UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

          (Mark One)

[X] Quarterly Report Pursuant to Section 13 or 15(d)

Of the Securities Exchange Act of 1934

For the Quarter Ended December 31, 2003

OR

 

[ ] Transition Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Commission File Number 001-12217

 

MISSISSIPPI CHEMICAL CORPORATION

Organized in the State of Mississippi

Tax Identification No. 64-0292638

P. O. Box 388, Yazoo City, Mississippi 39194

Telephone No. 662+746-4131

 

               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 [ ]

               Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).  Yes [  ]   No [X]

               The number of shares outstanding of each of the issuer's classes of common stock, as of January 31, 2004.

Class
Number of Shares
Common Stock, $0.01 par value
24,250,109
MISSISSIPPI CHEMICAL CORPORATION

AND SUBSIDIARIES

INDEX

 
   
Page   
Number
PART I. 
FINANCIAL INFORMATION:
  
Item 1.
Consolidated Financial Statements       
Consolidated Statements of Operations
3  
     Three months ended December 31, 2003 and 2002 and   
     Six months ended December 31, 2003 and 2002       
Consolidated Balance Sheets
4 - 5  
     December 31, 2003 and June 30, 2003       
Consolidated Statements of Shareholders' Equity (Deficit)
6  
     Fiscal Year ended June 30, 2003 and   
     Six months ended December 31, 2003       
Consolidated Statements of Cash Flows
7  
     Six months ended December 31, 2003 and 2002       
Notes to Consolidated Financial Statements
8 - 34     
Item 2.
Management's Discussion and Analysis of Results    
of Operations and Financial Condition
35 - 55      
Item 3.
Quantitative and Qualitative Disclosure About    
Market Risk
56     
Item 4.
Controls and Procedures
56    
PART II.
OTHER INFORMATION:      
Item 3.
Defaults Under Senior Securities
57     
Item 6.
Exhibits and Reports on Form 8-K
57     
Signatures 
57
 
**PART I.**FINANCIAL INFORMATION
** 
ITEM 1.** 
FINANCIAL STATEMENTS.
MISSISSIPPI CHEMICAL CORPORATION

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)
 
Three months ended 
Six months ended 
December 31, 
December 31, 
2003 
2002 
2003 
2002
Revenues:
(In thousands, except per share data)
   Net sales
$127,579  
$101,753  
$210,140  
$182,869 
   Other
      1,118  
       -       
      2,273  
         -      
128,697  
101,753  
212,413  
182,869 
Operating expenses:       
   Cost of products sold
103,229  
101,400  
189,256  
181,664 
   Selling, general and administrative
5,006  
6,954  
10,743  
13,411 
   Impairment of long-lived assets (see Note 5)
-      
12,351  
-      
12,351 
   Other
      1,204  
       346  
     8,471  
     5,609  
   109,439  
 121,051  
 208,470  
 213,035 
Operating income (loss)
19,258  
(19,298) 
3,943  
(30,166)        
Other (expense) income:       
   Interest, net
(4,996) 
(6,274) 
(10,341) 
(11,587)
   Other
         453  
     4,060  
      1,104  
      4,603         
Income (loss) from continuing operations before        
  reorganization expense and income taxes
14,715  
(21,512) 
(5,294) 
(37,150)        
Reorganization expense (see Note 9)
      8,563  
         -      
    10,638 
         -             
Income (loss) from continuing operations        
  before income taxes
6,152  
(21,512) 
(15,932) 
(37,150)        
Income tax expense (benefit) (see Note 10)
    21,565  
    (8,042) 
   14,815   
       (770)        
Loss from continuing operations
(15,413) 
(13,470) 
(30,747) 
(36,380)        
Discontinued operations (see Note 12):       
   Income (loss) from operations, net of        
     income tax expense (benefit) of $869,        
     $(111), $(12,429) and $(977), respectively
2,026   
(702) 
(22,055) 
(1,297)        
   Loss on disposal, net of income tax of $6,314
  (11,728) 
         -        
   (11,728) 
          -               
   Loss from discontinued operations
    (9,702) 
        (702) 
   (33,783) 
     (1,297)        
Net loss
$(25,115) 
$(14,172) 
$ (64,530) 
$ (37,677)        
Loss per share from continuing        
      operations - basic and diluted (see Note 6)
$    (0.63) 
$    (0.51) 
$     (1.23) 
$     (1.39)
Loss per share from discontinued operations -       
   basic and diluted (see Note 6)
$    (0.40) 
$    (0.03) 
$     (1.36) 
$     (0.05)        
Net loss per share (see Note 6)
$    (1.03) 
$    (0.54) 
$     (2.59) 
$     (1.44)
The accompanying notes are an integral part of these consolidated financial statements.

MISSISSIPPI CHEMICAL CORPORATION

AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

ASSETS
  
December 31, 
June 30,  
2003 
2003  
(In thousands, except per share data)
Current assets:    
   Cash and cash equivalents 
$    3,987  
$      6,102 
   Accounts receivable, net 
48,496  
56,375      
   Inventories:    
      Finished products 
11,226  
29,121 
      Raw materials and supplies 
5,920  
6,415 
      Replacement parts 
   26,646  
     30,750 
             Total inventories 
43,792  
66,286      
   Prepaid expenses and other current assets 
17,379  
5,039 
   Deferred income taxes 
10,402  
3,112 
   Assets of discontinued operations 
   29,762  
        -          
                       Total current assets 
153,818  
136,914      
Investments in affiliates 
118,157  
111,509      
Other assets 
8,126  
10,305      
Property, plant and equipment, at cost 
536,049  
695,919 
  less accumulated depreciation, depletion and    
  amortization 
 (326,488) 
 (406,557)
             Property, plant and equipment, net 
   209,561  
   289,362             
$ 489,662  
$ 548,090      
 

 

The accompanying notes are an integral part of these consolidated financial statements.

MISSISSIPPI CHEMICAL CORPORATION

AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Continued)

LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY

 
  
December 31, 
June 30,  
2003 
2003  
(In thousands, except per share data)     
Current liabilities:    
   Long-term debt due within one year 
$165,124  
$158,423 
   Accounts payable 
19,977  
15,736 
   Accrued liabilities 
9,790  
4,633 
   Liabilities of discontinued operations 
      3,800  
        -      
          Total current liabilities 
198,691  
178,792      
Other long-term liabilities and deferred credits 
35,084  
36,872      
Deferred income taxes 
 29,365  
26,518      
Liabilities subject to compromise 
234,503  
249,132      
Shareholders' (deficit) equity:    
   Common stock ($.01 par, authorized 100,000    
      shares; issued 27,981) 
280  
280 
   Additional paid-in capital 
306,063  
306,063 
   Accumulated deficit 
(273,577) 
(209,047)
   Accumulated other comprehensive loss, net 
(12,273)********