COMPASS MINERALS INTERNATIONAL INC
For the period ended Dec 31, 2024. Filed Feb 10, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Dec 31, 2024 · Filed Feb 10, 2025
CMP$22.91+0.9%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-06-30; filed 2024-10-30.
0001227654-24-000215
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Reconciliation of Net Earnings (Loss) from Continuing Operations to EBITDA and Adjusted EBITDACurrent report: 10-Q
Period ended 2024-12-31; filed 2025-02-10.
0001227654-25-000033
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Reconciliation of Net Earnings (Loss) from Continuing Operations to EBITDA and Adjusted EBITDAThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 158 previous paragraphs and 106 current paragraphs.
38 unchanged; 47 reworded; 19 added; 64 removed; 9 previous and 2 current paragraphs rearranged.
Tables are not compared: 18 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (19)
Current report
A discussion of our critical accounting estimates used in preparation of our consolidated financial statements is presented under the heading "Management’s Discussion of Critical Accounting Policies and Estimates" in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our 2024 Form 10-K.
Current report
THREE MONTHS ENDED DECEMBER 31
Current report
•Operating earnings of $0.5 million improved $54.1 million from an operating loss of $53.6 million in the prior-year period, primarily reflecting the lithium asset impairment in the prior-year period and lower corporate SG&A expenses in the current period, which was partially offset by lower Salt operating earnings and Fortress earnings in the current period. Salt earnings decreased due to lower sales volumes and higher per-unit product costs. Plant Nutrition operating loss was essentially flat compared to the prior period as higher sales volumes and lower per-unit product costs were offset by lower average sales prices.
Current report
THREE MONTHS ENDED DECEMBER 31
Current report
Other Operating Expense: Decreased $3.7 million from $4.2 million to $0.5 million
Current report
Interest Expense: Increased $1.0 million to $16.9 million
Current report
Income Tax Expense: Increased $6.1 million from $3.6 million to $9.7 million
Current report
•Tax expense increased by $6.1 million for the three months ended December 31, 2024 versus the 3 months ended December 31, 2023 despite a decrease in pretax book losses of $57.8 million primarily due to the significant Lithium impairment in the three months ended December 31, 2023 for which a full valuation allowance was recorded.
Current report
•Salt operating earnings decreased 42%, or $21.5 million, due primarily to lower sales volumes and higher per-unit product costs, which were partially offset by slightly higher average sales prices.
Current report
•Plant Nutrition sales volumes increased 36% year over year driven by a return to more normalized sales volumes following a year in which customers delayed or reduced purchases. The higher sales volumes increased sales by approximately $17.5 million.
Current report
•Plant Nutrition operating loss increased $0.8 million to $3.1 million primarily due to lower average sales prices, which was mostly offset by higher sales volumes and lower per-unit product costs.
Current report
•Following one of weakest winters in our served markets in nearly a quarter century, committed volumes for fiscal year 2025 in the North American highway deicing business are down approximately 9%. Despite these lower volume commitments, we expect Salt segment sales volumes to increase by approximately 7% year over year at the mid-point of our guidance range based on a reversion to more normalized weather. Pricing for the Salt segment is expected to decline slightly year over year, driven by lower North American highway deicing bid season results that saw average pricing contract due to excess supply across the system. Accordingly, we expect Salt segment sales volumes and adjusted EBITDA to range from 9.4 million to 10.5 million tons and $205 million to $230 million, respectively, in fiscal year 2025.
Current report
•Plant Nutrition segment sales volumes are expected to improve to a range of 295,000 to 315,000 tons in fiscal year 2025, improving from levels in fiscal year 2024. We expect lower average selling prices throughout fiscal 2025 due to anticipated weakness in global potash prices. For fiscal year 2025, we expect adjusted EBITDA in a range of $17 million to $24 million.
Current report
Product Recall
Current report
On October 25, 2024, we issued a recall for nine production lots of food-grade salt produced at our Goderich Plant following a customer report of a non-organic, foreign material in its product. The products recalled included both products sold prior and subsequent to September 30, 2024. We followed recall protocol and notified our BRCGS Global Standard for Food Safety certifying body, the Canadian Food Inspection Agency (“CFIA”) and the U.S. Food and Drug Administration (“FDA”). We have been working to obtain and assess the reported foreign material, complete the necessary investigation, and determine the next steps. For the three months ended December 31, 2024, we recognized $0.9 million for costs related to the recall on the
Current report
Consolidated Statements of Operations, a portion of which we believe is reimbursable by insurance. Additionally, as of December 31, 2024, we have recorded reserves of $35.0 million and estimated insurance recoveries of $35.0 million in our Consolidated Balance Sheets associated with customer claims.
Current report
We continue to assess the scope and magnitude of additional customer claims. At this time, based on currently available information and our applicable insurance coverage, we do not believe any incremental losses will have a material adverse effect on our results of operations or cash flows in future periods.
Current report
(a)We recognized costs related to a recall for food-grade salt produced at our Goderich Plant. Refer to Item 1, Note 8 for additional details.
Current report
(b)As a result of the decision to cease the pursuit of the lithium development, we recognized severance of $2.5 million related to the termination of the lithium development and $1.1 million related to other restructuring. We also recognized an impairment of lithium long-lived assets, which were determined to be no longer probable of recovery.
Removed paragraphs (64)
Previous report
We previously identified various misstatements related to (i) certain contingent consideration associated with our acquisition of Fortress North America, LLC (“Fortress”), (ii) historical understatement of work-in-process inventory, (iii) immaterial misstatements to reclassify the impacts of non-cash capital expenditures in accounts payable in its operating and investing cash flows, (iv) an error in its interim non-GAAP Adjusted EBITDA calculation, which resulted in an understatement of its consolidated Adjusted EBITDA for the first and second quarters of 2024, and (v) certain other individual immaterial misstatements that were also immaterial in the aggregate. These misstatements were corrected via amendments to our Annual Report on Form 10-K for the periods ended September 30, 2023, 2022 and 2021 and our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024, both filed on October 29, 2024.
