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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________________________________
FORM 10-Q
_______________________________________________________
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Quarterly Period Ended
March 31, 2021
or
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ______ to ______
Commission File Number: 001-34025
INTREPID POTASH, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
26-1501877
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
1001 17th Street, Suite 1050
Denver,
Colorado80202
(Address of principal executive offices)
(Zip Code)
(303296-3006
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act
Title of each classTrading symbolName of each exchange on which registered
Common Stock, par value $0.001 per shareIPINew York Stock Exchange


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 ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files.) Yes ☒No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
Accelerated filer ☒
Non-accelerated filer
Smaller reporting companyEmerging growth company 
                 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

                 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).YesNo

As of April 27, 2021, the registrant had outstanding 13,445,803 shares of common stock, par value $0.001 per share.


Table of Contents
INTREPID POTASH, INC.
TABLE OF CONTENTS
Page
PART I - FINANCIAL INFORMATION    
ITEM 1. Condensed Consolidated Financial Statements (Unaudited)


i

Table of Contents
PART I - FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
INTREPID POTASH, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
March 31,December 31,
20212020
ASSETS
Cash and cash equivalents$35,995 $19,515 
Accounts receivable:
Trade, net36,898 22,795 
Other receivables, net2,298 1,577 
Inventory, net78,919 88,673 
Prepaid expenses and other current assets2,906 3,228 
Total current assets157,016 135,788 
Property, plant, equipment, and mineral properties, net348,945 355,497 
Water rights19,184 19,184 
Long-term parts inventory, net29,359 28,900 
Other assets, net10,676 10,819 
Total Assets$565,180 $550,188 
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable$13,648 $7,278 
Accrued liabilities13,080 12,701 
Accrued employee compensation and benefits5,928 4,422 
Current portion of long-term debt, net10,000 10,000 
Other current liabilities36,264 32,816 
Total current liabilities78,920 67,217 
Advances on credit facility29,817 29,817 
Long-term debt, net14,912 14,926 
Asset retirement obligation24,313 23,872 
Operating lease liabilities1,851 2,136 
Other non-current liabilities928 961 
Total Liabilities150,741 138,929 
Commitments and Contingencies
Common stock, 0.001 par value; 40,000,000 shares authorized;
13,065,654 and 13,049,820 shares outstanding
at March 31, 2021, and December 31, 2020, respectively13 13 
Additional paid-in capital657,566 656,837 
Accumulated deficit(243,140)(245,591)
Total Stockholders' Equity414,439 411,259 
Total Liabilities and Stockholders' Equity$565,180 $550,188 
See accompanying notes to these condensed consolidated financial statements.
1

Table of Contents
INTREPID POTASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
Three Months Ended March 31,
20212020
Sales$71,463 $63,984 
Less:
Freight costs12,078 11,860 
Warehousing and handling costs2,632 2,904 
Cost of goods sold47,645 43,047 
Lower of cost or net realizable value inventory adjustments 550 
Gross Margin9,108 5,623 
Selling and administrative5,791 6,599 
Accretion of asset retirement obligation441 435 
Litigation settlement 10,075 
Loss (gain) on sale of assets2 (4,696)
Other operating expense (income)6 (11)
Operating Income (Loss)2,868 (6,779)
Other Income (Expense)
Interest expense, net(426)(792)
Interest income 116 
Other income9 16 
Income (Loss) Before Income Taxes2,451 (7,439)
Income Tax Benefit 42 
Net Income (Loss)$2,451 $(7,397)
Weighted Average Shares Outstanding:
Basic13,054 12,957 
Diluted13,297 12,957 
Earnings Per Share:
Basic$0.19 $(0.57)
Diluted$0.18 $(0.57)
See accompanying notes to these condensed consolidated financial statements.
2

Table of Contents
INTREPID POTASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(In thousands, except share amounts)
Three-Month Period Ended March 31, 2021
Common StockAdditional Paid-in CapitalAccumulated DeficitTotal Stockholders' Equity
SharesAmount
Balance, December 31, 202013,049,820 $13 $656,837 $(245,591)$411,259 
Net income— — — 2,451 2,451 
Stock-based compensation— — 890 — 890 
Exercise of stock options4,188 — 43 — 43 
Vesting of restricted common stock, net of common stock used to fund employee income tax withholding due upon vesting11,646 — (204)— (204)
Balance, March 31, 202113,065,654 $13 $657,566 $(243,140)$414,439 
Three-Month Period Ended March 31, 2020
Common StockAdditional Paid-in CapitalAccumulated DeficitTotal Stockholders' Equity
SharesAmount
Balance, December 31, 201912,955,351 $13 $653,080 $(218,437)$434,656 
Net loss— — — (7,397)(7,397)
Stock-based compensation— — 1,032 — 1,032 
Vesting of restricted common stock, net of common stock used to fund employee income tax withholding due upon vesting8,999 — (49)— (49)
Balance, March 31, 202012,964,350 $13 $654,063 $(225,834)$428,242 

See accompanying notes to these condensed consolidated financial statements.

