 |
| 3 |
| (24 | ) | (27 | ) | 8 |
| 30 |
| 55 |
|
| | Plus: Other Income (Expense) | (1 | ) | — |
| 78 |
| — |
| — |
| — |
| — |
|
| | Plus: Equity (Loss) | — |
| (16 | ) | — |
| — |
| — |
| — |
| — |
|
| | EBITDA (a) | | $ | 285 |
| $ | 84 |
| $ | 138 |
| $ | 78 |
| $ | 114 |
| $ | 188 |
| $ | 205 |
|
| | Notable Items Included in EBITDA | $ | 153 |
| $ | (15 | ) | $ | (26 | ) | $ | (27 | ) | $ | 5 |
| $ | 30 |
| $ | 45 |
|
| | | | | | | | | | | |
| | Capital expenditures | $ | 113 |
| $ | 98 |
| $ | 99 |
| $ | 107 |
| $ | 106 |
| $ | 61 |
| $ | 102 |
|
| | Gross margin $ / tonne | $ | 63 |
| $ | 26 |
| $ | 18 |
| $ | 33 |
| $ | 35 |
| $ | 50 |
| $ | 44 |
|
| | Gross margin as a percent of sales | 25 | % | 12 | % | 9 | % | 16 | % | 17 | % | 23 | % | 21 | % |
| | | | | | | | | | | |
| | Supplemental Cost Information | | | | | | | |
| | | Canadian resource taxes | $ | 18 |
| $ | 38 |
| $ | 14 |
| $ | 31 |
| $ | 23 |
| $ | 33 |
| $ | (5 | ) |
| | | Royalties | 6 |
| 5 |
| 4 |
| 5 |
| 5 |
| 6 |
| 52 |
|
| | | Brine inflow expenses | 37 |
| 42 |
| 38 |
| 36 |
| 39 |
| 38 |
| 37 |
|
| | | Freight (j) | 46 |
| 69 |
| 55 |
| 53 |
| 56 |
| 56 |
| 56 |
|
| | | | | | | | | | | |
| Operating Data | | | | | | | | |
| | Sales volumes ('000 tonnes) (b) | | | | | | | |
| | | MOP | | 1,432 |
| 1,934 |
| 2,093 |
| 1,872 |
| 1,840 |
| 2,046 |
| 2,079 |
|
| | | Specialty (k) | 114 |
| 106 |
| 115 |
| 112 |
| 133 |
| 145 |
| 140 |
|
| | | Total(e) | 1,546 |
| 2,040 |
| 2,208 |
| 1,984 |
| 1,973 |
| 2,191 |
| 2,219 |
|
| | | | | | | | | | | |
| | Average selling price (netback) (d) | $ | 217 |
| $ | 185 |
| $ | 164 |
| $ | 173 |
| $ | 175 |
| $ | 182 |
| $ | 182 |
|
| | | | | | | | | | | |
| | Production Volumes ('000 tonnes) | | | | | | | |
| | | Production Volume | 2,018 |
| 1,769 |
| 1,662 |
| 2,147 |
| 2,048 |
| 2,302 |
| 2,151 |
|
| | | Operating Rate | 77 | % | 67 | % | 63 | % | 82 | % | 83 | % | 93 | % | 87 | % |
| | | | | | | | | | | |
| | MOP cash costs of production / production tonne (h) | $ | 89 |
| $ | 98 |
| $ | 95 |
| $ | 74 |
| $ | 86 |
| $ | 77 |
| $ | 101 |
|
| | MOP cash costs of brine management / production tonne (h) | $ | 17 |
| $ | 21 |
| $ | 20 |
| $ | 14 |
| $ | 16 |
| $ | 14 |
| $ | 15 |
|
| | | | | | | | | | | |
| | Average CAD / USD | $ | 1.373 |
| $ | 1.289 |
| $ | 1.304 |
| $ | 1.335 |
| $ | 1.323 |
| $ | 1.345 |
| $ | 1.253 |
|
The Mosaic Company - Phosphates Segment
Selected Calendar Quarter Financial Information
(Unaudited - Preliminary Pro Forma)
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Q1 2016 | Q2 2016 | Q3 2016 | Q4 2016 | Q1 2017 | Q2 2017 | Q3 2017 |
| Net Sales and Gross Margin (in millions, except per tonne) | | | | | | | |
| | Segment income statement | | | | | | | |
| | | Net Sales | $ | 957 |
| $ | 1,015 |
| $ | 972 |
| $ | 940 |
| $ | 860 |
| $ | 1,000 |
| $ | 809 |
|
| | | Cost of Goods Sold | 870 |
| 912 |
| 872 |
| 844 |
| 813 |
| 928 |
| 756 |
|
