EX-99.1

EX-99.1 2 d408940dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

News Release

NYSE, TSX: NTR

November 2, 2022 – all amounts are in US dollars except as otherwise noted

Nutrien Delivers Earnings Growth and Expects Strong Market Fundamentals in 2023

Nutrien revised full-year 2022 earnings guidance to reflect lower near-term potash sales volumes and prices; continue to advance strategic growth initiatives based on a positive multi-year view of the fundamentals.

SASKATOON, Saskatchewan - Nutrien Ltd. (TSX and NYSE: NTR) announced today its third quarter 2022 results, with net earnings of $1.6 billion ($2.94 diluted net earnings per share), which includes a non-cash impairment reversal of $330 million relating to our Phosphate operations. Third quarter 2022 adjusted net earnings per share¹ were $2.51 and adjusted EBITDA¹ was $2.5 billion.

“Nutrien has delivered record earnings in 2022 due to the strength of agriculture fundamentals, higher fertilizer prices and excellent Retail performance. During the third quarter, we saw a temporary reduction in potash purchasing in North America and Brazil, which has impacted our sales volumes and realized prices in the second half of the year. However, the underlying demand drivers remain strong and global fertilizer supply challenges still persist, creating a supportive environment for Nutrien as we look ahead to 2023 and beyond,” commented Ken Seitz, Nutrien’s President and CEO.

“We are focused on efficiently supplying our customers with the products and services they need to help sustainably feed a growing world. We continue to take a multi-year view of the market and remain confident that our additional low-cost potash and nitrogen production capability will be required to meet future demand,” added Mr. Seitz.

Highlights:

•

Nutrien generated record net earnings of $6.6 billion and adjusted EBITDA¹ of $10.1 billion in the first nine months of 2022 due to higher realized prices and strong Retail performance, more than offsetting a reduction in fertilizer sales volumes. As a result, cash provided by operating activitiesimproved to $3.4 billion in the first nine months of 2022.

•

Nutrien revised full-year 2022 adjusted EBITDA guidance¹ and adjusted net earnings per share guidance¹ to $12.2 to $13.2 billion and $13.25 to $14.50 per share, respectively.

•

Nutrien Ag Solutions (“Retail”) delivered record adjusted EBITDA in the first nine months of 2022, due to supportive market conditions in key regions where we operate. Retail cash operating coverage ratio¹ as at September 30, 2022 improved to 55 percent compared to 59 percent for the same period in 2021 driven by higher margins.

•

Potash adjusted EBITDA increased in the third quarter and the first nine months of 2022 compared to the prior year due to higher net realized selling prices and record offshore sales volumes, more than offsetting lower North American sales volumes.

•

Nitrogen third quarter and first nine months of 2022 adjusted EBITDA increased compared to the prior year due to higher net realized selling prices that more than offset higher natural gas costs and lower ammonia and urea sales volumes.

•

In the third quarter of 2022, we recognized a non-cash impairment reversal of $330 million associated with our Phosphate operations and $780 million for the first nine months due to a more favorable outlook for phosphate margins.

•

Nutrien repurchased approximately 40 million shares year-to-date as of November 1, 2022, under our share repurchase programs, for a total of approximately $3.5 billion. Nutrien plans to allocate approximately $4 billion to share repurchases in 2022. While some repurchases may now extend into the first quarter of 2023 due to lower forecasted operating cash flow in 2022, we still intend on completing our existing 10 percent share repurchase program prior to its expiry in February 2023.

1. These (and any related guidance, if applicable) are non-IFRS financial measures. See the “Non-IFRS Financial Measures” section for further information.

Management’s Discussion and Analysis

The following management’s discussion and analysis (“MD&A”) is the responsibility of management and is dated as of November 2, 2022. The Board of Directors (“Board”) of Nutrien carries out its responsibility for review of this disclosure principally through its audit committee, comprised exclusively of independent directors. The audit committee reviews and, prior to its publication, approves this disclosure pursuant to the authority delegated to it by the Board. The term “Nutrien” refers to Nutrien Ltd. and the terms “we”, “us”, “our”, “Nutrien” and “the Company” refer to Nutrien and, as applicable, Nutrien and its direct and indirect subsidiaries on a consolidated basis. Additional information relating to Nutrien (which, except as otherwise noted, is not incorporated by reference herein), including our annual report dated February 17, 2022 (“2021 Annual Report”), which includes our annual audited consolidated financial statements and MD&A, and our annual information form dated February 17, 2022 (“2021 Annual Information Form”), each for the year ended December 31, 2021, can be found on SEDAR at www.sedar.com and on EDGAR at www.sec.gov. No update is provided to the disclosure in our 2021 annual MD&A except for material information since the date of our annual MD&A. The Company is a foreign private issuer under the rules and regulations of the US Securities and Exchange Commission (the “SEC”).

This MD&A is based on and should be read in conjunction with the Company’s unaudited interim condensed consolidated financial statements as at and for the three and nine months ended September 30, 2022 (“interim financial statements”) based on International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board and prepared in accordance with International Accounting Standard 34 “Interim Financial Reporting”, unless otherwise noted. This MD&A contains certain non-IFRS financial measures and ratios and forward-looking statements, which are described in the “Non-IFRS Financial Measures” and the “Forward-Looking Statements” sections, respectively.

Market Outlook and Guidance

Agriculture and Retail

•

Global grain stocks-to-use ratio, excluding China, is projected to decline to the lowest level in more than a quarter century, driven by reduced corn and wheat production expectations in the US and Europe. As a result of historically tight supply and demand balances, spot prices of corn, soybeans and wheat are up 25 to 50 percent compared to the 10-year average and we expect strong futures prices will provide an incentive for growers to boost production in 2023.

