10-Q Q2 2026Filed 5 Aug 2026

The Mosaic Company

NYSE: MOS · Fertilizers
10-Q Q2 2026
Filed 5 Aug 2026

Analysis of The Mosaic Company’s Q2 2026 10-Q

Filing dated 5 August 2026 for the quarter ended 30 June 2026 · checked against the earnings calls on 25 February, 11 May and 5 August

3 lead findings (2 high, 1 medium)2 of 3 sidestepped or not asked on the callsNext test 3 Nov
At a glance

Where the filing and the story diverge

Mosaic’s story is a temporary sulfur squeeze, one-off charges and disciplined refinancing. The 10-Q shows a dividend funded by borrowing, an inventory build carried on a repurchase facility, and a refinancing that leaves $500M due within a year.

In brief
  • Three findings: Free cash flow didn’t cover the dividend; The inventory build sits on a repurchase facility; Half the new term loan is due within a year. Each is set out below with the figure, where it sits in the filing and what would close it.
  • On the calls. 2 of 3 findings were sidestepped or never asked.
  • Management’s record. 1 kept, 1 slipped, 1 changed, 1 missed, 1 reversed on earlier promises.
  • What it does not show. Nothing here shows misstatement, an undisclosed liability or a breach of covenants.
What the release already tells you
Well covered elsewhere, so not the subject of this report
Q2 gross margin
$214.7M, down 58.6% year on year
GAAP vs adjusted EPS
−$0.86 vs +$0.13, bridged by $351M of notable items
Segment operating result
Potash +$195M; Phosphate −$104M; Mosaic Fertilizantes −$41M
Sulfur
$522 per long ton in Q2; Q3 contracts settled at $705
Adjusted EBITDA
$407M vs $566M a year earlier
Next testQ3 results Tuesday 3 November. After the close. Call November 4, 11:00am ET. 5 markers are set before the numbers.
Lead findings

Three findings, ranked by importance

Each is set out in full below: what the filing shows, the numbers, the evidence and what would close it.

Finding 01 · High

Free cash flow didn’t cover the dividend

H1 free cash flow before $140.7M of dividends. Borrowing filled the gap, and H1 2025 was uncovered too.

What the filing shows

H1 operating cash of $271.6M against $677.1M of capex left free cash flow at −$405.5M, before $140.7M of dividends. Borrowing filled the gap. H1 2025 free cash flow was $7.0M against $141.0M of dividends. Covenants are not tight (debt to capitalization max 0.65, interest coverage min 3.0x, both met at June 30), so this is a durability question, not a solvency one.

The numbers
Operating cash flow$271.6M
Capital expenditure−$677.1M
Dividends paid−$140.7M
New term loan$502.9M
Inventory financing$201.8M
How the gap was filled

Borrowing: $502.9M from the new term loan signed June 10 and a net $201.8M more drawn on the inventory financing facility. A further $500M, the 364-day tranche of the same term loan, was drawn on July 14 and is due June 10, 2027.

Evidence
“Subsequent to the quarter on July 14, 2026, we borrowed the full $500 million available under the 364-day term loan tranche of the 2026 Term Loan Facility.”Note 9, Financing ArrangementsShow in filing ↗
Finding 02 · High

The inventory build sits on a repurchase facility

Financed inventory up $201.8M in six months, about two thirds of the inventory build.

What the filing shows

Inventory rose $305.0M in six months while production was curtailed, led by finished goods (+$353.3M). Inventory financed under the sell-and-repurchase facility rose from $300.2M to $502.0M against a $625M cap. Short-term debt is now essentially commercial paper plus this facility.

The numbers
$300.2MFinanced inventory, Dec 31
$401.3MMar 31
$502MJun 30
$625MFacility cap
Evidence
“As of June 30, 2026 and December 31, 2025, we had financed inventory of $502.0 million and $300.2 million, respectively, under this arrangement, which is included in short-term debt on the Condensed Consolidated Balance Sheet.”Note 9, Inventory Financing ArrangementShow in filing ↗
Finding 03 · Medium

Half the new term loan is due within a year

Described on the call as terming out short-term debt. Half of the new $1.0B loan is a one-year tranche landing in 2027.