| | | Gross Margin | $ | 87 |
| $ | 102 |
| $ | 99 |
| $ | 96 |
| $ | 47 |
| $ | 72 |
| $ | 53 |
|
| | | | | | | | | | | |
| | | SG&A | $ | 40 |
| $ | 36 |
| $ | 33 |
| $ | 33 |
| $ | 32 |
| $ | 31 |
| $ | 27 |
|
| | | Other operating (income) expense | $ | 9 |
| $ | 56 |
| $ | 65 |
| $ | 39 |
| $ | 20 |
| $ | 28 |
| $ | (46 | ) |
| | | | | | | | | | | |
| | Operating Earnings | $ | 39 |
| $ | 11 |
| $ | 2 |
| $ | 24 |
| $ | (5 | ) | $ | 13 |
| $ | 73 |
|
| | Plus: Depreciation, Depletion and Amortization | 113 |
| 115 |
| 98 |
| 92 |
| 94 |
| 97 |
| 100 |
|
| | Plus: Foreign Exchange Gain (Loss) | (7 | ) | — |
| 2 |
| 4 |
| (2 | ) | (4 | ) | (6 | ) |
| | Plus: Other (Expense) Income | — |
| (1 | ) | — |
| (10 | ) | (2 | ) | 2 |
| 1 |
|
| | Plus: Equity in net earnings (loss) of nonconsolidated companies | 1 |
| (2 | ) | (1 | ) | 1 |
| 1 |
| 13 |
| 14 |
|
| | Less: Earnings from Consolidated Noncontrolling Interests | 5 |
| 1 |
| 1 |
| 4 |
| (2 | ) | (1 | ) | (3 | ) |
| | EBITDA (a) | | $ | 140 |
| $ | 121 |
| $ | 100 |
| $ | 106 |
| $ | 87 |
| $ | 122 |
| $ | 184 |
|
| | Notable Items Included in EBITDA | $ | (7 | ) | $ | (49 | ) | $ | (60 | ) | $ | (33 | ) | $ | (5 | ) | $ | (32 | ) | $ | 43 |
|
| | | | | | | | | | | |
| | Capital expenditures | $ | 114 |
| $ | 94 |
| $ | 98 |
| $ | 96 |
| $ | 106 |
| $ | 104 |
| $ | 90 |
|
| | Gross margin / tonne | $ | 29 |
| $ | 41 |
| $ | 40 |
| $ | 34 |
| $ | 25 |
| $ | 29 |
| $ | 32 |
|
| | Gross margin as percent of sales | 9 | % | 10 | % | 10 | % | 10 | % | 5 | % | 7 | % | 7 | % |
| | | | | | | | | | | |
| | Freight included in revenue & cost of goods sold (in millions) | $ | 82 |
| $ | 87 |
| $ | 86 |
| $ | 91 |
| $ | 79 |
| $ | 103 |
| $ | 78 |
|
| | | | | | | | | | | |
| Operating Data | | | | | | | | |
| | Sales volumes ('000 tonnes) (b) | | | | | | | |
| | | | DAP/MAP | 1,607 |
| 1,760 |
| 1,715 |
| 1,763 |
| 1,486 |
| 1,706 |
| 1,483 |
|
| | | | Specialty (c) | 599 |
| 689 |
| 806 |
| 741 |
| 786 |
| 876 |
| 627 |
|
| | | Total (c) | 2,206 |
| 2,449 |
| 2,521 |
| 2,504 |
| 2,272 |
| 2,582 |
| 2,110 |
|
| | | | | | | | | | | |
| | Average Selling Price (netback) (d) | $ | 374 |
| $ | 414 |
| $ | 385 |
| $ | 375 |
| $ | 379 |
| $ | 387 |
| $ | 383 |
|
| | Gross Margin $ / tonne | $ | 39 |
| $ | 42 |
| $ | 39 |
| $ | 38 |
| $ | 21 |
| $ | 28 |
| $ | 25 |
|
| | | | | | | | | | | |
| | Production Volumes ('000 tonnes) | | | | | | | |
| | | Total tonnes produced (e) | 2,205 |
| 2,391 |
| 2,461 |
| 2,463 |
| 2,303 |
| 2,461 |
| 2,339 |
|
| | | Operating Rate | 75 | % | 82 | % | 84 | % | 84 | % | 79 | % | 84 | % | 80 | % |
| | | | | | | | | | | |
| | Realized costs ($/tonne) | | | | | | | |
| | | Ammonia (tonne) (f) | $ | 370 |
| $ | 320 |
| $ | 287 |
| $ | 259 |
| $ | 285 |
| $ | 373 |
| $ | 283 |
|
| | | Sulfur (long ton) (g) | $ | 130 |
| $ | 112 |
| $ | 93 |
| $ | 87 |
| $ | 87 |
| $ | 90 |
| $ | 88 |
|
| | | Blended rock | $ | 60 |
| $ | 65 |
| $ | 60 |
| $ | 58 |
