10-K 0001285785-26-000017 (2026-02-27) vs 10-K 0001618034-25-000003 (2025-03-03)
| Section | Compared text | Words now | Changed |
|---|
| Risk Factors | Item 1A | 9,506 |
9.9% |
| MD&A | Item 7 | 18,746 |
16.4% |
| Legal Proceedings | Item 3 | 1,160 |
24.7% |
| Accounting Policies | Item 8, Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2,939 |
8.2% |
The redline: what was cut and what was added
In each section, the paragraph that changed most, marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
Legal Proceedings 165 words changed in this paragraph; it is 31% similar to last year's version.
Faustina Plant Risk Management Plan. On September 14, 2022, EPA Region 6 issued a Notice of Potential Violation and Opportunity to Confer (“NOPVOC”) regarding compliance of our Faustina Plant with Section 112(r) of the Federal Clean Air Act and 40 C.F.R. Part 68, commonly known as the Risk Management Plan Rule (“RMP Rule”). The NOPVOC relates to a compliance evaluation inspection conducted by the EPA at the Faustina Plant from February 22-25, 2022 and alleges violations of the RMP Rule. We conferred with the EPA regarding the allegations in the NOPVOC on November 30, 2022. We negotiated a Consent Agreement and Final Order (“CAFO”) with the agency that was filed on January 30, 2024. As required by the CAFO, we paid a penalty in the amount of $217,085. The CAFO also requires the completion of two supplemental environmental projects: (1) installation of ammonia monitors and monitoring at the plant for a period of two years, and (2) donation of two generators to the St. James Parish Department of Emergency Preparedness. We completed the donation to the St. James Parish Department of Emergency Preparedness on March 14, 2024, and we completed installation and began operation of the ammonia monitors on April 24, 2024.
Source: Item 3, 10-K 0001285785-26-000017 vs Item 3, 10-K 0001618034-25-000003
MD&A 141 words changed in this paragraph; it is 41% similar to last year's version.
Gross margin for the Mosaic Fertilizantes segment increased to $406.6 $492.0 million for the year ended December 31, 2024, 2025, from $211.6 $406.6 million in the prior year. The This increase in gross margin was primarily due to the focus on obtaining margin over sales volume as discussed in the Overview and lower costs, which had a favorable impact of $1.13 billion, driven by a decrease in product costs for our distribution business, and lower sulfur and ammonia costs in our production business. higher average selling prices of approximately $420 million during the current year period. This benefit was partially offset by approximately $870 $280 million related to the of higher production costs, primarily in our distribution operations, along with a decrease in average selling prices during the current year period, sales volumes, which reduced gross margin by approximately $80 million, higher turnaround and idle costs of approximately $40 $35 million due to lower sales volumes and higher freight expenses of approximately $20 million. Additionally, foreign currency changes positively impacted gross margin by approximately $80 million in the current year period. Although gross margin increased from the prior year, our margin declined in the fourth
Source: Item 7, 10-K 0001285785-26-000017 vs Item 7, 10-K 0001618034-25-000003
Risk Factors 137 words changed in this paragraph; it is 43% similar to last year's version.
Our primary foreign currency exposures are the Canadian dollar and Brazilian real. The functional currency for our Brazilian subsidiaries is the Brazilian real. However, we finance our Brazilian inventory purchases with U.S. dollar-denominated liabilities. The functional currency of several of our Canadian entities is the Canadian dollar. For those entities, sales are primarily denominated in U.S. dollars, but the costs are paid principally in Canadian dollars. Canadian entities have significant U.S. dollar denominated intercompany loans and U.S. entities, with the U.S. dollar as functional currency, have Brazilian real denominated loans. During periods of local or global economic crises, local currencies may be devalued significantly against the U.S. dollar. During times of a strengthening dollar, our net earnings can be reduced due to transaction currency losses arising from these exposures of U.S. dollar denominated liabilities held in the Brazilian and Canadian entities and Brazilian real denominated assets held in U.S. entities. To reduce economic risk and volatility on expected cash flows that are denominated in the Canadian dollar and Brazilian real, we use financial instruments that may include forward contracts, options or collars when unable to naturally offset the exposures.
