COMPASS MINERALS INTERNATIONAL INC
For the period ended Mar 31, 2025. Filed May 8, 2025.
View on SEC.govAbout this filing
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.
Mar 31, 2025 · Filed May 8, 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 2024-12-31; 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 EBITDACurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-08.
0001227654-25-000091
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 106 previous paragraphs and 147 current paragraphs.
49 unchanged; 39 reworded; 50 added; 15 removed; 3 previous and 9 current paragraphs rearranged.
Tables are not compared: 15 previous and 17 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 (50)
Current report
As discussed in Item 1, Note 1 of our Consolidated Financial Statements included in this Quarterly Report on Form 10-Q, on March 25, 2025, we took measures to align our cost structure to our current business needs as part of a larger strategic refocus to improve the profitability of our core Salt and Plant Nutrition businesses, including the process of exiting the Fortress North America, LLC (“Fortress”) fire retardant business and terminating the employment of all Fortress employees.
Current report
As a result of the above items impacting Fortress, we determined that there were indicators of impairment with the associated Fortress intangible assets. Therefore, we tested these intangibles for impairment. As there were no future cash flows expected related to these intangible assets, customer relationships was determined to have a fair value of zero using an income approach under ASC 820, Fair Value Measurement (Level 3 inputs, see Item 1, Note 12). Consequently, we recognized a full impairment loss of $53.0 million, recorded in Loss on impairments, net on the Consolidated Statements of Operations for the three and six months ended March 31, 2025.
Current report
Additionally, we performed an impairment test on the remaining Fortress asset group (including property, plant, and equipment (“PP&E”), inventory and in-process research and development (“IPR&D”)), with a carrying amount of $19.7 million. The impairment test under ASC 360, Property, Plant Equipment and Other Assets, compared the asset group’s undiscounted cash flows to its carrying amount. We determined the fair value of the asset group using a market approach under ASC 820, Fair Value Measurement. The fair value of the asset group was based on relevant third-party non-binding offers received for the specific asset group (Level 2 inputs, see Item 1, Note 12). The asset group (PP&E, inventory and IPR&D) was not impaired as its fair value, based on market indications, approximated or exceeded its carrying value. The fair value estimates involved significant estimates and assumptions, which may differ from actual outcomes.
Current report
We continue to monitor the effects of the recent tariffs imposed by the U.S. administration during the second quarter of 2025, the reciprocal tariffs and retaliatory tariffs imposed by other countries, and the impact on our business. Our salt and fertilizer production in Canada is qualified under the United States-Mexico-Canada (“USMCA”) trade agreement. Accordingly, our exports from Canada into the United States are exempt from tariffs at this time.
Current report
THREE AND SIX MONTHS ENDED MARCH 31
Current report
•Operating loss of $3.1 million improved $36.2 million from an operating loss of $39.3 million in the prior-year period, primarily reflecting the larger net impairments of our Fortress business and Plant Nutrition segment in the prior-year period, which was partially offset by a further impairment of our Fortress business in the current period (see Item 1, Note 1). Salt operating earnings were essentially flat with the prior period as higher deicing sales volumes were offset
Current report
by lower average sales prices and higher per-unit product costs. Plant Nutrition operating loss improved from the prior period primarily due to the $51.0 million impairment recorded in the second fiscal quarter of the prior year. Additionally, higher Plant Nutrition sales volumes and lower per-unit product costs were partially offset by lower average sales prices and higher per-unit distribution costs.
Current report
•Total sales increased 14%, or $96.1 million, due to higher Salt and Plant Nutrition segment sales, partially offset by lower sales by the Fortress fire retardant business. The increase in Salt sales was primarily driven by higher sales volumes, partially offset by lower 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. We recognized $14.6 million in sales related to the completion of 2023 contract with the U.S. Forest Service in the prior-year period. On March 25, 2025, we began the process of exiting the Fortress fire retardant business, terminating the employment of all Fortress employees.