Previous report
As previously disclosed in the 2023 Form 10-K and as discussed in Item 1, Note 5 of our Consolidated Financial Statements included in this Quarterly Report on Form 10-Q, we indefinitely paused new investment in the lithium salt project pending greater clarity on the evolving regulatory environment in Utah. In December of 2023, a revised draft of rules was proposed, project engineering estimates were refined and, taken together with the decline in market price of lithium products, we determined to terminate the lithium development. Consequently, we evaluated the capitalized assets and recorded an impairment charge of $74.8 million for the nine months ended June 30, 2024, including $5.3 million associated with future commitments as of June 30, 2024. The impairment charges were recognized to value the assets at estimated fair value, considering equipment expected to be used by the on-going business and amounts estimated to be recoverable through returns or salvage value. The determination of fair value of these assets requires us to make estimates and assumptions that include, but are not limited to, estimated proceeds to be received upon sale or return of the equipment, assumptions about the ability to redeploy equipment and materials to other parts of the business and estimates regarding the utility value and replacement cost of the equipment redeployed. Actual proceeds received from asset sales or returns and our ability to utilize the assets may vary from our estimates resulting in further impairment.
Previous report
As discussed in Item 1, Note 1 of our Consolidated Financial Statements included in this Quarterly Report on Form 10-Q, as a result of a sustained decrease in our publicly quoted share price and market capitalization continuing into fiscal 2024 and recent developments related to our magnesium chloride-based fire retardants impacting our Fortress business, we determined that there were indicators for impairment which necessitated impairment testing of long-lived assets and goodwill during the second quarter of fiscal 2024. As a result of the evaluation, we recorded a long-lived asset impairment, net, of $15.6 million, an inventory impairment of $2.4 million and goodwill impairment of $32.0 million related to Fortress and goodwill impairment of $51.0 million related to Plant Nutrition as of March 31, 2024. Failure to obtain full qualification by the USFS or a decision by the USFS not to enter into commercial agreements with respect to Fortress’s magnesium or non-magnesium chloride-based fire retardant products could result in additional impairments related to the Fortress business. In connection with the impairments, we determined the estimated fair value for each reporting unit based on discounted cash flow projections (income approach), market values for comparable businesses (market approach) or a combination of both. The determination of fair value of the reporting units requires us to make estimates and assumptions that include, but are not limited to, discount rates, long-term revenue growth rates and the amount and timing of expected future cash flows. Our estimates may differ from actual future cash flows. Management does not believe that the remaining goodwill balance in its Corporate and Other reporting unit is currently at risk of impairment as of June 30, 2024.
Previous report
For a further description of our critical accounting policies, see Item 1, Note 1 of our Consolidated Financial Statements included in this Quarterly Report on Form 10-Q. Actual results in these areas could differ from management’s estimates.
Previous report
Additionally, we had been pursuing development of a sustainable lithium salt resource near Ogden, UT to support the North American battery market. However, as discussed above in Critical Accounting Policies and in Item 1, Note 5 of our Consolidated Financial Statements, we have terminated our pursuit of the lithium development.
Previous report
THREE AND NINE MONTHS ENDED JUNE 30
Previous report
•Operating income of $5.9 million increased $6.5 million from an operating loss of $0.6 million in the prior-year period, primarily reflecting higher Salt operating earnings and lower Corporate and Other and lithium expenses, which was partially offset by lower Plant Nutrition and Fortress operating earnings. Salt operating income increased primarily due to a 4% increase in average sales prices. Corporate and Other operating loss decreased from the prior year primarily due to lower compensation and professional services expenses. These increases were partially offset by a decrease in Plant Nutrition operating earnings due to decreases in sales volumes and average sales prices.
Previous report
•Total sales decreased 6%, or $62.5 million, due to lower Salt segment sales, partially offset by sales by the Fortress fire retardant business and slightly higher Plant Nutrition segment sales. The decrease in Salt sales was primarily driven by lower sales volumes, partially offset by higher average sales prices. The increase in Plant Nutrition sales from the prior year primarily reflects higher sales volumes, partially offset by lower average sales price.
Previous report
•Operating loss of $87.0 million decreased $162.2 million from operating income of $75.2 million in the prior-year period, primarily reflecting the impairments related to our previous lithium development project (see Item 1, Note 5), our Fortress business and the Plant Nutrition segment (see Item 1, Note 1) and lower Plant Nutrition operating earnings. Corporate and Other operating loss increased from the prior year primarily due to a $74.8 million lithium asset impairment and $50.0 million of goodwill, long-lived asset and inventory impairments related to the Fortress business. The increases were partially offset by the net non-cash reduction in our Fortress-related contingent consideration of $23.1 million. Plant Nutrition operating earnings decreased due primarily to a $51.0 million goodwill impairment and lower sales prices, which were partially offset by lower per-unit product and distribution costs. In addition, Salt operating earnings increased slightly due to higher average sales prices, which was mostly offset by lower Salt sales volumes and higher per-unit product costs, partially offset by higher average sales prices.
Previous report
•Adjusted EBITDA increased by 14%, or $22.9 million, benefiting from a $23.1 million net gain recorded in the current year-to-date period related to the decline in the valuation of the Fortress contingent consideration.
Previous report
THREE AND NINE MONTHS ENDED JUNE 30
Previous report
•Salt segment gross profit increased $2.9 million primarily due to higher average sale prices, partially offset by higher per-unit product costs and slightly lower sales volumes (see Salt operating results).
Previous report
Gross Profit: Decreased 8%, or $14.3 million; Gross Margin decreased 1 percentage point to 19%
Previous report
•Gross profit was also favorably impacted by the acquisition of the Fortress fire retardant business in May 2023.
