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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-K
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
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THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended June 30, 1996
Commission file number 1-9759
IMC GLOBAL INC.
(Exact name of registrant as specified in its charter)
Delaware 36-3492467
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2100 Sanders Road
Northbrook, Illinois 60062
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847) 272-9200
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
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Common Stock, par value $1 per share New York Stock Exchange
Preferred Share Purchase Rights Chicago Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: NONE
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes X . No .
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Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy
or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [ ]
Aggregate market value of the voting stock held by non-affiliates of
the registrant: $3,601,843,400 as of August 30, 1996. Market value is
based on the August 30, 1996 closing price of Registrant's Common Stock
as reported on the New York Stock Exchange Composite Transactions for
such date.
APPLICABLE ONLY TO CORPORATE REGISTRANTS: Indicate the number of
shares outstanding of each of the registrant's classes of common stock:
92,419,558 shares, excluding 5,545,884 treasury shares as of August 30,
1996.
DOCUMENTS INCORPORATED BY REFERENCE, IN PART: Information required by
Items 6, 7 and 8 of Part II is incorporated by reference to the
sections of the Registrant's 1996 Annual Report to Stockholders
described in such Items. Information required by Items 10, 11, 12 and
13 of Part III is incorporated by reference to the sections of the
Registrant's definitive proxy statement for the Annual Meeting of
Stockholders to be held on October 17, 1996 described in such Items.
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1996 FORM 10-K CONTENTS
Item Page
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Part I:
1. Business 1
Company Profile 1
Business Unit Information 2
Factors Affecting Demand 10
Other Matters 10
2. Properties 13
3. Legal Proceedings 13
4. Submission of Matters to a Vote of Security Holders 15
Executive Officers of the Registrant 15
Part II:
5. Market for the Registrant's Common Stock and Related
Stockholder Matters 16
6. Selected Financial Data 16
7. Management's Discussion and Analysis of Financial
Condition and Results of Operations 16
8. Financial Statements and Supplementary Data 16
9. Changes in and Disagreements with Accountants
on Accounting and Financial Disclosure 17
Part III:
10. Directors and Executive Officers of the Registrant 17
11. Executive Compensation 17
12. Security Ownership of Certain Beneficial Owners
and Management 17
13. Certain Relationships and Related Transactions 17
Part IV:
14. Exhibits, Financial Statement Schedules and Reports
on Form 8-K 17
Signatures 28
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PART I.
Item 1. Business.
COMPANY PROFILE
IMC Global Inc. (the Company) is one of the world's leading
producers of crop nutrients for the international agricultural
community and is one of the foremost distributors in the United States
of crop nutrients and related products through its retail and wholesale
distribution networks. The Company mines, processes and distributes
potash in the United States and Canada and is a joint venture partner
in IMC-Agrico Company (IMC-Agrico), a leading producer, marketer and
distributor of phosphate crop nutrients and animal feed ingredients.
The Company believes that it is one of the most efficient North
American producers of concentrated phosphates and potash. The
Company's retail distribution network, which extends principally to
corn and soybean farmers in the eastern midwest and to cotton, peanut
and vegetable farmers in the southeastern United States, is one of the
preeminent distributors of crop nutrients and related products. The
Company also manufactures nitrogen-based and other high-value crop
nutrients which are marketed on a dealer basis, principally in the
midwestern and southeastern United States. In addition, the Company
sells specialty lawn and garden, turf and nursery products on a
national basis and ice-melter products in the midwest and eastern
snowbelt states.
Phosphorus, contained in phosphate rock, potassium, contained in
potash, and nitrogen constitute the three major nutrients required for
plant growth. Phosphorus plays a key role in the photosynthesis
process. Potassium is an important regulator of plants' physiological
functions. Nitrogen is an essential element for most organic compounds
and plants. These elements are naturally present in the soil but need
to be replaced through the use of crop nutrients as crops exhaust them.
Currently, no viable crop nutrient substitutes exist to promote the
development and maintenance of high-yield crops.
The Company's business strategy focuses on maintaining and growing
its leading position as a crop nutrient producer and supplier through
extensive customer service, efficient distribution and transportation
and supplying products worldwide at competitive prices by taking
advantage of economies of scale and state-of-the-art technology to
reduce costs. The Company intends to continue to expand its product
distribution and marketing throughout the world through export
associations and its international sales force.
On March 1, 1996, the Company completed a merger (Merger) with The
Vigoro Corporation (Vigoro), which resulted in Vigoro becoming a
subsidiary of the Company. The Merger enables the Company to, among
other things, broaden its business mix and reduce the relative
importance of generally more price-volatile phosphate-based crop
nutrients to the Company's consolidated results. In addition, the
Merger has expanded the Company's potash customer base to include
industrial customers, whereas shipments of potash were previously made
primarily to agricultural users. Vigoro also has a significant retail
distribution network, giving it direct contact with farmers, the
principal consumers of crop nutrient products. Prior to the Merger, a
limited amount of products were sold directly to farmers. Following
the Merger, the Company restructured its operations into five business
units corresponding to its major product lines as follows: IMC-Agrico
Crop Nutrients (phosphates), IMC Kalium (potash), IMC AgriBusiness
(retail distribution), IMC-Agrico Feed Ingredients (animal feed) and
IMC Vigoro (specialty products).
On July 1, 1993, IMC Global Operations Inc., a wholly-owned
subsidiary of the Company, and Freeport-McMoRan Resource Partners,
Limited Partnership (FRP) entered into a joint venture partnership in
which both companies contributed their respective phosphate businesses,
including the mining and sale of phosphate rock and the production,
distribution and sale of concentrated phosphates, uranium oxide and
related products, to IMC-Agrico, a Delaware general partnership. The
Company has a 56.5 percent interest in IMC-Agrico over the term of the
partnership. IMC-Agrico is governed by a Policy Committee, which has
equal representation from the Company and FRP, and is operated by the
Company. In October 1995, IMC-Agrico acquired the animal feed
operations of Mallinckrodt Group Inc.
All information in this Annual Report on Form 10-K has been
adjusted to give effect to the Merger.
This Annual Report on Form 10-K contains certain forward-looking
statements concerning, among other things, the effects of the Merger,
various trends relating to the Company's economic performance and the
financial condition of the Company. Such statements are subject to
various risks and uncertainties which could cause the Company's actual
results to differ materially from those currently anticipated.
BUSINESS UNIT INFORMATION
The amounts and relative proportions of net sales and operating
earnings contributed by the business units of the Company have varied
from year to year and may continue to do so in the future as a result
of changing business, economic and competitive conditions as well as
technical developments.
The following business unit discussion should be read in
conjunction with the information contained under the heading
"Management's Discussion and Analysis of Results of Operations and
Financial Condition" in the Company's 1996 Annual Report to
Stockholders which is incorporated herein by reference.
IMC-Agrico Crop Nutrients
Net sales for the IMC-Agrico Crop Nutrients business unit were
$1,747.8 million, $1,559.0 million and $1,131.0 million for the years
ended June 30, 1996, 1995 and 1994, respectively.
IMC-Agrico is a leading United States miner of phosphate rock with
25 million tons of annual capacity. IMC-Agrico's central Florida
phosphate mining operations and plants produce phosphate rock, which is
one of the primary raw materials used in the production of concentrated
phosphates.
IMC-Agrico is also the leading United States producer of
concentrated phosphates with an annual capacity of approximately four
million tons of phosphoric acid (P2O5 equivalent). P2O5 is an industry
term indicating a product's phosphate content measured chemically in
units of phosphorous pentoxide. IMC-Agrico's concentrated phosphate
products are marketed worldwide to crop nutrient manufacturers,
distributors and retailers.
IMC-Agrico's concentrated phosphate production facilities are
located in central Florida and Louisiana. Its annual capacity
represents approximately 32 percent of total U. S. concentrated
phosphate production capacity and 11 percent of world capacity. The
Florida concentrated phosphate facilities consist of three plants: New
Wales, Nichols and South Pierce. The New Wales complex is the largest
concentrated phosphate plant in the world with an estimated annual
capacity of nearly 1.8 million tons of phosphoric acid
(P2O5equivalent). New Wales primarily produces four forms of
concentrated phosphates: diammonium (DAP) and monoammonium (MAP)
phosphate, granular triple superphosphate (GTSP) and merchant grade
phosphoric acid. The Nichols facility manufactures phosphoric acid and
DAP and the South Pierce plant produces phosphoric acid and GTSP. The
Louisiana concentrated phosphate facilities consist of three plants:
Uncle Sam, Faustina and Taft. The Uncle Sam plant produces phosphoric
acid which is then shipped to the Faustina and Taft plants where it is
used to produce DAP and granular MAP. The Faustina plant manufactures
DAP, granular MAP, urea and ammonia. The Taft facility manufactures
only DAP. Concentrated phosphate operations are managed to balance
IMC-Agrico's output with customer needs. Currently, the Nichols
complex is temporarily idled pending improvement of market conditions.
Phosphate rock, sulphur and ammonia are the three principal raw
materials used in the production of concentrated phosphates.
Phosphate Rock
IMC-Agrico's phosphate mining operations and beneficiation plants
are located in central Florida. IMC-Agrico extracts phosphate ore
through surface mining after removal of a 10 to 50 foot layer of sandy
overburden and then processes the ore at one of its six currently
operating beneficiation plants (one additional plant has been idle
since 1986) where the ore goes through washing, screening, sizing and
flotation procedures designed to separate it from sands, clays and
other foreign materials. IMC-Agrico's rock production volume for the
years ended June 30, 1996, 1995 and 1994 totaled 23.7 million, 24.4
million and 18.1 million tons, respectively. Although IMC-Agrico sells
phosphate rock to other crop nutrient manufacturers and distributors
throughout the world, it primarily uses phosphate rock internally in
the production of concentrated phosphates. Tons used captively,
primarily in the manufacture of concentrated phosphates, totaled 14.7
million, 14.3 million and 12.4 million for the years ended June 30,
1996, 1995 and 1994, respectively, representing 62 percent, 59 percent
and 69 percent, respectively, of total tons produced. Product
shipments to customers totaled 7.6 million, 10.7 million and 8.8
million for the years ended June 30, 1996, 1995 and 1994, respectively.
