ICL Group Ltd. — Interim / Quarterly Report 2014

Feb 11, 2015

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----- Start of picture text ----- Q4 2014 Results----- End of picture text -----

Mr. Stefan Borgas | President & CEO February 11, 2015

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----- Start of picture text ----- Important Legal Notes----- End of picture text -----

The information delivered or to be delivered to you does not constitute an offer or a recommendation to do any transaction in Israel Chemicals Ltd. (ICL) securities.

Certain statements in this presentation and other oral and written statements made by ICL from time to time, are forwardlooking statements, including, but not limited to, those that discuss strategies, goals, outlook or other non-historical matters; or project revenues, income, returns or other financial measures. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those contained in the statements, including, among others, the following: (a) Crisis in financial markets;(b) War or terror operations;(c) Impacts on sales of fertilizers (product prices, government policies and weather); (d) Subjection to legislative and licensing restrictions;(e) Exposure relating to environmental protection and safety;(f) Third party liability and product liability; (g) Volatility in the markets that affects the demand for some of the products; (h) Concessions and permits; (i) Natural disasters; (j) Water level in Pond 150 in Dead Sea;(k) Dependence on seaports, transportation and loading in Israel. We caution you that the above list of important factors is not comprehensive. We refer you to filings that we have made and shall make with the TASE and the U.S. SEC, including under “Risk Factors” in our prospectus. They may discuss new or different factors that may cause actual results to differ materially from this information.

All information included in this document speaks only as of the date on which they are made, and we do not undertake any obligation to update such information afterwards.

Some of the market and industry information is based on independent industry publications or other publicly available information, while other information is based on internal studies. Although we believe that these independent sources and our internal data are reliable as of their respective dates, the information contained in them has not been independently verified and we can not assure you as to the accuracy or completeness of this information.

Readers and viewers are cautioned to consider these risks and uncertainties and to not place undue reliance on such information.

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----- Start of picture text ----- Highlights & Financial Results----- End of picture text -----

• Financial results y/y impacted by potash price decline and accumulating one-time effects

Strategic milestones achieved:

• Delivered efficiency improvement $100M in 2014, partially offsetting the impact of the labor interruption in Israel

• Divestitures on track to achieve estimated net proceeds of $300-500M*

• Growing ICL’s core: strategic alliance with Yunnan Yuntianhua, acquisition of Prolactal, EUbased functional dairy proteins leader

$ millions	Q4 14	Q4 13	% change	FY2014	FY2013	% change
Revenues	1,403	1,416	(0.9)%	6,111	6,272	(2.6)%
Operating Income	174	123	41.5%	758	1,101	(31.2)%
Adjusted Operating Income	200	218	(8.3)%	960	1,196	(19.7)%
Adjusted Operating margin	14.3%	15.4%		15.7%	19.1%
Net income	85	119	(28.6)%	464	819	(43.3)%
Adjusted net income	108	195	(44.6)%	695	1,012	(31.3)%

***** Net proceeds: enterprise value net of taxes

• Q4 2014 adjusted operating income excludes a one-time write off in the AntiGerm business ($22M), in Clearon ($40M) and in Medentech ($9M), as well as one-time income as a result of the Fosbrasil financial consolidation ($36M) and a one-time reimbursement from the Strike Fund ($9M).

• Q4 2014 adjusted net income exclude the above (net of tax effect) and a non-recurring tax expense related to investments made by a subsidiary in Europe in prior periods, at the amount of $11M.

• Net income in Q4 2014 impacted by higher financial expenses and effective tax rate due to exchange rate fluctuation (mainly dollar appreciation vs. the shekel)

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----- Start of picture text ----- Business Environment & Major Developments----- End of picture text -----

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----- Start of picture text ----- Agriculture----- End of picture text -----

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• Strong potash volume year negatively impacted by labor actions in Israel in Q4

• Very satisfying phosphate performance supported by volumes, price increases and strong operating step-up

• In Specialty Fertilizers, weak environment in Eastern Europe was strongly offset by significant efficiency gains

• Continued solid demand in phosphates and operational improvements can balance short term potash and Specialty Fertilizers uncertainties

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----- Start of picture text ----- Engineered Materials----- End of picture text -----

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• Stable demand for flame retardants and bromine biocides will continue whereas clear brine fluids business is expected to be negatively impacted by lower oil prices as of 2H2015

• Improved operating profit supported by mix effect and efficiencies, offset by the impact of labor interruption in the inefficient compound plant in Israel

• Margin expansion through implementation of cost reduction and selective price increases expected to take effect in 2015

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----- Start of picture text ----- Engineered Materials & Processed Food----- End of picture text -----