Previous report
•The decrease in SG&A expense was primarily due to lower corporate, Salt and lithium expenses, which was partially offset by expenses related to our Fortress fire retardant business that was acquired in May 2023.
Previous report
Other Operating (Income) Expense: Decreased $3.0 million from expense of $2.2 million to income of $0.8 million
Previous report
•The decrease in other operating expense was primarily the result of lower restructuring charges in the current period and a $0.9 million gain in the contingent consideration related to the Fortress acquisition due to changes in projected revenues and cash flows from our magnesium chloride-based fire retardants.
Previous report
Interest Income: Decreased $1.5 million to $0.2 million
Previous report
•The decrease in interest income during the current period is primarily due to the higher average cash balance in the prior year resulting from proceeds received from a private placement of our common stock.
Previous report
Interest Expense: Increased $2.9 million to $17.2 million
Previous report
Net Loss in Equity Investees: $0.8 million in the prior-year period
Previous report
•We realized a net loss of $0.8 million in the prior-year period reflecting our share of losses related to our equity investments as these development stage businesses positioned themselves for commercialization.
Previous report
Gain from Remeasurement of Equity Method Investment
Previous report
•We recognized a gain of $12.6 million for the three months ended June 30, 2023 related to our previously held equity investment in Fortress, which was remeasured to fair value upon our full acquisition of the business in May 2023.
Previous report
Income Tax Expense (Benefit): Decreased $75.5 million from a benefit of $42.8 million to an expense of $32.7 million
Previous report
•The tax expense of $32.7 million for the three months ended June 30, 2024 is primarily due to a change in the annual effective tax rate calculations with the US loss jurisdiction having a separate annual effective tax rate applied to US losses and a foreign annual effective tax rate applied to foreign income. The tax benefit of $42.8 million for the three months ended June 30, 2023 was primarily due to the impact in the quarter of the acquisition of the Fortress business to the full year effective tax rate. See Item 1, Note 7 to the Consolidated Financial Statements.
Previous report
Loss on Impairments: $173.4 million in the current-year period
Previous report
•During the nine months ended June 30, 2024, we recognized goodwill impairments of $51.0 million related to our Plant Nutrition segment and $32.0 million related to our Fortress operations (within the Corporate and Other segment). The Plant Nutrition impairment was primarily the result of reduced cash flow assumptions impacting expected profitability of the Plant Nutrition segment. The Fortress impairment was primarily related to uncertainty surrounding our magnesium chloride-based fire retardants which impacted projected future revenues and cash flows. Also, during the nine months ended June 30, 2024, we recognized a $15.6 million long-lived asset impairment, net, related to Fortress magnesium chloride-based products. See Item 1, Note 1 for additional information.
Previous report
•We recognized an impairment loss of $74.8 million for the nine months ended June 30, 2024 related to the termination of the lithium development (see Item 1, Note 5).
Previous report
Other Operating (Income) Expense: Decreased $22.8 million from expense of $5.4 million to income of $17.4 million
Previous report
Interest Income: Decreased $3.9 million from $4.7 million to $0.8 million
Previous report
•The decrease in interest income during the current period is primarily due to a higher average cash balance in the prior period resulting from proceeds received from the private placement of our common stock.
Previous report
Interest Expense: Increased $8.0 million to $50.4 million
Previous report
•Interest expense increased due to higher debt levels and higher interest rates in the current period.
Previous report
(Gain) Loss on Foreign Exchange: Rose by $5.7 million from a loss of $4.6 million to a gain of $1.1 million
Previous report
Net Loss in Equity Investees: $3.1 million in the prior-year period
Previous report
•We realized a net loss of $3.1 million in the prior-year period reflecting our share of losses related to our equity investments as these development stage businesses positioned themselves for commercialization.
Previous report
Gain from Remeasurement of Equity Method Investment
Previous report
•We recognized a gain of $12.6 million for the nine months ended June 30, 2023 related to our previously held equity investment in Fortress, which was remeasured to fair value upon our full acquisition of the business in May 2023.
Previous report
Other Expense, net: Decreased $1.8 million to $1.9 million
Showing the first 40 of 64 passages. Open the source sections for the rest.
Reworded paragraphs (47)
Previous wording
Forward-looking statements relate to future events or our future financial performance, and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, but are not limited to, the following: our mining and industrial operations; our continued ability to access ambient lake brine in the Great Salt Lake; the termination of our lithium development project; geological conditions; dependency on a limited number of key production and distribution facilities and critical equipment; weather conditions; the inability to fund necessary capital expenditures or successfully complete capital projects; uncertainties in estimating our economically recoverable reserves and resources; the useful life of our mine properties; conversion of mineral resources into mineral reserves; strikes, other forms of work stoppage or slowdown or other union activities; supply constraints or price increases for energy and raw materials used in our production processes; our indebtedness and inability to pay our indebtedness; restrictions in our debt agreements that may limit our ability to operate our business or require accelerated debt payments; tax liabilities; the inability of our customers to access credit or a default by our customers of trade credit extended by us; our payment of any dividends; financial assurance requirements; the seasonal demand for our products; the impact of anticipated changes in potash product prices and customer application rates; the impact of competition on the sales of our products; inflation risks; increasing costs or a lack of availability of transportation services; risks associated with our international operations and sales, including changes in currency exchange rates; conditions in the sectors where we sell products and supply and demand imbalances for competing products; our rights and governmental authorizations to mine and operate our properties; risks related to unanticipated litigation or investigations or pending litigation or investigations or other contingencies; compliance with environmental, health and safety laws and regulations; environmental liabilities; compliance with foreign and United States (“U.S.”) laws and regulations related to import and export requirements and anti-corruption laws; changes in laws, industry standards and regulatory requirements; product liability claims and product recalls; misappropriation or infringement claims relating to intellectual property; inability to obtain required product registrations or increased regulatory requirements; our ability to successfully implement our strategies; risks related to labor shortages and the l…
Excerpt shortened here; the source contains the full paragraph.
