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Section 1: 8-K (8-K)

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
____________
Date of Report (Date of earliest event reported): July 31, 2019
CF Industries Holdings, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)

4 Parkway North, Suite 400
Deerfield, IL
(Address of principal
executive offices)
001-32597
(Commission File Number)
20-2697511
(IRS Employer
Identification No.)

60015
(Zip Code)
Registrant’s telephone number, including area code (847) 405-2400
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading symbol(s)
 
Name of each exchange on which registered
common stock, par value $0.01 per share
 
CF
 
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company    o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o




Item 2.02.    Results of Operations and Financial Condition.
On July 31, 2019, CF Industries Holdings, Inc. issued a press release announcing its results for the quarter ended June 30, 2019. The press release is attached hereto as Exhibit 99.1.

The information set forth herein, including the exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.


Item 9.01.    Financial Statements and Exhibits.
(d)    Exhibits.
Exhibit No.
Description of Exhibit
 


2



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
Date:
July 31, 2019
 
CF INDUSTRIES HOLDINGS, INC.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Dennis P. Kelleher
 
 
 
Name:
 
Dennis P. Kelleher
 
 
 
Title:
 
Senior Vice President and Chief Financial Officer


3
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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit
398990909_cfindustriesa58.jpg
 
 
 
 
4 Parkway North, Suite 400
 
 
 
 
Deerfield, IL 60015
 
 
 
 
www.cfindustries.com

CF Industries Holdings, Inc. Reports First Half 2019
Net Earnings of $373 Million, EBITDA of $973 Million
Higher Year-Over-Year Prices for All Major Products Support Increased Margins
Record First Half Ammonia Production and Granular Urea Sales Volumes
Strong North American Nitrogen Demand Outlook for 2020 and 2021

DEERFIELD, IL—July 31, 2019—CF Industries Holdings, Inc. (NYSE: CF), a leading global fertilizer and chemical company, today announced results for its first half and second quarter ended June 30, 2019.

Highlights
First half net earnings of $373 million(1), or $1.67 per diluted share; EBITDA(2) of $973 million; adjusted EBITDA(2) of $936 million
Second quarter net earnings of $283 million(1), or $1.28 per diluted share; EBITDA of $672 million; adjusted EBITDA of $631 million
Trailing 12-month net cash from operating activities of $1.6 billion, free cash flow(3) of $995 million
Record first half and quarterly gross ammonia production
Record first half and quarterly granular urea sales volume; record quarterly ammonia sales volumes
Repurchased approximately 2.7 million shares during the quarter

Overview of Results

CF Industries Holdings, Inc. today announced first half 2019 net earnings attributable to common stockholders of $373 million, or $1.67 per diluted share; EBITDA of $973 million; and adjusted EBITDA of $936 million. These results compare to the first half of 2018 net earnings attributable to common stockholders of $211 million, or $0.90 per diluted share; EBITDA of $772 million; and adjusted EBITDA of $763 million.

For the second quarter of 2019, net earnings attributable to common stockholders were $283 million, or $1.28 per diluted share; EBITDA was $672 million; and adjusted EBITDA was $631 million. These results compare to second quarter 2018 net earnings attributable to common stockholders of $148 million, or $0.63 per diluted share; EBITDA of $470 million; and adjusted EBITDA of $467 million.

“The CF team operated exceptionally well during a challenging spring season,” said Tony Will, president and chief executive officer, CF Industries Holdings, Inc. “We shifted our production mix, favoring urea over UAN to capture higher margin opportunities, we leveraged our transportation flexibility to overcome the impact of historic flooding and we reliably supplied our customers where and when they needed product. As a result of our outstanding execution and unparalleled production and logistics capabilities, we delivered first half adjusted EBITDA 23 percent higher than in 2018 on similar product volumes. As the global nitrogen market has strengthened over the last 12 months, CF generated nearly $1 billion in free cash flow. As we look forward, we believe strong demand in North America, our position on the low end of the global cost curve and the capabilities of CF’s people and systems will continue to drive substantial cash generation.”
________________________________________________________________
(1) 
First half and second quarter 2019 net earnings attributable to common stockholders include an after-tax gain of $35 million on the sale of the company’s Pine Bend dry bulk storage and logistics facility in Minnesota. First half 2019 net earnings attributable to common stockholders also includes a previously announced net incentive tax credit of $30 million recognized in the first quarter.

    1    


(2) 
EBITDA is defined as net earnings attributable to common stockholders plus interest expense—net, income taxes and depreciation and amortization. See reconciliations of EBITDA and adjusted EBITDA to the most directly comparable GAAP measures in the tables accompanying this release.
(3) 
Free cash flow is defined as net cash from operating activities less capital expenditures and distributions to noncontrolling interests. See reconciliation of free cash flow to the most directly comparable GAAP measure in the table accompanying this release.

Operations Overview

CF Industries continued operating safely and efficiently. As of June 30, 2019, the company’s 12-month rolling average recordable incident rate was 0.60 incidents per 200,000 work hours.

Gross ammonia production for the first half of 2019 was over 5.2 million tons, and for the second quarter was nearly 2.7 million tons. The company expects gross ammonia production during the third quarter to be somewhat lower due to scheduled maintenance activity.

Sales Overview

Net sales in the first half and second quarter of 2019 were $2.5 billion and $1.5 billion, respectively, compared to $2.3 billion and $1.3 billion, respectively, in the same periods of the prior year due primarily to higher average selling prices across all major products.

Total sales volumes for the first half of 2019 were similar to the first half of 2018, reflecting the company’s ability to deal with changes in the timing of fertilizer applications due to weather and other developments. Total sales volumes for the second quarter of 2019 were higher compared to the second quarter of 2018 as cold and wet weather in North America shifted fertilizer shipments and applications out of the first quarter and into the second quarter. Therefore, quarterly comparisons year-over-year are less meaningful than the comparability of first half results.