Current report
•Operating loss of $2.6 million decreased $90.3 million from operating loss of $92.9 million in the prior-year period, primarily reflecting the impairment related to the exit of the Fortress fire retardant business (see Item 1, Note 1). Corporate and Other operating loss decreased from the prior year primarily due to the prior year $74.8 million lithium asset impairment and $50.0 million of goodwill, long-lived asset and inventory impairments related to the Fortress business, partially offset by the current year Fortress long-lived asset impairment of $53.0 million. The operating losses were partially offset by the net non-cash reduction in our Fortress-related contingent consideration of $7.9 million in the current year and $22.2 million in the prior year. Plant Nutrition operating loss decreased due primarily to a prior year $51.0 million goodwill impairment, higher current year sales prices and lower per-unit product costs, which were partially offset by higher distribution costs. In addition, Salt operating earnings decreased due to lower average sales prices and higher per-unit product costs, which were partially offset by higher Salt sales volumes.
Current report
•Adjusted EBITDA decreased by 26%, or $41.7 million, with the prior year benefiting from higher impairment add-backs, discussed above and a decrease in the gain on Fortress contingent consideration of $14.3 million.
Current report
THREE AND SIX MONTHS ENDED MARCH 31
Current report
Gross Profit: Increased 7%, or $5.0 million; Gross Margin decreased 4 percentage points to 16%
Current report
•Salt segment gross profit increased $2.1 million primarily due to higher sales volumes, which were partially offset by lower average sales prices and higher per-unit product costs (see Salt operating results).
Current report
•The loss in the Fortress business decreased $2.9 million as a result of the decision to exit this business.
Current report
•The gross profit of the Plant Nutrition segment decreased $1.2 million due to lower average sales prices and higher per-unit distribution costs, which were partially offset by lower per-unit product costs and higher sales volumes (see Plant Nutrition operating results).
Current report
Loss on Impairments, net: Decreased $45.6 million to $53.0 million
Current report
•We recognized an impairment loss of $53.0 million for the three months ended March 31, 2025 related to the exit of the Fortress fire retardant business (see Item 1, Note 1).
Current report
•During the three months ended March 31, 2024, we performed an interim impairment test of our reporting units. As a result, 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 three months ended March 31, 2024, we recognized a $15.6 million long-lived asset impairment, net, related to Fortress magnesium chloride-based products.
Current report
Other Operating Income: Decreased $18.1 million from $20.8 million to $2.7 million
Current report
•The decrease in other operating income was primarily the result of changes to contingent consideration related to the Fortress acquisition and a net increase in severance costs resulting from the decision to discontinue the Fortress fire retardant business in the current period partially offset by the lithium development in the prior period.
Current report
Interest Expense: Increased $0.7 million to $18.0 million
Current report
Gain on Foreign Exchange: Decreased $2.4 million from $2.5 million to $0.1 million
Current report
Income Tax Expense (Benefit): Increased $25.7 million from a benefit of $15.9 million to an expense of $9.8 million
Current report
•Tax expense increased by $25.7 million for the three months ended March 31, 2025 versus the three months ended March 31, 2024 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 applied to foreign income. The change in the annual effective tax rate calculation began with the interim period ended June 30, 2024.
Current report
Loss on Impairments, net: Decreased $120.4 million to$53.0 million
Current report
•We recognized an impairment loss of $53.0 million for the six months ended March 31, 2025 related to the exit of the Fortress fire retardant business (see Item 1, Note 1).
Current report
•During the six months ended March 31, 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 six months ended March 31, 2024, we recognized a $15.6 million long-lived asset impairment, net, related to Fortress magnesium chloride-based products.
Current report
•We recognized an impairment loss of $74.8 million for the six months ended March 31, 2024 related to the termination of the lithium development.
Current report
Other Operating Income: Decreased $14.4 million from $16.6 million to $2.2 million
Current report
Interest Expense: Increased $1.7 million to $34.9 million
Current report
•Interest expense increased due to higher debt levels and higher interest rates in the current period.