•

The re-opening of the Black Sea to Ukrainian grain exports positively impacted exports from the region but there is uncertainty over the continuation of the United Nations brokered agreement with Russia. The US Department of Agriculture (USDA) projects that Ukrainian grain exports will decline by 44 percent year-over-year in 2023, in large part driven by reduced production levels.

•

Weather has been favorable in North America and we anticipate that the rapid pace of harvest will support strong fall ammonia demand and normal application rates of potash, phosphate and crop protection products.

•

South American spring crop planting is proceeding with a mix of planting conditions. Argentina continues to be impacted by La Nina-related drought, while planting conditions in much of Brazil have generally been favorable. We expect that Brazilian soybean acreage will increase by 3 to 4 percent, which is also expected to support a proportional increase in safrinha corn acreage.

Crop Nutrient Markets

•

Potash shipments from Belarus are projected to be down 50 to 60 percent and Russia down 20 to 25 percent in 2022 compared to the prior year, in line with our previous expectations. We have lowered our global potash shipment forecast to between 60 and 62 million tonnes in 2022, largely due to the impact of higher-than-expected inventory and cautious buying in North America and Brazil during the second half of 2022.

•

We expect robust agricultural fundamentals will support increased potash consumption in 2023 and believe pent-up demand will emerge as inventories are drawn down and prices stabilize. We expect potash supply from Eastern Europe will continue to be constrained in 2023, with shipments from Belarus projected to be down 40 to 60 percent and Russia down 15 to 30 percent compared to 2021 levels. Global potash shipments are forecast between 64 to 67 million tonnes in 2023, with projected Nutrien potash sales volumes of approximately 15 million tonnes.

•

Nitrogen prices continue to be supported by historically high European natural gas prices that have led to significant curtailments of ammonia and downstream nitrogen products. Shifts in global nitrogen trade flows have led to higher US exports and lower import volumes, which we expect will result in a tight North American supply and demand balance entering 2023.

•

Chinese urea and phosphate export restrictions have limited exports in 2022 and are expected to persist into 2023. The restrictions have led to low Chinese phosphate operating rates, maintaining relatively tight global phosphate supplies, while contributing to lower global sulfur prices and supporting phosphate production margins.

Financial Guidance

•

Nutrien revised its full-year 2022 adjusted EBITDA guidance and full-year 2022 adjusted net earnings per share guidance primarily due to lower expected Potash earnings as a result of lower potash sales volumes and realized prices, which more than offset stronger expected Retail earnings. Adjusted net earnings per share guidance includes our plan to allocate approximately $4 billion to share repurchases in 2022.

•

Nutrien lowered potash sales volume guidance primarily to reflect the impact of the compressed spring application season in North America that resulted in higher inventory carry-over and cautious purchasing.

•

Nutrien lowered nitrogen sales volume guidance to reflect the impact of Trinidad gas curtailments during the second half of 2022.

All guidance numbers, including those noted above are outlined in the table below. Refer to page 53 of Nutrien’s 2021 Annual Report for related assumptions and sensitivities.

Guidance Ranges¹ as of

Nov 2, 2022

Aug 3, 2022

(billions of US dollars, except as otherwise noted)

Low

High

Low

High

Adjusted net earnings per share ²

13.25

14.50

15.80

17.80

Adjusted EBITDA ²

12.2

13.2

14.0

15.5

Retail adjusted EBITDA

2.15

2.25

2.10

2.20

Potash adjusted EBITDA

5.8

6.2

7.6

8.2

Nitrogen adjusted EBITDA

4.1

4.4

4.0

4.7

Phosphate adjusted EBITDA (in millions of US dollars)

700

800

750

850

Potash sales tonnes (millions) ³

12.5

12.9

14.3

14.9

Nitrogen sales tonnes (millions) ³

10.4

10.5

10.6

11.0

Depreciation and amortization

2.0

2.1

2.0

2.1

Effective tax rate on adjusted earnings (%)

25.0

26.0

25.5

26.5

Sustaining capital expenditures ⁴

1.3

1.4

1.3

1.4

1 See the “Forward-Looking Statements” section.

2 These are non-IFRS financial measures. See the “Non-IFRS Financial Measures” section.

3 Manufactured product only. Nitrogen sales tonnes excludes ESN^® products.

4 This is a supplementary financial measure. See the “Other Financial Measures” section.

Consolidated Results


	Three Months Ended September 30						Nine Months Ended September 30
(millions of US dollars, except as otherwise noted)		2022	2021		% Change			2022	2021		% Change
Sales		8,188	6,024		36			30,351	20,445		48
Freight, transportation and distribution		204	220		(7	)		628	653		(4	)
Cost of goods sold		4,722	3,639		30			17,205	13,589		27
Gross margin		3,262	2,165		51			12,518	6,203		102
Expenses		1,056	1,108		(5	)		3,368	3,249		4
Net earnings		1,583	726		118			6,569	1,972		233
Adjusted EBITDA ¹		2,467	1,642		50			10,075	4,663		116
Diluted net earnings per share		2.94	1.25		135			11.96	3.41		251
Adjusted net earnings per share ¹		2.51	1.38		82			11.10	3.75		196
Cash provided by (used in) operating activities		878	(1,565	)	n/m			3,374	249		n/m
Free cash flow ¹		1,543	862		79			6,770	2,751		146
Free cash flow including changes in non-cash operating working capital ¹		450	(1,890	)	n/m			2,496	(544	)	n/m

1 These are non-IFRS financial measures. See the “Non-IFRS Financial Measures” section.

Net earnings and adjusted EBITDA increased in the third quarter and first nine months of 2022 compared to the same periods in 2021. This was due to higher net realized selling prices from global supply uncertainties across our nutrient businesses and strong Retail performance. In the third quarter of 2022, we recorded a non-cash impairment reversal of $330 million related to our Phosphate operations, which impacted net earnings and brings the total impairment reversal to $780 million for the first nine months of 2022. Cash provided by operating activities increased in the third quarter and first nine months of 2022 compared to the same periods in 2021 due primarily to higher net earnings.