Average selling prices for the first half and second quarter of 2019 were each higher year-over-year across all major products due to a tighter global nitrogen supply and demand balance than the prior year periods and logistical issues in North America that limited supply at some inland locations.

Cost of sales in the first half of 2019 increased slightly compared to the first half of 2018 primarily due to higher freight and realized natural gas costs partially offset by lower plant maintenance costs. Cost of sales in the second quarter of 2019 increased slightly compared to the second quarter of 2018 due primarily to the impact of higher sales volumes and freight costs partially offset by lower realized natural gas and plant maintenance costs.

In the first half of 2019, the average cost of natural gas reflected in the company’s cost of sales was $3.15 per MMBtu compared to the average cost of natural gas in cost of sales of $3.11 per MMBtu in the first half of 2018. The increase reflects the impact of inventory sold during the first half of 2019 that was produced in the fourth quarter of 2018 when realized natural gas costs were higher. In the second quarter of 2019, the average cost of natural gas reflected in the company’s cost of sales was $2.81 per MMBtu compared to the average cost of natural gas in cost of sales of $2.95 per MMBtu in the second quarter of 2018.

Looking ahead, the company expects the cost of natural gas for 2019 to be well below 2018 levels. During the first half of 2019, the average cost of natural gas at Henry Hub in North America was $2.70 per MMBtu and the average cost of natural gas at the National Balancing Point in the United Kingdom was $5.15 per MMBtu. This compares to the average cost of natural gas at Henry Hub in North America of $2.92 per MMBtu and the average cost of natural gas at the National Balancing Point in the United Kingdom of $7.77 per MMBtu in the first half of 2018. Through the end of 2019, Henry Hub natural gas futures remain well below $3.00 per MMBtu, and below 2018 costs.

Market Overview

The company expects that nitrogen fertilizer industry fundamentals will be positive over the near and longer term. In the near-term, demand for nitrogen in North America should be strong due to the impact of adverse planting and growing conditions in many parts of the United States in 2019. Historic flooding is expected to lead to a reduction in 2019 corn production due to significantly lower planted acres and yields. This should create a strong price incentive for growers in the United States to increase planted corn acres significantly over the next two seasons.


    2    


Globally, the company expects demand for urea from India and Brazil to remain strong over the next two years. Through the end of June 2019, urea imports to India were 3.5 million metric tons, an increase of 11 percent over the prior year period. Imports of urea to Brazil for the full year 2019 are expected to increase.

The company expects that global demand growth for nitrogen over the next four years will outpace net capacity additions given the limited number of facilities currently under construction around the world, none of which are in North America. The company also expects Chinese coal-based nitrogen complexes to remain the global marginal urea producer. Net Chinese-produced urea exports are likely to be in a range of 1-3 million metric tons annually, with higher nitrogen prices bidding in additional Chinese export tons at times when urea supply is needed worldwide.

Capital Expenditures

Capital expenditures in 2019 are projected to be $400-$450 million.

Liquidity

As of June 30, 2019, the company had cash and cash equivalents of $858 million on the balance sheet, had no borrowings outstanding under its $750 million revolving credit facility and was in compliance with all applicable covenant requirements under its debt instruments.

The company is currently executing a $1 billion share repurchase program that is authorized through 2021. During the second quarter of 2019, the company repurchased approximately 2.7 million shares for $118 million. Since the current authorization was announced in February 2019, the company has repurchased approximately 4.2 million shares for $178 million.

During the first quarter of 2019, the company entered into an agreement to sell its Pine Bend dry bulk storage and logistics facility in Minnesota. In April of 2019, the sale closed and the company received proceeds of $55 million.

CHS Inc. Distribution

On July 31, 2019, the Board of Managers of CF Industries Nitrogen, LLC (CFN) approved a semi-annual distribution payment to CHS Inc. (CHS) of $100 million for the distribution period ended June 30, 2019. The distribution was paid on July 31, 2019.

    3    


Consolidated Results
 
Three months ended 
 June 30,
 
Six months ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(dollars in millions, except per share
and per MMBtu amounts)
Net sales
$
1,502

 
$
1,300

 
$
2,503

 
$
2,257

Cost of sales
1,003

 
988

 
1,784

 
1,755

Gross margin
$
499

 
$
312

 
$
719

 
$
502

Gross margin percentage
33.2
%
 
24.0
%
 
28.7
%
 
22.2
%
 
 
 
 
 
 
 
 
Net earnings attributable to common stockholders
$
283

 
$
148

 
$
373

 
$
211

Net earnings per diluted share
$
1.28

 
$
0.63

 
$
1.67

 
$
0.90

 
 
 
 
 
 
 
 
EBITDA(1)
$
672

 
$
470

 
$
973

 
$
772

Adjusted EBITDA(1)
$
631

 
$
467

 
$
936

 
$
763

 
 
 
 
 
 
 
 
Tons of product sold (000s)
5,716

 
5,538

 
9,803

 
9,841

 
 
 
 
 
 
 
 
Supplemental data (per MMBtu):
 
 
 
 
 
 
 
Natural gas costs in cost of sales(2)
$
2.81

 
$
2.92

 
$
3.16

 
$
3.08

Realized derivatives loss (gain) in cost of sales(3)

 
0.03

 
(0.01
)
 
0.03

Cost of natural gas in cost of sales
$
2.81

 
$
2.95

 
$
3.15

 
$
3.11

 
 
 
 
 
 
 
 
Average daily market price of natural gas (per MMBtu):
 
 
 
 
 
 
 