| $ | 59 |
| $ | 58 |
| $ | 63 |
|
| | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Cash conversion costs / produced tonne (h) | $ | 68 |
| $ | 65 |
| $ | 62 |
| $ | 65 |
| $ | 79 |
| $ | 67 |
| $ | 68 |
|
| | Cash rock costs consumed / tonne (h) | $ | 42 |
| $ | 41 |
| $ | 42 |
| $ | 40 |
| $ | 40 |
| $ | 40 |
| $ | 40 |
|
| | | | | | | | | | | |
| | Phosphate rock | | | | | | | |
| | Sales Volumes ('000 tonnes) (i) | 536 |
| 529 |
| 632 |
| 773 |
| 365 |
| 442 |
| 607 |
|
| | Average selling price (netback) (d) | $ | 81 |
| $ | 87 |
| $ | 75 |
| $ | 59 |
| $ | 67 |
| $ | 64 |
| $ | 71 |
|
| | Gross margin $ / tonne | $ | 3 |
| $ | 8 |
| $ | 13 |
| $ | (1 | ) | $ | 1 |
| $ | (1 | ) | $ | 9 |
|
The Mosaic Company - Mosaic Fertilizantes Segment
Selected Calendar Quarter Financial Information
(Unaudited - Preliminary Pro Forma)
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Q1 2016 | Q2 2016 | Q3 2016 | Q4 2016 | Q1 2017 | Q2 2017 | Q3 2017 |
| Net Sales and Gross Margin (in millions, except per tonne) | | | | | | | |
| | Segment income statement | | | | | | | |
| | | Net Sales | $ | 626 |
| $ | 744 |
| $ | 1,136 |
| $ | 793 |
| $ | 672 |
| $ | 704 |
| $ | 1,081 |
|
| | | Cost of Goods Sold | 590 |
| 746 |
| 1,053 |
| 722 |
| 662 |
| 689 |
| 1,021 |
|
| | | Gross Margin | $ | 36 |
| $ | (2 | ) | $ | 82 |
| $ | 71 |
| $ | 10 |
| $ | 15 |
| $ | 60 |
|
| | | | | | | | | | | |
| | | SG&A | $ | 25 |
| $ | 25 |
| $ | 31 |
| $ | 29 |
| $ | 28 |
| $ | 29 |
| $ | 29 |
|
| | | Other operating (income) expense | $ | (1 | ) | $ | 11 |
| $ | 9 |
| $ | 4 |
| $ | (8 | ) | $ | (7 | ) | $ | (4 | ) |
| | | | | | | | | | | |
| | Operating Earnings (Loss) | $ | 12 |
| $ | (38 | ) | $ | 43 |
| $ | 39 |
| $ | (10 | ) | $ | (7 | ) | $ | 35 |
|
| | Plus: Depreciation, Depletion and Amortization | 34 |
| 34 |
| 34 |
| 34 |
| 34 |
| 34 |
| 34 |
|
| | Plus: Foreign Exchange Gain (Loss) | 31 |
| 23 |
| 1 |
| 3 |
| 2 |
| (23 | ) | 17 |
|
| | Plus: Other (Expense) | (15 | ) | (15 | ) | (6 | ) | (4 | ) | (12 | ) | (2 | ) | (2 | ) |
| | Less: Earnings from Consolidated Noncontrolling Interests | — |
| — |
| 2 |
| 1 |
| 1 |
| — |
| 2 |
|
| | EBITDA (a) | | $ | 61 |
| $ | 4 |
| $ | 70 |
| $ | 71 |
| $ | 14 |
| $ | 2 |
| $ | 82 |
|
| | Notable Items Included in EBITDA | $ | 31 |
| $ | 23 |
| $ | 1 |
| $ | 3 |
| $ | 2 |
| $ | (23 | ) | $ | 17 |
|
| | | | | | | | | | | |
| | Capital Expenditures (in millions) | $ | 18 |
| $ | 31 |
| $ | 59 |
| $ | 76 |
| $ | 45 |
| $ | 43 |
| $ | 58 |
|
| | Gross margin $ / tonne | $ | 20 |
| $ | (1 | ) | $ | 27 |
| $ | 33 |
| $ | 5 |
| $ | 7 |
| $ | 19 |
|
| | Gross margin as a percent of sales | 6 | % | — | % | 7 | % | 9 | % | 1 | % | 2 | % | 6 | % |
| | | | | | | | | | | |
| Operating Data | | | | | | | | |
| | | | | | | | | | | |
| | Sales volumes ('000 tonnes) | | | | | | | |
| | | Phosphate produced in Brazil | 627 |
| 927 |
| 1,230 |
| 734 |
| 757 |
| 940 |
| 1,187 |
|