Source: Item 1A, 10-K 0001285785-26-000017 vs Item 1A, 10-K 0001618034-25-000003
Accounting Policies 135 words changed in this paragraph; it is 34% similar to last year's version.
In the U.S., we sell our products to manufacturers, distributors and retailers primarily in the Midwest and Southeast. Internationally, We generally sell our potash principal products are sold primarily through Canpotex, an export association. A concentration to a large number of customers. At December 31, 2025 and 2024, one customer accounted for approximately 12% and 11%, respectively, of our trade accounts receivable. We continually monitor the creditworthiness of our customers and general economic conditions to manage our credit risk arises from our sales and accounts receivable associated with the international sales of potash product through Canpotex. We consider our concentration risk related to the Canpotex receivable to be mitigated by their credit policy, which requires the underlying receivables to be substantially insured or secured by letters of credit. exposure. As of December 31, 2024 and 2023, such, we do not believe there were $65.1 million and $193.1 million, respectively, of trade accounts receivable due from Canpotex. During 2024, 2023 and 2022, sales to Canpotex were $884.3 million, $1.3 billion and $3.0 billion, respectively. is any significant collection risk.
Source: Item 8, Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001285785-26-000017 vs Item 8, Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001618034-25-000003
Every change, by type
Sentences and paragraphs of MOS's Risk Factors and MD&A, 10-K 2026-02-27 against 10-K 2025-03-03.
Each links to the text at sec.gov.
Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier
(may, could, will, not, significant, material…). A year or date rolling forward is not counted.
The full word list
adverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, would
AddedRisk Factors
Our ability to fund operations, meet obligations, and pursue strategic initiatives depends on maintaining sufficient liquidity and access to capital markets. We rely on cash generated from operations, committed credit facilities, and debt financing. Adverse conditions in global credit markets, disruptions in banking systems, or a deterioration in our financial performance could limit our ability to obtain financing on acceptable terms or at all.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedRisk Factors
Our credit ratings significantly affect our cost of borrowing and access to financing. A downgrade by any major rating agency—whether due to industry conditions, commodity price volatility, or company-specific factors—could increase our borrowing costs and restrict access to credit markets.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedRisk Factors
If we are unable to maintain adequate liquidity or favorable credit ratings, we may be forced to reduce capital expenditures, delay strategic projects, or seek alternative financing under unfavorable terms. Any of these outcomes could materially and adversely affect our business, financial condition, and results of operations.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedRisk Factors
Our primary foreign currency exposures are the Canadian dollar and Brazilian real. The functional currency for our Brazilian subsidiaries is the Brazilian real. However, we finance our Brazilian inventory purchases with U.S. dollar-denominated liabilities. The functional currency of several of our Canadian entities is the Canadian dollar. For those entities, sales are
Read it in 10-K 2026-02-27 at sec.gov ↗
RemovedRisk Factors
Pandemics, epidemics or other health outbreaks have, and could again, adversely affect the global economy and have, and could again, significantly disrupt our operations, key suppliers or third-party logistics providers, customers and ultimate end-users. These disruptions could arise due to the spread of the outbreak and/or from measures to contain or mitigate it such as quarantines and extended closures of businesses mandated by government authorities. For example, the Covid-19 pandemic adversely affected our businesses in multiple ways, including by creating short-term labor shortages due to illness, and transportation issues, such as trucking delays and port congestion, which slowed delivery of inputs to our facilities and products to our end customers.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedRisk Factors
The full impact of another public health event depends on various factors, any of which could materially increase our costs, negatively impact our revenue and/or adversely impact our results of operations and liquidity, possibly to a significant degree. A public health event could also have the effect of heightening many of the other risks described in this Item 1A of this Form 10-K.
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RemovedRisk Factors
that is not recovered through an increase in the price of our related crop nutrients products could have a material adverse impact on our business.
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RemovedRisk Factors
While that decision is under appeal, a change in permitting authority may complicate and delay the receipt of 404 Act approvals.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedRisk Factors
We cannot predict the full impact of these rules or potentially related judicial actions, or future actions, or whether or how it would affect our Brazilian operations or customers. Any accident involving our tailings or other dams, or any shut down or idling of our related mines, could have a material adverse effect on our results of operations.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedRisk Factors
enjoy competitive advantages or are willing to accept lower profit levels, the price of our products, our sales volumes and our profits may be adversely affected.