Henry Hub
$
2.51

 
$
2.82

 
$
2.70

 
$
2.92

National Balancing Point UK
$
4.07

 
$
7.34

 
$
5.15

 
$
7.77

 
 
 
 
 
 
 
 
Unrealized net mark-to-market (gain) loss on natural gas derivatives
$
(1
)
 
$
(5
)
 
$
1

 
$
(8
)
Depreciation and amortization
$
252

 
$
241

 
$
440

 
$
434

Capital expenditures
$
74

 
$
77

 
$
154

 
$
145

 
 
 
 
 
 
 
 
Production volume by product tons (000s):
 
 
 
 
 
 
 
Ammonia(4)
2,661

 
2,460

 
5,228

 
4,968

Granular urea
1,324

 
1,228

 
2,630

 
2,379

UAN (32%)
1,589

 
1,557

 
3,226

 
3,362

AN
551

 
423

 
1,033

 
881

_______________________________________________________________________________
(1) 
See reconciliations of EBITDA and adjusted EBITDA to the most directly comparable GAAP measures in the tables accompanying this release.
(2) 
Includes the cost of natural gas and related transportation that is included in cost of sales during the period under the first-in, first-out inventory cost method.
(3) 
Includes realized gains and losses on natural gas derivatives settled during the period. Excludes unrealized mark-to-market gains and losses on natural gas derivatives.
(4) 
Gross ammonia production including amounts subsequently upgraded into other products.

    4    

Segment Results


Ammonia Segment

CF Industries’ ammonia segment produces anhydrous ammonia (ammonia), which is the company’s most concentrated form of nitrogen, containing 82 percent nitrogen. The results of the ammonia segment consist of sales of ammonia to external customers. In addition, ammonia is the “basic” nitrogen form that the company upgrades into other nitrogen products such as urea, UAN and AN.
 
Three months ended 
 June 30,
 
Six months ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(dollars in millions,
except per ton amounts)
Net sales
$
473

 
$
374

 
$
660

 
$
586

Cost of sales
300

 
272

 
466

 
460

Gross margin
$
173

 
$
102

 
$
194

 
$
126

Gross margin percentage
36.6
%
 
27.3
%
 
29.4
%
 
21.5
%
 
 
 
 
 
 
 
 
Sales volume by product tons (000s)
1,222

 
1,094

 
1,828

 
1,758

Sales volume by nutrient tons (000s)(1)
1,002

 
898

 
1,499

 
1,442

 
 
 
 
 
 
 
 
Average selling price per product ton
$
387

 
$
342

 
$
361

 
$
333

Average selling price per nutrient ton(1)
472

 
416

 
440

 
406

 
 
 
 
 
 
 
 
Adjusted gross margin(2):
 
 
 
 
 
 
 
Gross margin
$
173

 
$
102

 
$
194

 
$
126

Depreciation and amortization
53

 
52

 
82

 
77

Unrealized net mark-to-market gain on natural gas derivatives

 
(1
)
 

 
(2
)
Adjusted gross margin
$
226

 
$
153

 
$
276

 
$
201

Adjusted gross margin as a percent of net sales
47.8
%
 
40.9
%
 
41.8
%
 
34.3
%
 
 
 
 
 
 
 
 
Gross margin per product ton
$
142

 
$
93

 
$
106

 
$
72

Gross margin per nutrient ton(1)
173

 
114

 
129

 
87

Adjusted gross margin per product ton
185

 
140

 
151

 
114

Adjusted gross margin per nutrient ton(1)
226

 
170

 
184

 
139

_______________________________________________________________________________
(1) 
Nutrient tons represent the tons of nitrogen within the product tons.
(2) 
Adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton are non-GAAP financial measures. Adjusted gross margin is defined as gross margin excluding depreciation and amortization and unrealized net mark-to-market (gain) loss on natural gas derivatives. The company has presented adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton because management uses these measures, and believes they are useful to investors, as supplemental financial measures in the comparison of year-over-year performance. A reconciliation of adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton to gross margin, the most directly comparable GAAP measure, is provided in the table above. See “Note Regarding Non-GAAP Financial Measures” in this release.

Comparison of 2019 to 2018 first half and second quarter periods:

Ammonia sales volume increased for the first half of 2019 compared to 2018 due to greater supply availability as a result of increased production. Sales volume for the second quarter of 2019 increased compared to 2018 as cold and wet weather in North America shifted fertilizer shipments and applications out of the first quarter and into the second quarter.
Ammonia average selling prices increased for the first half and second quarter of 2019 compared to 2018 due to a tighter nitrogen supply and demand balance than the prior year periods.
Ammonia adjusted gross margin per ton increased for the first half and second quarter of 2019 compared to 2018 due primarily to higher average selling prices.

    5    


Granular Urea Segment

CF Industries’ granular urea segment produces granular urea, which contains 46 percent nitrogen. Produced from ammonia and carbon dioxide, it has the highest nitrogen content of any of the company’s solid nitrogen products.
 
