# COMPASS MINERALS INTERNATIONAL INC (CMP)

Informational only - not investment advice.

CIK: 0001227654
SIC: 1400 Mining & Quarrying of  Nonmetallic Minerals (No Fuels)
SIC breadcrumb: [Mining](/division/B/) > [SIC Major Group 14](/major-group/14/) > [SIC 1400 Mining & Quarrying of  Nonmetallic Minerals (No Fuels)](/industry/1400/)
Latest 10-K filed: 2025-12-12
SEC page: https://www.sec.gov/edgar/browse/?CIK=1227654
Filing source: https://www.sec.gov/Archives/edgar/data/1227654/000122765425000199/cmp-20250930.htm

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 1243900000 | USD | 2025 | 2025-12-12 |
| Net income | -79800000 | USD | 2025 | 2025-12-12 |
| Assets | 1519400000 | USD | 2025 | 2025-12-12 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2025-12-12. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001227654.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

| Metric | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue |  | 1,138,000,000 | 1,364,400,000 | 1,079,500,000 | 1,085,100,000 | 1,004,900,000 | 1,145,400,000 | 1,245,200,000 | 1,204,700,000 | 1,117,400,000 | 1,243,900,000 |
| Net income |  | 162,700,000 | 42,700,000 | 64,800,000 | 60,800,000 | 63,100,000 | -185,700,000 | -21,100,000 | 10,500,000 | -206,100,000 | -79,800,000 |
| Operating income |  | 174,600,000 | 159,200,000 | 79,500,000 | 119,600,000 | 103,000,000 | 105,900,000 | 45,400,000 | 77,400,000 | -116,800,000 | 25,300,000 |
| Gross profit |  | 299,500,000 | 326,600,000 | 183,900,000 | 232,500,000 | 219,800,000 | 228,500,000 | 199,800,000 | 232,000,000 | 195,000,000 | 190,700,000 |
| Diluted EPS | 4.69 | 4.79 | 1.25 | 1.90 | 1.76 | 1.82 | -5.49 | -0.63 | 0.25 | -4.99 |  |
| Operating cash flow |  | 167,300,000 | 151,200,000 | 182,300,000 | 159,600,000 | 175,200,000 | 141,400,000 | 120,400,000 | 106,000,000 | 14,400,000 | 197,700,000 |
| Capital expenditures |  | 182,200,000 | 114,100,000 | 96,800,000 | 98,100,000 | 84,900,000 | 85,800,000 | 96,600,000 | 154,300,000 | 114,200,000 | 69,700,000 |
| Dividends paid |  | 94,100,000 | 97,500,000 | 97,700,000 | 98,100,000 | 99,100,000 | 98,000,000 | 20,800,000 | 24,900,000 | 12,600,000 | 0.00 |
| Assets |  | 2,466,500,000 | 2,571,000,000 | 2,367,900,000 | 2,438,200,000 | 2,261,500,000 | 1,630,900,000 | 1,652,400,000 | 1,816,900,000 | 1,640,100,000 | 1,519,400,000 |
| Stockholders' equity |  | 717,100,000 | 688,500,000 | 530,100,000 | 517,700,000 | 383,600,000 | 297,900,000 | 265,200,000 | 521,000,000 | 316,600,000 | 234,100,000 |
| Cash and cash equivalents |  | 77,400,000 | 36,600,000 | 27,000,000 | 18,000,000 | 10,600,000 | 18,100,000 | 46,100,000 | 38,700,000 | 20,200,000 | 59,700,000 |
| Free cash flow |  | -14,900,000 | 37,100,000 | 85,500,000 | 61,500,000 | 90,300,000 | 55,600,000 | 23,800,000 | -48,300,000 | -99,800,000 | 128,000,000 |

### Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

| Metric | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Net margin |  | 14.30% | 3.13% | 6.00% | 5.60% | 6.28% | -16.21% | -1.69% | 0.87% | -18.44% | -6.42% |
| Operating margin |  | 15.34% | 11.67% | 7.36% | 11.02% | 10.25% | 9.25% | 3.65% | 6.42% | -10.45% | 2.03% |
| Return on equity |  | 22.69% | 6.20% | 12.22% | 11.74% | 16.45% | -62.34% | -7.96% | 2.02% | -65.10% | -34.09% |
| Return on assets |  | 6.60% | 1.66% | 2.74% | 2.49% | 2.79% | -11.39% | -1.28% | 0.58% | -12.57% | -5.25% |
| Current ratio |  | 1.92 | 2.75 | 2.55 | 2.63 | 2.55 | 2.72 | 2.45 | 2.19 | 2.71 | 2.15 |

## Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-07. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001227654.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

| Quarter | End date | Revenue | Net income | Diluted EPS | Method |
| --- | --- | ---: | ---: | ---: | --- |
| 2022-Q3 | 2022-06-30 |  |  | -0.23 | reported discrete quarter |
| 2023-Q1 | 2022-12-31 |  |  | -0.01 | reported discrete quarter |
| 2023-Q2 | 2023-03-31 |  |  | -0.53 | reported discrete quarter |
| 2023-Q3 | 2023-06-30 | 207,600,000 | 39,900,000 | 0.96 | reported discrete quarter |
| 2023-Q4 | 2023-09-30 | 233,600,000 | -2,500,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2024-Q1 | 2023-12-31 | 341,700,000 | -75,100,000 | -1.83 | reported discrete quarter |
| 2024-Q2 | 2024-03-31 | 364,000,000 | -48,000,000 | -1.16 | reported discrete quarter |
| 2024-Q3 | 2024-06-30 | 202,900,000 | -43,600,000 | -1.05 | reported discrete quarter |
| 2024-Q4 | 2024-09-30 | 208,800,000 | -48,300,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2025-Q1 | 2024-12-31 | 307,200,000 | -23,600,000 | -0.57 | reported discrete quarter |
| 2025-Q2 | 2025-03-31 | 494,600,000 | -32,000,000 | -0.77 | reported discrete quarter |
| 2025-Q3 | 2025-06-30 | 214,600,000 | -17,000,000 | -0.41 | reported discrete quarter |
| 2025-Q4 | 2025-09-30 | 227,500,000 | -7,200,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q1 | 2025-12-31 | 396,100,000 | 18,600,000 | 0.43 | reported discrete quarter |
| 2026-Q2 | 2026-03-31 | 453,200,000 | 12,700,000 | 0.30 | reported discrete quarter |

