An anonymous director reports

MBAC FERTILIZER REPORTS FY 2014 RESULTS

MBAC Fertilizer Corp. has released its results for the financial year ended Dec. 31, 2014, and has provided a general operational update on its Itafos Arraias single superphosphate operations. (All amounts, unless noted, are in U.S. currency.)

The financial statements and management's discussion and analysis for the year ended Dec. 31, 2014, are available under the company's profile at SEDAR and from the company's website.

Highlights for 2014:

• Executed debt extension agreements with its senior lenders permitting deferral of principal and interest payments on project finance and certain working capital loans by up to two years;
• In consultation with its senior lenders, engaged Deutsche Bank AG to act as its financial adviser in connection with the company's review process with the mandate to help find a definitive solution to the company's working capital constraints and liquidity requirements;
• Executed and received disbursements from new working capital loans totalling approximately $16.0-million;
• Performance throughout 2014 impacted by significant working capital constraints, which placed limitation on the company's ability to purchase consumables and maintain a more adequate spare parts inventory and thereby limited operational efforts;
• Produced 98,533 tonnes of SSP, including approximately 22,000 tonnes in September, 2014;
• Generated precommercial net revenue of $16.4-million from the sale of SSP;
• Established a daily production record of approximately 1,700 tonnes of SSP, exceeding the expected daily production volume that the Itafos operations was originally designed for;
• In April, 2014, completed a bought-deal public equity offering, which included significant management and insider participation, for net proceeds of $17.4-million ($19.2-million (Canadian));
• Sold the Celtins note receivable receiving total net cash proceeds of $6.7-million (14.8 million reais);
• Implemented a number of initiatives aimed at optimizing performance and reducing annual costs by approximately $4.0-million.

Highlights subsequent to year-end:

• Executed and received disbursements on new working capital loans totalling approximately $7.8-million (20.7 million reais), the proceeds of which were used to refinance bank indebtedness balances and to cover debt service requirements on other loan agreements;
• Received a number of non-binding indicative offers from third parties related to the company's review process; these third parties are completing their due diligence on MBAC's assets, and are expected to submit binding proposals in the second quarter of 2015;
• Suspended production at its Itafos operations, and placed the operations on care and maintenance, largely in response to market conditions and as a means to preserve working capital pending and during the review process.

Itafos operations

The attached table summarizes the operational performance for the Itafos operations during the quarter and year ended Dec. 31, 2014.

                                                      
                         ITAFOS OPERATING HIGHLIGHTS  
                     (in tonnes unless otherwise stated)
                                                         Q4 2014     FY 2014

Ore extracted                                            112,035     531,279
P2O5 grade (%)                                               6.7%        7.1%
SSP precommercial production                              11,632      98,533
SSP precommercial sales on deliveries                     14,925      91,508
Precommercial SSP net revenue (in thousands)              $2,506     $16,364

MBAC's performance throughout 2014 was impacted by significant working capital constraints, which placed limitation on the company's ability to purchase consumables and maintain a more adequate spare parts inventory. Subsequent to year-end, MBAC suspended production at its Itafos operations largely in response to market conditions and as a means to preserve working capital and complete its review process. The Itafos operations are currently on care and maintenance, and the company expects to resume production if and when its review process is completed and its liquidity constraints are resolved. Given that the review process is continuing and that the company has no certainty of when, or if, the review process will be completed, MBAC's previously disclosed production guidance and sales guidance for 2015 and 2016 are no longer valid.

Fourth quarter 2014 and full-year 2014 financial results

Prior to reaching commercial production, MBAC capitalizes all costs related to Itafos to property, plant and equipment. Proceeds from sales during this period are offset against capitalized costs. MBAC was a precommercial-stage company in fourth quarter 2014.

MBAC continues to expect that over the longer term, its future sales growth will be supported by strong market fundamentals and demand trends in Brazil. Fertilizer consumption has continued to be strong, driven by increased intensity of fertilizer application and increased planting area. In the first nine months of 2014, fertilizer consumption was up 7.2 per cent compared with the same period last year according to ANDA (the National Fertilizer Association of Brazil). For full-year 2014, ANDA stated a record total fertilizer consumption of 32.2 million tonnes and a decrease in fertilizer imports from approximately 870,000 tonnes in 2013 to approximately 470,000 tonnes for 2014 in Brazil.

MBAC incurred a net loss of $8.8-million or six-cent basic and diluted loss per share in fourth quarter 2014. This compares with a net loss of $11.0-million or eight-cent basic and diluted loss per share for fourth quarter 2013.

For the year ended Dec. 31, 2014, MBAC incurred a net loss of $28.5-million or 16-cent net loss per share, down from a net loss of $32.2-million or 22-cent net loss per share for 2013. The decrease in net loss was primarily due to lower selling, general and administrative expenses and lower unrealized foreign exchange loss. Excluding unrealized foreign exchange loss of $10.4-million, as well as other non-cash or non-recurring items totalling an income of $700,000, MBAC incurred an adjusted net loss of $18.9-million or 11-cent adjusted net loss per share for 2014. This compares with an adjusted net loss of $17.0-million or 12-cent adjusted net loss per share for 2013.

Further to the issuance by the Ontario Securities Commission on April 8, 2015, of the temporary management cease trade order against the company's chief executive officer and chief financial officer, in connection with the company's delay in filing its audited annual financial statements, related management's discussion and analysis, annual information form, and accompanying chief executive officer and chief financial officer certifications for the financial year ended Dec. 31, 2014, the company announces that the OSC issued on April 20, 2015, a permanent management cease trade order prohibiting the direct or indirect trading in the securities of the company by the chief executive officer and the chief financial officer until the annual filings are completed. Such permanent management cease trade order is expected to be revoked within two business days following the date hereof as a result of the completion of the annual filings.

We seek Safe Harbor.