Three months ended 
 June 30,
 
Six months ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(dollars in millions,
except per ton amounts)
Net sales
$
433

 
$
360

 
$
776

 
$
624

Cost of sales
251

 
255

 
479

 
444

Gross margin
$
182

 
$
105

 
$
297

 
$
180

Gross margin percentage
42.0
%
 
29.2
%
 
38.3
%
 
28.8
%
 
 
 
 
 
 
 
 
Sales volume by product tons (000s)
1,496

 
1,434

 
2,680

 
2,416

Sales volume by nutrient tons (000s)(1)
688

 
659

 
1,233

 
1,111

 
 
 
 
 
 
 
 
Average selling price per product ton
$
289

 
$
251

 
$
290

 
$
258

Average selling price per nutrient ton(1)
629

 
546

 
629

 
562

 
 
 
 
 
 
 
 
Adjusted gross margin(2):
 
 
 
 
 
 
 
Gross margin
$
182

 
$
105

 
$
297

 
$
180

Depreciation and amortization
79

 
81

 
145

 
140

Unrealized net mark-to-market (gain) loss on natural gas derivatives

 
(1
)
 
1

 
(2
)
Adjusted gross margin
$
261

 
$
185

 
$
443

 
$
318

Adjusted gross margin as a percent of net sales
60.3
%
 
51.4
%
 
57.1
%
 
51.0
%
 
 
 
 
 
 
 
 
Gross margin per product ton
$
122

 
$
73

 
$
111

 
$
75

Gross margin per nutrient ton(1)
265

 
159

 
241

 
162

Adjusted gross margin per product ton
174

 
129

 
165

 
132

Adjusted gross margin per nutrient ton(1)
379

 
281

 
359

 
286

_______________________________________________________________________________
(1) 
Nutrient tons represent the tons of nitrogen within the product tons.
(2) 
Adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton are non-GAAP financial measures. Adjusted gross margin is defined as gross margin excluding depreciation and amortization and unrealized net mark-to-market (gain) loss on natural gas derivatives. The company has presented adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton because management uses these measures, and believes they are useful to investors, as supplemental financial measures in the comparison of year-over-year performance. A reconciliation of adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton to gross margin, the most directly comparable GAAP measure, is provided in the table above. See “Note Regarding Non-GAAP Financial Measures” in this release.

Comparison of 2019 to 2018 first half and second quarter periods:

Granular urea sales volume increased for the first half and second quarter of 2019 compared to 2018 due to higher volumes of product available for sale as the company chose to increase granular urea production at the expense of UAN production.
Urea average selling prices improved in the first half and second quarter of 2019 compared to 2018 due to a tighter global nitrogen supply and demand balance than the prior year periods and logistical issues in North America that limited supply at some inland locations.
Granular urea adjusted gross margin per ton increased for the first half and second quarter of 2019 compared to 2018 due primarily to higher average selling prices.

    6    


UAN Segment

CF Industries’ UAN segment produces urea ammonium nitrate solution (UAN). UAN is a liquid product with nitrogen content that typically ranges from 28 percent to 32 percent and is produced by combining urea and ammonium nitrate in solution.
 
Three months ended 
 June 30,
 
Six months ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(dollars in millions,
except per ton amounts)
Net sales
$
369

 
$
339

 
$
625

 
$
622

Cost of sales
277

 
258

 
472

 
488

Gross margin
$
92

 
$
81

 
$
153

 
$
134

Gross margin percentage
24.9
%
 
23.9
%
 
24.5
%
 
21.5
%
 
 
 
 
 
 
 
 
Sales volume by product tons (000s)
1,871

 
1,820

 
3,139

 
3,489

Sales volume by nutrient tons (000s)(1)
591

 
575

 
987

 
1,102

 
 
 
 
 
 
 
 
Average selling price per product ton
$
197

 
$
186

 
$
199

 
$
178

Average selling price per nutrient ton(1)
624

 
590

 
633

 
564

 
 
 
 
 
 
 
 
Adjusted gross margin(2):
 
 
 
 
 
 
 
Gross margin
$
92

 
$
81

 
$
153

 
$
134

Depreciation and amortization
71

 
72

 
117

 
135

Unrealized net mark-to-market gain on natural gas derivatives
(1
)
 
(2
)
 

 
(3
)
Adjusted gross margin
$
162

 
$
151

 
$
270

 
$
266

Adjusted gross margin as a percent of net sales
43.9
%
 
44.5
%
 
43.2
%
 
42.8
%
 
 
 
 
 
 
 
 
Gross margin per product ton
$
49

 
$
45

 
$
49

 
$
38

Gross margin per nutrient ton(1)
156

 
141

 
155

 
122

Adjusted gross margin per product ton
87

 
83

 
86

 
76

Adjusted gross margin per nutrient ton(1)
274

 
263

 
274

 
241

_______________________________________________________________________________
(1) 
Nutrient tons represent the tons of nitrogen within the product tons.
(2) 
Adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton are non-GAAP financial measures. Adjusted gross margin is defined as gross margin excluding depreciation and amortization and unrealized net mark-to-market (gain) loss on natural gas derivatives. The company has presented adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton because management uses these measures, and believes they are useful to investors, as supplemental financial measures in the comparison of year-over-year performance. A reconciliation of adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton to gross margin, the most directly comparable GAAP measure, is provided in the table above. See “Note Regarding Non-GAAP Financial Measures” in this release.

Comparison of 2019 to 2018 first half and second quarter periods:

UAN sales volume for the first half of 2019 decreased compared to 2018 due to lower supply availability from lower production as the company chose to favor granular urea production over UAN as well as the impact of late planting in North America that delayed some fertilizer shipments and applications into the third quarter. Sales volume for the second quarter of 2019 was similar to the second quarter of 2018.
UAN average selling prices improved in the first half and second quarter of 2019 compared to 2018 due to a tighter nitrogen supply and demand balance than the prior year periods and logistical issues in North America that limited supply at some inland locations.

    7    


UAN adjusted gross margin per ton increased for the first half and second quarter of 2019 compared to 2018 due primarily to higher average selling prices.

    8    


AN Segment

CF Industries’ AN segment produces ammonium nitrate (AN). AN is used as a nitrogen fertilizer with nitrogen content between 29 percent to 35 percent, and also is used by industrial customers for commercial explosives and blasting systems. AN is produced at the company’s Yazoo City, Mississippi; Billingham, United Kingdom; and Ince, United Kingdom, complexes.
 