## Macro Cross-References
- [CPIAUCSL](/indicator/CPIAUCSL/): Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- [UNRATE](/indicator/UNRATE/): Unemployment Rate
- [FEDFUNDS](/indicator/FEDFUNDS/): Federal Funds Effective Rate
- [CES0500000003](/indicator/CES0500000003/): Average Hourly Earnings of All Employees, Total Private
- [DFEDTARU](/indicator/DFEDTARU/): Federal Funds Target Range - Upper Limit
- [DFEDTARL](/indicator/DFEDTARL/): Federal Funds Target Range - Lower Limit
- [DGS3MO](/indicator/DGS3MO/): Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- [DGS2](/indicator/DGS2/): Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- [DGS30](/indicator/DGS30/): Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- [T10Y2Y](/indicator/T10Y2Y/): 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- [CPILFESL](/indicator/CPILFESL/): Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- [CPIUFDSL](/indicator/CPIUFDSL/): Consumer Price Index for All Urban Consumers: Food
- [CPIENGSL](/indicator/CPIENGSL/): Consumer Price Index for All Urban Consumers: Energy
- [CUSR0000SAH1](/indicator/CUSR0000SAH1/): Consumer Price Index for All Urban Consumers: Shelter
- [PCEPI](/indicator/PCEPI/): Personal Consumption Expenditures: Chain-type Price Index
- [PCEPILFE](/indicator/PCEPILFE/): Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- [PPIACO](/indicator/PPIACO/): Producer Price Index by Commodity: All Commodities
- [T10YIE](/indicator/T10YIE/): 10-Year Breakeven Inflation Rate
- [U6RATE](/indicator/U6RATE/): Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- [PAYEMS](/indicator/PAYEMS/): All Employees, Total Nonfarm
- [CIVPART](/indicator/CIVPART/): Labor Force Participation Rate
- [EMRATIO](/indicator/EMRATIO/): Employment-Population Ratio
- [UNEMPLOY](/indicator/UNEMPLOY/): Unemployed
- [CE16OV](/indicator/CE16OV/): Employment Level
- [ICSA](/indicator/ICSA/): Initial Claims
- [JTSJOL](/indicator/JTSJOL/): Job Openings: Total Nonfarm
- [JTSQUR](/indicator/JTSQUR/): Quits: Total Nonfarm
- [GDPC1](/indicator/GDPC1/): Real Gross Domestic Product
- [A191RL1Q225SBEA](/indicator/A191RL1Q225SBEA/): Real Gross Domestic Product: Percent Change from Preceding Period
- [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index
- [TCU](/indicator/TCU/): Capacity Utilization: Total Index
- [HOUST](/indicator/HOUST/): New Privately-Owned Housing Units Started: Total Units
- [PERMIT](/indicator/PERMIT/): New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- [RSAFS](/indicator/RSAFS/): Advance Retail Sales: Retail Trade
- [PCE](/indicator/PCE/): Personal Consumption Expenditures
- [DSPIC96](/indicator/DSPIC96/): Real Disposable Personal Income
- [PSAVERT](/indicator/PSAVERT/): Personal Saving Rate
- [M2SL](/indicator/M2SL/): M2
- [BOPGSTB](/indicator/BOPGSTB/): U.S. International Trade in Goods and Services: Balance
- [MSPUS](/indicator/MSPUS/): Median Sales Price of Houses Sold for the United States
- [HSN1F](/indicator/HSN1F/): New One Family Houses Sold: United States
- [RHORUSQ156N](/indicator/RHORUSQ156N/): Homeownership Rate in the United States
- [TTLCONS](/indicator/TTLCONS/): Total Construction Spending: Total Construction in the United States
- [RRVRUSQ156N](/indicator/RRVRUSQ156N/): Rental Vacancy Rate in the United States
- [TOTALSL](/indicator/TOTALSL/): Total Consumer Credit Owned and Securitized
- [REVOLSL](/indicator/REVOLSL/): Revolving Consumer Credit Owned and Securitized
- [DRCCLACBS](/indicator/DRCCLACBS/): Delinquency Rate on Credit Card Loans, All Commercial Banks
- [GDP](/indicator/GDP/): Gross Domestic Product
- [GPDI](/indicator/GPDI/): Gross Private Domestic Investment
- [GCE](/indicator/GCE/): Government Consumption Expenditures and Gross Investment
- [PCEC](/indicator/PCEC/): Personal Consumption Expenditures
- [NETEXP](/indicator/NETEXP/): Net Exports of Goods and Services
- [GFDEBTN](/indicator/GFDEBTN/): Federal Debt: Total Public Debt
- [GFDEGDQ188S](/indicator/GFDEGDQ188S/): Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- [FYFSD](/indicator/FYFSD/): Federal Surplus or Deficit
- [FGRECPT](/indicator/FGRECPT/): Federal Government Current Receipts
- [FGEXPND](/indicator/FGEXPND/): Federal Government: Current Expenditures
- [MANEMP](/indicator/MANEMP/): All Employees, Manufacturing
- [USCONS](/indicator/USCONS/): All Employees, Construction
- [USTRADE](/indicator/USTRADE/): All Employees, Retail Trade
- [USFIRE](/indicator/USFIRE/): All Employees, Financial Activities
- [USGOVT](/indicator/USGOVT/): All Employees, Government
- [AWHAETP](/indicator/AWHAETP/): Average Weekly Hours of All Employees, Total Private
- [DGORDER](/indicator/DGORDER/): Manufacturers' New Orders: Durable Goods
- [NEWORDER](/indicator/NEWORDER/): Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- [BUSINV](/indicator/BUSINV/): Total Business Inventories
- [EXPGS](/indicator/EXPGS/): Exports of Goods and Services
- [IMPGS](/indicator/IMPGS/): Imports of Goods and Services
- [IR](/indicator/IR/): Import Price Index (End Use): All Commodities
- [PPIFIS](/indicator/PPIFIS/): Producer Price Index by Commodity: Final Demand

## Latest quarter (10-Q)

Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/1227654/000122765426000025/cmp-20260331.htm

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Published MD&A gate trimmed front/tail over-capture.
Confidence: high
Filing date: 2026-05-07
Report date: 2026-03-31

Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations

All statements, other than statements of historical fact, contained in this Quarterly Report on Form 10-Q constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.

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, including the ongoing conflict in Iran and geopolitical tensions that could lead to significant disruption of global energy supplies and increases in global energy prices, 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; variables impacting effective inventory management may adversely impact our performance; 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 our strategies; risks related to labor shortages and the loss of key personnel; a compromise of our computer systems, information technology or operations technology or the inability to protect confidential or proprietary data; climate change and related laws and regulations; our ability to expand our business through acquisitions and investments, realize anticipated benefits from acquisitions and investments and integrate acquired businesses; outbreaks of contagious disease or similar public health threats; domestic and international general business and economic conditions; our ability to successfully remediate the material weakness in our internal controls over financial reporting disclosed in this Form 10-Q; and other risks referenced from time to time in this report and our other filings with the Securities and Exchange Commission (the “SEC”), including Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for the annual period ended September 30, 2025 (“2025 Form 10-K”).

In some cases, you can identify forward-looking statements by terminology such as “may,” “might,” “will,” “should,” “could,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue,” the negative of these terms or other comparable terminology. Forward-looking statements include without limitation statements about our outlook, including expected sales volumes and costs; existing or potential capital expenditures; capital projects and investments; the industry and our competition; projected sources of cash flow; potential legal liability; proposed or recently enacted legislation and regulatory action; the seasonal distribution of working capital requirements; our reinvestment of foreign earnings outside the U.S.; payment of future dividends and ability to reinvest in our business; our ability to optimize cash accessibility, minimize tax expense and meet debt service requirements; future tax payments, tax refunds and valuation allowances; leverage ratios; realization of potential savings from our restructuring activities; outcomes of matters with taxing authorities; the effects of currency fluctuations and inflation, including our ability to recover inflation-based cost increases; the seasonality of our business; and the effects of climate change. These forward-looking statements are only predictions. Actual events or results may differ materially.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. We undertake no duty to update any of the forward-looking statements after the date hereof or to reflect the occurrence of unanticipated events.

24

Table of Contents

COMPASS MINERALS INTERNATIONAL, INC.

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 (“UK”) 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. 

Critical Accounting Estimates

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 Estimates" in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our 2025 Form 10-K.

Company Overview

Compass Minerals is a leading global provider of essential minerals, including salt, sulfate of potash (“SOP”) specialty fertilizer and magnesium chloride. As of March 31, 2026, we operate 11 production and packaging facilities, including:

•The largest rock salt mine in the world in Goderich, Ontario, Canada;

•The largest dedicated rock salt mine in the UK in Winsford, Cheshire;

•A solar evaporation facility located near Ogden, Utah, which is both the largest sulfate of potash specialty fertilizer production site and the largest solar salt production site in the Western Hemisphere; and

•Several mechanical evaporation facilities producing consumer and industrial salt.

Our Salt segment provides highway deicing salt to customers in North America and the UK as well as consumer deicing and water conditioning products, ingredients used in consumer and commercial food preparation, and other salt-based products for consumer, industrial, chemical and agricultural applications in North America. In the UK, we operate a records management business, included in Corporate and Other, utilizing excavated areas of our Winsford salt mine with one other location in London, England.