Segment Results

Our discussion of segment results set out on the following pages is a comparison of the results for the three and nine months ended September 30, 2022 to the results for the three and nine months ended September 30, 2021, unless otherwise noted.

Nutrien Ag Solutions (“Retail”)


	Three Months Ended September 30

(millions of US dollars, except	Dollars									Gross Margin									Gross Margin (%)
as otherwise noted)	2022			2021			% Change			2022			2021			% Change			2022		2021
Sales

Crop nutrients		1,605			1,194			34			214			246			(13	)		13		21

Crop protection products		1,716			1,469			17			436			374			17			25		25

Seed		134			140			(4	)		33			56			(41	)		25		40

Merchandise		241			265			(9	)		41			44			(7	)		17		17

Nutrien Financial		65			54			20			65			54			20			100		100

Services and other ¹		244			252			(3	)		153			170			(10	)		63		67
Nutrien Financial elimination ^{1, 2}		(25	)		(27	)		(7	)		(25	)		(27	)		(7	)		100		100
		3,980			3,347			19			917			917			-			23		27
Cost of goods sold		3,063			2,430			26
Gross margin		917			917			-
Expenses ³		890			808			10
Earnings before finance costs and taxes (“EBIT”)		27			109			(75	)
Depreciation and amortization		206			182			13
EBITDA		233			291			(20	)
Adjustments ⁴		2			-			n/m
Adjusted EBITDA		235			291			(19	)
1 Certain immaterial figures have been reclassified for the three months ended September 30, 2021.
2 Represents elimination for the interest and service fees charged by Nutrien Financial to Retail branches.
3 Includes selling expenses of $821 million (2021 – $746 million).
4 See Note 2 to the interim financial statements.

	Nine Months Ended September 30

(millions of US dollars, except	Dollars									Gross Margin									Gross Margin (%)
as otherwise noted)	2022			2021			% Change			2022			2021			% Change			2022		2021
Sales

Crop nutrients		7,740			5,255			47			1,417			1,169			21			18		22

Crop protection products		6,086			5,220			17			1,523			1,137			34			25		22

Seed		1,861			1,819			2			382			362			6			21		20

Merchandise		755			763			(1	)		133			127			5			18		17

Nutrien Financial		205			138			49			205			138			49			100		100

Services and other ¹		729			737			(1	)		555			570			(3	)		76		77
Nutrien Financial elimination ¹		(113	)		(76	)		49			(113	)		(76	)		49			100		100
		17,263			13,856			25			4,102			3,427			20			24		25
Cost of goods sold		13,161			10,429			26
Gross margin		4,102			3,427			20
Expenses ²		2,733			2,467			11
EBIT		1,369			960			43
Depreciation and amortization		550			528			4
EBITDA		1,919			1,488			29
Adjustments ³		(17	)		9			n/m
Adjusted EBITDA		1,902			1,497			27
1 Certain immaterial figures have been reclassified for the nine months ended September 30, 2021.
2 Includes selling expenses of $2,556 million (2021 – $2,276 million).
3 See Note 2 to the interim financial statements.

•

Adjusted EBITDA in the first nine months of 2022 increased due to higher sales and gross margins across nearly all product categories and regions where we operate. This was supported by strong agriculture fundamentals, higher selling prices and growth in proprietary products sales. Adjusted EBITDA decreased in the third quarter of 2022 compared to the prior year’s record results as strong crop protection product margins were offset by lower margins in other product categories as well as inflation on certain expense items in 2022. Retail cash operating coverage ratio¹ improved as at September 30, 2022 to 55 percent from 59 percent in the same period in 2021 due to significantly higher gross margin.

1. These (and any related guidance, if applicable) are non-IFRS financial measures. See the “Non-IFRS Financial Measures” section for further information.

•

Crop nutrients sales increased in the third quarter and first nine months of 2022 due to higher selling prices. Gross margin and gross margin per tonne increased in the first nine months of 2022 compared to the same period last year due to strategic procurement and the timing of inventory purchasing in the first half of 2022, with a decrease in the third quarter of 2022 due to higher cost inventory. Sales volumes decreased in the first nine months of 2022 due to reduced application resulting from a delayed planting season in North America and earlier engagement in the prior year in a rising price environment.

•

Crop protection products sales and gross margin increased in the third quarter and first nine months of 2022, particularly in North America, due to higher prices along with increased sales and gross margin in proprietary products. Gross margin as a percentage of sales increased in the first nine months of 2022, supported by the reliability of our supply chain and strategic procurement in a rising price environment.

•

Seed sales and gross margin increased in the first nine months of 2022 due to higher pricing and an increase in proprietary seed margins, with a decrease in the third quarter of 2022 as a result of timing and mix of seed sales compared to the same period in 2021.

•

Merchandise gross margin for the first nine months of 2022 increased due to strong margin performance in Australia animal health products from increased flock and herd sizes, with a decrease in the third quarter of 2022 due to an unfavorable foreign exchange rate impact on Australian dollars.

•

Nutrien Financial sales increased in the third quarter and first nine months of 2022 due to higher utilization and adoption of our programs and a higher interest-bearing trade receivable balance, driven by strong commodity pricing.

•

Services and other decreased in the third quarter and first nine months of 2022 mainly due to lower livestock volumes as wet conditions in Australia impeded movement, along with an unfavorable foreign exchange rate impact on Australian dollars.

