The following is an excerpt from a S-4/A SEC Filing, filed by MOSAIC CO on 8/10/2004.
-- Use Sections To Navigate Through The Document --
FORM S-4/A
Subject to Completion, dated August 9, 2004
REFERENCES TO ADDITIONAL INFORMATION
TABLE OF CONTENTS
SUMMARY OF THE PROXY STATEMENT/PROSPECTUS
Management of Mosaic Following the Transactions (Page 145)
Market Prices of IMC Common Stock on Important Dates
SELECTED HISTORICAL CONSOLIDATED FINANCIAL DATA
SELECTED HISTORICAL CONSOLIDATED FINANCIAL DATA OF IMC
SELECTED UNAUDITED PRO FORMA COMBINED FINANCIAL DATA
RISK FACTORS
Risks Related to the Transactions
Risks Related to IMC's Indebtedness Following Completion of ...
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
THE MERGER AND CONTRIBUTION AGREEMENT
MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES
MOSAIC BUSINESS
Employees
Competition
Legal Proceedings
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION ...
Liquidity and Capital Resources
Quantitative and Qualitative Disclosures About Market Risk
NAME AND TITLE
SECURITY OWNERSHIP OF MANAGEMENT AND
BENEFICIAL OWNERS
BENEFICIAL OWNERS
BENEFICIAL OWNERS
Transfer Agent and Registrar
Required Vote for Certain Transactions
Stockholder Rights Plan
EXPERTS
LEGAL MATTERS
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
BALANCE SHEET
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
BALANCE SHEET
INCOME STATEMENT
CASH FLOW
STOCKHOLDERS EQUITY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
OPTIONS
INDEPENDENT AUDITORS' REPORT
BALANCE SHEET
BALANCE SHEET
INCOME STATEMENT
STOCKHOLDERS EQUITY
CASH FLOW
BALANCE SHEET
INCOME STATEMENT
REPORT OF INDEPENDENT REGISTERED CHARTERED ACCOUNTANTS
INCOME STATEMENT
CASH FLOW
INCOME STATEMENT
LEFT BLANK; SIGNATURE PAGE FOLLOWS]
Section 2.11 Compensation of Directors. Directors, as such, ...
PART II
Item 20. Indemnification of Directors and Officers
Item 21. Exhibits
Item 22. Undertakings
EXHIBIT INDEX
EXHIBIT 12.1
RATIO COMPUTATION
EXHIBIT 12.2
RATIO COMPUTATION
EXHIBIT 23.1
Consent of Independent Auditors
EXHIBIT 23.2
Consent of Independent Registered Public Accounting Firm
EXHIBIT 23.3
Consent of Independent Registered Public Accounting Firm
EXHIBIT 23.4
Independent Auditors' Consent
EXHIBIT 23.5
CONSENT OF INDEPENDENT REGISTERED CHARTERED ACCOUNTANTS
EXHIBIT 99.1
EXHIBIT 99.2
EXHIBIT 99.8
EXHIBIT 99.9
MOSAIC CO - S-4/A - 20040810 - RISK_FACTORS
RISK FACTORS
The proposed
transactions and the future performance of Mosaic common stock involve a number of risks, some of which could be substantial and many of which are inherent in IMCs business and/or the Cargill Fertilizer Businesses on a stand-alone basis. By
voting in favor of adoption of the merger and contribution agreement, you will be choosing to become a Mosaic common stockholder. Before you vote for adoption of the merger and contribution agreement, please carefully consider the risks described
below. The risks and uncertainties described below are believed by IMC and Cargill to be all of the material risks facing the transactions and Mosaic.