3

Table of Contents
INTREPID POTASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Three Months Ended March 31,
20212020
Cash Flows from Operating Activities:
Net income (loss)$2,451 $(7,397)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation, depletion and amortization9,481 9,586 
Accretion of asset retirement obligation441 435 
Amortization of deferred financing costs68 86 
Amortization of intangible assets80 80 
Stock-based compensation890 1,032 
Lower of cost or net realizable value inventory adjustments 550 
Accrual for litigation settlement 10,075 
Loss (gain) on disposal of assets2 (4,696)
Allowance for doubtful accounts 275 
Changes in operating assets and liabilities:
Trade accounts receivable, net(14,103)(8,388)
Other receivables, net(720)(308)
Inventory, net9,293 4,976 
Prepaid expenses and other current assets358 857 
Accounts payable, accrued liabilities, and accrued employee
     compensation and benefits
7,978 8,119 
Operating lease liabilities(525)(552)
Other liabilities3,415 41 
Net cash provided by operating activities19,109 14,771 
Cash Flows from Investing Activities:
Additions to property, plant, equipment, mineral properties and other assets(2,360)(5,710)
Proceeds from sale of assets47 4,786 
Net cash used in investing activities(2,313)(924)
Cash Flows from Financing Activities:
Debt prepayment costs(2) 
Repayments of long-term debt(22) 
Proceeds from short-term borrowings on credit facility 10,000 
Payments of financing lease(107) 
Capitalized debt fees  
Employee tax withholding paid for restricted stock upon vesting(204)(49)
Proceeds from exercise of stock options43 — 
Net cash (used in) provided by financing activities(292)9,951 
Net Change in Cash, Cash Equivalents and Restricted Cash16,504 23,798 
Cash, Cash Equivalents and Restricted Cash, beginning of period20,184 21,239 
Cash, Cash Equivalents and Restricted Cash, end of period$36,688 $45,037 
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INTREPID POTASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Three Months Ended March 31,
20212020
Supplemental disclosure of cash flow information
Net cash paid during the period for:
Interest$167 $227 
Income taxes$8 $ 
Amounts included in the measurement of operating lease liabilities$583 $637 
Accrued purchases for property, plant, equipment, and mineral properties$622 $2,557 
Right-of-use assets exchanged for operating lease liabilities$340 $104 
See accompanying notes to these condensed consolidated financial statements.
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INTREPID POTASH, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 1COMPANY BACKGROUND
We are a diversified mineral company that delivers potassium, magnesium, sulfur, salt, and water products essential for customer success in agriculture, animal feed and the oil and gas industry. We are the only U.S. producer of muriate of potash (sometimes referred to as potassium chloride or potash), which is applied as an essential nutrient for healthy crop development, utilized in several industrial applications, and used as an ingredient in animal feed. In addition, we produce a specialty fertilizer, Trio®, which delivers three key nutrients, potassium, magnesium, and sulfate, in a single particle. We also provide water, magnesium chloride, brine and various oilfield products and services.
Our extraction and production operations are conducted entirely in the continental United States. We produce potash from three solution mining facilities: our HB solution mine in Carlsbad, New Mexico, our solution mine in Moab, Utah, and our brine recovery mine in Wendover, Utah. We also operate the North compaction facility in Carlsbad, New Mexico, which compacts and granulates product from the HB mine. We produce Trio® from our conventional underground East mine in Carlsbad, New Mexico.
    We have water rights in New Mexico under which we sell water primarily to support oil and gas development in the Permian Basin near our Carlsbad facilities. We continue to work to expand our sales of water. In May 2019, we acquired certain land, water rights, state grazing leases for cattle, and other related assets from Dinwiddie Cattle Company. We refer to these assets and operations as "Intrepid South." Due to the strategic location of Intrepid South, part of our long-term operating strategy is selling small parcels of land, including restricted use agreements of surface or subsurface rights, to customers, where such sales provide a solution to a customer's operations in the oil and gas industry.
We have three segments: potash, Trio®, and oilfield solutions. We account for sales of byproducts as revenue in the potash or Trio® segment based on which segment generates the byproduct. Intersegment sales prices are market based and are eliminated.
"Intrepid," "our," "we," or "us," means Intrepid Potash, Inc. and its consolidated subsidiaries.

Note 2SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Financial Statement PresentationOur unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to those rules and regulations. In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary for a fair presentation of interim financial information, have been included. These unaudited condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2020.
Reverse Stock SplitOn August 10, 2020, after receipt of stockholder approval, the Board of Directors approved an amendment to our Certificate of Incorporation to effect a reverse stock split of our common stock, par value $0.001 per share, by a ratio of one-for-ten. The reverse stock split became effective August 14, 2020. Additionally, the total number of authorized shares of our common stock was reduced to 40,000,000 shares. Unless otherwise indicated, all share amounts, per share data, share prices, exercise prices and conversion rates set forth in these notes and the accompanying condensed consolidated financial statements have, where applicable, been adjusted retroactively to reflect this reverse stock split.
Recently Adopted Accounting Standards
In December 2019, the FASB issued ASU 2019-12, "Income Taxes ("Topic 740"): Simplifying the Accounting for Income Taxes," which simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and amending existing guidance to improve consistent application. Most amendments within this standard were required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. We adopted this standard on January 1, 2021. The effect of the adoption of this standard was immaterial on our condensed consolidated financial statements.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - (Topic 326): Measurement of Credit Losses on Financial Instruments, which we adopted on January 1, 2020. ASU No. 2016-13 changes the way entities recognize impairment of many financial assets by requiring immediate recognition of estimated credit losses expected to
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occur over their remaining life and required a cumulative-effect adjustment to the statement of financial position on January 1, 2020. The effect of the adoption of this standard was immaterial on our condensed consolidated financial statements.
    Reclassifications of Prior Period PresentationCertain prior period amounts have been reclassified in order to conform to the current period presentation. These reclassifications had no effect on the reported results of operations.

Note 3EARNINGS PER SHARE
Basic earnings per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period. For purposes of determining diluted earnings per share, basic weighted-average common shares outstanding is adjusted to include potentially dilutive securities, including restricted stock, stock options, and performance units. The treasury-stock method is used to measure the dilutive impact of potentially dilutive shares. Potentially dilutive shares are excluded from the diluted weighted-average shares outstanding computation in periods in which they have an anti-dilutive effect. The following table shows the calculation of basic and diluted earnings per share (in thousands, except per share amounts):
Three Months Ended
March 31,
20212020
Net income (loss)$2,451 $(7,397)
Basic weighted-average common shares outstanding13,054 12,957 
Add: Dilutive effect of restricted stock177  
Add: Dilutive effect of stock options66  
Diluted weighted-average common shares outstanding13,297 12,957 
Basic$0.19 $(0.57)
Diluted$0.18 $(0.57)
The following table shows the shares that have an anti-dilutive effect and are excluded from the diluted weighted-average shares outstanding computations (in thousands):
Three Months Ended
March 31,
20212020
Anti-dilutive effect of restricted stock64 312 
Anti-dilutive effect of stock options outstanding158 312 
    
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Note 4CASH, CASH EQUIVALENTS AND RESTRICTED CASH
    Total cash, cash equivalents and restricted cash, as shown on the condensed consolidated statements of cash flows are included in the following accounts at March 31, 2021, and 2020 (in thousands):
March 31, 2021March 31, 2020
Cash and cash equivalents$35,995 $44,371 
Restricted cash included in other current assets175 150 
Restricted cash included in other long-term assets518 516 
Total cash, cash equivalents, and restricted cash as shown in the statement of cash flows$36,688 $45,037 
    Restricted cash included in other current and long-term assets on the condensed consolidated balance sheets represents amounts whose use is restricted by contractual agreements with various entities, principally the Bureau of Land Management or the State of Utah, as security to fund future reclamation obligations at our sites.