Three months ended 
 June 30,
 
Six months ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(dollars in millions,
except per ton amounts)
Net sales
$
126

 
$
124

 
$
253

 
$
224

Cost of sales
94

 
117

 
208

 
191

Gross margin
$
32

 
$
7

 
$
45

 
$
33

Gross margin percentage
25.4
%
 
5.6
%
 
17.8
%
 
14.7
%
 
 
 
 
 
 
 
 
Sales volume by product tons (000s)
528

 
568

 
1,029

 
985

Sales volume by nutrient tons (000s)(1)
179

 
193

 
345

 
333

 
 
 
 
 
 
 
 
Average selling price per product ton
$
239

 
$
218

 
$
246

 
$
227

Average selling price per nutrient ton(1)
704

 
642

 
733

 
673

 
 
 
 
 
 
 
 
Adjusted gross margin(2):
 
 
 
 
 
 
 
Gross margin
$
32

 
$
7

 
$
45

 
$
33

Depreciation and amortization
21

 
14

 
43

 
32

Unrealized net mark-to-market (gain) loss on natural gas derivatives

 

 

 

Adjusted gross margin
$
53

 
$
21

 
$
88

 
$
65

Adjusted gross margin as a percent of net sales
42.1
%
 
16.9
%
 
34.8
%
 
29.0
%
 
 
 
 
 
 
 
 
Gross margin per product ton
$
61

 
$
12

 
$
44

 
$
34

Gross margin per nutrient ton(1)
179

 
36

 
130

 
99

Adjusted gross margin per product ton
100

 
37

 
86

 
66

Adjusted gross margin per nutrient ton(1)
296

 
109

 
255

 
195

_______________________________________________________________________________
(1) 
Nutrient tons represent the tons of nitrogen within the product tons.
(2) 
Adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton are non-GAAP financial measures. Adjusted gross margin is defined as gross margin excluding depreciation and amortization and unrealized net mark-to-market (gain) loss on natural gas derivatives. The company has presented adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton because management uses these measures, and believes they are useful to investors, as supplemental financial measures in the comparison of year-over-year performance. A reconciliation of adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton to gross margin, the most directly comparable GAAP measure, is provided in the table above. See “Note Regarding Non-GAAP Financial Measures” in this release.

Comparison of 2019 to 2018 first half and second quarter periods:

AN sales volume increased for the first half of 2019 compared to 2018 due to strong demand for both agricultural and industrial use. Sales volume for the second quarter of 2019 was lower compared to 2018 due primarily to the timing of AN shipments in the United Kingdom in the first half of the year.
AN average selling prices improved for the first half and second quarter of 2019 compared to 2018 due to a tighter global nitrogen supply and demand balance than the prior year periods.

    9    


AN adjusted gross margin per ton was higher for the first half and second quarter of 2019 compared to 2018 due primarily to higher average selling prices and lower realized natural gas costs in the United Kingdom.

    10    


Other Segment

CF Industries’ Other segment includes diesel exhaust fluid (DEF), urea liquor, nitric acid and compound fertilizer products (NPKs).
 
Three months ended 
 June 30,
 
Six months ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(dollars in millions,
except per ton amounts)
Net sales
$
101

 
$
103

 
$
189

 
$
201

Cost of sales
81

 
86

 
159

 
172

Gross margin
$
20

 
$
17

 
$
30

 
$
29

Gross margin percentage
19.8
%
 
16.5
%
 
15.9
%
 
14.4
%
 
 
 
 
 
 
 
 
Sales volume by product tons (000s)
599

 
622

 
1,127

 
1,193

Sales volume by nutrient tons (000s)(1)
121

 
122

 
224

 
233

 
 
 
 
 
 
 
 
Average selling price per product ton
$
169

 
$
166

 
$
168

 
$
168

Average selling price per nutrient ton(1)
835

 
844

 
844

 
863

 
 
 
 
 
 
 
 
Adjusted gross margin(2):
 
 
 
 
 
 
 
Gross margin
$
20

 
$
17

 
$
30

 
$
29

Depreciation and amortization
19

 
14

 
36

 
31

Unrealized net mark-to-market gain on natural gas derivatives

 
(1
)
 

 
(1
)
Adjusted gross margin
$
39

 
$
30

 
$
66

 
$
59

Adjusted gross margin as a percent of net sales
38.6
%
 
29.1
%
 
34.9
%
 
29.4
%
 
 
 
 
 
 
 
 
Gross margin per product ton
$
33

 
$
27

 
$
27

 
$
24

Gross margin per nutrient ton(1)
165

 
139

 
134

 
124

Adjusted gross margin per product ton
65

 
48

 
59

 
49

Adjusted gross margin per nutrient ton(1)
322

 
246

 
295

 
253

_______________________________________________________________________________
(1) 
Nutrient tons represent the tons of nitrogen within the product tons.
(2) 
Adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton are non-GAAP financial measures. Adjusted gross margin is defined as gross margin excluding depreciation and amortization and unrealized net mark-to-market (gain) loss on natural gas derivatives. The company has presented adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton because management uses these measures, and believes they are useful to investors, as supplemental financial measures in the comparison of year-over-year performance. A reconciliation of adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton to gross margin, the most directly comparable GAAP measure, is provided in the table above. See “Note Regarding Non-GAAP Financial Measures” in this release.

Comparison of 2019 to 2018 first half and second quarter periods:

Other segment sales volumes decreased for the first half and second quarter of 2019 compared to the prior year periods primarily due to lower nitric acid and NPK sales partially offset by higher sales of DEF.
Other average selling prices in the first half and second quarter of 2019 were essentially unchanged compared to the prior year periods.
Other segment adjusted gross margin per ton was higher for the first half and second quarter of 2019 compared to 2018 primarily due to lower realized natural gas costs partially offset by higher freight costs.