| | | Potash produced in Brazil | 104 |
| 103 |
| 165 |
| 159 |
| 115 |
| 87 |
| 152 |
|
| | | Purchased nutrients | 1,056 |
| 1,121 |
| 1,681 |
| 1,293 |
| 990 |
| 1,062 |
| 1,898 |
|
| | | Total | | 1,787 |
| 2,150 |
| 3,076 |
| 2,187 |
| 1,862 |
| 2,089 |
| 3,237 |
|
| | | | | | | | | | | |
| | | Average selling price (FOB destination) (l) | $ | 350 |
| $ | 346 |
| $ | 369 |
| $ | 363 |
| $ | 361 |
| $ | 337 |
| $ | 334 |
|
| | | | | | | | | | | |
| | Phosphate Production Volumes ('000 tonnes) | | | | | | | |
| | | Total tonnes produced (m) | 766 |
| 954 |
| 945 |
| 969 |
| 832 |
| 867 |
| 973 |
|
| | | Operating Rate | 68 | % | 82 | % | 80 | % | 82 | % | 74 | % | 74 | % | 82 | % |
| | | | | | | | | | | |
| | Purchases ('000 tonnes) | | | | | | | |
| | | | DAP/MAP from Mosaic | 167 |
| 505 |
| 396 |
| 219 |
| 169 |
| 408 |
| 386 |
|
| | | | MicroEssentials® from Mosaic | 101 |
| 303 |
| 303 |
| 173 |
| 314 |
| 365 |
| 178 |
|
| | | | Potash from Mosaic/Canpotex | 360 |
| 822 |
| 473 |
| 365 |
| 650 |
| 954 |
| 598 |
|
| | | | | | | | | | | |
| | Average BRL / USD | $ | 3.900 |
| $ | 3.512 |
| $ | 3.244 |
| $ | 3.298 |
| $ | 3.144 |
| $ | 3.215 |
| $ | 3.168 |
|
The Mosaic Company - Corporate and Other Segment
Selected Calendar Quarter Financial Information
(Unaudited - Preliminary Pro Forma)
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Q1 2016 | Q2 2016 | Q3 2016 | Q4 2016 | Q1 2017 | Q2 2017 | Q3 2017 |
| Net Sales and Gross Margin (in millions, except per tonne) | | | | | | | |
| | Segment income statement | | | | | | | |
| | | Net Sales | $ | (81 | ) | $ | (240 | ) | $ | (180 | ) | $ | (5 | ) | $ | (122 | ) | $ | (181 | ) | $ | (99 | ) |
| | | Cost of Goods Sold | (141 | ) | (240 | ) | (187 | ) | (16 | ) | (107 | ) | (162 | ) | (122 | ) |
| | | Gross Margin | $ | 60 |
| — |
| $ | 8 |
| $ | 11 |
| $ | (15 | ) | $ | (19 | ) | $ | 23 |
|
| | | | | | | | | | | |
| | | SG&A | | $ | — |
| $ | (4 | ) | $ | (8 | ) | $ | (1 | ) | $ | 8 |
| $ | 3 |
| $ | 3 |
|
| | | Other operating (income) expense | $ | — |
| $ | 9 |
| $ | 6 |
| $ | 9 |
| $ | 4 |
| $ | 9 |
| $ | 9 |
|
| | | | | | | | | | | |
| | Operating Earnings (Loss) | $ | 60 |
| $ | (5 | ) | $ | 9 |
| $ | 3 |
| $ | (27 | ) | $ | (31 | ) | $ | 11 |
|
| | Plus: Depreciation, Depletion and Amortization | 6 |
| 5 |
| 8 |
| 6 |
| 5 |
| 6 |
| 5 |
|
| | Plus: Foreign Exchange Gain (Loss) | (49 | ) | — |
| (1 | ) | (2 | ) | 3 |
| 1 |
| (5 | ) |
| | Plus: Other (Expense) | (1 | ) | — |
| (78 | ) | 7 |
| — |
| — |
| — |
|
| | Plus: Equity in net earnings (loss) of nonconsolidated companies | 1 |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | Less: Earnings from Consolidated Noncontrolling Interests | (3 | ) | (2 | ) | (3 | ) | (3 | ) | (3 | ) | 2 |
| — |
|
| | EBITDA (a) | | $ | 20 |
| $ | 2 |
| $ | (59 | ) | $ | 17 |
| $ | (16 | ) | $ | (26 | ) | $ | 11 |
|
| | Notable Items Included in EBITDA | $ | 4 |
| $ | 30 |
| $ | (9 | ) | $ | (6 | ) | $ | 2 |