Note 5INVENTORY AND LONG-TERM PARTS INVENTORY
    The following summarizes our inventory, recorded at the lower of weighted-average cost or estimated net realizable value, as of March 31, 2021, and December 31, 2020 (in thousands):
March 31, 2021December 31, 2020
Finished goods product inventory$46,166 $48,961 
In-process inventory21,775 28,833 
Total product inventory67,941 77,794 
Current parts inventory, net10,978 10,879 
Total current inventory, net78,919 88,673 
Long-term parts inventory, net29,359 28,900 
Total inventory, net$108,278 $117,573 
Parts inventory is shown net of estimated allowances for obsolescence of $1.1 million as of March 31, 2021, and December 31, 2020, respectively.
As a result of routine assessments of the lower of weighted-average cost or estimated net realizable value of our finished goods product inventory, we recorded inventory charges of zero and $0.6 million for the three months ended March 31, 2021 and 2020, respectively.

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Note 6PROPERTY, PLANT, EQUIPMENT, AND MINERAL PROPERTIES
    Property, plant, equipment, and mineral properties were comprised of the following (in thousands):
March 31, 2021December 31, 2020
Land$27,263 $27,263 
Ponds and land improvements68,171 67,843 
Mineral properties and development costs144,043 143,955 
Buildings and plant81,842 81,692 
Machinery and equipment265,716 265,121 
Vehicles6,024 5,919 
Office equipment and improvements9,111 9,083 
Operating lease ROU assets9,961 9,622 
Breeding stock254 260 
Construction in progress2,466 1,710 
Total property, plant, equipment, and mineral properties, gross$614,851 $612,468 
Less: accumulated depreciation, depletion, and amortization(265,906)(256,971)
Total property, plant, equipment, and mineral properties, net$348,945 $355,497 

In March 2020, we sold approximately 320 acres of land for $4.8 million. In connection with that sale, we recorded a gain of $4.7 million.
    We incurred the following expenses for depreciation, depletion, and amortization, including expenses capitalized into inventory, for the following periods (in thousands):
Three Months Ended March 31,
20212020
Depreciation$7,495 $7,291 
Depletion1,475 1,752 
Amortization of right of use assets511 543 
Total incurred$9,481 $9,586 
Note 7DEBT
    Senior Notes—As of March 31, 2021, we had outstanding $15.0 million of Series B Senior Notes, due on April 14, 2023.
    In April 2020, we repaid our Series A Senior Notes ($20 million) at maturity. In July 2020, we repaid our Series C Senior Notes. As part of our Series C Senior Notes, we repaid the full $15 million of principal along with a reduced make-whole payment of $1.9 million.
    The agreement governing the Series B Senior Notes contains certain financial covenants, including the following:
We are required to maintain a minimum fixed charge coverage ratio of 1.3 to 1.0 as of the last day of each quarter, measured based on the previous four quarters. Our fixed charge coverage ratio as of March 31, 2021, was 7.5 to 1.0.
We are allowed a maximum leverage ratio of 3.5 to 1.0 as of the last day of each quarter, measured based on the previous four quarters. Our leverage ratio as of March 31, 2021, was 2.0 to 1.0.
    Fixed charge coverage ratio and leverage ratio are calculated in accordance with the agreement governing the Series B Notes, each of which includes earnings before interest, taxes, depreciation and amortization as a component. As of March 31, 2021, we were in compliance with all applicable covenants under the Series B Senior Notes.
    For the three months ended March 31, 2021, the interest rate on the Series B Senior Notes was 4.63%, which represents the lowest interest rate available under the Series B Senior Notes. The interest rates may adjust upward if we do not continue to meet certain financial covenants.
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    We have granted to the collateral agent for the Series B Senior Notes a first lien on substantially all of our non-current assets and a second lien on substantially all of our current assets. We are required to offer to prepay the Series B Senior Notes with the proceeds of dispositions of certain specified property and with the proceeds of certain equity issuances, as set forth in the agreement governing the Series B Senior Notes. The obligations under the Senior B Notes are unconditionally guaranteed by several of our subsidiaries.
    In April 2020, we amended the agreement governing the Series B Senior Notes to allow for a $10 million loan under the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act"), as described further below.
    Our outstanding long-term debt, net, as of March 31, 2021, and December 31, 2020, was as follows (in thousands):
March 31, 2021December 31, 2020
Notes and Payroll Protection Loan$24,978 $25,000 
Less current portion of long-term debt(10,000)(10,000)
Less deferred financing costs(66)(74)
Long-term debt, net$14,912 $14,926 
        
Credit Facility—We maintain a revolving credit facility with Bank of Montreal. As of March 31, 2021, borrowings under the credit facility bear interest at LIBOR (London Interbank Offered Rate) plus an applicable margin of 1.25% to 2.00% per annum, based on our leverage ratio as calculated in accordance with the agreement governing the credit facility. We have granted to Bank of Montreal a first lien on substantially all of our current assets and a second lien on substantially all of our non-current assets. The obligations under the credit facility are unconditionally guaranteed by several of our subsidiaries.
    We occasionally borrow and repay amounts under the facility for near-term working capital needs or other purposes and may do so in the future. During the three months ended March 31, 2021, we made no borrowings and we made no repayments under the facility. As of March 31, 2021, and December 31, 2020, we had $29.8 million of borrowings outstanding and $1 million in outstanding letters of credit under the facility. Including the outstanding letters of credit, we had $35.0 million available to be borrowed under the facility as of March 31, 2021.
As of March 31, 2021, we were in compliance with all applicable covenants under the revolving credit facility.
    During the three months ended March 31, 2020, we borrowed $10 million under the facility and made no repayments.
    
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    PPP Loan—In April 2020, we received a $10 million loan under the Paycheck Protection Program (the "PPP") under the CARES Act. The loan matures in April 2022 and bears interest at a rate of 1% per annum. We were required to begin monthly payments of principal and interest in the amount of $0.6 million in November 2020, but due to extensions of the program and delays in the forgiveness application process, we do not expect to make any payments on the loan until a decision is made on our forgiveness application. We may prepay the loan at any time prior to maturity with no prepayment penalties. We used the funds exclusively for allowed payroll and benefits expenses and expect the majority of the loan, if not all, will be forgiven. The loan contains customary events of default relating to, among other things, payment defaults, making materially false and misleading representations to the lender or breaching the terms of the loan documents.
During the second quarter of 2020, the PPP was amended to allow borrowers to choose either an eight-week or 24-week period to use the funds. We elected to use the 24-week period, which ended in October 2020. The amount eligible for forgiveness is based on the amount of loan proceeds used by us (during the 24-week period after the lender makes the first disbursement of loan proceeds) for the payment of certain covered costs, including payroll costs (including benefits), subject to certain limitations and reductions in accordance with the CARES Act. We submitted our application for forgiveness of the full $10 million loan in November 2020. No assurance can be given that we will obtain forgiveness of the loan in whole or in part. In addition, as a borrower that received over $2.0 million, we expect to be subject to an audit to review our eligibility under the PPP. The timing and scope of the audit remains unclear and as a result we are not able to forecast when we can expect a decision on loan forgiveness. We do not expect the audit will impact our eligibility for forgiveness under the PPP.
    Interest Expense—Interest expense is recorded net of any capitalized interest associated with investments in capital projects. We incurred gross interest expense of $0.4 million and $0.9 million for the three months ended March 31, 2021, and 2020, respectively.
    Amounts included in interest expense, net for the three ended March 31, 2021, and 2020, were as follows (in thousands):
Three Months Ended
March 31,
20212020
Interest on debt borrowings$365 $779 
Make-whole payments2  
Amortization of deferred financing costs68 86 
Gross interest expense435 865 
Less capitalized interest(9)(73)
Interest expense, net$426 $792 
    