Current report
Gain on Foreign Exchange: Rose by $4.7 million from $0.6 million to $5.3 million
Current report
Other Expense, net: Increased $2.9 million to $4.5 million
Current report
Income Tax Expense (Benefit): Increased $31.8 million from a benefit of $12.3 million to an expense of $19.5 million
Current report
•The increase in income tax expense was due 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 applied to foreign income. The change in the annual effective tax rate calculation began with the interim period ended June 30, 2024. Additionally, the majority of the impairments recorded in the six months ended March 31, 2025 and March 31, 2024 were either not tax deductible or the tax benefit was offset by tax expense for a valuation allowance on the related deferred tax asset.
Current report
•Our effective tax rate of (54%) for the six months ended March 31, 2025 is primarily driven by the income mix by country with income recognized in foreign jurisdictions offset by losses recognized in the U.S., for which a valuation allowance has been recorded against the U.S. tax benefit carryforward. Additionally, the majority of the impairments recorded in the six months ended March 31, 2025 and March 31, 2024 were either not tax deductible or the tax benefit was offset by tax expense for a valuation allowance on the related deferred tax asset. See Item 1, Note 6 to the Consolidated Financial Statements.
Current report
•Salt sales volumes increased 47% in total, or 1,639,000 tons, which increased sales by approximately $134.9 million. Highway deicing sales volumes increased 51%, reflecting an increase winter weather events when compared to the prior period. Consumer and industrial sales volumes increased 24% primarily due to higher non-deicing volumes.
Current report
•Average sales prices decreased 5% partially offsetting the volume increase by approximately $12.6 million with decreases in combined average sales prices.
Current report
•Salt operating earnings increased $1.1 million, as higher sales volumes and lower per-unit distribution costs were offset by lower average sales prices and higher per-unit product costs.
Current report
•Salt sales increased $90.2 million, or 15%, primarily due to higher sales volumes, partially offset by lower average sales prices.
Showing the first 40 of 50 passages. Open the source sections for the rest.
Removed paragraphs (15)
Previous report
THREE MONTHS ENDED DECEMBER 31
Previous 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.
Previous report
THREE MONTHS ENDED DECEMBER 31
Previous report
Other Operating Expense: Decreased $3.7 million from $4.2 million to $0.5 million
Previous report
Interest Expense: Increased $1.0 million to $16.9 million
Previous report
(Gain) Loss on Foreign Exchange: Increased $7.1 million from a loss of $1.9 million to a gain of $5.2 million
Previous report
Income Tax Expense: Increased $6.1 million from $3.6 million to $9.7 million
Previous 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.
Previous report
•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 report
•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 report
•Plant Nutrition sales increased 24%, or $11.7 million, due to higher sales volumes, which were partially offset by lower average sales prices.
Previous 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.
Previous 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.
Previous 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.
Previous 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.
Reworded paragraphs (39)
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; 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.
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; financial assurance requirements; our payment of any dividends; 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 the impact of any tariffs and changes in currency exchange rates; conditions in the sectors where we sell products and supply and demand imbalances for competing products, including the impact of any tariffs; 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, including any changes in tariffs imposed; 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 o…
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 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.
Current wording
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. Compass Minerals and Protassium+ and combinations thereof, are trademarks of CMI or its subsidiaries in the U.S. and other countries.
Previous 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.
Current wording
The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting practices (“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
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.
Current wording
In May 2023, we completed the purchase of Fortress, a fire retardant company working to develop long-term aerial and ground fire retardant products to help combat wildfires. As discussed above in Critical Accounting Policies and in Item 1, Note 1 of our Consolidated Financial Statements, we are exiting the fire retardant business and recognized a $53.0 million loss on impairment of long-lived assets during the three and six months ended March 31, 2025.
Previous 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.
Current wording
The following is a summary of our consolidated results of continuing operations for the three and six months ended March 31, 2025 and 2024, 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 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.