Our Plant Nutrition segment produces and markets SOP products in various grades worldwide to distributors and retailers of crop inputs, as well as growers and for industrial uses. We market our SOP under the trade name Protassium+®.

Sale and Disposition of Wynyard SOP Business. On February 3, 2026, we entered into a share purchase agreement (the “Share Purchase Agreement”) to sell our SOP business in Wynyard, Saskatchewan, Canada. The Share Purchase Agreement provided for total consideration of approximately $30.8 million, prior to indebtedness and working capital adjustments of $2.1 million. The transaction closed on March 1, 2026. At closing, we received cash proceeds of $23.2 million, net of (i) $3.9 million placed in escrow, (ii) $1.3 million of cash on hand transferred to the buyer, and (iii) $0.3 million of transaction costs. As a result of the transaction, we recorded a pre-tax loss on sale of business, net, of $14.6 million, which included $13.1 million of foreign currency translation adjustments reclassified from Accumulated other comprehensive loss, for both the three and six months ended March 31, 2026. Prior to the sale and disposition, the results of the Wynyard SOP business were included in the Plant Nutrition operating segment and represented less than 3% of the Company’s total sales. See Note 3. Dispositions in the Notes to Condensed Consolidated Financial Statements under Item 1 of Part I of this Form 10-Q for further information.

AR Securitization Facility. On March 19, 2026, certain of our U.S. subsidiaries entered into a Sixth Amendment to our Accounts Receivable Securitization Facility (“AR Facility”) of up to $100.0 million with PNC Bank, National Association (“PNC”), as administrative agent and lender, and PNC Capital Markets, LLC, as structuring agent, extending the facility to March 2029.

Redemption of 2027 Notes. On March 30, 2026, we redeemed in full the remaining $150.0 million outstanding 6.75% Senior Notes due 2027 (the “2027 Notes”) using cash on hand at 100% of principal plus accrued interest.

Tariffs. We continue to monitor the current tariff landscape including the U.S. Supreme Court decision overturning U.S. tariffs initiated in calendar 2025. As our products are United States-Mexico-Canada (“USMCA”) compliant under the USMCA trade agreement, we had minimal impact from tariff developments. Accordingly, our exports from Canada into the United States are exempt from tariffs at this time.

25

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COMPASS MINERALS INTERNATIONAL, INC.

OBBBA. On July 4, 2025, the U.S. enacted a budget reconciliation package known as the “One Big Beautiful Bill Act of 2025” (“OBBBA”), which includes both tax and non-tax provisions. While the Company is benefiting from the relaxing of interest deduction limitations, the Company does not view the OBBBA to significantly impact its income tax profile.

Consolidated Results of Operations

The following is a summary of our consolidated results of operations for the three and six months ended March 31, 2026 (also referred to as “QTR 2026” and “YTD 2026,” respectively) and three and six months ended March 31, 2025 (also referred to as “QTR 2025” and “YTD 2025,” respectively). The following discussion should be read in conjunction with the informati

[Excerpt truncated for page length; source filing is linked above.]

## Latest 10-K MD&A

Extracted from Item 7 to the first post-MD&A boundary after HTML sanitization.
Confidence: high

ITEM 7.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The statements in this discussion regarding the industry outlook, our expectations for the future performance of our business, and the other non-historical statements in this discussion are forward-looking statements. These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described in Item 1A, “Risk Factors.” You should read the following discussion together with Item 1A, “Risk Factors” and the Consolidated Financial Statements and Notes thereto included elsewhere in this Form 10-K.

COMPANY OVERVIEW

Compass Minerals is a leading global provider of essential minerals, including salt, consisting of sodium chloride and magnesium chloride and sulfate of potash (SOP”) specialty fertilizer. As of September 30, 2025, we operate 12 production and packaging facilities with more than 1,800 personnel throughout the U.S., Canada and the UK, including:

•The largest rock salt mine in the world in Goderich, Ontario, Canada;

•The largest dedicated rock salt mine in the UK in Winsford, Cheshire;

•A solar evaporation facility located near Ogden, Utah, which is both the largest sulfate of potash specialty fertilizer production site and the largest solar salt production site in the Western Hemisphere; and

•Several mechanical evaporation facilities producing consumer and industrial salt.

Our Salt segment provides highway deicing salt to customers in North America and the UK as well as consumer deicing and water conditioning products, ingredients used in consumer and commercial food preparation, and other salt-based products for consumer, industrial, chemical and agricultural applications in North America. In the UK, we operate a records management business utilizing excavated areas of our Winsford salt mine with one other location in London, England.

Our Plant Nutrition segment produces and markets SOP products in various grades worldwide to distributors and retailers of crop inputs, as well as growers and for industrial uses. We market our SOP under the trade name Protassium+. 

Debt Refinancing. In June 2025, we issued $650.0 million aggregate principal amount of our 8.00% Senior Notes due 2030 in a private offering (the “2030 Notes”). We used the net proceeds from the 2030 Notes to (i) repay all outstanding amounts under our senior secured credit facility, including $43.5 million under the revolving credit facility and $191.3 million under our term loan, (ii) redeem approximately $350.0 million of our outstanding 6.75% Senior Notes due 2027, (iii) pay transaction-related fees and expenses, (iv) increase cash on our balance sheet, and (v) for general corporate purposes. The redemption resulted in a loss on debt extinguishment of $7.6 million, which is included in Loss on extinguishment of debt in the Consolidated Statements of Operations for the fiscal year ended September 30, 2025. See the Liquidity and Capital Resources section below and Item 8, Note 10. Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements for additional information.

Fortress Exit. 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. In March 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 business and terminating the employment of all Fortress employees. As a result of impairment tests performed during fiscal year ended September 30, 2025, we recorded a $53.0 million loss on impairment of long-lived assets related to customer relationships and trade name and a $0.7 million impairment related to the remaining Fortress property, plant and equipment. See Item 8, Note 2. Summary of Significant Accounting Policies of our Consolidated Financial Statements for additional information.

We continue to monitor the effects of the tariffs imposed by the U.S. administration during 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.

On July 4, 2025, the U.S. enacted a budget reconciliation package known as the “One Big Beautiful Bill Act of 2025” (“OBBBA”), which includes both tax and non-tax provisions. We are evaluating the effects of these changes and other provisions of this legislation on our consolidated financial statements; however, we do not expect the changes resulting from the tax provisions in OBBBA will have a material impact on the Company’s results of operations due to the timing of our fiscal year reporting.

 66

2025 FORM 10-K

Table of Contents

COMPASS MINERALS INTERNATIONAL, INC.

RESULTS OF OPERATIONS—For the Fiscal Year September 30, 2025, Compared to the Fiscal Year September 30, 2024

CONSOLIDATED RESULTS OF OPERATIONS

CONSOLIDATED RESULTS COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024

•Total sales increased 11.3%, or $126.5 million, due to higher Salt and Plant Nutrition segment sales, partially offset by lower Fortress fire retardant sales. The increase in Salt sales was primarily driven by higher sales volumes, partially offset by lower combined average sales prices. The increase in Plant Nutrition sales, in comparison to the prior fiscal year, primarily reflects higher sales volumes, partially offset by lower average sales price. The results of operations of Fortress included sales of $14.7 million for the fiscal year ended September 30, 2024 and no sales in fiscal 2025. On May 30, 2025, we completed the sale of the Fortress fire retardant assets.

•Operating income was $25.3 million for the fiscal year ended September 30, 2025, compared to an operating loss of $(116.8) million, for the fiscal year ended September 30, 2024. The improvement in operating income for fiscal 2025, compared to the operating loss for fiscal 2024, was primarily due to a decrease in impairment losses and lower selling, general and administrative expenses. These positive effects were partially offset by a decline in gross profit (see Gross Profit and Gross Margin Commentary below) and a decrease in the gain contingent consideration related to the Fortress acquisition.