    11    


Dividend Payment

On July 18, 2019, CF Industries’ Board of Directors declared a quarterly dividend of $0.30 per common share. The dividend will be paid on August 30, 2019 to stockholders of record as of August 15, 2019.

Conference Call

CF Industries will hold a conference call to discuss its second quarter 2019 results at 11:00 a.m. ET on Thursday, August 1, 2019. This conference call will include discussion of CF Industries’ business environment and outlook. Investors can access the call and find dial-in information on the Investor Relations section of the company’s website at www.cfindustries.com.

About CF Industries Holdings, Inc.

CF Industries is a leading global fertilizer and chemical company with outstanding operational capabilities and a cost-advantaged production and distribution platform. Our 3,000 employees operate world-class manufacturing complexes in Canada, the United Kingdom and the United States. We serve our customers in North America through an unparalleled production, storage, transportation and distribution network. We also reach a global customer base with exports from our Donaldsonville, Louisiana, plant, the world’s largest and most flexible nitrogen complex. Additionally, we move product to international destinations from our Verdigris, Oklahoma, facility; our Yazoo City, Mississippi, facility; our Billingham and Ince facilities in the United Kingdom; and a joint venture ammonia facility in the Republic of Trinidad and Tobago in which we own a 50 percent interest. CF Industries routinely posts investor announcements and additional information on the company’s website at www.cfindustries.com and encourages those interested in the company to check there frequently.

Note Regarding Non-GAAP Financial Measures

The company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). Management believes that EBITDA, EBITDA per ton, EBITDA as a percent of net sales, adjusted EBITDA, adjusted EBITDA per ton, adjusted EBITDA as a percent of net sales, free cash flow, and, on a segment basis, adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton, which are non-GAAP financial measures, provide additional meaningful information regarding the company’s performance and financial strength. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the company’s reported results prepared in accordance with GAAP. In addition, because not all companies use identical calculations, EBITDA, EBITDA per ton, EBITDA as a percent of net sales, adjusted EBITDA, adjusted EBITDA per ton, adjusted EBITDA as a percent of net sales, free cash flow, adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton, included in this release may not be comparable to similarly titled measures of other companies. Reconciliations of EBITDA, EBITDA per ton, EBITDA as a percent of net sales, adjusted EBITDA, adjusted EBITDA per ton, adjusted EBITDA as a percent of net sales, and free cash flow to the most directly comparable GAAP measures are provided in the tables accompanying this release under “CF Industries Holdings, Inc.-Selected Financial Information-Non-GAAP Disclosure Items.” Reconciliations of adjusted gross margin, adjusted gross margin as a percent of net sales and adjusted gross margin per product ton and per nutrient ton to the most directly comparable GAAP measures are provided in the segment tables included in this release.

Safe Harbor Statement

All statements in this communication by CF Industries Holdings, Inc. (together with its subsidiaries, the “Company”), other than those relating to historical facts, are forward-looking statements. Forward-looking statements can generally be identified by their use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “will” or “would” and similar terms and phrases, including references to assumptions. Forward-looking statements are not guarantees of future performance and are subject to a number of assumptions, risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results to differ materially from such statements. These statements may include, but are not limited to, statements about strategic plans and statements about future financial and operating results.

Important factors that could cause actual results to differ materially from those in the forward-looking statements include, among others, the cyclical nature of the Company’s business and the impact of global supply and demand on the Company’s selling prices; the global commodity nature of the Company’s fertilizer products, the conditions in

    12    


the international market for nitrogen products, and the intense global competition from other fertilizer producers; conditions in the U.S. and European agricultural industry; the volatility of natural gas prices in North America and Europe; difficulties in securing the supply and delivery of raw materials, increases in their costs or delays or interruptions in their delivery; reliance on third party providers of transportation services and equipment; the significant risks and hazards involved in producing and handling the Company’s products against which the Company may not be fully insured; the Company’s ability to manage its indebtedness; operating and financial restrictions imposed on the Company by the agreements governing the Company’s senior secured indebtedness; risks associated with the Company’s incurrence of additional indebtedness; the Company’s ability to maintain compliance with covenants under the agreements governing its indebtedness; downgrades of the Company’s credit ratings; risks associated with cyber security; weather conditions; risks associated with changes in tax laws and disagreements with taxing authorities; the Company’s reliance on a limited number of key facilities; potential liabilities and expenditures related to environmental, health and safety laws and regulations and permitting requirements; future regulatory restrictions and requirements related to greenhouse gas emissions; risks associated with expansions of the Company’s business, including unanticipated adverse consequences and the significant resources that could be required; the seasonality of the fertilizer business; the impact of changing market conditions on the Company’s forward sales programs; risks involving derivatives and the effectiveness of the Company’s risk measurement and hedging activities; risks associated with the operation or management of the strategic venture with CHS (the “CHS Strategic Venture”), risks and uncertainties relating to the market prices of the fertilizer products that are the subject of the supply agreement with CHS over the life of the supply agreement, and the risk that any challenges related to the CHS Strategic Venture will harm the Company’s other business relationships; risks associated with the Company’s Point Lisas Nitrogen Limited joint venture; acts of terrorism and regulations to combat terrorism; risks associated with international operations; and deterioration of global market and economic conditions.