| $ | 4 |
| $ | (3 | ) |
| | | | | | | | | | | |
| | Elimination of profit in inventory in cost of goods sold | $ | 18 |
| $ | (25 | ) | $ | 20 |
| $ | 12 |
| $ | (19 | ) | $ | (28 | ) | $ | 20 |
|
| | Unrealized gain(loss) on derivatives included in cost of goods sold | $ | 53 |
| $ | 30 |
| $ | (8 | ) | $ | (4 | ) | $ | (1 | ) | $ | 3 |
| $ | (2 | ) |
| | | | | | | | | | | |
| Operating Data | | | | | | | | |
| | Sales volumes ('000 tonnes) | 159 |
| 219 |
| 290 |
| 463 |
| 689 |
| 319 |
| 333 |
|
| | Average selling price (delivered) (n) | $ | 383 |
| $ | 394 |
| $ | 372 |
| $ | 354 |
| $ | 312 |
| $ | 323 |
| $ | 373 |
|
|
| |
| Footnotes |
| | |
| (a) | The Company defines segment EBITDA as the related segment's operating earnings (loss) plus depreciation, depletion and amortization plus foreign exchange gain (loss) plus other income (expense) plus equity earnings (loss) less equity earnings (loss) from noncontrolling interests. EBITDA presented on a segment basis is a Non-GAAP financial measure. See "Non-GAAP Financial Measures." |
| (b) | Sales volumes include intersegment sales. |
| (c) | Specialty products sales volumes in Phosphates is for MicroEssentials® and feed. |
| (d) | FOB Plant, sales to unrelated parties. |
| (e) | Includes crop nutrient dry concentrates and animal feed ingredients. |
| (f) | Amounts are representative of our average ammonia costs in cost of goods sold. |
| (g) | Amounts are representative of our average sulfur cost in cost of goods sold. |
| (h) | Phosphates cash conversion costs, Phosphates cash rock costs consumed, MOP cash costs of production, and MOP cash costs of brine management are reflective of actual costs during the quarter. These costs are captured in inventory and are not necessarily reflective of costs included in costs of goods sold in the period. |
| (i) | Sales volumes of rock related to external rock sales only. |
| (j) | Includes inbound freight, outbound freight and warehousing costs on domestic MOP sales. |
| (k) | Specialty products sales volumes in Potash is for K-Mag® and feed. |
| (l) | Average price of all products sold by Mosaic Fertilizantes. |
| (m) | Includes all Mosaic Fertilizantes P&K phosphate production and Fospar SSP production. |
| (n) | Average price of all products sold by India and China. |
| | |
| Non-GAAP Financial Measures |
| | |
| In addition to financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), Mosaic has presented for each business segment in this Selected Calendar Quarter Financial Information EBITDA at the segment level. Segment EBITDA is a non-GAAP financial measure. 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. |
| | |