IMC-Agrico estimates its proven reserves to be 404 million tons of
phosphate rock as of June 30, 1996. These reserves are controlled by
IMC-Agrico through ownership, long-term lease, royalty or purchase
option agreements. Reserve grades range from 58.0 percent to 78.0
percent bone phosphate of lime (BPL), with an average grade of 66.5
percent BPL. BPL is the standard industry term used to grade phosphate
rock. The phosphate rock mined by IMC-Agrico in the last three years
averaged 66.5 percent BPL, which is typical for phosphate rock mined in
Florida during this period. The Company estimates its proven reserves
based upon the performance of exploration drilling and technical and
economic analyses to determine that reserves so classified can be
economically mined at market prices estimated to prevail during the
next five years.
IMC-Agrico also owns or controls phosphate rock resources south of
its current operations in central Florida (South Florida Resources).
Resources are mineralized deposits which are believed to be
economically recoverable at market prices estimated to prevail within
the next five years, but for which additional prospect data and/or
analyses, including further geological work, drilling and economic and
mining feasibility studies, are required before they can be classified
as proven reserves. Based upon its preliminary analysis of these
resources, IMC-Agrico believes that these mineralized deposits differ
in physical and chemical characteristics from those historically mined
by IMC-Agrico but are similar to reserves being mined in the southern
part of its current operations. The South Florida Resources contain
estimated recoverable phosphate rock of approximately 330 million tons
with an average grade of approximately 66.0 percent BPL. Some of these
resources are located in what may be classified as unmineable wetland
areas under standards set forth in current state and federal dredge and
fill regulations.
Sulphur
The Company owns a 25 percent interest in a joint venture which
began mining sulphur reserves at Main Pass 299 (Main Pass) offshore
Louisiana in April 1992. In fiscal 1996, FRP, the joint venture
operator, produced 2.1 million long tons of sulphur. Using a hot-water
injection process, Main Pass is one of the most thermally efficient
sulphur mines in the industry. The Company and FRP have an agreement
to supply virtually all of IMC-Agrico's sulphur requirements. FRP
supplies its portion of the requirements through its sulphur division,
and the Company supplies its portion of the requirements through its
share of Main Pass production and purchases from FRP and third parties.
Ammonia
IMC-Agrico's ammonia needs are supplied by its Faustina ammonia
production facility and by domestic suppliers, primarily under long-
term contracts. Production from the Faustina plant, which has an
estimated annual capacity of 560,000 tons of anhydrous ammonia, is
primarily used internally to produce DAP and urea.
Sales and Marketing
IMC-Agrico sells its concentrated phosphates to crop nutrient
manufacturers, distributors and retailers in the spot market and under
long-term contracts. The Company also uses concentrated phosphates
internally for the production of animal feed ingredients (see
IMC-Agrico Feed Ingredients), high-value crop nutrients (see IMC
AgriBusiness) and consumer lawn and garden as well as professional turf
and nursery products (see IMC Vigoro). Virtually all of IMC-Agrico's
export sales of phosphate crop nutrients are marketed through the
Phosphate Chemicals Export Association, a Webb-Pomerene Act
organization. Outside of the United States, the countries which
account for the largest amount of IMC-Agrico's sales of concentrated
phosphates include China, India, Japan and Australia. The table below
shows IMC-Agrico Crop Nutrients' shipments in thousands of tons of
P2O5equivalent:
1996 1995 1994
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Tons % Tons % Tons %
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Domestic
Customers 1,383 34% 1,319 33% 1,449 42%
Captive, to other
business units 487 12 504 13 440 13
----- --- ----- --- ----- ---
1,870 46 1,823 46 1,889 55
Export 2,187 54 2,138 54 1,564 45
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Total shipments 4,057 100% 3,961 100% 3,453 100%
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Other
IMC-Agrico Crop Nutrients also manufactures and markets uranium
oxide. Phosphate rock is the source of uranium oxide, with the uranium
content varying from deposit to deposit. Uranium oxide production
facilities are located in Louisiana and Florida. In Louisiana,
IMC-Agrico owns and operates uranium oxide recovery and processing
facilities which are located adjacent to its Uncle Sam and Faustina
concentrated phosphate plants. In 1996, these facilities recovered 1.0
million pounds of uranium oxide from phosphoric acid produced at these
facilities. IMC-Agrico also owns uranium oxide recovery and processing
facilities in central Florida, one located adjacent to its New Wales
concentrated phosphate plant and one located adjacent to a concentrated
phosphate plant owned and operated by a subsidiary of CF Industries
(CF). The New Wales and CF facilities are temporarily idled. It is
expected that New Wales production will resume in early calendar year
1997, so long as uranium market prices continue to warrant resumption
of operations.
Competition
IMC-Agrico operates in a highly competitive global market. Among
the competitors in the global phosphate crop nutrient market are
domestic and foreign companies, as well as foreign government-supported
producers. Phosphate crop nutrient producers compete primarily based
on price, and to a lesser extent based on product quality and
innovation.
IMC Kalium
Net sales for the IMC Kalium business unit were $455.6 million,
$472.0 million and $354.7 million for the years ended June 30, 1996,
1995 and 1994, respectively.
IMC Kalium mines, processes and distributes potash in the United
States and Canada. The Company's products are marketed worldwide to
crop nutrient manufacturers, distributors and retailers and are also
used internally in the manufacture of mixed crop nutrients and, to a
lesser extent, animal feed ingredients (see IMC AgriBusiness and
IMC-Agrico Feed Ingredients). IMC Kalium's potash products are also
used by IMC Vigoro for consumer and professional lawn and garden
products as well as ice-melter. The Company also sells white potash to
customers for industrial use. IMC Kalium operates four potash mines in
Canada and two potash mines in the United States. In addition to the
Company, there are eight North American producers -- five in the United
States and three in Canada. With a total capacity of approximately
nine million product tons per year, the Company is one of the leading
private enterprise potash producers in the world. In 1996, these
operations accounted for approximately 13 percent of world capacity.
The term "potash" applies generally to the common salts of
potassium. Since the amount of potassium in these salts varies, the
industry has established a common standard of measurement by defining a
product's potassium content in terms of equivalent percentages of
potassium oxide (K2O). A K2O equivalent of 60 percent is the customary
minimum standard for muriate of potash products.
Canadian Operations
The Company's four potash mines in Canada are located in the
province of Saskatchewan, Canada. Two potash mines are interconnected
at Esterhazy, one is located at Belle Plaine and one is located at
Colonsay. The combined annual capacity of these four mines is
approximately eight million tons. Esterhazy and Colonsay utilize shaft
mining while Belle Plaine utilizes solution mining technology. Potash
shaft mining takes place underground at depths of over 3,000 feet where
continuous mining machines cut out the ore face and move jagged chunks
of salt to conveyor belts. The ore is then crushed and moved to
storage bins where it awaits hoisting to refineries above ground. In
contrast, the Company's solution mining process involves heated water
which is pumped through a "cluster" to dissolve the potash in the ore
bed. A cluster consists of a series of boreholes drilled into the
potash ore by a portable, all-weather electric drilling rig. A
separate distribution center at each cluster controls the brine flow.
The solution containing dissolved potash is pumped to a refinery where
sodium chloride, a by-product of this process, is separated from the
potash through the use of computer-controlled evaporation and
crystallization techniques. Concurrently, solution is pumped into a
130-acre cooling pond where additional crystallization occurs and the
resulting product is recovered at a low cost via a floating dredge.
Refined potash is dewatered, dried and sized. The Canadian operations
produce 26 different potash products, many through patented processes,
including industrial grade products.
Potash Corporation of Saskatchewan Inc. (PCS) controls several
potash-producing properties in the province, including a property which
consists of reserves located in the vicinity of the Company's Esterhazy
mines. Under a long-term contract with PCS, the Company is obligated
to mine and refine these reserves for a fee plus a pro rata share of
production costs. The specified quantities of potash to be produced
for PCS may, at the option of PCS, amount to an annual maximum of
approximately one-fourth of the tons produced by Esterhazy, but no more
than approximately 1.1 million tons. The current contract extends
through June 30, 2001 and is renewable at the option of PCS for five
additional five-year periods.
The Company presently controls the rights to mine 207,644 acres of
potash-bearing land in Saskatchewan. This land, of which 52,208 acres
have already been mined or abandoned, contains over 1.4 billion tons of
potash mineralization (calculated after estimated extraction losses) at
an average grade of 24.5 percent K2O. This ore is sufficient to
support current operations for more than a century and will yield more
than 500 million tons of finished product with a K2O content of
approximately 61.0 percent.
IMC Kalium's mineral rights in Saskatchewan consist of 113,954
acres owned in fee, 70,613 acres leased from the province of
Saskatchewan and 23,077 acres leased from other parties. All leases
are renewable by the Company for successive terms of 21 years.
Royalties, established by regulation of the province of Saskatchewan,
amounted to approximately $2.4 million and $2.8 million in 1996 and
1995, respectively.
In August 1995, the Company was chosen by the Minister of State for
Mines and Energy for the Canadian province of New Brunswick to explore
potash deposits near the town of Sussex. The Company has agreed to
enter into a three-year agreement under which it will perform a
geological reassessment of the property and feasibility study to
determine whether to develop the potash deposits.
Since December 1985, the Company has experienced an inflow of water
into one of its two interconnected potash mines at Esterhazy. As a
result, the Company has incurred additional costs to control the
flooding. The Company has significantly reduced the water inflow since
the initial discovery and has been able to meet all sales obligations
and requirements from production at the mines. Despite the relative
success of such measures, there can be no assurance that the amounts
required for remedial efforts in future years will not increase or that
inflows or remediation costs will not increase to a level which would
cause the Company to change its mining process or to abandon the mines.
The long-term outlook of the water inflow has caused the Company to
consider alternatives to its current mining operations at Esterhazy.
Any solution to the water inflow situation at the mines may result in
substantial capital expenditures and/or charges to operations.
Like other potash producers' shaft mines, the Company's Colonsay
mine is also subject to the risks of inflow of water as a result of its
shaft mining operations.
The Saskatchewan potash mining industry generally has been unable
to secure insurance to cover other risks associated with underground
operations. Therefore, the Company's underground mine operations are
not presently insured against, and are not insurable against, business
interruption or risk from catastrophic perils, including collapse,
floods and other water inflow.