More detailed information about factors that may affect the Company’s performance and could cause actual results to differ materially from those in any forward-looking statements may be found in CF Industries Holdings, Inc.’s filings with the Securities and Exchange Commission, including CF Industries Holdings, Inc.’s most recent annual and quarterly reports on Form 10-K and Form 10-Q, which are available in the Investor Relations section of the Company’s web site. Forward-looking statements are given only as of the date of this communication and the Company disclaims any obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

For additional information:
 
Media
Investors
Chris Close
Martin Jarosick
Director, Corporate Communications
Vice President, Investor Relations
847-405-2542 - cclose@cfindustries.com
847-405-2045 - mjarosick@cfindustries.com



    13    



CF INDUSTRIES HOLDINGS, INC.
SELECTED FINANCIAL INFORMATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
 
Three months ended 
 June 30,
 
Six months ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(in millions, except per share amounts)
Net sales
$
1,502

 
$
1,300

 
$
2,503

 
$
2,257

Cost of sales
1,003

 
988

 
1,784

 
1,755

Gross margin
499

 
312

 
719

 
502

Selling, general and administrative expenses
62

 
53

 
120

 
110

Other operating—net
(37
)
 
3

 
(33
)
 
(18
)
Total other operating costs and expenses
25

 
56

 
87

 
92

Equity in earnings of operating affiliate
1

 
18

 
8

 
25

Operating earnings
475

 
274

 
640

 
435

Interest expense
59

 
61

 
119

 
121

Interest income
(4
)
 
(2
)
 
(8
)
 
(5
)
Other non-operating—net
(2
)
 
(3
)
 
(3
)
 
(4
)
Earnings before income taxes
422

 
218

 
532

 
323

Income tax provision
102

 
44

 
94

 
61

Net earnings
320

 
174

 
438

 
262

Less: Net earnings attributable to noncontrolling interests
37

 
26

 
65

 
51

Net earnings attributable to common stockholders
$
283

 
$
148

 
$
373

 
$
211

 
 
 
 
 
 
 
 
Net earnings per share attributable to common stockholders:
 
 
 
 
 
 
 
Basic
$
1.28

 
$
0.63

 
$
1.68

 
$
0.90

Diluted
$
1.28

 
$
0.63

 
$
1.67

 
$
0.90

Weighted-average common shares outstanding:
 
 
 
 
 

 
 

Basic
221.1

 
234.0

 
222.2

 
233.9

Diluted
222.3

 
234.9

 
223.4

 
234.8



    14    


CF INDUSTRIES HOLDINGS, INC.
SELECTED FINANCIAL INFORMATION
CONDENSED CONSOLIDATED BALANCE SHEETS

 
(unaudited)
 
 
 
June 30,
2019
 
December 31, 2018
 
(in millions)
Assets
 

 
 

Current assets:
 

 
 

Cash and cash equivalents
$
858

 
$
682

Accounts receivable—net
313

 
235

Inventories
290

 
309

Prepaid income taxes
1

 
28

Other current assets
26

 
20

Total current assets
1,488

 
1,274

Property, plant and equipment—net
8,336

 
8,623

Investment in affiliate
101

 
93

Goodwill
2,353

 
2,353

Operating lease right-of-use assets
281

 

Other assets
304

 
318

Total assets
$
12,863

 
$
12,661

 
 
 
 
Liabilities and Equity
 

 
 

Current liabilities:
 

 
 

Accounts payable and accrued expenses
$
416

 
$
545

Income taxes payable
13

 
5

Customer advances
21

 
149

Current operating lease liabilities
89

 

Current maturities of long-term debt
498

 

Other current liabilities
5

 
6

Total current liabilities
1,042

 
705

Long-term debt, net of current maturities
4,203

 
4,698

Deferred income taxes
1,207

 
1,117

Operating lease liabilities
197

 

Other liabilities
396

 
410

Equity:
 

 
 

Stockholders’ equity
3,066

 
2,958

Noncontrolling interest
2,752

 
2,773

Total equity
5,818

 
5,731

Total liabilities and equity
$
12,863

 
$
12,661



    15    


CF INDUSTRIES HOLDINGS, INC.
SELECTED FINANCIAL INFORMATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
 
Three months ended 
 June 30,
 
Six months ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(in millions)
Operating Activities:
 
 
 
 
 
 
 
Net earnings
$
320

 
$
174

 
$
438

 
$
262

Adjustments to reconcile net earnings to net cash provided by operating activities:
 
 
 
 
 

 
 

Depreciation and amortization
252

 
241

 
440

 
434

Deferred income taxes
71

 
(27
)
 
85

 
2

Stock-based compensation expense
11

 
5

 
17

 
11

Unrealized net (gain) loss on natural gas derivatives
(1
)
 
(5
)
 
1

 
(8
)
Unrealized loss on embedded derivative
1

 
1

 
2

 
1

Gain on disposal of property, plant and equipment
(46
)
 

 
(45
)
 

Undistributed earnings of affiliate—net of taxes
(2
)
 

 
(10
)
 
(3
)
Changes in:
 

 
 

 
 

 
 

Accounts receivable—net
(50
)
 
(95
)
 
(78
)
 
(34
)
Inventories
122

 
118

 
21

 
21

Accrued and prepaid income taxes
11

 
66

 
35

 
52

Accounts payable and accrued expenses
(29
)
 
(22
)
 
(94
)
 
(46
)
Customer advances
(280
)
 
(133
)
 
(128
)
 
(68
)
Other—net
7

 
(7
)
 
9

 
(26
)
Net cash provided by operating activities
387

 
316

 
693

 
598

Investing Activities:
 

 
 

 
 

 
 

Additions to property, plant and equipment
(74
)
 
(77
)
 
(154
)
 
(145
)
Proceeds from sale of property, plant and equipment
58

 
8

 
63

 
16

Distributions received from unconsolidated affiliate

 
6

 

 
10

Other—net

 

 

 
1

Net cash used in investing activities
(16
)
 
(63
)
 
(91
)
 
(118
)
Financing Activities:
 

 
 

 
 

 
 

Financing fees

 

 

 
1

Dividends paid on common stock
(66
)
 
(70
)
 
(133
)
 