•Diluted net loss per share of $1.91 improved by $3.08 from a net loss of $4.99 per common share in the prior fiscal year period.

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GROSS PROFIT & GROSS MARGIN COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024

Gross Profit: Decreased 2.2%, or $4.3 million; Gross Margin decreased 2.2% from 17.5% to 15.3%

•Salt segment gross profit decreased $18.9 million, primarily due to lower average combined sales prices and higher per-unit product costs, partially offset by higher sales volumes (see Salt operating results).

•Gross profit for the Plant Nutrition segment increased $23.1 million due to higher sales volumes and lower per-unit product costs, partially offset by lower average sales prices and higher per-unit distribution costs (see Plant Nutrition operating results).

•Gross profit was also unfavorably impacted by a reduction in Fortress gross profit, in comparison to the prior year. No Fortress sales occurred in fiscal 2025, and on May 30, 2025, we completed the sale of the Fortress fire retardant assets.

OTHER EXPENSES AND INCOME COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024

SG&A: Decreased $24.5 million; Decreased 3.2 percentage points as a percentage of sales from 12.3% to 9.1%

•The decrease in SG&A expense was primarily due to reductions in corporate compensation expense and professional services.

Loss on Impairments: Decreased $137.3 million to $53.7 million

•We recorded a loss on impairment of definite-lived intangible assets and long-lived assets of $53.7 million, during the fiscal year ended September 30, 2025, related to the exit of Fortress.

•During the fiscal year ended September 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 fiscal year ended September 30, 2024, we recorded a loss on impairment of definite-lived intangible asset of $15.6 million, related to Fortress magnesium chloride-based products.

•We recorded a loss on impairment of long-lived assets of $74.8 million for the fiscal year ended September 30, 2024 related to the termination of the lithium development.

•We recorded an impairment loss of $17.6 million for the fiscal year ended September 30, 2024 in our Plant Nutrition segment related to water rights definite-lived intangible asset.

•See Item 8, Note 2. Summary of Significant Policies of our Consolidated Financial Statements for additional information on the impairment losses discussed above.

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Other Operating (Income) Expense: Decreased $15.4 million from income of $17.0 million to income of $1.6 million

•The decrease in other operating income was primarily due to a decrease in the gain contingent consideration of $14.2 million related to the Fortress acquisition, along with an increase in legal fees and product recall costs, partially offset by the decrease in severance costs and corporate restructuring charges.

Interest Income: Increased $0.3 million to $1.3 million

•The increase in interest income during the current fiscal year period is primarily due to a higher average cash balance in the current year.

Interest Expense: Decreased $1.0 million to $68.5 million

•The decrease was primarily due to lower debt levels in the current fiscal year period.

Gain (Loss) on Foreign Exchange: Changed by $0.8 million from a $0.7 million loss in the prior fiscal year to $0.1 million gain

•We realized a foreign exchange gain of $0.1 million for the fiscal year ended September 30, 2025, compared to a loss of $0.7 million in the prior year, primarily reflecting the translation of our intercompany loans from Canadian dollars to U.S. dollars.

Loss on Extinguishment of Debt: $7.6 million in the current fiscal year

•We recorded a loss on extinguishment of debt of $7.6 million in the fiscal year ended September 30, 2025, comprised of a $3.9 million prepayment premium related to the partial redemption of 6.75% Senior Notes due 2027 (the “2027 Notes”) and a $3.7 million write-off of unamortized deferred financing costs related to the partial redemption of 2027 Notes and repayment of our term loan. See Item 8, Note 10. Long-Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements for additional information.

Other Expense, Net: Increased $2.1 million to $4.3 million

•The increase is primarily due to fees paid and the write-off of previously capitalized deferred financing costs when we modified our Credit Agreement and entered into the fourth amendment to our Credit Agreement in the current fiscal year.

Income Tax Expense: Increased $8.2 million from $17.9 million to $26.1 million

•The increase in income tax expense was primarily driven by the increase in foreign book income in the fiscal year ended September 30, 2025, compared to the fiscal year ended September 30, 2024. Additionally, the majority of the impairments recorded in the fiscal year ended September 30, 2025 and September 30, 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.

•Our effective tax rate of (49%) for the fiscal year ended September 30, 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 fiscal year ended September 30, 2025 and September 30, 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 8, Note 8. Income Taxes of our Consolidated Financial Statements for additional information.

•Our income tax provision for the fiscal years ended September 30, 2025 and September 30, 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 and valuation allowance expense.

OPERATING SEGMENT PERFORMANCE: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024

The following financial results represent consolidated financial information with respect to sales from our Salt and Plant Nutrition segments for the fiscal years ended September 30, 2025 and September 30, 2024. Sales primarily include revenue from the sales of our products, or “product sales,” and the impact of shipping and handling costs incurred to deliver our salt and plant nutrition products to our customers.

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The Fortress results of operations include sales of $0.0 million and $14.7 million for the fiscal years ended September 30, 2025 and September 30, 2024, respectively. The results of operations of the consolidated records management business and other incidental revenues include sales of $15.1 million and $13.9 million, for the fiscal years ended September 30, 2025 and September 30, 2024, respectively. These sales are not material to our consolidated financial results and are not included in the following operating segment financial data.

SALT SEGMENT RESULTS

Fiscal Year Ended

September 30,

2025

September 30,

2024

Salt Sales (in millions)

$

1,022.5 

$

907.8 

Salt Operating Income (in millions)

$

145.9 

$

163.6 

Salt Sales Volumes (thousands of tons)

Highway deicing

8,985

7,462

Consumer and industrial

1,863

1,852

Total tons sold

10,848

9,314

Average Salt Sales Price (per ton)

Highway deicing

$

71.53 

$

73.23 

Consumer and industrial

$

203.87 

$

195.14 

Combined

$

94.26 

$

97.47 

SALT SEGMENT RESULTS COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024

•Salt sales of $1,022.5 million increased $114.7 million, or 12.6%, in the current year reflecting higher sales volumes, partially offset by lower highway deicing average sales prices.

•Salt sales volumes increased 16.5%, increasing sales by approximately $113.7 million. Highway deicing sales volumes increased 20.4% reflecting a more normal winter weather in the North American deicing season, compared to the same period of the prior year. Consumer and industrial sales volumes increased 0.6%, primarily due to higher consumer deicing volumes.

•Combined average sales price decreased 3.3%, partially offsetting the volume increase by approximately $1.0 million driven by a decrease in highway average sales prices.

•Highway deicing average sales prices decreased 2.3% and Consumer and industrial average sales prices increased 4.5%, which resulted in a combined average sales price decrease of 3.3%, compared to the prior year. The lower combined average sales prices are also reflective of sales mix.

•Salt operating income decreased 10.8%, or $17.7 million, due primarily to lower combined average sales prices and higher per-unit product costs, partially offset by higher sales volumes and lower per-unit distribution costs.

PLANT NUTRITION RESULTS

Fiscal Year Ended

September 30,

2025

September 30,

2024

Plant Nutrition Sales (in millions)

$

206.3 

$

181.0 

Plant Nutrition Operating (Loss) Income (in millions)

$

6.5 

$

(86.4)

Plant Nutrition Sales Volumes (thousands of tons)

326 

273 

Plant Nutrition Average Sales Price (per ton)

$

634 

$

663 

PLANT NUTRITION RESULTS COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024

•Plant Nutrition sales increased 14.0%, or $25.3 million, due to higher sales volumes, partially offset by lower average

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sales prices.