In January 1988, the U. S. Department of Commerce (Commerce) signed
an agreement with all of the potash producers in Canada, suspending an
investigation by Commerce to determine whether Canadian potash was, or
was likely to be, sold in the United States at less than "fair value."
The agreement stipulated that each such producer's minimum price for
potash sold in the United States, compared with its potash prices in
Canada, would be based upon a formula to assure that such product was
sold in the United States at a price no less than "fair value." In
January 1993, this agreement was extended by Commerce for an indefinite
period.
United States Operations
The Company's two U. S. potash mines are located in Carlsbad, New
Mexico, and Hersey, Michigan. The Carlsbad mine has an annual
production capacity of over one million tons of finished product. The
ore mined is of three types: (1) sylvinite, a mixture of potassium
chloride and sodium chloride, the same as the ore mined in
Saskatchewan; (2) langbeinite, a double sulphate of potassium and
magnesium; and (3) a mixed ore, containing both potassium chloride and
langbeinite.
Continuous and conventional shaft mining methods are utilized for
ore extraction at Carlsbad. In the continuous mining sections, drum
type mining machines are used to cut sylvinite ore from the face.
Mining heights are as low as four feet. In the conventional areas, a
wide ore face is undercut and holes drilled to accept explosive
charges. Ore from both continuous and conventional sections is loaded
onto conveyors and transported to storage areas where it is hoisted
above ground for further processing at the refinery.
Three types of potash are produced at the Carlsbad refinery:
muriate of potash, which is the primary source of potassium for the
crop nutrient industry; a double sulphate of potash magnesia, marketed
under the brand name Sul-Po-Mag(registered trademark), containing
significant amounts of sulphur, potassium and magnesium, with low
levels of chlorine; and
sulphate of potash, supplying sulphur and a high concentration of
potassium with low levels of chlorine. IMC Kalium believes it is the
larger of the two U. S. producers of double sulphate of potash magnesia
and the largest of several U. S. producers of sulphate of potash.
At Carlsbad, the Company mines and refines potash from 43,239 acres
of reserves which the Company controls under long-term leases. These
reserves contain an estimated total of 155 million tons of potash
mineralization (calculated after estimated extraction losses) in four
mining beds evaluated at thicknesses ranging from five to 12 feet. At
average refinery rates, these ore reserves are estimated to be
sufficient to yield 11.1 million tons of concentrate from sylvinite
with an average grade of 60 percent K2O and 27.6 million tons of
langbeinite concentrate with an average grade of approximately 22
percent K2O. At current rates of production, the Company's reserves of
sylvinite and langbeinite are estimated to be sufficient to support
operations for more than 22 years.
Since October 1989, the Company has mined a small amount of potash
at Hersey, Michigan, using solution mining technology. The objective
of this pilot plant was to test the feasibility of solution mining in
the Hersey area and to test new technologies which could be applied to
improve efficiencies at both the Belle Plaine and Hersey facilities.
In June 1995, the Company announced its intention to invest
approximately $43.0 million over the following two years to continue
the planned development of the Hersey mine. Under the program, the
plant's current annual potash production of approximately 50,000 tons
would be increased to approximately 160,000 tons by April 1997. In
addition, to enhance the potash recovery process, the mine would also
begin producing roughly 300,000 tons of salt each year. The Company
believes that this project is an important step forward in its strategy
to increase potash sales and earnings in multiple markets. Through
June 1996, $18.1 million has been expended on this development project,
and $25.5 million of expenditures are expected in the next year.
Sales and Marketing
Potash is sold throughout the world, with the Company's largest
amount of sales outside of the United States made in China, Japan,
Malaysia, Korea, Australia, New Zealand and Latin America. Potash is
also used internally in the manufacture of high-value crop nutrients,
and by IMC Vigoro as a major ingredient in its ice-melter product as
well as one of the primary nutrients in the consumer lawn and garden
and professional turf and nursery products. The Company's exports from
Canada, except to the United States, are made through Canpotex Limited,
an export association of Saskatchewan potash producers. Exports from
Carlsbad are sold through the Sulfate of Potash Magnesia Association,
formed by the Company under the Webb-Pomerene Act. In 1996, 84 percent
of the potash produced by the Company was sold as crop nutrients, while
16 percent was sold for non-agricultural uses. The table below shows
IMC Kalium's shipments of potash in thousands of tons:
1996 1995 1994
------------- ------------- -------------
Tons % Tons % Tons %
--------------------------------------------
Domestic (includes Canada)
Wholesale 4,112 57% 4,014 55% 3,487 61%
Captive, to other
business units 1,244 17 1,058 14 833 15
----- --- ----- --- ----- ---
5,356 74 5,072 69 4,320 76
Export 1,864 26 2,281 31 1,351 24
----- --- ----- --- ----- ---
Total shipments 7,220 100% 7,353 100% 5,671 100%
===== === ===== === ===== ===
IMC Kalium has contractual commitments from outside customers for
the shipment of potash amounting to approximately 1.8 million tons in
fiscal 1997.
Competition
Potash is a commodity available from many sources, and the market
is highly competitive. The Company competes with numerous other global
potash producers, some of which may have greater production capacity
than the Company. The Company, through its participation in Canpotex,
competes outside of North America with various independent potash
producers and consortia and other export organizations, including state-
owned organizations. The Company's principal methods of competition,
with respect to the sale of potash, are offering consistent, high-
quality products and superior service, as well as developing new
industrial and consumer uses for potash.
IMC AgriBusiness
Net sales for the IMC AgriBusiness business unit were $802.9
million, $760.8 million and $664.2 million for the years ended June 30,
1996, 1995 and 1994, respectively.
Retail Operations
The Company believes it is one of the largest retail fertilizer
distributors in the United States. It operates a network of
approximately 250 FARMARKET(registererd trademark)s, each of which
carries a broad array of the Company's crop nutrients and related
products. Substantially all of the FARMARKETs are located in the
eastern midwest and southeastern regions of the United States, and are
generally located in rural areas, primarily serving farmers located
within a 15-20 mile radius. The FARMARKETs are clustered near and are
partially supplied by the Company's production plants and terminals,
many of which are located on major rivers and have storage facilities
for liquid or dry crop nutrient materials.
Each FARMARKET custom and bulk-blends crop nutrients to meet the
needs of individual farmers for the specific crops grown in their
areas. Pesticides, herbicides and seed are also purchased by the
Company and sold through its FARMARKETs. One of the most successful
FARMARKET programs is the Balanced Fertility Program which is designed
to improve crop production through increased yields per acre. Key
elements of this program include soil testing and programs to correct
soil deficiencies. FARMARKETs also offer farmers the option of having
the Company's employees apply crop nutrient and crop protection
chemicals, saving time, labor costs and the cost of investment in
specialized equipment required for such applications.
FARMARKETs are generally staffed by a manager, one or two
salespeople and hourly employees, some of whom are seasonal employees.
The Company extensively trains its full-time FARMARKET employees in
crop nutrient application and agronomics, business management and
environmental compliance. This training is deemed to be essential to
customer service. The majority of the Company's salaried FARMARKET
employees have obtained certification from the Certified Crop Advisors
Program as Certified Crop Advisors.
Approximately 15 percent of the Company's FARMARKETs are owned and
operated by independent dealers who purchase the Company's products on
consignment. Blending and storage are performed at the dealer's place
of business and the dealer is paid a commission determined by a sliding
scale based on the volume and profit margin of the products sold. The
Company recommends prices, approves credit extended by these dealers,
owns the FARMARKET's working capital and often owns its blending
equipment.
FARMARKET sales, as well as wholesale sales discussed below, are
largely concentrated in the spring planting season. Weather has a
significant impact on the timing and length of the planting season and
therefore can have a significant effect on crop-nutrient prices.
Other Operations
The Company sells agricultural crop nutrient products on a
wholesale basis to independent dealers and distributors including those
that perform services similar to those offered by FARMARKETs. These
products are sold under the brand names Rainbow(registered trademark)
and Super Rainbow(registered trademark) in the southeastern region of
the United States and under various brand names in the midwestern
region of the United States.
IMC AgriBusiness operates several granulation plants throughout the
United States which are used by both the retail and wholesale
operations. In addition, the business unit operates numerous smaller
facilities, which are used for bulk-blending and/or warehousing in
connection with its retail and wholesale operations.
Products
The Company produces a broad range of nitrogen-based crop nutrients
and related products including anhydrous ammonia, ammonium nitrate
solutions, liquid urea, urea prills and other nitrogen-based solutions.
These products are sold alone or mixed with phosphates, potash,
micronutrients, non-liquid ammonium nitrate and other materials to
produce a variety of bulk-blend fertilizers in either dry or liquid
form. Most, if not all, of the potash and phosphate raw materials used
by IMC AgriBusiness are supplied by the Company's IMC Kalium and IMC-
Agrico Crop Nutrients business units, respectively. Certain of these
products are marketed under the CERTIFIED HARVEST KING(trademark)
brand. Liquid and dry products are blended according to the specific
needs of the farmer. In addition to the standard urea prill, the
Company produces a urea prill containing dicyandiamide (DCD) which
gives the urea slow-release nitrogen characteristics. The Company also
mixes DCD with nitrogen solutions. Products containing DCD, marketed
by the Company under the name N TECH SR(trademark), provide farmers
with a more efficient and environmentally-sensitive nitrogen source.
The slow release DCD increases absorption of nitrogen by crops, thereby
reducing the amount of nitrogen released into the environment. The
Company has a year-to-year renewable purchase agreement with the
world's largest producer of DCD.
The Company also produces nitric acid, aqua ammonia and refrigerant-
grade ammonia. Nitric acid is sold in various formulations to a wide
variety of industrial users for use in metal platings, coatings and
water treatment. The Company also produces food-grade carbon dioxide
as a by-product of its ammonia production process. Food-grade carbon
dioxide is used in carbonated beverages and as a refrigerant in food
processing.
Competition
The marketing of crop nutrients to farmers on a national basis is
highly fragmented, with success of individual retail outlets correlated
to their market shares within a 15-20 mile radius of such outlets.