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• Q4 results impacted by lower demand in Europe, increased competition in the US and the depreciation of the Euro

• In the last 5 months, Food Specialties launched 30 new multi ingredient solutions demonstrating growth of the core business

• Acquisitions of Fosbrasil and Prolactal will contribute to portfolio and geographic expansions

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----- Start of picture text ----- ICL’s Efficiency and Excellence Initiatives Contribution – 2014----- End of picture text -----

Efficiency initiatives contribution to operating income

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----- Start of picture text ----- 30110035 1,196960----- End of picture text -----

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• Total efficiency and excellence initiatives contribution in 2014 - $100M

• Total annual contribution by 2016 Year End -

Contribution by project

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----- Start of picture text ----- EnergyPricing9%15% Procurement14%Production,SG&Aefficiencies62%----- End of picture text -----

Contribution by segment

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----- Start of picture text ----- ICL-PP15%ICL-IP14%ICL-F71%----- End of picture text -----

• $350M

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----- Start of picture text ----- Macro-Economic Developments Affecting ICL----- End of picture text -----

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----- Start of picture text ----- €/$----- End of picture text -----

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----- Start of picture text ----- ILS/$----- End of picture text -----

• Excess costs in shekel - $1B in USD terms

• ILS/$ exchange rate today 10% lower than 2014 average

• Negative ILS/$ exchange rate impact on net income in 2014 will turn positive in 2015

WTI Crude

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• Excess revenues in Euro – $150M in USD terms

• €/$ exchange rate today 16% lower than 2014 average

Ruble/$

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• Oil prices plunged more than 50% LTM

• Oil at $50/barrel to contribute $50-100M to ICL’s OP

• Lower transportation costs in ICL Fertilizer more than offset negative impact on ICL Industrial Products clear brine fluids business

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• Ruble/$ exchange rate today 38% lower than 2014 average

• Mainly impacting ICL Performance Products Food business in Russia.

• Moderate impact on ICL Specialty Fertilizers

• Significant cost advantage to Russian competitors in the potash and magnesium markets 6

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----- Start of picture text ----- 2014 – A Strong Fertilizer Year----- End of picture text -----

2014 Imports to key markets - thousand tonnes

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----- Start of picture text ----- 10.59.69.187.66.64.343.63.12.42.2201320141 Full year phosphate fertilizers in P205 terms2 Full year DAP imports----- End of picture text -----

Sources: China Fertilizer Weekly Market Report, Sindicaro Da Industria DE Adubose Corretivos Agricolas No Estado De Sao Paulo, GTIS, Fertilizer Week and Company estimates

• Percentage may not match the numbers due to rounding

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----- Start of picture text ----- Strategic Alliance with Yunnan Yuntianhua – Supporting ICL’sFertilizers, Specialty Fertilizers, Food Specialties & Advanced Additives----- End of picture text -----

1 50% in a fully vertically integrated phosphate business including a world scale phosphate rock mine and downstream operations – with effective control

• 2 A 15% stake in Yunnan Yuntianhua Co. Ltd., China’s leading producer of phosphate rock and fertilizers

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• Phosphate Mine Assets • World scale phosphate rock mine with ~100mT reserves

• • Capacity of 2.5mT p.a. Integrated Phosphate Operations (by Production Capacity) • Fertilizers – 850kT p.a. • Phosphoric acid – 700kT

• 100.0% p.a. • Specialty fertilizers – 115kT p.a.

• • Specialty phosphates – 65kT p.a.

• Closing is expected in Q1 2016, • Purified phosphoric acid –

• subject to approvals of relevant PRC 60kT p.a. government authorities

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----- Start of picture text ----- Strategic Alliance with Yunnan Yuntianhua----- End of picture text -----

Secure cost competitive resources for Asian markets

Financial Highlights

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• Revenues: JV sales to increase from ~$550M to ~$700M

  • Commodity / Specialty sales volumes ratio to improve from 90%/10% to 50%/50%

• Margin expansion: expand EBITDA margins from low teens to high teens within 5 years

• JV valuation reflects approximately 7.4x EV/EBITDA multiple (year 2 estimates)

• Cash EPS accretive from the first full year of operations

• Synergies: at least $30M per year, achieved within 5 years, with a potential to double this amount

• Deal value for the JV and the listed company: $452 million

• Additional CAPEX: ~$350M spread over 5 years starting from the closing

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----- Start of picture text ----- Key Milestone in ICL’s Food Strategy: Acquisition ofProlactal – A leading European Producer of Dairy Proteins----- End of picture text -----