Current wording
Forward-looking statements relate to future events or our future financial performance, and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, but are not limited to, the following: our mining and industrial operations; geological conditions; weather conditions; our continued ability to access ambient lake brine in the Great Salt Lake; dependency on a limited number of key production and distribution facilities and critical equipment; the inability to fund necessary capital expenditures or successfully complete capital projects; uncertainties in estimating our economically recoverable reserves and resources; the useful life of our mine properties; conversion of mineral resources into mineral reserves; strikes, other forms of work stoppage or slowdown or other union activities; supply constraints or price increases for energy and raw materials used in our production processes; our indebtedness and inability to pay our indebtedness; restrictions in our debt agreements that may limit our ability to operate our business or require accelerated debt payments; tax liabilities; the inability of our customers to access credit or a default by our customers of trade credit extended by us; our payment of any dividends; financial assurance requirements; the seasonal demand for our products; the impact of anticipated changes in potash product prices and customer application rates; the impact of competition on the sales of our products; inflation risks; increasing costs or a lack of availability of transportation services; risks associated with our international operations and sales, including changes in currency exchange rates; conditions in the sectors where we sell products and supply and demand imbalances for competing products; our rights and governmental authorizations to mine and operate our properties; risks related to unanticipated litigation or investigations or pending litigation or investigations or other contingencies; compliance with environmental, health and safety laws and regulations; environmental liabilities; compliance with foreign and United States (“U.S.”) laws and regulations related to import and export requirements and anti-corruption laws; changes in laws, industry standards and regulatory requirements; product liability claims and product recalls; misappropriation or infringement claims relating to intellectual property; inability to obtain required product registrations or increased regulatory requirements; our ability to successfully implement our strategies; risks related to labor shortages and the loss of key personnel; a compromise of our computer s…
Excerpt shortened here; the source contains the full paragraph.
Previous wording
Unless the context requires otherwise, references to the “Company,” “Compass Minerals,” “our,” “us” and “we” refer to Compass Minerals International, Inc. (“CMI,” the parent holding company) and its consolidated subsidiaries. Except where otherwise noted, references to North America include only the continental U.S. and Canada, and references to the United
Current wording
Unless the context requires otherwise, references to the “Company,” “Compass Minerals,” “our,” “us” and “we” refer to Compass Minerals International, Inc. (“CMI,” the parent holding company) and its consolidated subsidiaries. Except where otherwise noted, references to North America include only the continental U.S. and Canada, and references to the United Kingdom (“U.K.”) include only England, Scotland and Wales. Except where otherwise noted, all references to tons refer to “short tons” and all amounts are in U.S. dollars. One short ton equals 2,000 pounds and one metric ton equals 2,204.6 pounds.
Previous wording
Kingdom (“U.K.”) include only England, Scotland and Wales. Except where otherwise noted, all references to tons refer to “short tons” and all amounts are in U.S. dollars. One short ton equals 2,000 pounds and one metric ton equals 2,204.6 pounds. Compass Minerals and Protassium+ and combinations thereof, are trademarks of CMI or its subsidiaries in the U.S. and other countries.
Current wording
Compass Minerals and Protassium+ and combinations thereof, are trademarks of CMI or its subsidiaries in the U.S. and other countries.
Previous wording
Preparation of our consolidated financial statements in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Management believes the most complex and sensitive judgments result primarily from the need to make estimates about matters that are inherently uncertain. Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Part II, Item 8, Note 2 to the Consolidated Financial Statements included in our 2023 Form 10-K/A, describe the significant accounting estimates and policies used in preparation of our consolidated financial statements.
Current wording
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the reporting date and the reported amounts of revenue and expenses during the reporting period. Actual results could vary from these estimates. We have identified the critical accounting policies and estimates that we believe are most important to the portrayal of our financial condition and results of operations. The policies set forth below require significant subjective or complex judgments by management, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.
Previous wording
Compass Minerals is a leading producer of essential minerals, including salt, sulfate of potash (“SOP”) specialty fertilizer and magnesium chloride. As of June 30, 2024, we operated 12 production and packaging facilities, including:
Current wording
Compass Minerals is a leading global provider of essential minerals, including salt, sulfate of potash (“SOP”) specialty fertilizer and magnesium chloride. As of December 31, 2024, we operate 12 production and packaging facilities, including:
Previous wording
In May 2023, we completed the purchase of Fortress, a fire retardant company working to develop long-term fire retardant solutions to help combat wildfires (see Item 1, Note 2 of our Consolidated Financial Statements). December 31, 2023 marked the end of Fortress's first commercially operating fire season with the U.S. Forest Service (“USFS”). As described in Item 1, Note 1 of our Consolidated Financial Statements, the USFS recently notified us that Fortress would not be awarded a contract to supply its magnesium chloride-based aerial fire retardant for the calendar 2024 fire season. We are evaluating various alternatives regarding the path forward for the Fortress business given recent developments. Refer to the discussion above in Critical Accounting Estimates and in Item 1, Note 1 of our Consolidated Financial Statements for additional details.
Current wording
In May 2023, we completed the purchase of Fortress North America, LLC (“Fortress”), a fire retardant company working to develop long-term aerial and ground fire retardant products to help combat wildfires.
Previous wording
The following is a summary of our consolidated results of continuing operations for the three and nine months ended June 30, 2024 and 2023, respectively. The following discussion should be read in conjunction with the information contained in our consolidated financial statements and the notes thereto included in this Quarterly Report on Form 10-Q.
Current wording
The following is a summary of our consolidated results of continuing operations for the three months ended December 31, 2024 and 2023, respectively. The following discussion should be read in conjunction with the information contained in our consolidated financial statements and the notes thereto included in this Quarterly Report on Form 10-Q.
