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CF > SEC Filings for CF > Form 10-Q on 7-Aug-2012All Recent SEC Filings

Show all filings for CF INDUSTRIES HOLDINGS, INC.

Form 10-Q for CF INDUSTRIES HOLDINGS, INC.


7-Aug-2012

Quarterly Report


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

You should read the following discussion and analysis in conjunction with our annual consolidated financial statements and related notes, which were included in our 2011 Annual Report on Form 10-K filed with the SEC on February 27, 2012, as well as Item 1, Financial Statements, in this Form 10-Q. All references to "CF Holdings," "we," "us" and "our" refer to CF Industries Holdings, Inc. and its subsidiaries, including CF Industries, Inc., except where the context makes clear that the reference is only to CF Industries Holdings, Inc. itself and not its subsidiaries. The following is an outline of the discussion and analysis included herein:


Overview of CF Holdings


Our Company


Financial Executive Summary


Results of Consolidated Operations


Second Quarter of 2012 Compared to the Second Quarter of 2011


Six Months Ended June 30, 2012 Compared to Six Months Ended June 30, 2011


Operating Results by Business Segment


Liquidity and Capital Resources


Off-Balance Sheet Arrangements


Critical Accounting Policies and Estimates


Recent Accounting Pronouncements


Forward Looking Statements

Overview of CF Holdings

Our Company

We are one of the largest manufacturers and distributors of nitrogen and phosphate fertilizer products in the world. Our operations are organized into two business segments-the nitrogen segment and the phosphate segment. Our principal customers are cooperatives and independent fertilizer distributors. Our principal fertilizer products in the nitrogen segment are ammonia, granular urea, urea ammonium nitrate solution, or UAN, and ammonium nitrate, or AN. Our other nitrogen products include urea liquor, diesel exhaust fluid, or DEF, and aqua ammonia, which are sold primarily to our industrial customers. Our principal fertilizer products in the phosphate segment are diammonium phosphate, or DAP, and monoammonium phosphate, or MAP.

Our core market and distribution facilities are concentrated in the midwestern United States and other major agricultural areas of the U.S. and Canada. We also export nitrogen fertilizer products from our Donaldsonville, Louisiana manufacturing facilities and phosphate fertilizer products from our Florida phosphate operations.

Our principal assets include:


five nitrogen fertilizer manufacturing facilities in Port Neal, Iowa, Courtright, Ontario, Yazoo City, Mississippi, Woodward, Oklahoma, and the largest nitrogen fertilizer complex in North America, located in Donaldsonville, Louisiana;


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CF INDUSTRIES HOLDINGS, INC.


a 75% interest in Terra Nitrogen Company, L.P. (TNCLP), a publicly traded limited partnership of which we are the sole general partner and the majority limited partner and which, through its subsidiary Terra Nitrogen, Limited Partnership (TNLP), operates a nitrogen fertilizer manufacturing facility in Verdigris, Oklahoma;


a 66% economic interest in the largest nitrogen fertilizer complex in Canada (which we operate in Medicine Hat, Alberta through Canadian Fertilizers Limited (CFL), a consolidated variable interest entity);


one of the largest integrated ammonium phosphate fertilizer complexes in the United States in Plant City, Florida;


the most-recently constructed phosphate rock mine and associated beneficiation plant in the United States in Hardee County, Florida;


an extensive system of terminals and associated transportation equipment located primarily in the midwestern United States; and


joint venture investments that we account for under the equity method, which consist of:


a 50% interest in GrowHow UK Limited (GrowHow), a nitrogen products production joint venture located in the United Kingdom and serving the British agricultural and industrial markets;


a 50% interest in Point Lisas Nitrogen Limited (PLNL), an ammonia production joint venture located in the Republic of Trinidad and Tobago; and


a 50% interest in KEYTRADE AG (Keytrade), a global fertilizer trading company headquartered near Zurich, Switzerland.

Financial Executive Summary


We reported net earnings attributable to common stockholders of $606.3 million in the second quarter of 2012 compared to net earnings of $487.4 million in the same quarter of 2011. Our results for the second quarter of 2012 included a net $77.6 million pre-tax unrealized mark-to-market gain ($48.2 million after tax) on natural gas derivatives and a $15.2 million charge ($9.4 million after tax) for the accelerated amortization of deferred loan fees associated with the termination of our former senior secured credit agreement (the 2010 Credit Agreement) which was replaced by a new unsecured credit agreement dated May 1, 2012 (the 2012 Credit Agreement).

The net earnings attributable to common stockholders of $487.4 million in the second quarter of 2011 included a net $14.2 million pre-tax unrealized mark-to-market loss ($8.7 million after tax) on natural gas derivatives and a $2.0 million ($1.3 million after tax) gain on the sale of a non-core transportation business that was acquired in the Terra acquisition.


Our gross margin increased $175.9 million to $1,043.3 million in the second quarter of 2012 from $867.4 million in the same quarter of 2011 due primarily to higher nitrogen segment results driven by higher average selling prices, lower realized natural gas costs and unrealized mark-to-market gains partially offset by lower sales volume. The increase in the nitrogen segment was partially offset by a decrease in the phosphate segment gross margin, driven primarily by lower average selling prices.


Our net sales decreased $66.1 million, or 4%, to $1.7 billion in the second quarter of 2012 from $1.8 billion in the second quarter of the prior year. The decrease in net sales was due primarily


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CF INDUSTRIES HOLDINGS, INC.

to lower nitrogen and phosphate fertilizer sales volumes and lower average phosphate segment selling prices, partially offset by higher average nitrogen segment selling prices. Total sales volume (measured in short tons) in the second quarter of 2012 decreased 7% from the prior year period due to decreases in both nitrogen and phosphate segment sales volumes.


Cash flow from operations in the first six months of 2012 increased $126.6 million to $1.0 billion compared to the same period of 2011, due primarily to improved net earnings, partially offset by the impact of increased cash invested in working capital.


During the second quarter of 2012, we repurchased 3.1 million shares of our common stock for $500.0 million. These purchases completed the $1.5 billion share repurchase program authorized by our Board of Directors in August 2011.


We paid cash dividends of $52.3 million and $14.3 million in the first six months of 2012 and 2011, respectively. The increase is due primarily to an increase in the quarterly dividend to $0.40 per common share from $0.10 per common share, which occurred in the third quarter of 2011.


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