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Note 8INTANGIBLE ASSETS
    We have water rights, recorded at $19.2 million at March 31, 2021, and December 31, 2020. Our water rights have indefinite lives and are not amortized. We evaluate our water rights at least annually on October 1 for impairment, or more frequently if circumstances require.
    We account for other intangible assets as finite-lived intangible assets and amortize those intangible assets over the period of estimated benefit, using the straight-line method. The weighted average amortization period for the other intangible assets is approximately 18 years. At March 31, 2021, and December 31, 2020, these intangible assets had a net book value of $5.8 million and $5.9 million, respectively, and are included in "Other assets, net" on the Condensed Consolidated Balance Sheets.
    
Note 9FINANCIAL INFORMATION FOR SUBSIDIARY GUARANTORS OF POSSIBLE FUTURE
PUBLIC DEBT
Intrepid Potash, Inc., as the parent company, has no independent assets or operations, and operations are conducted solely through its subsidiaries. Cash generated from operations is held at the parent-company level as cash on hand and totaled $36.0 million and $19.5 million at March 31, 2021, and December 31, 2020, respectively. If one or more of our wholly-owned operating subsidiaries guarantee public debt securities in the future, those guarantees will be full and unconditional and will constitute the joint and several obligations of the subsidiary guarantors. The assets and liabilities of our other subsidiaries are immaterial. There are no restrictions on our ability to obtain cash dividends or other distributions of funds from the subsidiary guarantors, except those imposed by applicable law.

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Note 10ASSET RETIREMENT OBLIGATION
We recognize an estimated liability for future costs associated with the abandonment and reclamation of our mining properties. A liability for the fair value of an asset retirement obligation and a corresponding increase to the carrying value of the related long-lived asset are recorded as the mining operations occur or the assets are acquired.
Our asset retirement obligation is based on the estimated cost to abandon and reclaim the mining operations, the economic life of the properties, and federal and state regulatory requirements. The liability is discounted using credit adjusted risk-free rate estimates at the time the liability is incurred or when there are upward revisions to estimated costs. The credit adjusted risk-free rates used to discount our abandonment liabilities range from 6.9% to 9.7%. Revisions to the liability occur due to construction of new or expanded facilities, changes in estimated abandonment costs or economic lives, or if federal or state regulators enact new requirements regarding the abandonment or reclamation of mines.
Following is a table of the changes to our asset retirement obligation for the following periods (in thousands):
Three Months Ended March 31,
20212020
Asset retirement obligation, at beginning of period$23,872 $22,250 
Liabilities settled  
Accretion of discount441 435 
Total asset retirement obligation, at end of period$24,313 $22,685 
    

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Note 11REVENUE
    Revenue Recognition—We account for revenue in accordance with ASC Topic 606 Revenue from Contracts with Customers ("ASC 606"). Under ASC 606, we recognize revenue when control of the promised goods or services is transferred to customers in an amount that reflects the consideration we expect to be entitled in exchange for those goods or services. The timing of revenue recognition, billings, and cash collection may result in contract assets or contract liabilities.

Contract Balances: As of March 31, 2021, and December 31, 2020, we had $33.8 million and $30.4 million of contract liabilities, respectively, which are included in "Other current liabilities" on the Condensed Consolidated Balance Sheets, primarily related to cash advances received from a customer for water purchases. Customer advances received before we have satisfied our performance obligations are accounted for as a contract liability (sometimes referred to in practice as deferred revenue). We will recognize the deferred revenue at the time the customer calls for water delivery, which we expect will be sourced from our existing long-term water rights. Our deferred revenue activity for the three months ended March 31, 2021, and 2020 is shown below (in thousands):
Three Months Ended March 31,
20212020
Beginning balance$30,419 $16,612 
Additions3,972 3,910 
Recognized as revenue during period(549)(3,436)
Ending balance$33,842 $17,086 

Disaggregation of Revenue: The tables below show the disaggregation of revenue by product and reconciles disaggregated revenue to segment revenue for the three months ended March 31, 2021, and 2020. We believe the disaggregation of revenue by products best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic conditions (in thousands):
Three Months Ended March 31, 2021
ProductPotash Segment
Trio® Segment
Oilfield Solutions SegmentIntersegment EliminationsTotal
Potash$37,794 $ $ $(62)$37,732 
Trio®
 22,514   22,514 
Water1,159 984 3,343  5,486 
Salt2,039 196   2,235 
Magnesium Chloride2,028    2,028 
Brine Water558  205  763 
Other  705  705 
Total Revenue$43,578 $23,694 $4,253 $(62)$71,463 
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Three Months Ended March 31, 2020
ProductPotash Segment
Trio® Segment
Oilfield Solutions SegmentIntersegment EliminationsTotal
Potash$29,818 $ $ $(129)$29,689 
Trio®
 21,201   21,201 
Water583 1,247 6,661  8,491 
Salt2,096 133   2,229 
Magnesium Chloride759    759 
Brine Water535  31  566 
Other  1,049  1,049 
Total Revenue$33,791 $22,581 $7,741 $(129)$63,984 

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Note 12COMPENSATION PLANS
Equity Incentive Compensation Plan—Our Board of Directors and stockholders adopted a long-term incentive compensation plan called the Intrepid Potash, Inc. Amended and Restated Equity Incentive Plan (the "Plan"). The Plan was most recently amended and restated in May 2019. We have issued common stock, restricted stock, performance units, and non-qualified stock option awards under the Plan. At March 31, 2021, approximately 0.6 million shares remained available for issuance under the Plan.
    For the three months ended March 31, 2021, we granted shares 42,445 of restricted stock to executive officers and other key employees. These awards vest over three years, and in some cases, contain a market condition. As of March 31, 2021, the following awards were outstanding under the Plan (in thousands):
Outstanding as of
March 31, 2021
Restricted Shares386 
Non-qualified Stock Options288 
    Total share-based compensation expense was $0.9 million and $1.0 million for the three months ended March 31, 2021, and 2020, respectively. As of March 31, 2021, we had $5.1 million of total remaining unrecognized compensation expense related to awards, that is expected to be recognized over a weighted-average period of 1.7 years.