What the filing shows

Mosaic signed a $1.0B term loan on June 10 and drew $502.9M in the quarter, then drew the remaining $500M 364-day tranche on July 14, due June 10, 2027. Commercial paper fell from $788.7M to $519.2M as the loan replaced it. In February management said its next maturity was not until 2027 and that paying down debt was the priority; the one-year tranche now lands in that same year. Covenants were met at June 30 (debt to capitalization max 0.65, interest coverage min 3.0x), so this is a refinancing question, not a solvency one.

The numbers
$788.7MCommercial paper, Mar 31
$519.2MCommercial paper, Jun 30
$502.9MTerm loan drawn by Jun 30
$500M364-day tranche, Jul 14
Evidence
“Subsequent to the quarter on July 14, 2026, we borrowed the full $500 million available under the 364-day term loan tranche of the 2026 Term Loan Facility.”Note 9, Financing ArrangementsShow in filing ↗
Lead findings · also reviewed

Other findings, checked and set aside

Each item was tested against the filing. None changes the lead findings above.

ItemWhat the filing shows, and why it is not a lead finding
Ma’aden mark-to-market$162M Q2 loss on quoted shares; itemized by management
Asset disposals$238.8M H1 loss; Carlsbad sold; proceeds questions set for the call
Structured payables$480.1M to $353.1M; terms shortened to 180 days
Receivable sales$288.1M sold in H1; read receivable days with care
Goodwill$957.1M Potash goodwill; test as of October 31
Deferred tax assetsUp $394.0M, but deferred tax liabilities rose $193.9M; net moved about $200M.
What the calls said

What management said about each finding

Checked against the calls on 25 February, 11 May and 5 August.

1
Free cash flow didn’t cover the dividendPartly answered

The CFO confirmed cash from operations will fall about $500M short of capex plus the dividend in 2026, with debt flat in Q3 and lower in Q4. He gave no threshold for when cash covers the dividend again.

“we’re going to be down around $500 million for the year”

Q2 2026 call, 5 Aug 2026 · asked by JPMorgan
2
The inventory build sits on a repurchase facilitySidestepped

Asked about inventory levels, the CFO said physical finished goods were down to 600,000 to 700,000 tons and the trend is down. The $502M repurchase facility was not mentioned, on this call or the two before it.

“This is more a healthier level.”

Q2 2026 call, 5 Aug 2026 · asked by Oppenheimer
3
Half the new term loan is due within a yearSidestepped

Not raised by analysts. In prepared remarks the CFO described the loan as replacing and extending very short-term commercial paper. The one-year tranche and its 2027 due date were not mentioned.

“We have a very comfortable short-term liquidity position.”

Q2 2026 call, 5 Aug 2026
What changed since Q1 2026

8 disclosures moved

10-Q Q2 2026 compared with the 10-Q for Q1 2026.

StatusDisclosureBeforeNow
New2026 Term Loan Facility
Note 9
Not present$1.0B signed June 10; $500M 364-day tranche drawn July 14
NewIRS review of Taquari tax item
Note 11
Accepted into program, March 2026IRS review began May 2026, still in process
ChangedTax provision method
Note 11
Estimated annual effective tax rateDiscrete method: annual rate could not be reliably estimated
ChangedInventory financing
Note 9
$401.3M$502.0M of $625M cap
ChangedFinished goods
Note 6
$1,727.7M$1,940.9M
ChangedCommercial paper
Note 9
$788.7M$519.2M, partly replaced by the term loan
RewordedStructured payables terms
Note 9
119 to 193 days; $399.4M119 to 180 days; $353.1M
RemovedMosaic Fertilizantes description
Note 1
Included “a potash mine”Reference removed; Potash notes U.S. location sold
What stands out

Three of the eight point the same way: more inventory, more inventory financing, and more debt with a short tail. The switch to the discrete tax method is the one most readers will miss.

What to watch

5 markers for 3 November

Set before the numbers, so the read can be checked afterwards.