Read it in 10-K 2025-03-03 at sec.gov ↗
RewordedRisk Factors
See “Key Factors that can Affect Results of Operations and Financial Condition” and “Potash Net Sales and Gross Margin” sections of our Management’s Analysis in this Form 10-K and the Esterhazy closure costs in Note 26 of this Form 10-K, which sections are incorporated herein by reference, for a discussion of costs, risks and other information relating to the brine inflows. 10-K.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
The seasonality of crop nutrient demand results in our sales volumes and net sales typically being the highest during the North American spring season and our working capital requirements typically being the highest just prior to the start of the spring season.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
A significant increase in the price of fertilizer, natural gas, ammonia, sulfur or energy costs that is not recovered through an increase in the price of our related crop nutrients products could have a material adverse impact on our business.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
Although the implementation of these tariffs has been temporarily paused for 30 days, there There is a risk that they such tariffs may be reinstated imposed and sustained for an extended period.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
In March 2024, the SEC issued final rules on climate-related disclosures that, if adopted, will that would require disclosure of extensive detailed climate-related information. information by domestic and foreign registrants.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
Significant defaults by our customers could customers, have in the past, and may in the future adversely affect our financial condition and results of operations.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
If adverse weather conditions occur occur, as they have in coming years, the past, our facilities may be required to take additional measures to manage process water to comply with existing or future requirements and these measures could potentially have a material effect on our business and financial condition.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
We carry our inventories at the lower of cost or market. net realizable value.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
In periods when the market prices for our products are falling rapidly, including in response to falling market prices for raw materials, we have in the past, and it is possible that in the future we could be required to write-down the value of our inventories if market prices fall below our costs.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
International Trade Commission’s (“ITC”) determination that the imports materially injured the U.S. phosphate fertilizer industry.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
These facilities include our phosphate mines and concentrates plants; our potash mines; and the ports and other distribution facilities through which we, Canpotex and the other joint ventures in which we participate, conduct our respective businesses, as well as other commercial arrangements with unrelated third parties.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedRisk Factors
Denial or delay by a government agency in issuing any of our permits and approvals or imposition of restrictive conditions on us with respect to these in those permits and approvals may impair our business and operations.
Read it in 10-K 2026-02-27 at sec.gov ↗
Quiet changesRisk Factors
Reduced oil refinery operating rates in the U.S. and Canada could, could result, and have, in the past, resulted in decreased availability of molten sulfur, which could increase costs of sulfur procurement or decrease availability of sulfur needed in our phosphate fertilizer production operations.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedMD&A
In our Mosaic Fertilizantes segment, operating earnings were $277 million for 2025 compared to $238 million in the prior year period. Operating results reflected higher average selling prices compared to the prior year period benefiting from a favorable global pricing environment that was driven by healthy demand and tight supply. This benefit was partially offset by the impact of higher costs of purchased products for resale. We saw a slight decrease in sales volumes compared to the prior year which was driven by grower caution and increased credit constraints in Brazil. Operating earnings were stronger in the first three quarters of 2025 compared to the prior year but declined in the fourth quarter due to lower volumes. Sales volumes were negatively impacted by challenging credit conditions for customers, weaker margins, in part due to higher sulfur raw material cost and higher turnaround and idle costs due to downtime. Due to the increase in sulfur costs seen in the fourth quarter of 2025, we temporarily idled production at our Fospar and Araxa facilities in Brazil. Operating results in 2025 were also impacted by a gain on the sale of the Patos de Minas mine and a loss on the sale of the Taquari mine.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedMD&A
•In October 2025, we completed the sale of our idled Patos de Minas phosphate mining unit in Brazil for $111 million, with $51 million paid at closing and the balance of the purchase price to be paid in installments over the next four years. The sale resulted in a gain of $94 million.