Note 13INCOME TAXES
Our anticipated annual tax rate is impacted primarily by the amount of taxable income associated with each jurisdiction in which our income is subject to income tax, permanent differences between the financial statement carrying amounts and tax bases of assets and liabilities.
    During the three months ended March 31, 2021, and 2020, we incurred no income tax expense. Our effective tax rate for the three months ended March 31, 2021, and 2020, was 0%. Our effective tax rates differed from the statutory rate during each period primarily due to changes in the valuation allowance established to offset our deferred tax assets.

Note 14COMMITMENTS AND CONTINGENCIES
Reclamation Deposits and Surety Bonds—As of March 31, 2021, and December 31, 2020, we had $23.0 million of security placed principally with the State of Utah and the Bureau of Land Management for eventual reclamation of our various facilities. Of this total requirement, $0.5 million consisted of long-term restricted cash deposits reflected in "Other assets, net" on the condensed consolidated balance sheets and $22.5 million was secured by surety bonds issued by an insurer. The surety bonds are held in place by an annual fee paid to the issuer and a letter of credit.
We may be required to post additional security to fund future reclamation obligations as reclamation plans are updated or as governmental entities change requirements.
    Legal—We are subject to claims and legal actions in the ordinary course of business. Legal costs are expensed as incurred. While there are uncertainties in predicting the outcome of any claim or legal action, except as noted below, we believe the ultimate resolution of these claims or actions is not reasonable likely to have a material adverse effect on our financial condition, results of operations, or cash flows.
Mosaic Settlement
In March 2020, we entered into a definitive settlement agreement with Mosaic Potash Carlsbad Inc. ("Mosaic") related to a complaint originally brought against us and Steve Gamble in February 2015. Mr. Gamble is a former employee of Intrepid and Mosaic. Under the terms of the settlement agreement, we paid Mosaic an aggregate of $10 million in May 2020 to dismiss all current and future claims arising from this matter against us and the matter is now closed.
Water Rights
In February 2019, Pecos Valley Artesian Conservancy District, Carlsbad Irrigation District, and Otis Mutual Domestic Water Consumers & Sewage Works Association (together, the "Protestants") filed an expedited inter se proceeding against us, Henry McDonald, Select Energy Services, LLC d/b/a Gregory Rockhouse Ranch, and Vision Resources, Inc. in the Fifth Judicial District Court for the County of Chaves in the State of New Mexico ("adjudication court"). This court
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serves as the adjudication court for the Pecos Stream System, which includes the Pecos River. The Protestants challenged the validity of our Pecos River water rights, representing approximately 20,000 acre feet per year. In August 2019, the parties stipulated to the jurisdiction of the adjudication court. To promote settlement, the adjudication court established a settlement schedule and ordered a trial date in August 2020 if the parties have not reached a settlement by that time. The trial date was subsequently rescheduled and a virtual trial began on December 8, 2020 and concluded on December 18, 2020. We expect a ruling from the adjudication court in late spring or early summer of 2021.
We were allowed to sell water associated with 5,700 acre feet per year of these water rights under preliminary authorizations issued in 2017 and 2018 by the New Mexico Office of the State Engineer ("OSE"). The preliminary authorizations allowed for water sales to begin immediately, subject to repayment if the underlying water rights are ultimately found to be invalid. Separate from the adjudication proceeding discussed above, the Protestants have protested these preliminary authorizations before the OSE. Although the OSE is required to hold a hearing relating to the protests, it had temporarily stayed the hearing process until the adjudication process is complete.
    In December 2019, the Protestants filed a Petition for Writ of Mandamus against the OSE concerning the preliminary authorizations. A hearing regarding this Petition was held in March 2020, in the Fifth Judicial District Court for the County of Eddy in the State of New Mexico ("non-adjudication court") and the non-adjudication court granted the Writ of Mandamus against the OSE and required the OSE to withdraw and cancel seven preliminary authorizations issued to Intrepid in 2017 and 2018. These seven preliminary authorizations, which allowed us to sell up to 4,700 acre feet of water annually, were cancelled by the OSE on April 1, 2020, and we are currently not allowed to sell water under these cancelled preliminary authorizations.
    A Motion for Reconsideration was filed and a hearing was held before the non-adjudication court on September 1, 2020, and was denied by the non-adjudication court on October 5, 2020. Subsequently, we and the OSE filed an appeal which is pending before the New Mexico Court of Appeals.
In March 2021, we received notice from a customer of a default under the terms of a long-term sales contract because we have not been able to deliver water to diversion points specified in the contract. We have relied primarily upon our Pecos River water rights to deliver water under this contract, the majority of which are currently unavailable due to the factors discussed above. We are working with the customer to resolve this issue. Under this contract we have received quarterly installments of approximately $3.9 million for the future delivery of water to the customer. In April 2021, we agreed to suspend the second quarter installment due from the customer as we continue to work to resolve the issue. If we are not able to resolve the issue, we may have to repay the $32.7 million outstanding contract liability. More detail on our contract liabilities can be found in Note 11—Revenue.

    We are also subject to other claims and legal actions in the ordinary course of business. Legal costs are expensed as incurred. While there are uncertainties in predicting the outcome of any claim or legal action, we believe that the ultimate resolution of these other claims or actions is not reasonably likely to have a material adverse effect on our financial condition, results of operations, or cash flows.
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Note 15FAIR VALUE
    We measure our financial assets and liabilities in accordance with ASC Topic 820, Fair Value Measurements and Disclosures.
    As of March 31, 2021, and December 31, 2020, our cash consisted of bank deposits. Other financial assets and liabilities including accounts receivable, refundable income taxes, accounts payable, accrued liabilities, and advances on our credit facility are carried at cost which approximates fair value because of the short-term nature of these instruments.
In May of 2020, we acquired a non-controlling interest in W.D. Von Gonten Laboratories ("WDVGL") for $3.5 million. This investment is an equity investment without a readily determinable fair value and is recorded at cost with adjustments for observable changes in prices resulting from orderly transactions for the identical or a similar investment of the same issuer, or impairment (a Level 3 input), and is included in "Other assets, net" on the Condensed Consolidated Balance Sheets. We did not record any adjustments to the $3.5 million carrying value of the investment during the first quarter of 2021.
    As of March 31, 2021, and December 31, 2020, the estimated fair value of our outstanding Notes was $15.7 million and $15 million, respectively. The fair value of our Notes is estimated using a discounted cash flow analysis based on current borrowing rates for debt with similar remaining maturities and ratings (a Level 2 input) and is designed to approximate the amount at which the instruments could be exchanged in an arm's-length transaction between knowledgeable willing parties.