Previous wording
•Total sales decreased 2%, or $4.7 million, due to lower Plant Nutrition segment sales and lower sales from our Fortress business, partially offset by higher Salt segment sales. The decrease in sales for Plant Nutrition reflected lower sales volumes and average sales prices. Fortress has not been awarded a contract for the 2024 fire season. Salt sales increased from the prior year due to an increase in average sales prices, partially offset by slightly lower sales volumes.
Current wording
•Total sales decreased 10%, or $34.5 million, due to lower Salt segment sales, which was partially offset by higher Plant Nutrition segment sales. The decrease in sales for Salt reflected lower deicing sales volumes, which was partially offset by slightly higher average sales prices. We recognized $14.5 million in sales related to the completion of our 2023 contract with the U.S. Forest Service (“USFS”) in the prior-year period. Fortress has not been awarded a contract for either the 2024 or 2025 fire seasons. Plant Nutrition sales increased from the prior year due to a substantial increase in sales volumes, partially offset by lower average sales prices.
Previous wording
•Earnings before interest, taxes, depreciation and amortization (“EBITDA”)* adjusted for items management believes are not indicative of our ongoing operating performance (“Adjusted EBITDA”)* increased 14.7%, or $4.2 million, benefiting from a $0.9 million gain recorded in the current period related to the decline in the valuation of the Fortress contingent consideration.
Current wording
•Earnings before interest, taxes, depreciation and amortization (“EBITDA”)* adjusted for items management believes are not indicative of our ongoing operating performance (“Adjusted EBITDA”)* decreased 48.4%, or $30.1 million.
Previous wording
•Diluted net loss per common share of $1.05 decreased by $1.93 from net earnings of $0.88 per common share in the prior-year period.
Current wording
•Diluted net loss per common share of $0.57 changed by $1.26 from net loss of $1.83 per common share in the prior-year period.
Previous wording
Gross Profit: Decreased 6%, or $2.0 million; Gross Margin decreased 1 percentage point to 16%
Current wording
Gross Profit: Decreased 52%, or $36.8 million; Gross Margin decreased 10 percentage points to 11%
Previous wording
•Salt segment gross profit decreased $2.9 primarily due to lower sales volumes and higher per-unit product costs, which were partially offset by higher average sales prices (see Salt operating results).
Current wording
•Salt segment gross profit decreased $22.1 million primarily due to lower sales volumes and higher per-unit product costs, which were partially offset by slightly higher average sales prices (see Salt operating results).
Previous wording
•The gross profit of the Plant Nutrition segment decreased $19.0 million due to lower average sales prices, which were partially offset by lower per-unit product and distribution costs and higher sales volumes (see Plant Nutrition operating results).
Current wording
•The gross profit of the Plant Nutrition segment decreased $1.3 million as lower average sales prices were mostly offset by higher sales volumes and lower per-unit product costs (see Plant Nutrition operating results).
Previous wording
•Gross profit was also negatively impacted by costs incurred related to the Fortress fire retardant business acquired in May 2023.
Current wording
•Gross profit was also negatively impacted by earnings in the prior period related to the Fortress fire retardant business acquired in May 2023.
Previous wording
SG&A: Decreased $5.5 million; Decreased 2.3 percentage points as a percentage of sales from 15.9% to 13.6%
Current wording
SG&A: Decreased $12.4 million; Decreased 2.6 percentage points as a percentage of sales from 13.4% to 10.8%
Previous wording
•The increase in SG&A expense was primarily due to lower corporate incentive compensation and lower lithium expenses, which was partially offset by expenses related to our Fortress fire retardant business that was acquired in May 2023.
Current wording
•The decrease in SG&A expense was primarily due to lower corporate incentive compensation, lithium and Fortress expenses.
Previous wording
•The decrease in other operating expense was due to a decrease in the contingent consideration related to the Fortress acquisition, partially offset by severance costs resulting from the decision to discontinue the pursuit of the lithium development and corporate restructuring charges in the current period.
Current wording
•The decrease in other operating expense was primarily the result of higher contingent consideration related to the Fortress acquisition and severance costs resulting from the decision to discontinue lithium development in the prior period.
Previous wording
•Interest expense increased $2.9 million due to higher interest rates and debt levels in the current period.
Current wording
•Interest expense increased $1.0 million due to higher interest rates and debt levels in the current period.
Previous wording
(Gain) Loss on Foreign Exchange: Increased $2.8 million from a loss of $2.3 million to a gain of $0.5 million
Current wording
(Gain) Loss on Foreign Exchange: Increased $7.1 million from a loss of $1.9 million to a gain of $5.2 million
Previous wording
•We realized a gain on foreign exchange of $0.5 million in the third quarter of fiscal 2024 compared to a loss of $2.3 million in the same quarter of the prior-year period, primarily reflecting the translation of our intercompany loans from Canadian dollars to U.S. dollars.
Current wording
•We realized a gain on foreign exchange of $5.2 million in the first quarter of fiscal 2025 compared to a loss of $1.9 million in the same quarter of the prior-year period, primarily reflecting the translation of our intercompany loans from Canadian dollars to U.S. dollars.
Previous wording
Other Expense, net: Decreased $2.4 million to $0.3 million
Current wording
Other Expense, net: Increased $2.4 million to $3.1 million
Previous wording
•The decrease is due primarily to losses on cash flow hedges and fees paid to refinance our debt. in the prior period.
Current wording
•The increase is due primarily to fees paid to modify our debt agreements in the current period, which was partially offset by losses on cash flow hedges in the prior period.
Previous wording
•Our effective tax rate was (300%) for the three months ended June 30, 2024, which is primarily driven by the income mix by country with income recognized in foreign jurisdictions, for which tax expense was recorded, offset by losses recognized in the U.S. for which a valuation allowance has been recorded against the U.S. tax benefit carryforward.