•Plant Nutrition sales volumes increased 19.4%, or 53,000 tons, which resulted in a $35.1 million increase in sales driven by positive production trends in 2025 that have allowed us to pursue business beyond normally serviced markets.

•Plant Nutrition average sales prices decreased 4.4%, partially offsetting the increase in sales volume by $9.8 million.

•Plant Nutrition operating income in fiscal year 2025 was $6.5 million, compared to an operating loss of $86.4 million in fiscal year 2024. The improvement in earnings was due to higher sales volumes combined with the prior year including $68.6 million loss from impairments (goodwill and water rights), partially offset by lower average sales prices and higher per-unit distribution costs.

Results of Operations—For the Fiscal Year September 30, 2024, Compared to the Fiscal Year September 30, 2023

For a discussion and analysis of the fiscal year ended September 30, 2024, compared to the fiscal year ended September 30, 2023, see “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Form 10-K for the fiscal year ended September 30, 2024, filed with the SEC on December 16, 2024, which is incorporated herein by reference.

Liquidity and Capital Resources—For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024

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 revolving AR Securitization Facility extending to March 2027 with a capacity, which is subject to certain conditions, of up to $100.0 million. As of September 30, 2025, we had liquidity of approximately $364.6 million, comprised of $59.7 million of cash and cash equivalents and $304.9 million of availability under our $325 million revolving credit facility.

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 (see “—Seasonality” for more information). Our working capital needs are heavily impacted by the severity and timing of the winter weather, which generally occurs from December through March 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. 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.

We manage our capital allocation considering our long-term strategic objectives, required spending to sustain our business and focus on generating adequate returns on capital. On April 22, 2024, the Board of Directors determined not to declare dividends for the foreseeable future in order to align our capital allocation priorities with our corporate focus on accelerating cash flow generation and debt reduction. While our equipment and facilities are generally not impacted by rapid technology changes, our operations require refurbishments and replacements to maintain structural integrity and reliable production and shipping capabilities. When possible, we incorporate efficiency, environmental and safety improvements 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.

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 September 30, 2025, we had $23.6 million of cash and cash equivalents (in our Consolidated Balance Sheets) that was either held directly or indirectly by foreign subsidiaries. In fiscal 2025 and fiscal 2024, we did not repatriate any unremitted foreign earnings. During the second quarter of fiscal 2025, we revised our permanently reinvested assertion. We are expecting to repatriate approximately $11 million of unremitted foreign

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earnings from our UK operations on which there was no income tax impact as of September 30, 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.

In addition, the amount of permanently reinvested foreign earnings is influenced by, among other things, the profits generated by our foreign subsidiaries and the amount of investment in those same subsidiaries. The profits generated by our U.S. and foreign subsidiaries are impacted by the transfer price charged on the transfer of our products between them. Canadian provincial taxing authorities continue to challenge our transfer prices of certain items. The final resolution of these challenges may not occur for several years. We currently expect the outcome of these matters will not have a material impact on our results of operations. However, it is possible the resolution could materially impact the amount of earnings attributable to our foreign subsidiaries, which could impact the amount of permanently reinvested foreign earnings. See Item 8, Note 8. Income Taxes and Note 18. Subsequent Event of our Consolidated Financial Statements for a discussion regarding our Canadian tax reassessments.

Historical Cash Flows

The table below provides a summary of our sources and uses of cash (in millions):

Fiscal Year Ended

September 30,

2025

September 30,

2024

Net cash flow from operating activities

197.7 

$

14.4 

Net cash flow from investing activities

(50.0)

(116.1)

Net cash flow from financing activities

(108.3)

83.1 

Effect of exchange rate changes on cash and cash equivalents

0.1 

0.1 

Net change in cash and cash equivalents

$

39.5 

$

(18.5)

As of September 30, 2025, we had cash and cash equivalents of $59.7 million, an increase of $39.5 million from September 30, 2024.

Cash Flows from Operating Activities

Net cash provided by operating activities, as reflected in the Consolidated Statements of Cash Flows, were $197.7 million, for the fiscal year ended September 30, 2025, as compared to $14.4 million, for the fiscal year ended September 30, 2024. Throughout the fiscal year ended September 30, 2025, we realized a working capital release of approximately $117 million out of finished goods inventory as part of our back-to-basics strategy of optimizing inventory volumes and associated cash impacts. In addition, the increase in cash flows provided by operating activities for the fiscal year ended September 30, 2025, included increases in accounts payable and accrued expenses, partially offset by increases in receivables.

Cash flows from Investing Activities

Net cash used in investing activities, as reflected in the Consolidated Statements of Cash Flows, were $50.0 million and $116.1 million, during the fiscal years ended September 30, 2025 and September 30, 2024, respectively. Cash outflows from investing activities for capital expenditures during the fiscal years ended September 30, 2025 and September 30, 2024 were $69.7 million and $114.2 million, respectively. The decrease in investing activities for capital expenditures during the fiscal year ended September 30, 2025, was primarily due to the termination of the lithium development project in the prior year. During the fiscal year ended September 30, 2025, we received proceeds from the sale of Fortress assets, net of transaction costs of $19.6 million. We estimate that our cash outflows for capital expenditures will be approximately $90 million to $110 million for the fiscal year ended September 30, 2026.

Cash Flows from Financing Activities

Net cash used in financing activities, as reflected in the Consolidated Statements of Cash Flows, were $108.3 million, for the fiscal year ended September 30, 2025, as compared to net cash provided in financing activities of $83.1 million, for the fiscal year ended September 30, 2024. The decrease in cash flows from financing activities during the fiscal year ended September 30, 2025, compared to September 30, 2024, was primarily due to the principal and redemption premium under our 2027 Notes

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and repayment of our Revolving Credit Facility and Term Loan, partially offset by borrowings under the issuance of our 2030 Notes and Revolving Credit Facility. The Company paid deferred financing fees of $15.9 million and $2.1 million, during the fiscal years ended September 30, 2025 and September 30, 2024, respectively.

Capital Resources

With regard to our Salt and Plant Nutrition businesses, we believe our ongoing primary sources of liquidity will continue to be cash flow from operations and borrowings under our revolving credit facility. We believe that our current banking syndicate is secure and believe we will have access to our entire revolving credit facility. We expect that ongoing requirements for debt service and sustaining capital expenditures will primarily be funded from these sources.

As of September 30, 2025, we had $845.8 million of outstanding indebtedness consisting of $650.0 million outstanding under our 8.00% Senior Notes due 2030, $150.0 million outstanding under our 6.75% Notes due 2027, and $45.8 million outstanding loans under the AR Securitization Facility. Outstanding letters of credit totaling $20.1 million as of September 30, 2025 further reduced available borrowing capacity under the revolving credit facility to $304.9 million.

We may borrow amounts under the revolving credit facility or enter into additional financing to fund our working capital requirements, potential acquisitions and capital expenditures, and for other general corporate purposes.

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.

Our debt service obligations could, under certain circumstances, materially affect our financial condition and prevent us from fulfilling our debt obligations. As a holding company, CMI’s investments in its operating subsidiaries constitute substantially all of its assets. Consequently, our subsidiaries conduct substantially all of our consolidated operating activities and own substantially all of our operating assets. The principal source of the cash needed to pay our obligations is the cash generated from our subsidiaries’ operations and their borrowings. Furthermore, we must remain in compliance with the terms of the 2023 Credit Agreement governing our credit facilities, including the consolidated first lien net leverage ratio and consolidated interest coverage ratio, in order to pay dividends to our stockholders. We must also comply with the terms of our indentures governing our 6.75% Senior Notes due December 2027 and our 8.00% Senior Notes due June 2030, which limit the amount of dividends we can pay to our stockholders.