Since crop nutrients are a basic commodity, the principal means of
differentiating competing products is by offering personal services and
agronomically efficient products which allow maximum yields while being
sensitive to environmental concerns. The Company's FARMARKETs were
developed to enhance the personal service concept and thereby
differentiate the Company's products from those of competitors. Most
of the Company's FARMARKETs have a substantial share of their
respective local markets. The Company believes its nitrogen-based crop
nutrients and related products are well positioned in both the retail
and wholesale agricultural market sectors and in the industrial market
sector. The Company's principal competitors in the agricultural crop
nutrients market include cooperatives, which have the largest market
share in a majority of the locations served by the Company, national
producers, major grain companies and independent distributors and
brokers.
IMC-Agrico Feed Ingredients
In October 1995, IMC-Agrico acquired the animal feed ingredients
business of Mallinckrodt Group Inc. This business is one of the
world's foremost producers and marketers of phosphate-based animal feed
ingredients with an annual capacity in excess of 700,000 tons,
supplying poultry and livestock feed ingredients to markets in North
America, Latin America and Asia. In 1996, since acquisition,
IMC-Agrico Feed Ingredients produced 486,000 tons of animal feed
ingredients. The principal production facilities of IMC-Agrico Feed
Ingredients are located adjacent to IMC-Agrico's concentrated phosphate
complex at New Wales in central Florida. IMC-Agrico Feed Ingredients
also markets potassium-based feed products produced at the Company's
potash facilities. The Company has a strong brand position in the $1
billion global market with products such as Biofos(registered
trademark), Dynafos(registered trademark), Multifos(registered
trademark), Dyna-K(registered trademark) and Dynamate(registered
trademark).
IMC Vigoro
Through its IMC Vigoro business unit, the Company sells specialty
crop nutrient products consisting of lawn and garden and turf and
nursery products. The lawn and garden products are sold throughout the
United States primarily to major national retail chains under private
label and Vigoro brands, and the turf and nursery products are sold to
golf courses, nurseries, landscape contractors and institutions
directly and through independent distributors. IMC Vigoro also sells
environmentally-sensitive potassium-based ice-melter products under
various brands throughout the midwest and eastern snowbelt states.
FACTORS AFFECTING DEMAND
The Company's results of operations historically have reflected the
effects of several external factors which are beyond the Company's
control and have in the past produced significant downward and upward
swings in the Company's operating results. The Company's revenues,
approximately 71 percent of which have come from North American sales
over the past five years, are highly dependent upon conditions in the
North American agriculture industry and can be affected by crop
failure, changes in agricultural production practices, government
policies and weather. Furthermore, because of the high percentage of
its revenues coming from North American sales, the Company's crop
nutrients business is seasonal to the extent U. S. farmers and
agricultural enterprises purchase more crop nutrient products during
the spring and fall.
Approximately 29 percent of the Company's revenues has come from
sales outside North America over the past five years. The Company's
foreign operations and investments and any future international
expansion by the Company are subject to numerous risks, including
fluctuations in foreign currency exchange rates and controls,
expropriation and other economic, political and regulatory policies of
local governments and laws and policies of the United States and Canada
affecting foreign trade and investment. Due to economic and political
factors, customer needs can change dramatically from year to year. See
also Note 20 - Operations by Geographic Area of Notes to Consolidated
Financial Statements, incorporated herein by reference, for additional
information.
In 1996, sales of concentrated phosphates and potash to China
accounted for approximately 17 percent of the Company's net sales. No
single customer or group of affiliated customers accounted for more
than ten percent of the Company's net sales.
OTHER MATTERS
Environmental Matters
General
In the normal course of its business, the Company mines phosphate
and potash, manufactures and blends crop nutrients, and blends crop
nutrients with pesticide products. These operations are subject to
federal, state, provincial and local environmental, health and safety
laws in the United States and Canada, including laws related to air and
water quality; management of hazardous and solid wastes; management and
handling of raw materials and products; and land reclamation. The
Company has expended, and anticipates that it will continue to expend,
substantial resources, both financial and managerial, to comply with
environmental regulations, permitting and reclamation requirements, and
health and safety standards. Additionally, although the Company
believes that its operations generally satisfy environmental standards,
there can be no assurance that costs, penalties or liabilities will not
be incurred. The Company does not believe that its expenditures for
environmental, health or safety compliance have had a material adverse
effect on its operations or financial condition.
For fiscal year 1996, environmental capital expenditures totaled
approximately $21.2 million and were primarily related to air emissions
permitting and control, ground and surface water protection, wastewater
treatment and control and solid waste management. Additional
expenditures for land reclamation activities totaled $19.2 million.
For fiscal year 1997, the Company expects environmental capital
expenditures to be approximately $46.0 million and expenditures for
land reclamation activities to be approximately $24.0 million.
Environmental capital is expected to increase in 1997 as a result of
phosphogypsum stack and settling area expansion projects as well as
spending for air emissions control. No assurance can be given that
greater environmental expenditures will not be required for fiscal year
1997 or that environmental expenditures in future years will not
increase.
Environmental, health and safety laws and regulations in the United
States and Canada have changed substantially and rapidly in recent
years, and the Company anticipates that these changes will continue.
It is the Company's policy to comply with all applicable environmental,
health and safety laws and regulations. It is difficult to estimate
future compliance costs, however, if implementing regulations have not
yet been finalized or are subject to varying and conflicting
interpretations. Nevertheless, because new environmental standards
generally are more restrictive than current requirements, the costs of
complying with such regulations will likely increase.
Permitting
The Company holds numerous environmental and other permits
authorizing operations at each of its facilities. A decision by a
government agency to deny an application for a new or renewed permit,
or to revoke or substantially modify an existing permit, could have a
material adverse effect on the Company's ability to continue operations
at the affected facility. Expansion of Company operations also is
predicated upon securing the necessary environmental and other permits.
Air Quality
The 1990 Amendments to the Clean Air Act require certain sources to
increase controls on emissions of conventional and hazardous air
pollutants. During 1996, several of the Company's facilities have
applied for, or will apply for, such operating permits. In addition,
by the year 2000 the United States Environmental Protection Agency is
expected to promulgate control standards for hazardous air pollutants
applicable to certain of the Company's operations. Capital
expenditures, which could be significant, might be necessary to meet
the regulatory or permit requirements. Because the operating permits
have not been issued and the regulatory requirements have not been
finalized, the Company cannot estimate the extent of these
expenditures.
Process Safety Management and Risk Management Planning
Several of the Company's facilities are subject to Process Safety
Management (PSM) standards under the Occupational Safety and Health Act
and to the recently promulgated Risk Management Planning (RMP)
requirements under the Clean Air Act. PSM standards require covered
facilities with processes that handle certain chemicals to implement
written safety management plans, procedures and employee training. RMP
rules require covered facilities to establish plans for preventing and
responding to accidental releases. Under RMP, facilities also must
release to the public information about regulated processes and release
prevention programs, the potential for accidental releases and the
facility's "worst case" release scenarios and their potential effects
on nearby populations. The Company continues to implement the required
programs and prepare for compliance with the new RMP rule. As
compliance efforts proceed, the anticipated costs to complete these
planning processes could be substantial.
Management of Residual Materials
Phosphate and potash mining and processing produce tailings or
other residual materials that must be managed. Phosphate residuals,
consisting primarily of phosphogypsum, typically are stored in
phosphogypsum stack systems. Potash producers generally store
tailings, which contain primarily salt, iron and clay, in surface
disposal sites. The Company has incurred and will continue to incur
significant costs to manage its phosphate and potash residual materials
in accordance with environmental laws, regulations and permit
requirements.
To address concerns about potash tailings management, the
Saskatchewan Department of Environmental and Resource Management (the
Department) published regulations in 1994 requiring all potash mine
operators: (i) to submit facility decommissioning and reclamation
plans for approval; and (ii) to provide assurances that the plans will
be carried out. The decommissioning and reclamation plans and related
assurances cover all facilities at a mine, including surface disposal
sites for potash tailings. The Company has filed or will file its
decommissioning plans during calendar 1996. Implementation of the
plans probably will be deferred until an affected facility is closed,
which the Company does not anticipate in the foreseeable future. Until
all of the decommissioning plans have been prepared and approved, the
Company, like all members of the Saskatchewan potash industry, is
unable to predict with certainty the financial impact of the
regulations on the Company.
With regard to phosphate processing, Florida law may require IMC-
Agrico to close one or more of its unlined phosphogypsum stacks and/or
associated cooling ponds after March 25, 2001, if the stack system is
demonstrated to cause a violation of Florida's water quality standards.
IMC-Agrico has already filed an application with Florida's Department
of Environmental Protection to close the unlined gypsum stack at its
New Wales facility in central Florida. Closure activities would begin
on July 1, 1998 and would cost approximately $2.5 million, net of
recorded accruals, for construction activities over a period of five
years. IMC-Agrico cannot predict at this time whether Florida will
require closure of any of its stack systems. The costs of such closure
could be significant.
IMC-Agrico continues to address elevated sulfate levels in
groundwater at its New Wales facility. In 1992, elevated sulfate
levels were detected in groundwater beneath the cooling pond. In
response, the Central Florida Regional Planning Council required
IMC-Agrico to plug former recharge wells (believed to be the source of
the elevated sulfate levels) and either to show, by September 1997,
that groundwater sulfate levels have returned to acceptable levels or
to line or relocate the cooling pond. Recent monitoring data has
evidenced a downward trend in the sulfate levels. If the downward
trend continues, IMC-Agrico likely will meet the 1997 deadline. If
sulfate levels do not reach acceptable levels, IMC-Agrico will request
an extension of the 1997 deadline. The estimated cost to line or
relocate the cooling pond could be in the range of $50.0 million.
Remedial Activities
The historical use and handling of regulated chemical substances
and crop nutrient products in the normal course of the Company's
business has resulted in contamination at facilities presently or
previously owned or operated by the Company. The Company has also
purchased facilities that were contaminated by previous owners through
their use and handling of regulated chemical substances. Spills or
other unintended releases of regulated substances have occurred in the
past, and potentially could occur in the future, possibly requiring the
Company to undertake or fund cleanup efforts. The Company cannot
estimate the level of expenditures that may be required in the future
to clean up contamination from the handling of regulated chemical
substances or crop nutrients.