Current wording
•Our effective tax rate was (70%) for the three months ended December 31, 2024, which is primarily driven by the income mix by country with income recognized in foreign jurisdictions, for which tax expense was recorded, offset by
Previous wording
•Our income tax provision for the three months ended June 30, 2024 and 2023 differs from the U.S. statutory rate primarily due to U.S. statutory depletion, state income taxes, base erosion and anti-abuse tax, nondeductible executive compensation, foreign income, mining and withholding taxes and valuation allowance expense.
Current wording
•Our income tax provision for the three months ended December 31, 2024 and 2023 differs from the U.S. statutory rate primarily due to U.S. statutory depletion, state income taxes, nondeductible executive compensation, foreign income, mining and withholding taxes and valuation allowance expense. The income tax provision for the three months ended December 31, 2024 also included base erosion and anti-abuse tax.
Previous wording
The results of operations of the Fortress business include sales of $14.6 million for the nine months ended June 30, 2024. The results of operations of the consolidated records management business and other incidental revenues include sales of $3.5 million and $4.6 million for the three months ended June 30, 2024 and 2023, respectively, and $10.1 million and $10.2 million for the nine months ended June 30, 2024 and 2023, respectively. These sales are not material to our consolidated financial results and are not included in the following operating segment financial data.
Current wording
The results of operations of the Fortress business include sales of $14.5 million for the three months ended December 31, 2023. The results of operations of the consolidated records management business and other incidental revenues include sales of $3.6 million and $3.2 million for the three months ended December 31, 2024 and 2023, respectively. These sales are not material to our consolidated financial results and are not included in the following operating segment financial data.
Previous wording
•Salt sales increased $5.1 million, primarily due to higher average sales prices, which was partially offset by lower sales volumes for our consumer and industrial products.
Current wording
•Salt sales decreased $32.1 million, or 12%, primarily due to lower sales volumes, which was partially offset by higher average sales prices for our consumer and industrial products.
Previous wording
•Salt sales volumes decreased 1% in total, or 8,000 tons, reducing sales by approximately $3.5 million. Highway deicing sales volumes increased 2%, reflecting an increase in sales volumes to chemical and liquid magnesium chloride customers, which was mostly offset by lower sales volumes for deicing products. Consumer and industrial sales volumes decreased 7% primarily due to lower non-deicing volumes.
Current wording
•Salt sales volumes decreased 13% in total, or 362,000 tons, reducing sales by approximately $35.9 million. Highway deicing sales volumes decreased 12%, reflecting a decrease in deicing sales volumes in both the highway and consumer and industrial products. Consumer and industrial sales volumes decreased 14% primarily due to lower non-deicing volumes.
Previous wording
•Average sales prices increased 4% partially offsetting the volume decline by approximately $8.6 million with increases in both highway and consumer and industrial average sales prices.
Current wording
•Average sales prices increased 1% partially offsetting the volume decline by approximately $3.8 million with increases in consumer and industrial average sales prices.
Previous wording
•Highway deicing average sales price increased 5% across all product categories as we have sought to restore profitability and offset the impact of prior year inflation on costs by executing a commercial bidding strategy emphasizing pricing over volume. Consumer and industrial average sales price increased 7% due to price increases taken to offset inflation realized in prior years. The higher average sales prices are also reflective of sales mix.
Current wording
•Highway deicing average sales price decreased 1% across all product categories. Consumer and industrial average sales price increased 6% due to price increases taken to offset inflation realized in prior years. The higher average sales prices are also reflective of sales mix.
Previous wording
•Plant Nutrition sales increased 1%, or $1.8 million, due to higher sales volumes, which was mostly offset by lower average sales prices.
Current wording
•Plant Nutrition sales increased 24%, or $11.7 million, due to higher sales volumes, which were partially offset by lower average sales prices.
Previous wording
•Plant Nutrition average sales prices decreased 8%, which contributed approximately $3.5 million to the decrease in sales. Average sales prices decreased throughout fiscal 2024 due to global supply and demand dynamics for fertilizer products resulting in weakening pricing year over year.
Current wording
•Plant Nutrition average sales prices decreased 9%, which contributed approximately $5.8 million to the decrease in sales. Average sales prices decreased throughout fiscal 2024 and into 2025 due to global supply and demand dynamics for fertilizer products resulting in weakening pricing versus the comparable prior year period.
Previous wording
•Fiscal year 2024 capital expenditures are now expected to be in the $115 million to $130 million range. This includes approximately $80 million to $90 million in sustaining capital for the core Salt and Plant Nutrition businesses. In the fire retardant business, approximately $5 million to $10 million has been budgeted for fiscal year 2024, with approximately $4 million invested through the first nine months of fiscal 2024. Finally, we expect capital expenditures of roughly $30 million related to the now-terminated lithium project for items that had been committed to prior to the project’s suspension in November 2023. As a result of the termination of the lithium project and the related impairments in the first half of fiscal 2024, a portion of the expenditures related to committed items that had not been received by December 31, 2023, will not be classified as capital expenditures within the Consolidated Statements of Cash Flows when paid.
Current wording
•Fiscal year 2025 capital expenditures are expected to be in the $75 million to $85 million range.
Previous wording
Historically, our cash flows from operating activities have generally been adequate to fund our basic operating requirements, ongoing debt service and sustaining investment in our property, plant and equipment. We have also used cash generated from operations to fund capital expenditures, pay dividends, fund smaller acquisitions and repay our debt. To a certain extent, our ability to meet our short- and long-term liquidity and capital needs is subject to general economic, financial, competitive and weather conditions, effects of climate change, geological variations in our mine deposits and other factors that are beyond our control. Historically, our working capital requirements have been the highest in the first fiscal quarter (ending December 31) and lowest in the third fiscal quarter (ending June 30). When needed, we may fund short-term working capital requirements by accessing our $375 million revolving credit facility and our $100.0 million revolving AR Securitization Facility. As of June 30, 2024, we had liquidity of approximately $220.8 million, comprised of $12.8 million of cash and cash equivalents and $208.0 million of availability under our $375 million revolving credit facility.