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Note 16BUSINESS SEGMENTS
    Our operations are organized into three segments: potash, Trio® and oilfield solutions. The reportable segments are determined by management based on several factors including the types of products and services sold, production processes, markets served and the financial information available for our chief operating decision maker. We evaluate performance based on the gross margins of the respective business segments and do not allocate corporate selling and administrative expenses, among others, to the respective segments. Intersegment sales prices are market-based and are eliminated in the "Other" column. Information for each segment is provided in the tables that follow (in thousands).

Three Months Ended
March 31, 2021
Potash
Trio®
Oilfield SolutionsOtherConsolidated
Sales$43,578 $23,694 $4,253 $(62)$71,463 
Less: Freight costs5,700 6,440  (62)12,078 
         Warehousing and handling
         costs
1,456 1,176   2,632 
         Cost of goods sold27,749 16,148 3,748  47,645 
Gross Margin (Deficit)$8,673 $(70)$505 $ $9,108 
Depreciation, depletion, and amortization incurred1
$7,178 $1,507 $688 $188 $9,561 
Three Months Ended
March 31, 2020
Potash
Trio®
Oilfield SolutionsOtherConsolidated
Sales$33,791 $22,581 $7,741 $(129)$63,984 
Less: Freight costs5,441 6,548  (129)11,860 
         Warehousing and handling
         costs
1,296 1,608   2,904 
         Cost of goods sold22,720 17,430 2,897  43,047 
         Lower of cost or net
         realizable value inventory
         adjustments
— 550  — 550 
Gross Margin (Deficit)$4,334 $(3,555)$4,844 $ $5,623 
Depreciation, depletion, and amortization incurred1
$7,312 $1,508 $632 $214 $9,666 
1 Depreciation, depletion, and amortization incurred for potash and Trio® excludes depreciation, depletion and amortization amounts absorbed in or relieved from inventory.

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ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
This Quarterly Report on Form 10-Q (this "Quarterly Report") contains forward-looking statements within the meaning of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the Securities Act of 1933, as amended. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements in this Quarterly Report other than statements of historical fact are forward-looking statements. Forward-looking statements include statements about our future results of operations and financial position, our business strategy and plans, and our objectives for future operations, among other things. In some cases, you can identify these statements by forward-looking words, such as "estimate," "expect," "anticipate," "project," "plan," "intend," "believe," "forecast," "foresee," "likely," "may," "should," "goal," "target," "might," "will," "could," "predict," and "continue." Forward-looking statements are only predictions based on our current knowledge, expectations, and projections about future events.
    These forward-looking statements are subject to a number of risks, uncertainties, and assumptions, including the following:
changes in the price, demand, or supply of our products and services;
challenges to our water rights;
our ability to successfully identify and implement any opportunities to grow our business whether through expanded sales of water, Trio®, byproducts, and other non-potassium related products or other revenue diversification activities;
our ability to sell Trio® internationally and manage risks associated with international sales, including pricing pressure and freight costs;
the costs of, and our ability to successfully execute, any strategic projects;
declines or changes in agricultural production or fertilizer application rates;
declines in the use of potassium-related products or water by oil and gas companies in their drilling operations;
our ability to prevail in outstanding legal proceedings against us;
our ability to comply with the terms of our senior notes and our revolving credit facility, including the underlying covenants, to avoid a default under those agreements;
further write-downs of the carrying value of assets, including inventories;
circumstances that disrupt or limit production, including operational difficulties or variances, geological or geotechnical variances, equipment failures, environmental hazards, and other unexpected events or problems;
changes in reserve estimates;
currency fluctuations;
adverse changes in economic conditions or credit markets;
the impact of governmental regulations, including environmental and mining regulations, the enforcement of those regulations, and governmental policy changes;
adverse weather events, including events affecting precipitation and evaporation rates at our solar solution mines;
increased labor costs or difficulties in hiring and retaining qualified employees and contractors, including workers with mining, mineral processing, or construction expertise;
changes in the prices of raw materials, including chemicals, natural gas, and power;
our ability to obtain and maintain any necessary governmental permits or leases relating to current or future operations;
interruptions in rail or truck transportation services, or fluctuations in the costs of these services;
our inability to fund necessary capital investments;
the impact of the novel coronavirus (COVID-19) pandemic on our business, operations, liquidity, financial condition and results of operations; and
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the other risks, uncertainties, and assumptions described in Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2020, as updated by our subsequent Quarterly Reports on Form 10-Q.

In addition, new risks emerge from time to time. It is not possible for our management to predict all risks that may cause actual results to differ materially from those contained in any forward-looking statements we may make.
In light of these risks, uncertainties, and assumptions, the future events and trends discussed in this Quarterly Report may not occur and actual results could differ materially and adversely from those anticipated or implied in these forward-looking statements. As a result, you should not place undue reliance on these forward-looking statements. We undertake no duty to update or revise publicly any forward-looking statements to conform those statements to actual results or to reflect new information or future events.
    Throughout this Quarterly Report, we refer to average net realized sales price per ton, which is a non-GAAP financial measure. More information about this measure, including a reconciliation of this measure to the most directly comparable GAAP financial measure, is below under the heading "Non-GAAP Financial Measure."
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Company Overview
We are a diversified mineral company that delivers potassium, magnesium, sulfur, salt, and water products essential for customer success in agriculture, animal feed and the oil and gas industry. We are the only U.S. producer of muriate of potash (sometimes referred to as potassium chloride, KCl or potash), which is applied as an essential nutrient for healthy crop development, utilized in several industrial applications, and used as an ingredient in animal feed. In addition, we produce a specialty fertilizer, Trio®, which delivers three key nutrients, potassium, magnesium, and sulfate, in a single particle. We also provide water, magnesium chloride, brine and various oilfield products and services.
Our extraction and production operations are conducted entirely in the continental United States. We produce potash from three solution mining facilities: our HB solution mine in Carlsbad, New Mexico, our solution mine in Moab, Utah, and our brine recovery mine in Wendover, Utah. We also operate our North compaction facility in Carlsbad, New Mexico, which compacts and granulates product from the HB mine. We produce Trio® from our conventional underground East mine in Carlsbad, New Mexico.
    We have water rights in New Mexico under which we sell water primarily to support oil and gas development in the Permian Basin near our Carlsbad facilities. We continue to work to expand our sales of water. In May 2019, we acquired certain land, water rights, state grazing leases for cattle, and other related assets from Dinwiddie Cattle Company. We refer to these assets and operations as "Intrepid South." Due to the strategic location of Intrepid South, part of our long-term operating strategy is selling small parcels of land, including restricted use agreements of surface or subsurface rights, to customers, where such sales provide a solution to a customer's operations in the oil and gas industry.
    We have three segments: potash, Trio®, and oilfield solutions. We account for the sale of byproducts as revenue in the potash or Trio® segment based on which segment generated the byproduct.