Potash


	Three Months Ended September 30

(millions of US dollars, except	Dollars							Tonnes (thousands)						Average per Tonne
as otherwise noted)	2022		2021		% Change			2022	2021		% Change			2022		2021		% Change

Manufactured product

Net sales

North America		436		483		(10	)	619		1,515		(59	)		703		319		120

Offshore		1,568		705		122		2,548		2,276		12			616		310		99

		2,004		1,188		69		3,167		3,791		(16	)		633		313		102

Cost of goods sold		386		372		4									122		98		24

Gross margin - total		1,618		816		98									511		215		138
Expenses ¹		352		146		141		Depreciation and amortization							35		35		2

EBIT		1,266		670		89		Gross margin excluding depreciation
Depreciation and amortization		112		131		(15	)	and amortization - manufactured ³							546		250		119

EBITDA		1,378		801		72		Potash controllable cash cost of
Adjustments ²		-		7		(100	)	product manufactured ³							70		55		27

Adjusted EBITDA		1,378		808		71

1 Includes provincial mining taxes of $348 million (2021 – $128 million).

2 See Note 2 to the interim financial statements.

3 These are non-IFRS financial measures. See the “Non-IFRS Financial Measures” section.


	Nine Months Ended September 30

(millions of US dollars, except	Dollars							Tonnes (thousands)						Average per Tonne
as otherwise noted)	2022		2021		% Change			2022	2021		% Change			2022		2021		% Change

Manufactured product

Net sales

North America		1,949		1,141		71		2,770		4,157		(33	)		703		275		156

Offshore		4,573		1,475		210		7,149		6,412		11			640		230		178

		6,522		2,616		149		9,919		10,569		(6	)		658		248		165

Cost of goods sold		1,090		980		11									110		93		18

Gross margin - total		5,432		1,636		232									548		155		254
Expenses ¹		975		333		193		Depreciation and amortization							36		35		2

EBIT		4,457		1,303		242		Gross margin excluding depreciation
Depreciation and amortization		354		371		(5	)	and amortization - manufactured							584		190		207

EBITDA		4,811		1,674		187		Potash controllable cash cost of
Adjustments ²		-		9		(100	)	product manufactured							56		51		10

Adjusted EBITDA		4,811		1,683		186

1 Includes provincial mining taxes of $959 million (2021 – $293 million).

2 See Note 2 to the interim financial statements.

•

Adjusted EBITDA increased in the third quarter and first nine months of 2022 due to higher net realized selling prices and strong offshore sales volumes, which more than offset lower North American sales volumes, higher royalties and provincial mining taxes.

•

Sales volumes decreased in the third quarter and first nine months of 2022 due to a compressed North American spring application season that resulted in high inventory carry-over along with cautious purchasing. Offshore sales volumes were the highest of any first nine-month period on record due to strong demand and reduced supply from Eastern Europe.

•

Net realized selling price increased in the third quarter and first nine months of 2022 due to the impact of supply constraints, in particular related to uncertainty on future supply from Russia and Belarus. Net realized prices decreased from the second quarter of 2022 due to a decline in benchmark pricing, particularly in Brazil and North America.

•

Cost of goods sold per tonne in the first nine months of 2022 increased primarily due to higher royalties resulting from increased net realized selling prices. Potash controllable cash cost of product manufactured increased in the third quarter due to lower production volumes and a pull forward of maintenance activities.

Canpotex Sales by Market


	Three Months Ended September 30					Nine Months Ended September 30
(percentage of sales volumes, except as otherwise noted)		2022	2021	Change			2022	2021	Change
Latin America		35	48	(13	)		36	38	(2	)
Other Asian markets ¹		32	28	4			34	35	(1	)
China		15	7	8			14	11	3
Other markets		10	8	2			9	10	(1	)
India		8	9	(1	)		7	6	1
		100	100				100	100

1 All Asian markets except China and India.

Nitrogen


	Three Months Ended September 30

(millions of US dollars, except	Dollars								Tonnes (thousands)						Average per Tonne
as otherwise noted)	2022			2021			% Change		2022	2021		% Change			2022		2021		% Change

Manufactured product

Net sales

Ammonia		649			368			76	701		721		(3	)		927		509		82

Urea		393			316			24	651		659		(1	)		603		480		26

Solutions, nitrates and sulfates		465			289			61	1,274		1,141		12			365		253		44

		1,507			973			55	2,626		2,521		4			574		386		49

Cost of goods sold		872			591			48								333		234		42

Gross margin - manufactured		635			382			66								241		152		59

Gross margin - other ¹		29			24			21	Depreciation and amortization							54		50		8

Gross margin - total		664			406			64	Gross margin excluding depreciation
(Income) expenses		(50	)		(1	)		n/m	and amortization - manufactured ²							295		202		46

EBIT		714			407			75	Ammonia controllable cash cost of
Depreciation and amortization		141			125			13	product manufactured ²							62		53		17

EBITDA/ Adjusted EBITDA		855			532			61

1 Includes other nitrogen (including ESN^®) and purchased products and comprises net sales of $264 million (2021 – $128 million) less cost of goods sold of $235 million (2021 – $104 million).

2 These are non-IFRS financial measures. See the “Non-IFRS Financial Measures” section.


	Nine Months Ended September 30

(millions of US dollars, except	Dollars									Tonnes (thousands)						Average per Tonne
as otherwise noted)	2022			2021			% Change			2022	2021		% Change			2022		2021		% Change

Manufactured product

Net sales

Ammonia		1,952			874			123		1,939		2,129		(9	)		1,007		411		145

Urea		1,457			911			60		2,052		2,235		(8	)		710		407		74

Solutions, nitrates and sulfates		1,440			743			94		3,495		3,526		(1	)		412		211		95

		4,849			2,528			92		7,486		7,890		(5	)		648		320		103

Cost of goods sold		2,351			1,628			44									314		206		52

Gross margin - manufactured		2,498			900			178									334		114		193

Gross margin - other ¹		84			72			17		Depreciation and amortization							54		52		4

Gross margin - total		2,582			972			166		Gross margin excluding depreciation
(Income) expenses		(105	)		(1	)		n/m		and amortization - manufactured							388		166		134

EBIT		2,687			973			176		Ammonia controllable cash cost of
Depreciation and amortization		403			409			(1	)	product manufactured							59		52		13

EBITDA		3,090			1,382			124
Adjustments ²		-			5			(100	)

Adjusted EBITDA		3,090			1,387			123

1 Includes other nitrogen (including ESN^®) and purchased products and comprises net sales of $892 million (2021 – $512 million) less cost of goods sold of $808 million (2021 – $440 million).