At some locations, the Company has agreed, pursuant to consent
orders with the appropriate governmental agencies, to undertake certain
investigations (which currently are in progress) to determine whether
remedial action may be required to address contamination. The cost of
any remedial actions that ultimately may be required at these sites
currently cannot be determined.
The Company believes that it is entitled to at least partial
indemnification for a portion of the costs that may be expended by the
Company to remedy environmental issues at certain facilities and
operations pursuant to indemnification agreements. These agreements
address issues that resulted from activities occurring prior to the
Company's acquisition of facilities from parties including PPG
Industries, Inc., Kaiser Aluminum & Chemical Corporation, Beatrice
Companies, Inc., Estech, Inc. and certain private parties. The Company
has already received and anticipates receiving amounts pursuant to the
indemnification agreements for certain of its expenses incurred to
date.
Superfund
The Comprehensive Environmental Response Compensation Liability Act
(CERCLA), also known as "Superfund," imposes liability without regard
to fault or to the legality of a party's conduct on certain categories
of persons that are considered to have contributed to the release of
"hazardous substances" into the environment. Currently, the Company is
involved in or concluding involvement at a number of Superfund sites.
With one possible exception, discussed below, at none of these sites
alone, nor in the aggregate, is the Company's liability currently
expected to be material. As more information is obtained regarding the
sites and the potentially responsible parties (PRPs) involved, this
expectation may change.
IMC-Agrico is one of 70 PRPs participating in investigation of the
Petroleum Products Site in Florida. To date, the PRP group has spent
approximately $2.7 million to address waste oil remaining on site and
expects to spend up to an additional $3.3 million on these activities.
Remedial cost estimates to clean up on-site soils and structures range
from $2.0 million to $40.0 million. Cost estimates have not yet been
developed for groundwater remediation. IMC-Agrico tentatively has
been placed 27th on the list of 70 members within the PRP group. The
group also has identified approximately 1,000 additional PRPs. Because
investigation of the site is incomplete and the required remedy has not
been selected, a reliable estimate of cleanup costs, and IMC-Agrico's
contribution to those costs, cannot be made at this time.
Employees
The Company had approximately 9,200 employees at June 30, 1996.
The work force consisted of 3,614 salaried, 5,523 hourly and 63
temporary or part-time employees.
Labor Relations
The Company has 18 collective bargaining agreements with eight
international unions or their affiliated local chapters. Nine
agreements covering 40 percent of the hourly work force were negotiated
during calendar 1995, and three agreements covering two percent of the
hourly work force have been negotiated to date in calendar 1996.
Resulting wage and benefit increases were consistent with competitive
industry and community standards. One agreement covering less than one
percent of the hourly work force will expire during the remainder of
calendar 1996. The Company has not experienced a significant work
stoppage in recent years and considers its employee relations to be
good.
Item 2. Properties.
Information regarding the plant and properties of the Company is
included in Item 1, "Business."
Item 3. Legal Proceedings.
ENVIRONMENTAL PROCEEDINGS
Information regarding environmental proceedings is included in Item
1, "Business-Other Matters."
Sterlington Litigation
Angus Chemical Company (Angus) and the Company are involved in
various litigation arising out of a May 1991 explosion at a
nitroparaffins plant located in Sterlington, Louisiana. Angus wants the
Company to assume responsibility for a class action lawsuit currently
pending in Louisiana against the Company, Angus, and other defendants
for injuries arising out of the explosion, and to reimburse Angus for
amounts that Angus has paid for settled claims in connection with the
Sterlington explosion. With respect to the settled demands, Angus, in
pleadings filed in Louisiana and Texas, states that it is seeking
approximately $9.5 million, plus interest, fees, and costs. In
addition, Angus is seeking direct payment from the Company's insurers,
X.L. Insurance Company, Ltd. (XL) and A.C.E. Insurance Company, Ltd.
(ACE) for certain damages in an action pending in Louisiana state
court. Angus has not specified how much it is seeking from the
Company's insurers. Angus may be asserting claims against XL for the
difference between the limits of the XL policy of $75.0 million and the
$45.7 million that XL has paid to the Company under the policy. In
addition, Angus may be asserting claims against ACE for the difference
between the limit of the ACE policy of $100.0 million and the $15.0
million that ACE previously paid to the Company. The Company may have
obligations to indemnify certain of the insurers if Angus is successful
in this case. The Company is unable to estimate the magnitude of its
exposure at this time.
The Company continues to vigorously litigate each of the matters
arising out of the Sterlington explosion. A jury trial is scheduled to
commence in March 1997 in Texas state court with respect to Angus' and
the Company's claims for contribution and indemnity for the settled
demands. Discovery is still not complete with respect to the lawsuits
scheduled for trial in March 1997, and all of the other lawsuits are in
early stages. In addition, Angus has filed an action in federal court
in Louisiana seeking reimbursement for amounts allegedly expended to
remediate certain environmental sites at the Sterlington plant. In its
pleadings filed with the Louisiana federal court, Angus states that it
is seeking approximately $1.8 million for amounts expended, plus
interest, fees, costs and reimbursement for any future expenses. The
Company is unable to estimate the magnitude of its exposure at this
time.
Potash Antitrust Litigation
A number of class action suits have been filed in United States
federal courts, two California state courts and an Illinois state court
against most of the North American potash producers, including the
Company. The complaints essentially allege that the North American
potash producers acted together to fix the price of potash sold in the
United States. The complaints do not specify the amount of damages
sought by the plaintiffs. All of the complaints seek treble damages
and attorneys' fees and ask that the court find the defendants jointly
and severally liable.
Suits filed in federal courts in Minnesota, Illinois and Virginia
have been consolidated in Minnesota. All of the claims in these suits
are asserted on behalf of a purported group of direct purchasers of
potash in the United States, which class has been certified by the
court. Discovery is now concluded in the case. The federal magistrate
overseeing the case has formally recommended dismissal of the suit by
summary judgment.
In addition to the direct purchaser actions filed in the United
States District Courts, two complaints have been filed in California
state courts on behalf of indirect purchasers residing in California.
The Company has answered both of the California complaints and has
denied all material allegations. These cases are still in a
preliminary stage and no discovery has been conducted.
The case filed in Illinois state court has been dismissed for
failure to state a claim. Plaintiffs have appealed the dismissal.
The Company is not able to estimate the amount of damages that
could ultimately be sought in the civil suits. Based upon available
information, management of the Company believes that the Company has
not acted in concert with others to fix prices in violation of the
United States antitrust laws or any other laws. There can be no
assurance, however, that these cases will ultimately be decided in a
manner favorable to the Company. In connection with the Company's
Colonsay mine, affiliates of Noranda Inc. (Noranda), from whom the
Company purchased the mine in January 1995, are also named as
defendants in the civil suits. The Company did not agree to assume any
liabilities of Noranda or such affiliates with respect to operations at
Colonsay prior to the closing of the purchase which may arise out of
such antitrust litigation, and the Company is entitled to be
indemnified by Noranda against such liabilities should they arise.
The Antitrust Division of the United States Department of Justice
had been conducting a grand jury investigation into allegations similar
to those made in the civil actions. In June 1996, the Company was
advised that the investigation was concluded and a spokesperson for the
Antitrust Division has stated that no action will be taken.
FTC Phosphate Operations Inquiry
The Company was notified on October 2, 1995 by the Federal Trade
Commission (FTC) that the FTC is conducting an investigation to
determine whether manufacturers of concentrated phosphates may have
violated Section 5 of the Federal Trade Commission Act, as amended, by
agreeing to restrict output or raise prices. The FTC has requested
that the Company provide certain information and documents regarding
the Company's phosphate operations. The Company has submitted
responsive information and documents to the FTC. The FTC has stated
that neither its request for information and documents nor the fact it
has commenced an investigation should be construed as indicating that a
violation has occurred or is occurring.
Other
In the ordinary course of its business, the Company is involved in
routine litigation.
Item 4. Submission of Matters to a Vote of Security Holders.
There were no matters submitted to a vote of security holders,
through the solicitation of proxies or otherwise, during the three
months ended June 30, 1996.
EXECUTIVE OFFICERS OF THE REGISTRANT
The ages and five-year employment history of the Company's
executive officers at August 30, 1996 were as follows:
Wendell F. Bueche
Age 65. Chairman and Chief Executive Officer of the Company; President
of the Company from 1993 until 1994; joined the Company in 1993;
retired from full time employment from 1989 until 1993; member of the
Board of Directors of the Company since 1991.
Robert E. Fowler, Jr.
Age 60. President and Chief Operating Officer of the Company; joined
the Company in March 1996; President of The Vigoro Corporation from
July 1993 through February 1996; Chief Executive Officer of The Vigoro
Corporation from September 1994 through February 1996; also served as
Chief Operating Officer of The Vigoro Corporation; President and Chief
Executive Officer of BCC Industrial Services from June 1991 to June
1993; member of the Board of Directors of the Company since 1996.
C. Steven Hoffman
Age 47. Senior Vice President of the Company; Senior Vice President,
Marketing from 1993 until 1994; Senior Vice President, Sales from 1992
until 1993; Senior Vice President, Wholesale Marketing from 1990 until
1992; joined the Company in 1974.
B. Russell Lockridge
Age 46. Senior Vice President, Human Resources of the Company; joined
the Company in July 1996; Corporate Director, Executive Compensation
and Development at FMC Corporation from 1983 to 1996.
Anne M. Scavone
Age 33. Controller of the Company; joined the Company in April 1993;
Director, Joint Venture Finances from April 1995 to April 1996; Joint
Venture Financial Coordinator from April 1993 to April 1995; Manager,
Ernst & Young from July 1990 to April 1993.
Brian J. Smith
Age 52. Executive Vice President, Chief Financial Officer and
Treasurer of the Company; joined the Company in February 1996;
Executive Vice President and Chief Financial Officer at W. R. Grace &
Co. from 1989 to 1995.
Marschall I. Smith
Age 51. Senior Vice President and General Counsel of the Company;
joined the Company in 1993; Senior Vice President and General Counsel
of American Medical International from 1992 until 1993; Associate
General Counsel of Baxter International from 1980 to 1992.
All of the Company's executive officers are elected annually, with
the terms of the officers listed above to expire in October 1996. No
"family relationships," as that term is defined in Item 401(d) of
Regulation S-K, exist among any of the listed officers.