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AddedMD&A
•In November 2025, we completed the sale of our interest in the Taquari potash mine in Brazil for proceeds of up to $27 million, with $12 million received at closing and an additional $10 million due in one year. The remaining $5 million is contingent upon future potash pricing benchmarks. We recorded an impairment loss of approximately $66 million related to the sale.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedMD&A
•In November 2025, we completed a $900 million public bond offering, consisting of $500 million aggregate principal amount of 4.350% senior notes due 2029 and $400 million aggregate principal amount of 4.600% senior notes due 2030.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedMD&A
•In December 2025, we entered into an agreement to sell our Carlsbad, New Mexico potash mine for approximately $30 million. The transaction includes initial proceeds of $20 million at closing and deferred consideration of $10 million, payable in three equal installments beginning in 2029. The sale is expected to be completed in the first half of 2026. As of December 31, 2025, the assets and liabilities are considered held for sale and we recorded an impairment loss of approximately $185 million.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedMD&A
quarter of 2025, in part due to higher sulfur raw material cost and higher turnaround and idle costs due to downtime. In December 2025, we temporarily idled our Fospar and Araxa facilities due to the high sulfur costs.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedMD&A
In December 2025, we entered into an agreement to sell our Carlsbad, New Mexico potash mine. As of December 31, 2025, the assets and liabilities are considered held for sale and we recorded an impairment loss of approximately 185.0 million. In 2025, we also completed the sale of our interest in the Taquari potash mine in Brazil, which resulted in a loss of approximately $66 million. These losses were partially offset by a gain of approximately $94 million related to the completion of the sale of our idled Patos de Minas phosphate mining unit in Brazil. See further discussion in Note 26 of our Notes to Consolidated Financial Statements.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedMD&A
In 2025, we recognized a goodwill impairment charge of $96.3 million in our Mosaic Fertilizantes reporting unit. We determined that its carrying value exceeded its estimated fair value due to a reduction in our long-term forecast based on recent market forecasts. We also recorded an impairment of $3.6 million in our Potash reporting unit related to the anticipated sale and classification of our Carlsbad, New Mexico mine as held for sale as of December 31, 2025. See further discussion in Note 10 of our Notes to Consolidated Financial Statements.
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedMD&A
On July 4, 2025, the U.S. enacted budget reconciliation package H.R. 1 otherwise known as the One Big Beautiful Bill Act (“OBBBA”). The OBBBA includes a broad range of tax law changes, including the permanent extension of certain expired or expiring provisions of the Tax Cuts and Jobs Act and changes to certain other U.S. tax provisions. The legislation has multiple effective dates, with provisions effective beginning in 2025 and 2026. The Company reflected the impact of the enacted provisions in its financial statements beginning in the third quarter, and there is no material change to our effective income tax rate for 2025.
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AddedMD&A
In December 2023, the Financial Accounting Standards Board (“FASB”) issued guidance to provide more disaggregation of income tax disclosures mainly related to the reconciliations of the income tax rate and income taxes paid by jurisdiction. We adopted this standard for the year ended December 31, 2025, and applied the new disclosure requirements prospectively to the current annual period. Prior period disclosures have not been adjusted to reflect the new disclosure requirements. While adoption of this standard resulted in enhanced disclosures, it did not have any impact to our results of operations, cash flows or financial condition. See further discussion in Note 13 of our Notes to Consolidated Financial Statements.