2 See Note 2 to the interim financial statements.

•

Adjusted EBITDA increased in the third quarter and first nine months of 2022 primarily due to higher net realized selling prices and higher earnings from equity-accounted investees, which more than offset higher natural gas costs and lower ammonia and urea volumes.

•

Sales volumes increased in the third quarter of 2022 due to strong demand and higher offshore urea ammonium nitrate (UAN) sales that more than offset the impact of gas curtailments in Trinidad. Sales volumes in the first nine months of 2022 decreased due to unplanned plant outages and a compressed North American spring application season.

•

Net realized selling price in the third quarter and first nine months of 2022 were higher due to strong benchmark prices resulting from tight global supply and higher energy prices in key nitrogen producing regions. Net realized selling prices decreased from the second quarter of 2022 due to a seasonal reset in benchmark prices that resulted in lower Nitrogen summer fill pricing.

•

Cost of goods sold per tonne in the third quarter and first nine months of 2022 increased primarily due to higher natural gas, raw material and other input costs. Ammonia controllable cash cost of product manufactured increased in the third quarter and first nine months due to higher input costs, mainly electricity costs.

Natural Gas Prices in Cost of Production


	Three Months Ended September 30					Nine Months Ended September 30

(US dollars per MMBtu, except as otherwise noted)		2022		2021	% Change		2022		2021	% Change

Overall gas cost excluding realized derivative impact		8.33		4.77	75		7.92		3.92	102
Realized derivative impact		(0.09	)	0.01	n/m		(0.06	)	0.02	n/m

Overall gas cost		8.24		4.78	72		7.86		3.94	99

Average NYMEX		8.20		4.01	104		6.77		3.18	113

Average AECO		4.46		2.83	58		4.34		2.48	75

•

Natural gas prices in our cost of production increased in the third quarter and first nine months of 2022 as a result of higher North American gas index prices and increased gas costs in Trinidad, where our gas prices are linked to ammonia benchmark prices.

Phosphate


	Three Months Ended September 30

(millions of US dollars, except	Dollars							Tonnes (thousands)						Average per Tonne
as otherwise noted)	2022			2021		% Change		2022	2021		% Change			2022		2021		% Change

Manufactured product

Net sales

Fertilizer		375			269		39	479		428		12			782		628		25

Industrial and feed		192			132		45	161		192		(16	)		1,198		689		74

		567			401		41	640		620		3			886		648		37

Cost of goods sold		445			300		48								695		484		44

Gross margin - manufactured		122			101		21								191		164		16

Gross margin - other ¹		(8	)		7		n/m	Depreciation and amortization							75		63		19

Gross margin - total		114			108		6	Gross margin excluding depreciation
(Income) expenses		(311	)		12		n/m	and amortization - manufactured³							266		227		17

EBIT		425			96		343
Depreciation and amortization		48			39		23

EBITDA		473			135		250
Adjustments ²		(330	)		-		n/m

Adjusted EBITDA		143			135		6

1 Includes other phosphate and purchased products and comprises net sales of $84 million (2021 – $47 million) less cost of goods sold of $92 million (2021 – $40 million).

2 See Notes 2 and 3 to the interim financial statements. Includes impairment reversal of assets of $330 million (2021 – nil).

3 This is a non-IFRS financial measure. See the “Non-IFRS Financial Measures” section.


	Nine Months Ended September 30

(millions of US dollars, except	Dollars							Tonnes (thousands)						Average per Tonne
as otherwise noted)	2022			2021		% Change		2022	2021		% Change			2022		2021		% Change

Manufactured product

Net sales

Fertilizer		1,093			731		50	1,305		1,331		(2	)		837		549		52

Industrial and feed		551			365		51	542		577		(6	)		1,017		633		61

		1,644			1,096		50	1,847		1,908		(3	)		890		575		55

Cost of goods sold		1,157			853		36								626		448		40

Gross margin - manufactured		487			243		100								264		127		108

Gross margin - other ¹		(10	)		15		n/m	Depreciation and amortization							70		59		20

Gross margin - total		477			258		85	Gross margin excluding depreciation
(Income) expenses		(739	)		26		n/m	and amortization - manufactured							334		186		80

EBIT		1,216			232		424
Depreciation and amortization		130			112		16

EBITDA		1,346			344		291
Adjustments ²		(780	)		-		n/m

Adjusted EBITDA		566			344		65

1 Includes other phosphate and purchased products and comprises net sales of $232 million (2021 – $140 million) less cost of goods sold of $242 million (2021 – $125 million).

2 See Notes 2 and 3 to the interim financial statements. Includes impairment reversal of assets of $780 million (2021 – nil).

•

Adjusted EBITDA increased in the third quarter and first nine months of 2022 mainly due to higher net realized selling prices, which more than offset higher raw material costs. Included with expenses in the third quarter of 2022, we recognized a $330 million non-cash impairment of assets reversal, which is deducted from adjusted EBITDA. This brings the total impairment reversal to $780 million for the first nine months of 2022 and is due to a more favorable outlook for phosphate margins.

•

Sales volumes increased in the third quarter of 2022 due to strong offshore fertilizer sales, offsetting lower industrial sales that were impacted by an unplanned plant outage. Sales volumes in the first nine months of 2022 decreased due to a condensed North American spring application season and lower production volumes.