MarkerNowGap widens ifGap closes ifResult
9M free cash flow vs dividendsH1 FCF −$405.5M; dividends $140.7MFCF still negative, dividend unchangedFCF covers the dividendAwaiting
Inventory financing$502.0M of $625M capRises toward the capFalls as inventory sells downAwaiting
Phosphate segment−$104M; sulfur $522Loss widens as $705 sulfur arrivesPricing passes sulfur throughAwaiting
Note 11 tax item$1.4B; IRS review since MayNo updateAgreement disclosed, benefit recognizedAwaiting
364-day term loan$500M due June 10, 20272027 maturities still stackedRefinanced into longer debtAwaiting

The markers are set before the numbers so the read can be checked afterwards. A widening gap does not by itself mean anything is wrong; it means the reported story and the filing are moving further apart, and the questions for the call become more pressing.

Said versus done

What management said, and what happened

Some misses follow the sulfur shock, which deepened after February when the Persian Gulf conflict hit supply. Capex is a promise kept and beaten.

1 kept1 slipped1 changed1 missed1 reversed
TopicWhat management saidWhat happenedOutcome
Cash and the dividend
Feb: Free cash flow after capex expected above the minimum dividend in 2026; priority is paying down debt.
May: Aiming to “remain as cash positive as we can”.
About $500M short for the year after capex and the dividend, funded by debt.Missed
Working capital
Feb: $300M to $500M release “highly possible”, stronger in Q2 and Q3.
May: More release expected in Q2.
Q2 built inventory by about $200M; most of the release now expected in Q4.Slipped
Debt
Feb: Next maturity not until 2027; priority is debt reduction.
A new $1B term loan, half of it a 364-day tranche due June 2027.Changed
Araxá
Feb: “Araxá will be coming back”, lifting Fertilizantes earnings.
May: Idled, with $442M of charges; the decision was “contemplated long before”.
“Advancing the process” to sell it. No timeline or proceeds.Reversed
Capex
Feb: About $1.5B, “really the ceiling”.
Cut to $1.25B in May and $1.2B in August.Kept
What management promised · Q2 2026 call, 5 Aug 2026
CommitmentWhat they saidResult
Working capital release in Q3$100M to $200M; most of the $300M to $500M in Q4Awaiting
Net debt in Q3Broadly stable, then lower in Q4Awaiting
Capex in Q3Around $300M, then down sharply in Q4Awaiting
Realised sulfur cost, Q3$700 to $710 per tonAwaiting
Realised ammonia cost, Q3$610 to $620 per tonAwaiting
DAP price, Q3$820 to $840 per tonAwaiting
FertilizantesPositive in Q3, below Q2’s $60M EBITDAAwaiting
Free cash flowImproves in Q3 and again in Q4Awaiting
Questions for management

7 questions, checked against the call

Raised by the 10-Q. To be tested again at Q3 results on 3 November.