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AddedMD&A
A valuation allowance is provided for deferred tax assets for which it is more likely than not that the related tax benefits will not be realized. Significant judgment is required in evaluating the need for and magnitude of appropriate valuation
Read it in 10-K 2026-02-27 at sec.gov ↗
AddedMD&A
The functional currency of our Brazilian subsidiaries is the Brazilian real. We finance our Brazilian inventory purchases with U.S. dollar-denominated liabilities. We hedge the net Brazilian real exposure of our inventory production activities for up to four months, covering the operational cycle of the business. A strengthening of the Brazilian real relative to the U.S. dollar
Read it in 10-K 2026-02-27 at sec.gov ↗
RemovedMD&A
•In April 2024, we entered into an agreement with Ma’aden to exchange our 25% ownership of the Ma'aden Wa’ad al Shamal Phosphate Company for 111,012,433 shares of Ma’aden. The transaction closed on December 24, 2024 at a value of approximately $1.5 billion, resulting in a pre-tax gain of approximately $0.5 billion. The shares are reflected in Equity Securities and Investments in Nonconsolidated Companies in our Consolidated Balance Sheet at December 31, 2024.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedMD&A
•In 2024, we repurchased 7,944,507 shares of Common Stock in the open market for approximately $235.4 million at an average purchase price of $29.63.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedMD&A
In February 2025, the U.S. imposed tariff increases on imports from several countries, including a 25% tariff on most imports from Canada, including potash. Subsequently, the implementation of these tariffs has been paused for 30 days following an agreement between the U.S. and Canada. At this time, we do not expect these tariffs to have a significant impact on our Potash business and operating results.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedMD&A
For the year ended December 31, 2023, operating results in all of our segments were impacted by lower average sales prices compared to the prior year. Global markets softened compared to the prior year, with a rebound in supply combined with buyers delaying purchases in the first half of the year, in anticipation of lower prices. Buyer deferral reversed in the later part of 2023, and we saw seasonal price strength in many markets.
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RemovedMD&A
In the Potash segment, 2023 operating results were unfavorably impacted by lower average selling prices of potash compared to the prior year period, driven by the factors discussed above. This was partially offset by higher sales volumes, driven by the factor discussed above. Operating results for 2023 were also unfavorably impacted by higher idle plant and maintenance turnaround costs, due to the temporary idling of our Colonsay, Saskatchewan mine in the first half of the year, due to market conditions and the length of turnarounds, compared to the prior year.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedMD&A
Esterhazy and Belle Plaine locations and our Colonsay mine operating for a portion of the current year period. Prior year production was impacted by maintenance downtime during the first half of the year.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedMD&A
miscellaneous expenses. The tax expenses are partially offset by a net tax benefit related to changes in U.S. state tax law of $18.1 million.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedMD&A
Consolidated Balance Sheets. Assuming we maintain our current levels of liquidity and capital resources, we do not expect that these Florida and Louisiana requirements will have a material effect on our results of operations, liquidity or capital resources.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedMD&A
The functional currency for our Brazilian subsidiaries is the Brazilian real. We finance our Brazilian inventory purchases with U.S. dollar-denominated liabilities. We hedge a portion of cash flows on a declining basis, up to 12 months for the Brazilian real. A stronger Brazilian real relative to the U.S. dollar has the impact of reducing these liabilities on a functional currency basis. When this occurs, an associated foreign currency transaction gain is recorded as non-operating income. A weaker Brazilian real generally has the opposite effect. We also enter into derivative instruments for a portion of our currency risk exposure on anticipated Brazilian real cash flows and record an associated gain or loss in either cost of goods sold or foreign currency transaction gain (loss) line in the Consolidated Statements of Earnings. A stronger Brazilian real generally reduces our Brazilian subsidiaries operating earnings. A weaker Brazilian real has the opposite effect.
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RemovedMD&A
Federal Initiatives to Define “Waters of the United States.” The Clean Water Act (“CWA”) authorizes federal jurisdiction over “navigable waters,” defined in the Act as “waters of the United States” and often abbreviated as “WOTUS.” As it relates to Mosaic’s operations and facilities, the scope of the term WOTUS dictates legal requirements for our national pollutant discharge elimination system wastewater discharge permits and for impacts to surface waters and wetlands associated with our phosphate mining and some production operations. A broad definition of WOTUS, and thus the scope of federal jurisdiction, increases the time required to identify wetlands and waterways subject to federal regulatory and permitting requirements, and the amount and type of mitigation required to compensate for impacts to jurisdictional WOTUS caused by our mining operations.
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RemovedMD&A
On May 25, 2023, the U.S. Supreme Court issued its opinion in Sackett v EPA, which significantly limits water features that can be considered WOTUS and therefore subject to CWA Section 404 jurisdiction. The Sackett decision is binding nationwide as to the determination of which wetlands and waters are subject to the CWA.