•

Net realized selling price increased in the third quarter and first nine months of 2022 aligned with the increase in global benchmark prices. Industrial and feed net realized selling prices increased to a greater extent than fertilizer prices in the third quarter of 2022, which reflects the typical lag in industrial and feed price realizations relative to spot fertilizer prices.

•

Cost of goods sold per tonne increased in the third quarter and first nine months of 2022 primarily due to significantly higher sulfur and ammonia input costs.

Corporate and Others


	Three Months Ended September 30							Nine Months Ended September 30
(millions of US dollars, except as otherwise noted)		2022		2021		% Change			2022		2021		% Change
Selling expenses		(2	)	(9	)	(78	)		(6	)	(24	)	(75	)
General and administrative expenses		80		58		38			227		182		25
Share-based compensation expense		39		64		(39	)		122		125		(2	)
Other expenses		59		30		97			160		141		13
EBIT		(176	)	(143	)	23			(503	)	(424	)	19
Depreciation and amortization		19		12		58			55		34		62
EBITDA		(157	)	(131	)	20			(448	)	(390	)	15
Adjustments ¹		63		89		(29	)		230		232		(1	)
Adjusted EBITDA		(94	)	(42	)	124			(218	)	(158	)	38

1 See Note 2 to the interim financial statements.

•

General and administrative expenses were higher in the third quarter and first nine months of 2022 compared to the same periods in 2021 mainly due to increased depreciation expense, higher donations and higher information technology-related expenses.

•

Other expenses were higher in the third quarter and first nine months of 2022 compared to the same periods in 2021 mainly due to higher foreign exchange losses related to our US dollar denominated liabilities in our South American operations and higher information technology project-related costs. This was partially offset by the absence of cloud computing related expenses from our change in accounting policy and lower COVID-19 related expenses.

Finance Costs, Income Taxes and Other Comprehensive (Loss) Income


	Three Months Ended September 30						Nine Months Ended September 30
(millions of US dollars, except as otherwise noted)		2022		2021		% Change		2022		2021	% Change
Finance costs		136		122		11		375		367	2
Income tax expense		487		209		133		2,206		615	259
Other comprehensive (loss) income		(230	)	(79	)	191		(296	)	6	n/m

•

Finance costs were higher in the third quarter and first nine months of 2022 compared to the same periods in 2021 mainly due to higher interest rates and a higher short-term debt balance, mostly offset by a lower long-term debt balance resulting from the early extinguishment of a portion of our long-term debt in the fourth quarter of 2021.

•

Income tax expense was higher as a result of higher earnings in the third quarter and first nine months of 2022 compared to the same periods in 2021.

•

Other comprehensive (loss) income is primarily driven by changes in the currency translation of our foreign operations and our investment in Sinofert Holdings Ltd. (“Sinofert”). In the third quarter and first nine months of 2022, we had fair value losses on our investment in Sinofert due to share price decreases, compared to fair value gains due to share price increases in the same periods of 2021. In the third quarter and first nine months of 2022, we had higher losses on foreign currency translation of our Retail operations, mainly in Australia and Canada compared to the same periods in 2021. These currencies depreciated relative to the US dollar as at September 30, 2022 compared to June 30, 2022 and December 31, 2021 levels, which led to losses in the third quarter and the first nine months of 2022. This was partially offset by a net actuarial gain on our defined benefit pension plans in the third quarter of 2022.

Liquidity and Capital Resources

Sources and Uses of Liquidity

We continued to manage our capital in accordance with our capital allocation strategy. We believe that our internally generated cash flow, supplemented by available borrowings under new or existing financing sources, if necessary, will be sufficient to meet our anticipated capital expenditures, planned growth and development activities, and other cash requirements for the foreseeable future. Refer to the “Capital Structure and Management” section for details on our existing long-term debt and credit facilities.

Sources and Uses of Cash


(millions of US dollars, except as otherwise noted)	Three Months Ended September 30						Nine Months Ended September 30
(millions of US dollars, except as otherwise noted)		2022		2021		% Change		2022		2021		% Change

Cash provided by (used in) operating activities		878		(1,565	)	n/m		3,374		249		n/m

Cash used in investing activities		(705	)	(523	)	35		(1,679	)	(1,342	)	25

Cash (used in) provided by financing activities		(29	)	757		n/m		(1,319	)	117		n/m

Effect of exchange rate changes on cash and cash equivalents		(32	)	(20	)	60		(52	)	(35	)	49

Increase (decrease) in cash and cash equivalents		112		(1,351	)	n/m		324		(1,011	)	n/m



Cash provided by (used in) operating activities		• Cash provided by operating activities was higher in the third quarter and first nine months of 2022 compared to the same periods in 2021 due to higher net earnings driven by higher selling prices from global supply uncertainties, offset by working capital requirements.

Cash used in investing activities		• Cash used in investing activities in the third quarter and first nine months of 2022 was higher compared to the same periods in 2021 mainly due to higher spending to maintain the safety and reliability of our assets and to increase our potash production capabilities.

Cash (used in) provided by financing activities		• Cash used in financing activities in the third quarter and first nine months of 2022 was higher compared to the same periods in 2021 due to increased share repurchases, partially offset with increased commercial paper and credit facility drawdowns to temporarily finance working capital requirements.

Financial Condition Review

The following balance sheet categories contain variances that are considered material:


	As at
(millions of US dollars, except as otherwise noted)		September 30, 2022		December 31, 2021		$ Change		% Change
Assets
Cash and cash equivalents		823		499		324		65
Receivables		8,591		5,366		3,225		60
Inventories		6,545		6,328		217		3
Prepaid expenses and other current assets		737		1,653		(916	)	(55	)
Property, plant and equipment		21,022		20,016		1,006		5
Liabilities and Equity
Short-term debt		4,454		1,560		2,894		186
Current portion of long-term debt		1,016		545		471		86
Payables and accrued charges		8,760		10,052		(1,292	)	(13	)
Long-term debt		7,020		7,521		(501	)	(7	)
Deferred income tax liabilities		3,489		3,165		324		10
Asset retirement obligations and accrued environmental costs		1,320		1,566		(246	)	(16	)
Share capital		14,588		15,457		(869	)	(6	)
Accumulated other comprehensive loss		(498	)	(146	)	(352	)	241
Retained earnings		11,787		8,192		3,595		44

•

Explanations for changes in Cash and cash equivalents are in the “Sources and Uses of Cash” section.