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Significant Business Trends and Activities
    The novel strain of coronavirus (COVID-19) has surfaced in nearly all regions around the world. As an essential business we continue to operate through-out the COVID-19 pandemic to produce potash and Trio® and serve oil and gas markets through our oilfield solutions business. The safety and protection of our workforce is our first and foremost priority. We continue to follow various procedures we implemented to help minimize the risks to our employees, including changes in our operating procedures to accommodate social distancing guidelines, additional cleaning and disinfection procedures and requiring those employees who can work from home to do so.
    We continue to monitor the guidance from various authorities, including federal, state and local public health authorities and may take additional actions based on their recommendations. There may be developments outside our control that would require us to adjust our operating plans.
    Our 2020 results were materially impacted by the COVID-19 pandemic, particularly our oilfield solutions segment as many of the actions taken to help prevent the spread of COVID-19 decreased demand for oil. Economic activity is improving in early 2021 with most cities and states reducing restrictions when compared to the summer of 2020. However, governmental authorities may reinstate other restrictive orders due to a continued resurgence of COVID-19 related cases. Such restrictive actions may lead to further or continued decreases in the demand for oil and may impact our other operations if expanded restrictions are deemed necessary to mitigate the public health effects of the COVID-19 pandemic. Given the dynamic nature of this situation, we cannot reasonably estimate the impacts of COVID-19 on our financial condition, results of operations, liquidity or cash flows in the future. We expect that if governmental authorities increase other restrictive orders, such actions may have a material effect on revenue growth, financial condition, liquidity, and overall profitability in future reporting periods.
    Our financial results have been, or are expected to be, impacted by several significant trends and activities, including impacts from the COVID-19 pandemic, as discussed below. We expect that the trends described below may continue to impact our results of operations, cash flows, and financial position.
Potash pricing and demand. Potash sales volumes in the first quarter of 2021 increased 18% compared to the first quarter of 2020 as strong commodity prices and favorable weather drove strong demand for fertilizer products across most parts of the country. Our sales volumes into industrial markets decreased in the first quarter of 2021 compared to the prior year, due in large part to the impacts of the COVID-19 pandemic. The majority of our industrial potash sales are into oil and gas markets and correlate to drilling and completion activity, which has slowed significantly during 2020 due to the containment actions taken to help reduce the spread of COVID-19, and activity remains below pre-pandemic levels. We have been successful in shifting sales towards our growing animal feed and organic markets and also continuing to expand our sales into high-margin agricultural areas near our operations. Additional or renewed restrictions enacted in response to the COVID-19 pandemic may impact our sales if such actions affect available labor, transportation logistics, or cause supply disruptions.
Global effective capacity continues to exceed demand and larger producers have worked to balance the market through production curtailments. Domestic pricing of our potash is influenced principally by the price established by our competitors. The interaction of global potash supply and demand, ocean, land, and barge freight rates, currency fluctuations, and crop commodity values and outlook, also influence pricing.
    Our potash average net realized sales price per ton increased to $282 for the three months ended March 31, 2021, compared to $255 for the same period in 2020 due to multiple price increases announced in the fourth quarter of 2020 and another price increase announced in February 2021. We layered in first quarter sales tons at varying price levels and expect our net realized sales price per ton will increase in the second quarter of 2021. Our price expectations could be affected by, among other things, weather, planting decisions, rail car availability, commodity price decreases as a result of the COVID-19 pandemic, and the price and availability of other potassium products.
    With potash sales comprising 53% of our total sales in the first three months of 2021, potash prices continue to be a significant driver of our profitability. Pricing of our potash is influenced principally by the price established by our competitors. The interaction of global potash supply and demand, ocean, land, and barge freight rates, and currency fluctuations also influence pricing.
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    We experience seasonality in potash demand, with more purchases historically occurring in March through May and September through November when purchasers are looking to have product on hand for the spring and fall application seasons in the United States. Various factors affect potash sales and shipments, thereby increasing volatility of sales volumes from quarter to quarter and season to season. The specific timing of when farmers apply potash remains highly weather dependent and varies across the numerous growing regions within the U.S. The timing of potash sales is also significantly influenced by the marketing programs of potash producers, as well as storage volumes closer to the farm gate. Our sales volumes into the industrial market correlate to drilling activity in the oil and gas market, which slowed significantly during 2020, due to the containment actions taken to help reduce the spread of COVID-19. While restrictions have generally relaxed over the past few months, any further containment actions taken in response to the COVID-19 pandemic may impact future fertilizer application seasons if such actions affect available labor, transportation logistics, or cause supply disruptions.
Trio® pricing and demand. Our Trio® average net realized sales price per ton increased 21% during the first quarter of 2021, as compared to the first quarter of 2020 due to price increases in domestic markets and fewer international sales. Similar to our potash sales, we layered in our first quarter 2021 Trio® sales at increasing price levels and expect our net realized price will continue to increase into the second quarter. Our ability to recognize the increased prices may be affected by, among other things, weather, planting decisions, rail car availability, commodity price decreases as a result of the COVID-19 pandemic, and the price and availability of other potassium products.
    Trio® sales volume decreased 9% during the first three months of 2021, compared to the first three months of 2020, as strong demand in domestic markets was more than offset by reduced international sales. We expect to sell limited tons into international markets as we focus on growing our domestic Trio® sales. We recognize a lower average net realized sales price per ton for international sales compared to domestic sales, due to the increased freight costs to ship Trio® to international destinations.
    We also experience seasonality in domestic Trio® demand, with more purchases coming in the first and second quarters in advance of the spring application season in the U.S. In turn, we generally have increased inventory levels in the third and fourth quarters in anticipation of expected demand for the following year. Further actions taken in response to the COVID-19 pandemic may also impact seasonal demand patterns if there is an effect on available labor, transportation logistics, or supply disruptions. We continue to operate our facilities at production levels that approximate expected demand and allow us to manage inventory levels. Certain products rely more heavily on international markets, particularly standard Trio®. Our international warehouse temporarily closed in response to the COVID-19 pandemic in the first quarter of 2020 and was reopened during the second quarter of 2020 and currently remains open, but we may see additional closures if there is a resurgence of COVID-19 related cases, which could reduce demand in future periods. We reduced the production of fine langbeinite in the second quarter of 2020 to manage inventory levels and we expect to operate at these reduced production rates for the foreseeable future to manage inventory levels.