Current wording
•Total sales increased 36%, or $130.6 million, due to higher Salt and Plant Nutrition segment sales. The increase in sales for Salt reflected higher deicing sales volumes, which was partially offset by lower average sales prices. Plant Nutrition sales increased from the prior year due to an 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”)* decreased 48.4%, or $30.1 million.
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 12.1%, or $11.6 million due to a decrease of $15.9 million in the gain in contingent consideration for the Fortress business.
Previous 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.
Current wording
•Diluted net loss per common share of $0.77 improved by $0.17 from net loss of $0.94 per common share in the prior-year period.
Previous 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).
Current wording
•The gross profit of the Plant Nutrition segment decreased $0.1 million due to higher distribution costs and lower average sales prices, which were partially offset by higher sales volumes and lower per-unit product costs (see Plant Nutrition operating results).
Previous wording
Gross Profit: Decreased 52%, or $36.8 million; Gross Margin decreased 10 percentage points to 11%
Current wording
Gross Profit: Decreased 22%, or $31.8 million; Gross Margin decreased 6 percentage points to 14%
Previous 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).
Current wording
•Salt segment gross profit decreased $20.1 primarily due to lower average sales prices and higher per-unit product costs, which were partially offset by higher sales volumes (see Salt operating results).
Previous wording
•Gross profit was also negatively impacted by earnings in the prior period related to the Fortress fire retardant business acquired in May 2023.
Current wording
•Gross profit was also unfavorably impacted by earnings in the prior period related to the Fortress fire retardant business in May 2023.
Previous wording
SG&A: Decreased $12.4 million; Decreased 2.6 percentage points as a percentage of sales from 13.4% to 10.8%
Current wording
SG&A: Decreased $3.7 million; Decreased 3.1 percentage points as a percentage of sales from 9.1% to 6.0%
Previous wording
•Interest expense increased $1.0 million due to higher interest rates and debt levels in the current period.
Current wording
•Interest expense increased $0.7 million due to higher interest rates and debt levels in the current period.
Previous 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.
Current wording
•We realized a gain on foreign exchange of $0.1 million in the second quarter of fiscal 2025 compared to a gain of $2.5 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: Increased $2.4 million to $3.1 million
Current wording
Other Expense, net: Increased $0.5 million to $1.4 million
Previous 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
Current wording
•Our effective tax rate was (44%) for the three months ended March 31, 2025, 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.
Previous 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.
Current wording
•Our income tax provision for the three months ended March 31, 2025 and 2024 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, valuation allowance expense and base erosion and anti-abuse tax.
Previous wording
•The decrease in SG&A expense was primarily due to lower corporate incentive compensation, lithium and Fortress expenses.
Current wording
•The decrease in SG&A expense was primarily due to lower corporate compensation and lower lithium expenses.
Previous 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.
Current 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.
Previous 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.
Current wording
•The increase is due primarily to fees paid and the write-off of previously capitalized fees when we modified our debt agreements in the current period, which was partially offset by losses on cash flow hedges.
Previous 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.
Current wording
The results of operations of the Fortress business include sales of $0.1 million and $14.6 million for the three and six months ended March 31, 2024 and no sales in fiscal 2025. The results of operations of the consolidated records management business and other incidental revenues include sales of $3.6 million and $3.4 million for the three months ended March 31, 2025 and 2024, respectively, and $7.2 million and $6.6 million for the six months ended March 31, 2025 and 2024, 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 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.
Current wording
•Salt sales increased $122.3 million, or 39%, primarily due to higher sales volumes, which was partially offset by lower average sales prices for our highway deicing products.
Previous 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.
Current wording
•Highway deicing average sales prices decreased 3% across all product categories. Consumer and industrial average sales prices increased 5% due to price increases taken to offset inflation realized in prior years. The lower average sales prices are also reflective of sales mix.
Previous wording
•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 wording
•Salt operating earnings decreased $20.4 million, due primarily to lower combined average sales prices and higher per-unit product costs, which were partially offset by higher sales volumes for both highway and consumer and industrial products and lower per-unit distribution costs.