•

Receivables increased due to higher sales across all of our segments as a result of higher crop nutrient net realized selling prices consistent with higher benchmark pricing, as well as higher Retail vendor rebates receivables.

•

Inventories increased primarily due to higher cost to produce and/or purchase inventory across all our segments. We held higher than average levels of finished products inventory in our Nitrogen and Phosphate segments, resulting from timing of sales, turnarounds at our Nitrogen facilities at year-end and higher input costs. This was partially offset by a decrease in inventory in our Retail segment driven by seasonality. Generally, we carry higher inventory levels at year-end and during the early part of the year in preparation for the upcoming planting and application seasons. Throughout the year, inventory levels decrease as we sell to our customers.

•

Prepaid expenses and other current assets decreased due to the drawdown of prepaid inventory where Retail typically prepays for products at year-end and takes possession of inventory throughout the year.

•

Property, plant and equipment increased due to impairment reversals in the Phosphate segment.

•

Short-term debt increased due to additional commercial paper issuances and borrowings under our credit facilities for our seasonal working capital requirements and for share repurchases.

•

Payables and accrued charges decreased due to the seasonality of our Retail segment. Throughout the year, we settle our vendor obligations and customer prepayments decrease as drawdowns occur. As at September 30, 2022, we had higher payables balances compared to the same period in 2021 due to higher input costs from inflation and tight global supply.

•

Long-term debt decreased due to a reclassification to the current portion of long-term debt of our $500 million notes maturing May 2023.

•

Deferred income tax liabilities increased primarily in the NPK businesses in the US and Canada, partially offset by US Retail recoveries. The reversal of the Phosphate impairment also resulted in an increase in the deferred tax liability of $161 million.

•

Asset retirement obligations and accrued environment costs decreased due to changes in discount rates, reclassification to the current portion of asset retirement obligations and increased spending on remediation to restore our sites.

•

Share capital decreased from shares repurchased under our normal course issuer bids partially offset by exercise of stock options.

•

Accumulated other comprehensive loss increased due to a loss on currency translation of our foreign operations.

•

Retained earnings increased as net earnings in the first nine months of 2022 exceeded dividends declared and share repurchases.

Capital Structure and Management

Principal Debt Instruments

As part of the normal course of business, we closely monitor our liquidity position. We use a combination of cash generated from operations and short-term and long-term debt to finance our operations. We were in compliance with our debt covenants and did not have any changes to our credit ratings in the nine months ended September 30, 2022.


	As at September 30, 2022

					Outstanding and Committed

(millions of US dollars)	Rate of Interest (%)		Total Facility Limit		Short-Term Debt		Long-Term Debt

Credit facilities

Unsecured revolving term credit facility		n/a		4,500		-		-

Unsecured revolving term credit facility		4.1		2,000		1,000		-

Uncommitted revolving demand facility		4.0		1,000		500		-

Other credit facilities				760
South American		1.5 - 21.7				194		108
Australian		3.6				97		-
Other		3.3 - 4.0				8		3
Commercial paper		2.9 - 4.0				2,530		-
Other short-term debt		n/a				125		7

Total						4,454		118

The amount available under the commercial paper program is limited to the availability of backup funds under the $4,500 million unsecured revolving term credit facility and excess cash invested in highly liquid securities. During the third quarter of 2022, we extended the maturity date of the $4,500 million unsecured revolving term credit facility from June 4, 2026 to September 14, 2027. There was no change to the total facility limit or the significant agreement terms from those we disclosed in our 2021 Annual Report.

During the third quarter of 2022, we entered into a new $2,000 million revolving term credit facility, with the same principal covenants and events of default as our existing $4,500 million unsecured revolving term credit facility. The $2,000 million non-revolving term credit facilities we entered into in July 2022 to help temporarily manage normal seasonal working capital swings were closed prior to September 30, 2022.

Our long-term debt consists primarily of notes. See the “Capital Structure and Management” section of our 2021 Annual Report for information on balances, rates and maturities for our notes. Subsequent to the third quarter of 2022, we repaid the $500 million 3.15 percent notes that matured October 1, 2022.

Outstanding Share Data


	As at November 1, 2022

Common shares		520,183,851

Options to purchase common shares		3,920,176

We repurchased approximately 40 million shares year-to-date as of November 1, 2022, under our share repurchase programs, for a total of approximately $3.5 billion and plan to allocate a total of approximately $4 billion to share repurchases in 2022. While some of the previously expected approximately $5 billion in repurchases may now extend into the first quarter of 2023 due to lower forecasted operating cash flow in 2022, we still intend on completing our existing 10 percent share repurchase program prior to its expiry in February 2023.

For more information on our capital structure and management, see Note 24 to our 2021 annual financial statements.

Quarterly Results


(millions of US dollars, except as otherwise noted)	Q3 2022	Q2 2022	Q1 2022	Q4 2021	Q3 2021	Q2 2021	Q1 2021	Q4 2020

Sales	8,188	14,506	7,657	7,267	6,024	9,763	4,658	4,052

Net earnings	1,583	3,601	1,385	1,207	726	1,113	133	316

Net earnings attributable to equity holders of Nutrien	1,577	3,593	1,378	1,201	717	1,108	127	316

Net earnings per share attributable to equity holders of Nutrien

Basic	2.95	6.53	2.49	2.11	1.26	1.94	0.22	0.55

Diluted	2.94	6.51	2.49	2.11	1.25	1.94	0.22	0.55

Seasonality in our business results from increased demand for products during the planting season. Crop input sales are generally higher in the spring and fall application seasons. Crop input inventories are normally accumulated leading up to each application season. Our cash collections generally occur after the application season is complete, while customer prepayments made to us are concentrated in December and January and inventory prepayments paid to our suppliers are typically concentrated in the period from November to January. Feed and industrial sales are more evenly distributed throughout the year.