Current wording
Historically, our cash flows from operating activities have generally been adequate to fund our basic operating requirements, ongoing debt service and sustaining investment in our property, plant and equipment. We have also used cash generated from operations to fund capital expenditures, pay dividends, fund smaller acquisitions and repay our debt. To a certain extent, our ability to meet our short- and long-term liquidity and capital needs is subject to general economic, financial, competitive and weather conditions, effects of climate change, geological variations in our mine deposits and other factors that are beyond our control. Historically, our working capital requirements have been the highest in the first fiscal quarter (ending December 31) and lowest in the third fiscal quarter (ending June 30). When needed, we may fund short-term working capital requirements by accessing our $325 million revolving credit facility and our $100.0 million revolving AR Securitization Facility. As of December 31, 2024, we had liquidity of approximately $126.3 million, comprised of $45.8 million of cash and cash equivalents and $80.5 million of availability under our $325 million revolving credit facility.
Previous wording
We have been able to manage our cash flows generated and used across Compass Minerals to indefinitely reinvest earnings in our foreign jurisdictions or efficiently repatriate those funds to the U.S. As of June 30, 2024, we had $10.9 million of cash and cash equivalents that was either held directly or indirectly by foreign subsidiaries. As a result of U.S. tax reform, we revised our permanently reinvested assertion, expecting to repatriate approximately $150 million of unremitted foreign earnings from Canada. Throughout fiscal years 2022 and 2023, we increased our repatriation expectation to include an additional $16 million from our U.K. operations. During the first quarter of fiscal 2023, $89.2 million was repatriated from Canada and in the third quarter of fiscal 2023, $15.6 million was repatriated from the U.K. Net income tax expense of $3.8 million has been recorded for foreign withholding tax, state income tax and foreign exchange losses on these changes in assertion as of June 30, 2024, consisting of a tax benefit of $0.7 million recorded in fiscal 2023 and tax expense of $4.5 million, most of which was recorded in years prior to fiscal 2021. It is our current intention to continue to reinvest the remaining undistributed earnings of our foreign subsidiaries indefinitely. We review our tax circumstances on a regular basis with the intent of optimizing cash accessibility and minimizing tax expense.
Current wording
We have been able to manage our cash flows generated and used across Compass Minerals to indefinitely reinvest earnings in our foreign jurisdictions or efficiently repatriate those funds to the U.S. As of December 31, 2024, we had $16.4 million of cash and cash equivalents that was either held directly or indirectly by foreign subsidiaries. In fiscal 2024 we did not repatriate any unremitted foreign earnings. It is our current intention to continue to reinvest undistributed earnings of our foreign subsidiaries indefinitely. We review our tax circumstances on a regular basis with the intent of optimizing cash accessibility and minimizing tax expense.
Previous wording
Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred in the U.S. over the three-year period ended December 31, 2023. Such objective evidence limits the ability to consider other subjective evidence, such as our projections for future income. On the basis of this evaluation, during the nine months ended June 30, 2024, an additional valuation allowance of $28.0 million has been recorded to recognize only the portion of the U.S. deferred tax assets that are more likely than not to be realized. The amount of the deferred tax assets considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are increased or reduced or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as our projections for income.
Current wording
Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred in the U.S. over the three-year period ended December 31, 2024. Such objective evidence limits the ability to consider other subjective evidence, such as our projections for future income. On the basis of this evaluation, during the three months ended December 31, 2024, an additional valuation allowance of $9.5 million has been recorded to recognize only the portion of the U.S. deferred tax assets that are more likely than not to be realized. The amount of the deferred tax assets considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are increased or reduced or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as our projections for income.
Previous wording
As of June 30, 2024, we had $880.7 million of outstanding indebtedness, consisting of $500.0 million outstanding under our 6.75% Senior Notes due 2027, $346.9 million of borrowings outstanding under our senior secured credit facilities under the Credit Agreement, consisting of $195.0 million of term loans and $151.9 million borrowed against our revolving credit facility, and $33.8 million of outstanding loans under the accounts receivable financing facility (see Item 1, Note 8 of our Consolidated Financial Statements for more detail regarding our debt). Outstanding letters of credit totaling $15.1 million as of June 30, 2024 further reduced available borrowing capacity under our revolving credit facility to $208.0 million.
Current wording
As of December 31, 2024, we had $980.3 million of outstanding indebtedness, consisting of $500.0 million outstanding under our 6.75% Senior Notes due 2027, $422.1 million of borrowings outstanding under our senior secured credit facilities under the Credit Agreement, consisting of $192.5 million of term loans and $229.6 million borrowed against our revolving credit facility, and $58.2 million of outstanding loans under the accounts receivable financing facility (see Item 1, Note 7 of our Consolidated Financial Statements for more detail regarding our debt). Outstanding letters of credit totaling $14.9 million as of December 31, 2024 further reduced available borrowing capacity under our revolving credit facility to $80.5 million.
Previous wording
Our ability to make scheduled interest and principal payments on our indebtedness, to refinance our indebtedness, to fund planned capital expenditures and to fund acquisitions will depend on our ability to generate cash in the future. This, to a certain extent, is subject to general economic, financial, competitive, legislative, climate-related, regulatory and other factors that are beyond our control. Based on our current level of operations, we believe that cash flow from operations and available cash, together with available borrowings under our revolving credit facility, will be adequate to meet our liquidity needs over the next 12 months.
Current wording
Our ability to make scheduled interest and principal payments on our indebtedness, to modify our indebtedness, to fund planned capital expenditures and to fund acquisitions will depend on our ability to generate cash in the future. This, to a certain extent, is subject to general economic, financial, competitive, legislative, climate-related, regulatory and other factors that are beyond our control. Based on our current level of operations, we believe that cash flow from operations and available cash, together with available borrowings under our revolving credit facility, will be adequate to meet our liquidity needs over the next 12 months.
