================================================================================
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): APRIL 11, 2006
----------
THE MOSAIC COMPANY
(Exact name of registrant as specified in its charter)
----------
Delaware 001-32327 20-0891589
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3033 Campus Drive
Suite E490
Plymouth, Minnesota 55441
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (800) 918-8270
NOT APPLICABLE
(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):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
================================================================================
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
The following information is being "furnished" in accordance with General
Instruction B.2. of Form 8-K and shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of that section, nor shall it be
deemed to be incorporated by reference in any filing under the Securities Act of
1933, as amended (the "Securities Act"), or the Exchange Act, except as
expressly set forth by specific reference in such filing:
Furnished herewith as Exhibit 99.1 and incorporated by reference herein is
the text of The Mosaic Company's announcement regarding its earnings and results
of operations for the fiscal quarter ended February 28, 2006, as presented in a
press release issued on April 11, 2006.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
Reference is made to the Exhibit Index hereto with respect to the exhibit
furnished herewith. The exhibit listed in the Exhibit Index hereto is being
"furnished" in accordance with General Instruction B.2. of Form 8-K and shall
not be deemed "filed" for purposes of Section 18 of the Exchange Act, or
otherwise subject to the liabilities of that section, nor shall it be deemed to
be incorporated by reference in any filing under the Securities Act or the
Exchange Act, except as expressly set forth by specific reference in such
filing.
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.
THE MOSAIC COMPANY
Date: April 11, 2006 By: /s/ Richard L. Mack
-------------------------------
Name: Richard L. Mack
Title: Senior Vice President, General
Counsel and Corporate Secretary
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
----------- -----------------------------------------------------------
99.1 Press release, dated April 11, 2006, of The Mosaic Company.