| EBITDA presented at the segment level is defined as the related segment's operating earnings (loss) plus depreciation, depletion and amortization plus foreign exchange gain (loss) plus other income (expense) plus equity earnings (loss) less equity earnings (loss) from noncontrolling interests. We provide segment EBITDA because we believe it is relevant and useful to securities analysts, investors and others because it is part of our internal management reporting and planning process, and our management uses segment EBITDA 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 EBITDA should not be considered as an alternative to, or more meaningful than, segment Operating Earnings (Loss) as a measure of operating performance. 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. Management believes Operating Earnings (Loss) is the most directly comparable GAAP measure because we do not allocate taxes on a segment basis. Reconciliations of segment EBITDA to segment Operating Earnings (Loss) are provided as part of each segment's Selected Calendar Quarter Financial Information. |
The Mosaic Company
Selected Calendar Quarter Financial Information
(Unaudited)
Notable Items
|
| | | | | | |
| Q3 2017 |
| Description | Segment | Line Item | | Amount
(in millions) |
| | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | 61 |
|
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | 2 |
|
| Discrete tax items | Consolidated | (Provision for) benefit from income taxes | | — |
|
| Pre-issuance hedging gain (loss) | Consolidated | Interest expense | | (2 | ) |
| Gain on sale of land | Phosphates | Other operating income (expense) | | 52 |
|
| Resolution of royalties with Saskatchewan government | Potash | Cost of goods sold | | (10 | ) |
| Asset write-off | Phosphates | Other operating income (expense) | | (3 | ) |
| Total Notable Items | | | | $ | 100 |
|
|
| | | | | | |
| Q2 2017 |
| Description | Segment | Line Item | | Amount
(in millions) |
| | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | 4 |
|
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | 3 |
|
| Discrete tax items | Consolidated | (Provision for) benefit from income taxes | | — |
|
| Pre-issuance hedging gain (loss) | Consolidated | Interest expense | | (8 | ) |
| Water loss expense | Phosphates | Other operating income (expense) | | (14 | ) |
| Miski Mayo | Phosphates | Equity in net earnings (loss) of nonconsolidated companies | | (14 | ) |
| Total Notable Items | | | | $ | (29 | ) |
|
| | | | | | |
| Q1 2017 |
| Description | Segment | Line Item | | Amount
(in millions) |
| | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | 12 |
|
| Unrealized gain (loss) on derivatives | Corporate and Other | Cost of goods sold | | (1 | ) |
| Discrete tax items | Consolidated | (Provision for) benefit from income taxes | | — |
|
| Liquidated damages for CF ammonia agreement | Phosphates | Other operating income (expense) | | (3 | ) |
| Resolution of Canadian tax audit | Potash | Cost of goods sold | | $ | (3 | ) |
| Total Notable Items | | | | $ | 5 |
|
|
| | | | | | |
| Q4 2016 |
| Description | Segment | Line Item | | Amount
(in millions) |
| | | | | |