On June 16, 2025, we issued $650.0 million aggregate principal amount of our 8.00% Senior Notes due 2030 in a private offering, pursuant to an indenture, dated June 16, 2025 (the “2030 Notes”), among us, the subsidiary guarantors named therein and Computershare Trust Company, N.A., as trustee. The 2030 Notes are senior unsecured obligations, with interest payable semi-annually on January 1 and July 1, commencing January 1, 2026. The Notes are guaranteed by certain of our domestic subsidiaries. The 2030 Notes will mature on June 16, 2030. We incurred $13.0 million in deferred financing costs, including arrangement, legal and other fees, and will be amortized to interest expense method over the 5-year term of the 2030 Notes.

We used the net proceeds from the 2030 Notes to (i) repay all outstanding amounts under its senior secured credit facility, including $43.5 million under the revolving credit facility and $191.3 million under our term loan, (ii) redeem approximately $350.0 million of its outstanding 2027 Notes at a redemption price of 101.125% of the principal amount, plus accrued and unpaid interest, (iii) pay transaction-related fees and expenses, (iv) increase cash on its balance sheet, and (v) for general corporate purposes. The redemption, completed on June 17, 2025, resulted in a loss on debt extinguishment of $5.7 million, included in Loss on extinguishment of debt in the Consolidated Statements of Operations for the fiscal year ended September 30, 2025. The loss was comprised of a $3.9 million prepayment premium and a $1.8 million write-off of unamortized deferred financing costs. Following the redemption, $150.0 million of the 2027 Notes remain outstanding and continue to accrue interest, payable semi-annually on June 1 and December 1, with unamortized deferred financing costs of $0.7 million as of September 30, 2025.

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On June 16, 2025, we entered into the fifth amendment to its 2023 Credit Agreement, originally dated April 20, 2016, as amended (the “Amended and Restated 2023 Credit Agreement”). The amendment, among other things, (i) fixed the aggregate revolving commitments at $325.0 million, eliminating the automatic periodic step-downs previously included in the December 12, 2024, amendment to the 2023 Credit Agreement, which had scheduled reductions to $250.0 million by July 1, 2026, (ii) permitted the issuance of the 2030 Notes, with net proceeds used to prepay all outstanding loans under the Existing Amended and Restated Credit Agreement, including $43.5 million outstanding under the revolving credit facility and $191.3 million outstanding under our term loan, plus accrued and unpaid interest, (iii) permitted the Company to utilize certain baskets under covenants restricting the incurrence of indebtedness, liens, investments, dividends, and junior debt prepayments, and (iv) modified the financial maintenance covenants, which are tested on a quarterly basis, as follows: (A) replaced the leverage-based covenant, which previously required compliance with a maximum ratio of consolidated total net indebtedness to consolidated EBITDA of 6.50x (with a step-down to 5.75x on December 31, 2025, and a further step-down to 4.75x on March 31, 2026) with a leverage-based covenant which requires compliance with a maximum ratio of consolidated first lien net indebtedness to consolidated EBITDA of 2.75x (with a step-down to 2.50x on December 31, 2025) and (B) lowered the required minimum ratio of consolidated EBITDA to consolidated interest expense from 2.00x (with a step-up to 2.25x on March 31, 2026) to 1.50x. Consolidated first lien net debt includes the aggregate principal amount of consolidated first lien debt, net of unrestricted cash not to exceed $100.0 million. In connection with the prepayment of our term loan, we recorded a loss on debt extinguishment of $1.9 million, included in Loss on extinguishment of debt on the Consolidated Statements of Operations for the fiscal year ended September 30, 2025, related to the write-off of unamortized deferred financing costs related to this instrument. As of September 30, 2025, our consolidated first lien net leverage ratio was approximately 0.01x.

On December 12, 2024, we entered into the fourth 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 4.5x by 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.

On September 18, 2024, we received a notice of default relating to our 6.750% Senior Notes due 2027 because we failed to timely furnish a Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024. We had 90 days from receipt of the notice to remedy prior to it becoming an Event of Default under the terms of the Indenture, dated November 26, 2019. Our Q3 Form 10-Q was filed with the SEC on October 30, 2024.

On September 13, 2024, we entered into amendments to our 2023 Credit Agreement and our AR Securitization Facility, which extended the deadline for delivery of our financial statements for the quarter ended June 30, 2024, together with the respective compliance certificates, to November 29, 2024, 152 days after the last day of the quarter ended June 30, 2024.

On August 12, 2024, we entered into amendments to our 2023 Credit Agreement and our AR Securitization Facility, which extended the deadline for delivery of our financial statements for the quarter ended June 30, 2024, together with the respective compliance certificates, from 45 days to 75 days after the last day of the quarter ended June 30, 2024.

On May 5, 2023, we entered into an agreement to amend and restate our credit agreement entered into on November 26, 2019 (as in effect prior to such restatement, the “Existing Credit Agreement”) with a new $575 million senior secured credit agreement due May 5, 2028 (as amended, the “2023 Credit Agreement”), comprised of a $375 million revolving credit facility and $200 million term loan. The term loan is payable in quarterly installments of interest and principal, which began September 30, 2023. The 2023 Credit Agreement increases the Applicable Margins by 25 basis points over those defined in the Existing Credit Agreement and adds an additional level at a consolidated total leverage ratio (defined below) of greater than 4.00 to 1.00. Proceeds from the 2023 Credit Agreement were used to redeem our $250 million 4.875% Senior Notes on May 10, 2023 and pay off the Existing Credit Agreement term loan balance of $16.9 million. See Item 8, Note 10. Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements for additional details.

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, then gradually stepping down to 4.75x by the fiscal quarter ended March 31, 2026 and thereafter.

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On June 30, 2020, certain of our U.S. subsidiaries entered into a three-year committed revolving accounts receivable financing facility for up to $100.0 million of borrowing with PNC Bank, National Association, as administrative agent and lender, and PNC Capital Markets, LLC, as structuring agent. In January 2023, certain of the Company’s U.S. subsidiaries entered into the second amendment to the AR Securitization Facility with PNC Bank, which temporarily eased the restrictions of certain covenants contained in the agreement through March 2023. The amendment made certain adjustments to the financial tests including: (i) the default ratio and (ii) the delinquency ratio to make compliance with such tests more likely. On March 27, 2024, certain of our U.S. subsidiaries entered into an amendment to its revolving accounts receivable financing facility with PNC Bank, National Association, extending the facility to March 2027. As of September 30, 2025, we had $45.8 million of outstanding loans under this accounts receivable financing facility. See Item 8, Note 10. Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements for more information.

We are in compliance with our debt covenants as of September 30, 2025, although 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.

We have various foreign and state net operating loss (“NOL”) carryforwards that may be used to offset a portion of future taxable income to reduce our cash income taxes that would otherwise be payable. However, we may not be able to use any or all of our NOL carryforwards to offset future taxable income and our NOL carryforwards may become subject to additional limitations due to future ownership changes or otherwise. As of September 30, 2025, we had $80.5 million of gross federal NOL carryforwards and $7.1 million of net operating tax-effected state NOL carryforwards that expire beginning in 2031. Also as of September 30, 2025 and September 30, 2024, we had $1.9 million and $2.0 million, respectively, of tax-effected state capital losses which will expire beginning in 2027 and $1.6 million and $1.6 million, respectively, of tax-effected federal capital losses, which will expire beginning in 2025.

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 September 30, 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 fiscal year ended September 30, 2025, an additional valuation allowance of $33.1 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.

We have a defined benefit pension plan for certain of our current and former UK employees. Beginning December 1, 2008, future benefits ceased to accrue for the remaining active employee participants in the plan concurrent with the establishment of a defined contribution plan for these employees. Generally, our cash funding policy is to make the minimum annual contributions required by applicable regulations. As of September 30, 2025, the fair value of the plan’s assets are in excess of the accumulated benefit obligations and we expect to be required to use cash from operations above our historical levels to fund the plan in the future.