Investor relations: Paul Massoud · paul.massoud@mosaicco.com

1
DividendPartly answered
At what sulfur price and plant utilisation does free cash flow cover the dividend again?
Direct answer: A price or utilisation threshold, or a dated expectation. A deflection would sound like: We remain committed to the dividend
On the call: The CFO confirmed about $500M short for the year, debt flat in Q3 and lower in Q4. No price or utilisation threshold.
2
InventorySidestepped
How much of the $1.94B of finished goods is committed to customers, when does the $502M of financed inventory unwind, and at what cost?
Direct answer: Committed share, a repurchase schedule and the facility’s rate. A deflection would sound like: Inventory is seasonal and normalizes
On the call: Physical finished goods called “a healthier level”. The facility and the $502M were not mentioned.
3
SulfurPartly answered
What share of phosphate volume is on formula pricing or hedged, and with what lag?
Direct answer: A percentage and a lag in months. A deflection would sound like: We expect to recover costs over time
On the call: Q3 sulfur contract settled at $705, mostly flowing into Q4 sales; Q3 realised cost guided at $700 to $710. Share hedged or on formula pricing not given.
4
Tax methodNot asked
Why could Mosaic no longer estimate its annual tax rate in Q2, and when does the Taquari review conclude, with what cash value?
Direct answer: The reason for the switch, a timeline and a cash range. A deflection would sound like: We don’t comment on ongoing tax matters
On the call: Not raised by management or analysts.
5
DebtSidestepped
What is the plan for the $500M 364-day tranche due June 2027, and where do the 0.65 debt-to-capitalization and 3.0x interest cover ratios stand?
Direct answer: A refinancing route and the current ratio values. A deflection would sound like: We have ample liquidity
On the call: Described as terming out commercial paper, with “a very comfortable short-term liquidity position”. The 364-day tranche and covenant ratios were not mentioned.
6
CarlsbadSidestepped
How much of the Carlsbad proceeds are deferred, on what schedule, and which liabilities did Mosaic keep?
Direct answer: An amount, dates and a list of retained obligations. A deflection would sound like: The sale is complete
On the call: “We closed the Carlsbad sale.” No detail on deferred proceeds or retained liabilities.
7
Araxá and PatrocínioSidestepped
What is the timeline for the strategic alternatives process, and how do expected proceeds compare with the $96.6M carrying value?
Direct answer: A target date and a proceeds range against carrying value. A deflection would sound like: The process is ongoing
On the call: “Advancing the process.” No timeline and no proceeds range.
On the radar and limits

What this does and does not show

On the radarNote 11, Income Taxes

$1.4B tax benefit under IRS review

An unrecognised benefit tied to the Taquari mine sale. If the IRS agrees, Mosaic books up to $1.4B of benefit; if not, nothing was recognised, so there is no write-down. Mostly upside, with no date given.

Not raised by management or analysts on the February, May or August calls.

What would resolve this: An IRS agreement is disclosed and the benefit recognised, or the claim is withdrawn.

What is not established

Nothing here shows misstatement, an undisclosed liability or a breach of covenants.

Covenants were met at June 30, the revolver is undrawn, and each finding rests on Mosaic’s own disclosures. The findings are about how durable the cash position is, and how fully the story on the calls reflects the filing.

What happens next
5 AugQ2 2026 10-Q filed and call held
3 NovQ3 results, after the close
4 NovResults call, 11:00am ET
Next 10-QMarkers and promises scored
Would lower concern
  • Nine-month free cash flow covers the dividend
  • Inventory financing falls as inventory sells down
  • The 364-day tranche is refinanced into longer debt
  • Working capital is released in Q3 as promised
Would raise concern
  • Free cash flow negative again with the dividend unchanged
  • Inventory financing rises toward the $625M cap
  • 2027 maturities still stacked with no refinancing plan
  • Promised Q3 release slips again to Q4
Sources and method

Every figure ties back to the filing

Form 10-Q, Q2 2026Open ↗
Form 10-Q, Q1 2026Open ↗
Q2 2026 earnings releaseThird-party transcripts
Earnings call transcripts, Q4 2025 to Q2 2026Third-party transcripts
Method

Helmledgers reads the full filing, including the notes, and ties every figure to the statement or note it comes from. Findings are ranked by how far the filing departs from the company’s own narrative and how easily they are missed in standard coverage. Earnings calls are read against the filing to record what management answered, sidestepped or left out. This is an accounting read of public SEC filings. It is not an audit opinion and not investment advice.

How to read this report
Severity
High: material effect on cash, debt or reported results. Medium: worth tracking, smaller or less certain effect.
On the call
Direct answer, Partly answered (topic addressed, figure missing), Sidestepped (raised but not answered) or Not asked.
Since the read
Confirmed by a later disclosure, Escalated (grown since), Open (untested) or Missed (not flagged by the read).
Said versus done
Kept, Slipped (late), Changed (plan or terms changed), Missed or Reversed.
Markers
Measurable checks set before results, each with what would widen or close the gap. Scored after the next results.
Closes if
The evidence that would resolve a finding.
Positions & research disclaimer

Positions: Helmledgers holds no position in MOS. This analysis is an accounting read of public SEC filings and does not constitute investment advice.

This is an accounting read of public SEC filings. It is not an audit opinion and not investment advice.

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