Transforming ICL Food Specialties into a global formulator of texture and stability solutions

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----- Start of picture text ----- Direct sale of ingredientsPhosphatesIntegrated CustomersDairy proteinsformulation ofSale ofsolutionsSourced solutionsingredientsDeal highlights Dairy proteins fulfills consumer needs 2014 annual revenues of approx. €100million, 200 employees Market growth approx. 10%/annum Cash EPS accretive from the first year ofconsolidation with an EV/EBITDA ratio of 9x Acquisition will contribute substantial salesand marketing synergies Closing is expected by Q2 2015----- End of picture text -----

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Essential protein source in emerging markets and important ingredient to health, sports and infant food. Proteins are easy to digest and are better absorbed by the human body

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----- Start of picture text ----- Expand Footprint in Brazil: Completion of100% Acquisition Of Fosbrasil for ~$65M----- End of picture text -----

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• Latin America’s main producer of purified phosphoric acid

• More than $100M in sales, 90 employees

• Benefits:

  • Almost 50% increase of ICL’s purified phosphoric acid volumes

  • ICL to become South America’s market leader in specialty products for Food, Engineered Materials and Specialty Fertilizers

  • Synergies utilization and improved competitiveness

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----- Start of picture text ----- Divestitures on Track to Achieve Net Proceeds $300-500M----- End of picture text -----

2014 divestitures to generate more than $300M in net proceeds:*

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• Total revenues of divested businesses in 2014 - about $350M with high single digit operating margin, lower than ICL’s average

• Additional divestiture opportunities :

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----- Start of picture text ----- BKG PCG----- End of picture text -----

• Proceeds to be used for growth opportunities in the Agriculture, Food and Engineered Materials

• Net proceeds: enterprise value net of taxes

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----- Start of picture text ----- Ethiopia – Potash for Growth----- End of picture text -----

Following positive results in India, ICL expands farmers’ global education programs, launching “Potash for Growth” in Ethiopia to promote balanced fertilization to maximize agriculture productivity and to improve economic benefit.

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Outreach to farmers: 600 demonstration plots in 2014, several hundred additional plots in 2015

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Soil fertility mapping: The mapping will enable Potash for Growth to recommend the most appropriate fertilizer applications in each area

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Research and validation: Supports research on potassium in soil and plants by graduate students, developing their skills as plant nutrition specialists.

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----- Start of picture text ----- Inauguration of ICL’s European Headquartersin Amsterdam----- End of picture text -----

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ICL‘s European Headquarters in Amsterdam

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----- Start of picture text ----- Finance HR Legal Procurement IT European leadership of ICL’s business units----- End of picture text -----

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Benefits:

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• $10-20M efficiency contribution annually

• Strengthening our business activities as well as our long-standing relationships with our European customers, suppliers and other stakeholders

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• Excellent business and regulatory environment in the Netherlands

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• Creating attractive positions for more than 300 professionals

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----- Start of picture text ----- ICL Branding Website----- End of picture text -----

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Launched globally on Jan 27

Available in 7 languages! Demonstrates our vision and strategy

The website offers: ICL “Minute to 8” video clips

The brand’s graphic and textual language ICL new site names search engine

The thinking behind the brand story Branding examples & ICL brand book And more!

Visit the website: www.iclbranding.com

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Mr. Avi Doitchman Executive VP, CFO & Strategy

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----- Start of picture text ----- Q4 2014 Results----- End of picture text -----

$ millions	Q4 14	Q4 13	% change	FY2014	FY2013	% change
Revenues	1,403	1,416	(0.9)%	6,111	6,272	(2.6)%
Operating Income	174	123	41.5%	758	1,101	(31.2)%
Adjusted Operating Income	200	218	(8.3)%	960	1,196	(19.7)%
Adjusted Operating margin	14.3%	15.4%		15.7%	19.1%
Financial Expenses, net	66	6		156	27
Net income	85	119	(28.6)%	464	819	(43.3)%
Adjusted net income	108	195	(44.6)%	695	1,012	(31.3)%

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----- Start of picture text ----- 3671 9432338200 12Adj. Net Income 174108Bridge Analysis----- End of picture text -----

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----- Start of picture text ----- Potash Bridge Analysis----- End of picture text -----

Sales ($M) Operating Profit ($M)

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----- Start of picture text ----- 1235114212 246465431140128----- End of picture text -----

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----- Start of picture text ----- Numbers may not add due to rounding----- End of picture text -----

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----- Start of picture text ----- Phosphates and Fertilizers----- End of picture text -----

Sales ($M) Operating Profit ($M)*

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----- Start of picture text ----- 8307385356----- End of picture text -----

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Numbers may not add due to rounding

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----- Start of picture text ----- 815573799----- End of picture text -----

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• Q4 2013 operating income was impacted by a provision for early retirement in Rotem, in the amount of about $60M, while Q4 2014 operating income is excluding a one-time reimbursement of $8M from an insurance award in connection with the strike in Rotem.