Previous wording
•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 wording
•Plant Nutrition sales volumes increased 26% 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 $13.3 million.
Previous 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.
Current wording
•Plant Nutrition average sales prices decreased 8%, which contributed approximately $5.1 million to the decrease in sales. Global supply and demand dynamics for fertilizer products resulted in weakening average sales prices versus the comparable prior year period.
Previous wording
•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 wording
•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 fiscal year 2024 levels. 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.
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 $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.
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 March 31, 2025, we had liquidity of approximately $328.6 million, comprised of $49.5 million of cash and cash equivalents and $279.1 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 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.
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 March 31, 2025, we had $28.0 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. During the second quarter of fiscal 2025, we revised our permanently reinvested assertion, expecting to repatriate approximately $11 million of unremitted foreign earnings from our U.K. operations. A net income tax benefit of $0.1 million was recorded for state income tax and foreign exchange losses on this change in assertion as of March 31, 2025. 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.
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, 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.
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 March 31, 2025. 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 six months ended March 31, 2025, an additional valuation allowance of $23.5 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 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.
Current wording
As of March 31, 2025, we had $813.0 million of outstanding indebtedness, consisting of $500.0 million outstanding under our 6.75% Senior Notes due 2027, $221.8 million of borrowings outstanding under our senior secured credit facilities under the Credit Agreement, consisting of $191.3 million of term loans and $30.5 million borrowed against our revolving credit facility, and $91.2 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 $15.4 million as of March 31, 2025 further reduced available borrowing capacity under our revolving credit facility to $279.1 million.
Previous 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.
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 March 31, 2025, our consolidated total net leverage ratio was approximately 4.5x.
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
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 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.
Previous wording
As mentioned above, our Salt segment’s business is seasonal and our Salt segment results and working capital needs are heavily impacted by the severity and timing of the winter weather, which generally occurs from December through March of each year. Customers tend to replenish their inventory prior to the start of the winter season and following snow events; consequently, the number and timing of snow events during the winter season will impact the amount of our accounts receivable and inventory at the end of each quarter. Our operating cash flows for the three months ended December 31, 2024, reflect the seasonal increase in accounts receivable and accounts payable and decrease in inventories due to the beginning of the winter season. Our operating cash flows during the three months ended December 31, 2023, reflect the seasonal increase in accounts receivable due to the beginning of the winter season. During the first quarter of fiscal 2024, we also paid liabilities accrued as of September 30, 2023, including the remaining $10 million settlement payment to the SEC, accrued incentive compensation, interest on our debt, income taxes and other liabilities. Additionally, at the end of Fortress’ contract term with the USFS, we recognized revenue previously deferred in accrued liabilities.
Current wording
As mentioned above, our Salt segment’s business is seasonal and our Salt segment results and working capital needs are heavily impacted by the severity and timing of the winter weather, which generally occurs from December through March of each year. Customers tend to replenish their inventory prior to the start of the winter season and following snow events; consequently, the number and timing of snow events during the winter season will impact the amount of our accounts receivable and inventory at the end of each quarter. Our operating cash flows for the six months ended March 31, 2025, reflect the seasonal decrease in inventory due to the end of the winter season. During the six months ended March 31, 2024, we paid liabilities accrued as of September 30, 2023, including the remaining $10 million settlement payment to the SEC, accrued incentive compensation, interest on our debt, income taxes and other liabilities. Additionally, at the end of Fortress’ contract term with the USFS, we recognized revenue previously deferred in accrued liabilities and decreased our contingent consideration liability.
Previous wording
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 wording
On October 25, 2024, we issued a recall for specific production lots of food-grade salt produced at our Goderich Plant following a customer report of a non-organic, foreign material in its product. We subsequently expanded the voluntary recall to include food products from the Goderich Plant between September 18 and November 6, 2024. 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 worked with the CIFA to obtain and assess the reported foreign material, complete the necessary investigation, and determine the next steps. The recall in the United States, supervised by the FDA, is complete and the matter is closed with FDA. Refer to Item 1, Note 8 for additional details.