PART II.
Item 5. Market for the Registrant's Common Stock and Related
Stockholder Matters.
COMMON STOCK PRICES AND DIVIDENDS
Quarter
-------------------------------------
Fiscal 1996 First Second Third Fourth
- ----------------------------------------------------------------------
Dividends per common share $ 0.05 0.08 0.08 0.08
Common stock prices:
High $33.313 40.875 43.250 39.875
Low $27.000 30.313 33.625 32.250
Quarter
-------------------------------------
Fiscal 1995 First Second Third Fourth
- ----------------------------------------------------------------------
Dividends per common share - $0.05 0.05 0.05
Common stock prices:
High $22.313 22.375 26.250 27.313
Low $17.063 18.125 20.625 22.250
The Company's common stock is traded on the New York and Chicago
Stock Exchanges under the symbol IGL. As of August 30, 1996, the
Company had 92,419,558 shares of common stock outstanding, excluding
5,545,884 treasury shares. Common stock prices are from the composite
tape for New York Stock Exchange issues as reported in The Wall Street
Journal. Data in the table above have been restated to reflect a 2-for-
1 stock split, effected in the form of a 100 percent stock dividend
distributed on November 30, 1995.
As of August 30, 1996, the number of registered holders of common
stock as reported by the Company's registrar was 479. However, an
indeterminable number of shareholders beneficially own shares of the
Company's common stock through investment funds and brokers.
For the year ended June 30, 1996, the Company paid $35.5 million of
cash dividends. The Company's debt instruments contain provisions
which limit the Company's ability to pay dividends on its common stock.
See "Management's Discussion and Analysis of Results of Operations and
Financial Condition - Capital Resources and Liquidity" incorporated
herein by reference.
Item 6. Selected Financial Data.
The information for the years 1992 through 1996 contained under the
heading "Five Year Comparison" appearing on page 72 of the Company's
1996 Annual Report to Stockholders is incorporated herein by reference.
Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations.
The information contained under the heading "Management's
Discussion and Analysis of Results of Operations and Financial
Condition" appearing on pages 34 through 47 of the Company's 1996
Annual Report to Stockholders is incorporated herein by reference.
Item 8. Financial Statements and Supplementary Data.
The Company's Consolidated Financial Statements and Notes thereto
appearing on pages 50 through 71 of the Company's 1996 Annual Report to
Stockholders, together with the report thereon of Ernst & Young LLP
dated July 31, 1996, appearing on page 48 of such Annual Report and the
information contained under the heading "Quarterly Results (unaudited)"
appearing on page 73 of such Annual Report, are incorporated herein by
reference.
Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure.
Not applicable.
PART III.
Item 10. Directors and Executive Officers of the Registrant.
The information contained under the headings "The Annual Meeting--
Election of Directors" and "Beneficial Ownership of Common Stock--
Section 16(a) Beneficial Ownership Reporting Compliance" included in
the Company's definitive Proxy Statement for the 1996 Annual Meeting of
Stockholders and the information contained under the heading "Executive
Officers" in Part I hereof is incorporated herein by reference.
Item 11. Executive Compensation.
The information under the heading "Executive Compensation" included
in the Company's definitive Proxy Statement for the 1996 Annual Meeting
of Stockholders is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and
Management.
The information under the heading "Beneficial Ownership of Common
Stock" included in the Company's definitive Proxy Statement for the
1996 Annual Meeting of Stockholders is incorporated herein by
reference. The Company knows of no contractual arrangements which may,
at a subsequent date, result in a change in control of the Company.
Item 13. Certain Relationships and Related Transactions.
The information under the headings "Executive Compensation" and
"Transactions with Principal Stockholders, Directors and Executive
Officers" included in the Company's definitive Proxy Statement for the
1996 Annual Meeting of Stockholders is incorporated herein by
reference.
PART IV.
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-
K.
(a) (1)The financial statements and other financial data of IMC
Global, listed below and included in the
Company's 1996 Annual Report to Stockholders, are incorporated
herein by reference:
Report of Independent Auditors.
Consolidated Statement of Earnings - Years ended June 30, 1996,
June 30, 1995 and June 30, 1994.
Consolidated Balance Sheet - At June 30, 1996 and June 30,
1995.
Consolidated Statement of Cash Flows - Years ended June 30,
1996, June 30, 1995 and June 30, 1994.
Consolidated Statement of Changes in Stockholders' Equity -
Years ended June 30, 1996, June 30, 1995 and June 30, 1994.
Notes to Consolidated Financial Statements.
(a)(2) All schedules for which provision is made in the applicable
accounting regulations of the Securities and Exchange
Commission are not required under the related instructions or
are inapplicable, and therefore have been omitted.
(a)(3) The exhibits listed in the following index have previously been
filed with the Securities and Exchange Commission or are being
filed as part of this report.
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
3.1 Restated Certificate of Company's Report on
Incorporation, as amended Form 8-K dated
November 1, 1994
3.2 By-Laws, amended as of July Company's Report on
2, 1991, and as currently in Form 8-K dated July
effect 2, 1991
3.3 Rights Agreement dated June Company's Report on
21, 1989, amended as of Form 8-A/A dated
August 17, 1995, with The September 7, 1995.
First National Bank of
Chicago (including the
Shareholder Rights Plan).
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
3.4 Certificate of Amendment to Exhibit 3.2 to the
Restated Certificate of Company's
Incorporation, dated October Registration
23, 1995 Statement on Form 8-
A/A-1 dated January
12, 1996
3.6 By-Laws, amended as of March Exhibit 4.4 to the
4, 1996, and as currently in Company's Post-
effect Effective Amendment
No. 1 on Form S-8
to Form S-4
(No. 333-0439)
4.1 Indenture dated as of Exhibit 4.4 to the
December 1, 1991 between the Company's Form SE
Registrant and The Bank of filed on December
New York, as Trustee, 3, 1991
relating to $100,000,000
aggregate principal amount
of 9.45% Senior Debentures
due 2011
4.2 Form of Senior Debentures Exhibit 4.5 to the
due 2011 Company's Form SE
filed on December
3, 1991
4.3 Indenture dated as of Exhibit 4.6 to the
December 1, 1991 between the Company's Form SE
Registrant and The Bank of filed on December
New York, as Trustee, 3, 1991
relating to $115,000,000
aggregate principal amount
of 6 1/4% Convertible
Subordinated Notes due 2001
4.4 Form of Convertible Exhibit 4.7 to the
Subordinated Notes due 2001 Company's Form SE
filed on December
3, 1991
4.5 Supplemental Indenture, Exhibit 4.5 to the
dated as of June 29, 1993, Company's
between the Registrant and Registration
The Bank of New York, as Statement on Form S-
Trustee, relating to the 4, (No. 33-49795)
Senior Debentures
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
4.6 Supplemental Indenture, Exhibit 4.6 to the
dated as of June 29, 1993, Company's
between the Registrant and Registration
The Bank of New York, as Statement on Form S-
Trustee, relating to the 4, (No. 33-49795)
Convertible Subordinated
Notes
4.7 Indenture, dated as of June Exhibit 4.7 to the
15, 1993, between IMC Global Company's
Inc. and NationsBank of Registration
Georgia, National Statement on Form S-
Association, as Trustee 4, (No. 33-49795)
4.8 First Supplemental Exhibit 4.1 to the
Indenture, dated as of Company's Report on
October 13, 1993, between Form 8-K dated
IMC Global Inc. and October 12, 1993
NationsBank of Georgia,
National Association, as
Trustee
4.9 First Supplemental
Indenture, dated as of
September 5, 1996, between
IMC Global Inc. and The Bank
Of New York, as successor
trustee to NationsBank of
Georgia, which amends and
supplements the Indenture
dated as of June 15, 1993,
between IMC Global Inc. and
the trustee relating to the
issuance of 10 1/8% Senior
Notes due 2001 and 10 1/8 %
Series B Senior Notes Due
2001 X
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
4.10 Second Supplemental
Indenture, dated as of
September 3, 1996, between
IMC Global Inc. and The Bank
Of New York, as successor
trustee to NationsBank of
Georgia, which amends and
supplements the Indenture
dated as of October 1, 1993,
between IMC Global Inc. and
the trustee and the
Supplemental Indenture dated
as of October 1, 1993
between IMC Global Inc. and
the trustee, relating to the
issuance of a series of
Senior Debt Securities known
as the 9 1/4% Senior Notes
due 2000. X
10.1 Intercorporate Agreement Exhibit 10.1 to the
dated as of July 1, 1987, by Company's
and between Mallinckrodt and Registration
IMC Global Operations Inc. Statement on Form S-
with Exhibits, including the 1, (Amendment No.
Restated Certificate of 2)
Incorporation of IMC Global (No. 33-17091)
Inc., as amended; By-Laws of
IMC Global Inc.; Preliminary
Agreement for K-2 Advances;
Registration Rights
Agreement; Services
Agreement; Management
Services Agreement;
Agreement regarding
Pollution Control and
Industrial Revenue Bonds;
License Agreement; office
lease and sublease;
management agreements;
supply agreements; and
transportation service
agreements
10.2 Supply agreements (Included Exhibit 10.1 to the
in Exhibit 10.1) Company's
Registration
Statement on Form S-
1, (No. 33-17091)
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.3 Agreement dated June 27, Exhibit 10.6 to the
1985, supplementing, Company's
amending and continuing Registration
Potash Resource Payment Statement on Form S-
Agreement dated October 15, 1, (Amendment No.