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----- Start of picture text ----- Industrial Products----- End of picture text -----

Sales ($M) Operating Profit ($M)

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----- Start of picture text ----- 8 117313305----- End of picture text -----

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Numbers may not add due to rounding

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----- Start of picture text ----- 1 414 323025----- End of picture text -----

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----- Start of picture text ----- Performance Products----- End of picture text -----

Sales ($M) Operating Profit ($M)

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----- Start of picture text ----- 4232317376363----- End of picture text -----

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----- Start of picture text ----- 5133526----- End of picture text -----

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Numbers may not add due to rounding

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Thank You

Appendices Financial Overview

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----- Start of picture text ----- Lower, Yet Strong Returns----- End of picture text -----

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----- Start of picture text ----- 94.5%----- End of picture text -----

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----- Start of picture text ----- 53.1%52.0%38.0% 40.4%31.2% 31.4% ROE29.5% 28.8%22.4% 23.2%21.0%33.5%10.9%8.1% 10.4%10.5% 25.8%19.4% [21.4%] 18.2%[14.4%][12.9%19.1%] 13.6%5.5% 4.2% 5.5% 5.3% [9.6%] ROIC2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013* 2014----- End of picture text -----

2000-2006 figures are based on Israeli GAAP, 2007-2014 are based on IFRS Data for 2012-2013 reflect the application of 2 new IFRS accounting standards Data is based on adjusted operating and net income

ROE (Return on equity) = net income / shareholders' equity, average

ROIC (Return on invested capital ) = (operating income ×(1-0.20)) / ((trade receivables + inventory – trade payables) + PP&E, net), average

• Operating income is after elimination of non-recurring effects: provision for early retirement at Rotem, provision for removing waste at Bromine and impairment of assets at ICL-IP. Net income is after elimination of non recurring tax effects (mainly, tax in respect of release of trapped earnings in 2013 annual results, provision for early retirement it Rotem, provision for removing waste at Bromine and impairment of assets at ICL-IP in Q4 ‘13)

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----- Start of picture text ----- Sequential Improvement in Cash FlowDelivery$ millions1,8591,7271,5384753141,2691,200427 1,127344 895717 319 716 116370565 242 394 313499360150 521 376461 400 29542575 147284119 119177 32191 206 239 220 142 192 16775 912006 2007 2008 2009 2010 2011 2012 2013 2014----- End of picture text -----

Q4

Q3 Q2 Q1

 Net debt to EBITDA (as of end-2014): 1.98X

• 2006 figures are based on Israeli GAAP, 2007-2014 are based on IFRS

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----- Start of picture text ----- More than a Decade of HighDividend Yields----- End of picture text -----

Year Dividend Yield* 2001 4.0% 2002 4.8% 2003 4.5% 2004 4.5% 2005 3.6% 2006 6.4% 2007 3.5% 2008 5.9% 2009 3.9% 2010 7.0% 2011 5.9% 2012 6.4% 2013 8.0%

Dividend policy: Up to 70% of net income in quarterly payments

**2014 Dividend Payments *** Q1: $91.5 million announced on May 15, 2014 Q2: $47 million announced on August 7, 2014 Q3: $125 million announced on November 11, 2014

*** Q4 dividend will be published with the full year reports on March 19[th]**

• Calculated according to market capitalization based on average share price adjusted for dividends. Dividends attributed to profits of that year.

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----- Start of picture text ----- Macroeconomic and Industry ParametersWhich Affected Q4 2014 Results----- End of picture text -----

(average Q4 2014 compared to average Q4 2013)

Change

Depreciation of the NIS against the Dollar

8.7%

Depreciation of the EURO against the Dollar (average for the period) -8.3% LIBOR Dollar interest rate (3 months) 0.2% vs. 0.2% last yr Decrease in Bulk Dry Freight Index (BDI) -40%

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----- Start of picture text ----- Macroeconomic and Industry ParametersWhich Affected 2014 Results----- End of picture text -----

(average 2014 compared to average 2013)

Change

Appreciation of the NIS against the Dollar

-0.9%

Unchanged EURO against the Dollar (average for the period) 0.0% LIBOR Dollar interest rate (3 months) 0.2% vs. 0.3% last yr Decrease in Bulk Dry Freight Index (BDI) -9%

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28

Thank You