Read it in 10-K 2025-03-03 at sec.gov ↗
RemovedMD&A
The Sackett decision invalidated the January 18, 2023 definition of WOTUS promulgated by EPA which had expanded federal jurisdiction. In response to Sackett, EPA issued a final rule that became effective September 8, 2023 intended to conform its definition of WOTUS to the Sackett decision.
Read it in 10-K 2025-03-03 at sec.gov ↗
RewordedMD&A
The table below provides information about Mosaic’s significant foreign exchange derivatives.As of December 31, 2024 2025 As of December 31, 2023 2024 Expected Fair Expected Fair Maturity Date Value Maturity Date Value Years ending Years ending December 31, December 31, (in millions) 2026 2027 2028 2025 2026 2027 2024 2025 2026 Foreign Currency Exchange Forwards Canadian Dollar $ 2.4 $ (32.6) $ 15.5 Notional (million US$) - short Canadian dollars $ 51.6 — $ $ $ 297.3 51.6 $ — $ Weighted Average Rate - Canadian dollar to U.S. dollar 1.3771 — — 1.3387 — 1.3771 — — Notional (million US$) - long Canadian dollars $ 638.3 181.1 $ $ $ 1,068.5 638.3 $ 120.5 $ Weighted Average Rate - Canadian dollar to U.S. dollar 1.3859 — — 1.3504 — — 1.3430 1.3445 — Indian Rupee $ — 0.5 $ — Notional (million US$) - short Indian rupee $ 2.0 42.0 $ $ $ — 2.0 $ — $ Weighted Average Rate - Indian rupee to U.S. dollar 84.0382 89.0340 — — — 84.0382 — — Foreign Currency Exchange Non-Deliverable Forwards Brazilian Real $ (1.4) $ (51.2) $ 14.6 Notional (million US$) - long Brazilian real $ 563.4 95.0 $ $ $ 741.7 563.4 $ — $ Weighted Average Rate - Brazilian real to U.S. dollar 5.8279 5.6132 — — 5.0023 5.8279 — — Indian Rupee $ — $ 1.1 $ (0.3) Notional (million US$) - short Indian rupee $ 89.1 28.8 $ $ $ 80.0 89.1 $ — $ Weighted Average Rate - Indian rupee to U.S. dollar 84.7720 90.1810 — — 83.7458 84.7720 — — China Renminbi $ (0.5) $ 0.1 $ (1.4) Notional (million US$) - short China renminbi $ 33.0 86.4 $ $ $ 110.7 33.0 $ — $ Weighted Average Rate - China renminbi to U.S. dollar 7.1923 7.0585 — — 7.1336 7.1923 — — Total Fair Value $ 1.0 $ (82.6) $ 28.4
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedMD&A
Receivables, net 75.7 59.2 526.3 (215.2) Inventories, net (761.5) (275.6) 1,061.4 (749.6) Other current assets and noncurrent assets 8.1 (79.2) (239.2) (247.4) Accounts payable and accrued liabilities (359.6) 96.4 (1,055.1) 219.8 Other noncurrent liabilities 76.0 220.3 108.3 (0.1) Net cash provided by operating activities 824.8 1,299.2 2,407.2 3,935.8 Cash Flows from Investing Activities Capital expenditures (1,359.4) (1,251.8) (1,402.4) (1,247.3) Purchases of available-for-sale securities - restricted (975.6) (1,529.7) (1,240.8) (762.5) Proceeds from sale of available-for-sale securities - restricted 949.1 1,501.1 1,209.1 743.0 Proceeds from sale of business — — 158.4 — Acquisition of business — — (41.0) — Proceeds from sale of assets 79.0 16.8 4.8 Other 19.4 (0.5) 7.2 (2.6) 2.6 (5.3) Net cash used in investing activities (1,309.5) (1,261.0) (1,317.2) (1,259.6) Cash Flows from Financing Activities Payments of short-term debt (16,471.4) (16,779.6) (9,832.0) (1,761.2) Proceeds from issuance of short-term debt 16,282.6 17,032.8 10,007.1 1,980.5 Payments from inventory financing arrangement (2,005.8) (1,805.0) (601.4) (1,651.5) Proceeds from inventory financing arrangement 2,106.5 2,004.5 601.4 1,348.8 Payments of structured accounts payable arrangements (906.1) (755.0) (1,432.9) (1,476.6) Proceeds from structured accounts payable arrangements 961.8 737.3 1,048.2 1,460.5 Collections of transferred receivables 572.5 425.5 1,468.6 2,352.1 Payments of transferred receivables (572.5) (425.5) (1,468.6) (2,433.2) Payments of long-term debt (73.4) (67.2) (995.3) (610.3) Proceeds from