(140
)
Acquisition of noncontrolling interests in TNCLP

 
(388
)
 

 
(388
)
Distributions to noncontrolling interests

 

 
(86
)
 
(59
)
Purchases of treasury stock
(122
)
 

 
(209
)
 

Issuances of common stock under employee stock plans
4

 
2

 
6

 
4

Shares withheld for taxes

 

 
(4
)
 
(1
)
Net cash used in financing activities
(184
)
 
(456
)
 
(426
)
 
(583
)
Effect of exchange rate changes on cash and cash equivalents

 
(5
)
 

 
(4
)
Increase (decrease) in cash and cash equivalents
187

 
(208
)
 
176

 
(107
)
Cash and cash equivalents at beginning of period
671

 
936

 
682

 
835

Cash and cash equivalents at end of period
$
858

 
$
728

 
$
858

 
$
728


    16    


CF INDUSTRIES HOLDINGS, INC.
SELECTED FINANCIAL INFORMATION
NON-GAAP DISCLOSURE ITEMS
Reconciliation of net earnings attributable to common stockholders, net earnings attributable to common stockholders per ton and net earnings attributable to common stockholders as a percent of net sales (GAAP measures) to EBITDA, EBITDA per ton, EBITDA as a percent of net sales, adjusted EBITDA, adjusted EBITDA per ton and adjusted EBITDA as a percent of net sales (non-GAAP measures), as applicable:
EBITDA is defined as net earnings attributable to common stockholders plus interest expensenet, income taxes and depreciation and amortization. Other adjustments include the elimination of loan fee amortization that is included in both interest and amortization, and the portion of depreciation that is included in noncontrolling interests.
The company has presented EBITDA, EBITDA per ton and EBITDA as a percent of net sales because management uses these measures to track performance and believes that they are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the industry.
Adjusted EBITDA is defined as EBITDA adjusted with the selected items included in EBITDA as summarized in the table below. The company has presented adjusted EBITDA, adjusted EBITDA per ton and adjusted EBITDA as a percent of net sales because management uses these measures, and believes they are useful to investors, as supplemental financial measures in the comparison of year-over-year performance.
 
Three months ended 
 June 30,
 
Six months ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(in millions)
Net earnings
$
320

 
$
174

 
$
438

 
$
262

Less: Net earnings attributable to noncontrolling interests
(37
)
 
(26
)
 
(65
)
 
(51
)
Net earnings attributable to common stockholders
283

 
148

 
373

 
211

Interest expense—net
55

 
59

 
111

 
116

Income tax provision
102

 
44

 
94

 
61

Depreciation and amortization
252

 
241

 
440

 
434

Less other adjustments:
 
 
 
 
 
 
 
Depreciation and amortization in noncontrolling interests(1)
(18
)
 
(20
)
 
(41
)
 
(46
)
Loan fee amortization(2)
(2
)
 
(2
)
 
(4
)
 
(4
)
EBITDA
672

 
470

 
973

 
772

Unrealized net mark-to-market (gain) loss on natural gas derivatives
(1
)
 
(5
)
 
1

 
(8
)
Loss (gain) on foreign currency transactions including intercompany loans
5

 
2

 
7

 
(3
)
Gain on sale of Pine Bend facility
(45
)
 

 
(45
)
 

Costs related to acquisition of TNCLP units

 

 

 
2

Total adjustments
(41
)

(3
)

(37
)

(9
)
Adjusted EBITDA
$
631


$
467


$
936


$
763

 
 
 
 
 
 
 
 
Net sales
$
1,502

 
$
1,300

 
$
2,503

 
$
2,257

Tons of product sold (000s)
5,716

 
5,538

 
9,803

 
9,841

 
 
 
 
 
 
 
 
Net earnings attributable to common stockholders as a percent of net sales
18.8
%

11.4
%

14.9
%

9.3
%
Net earnings attributable to common stockholders per ton
$
49.51


$
26.72


$
38.05


$
21.44

EBITDA as a percent of net sales
44.7
%

36.2
%

38.9
%

34.2
%
EBITDA per ton
$
117.56


$
84.87


$
99.26


$
78.45

Adjusted EBITDA as a percent of net sales
42.0
%

35.9
%

37.4
%

33.8
%
Adjusted EBITDA per ton
$
110.39


$
84.33


$
95.48


$
77.53

_______________________________________________________________________________
(1) 
For the three and six months ended June 30, 2019, and the three months ended June 30, 2018, amount relates only to CFN, as we purchased the remaining publicly traded common units of Terra Nitrogen Company, L.P. (TNCLP) on April 2, 2018. For the six months ended June 30, 2018, amount includes $42 million related to CFN and $4 million related to TNCLP.
(2) 
Loan fee amortization is included in both interest expense—net and depreciation and amortization.

    17    


CF INDUSTRIES HOLDINGS, INC.
SELECTED FINANCIAL INFORMATION
NON-GAAP DISCLOSURE ITEMS (CONTINUED)
Reconciliation of net cash provided by operating activities (GAAP measure) to free cash flow (non-GAAP measure):
Free cash flow is defined as net cash provided by operating activities, as stated in the consolidated statements of cash flows, reduced by capital expenditures and distributions to noncontrolling interests. The company has presented free cash flow because management uses this measure and believes it is useful to investors, as an indication of the strength of the company and its ability to generate cash and to evaluate the company’s cash generation ability relative to its industry competitors.
 
Six months ended
 
Twelve months ended
 
June 30, 2019
 
June 30, 2019
 
 
 
 
Net cash provided by operating activities
$
693

 
$
1,592

Capital expenditures
(154
)
 
(431
)
Distributions to noncontrolling interests
(86
)
 
(166
)
Free cash flow
$
453

 
$
995



    18    
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