Business Context and Reporting Period
This Form 8-K Current Report was filed by Compass Minerals International, Inc. (formerly Salt Holdings Corporation) on January 28, 2004. The filing serves as a Regulation FD disclosure to provide historical share count data for the period following the company's initial public offering on December 12, 2003.
Key Financial Metrics
The filing does not provide data on revenue, profit, cash flow, margins, debt, or liquidity. The only quantitative data presented relates to the weighted-average number of shares outstanding (in millions) for 2003:
| Period | Basic Shares | Diluted Shares |
|---|---|---|
| Quarter ended March 31, 2003 | 35.1 | 36.2 |
| Quarter ended June 30, 2003 | 34.7 | 36.0 |
| Quarter ended September 30, 2003 | 30.0 | 31.7 |
| Quarter ended December 31, 2003 | 30.2 | 32.1 |
| Full Year 2003 | 32.5 | 34.0 |
Note: Diluted shares reflect potential dilution under the treasury stock method assuming proceeds from employee stock options are used to repurchase common stock.
Material Changes
The filing notes that the company had private shareholders prior to its IPO on December 12, 2003. The share count data reflects the transition from private to public status, showing a decrease in basic shares outstanding from the first quarter to the fourth quarter of 2003.
Guidance, Outlook, and Risks
The filing contains no management commentary, forward-looking guidance, risk factors, contingencies, or discussion of unusual items. It is strictly a disclosure of historical share counts.
Investor Verification Checklist
- Verify the impact of the December 12, 2003 IPO on the weighted-average share count.
- Confirm the methodology used for calculating diluted shares (treasury stock method).
- Review subsequent filings for actual financial performance metrics (revenue, earnings, cash flow) which are absent in this report.