issuance of long-term debt 904.7 70.3 900.0 — Repurchases of stock — (235.4) (756.0) (1,665.2) Cash dividends paid (280.4) (270.7) (351.6) (197.7) Dividends paid to non-controlling interest (20.2) (31.9) (41.5) (38.0) Other (46.3) (32.0) (26.5) 13.1 Net cash used in provided by (used in) financing activities 452.0 (131.9) (1,480.5) (2,678.7) Effect of exchange rate changes on cash 26.3 37.9 (2.8) (29.7) Net change in cash, cash equivalents and restricted cash (6.4) (55.8) (393.3) (32.2) Cash, cash equivalents and restricted cash—beginning of year 305.0 360.8 754.1 786.3 Cash, cash equivalents and restricted cash—end of year $ 298.6 $ 305.0 $ 360.8 $ 754.1
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedMD&A
The following table represents a comparison of the net cash provided by operating activities, net cash used in investing activities and net cash used in financing activities for calendar years 2024, 2023 2025, 2024 and 2022:Years Ended December 31, (in millions) 2024-2023 2023-2022 Cash Flow 2024 2023 2022 Change Percent Change Percent Net cash provided by operating activities $ 1,299.2 $ 2,407.2 $ 3,935.8 $ (1,108.0) (46)% $ (1,528.6) (39)% Net cash used in investing activities (1,261.0) (1,317.2) (1,259.6) 56.2 4% (57.6) (5)% Net cash used in financing activities (131.9) (1,480.5) (2,678.7) 1,348.6 91% 1,198.2 45% 2023:
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RewordedMD&A
Depreciation, depletion and amortization 1,049.9 1,025.5 960.6 933.9 Deferred and other income taxes 251.8 (142.9) (261.2) 344.4 Equity in net (earnings) of nonconsolidated companies, net of dividends 0.6 (55.7) (31.8) (191.5) Accretion expense for asset retirement obligations 129.7 111.2 96.1 81.6 Amortization of debt financing fees 43.0 36.5 21.4 7.2 Share-based compensation expense 30.7 31.8 33.0 27.9 Impairment of goodwill 99.9 — — Unrealized (gain) loss on derivatives (85.7) 104.1 (29.0) 4.3 Foreign currency adjustments (267.1) 462.7 (94.0) (67.9) (Gain) loss Loss (gain) on sale of securities (2.4) 19.4 46.6 assets sold and to be sold 157.3 — (56.5) Pension settlement loss — — 42.4 41.9 Gain on sale of business — (56.5) — Gain on sale of equity investment — (538.2) — — Unrealized (gain) loss on equity securities (317.4) (28.3) — — Other 71.8 95.9 85.7 118.0 69.4 115.3 Changes in assets and liabilities:
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RewordedMD&A
Years Ended December 31, 2025 2024 2023 2022 Net sales $ 12,052.4 $ 11,122.8 $ 13,696.1 $ 19,125.2 Cost of goods sold 10,150.5 9,610.9 11,485.5 13,369.4 Gross margin 1,901.9 1,511.9 2,210.6 5,755.8 Selling, general and administrative expenses 533.9 496.9 500.5 498.0 Loss (gain) on assets sold and to be sold 157.3 — (56.5) Impairment of goodwill 99.9 — — Other operating expenses 289.3 393.5 372.0 472.5 428.5 Operating earnings 821.5 621.5 1,338.1 4,785.3 Interest expense, net (187.7) (182.8) (129.4) (137.8) Foreign currency transaction gain (loss) gain 271.7 (685.8) 194.0 97.5 Gain on sale of equity investment — 522.2 — — Other income (expense) 307.4 40.3 (76.8) (102.5) Earnings from consolidated companies before income taxes 1,212.9 315.4 1,325.9 4,642.5 Provision for income taxes 639.8 186.7 177.0 1,224.3 Earnings from consolidated companies 573.1 128.7 1,148.9 3,418.2 Equity in net earnings of nonconsolidated companies 2.3 73.3 60.3 196.0 Net earnings including noncontrolling interests 575.4 202.0 1,209.2 3,614.2 Less:
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedMD&A