| Foreign currency transaction (loss) gain | Consolidated | Foreign currency transaction (loss) gain | | $ | (21 | ) |
| Unrealized gain (loss) on derivatives | Corporate & Other | Cost of goods sold | | (4 | ) |
| Water loss expense | Phosphates | Other operating expenses | | (10 | ) |
| ARO adjustment | Phosphates | Other operating expenses | | (21 | ) |
| Depletion adjustment | Phosphates | Cost of goods sold | | 9 |
|
| Pension de-risking | Consolidated | Other operating expenses | | (6 | ) |
| Costs related to purchase of Vale Fertilizantes | Corporate & Other | Other operating expenses | | (4 | ) |
| Gain on sale of equity investment | Phosphates | Other expense | | 7 |
|
| Realized loss on RCRA Trust securities | Phosphates | Other expense | | (10 | ) |
| Discrete tax items | Consolidated | Benefit from income taxes | | — |
|
| Total Notable Items | | | | $ | (60 | ) |
|
| | | | | | |
| Q3 2016 |
| Description | Segment | Line Item | | Amount
(in millions) |
| | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | (22 | ) |
| Unrealized gain (loss) on derivatives | Corporate & Other | Cost of goods sold | | (8 | ) |
| Discrete tax items | Consolidated | Provision for (benefit from) income taxes | | |
| Asset reserve adjustment | Phosphates | Other operating income (expense) | | 4 |
|
| Water loss expense | Phosphates | Other operating income (expense) | | (60 | ) |
| Restructuring | Consolidated | Other operating income (expense) | | (8 | ) |
| Total Notable Items | | | | $ | (94 | ) |
|
| | | | | | |
| Q2 2016 |
| Description | Segment | Line Item | | Amount
(in millions) |
| | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | 25 |
|
| Unrealized gain (loss) on derivatives | Corporate & Other | Cost of goods sold | | 30 |
|
| Discrete tax items | Consolidated | Provision for (benefit from) income taxes | | |
| Prince Rupert write-off | Potash | Equity Earnings | | (16 | ) |
| Asset write-off | Phosphates | Other operating income (expense) | | (47 | ) |
| Total Notable Items | | | | $ | (8 | ) |
| | | | | |
| Note: The tax effect is calculated based on our estimated annual effective rate. Our tax rate is impacted by the mix of earnings in the jurisdictions in which we operate and a benefit associated with depletion. The tax effect of the Prince Rupert write-off includes an income tax component of 20.6% which is calculated based on the rate specific to those earnings, and an impact related to Canadian Resource Tax of 12.4%. |
|
| | | | | | |
| Q1 2016 |
| Description | Segment | Line Item | | Amount
(in millions) |
| | | | | |
| Foreign currency transaction gain (loss) | Consolidated | Foreign currency transaction gain (loss) | | $ | 100 |
|
| Unrealized gain (loss) on derivatives | Corporate & Other | Cost of goods sold | | 53 |
|
| Discrete tax items | Consolidated | Provision for (benefit from) income taxes | | |
| Carlsbad insurance proceeds | Potash | Other operating income (expense) | | 28 |
|
| Total Notable Items | | | | $ | 181 |
|