Contractual Obligations

We believe we have sufficient liquidity to fund our operations and meet both short-term and long-term obligations. Our material future obligations include the contractual obligations and other commitments as described below.

We are party to contractual obligations involving commitments to make payments to third parties. These obligations impact our liquidity and capital resource needs. As of September 30, 2025, we had total future contractual obligations of approximately $1.3 billion, with approximately $127.5 million due during fiscal 2026.

We have a contractual commitment to repay our long-term debt of $845.8 million based on the terms of our debt agreements, of which $0.0 million is payable within the next twelve months. Our interest commitment based on the debt balances at September 30, 2025 is $282.5 million, with $64.3 million expected within the next twelve months. The remainder of our contractual commitments consist of lease payments, purchase obligations and commitments, income taxes and employer pension and benefit plan obligations.

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See Item 8, Note 4. Leases and Note 10. Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements for amounts outstanding as of September 30, 2025 related to leases and debt, respectively. Refer to Item 8, Note 11. Commitments and Contingencies and Note 18. Subsequent Event of our Consolidated Financial Statements for amounts related to purchase obligations and performance bonds. Our contractual obligations related to employer pension plan obligations represent the funded status recognized as of September 30, 2025. See Item 8, Note 9. Pension Plans and Other Benefits of our Consolidated Financial Statements for information related to these plans.

In addition, we have other future contingent commitments of approximately $231.6 million, consisting of letters of credit and performance bonds, due during fiscal 2026. At September 30, 2025, we had $211.5 million of outstanding performance bonds, which includes bonds related to Ontario mining tax reassessments, and with the settlement that occurred during the first quarter of fiscal 2026, the bonds posted as collateral for the 2002-2018 period were released. Refer to Item 8, Note 11. Commitments and Contingencies and Note 18. Subsequent Event of our Consolidated Financial Statements for additional details.

Product Recall

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 our product. We subsequently expanded the voluntary recall to include food products from the Goderich Plant between September 18, 2024 and November 6, 2024. We followed recall protocol and notified the BRCGS Global Standard for Food Safety certifying body, the Canadian Food Inspection Agency (“CFIA”) and the U.S. Food and Drug Administration (“FDA”). We completed our investigation and continue to assess the scope and magnitude of customer claims related to the recall. 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. The recall in the United States, supervised by the FDA, is complete, and the matter is closed with FDA. The CFIA has conducted a follow-up inspection of the Goderich Plan to verify compliance with regulatory requirements and identified no non-compliances. See Item 8, Note 11. Commitments and Contingencies of our Consolidated Financial Statements for additional information.

Off-Balance Sheet Arrangements

At September 30, 2025, we had no off-balance sheet arrangements that have or are likely to have a material current or future effect on our consolidated financial statements.

Liquidity and Capital Resources—For the Fiscal Year Ended September 30, 2024, Compared to the Fiscal Year Ended September 30, 2023

For a comparison of our liquidity and capital resources for the fiscal year ended September 30, 2024, compared to the fiscal year ended September 30, 2023, see “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Form 10-K for the fiscal year ended September 30, 2024, filed with the SEC on December 16, 2024, which is incorporated herein by reference.

Reconciliation of Net Loss to EBITDA and Adjusted EBITDA

Management uses a variety of measures to evaluate our performance. While our consolidated financial statements, taken as a whole, provide an understanding of our overall results of operations, financial condition and cash flows, we analyze components of the consolidated financial statements to identify certain trends and evaluate specific performance areas. In addition to using U.S. GAAP financial measures, such as gross profit, net (loss) income and cash flows generated by operating activities, management uses earnings before interest, taxes, depreciation and amortization (“EBITDA”) adjusted for items management believes are not indicative of our ongoing operating performance (“Adjusted EBITDA”). Both EBITDA and Adjusted EBITDA are non-U.S. GAAP financial measures used to evaluate the operating performance of our core business operations because our resource allocation, financing methods and cost of capital, and income tax positions are managed at a corporate level, apart from the activities of the operating segments, and our operating facilities are located in different taxing jurisdictions, which can cause considerable variation in net earnings. We also use EBITDA and Adjusted EBITDA to assess our operating performance and return on capital against other companies, and to evaluate potential acquisitions or other capital projects. EBITDA and Adjusted EBITDA are not calculated under U.S. GAAP and should not be considered in isolation or as a substitute for net income, cash flows or other financial data prepared in accordance with U.S. GAAP or as a measure of our overall profitability or liquidity.

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EBITDA and Adjusted EBITDA exclude interest expense, income taxes and depreciation and amortization, each of which are an essential element of our cost structure and cannot be eliminated. Furthermore, Adjusted EBITDA excludes other cash and non-cash items, including stock-based compensation, interest income, (gain) loss on foreign exchange, other (income) expense, net and other significant items that management does not consider indicative of normal operations. Other significant items, such as executive transition costs, restructuring charges and impairment charges, involve distinct initiatives that are not reflective of core operating activities and affect the comparability of our operational results across reporting periods. Our borrowings are a significant component of our capital structure and interest expense is a continuing cost of debt. We are also required to pay income taxes, a required and ongoing consequence of our operations. We have a significant investment in capital assets and depreciation and amortization reflect the utilization of those assets in order to generate revenues. Our employees are vital to our operations and we utilize various stock-based awards to compensate and incentivize our employees. Consequently, any measure that excludes these elements has material limitations. While EBITDA and Adjusted EBITDA are frequently used as measures of operating performance, these terms are not necessarily comparable to similarly titled measures of other companies due to the potential inconsistencies in the method of calculation. 

Adjusted EBITDA decreased 3.6%, or $7.5 million for the fiscal year ended September 30, 2025, compared to the fiscal year ended September 30, 2024, primarily due to a reduction in gain related to the Fortress contingent consideration of $14.2 million and a reduction in gross profit, partially offset by a decrease in selling, general and administrative expenses. The calculation of EBITDA and Adjusted EBITDA as used by management is set forth in the table below (in millions):

Fiscal Year Ended

September 30,

2025

September 30,

2024

Net loss

$

(79.8)

$

(206.1)

Interest expense

68.5 

69.5 

Income tax expense

26.1 

17.9 

Depreciation, depletion and amortization

103.2 

105.0 

EBITDA

118.0 

(13.7)

Adjustments to EBITDA:

Stock-based compensation - non-cash

10.2 

8.1 

Interest income

(1.3)

(1.0)

(Gain) loss on foreign exchange

(0.1)

0.7 

Loss on extinguishment of debt

7.6 

— 

Restructuring charges(a)

4.3 

15.8 

Total impairment loss(b)

53.7 

193.4 

Product recall costs(c)

2.1 

0.8 

Other expense, net

4.3 

2.2 

Adjusted EBITDA

$

198.8 

$

206.3 

(a)During the fiscal year ended September 30, 2025, we incurred severance and related charges due to a reduction in workforce. During the fiscal year ended September 30, 2024, we incurred severance and related charges related to reductions in workforce, changes to executive leadership and additional restructuring costs related to the termination of our lithium development project.

(b)During the fiscal year ended September 30, 2025, we recorded a loss on impairment of $53.0 million, related to Fortress intangible assets and $0.7 million, related to Fortress long-lived assets. During the fiscal year ended September 30, 2024, we recorded a loss on impairment of long-lived assets of $74.8 million related to the termination of the lithium development project; goodwill of $32.0 million related to Fortress, long-lived assets of $15.6 million and inventory of $2.4 million related to Fortress; and goodwill of $51.0 million related to Plant Nutrition for the twelve months ended Sept. 30, 2024. Impairments of long-lived assets, intangible assets, and goodwill are included in loss on impairments, while the impairment of inventory is included in product cost, both on the Consolidated Statements of Operations. Refer to Item 8, Note 2. Summary of Significant Accounting Policies and Note 15. Fair Value Measurements of our Consolidated Financial Statements for additional details.