Water sales. In the first quarter of 2021, total water sales were $5.5 million compared to $8.5 million during the same period of 2020. We continue to experience decreased demand for water and other oilfield products and services when compared to the first quarter of 2020 as a result of the COVID-19 pandemic. Rig counts, oil pricing, and oilfield activity have increased from the summer of 2020 and we expect oilfield activity will improve as the year continues, although economic uncertainty and the potential for future restrictions enacted by state and local governments resulting from the COVID-19 pandemic make forecasting future drilling activities difficult.
    An update to legal proceedings concerning our water rights is contained in Note 14 of our unaudited condensed consolidated financial statements included in "Item 1. Condensed Consolidated Financial Statements (Unaudited)" of this Quarterly Report on Form 10-Q.
Byproduct sales. We sell byproducts such as salt, magnesium chloride, brines, and water that are derived from our potash and Trio® operations. Byproduct sales were $7.0 million for the three months ended March 31, 2021, compared to $5.4 million for the three months ended March 31, 2020. The increase during the first quarter of 2021 was primarily due to a $1.3 million increase in sales of magnesium chloride and a $0.3 million increase in byproduct water sales. Wet weather in 2019 significantly limited our production of magnesium chloride and we had less product to sell in the first quarter of 2020. Magnesium chloride production returned to historic rates in the second half of 2020 and we expect that will continue in 2021 assuming average precipitation rates at our Wendover facility.
Diversification of products and services. We continue to diversify our products and services, particularly on our Intrepid South property. In addition to water sales, Intrepid South generates revenue from right-of-way agreements, surface damages and easements, caliche sales, a produced water royalty, and sales of cattle. We are also currently negotiating water transfer agreements with customers throughout the basin to utilize our existing infrastructure. As part of the Intrepid South acquisition, we acquired state grazing leases and submitted a comprehensive grazing plan which is currently pending
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approval with the New Mexico State Land Office. In the third quarter of 2020, we purchased a 400-head commercial cattle herd which we plan to move to our grazing leases when we receive final approval. We added a brine station at our Intrepid South property in February 2020 and are reviewing opportunities to develop a produced water facility, although uncertainties in oil and gas operations due to the COVID-19 pandemic have made the timing of this development uncertain.
In March 2020, we sold approximately 320 acres of fee land from our Intrepid South property for $4.8 million and recognized a gain on the sale of the land of $4.7 million. The terms of the sale were highly restrictive and only allow the buyer to drill Acid Gas Injection ("AGI") wells on the property to dispose of natural gas with high concentrations of hydrogen sulfide ("H2S"). No water rights were included in the land sale, we retained surface access, and we restricted the use of caliche located on the property to the acreage that was sold in order to prevent sales to third parties or decrease future sales to the buyer. Due to the strategic location of Intrepid South, part of our long-term operating strategy is selling small parcels of land, including restricted use agreements of surface or subsurface rights, to customers, where such sales provide a solution to a customer's operations in the oil and gas industry. We may have additional strategic sales of small parcels of land in the future.
In May 2020, we acquired an 11% equity stake in the W.D. Von Gonten Laboratories ("WDVGL"), a global industry leader in drilling and completion chemistry and a strong supporter of the use of potassium chloride in oil and gas drilling and completion activities. With this investment we plan to revitalize our industrial sales and high-speed mixing service given the poor performance of clay-inhibition chemical substitutes in certain formations. Our investment in WDVGL is also part of our strategy to leverage our existing oil and gas midstream businesses in southeast New Mexico and expand into additional oil and gas midstream and upstream activities. This expansion may be through organic growth, other strategic investments, partnerships, or acquisitions of complementary businesses that expand our product and service offerings beyond our existing assets or products. Additionally, we may expand into oil and natural gas exploration and production or into new products or services in our current industry or other industries.
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Consolidated Results
(in thousands, except per ton amounts)Three Months Ended March 31,
20212020
Sales1
$71,463 $63,984 
Cost of goods sold$47,645 $43,047 
Gross Margin$9,108 $5,623 
Selling and administrative$5,791 $6,599 
Net Income (Loss)$2,451 $(7,397)
   Average net realized sales price per ton2
Potash$282 $255 
   Trio®
$233 $193 
1Sales include sales of byproducts which were $7.0 million and $5.4 million for the three months ended March 31, 2021, and 2020, respectively.
2Average net realized sales price per ton is a non-GAAP financial measure. More information about this non-GAAP financial measure is below under the heading "Non-GAAP Financial Measure."
Consolidated Results for the Three Months Ended March 31, 2021, and 2020
Our total sales for the three months ended March 31, 2021 increased $7.5 million, or 12%, as compared to the three months ended March 31, 2020. Our potash sales increased $8.0 million, or 27%, during the first quarter of 2021 as compared to the first quarter of 2020, as we sold 18% more tons and our average net realized sales price per ton increased 11% in the first quarter of 2021. We sold 25% more tons of potash into the agricultural market in the first quarter of 2021, compared to the first quarter of 2020, partially offset by selling fewer tons of potash into the industrial market. Increases in corn, soybean and wheat prices drove our increase in tons of potash sold into the agricultural market. The majority of our industrial potash sales are into oil and gas markets and correlate to drilling and completion activity, which were still negatively affected by containment actions taken to help reduce the spread of COVID-19. Our potash average net realized sales price per ton increased 11% due to multiple price increases announced in the fourth quarter of 2020 and another price increase announced in February 2021. We layered in first quarter sales tons at varying increased price levels as compared to the first quarter of 2020.
Our Trio® sales increased $1.3 million, or 6%, in the first quarter of 2021, as compared to the first quarter of 2020, as our average net realized sales price per ton increased 21%, partially offset by a 9% decrease in tons sold. Our Trio® tons sold decreased in the first quarter of 2021, as compared to the first quarter of 2020, as we sold fewer tons into international markets, due to our continued focus on the domestic Trio® market. Our Trio® average net realized sales price per ton increased due to multiple price increases announced during the fourth quarter of 2020 and the first quarter of 2021, combined with a decreas