Preferred stock, $0.01 par value, 15,000,000 shares authorized, none issued and outstanding as of December 31, 2025 and 2024 and 2023 — — Common stock, $0.01 par value, 1,000,000,000 shares authorized, 395,125,254 shares issued and 317,408,647 shares outstanding as of December 31, 2025, 394,648,654 shares issued and 316,932,047 shares outstanding as of December 31, 2024, 393,875,241 shares issued and 324,103,141 shares outstanding as of December 31, 2023 2024 3.2 3.2 Capital in excess of par value 29.2 2.1 — Retained earnings 14,184.4 13,926.1 14,241.9 Accumulated other comprehensive loss (2,131.9) (2,449.0) (1,954.9) Total Mosaic stockholders’ equity 12,084.9 11,482.4 12,290.2 Non-controlling interests 149.3 132.3 142.6 Total equity 12,234.2 11,614.7 12,432.8 Total liabilities and equity $ 24,480.1 $ 22,924.0 $ 23,032.8
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RewordedMD&A
Distribution operations in India and China had revenues and gross margin of $640.0 million and $88.0 million, respectively, for the year ended December 31, 2025, compared to revenues and gross margin of $519.6 million and $39.7 million, respectively, for the year ended December 31, 2024, compared to revenues and gross margin of $898.9 million and $(16.8) million, respectively, for the year ended December 31, 2023. 2024.
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RewordedMD&A
As of October 31, 2024, the date of Based on our annual impairment testing, the Company concluded quantitative analysis, we determined that the fair values of the reporting units which include goodwill, Potash, Mosaic Fertilizantes our Potash and Corporate, Eliminations and Other, reporting units were in substantial excess of their respective carrying values and the goodwill for those units was not impaired.
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RewordedMD&A
Net income for the year ended December 31, 2024 2025 was unfavorably favorably impacted by a foreign currency transaction loss gain of $686 $271.7 million, compared to a foreign currency transaction gain loss of $194 $685.8 million in the prior year period. period and an unrealized mark-to-market gain of approximately $317.0 million on the investment in Ma’aden shares, included in other income (expense).
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RewordedMD&A
The Corporate, Eliminations and Other category includes the results of the China and India distribution businesses, intersegment eliminations, including profit on intersegment sales, unrealized mark-to-market gains and losses on derivatives and the investment in equity securities of Ma'aden, debt expenses, corporate functional costs and the results of the China and India distribution businesses. expenses.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedMD&A
The Corporate, Eliminations and Other category includes the results of the China and India distribution businesses, intersegment eliminations, including profit on intersegment sales, unrealized mark-to-market gains and losses on derivatives and the investment in equity securities of Ma'aden, debt expenses, corporate functional costs and the results of the China and India distribution businesses. expenses.
Read it in 10-K 2026-02-27 at sec.gov ↗
RewordedMD&A
Cash and cash equivalents $ 276.6 $ 272.8 $ 348.8 Receivables, net 1,078.6 1,113.3 1,269.2 Inventories 3,363.0 2,548.4 2,523.2 Assets held for sale 73.5 — Other current assets 445.8 563.8 603.8 Total current assets 5,237.5 4,498.3 4,745.0 Property, plant and equipment, net 13,982.6 13,352.6 13,585.4 Equity securities and investments in nonconsolidated companies 1,848.2 1,533.4 909.0 Goodwill 1,005.1 1,061.1 1,138.6 Deferred income taxes 811.6 958.3 1,079.2 Other assets 1,595.1 1,520.3 1,575.6 Total assets $ 24,480.1 $ 22,924.0 $ 23,032.8 Liabilities and Equity Current liabilities:
Read it in 10-K 2026-02-27 at sec.gov ↗