(c)We recorded product recall costs related to a recall for food-grade salt produced at our Goderich Plant. Refer to Item 8, Note 11. Commitments and Contingencies of our Consolidated Financial Statements for additional details.

Our net income, EBITDA and Adjusted EBITDA are impacted by other events or transactions that we believe to be important in understanding our earnings trends such as the variability of weather. The impact of weather has not been adjusted in the amounts presented above. Our fiscal year ended September 30, 2025 results included a more normal winter weather in the North American deicing season, which led to a 20% increase in highway deicing sales volume. Our fiscal year ended September 30, 2024 results were unfavorably impacted by winter weather activity as compared to an average winter in the markets we serve.

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Management’s Discussion of Critical Accounting Estimates

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 estimates that we believe are most important to the portrayal of our financial condition and results of operations. The estimates 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.

Intangible Assets. 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.

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). Consequently, we recorded a loss on impairment of $53.0 million, for the fiscal year ended September 30, 2025.

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). 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. At June 30, 2025, the Company performed an impairment test on the remaining Fortress asset group related to PP&E and recorded a loss on impairment of $0.7 million, during the fiscal year ended September 30, 2025.

Mineral Interests – As of September 30, 2025 and September 30, 2024, we maintained $115.8 million and $117.7 million, respectively, of net mineral properties as a part of property, plant and equipment. Mineral interests include probable mineral reserves. We lease mineral reserves at several of our extraction facilities. These leases have varying terms, and many provide for a royalty payment to the lessor based on a specific amount per ton of mineral extracted or as a percentage of sales.

Mineral interests are primarily depleted on an actual units-of-production method based on a combination of third-party and internal qualified geologists’ estimates of recoverable reserves. Our rights to extract minerals are generally contractually limited by time or lease boundaries. If we are not able to continue to extend lease agreements, as we have in the past, at commercially reasonable terms, without incurring substantial costs or incurring material modifications to the existing lease terms and conditions, if the assigned lives realized are less than those projected by management, or if the actual size, quality or recoverability of the minerals is less than the estimated probable reserves, then the rate of amortization could be increased or the value of the reserves could be reduced by a material amount.

Income Taxes – Developing our provision for income taxes and analyzing our potential tax exposure items requires significant judgment and assumptions as well as a thorough knowledge of the tax laws in various jurisdictions. These estimates and judgments occur in the calculation of certain tax liabilities and in the assessment of the likelihood that we will be able to realize our deferred tax assets, which arise from temporary differences between the tax and financial statement recognition of revenue and expense, carryforwards and other items. Based on all available evidence, both positive and negative, the reliability of that evidence and the extent such evidence can be objectively verified, we determine whether it is more likely than not that all, or a portion of, the deferred tax assets will be realized.

In evaluating our ability to realize our deferred tax assets, we consider the sources and timing of taxable income, our ability to carry back tax attributes to prior periods, qualifying tax planning and estimates of future taxable income exclusive of reversing temporary differences. In determining future taxable income, our assumptions include the amount of pre-tax operating income according to multiple federal, international and state taxing jurisdictions, the origination of future temporary differences and the implementation of feasible and prudent tax planning. These assumptions require significant judgment about material estimates,

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assumptions and uncertainties in connection with the forecasts of future taxable income, the merits in tax law and assessments regarding previous taxing authorities’ proceedings or written rulings. While these assumptions are consistent with the plans and estimates we use to manage the underlying businesses, differences in our actual operating results or changes in our tax planning, tax credits, tax laws or our assessment of the tax merits of our positions could affect our future assessments.

In addition, the calculation of our tax liabilities involves uncertainties in the application of complex tax regulations in multiple jurisdictions. We recognize potential liabilities in accordance with applicable U.S. GAAP for anticipated tax issues in the U.S. and other tax jurisdictions based on our estimate of whether, and the extent to which, additional taxes will be due. If payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period when we determine the liabilities are no longer necessary. If our estimate of tax liabilities proves to be less than the ultimate assessment, a further charge to expense would result. See Item 8, Note 8. Income Taxes of our Consolidated Financial Statements for further discussion of our income taxes. We have elected to account for GILTI in the year the tax is incurred, rather than recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years.

Other Significant Accounting Estimates – Other significant accounting estimates not involving the same level of measurement uncertainties as those discussed above are nevertheless important to an understanding of our consolidated financial statements. Policies related to revenue recognition, allowance for doubtful accounts, valuation of inventory reserves, equity compensation instruments, legal reserves, derivative instruments, post-employment benefit obligations and environmental accruals require judgments.

Effects of Currency Fluctuations and Inflation

Our operations outside of the U.S. are conducted primarily in Canada and the UK. Therefore, our results of operations are subject to both currency transaction risk and currency translation risk. We incur currency transaction risk whenever we or one of our subsidiaries enter into either a purchase or sales transaction using a currency other than the local currency of the transacting entity. With respect to currency translation risk, our financial condition and results of operations are measured and recorded in the relevant local currency and then translated into U.S. dollars for inclusion in our historical consolidated financial statements. Exchange rates between these currencies and the U.S. dollar have fluctuated significantly from time to time and may do so in the future. The majority of revenues and costs are denominated in U.S. dollars, with Canadian dollars and British pounds sterling also being significant. We generated 28% of our fiscal 2025 sales in foreign currencies, and we incurred 27% of our fiscal 2025 total operating expenses in foreign currencies. Additionally, we have approximately $360 million of net assets denominated in foreign currencies. In fiscal 2025, the average rate for the U.S. dollar strengthened against the Canadian dollar and the British pound sterling. In fiscal 2024, the average rate for the U.S dollar strengthened slightly against the Canadian dollar and weakened against the British pound sterling. In fiscal 2023, the average rate for the U.S. dollar weakened against the Canadian dollar and the British pound sterling. Significant changes in the value of the Canadian dollar or the British pound sterling relative to the U.S. dollar could have a material adverse effect on our financial condition and our ability to meet interest and principal payments on U.S. dollar-denominated debt, including borrowings under our senior secured credit facilities.

Although inflation has not had a significant impact on our operations in the current period, our efforts to recover cost increases due to inflation may be hampered as a result of the competitive industries and countries in which we operate. For more information, see Part I, Item 1A, “Risk Factors”.

Seasonality

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 products are used. Following industry practice in North America and the UK, 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 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).

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Climate Change

The potential impact of climate change on our operations, product demand and the needs of our customers remains uncertain. Significant changes to weather patterns, a reduction in average snowfall or regional drought within our served markets could negatively impact customer demand for our products and our costs, as well as our ability to produce our products. For example, prolonged periods of mild winter weather could reduce the demand for deicing products. Drought or excessive precipitation could similarly impact demand for our SOP products, as well as continue to impact the amount and quality of feedstock used to produce SOP at our Ogden facility due to changes in brine levels, mineral concentrations or other factors, which could have a material impact on our Plant Nutrition results of operations. Climate change could also lead to disruptions in the production or distribution of our products due to major storm events or prolonged adverse conditions, changing temperature levels, lake level fluctuations or flooding from sea level changes. Climate change or governmental initiatives to address climate change may affect our operations and necessitate capital expenditures in the future, although capital expenditures for climate-related projects were not material in fiscal 2025 and are not expected to be material in fiscal 2026. For more information, see Part I, Item 1A, “Risk Factors” and Part I, Item1 “Business—Environmental, Health and Safety and Other Regulatory Matters.”

Significant Accounting Policies and Recent Accounting Pronouncements 

See Item 8, Note 2. Summary of Significant Accounting Policies of our Consolidated Financial Statements for a discussion of significant accounting policies and recent accounting pronouncements.
