The Mosaic Company outlines its 2025 performance as a leading global producer of phosphate and potash fertilizers, serving about 40 countries with three main segments: Phosphate, Potash and Mosaic Fertilizantes in Brazil.
During 2025, Mosaic reshaped its asset portfolio, selling the idled Patos de Minas phosphate unit in Brazil for $111 million and recording a $94 million gain, while selling its interest in the Taquari potash mine for proceeds of up to $27 million and taking an impairment of about $66 million. It agreed to sell the Carlsbad, New Mexico potash mine for approximately $30 million, leading to an impairment of about $185 million.
The company also completed a $900 million bond offering, split between 4.350% notes due 2029 and 4.600% notes due 2030, and reports sizable market shares, including roughly 10% of global phosphate and 12% of global potash production. The filing details raw material dependencies, regulatory and trade risks, labor relations, human capital metrics and extensive global production and distribution capacities.
The Mosaic Company reported full year 2025 net income of $541 million, up from $175 million in 2024, and diluted EPS of $1.70. Adjusted EBITDA rose about 10% to $2.4 billion, driven mainly by stronger Potash pricing and volumes and higher margins in Mosaic Fertilizantes.
Results were marred by a fourth quarter 2025 net loss of $519 million (EPS of $(1.64)), largely from $422 million in pre-tax notable items including a $189 million Carlsbad asset impairment, $110 million of Mosaic Fertilizantes impairments, and various asset retirement and tax charges. Adjusted Q4 EPS was $0.22 and adjusted EBITDA was $505 million.
Cash flow from operations fell to $825 million in 2025 from $1.3 billion, as inventories and rock inputs increased, and free cash flow turned to $(535) million amid high capital expenditures of $1.36 billion. Mosaic plans about $1.5 billion of 2026 capex and targets additional $100 million of value capture versus 2025, while guiding to roughly 9 million tonnes of potash and at or above 7 million tonnes of phosphate production.
FMR LLC has filed an amended Schedule 13G showing significant ownership in Mosaic Co common stock. As of 12/31/2025, FMR LLC and Abigail P. Johnson together beneficially owned 39,980,660.50 Mosaic shares, representing 12.6% of the common stock.
FMR LLC reported sole voting power over 30,816,037.86 shares and sole dispositive power over 39,980,660.50 shares. Abigail P. Johnson reported sole dispositive power over the same 39,980,660.50 shares. The filing states the securities are held in the ordinary course of business and not for the purpose of changing or influencing control of Mosaic.
The ownership is held on behalf of multiple underlying investors, with at least one other person having rights to dividends or sale proceeds, but no single other person has more than five percent of Mosaic’s outstanding common stock.
The Mosaic Company filed a Form 8-K to furnish a press release that shares certain preliminary financial and operating results for the quarter and full year ended December 31, 2025. The press release, dated January 16, 2026 and attached as Exhibit 99.1, contains the detailed figures and commentary. The company notes that this information is being furnished, not filed, so it is not automatically subject to certain Exchange Act liabilities or incorporated into other securities filings unless specifically referenced.
The Mosaic Company executive reports routine equity compensation activity. The company’s Senior Vice President, General Counsel and Corporate Secretary reported the vesting of 5,865 restricted stock units on 01/02/2026, converting into the same number of Mosaic common shares at a stated price of $0. After this vesting, the executive directly held 30,117 common shares.
On 01/05/2026, 1,739 shares of Mosaic common stock were disposed of at $25.02 per share, with a footnote stating the shares were sold to cover tax liability from the RSU vesting. Following these transactions, the executive directly owned 28,378 Mosaic common shares. The filing also lists remaining restricted stock units that may settle into 7,613, 14,085 and 20,797 common shares on future dates if vesting conditions are met.
The Mosaic Company closed a two‑tranche debt offering, issuing $500,000,000 of 4.350% senior notes due 2029 and $400,000,000 of 4.600% senior notes due 2030. The notes were sold under an underwriting agreement with major banks and issued pursuant to an existing indenture.
Mosaic expects approximately $893.5 million in net proceeds after underwriting discounts and estimated expenses. The company plans to use the funds for general corporate purposes, which may include repayment of indebtedness, with any interim balances invested in short‑term instruments. The securities were registered on a Form S‑3 filed on November 7, 2025.
The Mosaic Company director reported an open-market purchase of 685 shares of common stock at $25.53 on November 11, 2025, increasing direct holdings to 8,571 shares. The filing also lists 4,873 restricted stock units, exchangeable one-for-one for common stock, which are scheduled to vest and be paid on the date of the issuer’s 2026 Annual Meeting of Stockholders.
The Mosaic Company launched a primary debt offering of $900,000,000 in senior unsecured notes, consisting of $500,000,000 4.350% notes due 2029 and $400,000,000 4.600% notes due 2030. Interest is paid semiannually, with the 2029 series on January 15 and July 15 (first payment July 15, 2026) and the 2030 series on May 15 and November 15 (first payment May 15, 2026). The notes mature on January 15, 2029 and November 15, 2030, respectively.
The public offering prices were 99.934% for the 2029 notes and 99.885% for the 2030 notes, with underwriting discounts of 0.400% and 0.600%. Mosaic estimates net proceeds of approximately $893.5 million, to be used for general corporate purposes, which may include repayment of indebtedness. The notes are senior unsecured obligations ranking equally with Mosaic’s existing and future unsecured senior debt.
Mosaic may redeem the notes, including at par after the applicable Par Call Date, and must offer to repurchase at 101% upon a Change of Control Triggering Event. The company expects the notes to be rated investment grade. The notes are new issues and will not be listed; settlement is expected through DTC.
The Mosaic Company launched a preliminary prospectus supplement to offer new senior unsecured notes under its automatic shelf registration. The notes will pay interest semiannually, include optional redemption features (including a make-whole provision before the Par Call Date and 100% of principal thereafter), and carry a holder right to require repurchase at 101% of principal upon a Change of Control Triggering Event.
The notes will rank equally with Mosaic’s other unsecured senior debt, be issued in $2,000 minimum denominations via DTC in global form, and will not be listed on any exchange. Mosaic expects to use proceeds for general corporate purposes, which may include repayment of indebtedness. As of September 30, 2025, consolidated subsidiaries had approximately $1.3 billion of indebtedness.
The Mosaic Company filed an automatic shelf registration statement on Form S-3 as a well‑known seasoned issuer. This filing allows Mosaic and/or selling stockholders to offer, from time to time after effectiveness, common stock, preferred stock, debt securities, and warrants via future prospectus supplements that will set the specific amounts, prices and terms.
Sales may be made directly or through underwriters, agents or dealers, with the plan of distribution detailed in each supplement. Mosaic will use net proceeds from its own primary offerings as described in the applicable supplement, and it will not receive proceeds from any sales by selling stockholders. Mosaic’s common stock trades on the NYSE under “MOS.”