1979, between Mallinckrodt 2)
and the Province of (No. 33-22914)
Saskatchewan
10.4 Mining and Processing Exhibit 10.7 to the
Agreement dated January 31, Company's
1978, between Potash Registration
Corporation of Saskatchewan Statement on Form S-
Inc. and International 1, (No. 33-17091)
Minerals & Chemical (Canada)
Global Limited
10.5 * Management Incentive Exhibit 10.5 to the
Compensation Program, as 1995 Annual Report
amended through July 1, on Form 10-K
1995, and as currently in
effect
10.6 * 1991 Long-Term Performance Exhibit 10.7 to the
Incentive Plan, as amended Company's
through July 2, 1991, and as Registration
currently in effect Statement on Form S-
1
(No. 33-17091)
10.7 * 1988 Stock Option & Award Exhibit 10.7 to the
Plan, as amended through Company's
July 2, 1991, and as Registration
currently in effect Statement on Form S-
1
(No. 33-17091)
10.8 * 1994 Stock Option Plan for Exhibit 4(a) to the
Non-Employee Directors Company's
Registration
Statement on Form S-
8
(No. 33-56911)
10.9 * Retirement Plan for Salaried Exhibit 10.9 to the
Employees, as amended 1995 Annual Report
through November 1, 1994, on Form 10-K
and as currently in effect
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.10* Supplemental Benefit Plan Exhibit 10.12 to
the Company's
Registration
Statement on Form S-
1
(No. 33-17091)
10.11* Supplemental Executive Exhibit 10.7 to the
Retirement Plan, as amended Company's
through June 30, 1992, and Registration
as currently in effect Statement on Form S-
1
(No. 33-17091)
10.12* Investment Plan for Salaried Exhibit 10.12 to
Employees, as amended the 1995 Annual
through July 1, 1994, and as Report on Form 10-K
currently in effect
10.13 Suspension Agreement Exhibit 10.17 to
concerning Potassium the Company's
Chloride from Canada among Registration
the U.S. Department of Statement on Form S-
Commerce and the signatory 1
purchasers/exporters of (No. 33-17091)
potassium chloride from
Canada dated January 7, 1988
10.14 Settlement Agreement dated Exhibit 10.18 to
as of November 3, 1987, by the Company's
and among the Board of Registration
Trustees of the Internal Statement on Form S-
Improvement Trust Fund of 1
the State of Florida, the (No. 33-17091)
Department of Natural
Resources of the State of
Florida and Mallinckrodt
10.15* Management Compensation and Exhibit 10.17 to
Benefit Assurance Program, the Company's
as amended through June 30, Registration
1992, and as currently in Statement on Form S-
effect 1
(No. 33-17091)
10.16* Corporate Staff Employee Exhibit 10.32 to
Severance & Benefit the 1989 Annual
Assurance Policy Report on Form 10-K
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.17* Form of Trust Agreement with Exhibit 10.33 to
Wachovia Bank & Trust Co., the 1992 Annual
N.A., as amended through Report on Form 10-K
August 15, 1991
10.18* Form of Contingent Exhibit 10.18 to
Employment Agreement dated the 1995 Annual
September 1, 1995, with Report on Form 10-K
Officers of Corporation
10.19* Directors Retirement Service Exhibit 10.36 to
Plan the 1989 Annual
Report on Form 10-K
10.20* Form of "Gross Up" Agreement Exhibit 10.20 to
dated September 1, 1995, the 1995 Annual
with Officers of Report on Form 10-K
Corporation, as amended
10.21 Sulphur Joint Operating Exhibit 10.40 to
Agreement dated as of May 1, the 1990 Annual
1988, among Freeport-McMoRan Report on Form 10-K
Resource Partners, IMC
Global Operations Inc. and
Felmont Oil Corporation
10.22 Oil/Gas Operating Agreement Exhibit 10.41 to
dated as of June 5, 1990, the 1990 Annual
among Freeport-McMoRan Report on Form 10-K
Resource Partners, IMC
Global Operations Inc. and
Felmont Oil Corporation
10.23 Agreement in Principle dated Exhibit 10.43 to
September 7, 1990, with the 1990 Annual
Mallinckrodt Report on Form 10-K
10.24 Agreement dated as of Exhibit 10.44 to
September 12, 1990, with the 1990 Annual
Mallinckrodt Report on Form 10-K
10.25 Memorandum of Agreement as Exhibit 10.51 to
of December 21, 1990, the 1991 Annual
amending Mining and Report on Form 10-K
Processing Agreement of
January 31, 1978, between
Potash Corporation of
Saskatchewan Inc. and
International Minerals &
Chemical (Canada) Global
Limited
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.26 Division of Proceeds Exhibit 10.52 to
Agreement dated December 21, the 1991 Annual
1990, between Potash Report on Form 10-K
Corporation of Saskatchewan
Inc. and International
Minerals & Chemical (Canada)
Global Limited
10.27 Directors' Retirement Exhibit 10.54 to
Services Plan Effective July the 1992 Annual
1, 1989 Report on Form 10-K
10.28 Contribution Agreement dated Exhibit 10.55 to
April 5, 1993 between the Company's March
Freeport-McMoRan Resource 31, 1993 Form 10-
Partners, Limited Q/A (Amendment No.
Partnership and IMC Global 1) filed on May 19,
Operations Inc. 1993
10.29 Form of Partnership Exhibit 10.29 to
Agreement, dated as of July the 1995 Annual
1, 1993, as further amended Report on Form 10-K
and restated as of May 26,
1995, between IMC-Agrico GP
Company, Agrico L.P. and IMC-
Agrico MP Inc., including
definitions
10.30 Form of Parent Agreement, Exhibit 10.30 to
dated as of July 1, 1993, as the 1995 Annual
further amended and restated Report on Form 10-K
as of May 26, 1995, between
IMC Global Operations Inc.,
Freeport-McMoRan Resource
partners, Limited
Partnership, Freeport-
McMoRan Inc. and IMC-Agrico
Company
10.31 Amendment, Waiver and Exhibit 10.31 to
Consent, dated May 26, 1995, the 1995 Annual
among IMC Global Inc., IMC Report on Form 10-K
Global Operations Inc., IMC-
Agrico GP Company, IMC-
Agrico MP, Inc., IMC-Agrico
Company, Freeport-McMoRan
Inc., Freeport-McMoRan
Resource Partners, Limited
Partnership, and Agrico,
Limited Partnership
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.32 Agreement and Plan of Exhibit 10.32 to
Complete Liquidation and the 1995 Annual
Dissolution, dated May 26, Report on Form 10-K
1995, among IMC Global
Operations Inc., IMC-Agrico
GP Company, and IMC-Agrico
MP, Inc.
10.33 Sterlington Settlement Exhibit 10.58 to
Agreement between IMC Global the Company's March
Inc., Angus Chemical Company 31, 1993 Form
and Industrial Risk Insurers 10-Q/A (Amendment
dated April 1, 1993 No. 1) filed on May
19, 1993
10.34 First Amendment to Exhibit 10.59 to
Contribution Agreement, the Company's
dated as of July 1, 1993, Report on Form 8-K
between Freeport-McMoRan dated July 16, 1993
Resource Partners, Limited
Partnership and IMC Global
Operations Inc.
10.35 Credit Agreement, dated as Exhibit 10.63 to
of June 29, 1993, between the Company's
IMC Global Operations Inc., Registration
IMC Global Inc. and the Statement on Form S-
Banks Listed Therein 4, (No. 33-49795)
10.36 Loan Agreement, dated as of Exhibit 10.64 to
December 1, 1991, between the Company's
IMC Global Operations Inc. Registration
and the Polk County Statement on Form S-
Industrial Development 4, (No. 33-49795)
Authority (Florida)
10.37 Amended and Restated Exhibit 10.65 to
Unconditional Guaranty, the Company's
dated as of December 1, 1991 Registration
of IMC Global Inc. with Statement on Form S-
respect to Polk County 4, (No. 33-49795)
Industrial Development
Authority (Florida)
Industrial Development
Revenue Bonds (IMC Global
Operations Inc. Project)
1991 Tax-Exempt Series A and
1992 Tax-Exempt Series A
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.38 Supplemental Loan Agreement, Exhibit 10.66 to
dated as of January 1, 1992, the Company's
between IMC Global Registration
Operations Inc. and the Polk Statement on Form S-
County Industrial 4, (No. 33-49795)
Development Authority
(Florida)
10.39 Second Supplemental Loan Exhibit 10.67 to
Agreement, dated as of June the Company's
30, 1993, between IMC Global Registration
Operations Inc. and the Polk Statement on Form S-
County Industrial 4, (No. 33-49795)
Development Authority
(Florida)
10.40 Amendment to Guaranty, dated Exhibit 10.68 to
June 30, 1993, with respect the Company's
to Polk County Industrial Registration
Development Authority Statement on Form S-
(Florida) Industrial 4, (No. 33-49795)
Development Revenue Bonds
(IMC Global Operations Inc.
Project) 1991 Tax-Exempt
Series A and 1992 Tax-Exempt
Series A
10.41 Indenture of Trust, dated as Exhibit 10.69 to
of December 1, 1991, between the Company's
Polk County Industrial Registration
Development Authority (the Statement on Form S-
"Authority") and The Bank of 4, (No. 33-49795)
New York, as Trustee (the
"IRB Trustee") relating to
the Industrial Development
Revenue Bonds (IMC Global
Operations Inc. Project)
1991 Tax-Exempt Series A
(the "Series 1991 Bonds")
10.42 Supplemental Indenture of Exhibit 10.70 to
Trust, dated as of January the Company's
1, 1992, between the Registration
Authority and the IRB Statement on Form S-
Trustee, relating to the 4, (No. 33-49795)
Industrial Development
Revenue Bonds (IMC Global
Operations Inc. Project)
1992 Tax-Exempt Series A
(the "Series 1992 Bonds")
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.43 Second Supplemental Exhibit 10.71 to
Indenture of Trust, dated as the Company's
of June 30, 1993, between Registration
the Authority and the IRB Statement on Form S-
Trustee, relating to the 4, (No. 33-49795)
Series 1991 Bonds and the
Series 1992 Bonds
10.44 Amendment Number 2 to Exhibit 10.44 to
Investment Plan for Salaried the Company's
Employees effective March 1, Registration
1988 and restated effective Statement on Form S-
January 1, 1992 4, (No. 33-49795)
10.45* First Amendment, dated July Exhibit 10.45 to
2, 1991, to form of the Company's
Contingent Employment Registration
Agreement with Officers of Statement on Form S-
Corporation 4, (No. 33-49795)
10.46* Amendment, dated July 2, Exhibit 10.46 to
1991, to Form of "Gross Up" the Company's
Agreement with Officers of Registration
Corporation Statement on Form S-
4, (No. 33-49795)
10.47* Employment Agreement, dated Exhibit 10.47 to
April 15, 1993, between The Company's
Wendell F. Bueche and IMC Registration
Global Inc. Statement on Form S-
4, (No. 33-49795)
10.48* Consulting Agreement, dated Exhibit 10.48 to
July 19, 1993, between the Company's
Wendell F. Bueche and IMC Registration
Global Inc. Statement on Form S-
4, (No. 33-49795)
10.49* Amendment and Extension Exhibit 10.49 to
Agreement, dated as of June the 1995 Annual
15, 1995, to Employment Report on Form 10-K
Agreement dated as of April
15, 1993 and Consulting
Agreement dated as of July
19, 1993, between Wendell F.
