CF Industries Holdings (CF) Risk Factor Changes

•risks associated with changes in tax laws and adverse determinations by taxing authorities, including any potential changes in tax regulations and our qualification for tax credits;

•reliance on third party providers of transportation services and equipment, including those related to carbon dioxide sequestration;

•the volatility of natural gas prices in North America and globally;

We may implement technologies, which are beyond our experience base, in the ammonia production process at designs and at scales beyond what has been successfully done previously.

Further, our major capital projects depend on the availability and performance of engineering firms, construction firms, equipment and material suppliers, transportation providers and other vendors necessary to design…

arrangements we may enter into may involve significant risks and uncertainties, including the ability of us and our strategic partners to cooperate, us and our strategic partners having inconsistent interests or goals…

Demand for low-carbon ammonia and other nitrogen fertilizers is also incentivized by the availability of environmental attribute credit and incentive programs, including tax credits.

event that the growth in supply of low-carbon ammonia and low-carbon hydrogen exceeds the growth in demand for those products, the resulting unfavorable supply and demand balance could lead to lower selling prices tha…

Our clean energy strategy also depends on the realization of certain technical improvements required to increase the efficiency and lower the costs of production of low-carbon ammonia.

We believe the demand for low-carbon ammonia could take several years to materialize and then ten or more years to fully develop and mature, and we cannot be certain that this demand or the demand for low-carbon hydro…

In addition to regulations concerning the emission of GHGs, many jurisdictions have implemented or are considering regulations requiring the disclosure of certain climate and other sustainability information, includin…

More stringent GHG regulations, if enacted, are likely to have a significant impact on us, because our production facilities emit GHGs such as CO2 and nitrous oxide and because natural gas is the primary raw material…

Canadian regulations impose a price on excess GHG emissions.

Concern over the effects of climate change has driven many countries to establish ever more ambitious GHG reduction targets and initiatives to achieve them.

Our production facilities emit GHGs, such as CO2 and nitrous oxide.

Regulatory or legislative provisions related to GHG emissions in the jurisdictions in which we operate or conduct business could materially adversely affect our business, financial condition, results of operations and…

regulations, a reinterpretation of or changes to current laws and regulations, or community or interest group opposition to permits and approvals could make it more difficult to obtain or renew necessary governmental…

We are subject to numerous environmental, health and safety laws and regulations in the United States, Canada, the United Kingdom, Trinidad and other locations, including laws and regulations relating to the generatio…

The Inflation Reduction Act of 2022 expanded production tax credits for carbon sequestration and introduced clean hydrogen production tax credits.

access the credit markets, including to refinance our debt, there can be no assurance that we will be able to obtain financing on acceptable terms or within an acceptable timeframe, if at all.

We consider options to refinance our outstanding indebtedness from time to time.

•restrict our ability to pay dividends on our common stock or to repurchase shares of our common stock;

As of December 31, 2025, we had approximately $3.25 billion of total funded indebtedness, consisting solely of unsecured senior notes with varying maturity dates between 2034 and 2044, or approximately 29% of our tota…

We are also subject to antitrust and competition laws in various jurisdictions.

currency freely convertible into U.S.

Our principal reporting currency is the U.S.

and warehouses or the transportation and use of fertilizers and other nitrogen products.

Our business involves the use, storage, and transmission of information about our employees, customers, and suppliers.

In the United States and Canada, the railroad industry continues various efforts to limit its potential liability with respect to transportation of toxic inhalation hazard materials, such as the ammonia we transport t…

oceangoing vessels, adverse weather conditions, system failures, unscheduled downtime, labor difficulties or shortages, shutdowns, delays, accidents such as spills and derailments, vessel groundings and other accident…

We rely on natural gas pipelines to transport natural gas, the principal raw material used in our production process, to our manufacturing facilities.

Our transportation and distribution activities, including those related to carbon dioxide (CO2) sequestration, rely on third party providers and are subject to environmental, safety and regulatory oversight.

The fertilizer business is seasonal.

Certain of our operating facilities are located near natural gas hubs that have experienced increased natural gas development and have favorable price differences as compared to other North American hubs.

Fuel Standard encourages continued high levels of corn-based ethanol production, various interested parties have called to eliminate or reduce the renewable fuel mandate, or to eliminate or reduce corn-based ethanol a…

Governmental policies and changes thereto, including farm and biofuel subsidies, commodity support programs and tariffs, environmental and greenhouse gas (GHG) policies, as well as the prices of fertilizer products, m…

Global competition for nitrogen products is also influenced by other factors, including currency exchange rates, including the relative value of the U.S.

China, the world’s largest producer and consumer of nitrogen fertilizers, currently has a government policy to limit exports of nitrogen fertilizers through a variety of measures.

consumption subsidized in order to support domestic employment or to foster other political or social goals.

We compete with many producers, including state-owned and government-subsidized entities.

Additional nitrogen production capacity has come online in the past 12 months and is expected to continue to do so globally over the next 12 months.

•failure of technologies to perform, develop or be available as expected.

•regulatory restrictions and requirements related to GHG emissions;

Some of our largest contemplated projects involve joint ventures.

types of environmental attributes.

The EU finalized its overall carbon border adjustment mechanism in May 2023.

We hold numerous environmental and other governmental permits and approvals authorizing operations at each of our facilities.

Due to concerns related to terrorism, the toxic properties of ammonia, or the potential use of certain nitrogen products as explosives, we are subject to various security laws and regulations.

fertilizer producers generally manufacture and distribute products throughout the year.

•failure of technologies to perform, develop or be available as expected, including the low-carbon ATR ammonia production facility with carbon capture and sequestration technologies being constructed at our Blue Point…

•regulatory provisions and requirements related to GHG emissions and sustainability matters, including announced or future changes in environmental or climate change or sustainability laws;

•announced or future tariffs, retaliatory measures, and global trade relations, including the potential impact of tariffs and retaliatory measures on the price and availability of materials for our capital projects an…

•our ability to fund the capital expenditure needs related to the joint venture at our Blue Point complex, which may exceed our current estimates;

•our ability to complete the projects at our Blue Point complex, including the construction of a low-carbon ammonia production facility with our joint venture partners and scalable infrastructure on schedule and on bu…

We have and may enter into joint ventures to invest in our business.

Recently, many proposed low-carbon ammonia projects have been announced or considered, and future hydrogen, energy, or environmental/carbon policies may support development of additional nitrogen production outside No…

Beginning on January 1, 2026, importers of nitrogen fertilizer products into the EU became subject to its carbon border adjustment mechanism (CBAM) and will be required to purchase certificates in 2027 reflecting the…

We hold numerous environmental and other governmental permits and approvals authorizing our facility operations.

Further, we are subject to continually evolving GHG regulations and other environmental laws and regulations in various jurisdictions.

Due to concerns related to terrorism, the toxic properties of ammonia, or the potential use of certain nitrogen products as explosives, we are subject to various security laws and regulations.

results in our sales volumes and net sales being the highest during the spring and our working capital requirements to build inventory being the highest just prior to the start of the spring planting season.

Region, due to increased industrial demand and increased natural gas exports, could result in increased natural gas prices.