Previous wording
(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 wording
(a)We recognized costs related to a recall of food-grade salt produced at our Goderich plant. Refer to Item 1, Note 8 for additional details.
Previous wording
We experience a substantial amount of seasonality in our sales, including our salt deicing product sales. Consequently, our Salt segment sales and operating income are generally higher in the first and second fiscal quarters (ending December 31 and March 31) and lower during the third and fourth fiscal quarters of each year (ending June 30 and September 30). In particular, sales of highway and consumer deicing salt and magnesium chloride products vary based on the severity of the winter conditions in areas where the product is used. Following industry practice in North America and the U.K., we seek to stockpile sufficient quantities of deicing salt throughout the first, third and fourth fiscal quarters (ending December 31, June 30 and September 30) to meet the estimated requirements for the winter season. Our Plant Nutrition business is also seasonal. As a result, we and our
Current wording
We experience a substantial amount of seasonality in our sales, including our salt deicing product sales. Consequently, our Salt segment sales and operating income are generally higher in the first and second fiscal quarters (ending December 31 and March 31) and lower during the third and fourth fiscal quarters of each year (ending June 30 and September 30). In particular, sales of highway and consumer deicing salt and magnesium chloride products vary based on the severity of the winter conditions in areas where the product is used. Following industry practice in North America and the U.K., we seek to stockpile sufficient
Previous wording
customers generally build inventories during the Plant Nutrition business’ low demand periods of the year (which are typically winter and summer, but can vary due to weather and other factors) to ensure timely product availability during the peak sales seasons (which are typically spring and autumn, but can also vary due to weather and other factors). Lastly, any expected results of our fire retardant business are also seasonal with peak demand for fire retardant products and services occurring from June through September.
Current wording
quantities of deicing salt throughout the first, third and fourth fiscal quarters (ending December 31, June 30 and September 30) to meet the estimated requirements for the winter season. Our plant Nutrition business is also seasonal. As a result, we and our customers generally build inventories during the plant Nutrition business’ low demand periods of the year (which are typically winter and summer, but can vary due to weather and other factors) to ensure timely product availability during the peak sales seasons (which are typically spring and autumn, but can also vary due to weather and other factors).
Rearranged current paragraphs (9)
Current report — wording carried from elsewhere
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
Current report — wording carried from elsewhere
•Diluted net loss per common share of $1.34 decreased by $1.43 from net loss of $2.77 per common share in the prior-year period.
Current report — wording carried from elsewhere
•The decrease in SG&A expense was primarily due to lower corporate professional services and compensation.
Current report — wording carried from elsewhere
•The increase is due primarily to the write-off of fees paid to modify our debt agreements in fiscal 2025.
Current report — wording carried from elsewhere
SG&A: Decreased $16.1 million; Decreased 3.4 percentage points as a percentage of sales from 11.2% to 7.8%
Current report — wording carried from elsewhere
•We realized a gain on foreign exchange of $5.3 million in the six months ended March 31, 2025, compared to a loss of $0.6 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.
Current report — wording carried from elsewhere
•Our income tax provision for the six months ended March 31, 2025 and 2024 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 report — wording carried from elsewhere
•Highway deicing average sales price decreased 5% across all product categories reflecting higher inventory levels in the market entering the 2024/2025 highway deicing season. Consumer and industrial average sales price increased 5% due to price increases taken to offset inflation realized in prior years.
Current report — wording carried from elsewhere
•Plant Nutrition average sales prices decreased 8%, partially offsetting the increase in sales volume by $11.1 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.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
Compass Minerals and Protassium+ and combinations thereof, are trademarks of CMI or its subsidiaries in the U.S. and other countries.
Previous report — wording carried elsewhere
losses recognized in the U.S. for which a valuation allowance has been recorded against the U.S. tax benefit carryforward.
Previous report — wording carried 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.