Bueche and IMC Global Inc.
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.50* Consulting Agreement, dated Exhibit 10.49 to
March 1, 1993, between the Company's
Billie B. Turner and IMC Registration
Global Inc. Statement on Form S-
4, (No. 33-49795)
10.51 Amendment No. 1 and Waiver Exhibit 10.51 to
No. 1, dated as of June 30, the 1993 Annual
1993, to Credit Agreement Report on Form 10-K
dated as of June 29, 1993
among IMC Global Operations
Inc., IMC Global Inc. and
the Banks Listed Therein
10.52 Amendment No. 2, Waiver No. Exhibit 10.52 to
2 and Consent No. 1, dated the 1993 Annual
as of September 3, 1993, to Report on Form 10-K
Credit Agreement dated as of
June 29, 1993 among IMC
Global Operations Inc., IMC
Global Inc. and the Banks
Listed Therein
10.53 Amendment No. 1, dated as of Exhibit 10.53 to
June 24, 1994 to Credit the 1995 Annual
Agreement, dated as of Report on Form 10-K
February 9, 1994 between IMC-
Agrico Company, NationsBank
of Georgia and the Banks
Listed Therein
10.54 Amendment No. 2, dated as of Exhibit 10.54 to
February 24, 1995 to Credit the 1995 Annual
Agreement, dated as of Report on Form 10-K
February 9, 1994 between IMC-
Agrico Company, NationsBank
of Georgia and the Banks
Listed Therein
10.55 Credit Agreement, dated as Exhibit 99.1 to the
of February 9, 1994, between Company's
IMC-Agrico Company, Registration
NationsBank of Georgia, and Statement on Form S-
the Banks Listed Therein 3, (Amendment No.
1) (No. 33-52377)
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.56 Amendment No. 3, dated as of Exhibit 10.52 to
December 30, 1993, to Credit the 1994 Annual
Agreement dated as of June Report on Form 10-K
29, 1993 among IMC Global
Operations Inc., IMC Global
Inc. and the Banks Listed
Therein
10.57 Amendment No. 4, dated as of Exhibit 10.53 to
March 10, 1994, to Credit the 1994 Annual
Agreement dated as of June Report on Form 10-K
29, 1993 among IMC Global
Operations Inc., IMC Global
Inc. and the Banks Listed
Therein
10.58 Amendment No. 5, dated as of Exhibit 10.54 to
June 30, 1994, to Credit the 1994 Annual
Agreement dated as of June Report on Form 10-K
29, 1993 among IMC Global
Operations Inc., IMC Global
Inc. and the Banks Listed
Therein
10.59 Amendment No. 6, dated as of Exhibit 10.55 to
November 30, 1994, to Credit the Company's
Agreement dated as of June December 31, 1994
29, 1993 among IMC Global Form 10-Q filed
Operations Inc., IMC Global February 13, 1995
Inc. and the Banks Listed
Therein
10.60 Transfer and Administration Exhibit 10.60 to
Agreement, dated as of the 1995 Annual
October 31, 1994, between Report of Form 10-K
Enterprise Funding
Corporation and IMC-Agrico
Company
10.61 Amended and Restated Credit Exhibit 10.61 to
Agreement, dated as of July the 1995 Annual
31, 1995, between IMC Global Report on Form 10-K
Operations Inc., IMC Global
Inc. and the Banks Listed
Therein
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.62 Amendment No. 1 to Transfer Exhibit 10.62 to
and Administration the Company's
Agreement, dated as of December 31, 1995
October 30, 1995, between Form 10-Q
Enterprise Funding
Corporation and IMC-Agrico
Company
10.63 Agreement Under the Parent Exhibit 10.63 to
Agreement, dated as of the Company's
January 23, 1996, among IMC December 31, 1995
Global Inc., IMC Global Form 10-Q
Operations Inc., Freeport-
McMoRan Resource Partners
Limited Partnership,
Freeport-McMoRan Inc. and
IMC-Agrico Company, a
Delaware general partnership
10.64 Amendment and Agreement Exhibit 10.64 to
Under the Partnership the Company's
Agreement, dated as of December 31, 1995
January 23, 1996, by and Form 10-Q
among IMC-Agrico GP Company,
Agrico, Limited Partnership,
IMC-Agrico MP, Inc., IMC
Global Operations Inc. and
IMC-Agrico Company
10.65 Credit Agreement, dated as Exhibit 10.65 to
of February 28, 1996, among the Company's
IMC Global Inc., IMC Global Report on Form 8-K
Operations Inc., dated March 15,
International Minerals & 1996
Chemical (Canada) Global
Limited, Kalium Canada Ltd.,
Central Canada Potash, Inc.
and the Banks Listed Therein
10.66 Second Amended and Restated Exhibit 10.66 to
Note Purchase Agreement, the Company's
dated as of February 28, Report on Form 8-K
1996, to the Amended and dated March 15,
Restated Note Purchase and 1996
Private Shelf Agreement
dated as of December 22,
1994, among IMC Global Inc.,
The Vigoro Corporation and
The Prudential Insurance
Company of America
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.67 Second Amended and Restated Exhibit 10.67 to
Note Purchase Agreement, the Company's
dated as of February 28, Report on Form 8-K
1996, to the Amended and dated March 15,
Restated Note Purchase and 1996
Private Shelf Agreement
dated as of December 22,
1994, between Kalium Canada,
Ltd. and The Prudential
Insurance Company of America
10.68 Fourth Amendment and Waiver Exhibit 10.68 to
Agreement dated as of May the Company's March
14, 1996 to the Credit 31, 1996 Form 10-Q
Agreement, by and among
IMC-Agrico Company, a
Delaware general
partnership, the Banks
identified therein, and
NationsBank, N.A. (successor
in interest to NationsBank,
N.A. and NationsBank of
North Carolina, N.A., as
Agent)
10.69 Agreement and Plan of Merger Exhibit 99.2 to the
dated as of November 13, Company's September
1995 among IMC Global Inc., 30, 1995 Form 10-Q
Bull Merger Company and The
Vigoro Corporation
10.70 Registration Rights Exhibit 99.6 to the
Agreement dated as of March Company's March
1, 1996 among IMC Global 31,1996 Form 10-Q
Inc. and certain former
stockholders of The Vigoro
Corporation
10.71* Non-competition Agreement
dated as of March 1, 1996
between IMC Global Inc., IMC
Global Operations Inc. and
C. Steven Hoffman X
10.72* Non-competition Agreement
dated as of February 29,
1996 between IMC Global Inc.
and Robert E. Fowler, Jr. X
Filed with
Exhibit Incorporated Herein Electronic
No. Description By Reference to Submission
- --------------------------------------------------------------------
10.73 Transition Bonus Agreement
dated as of March 1, 1996
between IMC Global Inc., IMC X
Global Operations Inc. and
Marschall I. Smith
10.74 The Vigoro Corporation
Severance Plan, as amended X
10.75* The IMC Global Inc.
Severance Plan X
10.76* Letter Agreement dated March
5, 1996, between the Company
and Brian J. Smith X
11.1 Fully diluted earnings
(loss) per share for the
years ended June 30, 1996,
1995 and 1994 X
13 The portions of the
Company's 1996 Annual Report
to Stockholders which are
specifically incorporated by
reference. X
13.1 Report of Arthur Andersen
LLP X
21.1 Subsidiaries of the
Registrant X
23.1 Consent of Ernst & Young LLP X
23.2 Consent of Arthur Andersen
LLP X
27.1 Financial Data Schedule X
* Denotes management contract or compensatory plan.
(b) REPORTS ON FORM 8-K
There were no reports on Form 8-K filed by the Company during
the last quarter of fiscal 1996.
(c) EXHIBITS
See exhibit index listed at Item 14(a)(3) hereof.
(d) Financial statements and schedules and summarized financial
information of 50 percent or less owned persons are omitted as
none of such persons are individually or in the aggregate
significant under the tests specified in Regulation S-X under
Article 3.09 of general instructions to the financial
statements.
SIGNATURES
Pursuant to the requirements of 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
IMC GLOBAL INC.
(Registrant)
/s/ Wendell F. Bueche
Wendell F. Bueche
Chairman and Chief Executive Officer
Date: September 27, 1996
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of
the Registrant and in the capacities and on the dates indicated:
Signature Title Date
/s/ Wendell F. Bueche Chairman and Chief September 27, 1996
Wendell F. Bueche executive officer
(principal executive
officer) and Director
/s/ Robert E. Fowler, Jr. President (principal September 27, 1996
Robert E. Fowler, Jr. operating officer)
and Director
/s/ Brian J. Smith Chief Financial Officer September 27, 1996
Brian J. Smith (principal financial
officer)
/s/ Anne M. Scavone Controller (principal September 27 , 1996
Anne M. Scavone accounting officer)
/s/ Raymond F. Bentele Director September 27, 1996
Raymond F. Bentele
/s/ Frank W. Considine Director September 27, 1996
Frank W. Considine
/s/ Rod F. Dammeyer Director September 27, 1996
Rod F. Dammeyer
/s/ Dr. James M. Davidson Director September 27, 1996
Dr. James M. Davidson
/s/ Richard A. Lenon Director September 27, 1996
Richard A. Lenon
/s/ Harold H. MacKay Director September 27, 1996
Harold H. MacKay
/s/ David B. Mathis Director September 27, 1996
David B. Mathis
/s/ Thomas H. Roberts, Jr. Director September 27, 1996
Thomas H. Roberts, Jr.
/s/ Joseph P. Sullivan Director September 27, 1996
Joseph P. Sullivan
/s/ Richard L. Thomas Director September 27, 1996
Richard L. Thomas
/s/ Billie B. Turner Director September 27, 1996
Billie B. Turner
/s/ Clayton K. Yeutter Director September 27, 1996
Clayton K. Yeutter