Previous wording
On March 27, 2024, we entered into an amendment to our 2023 Credit Agreement, which eased the restrictions of certain covenants contained in the agreement. The amendment included increasing the maximum allowed consolidated total net leverage ratio (as defined and calculated under the terms of the amended 2023 Credit Agreement) to 6.5x as of the last day of any quarter through the fiscal quarter ended December 31, 2024, gradually stepping down to 4.75x for the fiscal quarter ended March 31, 2026 and thereafter. The amendment also removed the flexibility related to the lithium development joint ventures, projects or similar arrangements and any related funding transactions in connection therewith. Consolidated total net debt includes the aggregate principal amount of total debt, net of unrestricted cash not to exceed $75.0 million. As of June 30, 2024, our consolidated total net leverage ratio was approximately 4.3x.
Current wording
On December 12, 2024, we entered into an amendment to our 2023 Credit Agreement, which, among other things, eased the restrictions of certain covenants contained in the agreement. The amendment included increasing the maximum allowed consolidated total net leverage ratio (as defined and calculated under the terms of the amended 2023 Credit Agreement) to 6.5x as of the last day of any quarter through the fiscal quarter ended September 30, 2025, then gradually stepping down to 4.50x for the fiscal quarter ended December 31, 2026 and thereafter. The amendment also decreased the Revolving Commitments (as defined in the Existing Credit Agreement) from $375 million to $325 million with additional reductions stepping down to $250 million on July 1, 2026. In connection with this amendment, we paid fees totaling $2.0 million which were capitalized as deferred financing costs. Additional arrangement and legal fees of $1.0 million were expensed as of December 31, 2024. As of December 31, 2024, our consolidated total net leverage ratio was approximately 5.9x.
Previous wording
Although we are in compliance with our debt covenants as of June 30, 2024, we can make no assurance that we will remain in compliance with these ratios. Furthermore, we may need to refinance all or a portion of our indebtedness on or before maturity; however, we cannot provide assurance that we will be able to refinance any of our indebtedness on commercially reasonable terms or at all.
Current wording
Although we are in compliance with our debt covenants as of December 31, 2024, we can make no assurance that we will remain in compliance with these ratios. Furthermore, we may need to modify all or a portion of our indebtedness on or before maturity; however, we cannot provide assurance that we will be able to modify any of our indebtedness on commercially reasonable terms or at all.
Previous wording
Principally due to the nature of our deicing business, our cash flows from operations have historically been seasonal, with the majority of our cash flows from operations generated during the first half of the calendar year. When we have not been able to meet our short-term liquidity or capital needs with cash from operations, whether as a result of the seasonality of our business or other causes, we have met those needs with borrowings under our revolving credit facility. We expect to meet the ongoing requirements for debt service, any declared dividends and capital expenditures from these sources. This, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control.
Current wording
Principally due to the nature of our deicing business, our cash flows from operations have historically been seasonal, with the majority of our cash flows from operations generated during the first half of the calendar year. When we have not been able to meet our short-term liquidity or capital needs with cash from operations, whether as a result of the seasonality of our business or other causes, we have met those needs with borrowings under our revolving credit facility. We expect to meet the ongoing
Showing the first 40 of 47 pairs. Open the source sections for the rest.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
losses recognized in the U.S. for which a valuation allowance has been recorded against the U.S. tax benefit carryforward.
Current report — wording carried from elsewhere
requirements for debt service, any declared dividends and capital expenditures from these sources. This, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control.
Rearranged previous paragraphs (9)
Previous report — wording carried elsewhere
•Diluted net loss per common share of $3.83 decreased by $4.18 from net earnings of $0.35 per common share in the prior-year period.
Previous report — wording carried elsewhere
•The gross profit of the Plant Nutrition segment decreased $4.1 million due to lower average sales prices and volumes (see Plant Nutrition operating results).
Previous report — wording carried elsewhere
SG&A: Decreased $2.7 million; increased 0.5 percentage points as a percentage of sales from 11.2% to 11.7%
Previous report — wording carried elsewhere
•We realized a gain on foreign exchange of $1.1 million in the first nine months of 2024, compared to a loss of $4.6 million in the same period of the prior fiscal year, due primarily reflecting the translation of our intercompany loans from Canadian dollars to U.S. dollars.
Previous report — wording carried elsewhere
•Our income tax provision for the nine months ended June 30, 2024 and 2023 differs from the U.S. statutory rate primarily due to U.S. statutory depletion, state income taxes, base erosion and anti-abuse tax, nondeductible executive compensation, foreign income, mining and withholding taxes and valuation allowance expense.
Previous report — wording carried elsewhere
•Average sales prices increased 9% partially offsetting the volume decline by approximately $46.6 million with increases in both highway and consumer and industrial average sales prices.
Previous report — wording carried elsewhere
•Highway deicing average sales prices increased 7% across all product categories as we have sought to restore profitability and offset the impact of prior year inflation on costs by executing a commercial bidding strategy emphasizing pricing over volume. Consumer and industrial average sales prices increased 6% due to price increases taken to offset inflation realized in prior years. The higher average sales prices are also reflective of sales mix.
Previous report — wording carried elsewhere
•Plant Nutrition average sales prices decreased 17%, partially offsetting the increase in sales volume by $28.2 million. Average sales prices decreased throughout fiscal 2024 due to global supply and demand dynamics for fertilizer products resulting in weakening pricing year over year.
Previous report — wording carried elsewhere
capabilities. When possible, we incorporate efficiency, environmental and safety improvement capabilities into our routine capital projects and we plan the timing of larger projects to balance with our liquidity and capital resources. Changes in our operating cash flows may affect our future capital allocation and spending.