Our earnings are significantly affected by fertilizer benchmark prices, which have been volatile over the last two years and are affected by demand-supply conditions, grower affordability and weather.

In the third and second quarters of 2022, earnings were impacted by $330 million and $450 million non-cash impairment reversals at White Springs and Aurora, respectively, of property, plant and equipment in the Phosphate segment related to higher forecasted global prices and a more favorable outlook for phosphate margins. In the fourth quarter of 2021, earnings were impacted by a $142 million loss resulting from the early extinguishment of long-term debt. In the fourth quarter of 2020, earnings were impacted by a $250 million net gain on disposal of our investment in Misr Fertilizers Production Company S.A.E..

Critical Accounting Estimates

Our significant accounting policies are disclosed in our 2021 Annual Report. We have discussed the development, selection and application of our key accounting policies, and the critical accounting estimates and assumptions they involve, with the audit committee of the Board. Our critical accounting estimates are discussed on page 49 of our 2021 Annual Report. Other than the critical accounting estimates discussed below, there were no material changes in the three or nine months ended September 30, 2022 to our critical accounting estimates.

Impairment of Assets

Long-Lived Asset Impairment and Reversals

In the three months ended September 30, 2022, we continued to revise our near-term pricing forecasts due to continued global export restrictions from major producers and continued our review of our previously impaired Phosphate cash-generating unit (“CGU”), White Springs. In 2017 and 2020, we recorded an impairment of assets at our White Springs CGU relating to property, plant and equipment of $250 million and $215 million respectively, as a result of lower long-term forecasted global phosphate prices. Due to increases in our forecast, the recoverable amount of our White Springs CGU is above its carrying amount. As a result, during the three months ended September 30, 2022, we recorded a full impairment reversal, net of depreciation, of $330 million in the statement of earnings relating to property, plant and equipment. Refer to Note 3 to the interim financial statements.

The recoverable amount estimate is most sensitive to the following key assumptions: our internal sales and input price forecasts, which consider projections from independent third-party data sources, discount rate, and expected mine life. We used key assumptions that were based on historical data and estimates of future results from internal sources, external price benchmarks, and mineral reserve technical reports, as well as industry and market trends.

Goodwill Impairment Indicators

CGUs or groups of CGUs that have goodwill allocated to them must be assessed for impairment when events or circumstances indicate there could be an impairment, or at least annually. Based on our assumptions at the time of our impairment testing, the recoverable amount of each of our CGUs or groups of CGUs was greater than or approximately equal to their carrying amounts. Key assumptions in our testing models may change, and changes that could reasonably be expected to occur may cause impairment. Such change in assumptions could be driven by global supply and demand, other market factors, changes in regulations, and other future events outside our control.

The Retail – North America group of CGUs have $6.9 billion in associated goodwill. Goodwill is more susceptible to impairment risk if there is an increase in the discount rate, or a deterioration in business operating results or economic conditions and actual results do not meet our forecasts. As at September 30, 2022, the Retail – North America group of CGUs carrying amount was equal to its recoverable amount. A 25 basis point increase in the discount rate will result in an impairment of the carrying amount of goodwill of approximately $500 million. A decrease in forecasted EBITDA and cash flows or a reduction in the terminal growth rate will also result in impairment in the future. Refer to Note 3 to the interim financial statements.

Risk Factors

Russia and Ukraine Conflict

The current conflict between Ukraine and Russia and the international response has, and may continue to have, potential wide-ranging consequences for global market volatility and economic conditions, including energy and commodity prices. Certain countries including Canada, the United States, Australia and certain European countries have imposed strict financial and trade sanctions against Russia, with Russia and Belarus imposing retaliatory sanctions of their own, which have had, and may continue to have, far-reaching effects on the global economy, energy and commodity prices, food security and crop nutrient supply and prices. The short-, medium- and long-term implications of the conflict in Ukraine are difficult to predict with any degree of certainty at this time. While Nutrien does not have operations in Ukraine or Russia, there remains uncertainty relating to the potential impact of the conflict and its effect on global food security, growers and the market outlook for crop nutrient market supply and demand fundamentals and nutrient prices, and it could have a material and adverse effect on our business, financial condition and results of operations. Depending on the extent, duration, and severity of the conflict, it may have the effect of heightening many of the other risks Nutrien is subject to and which are described in our 2021 Annual Report and 2021 Annual Information Form, including, without limitation, risks relating to market fundamentals and conditions (such as sanctions and trade flows and the impact thereof on crop nutrient supply and demand); cybersecurity threats; energy and commodity prices; inflationary pressures, interest rates and costs of capital; and supply chains and cost-effective and timely transportation.

Controls and Procedures

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended, and National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings. Internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and preparation of financial statements for external purposes in accordance with IFRS. Any system of internal control over financial reporting, no matter how well designed, has inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

There has been no change in our internal control over financial reporting during the three months ended September 30, 2022 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Forward-Looking Statements

Certain statements and other information included in this document, including within the “Market Outlook and Guidance” section, constitute “forward-looking information” or “forward-looking statements” (collectively, “forward-looking statements”) under applicable securities laws (such statements are often accompanied by words such as “anticipate”, “forecast”, “expect”, “believe”, “may”, “will”, “should”, “estimate”, “intend” or other similar words). All statements in this document, other than those relating to historical information or current conditions, are forward-looking statements, including, but not limited to: Nutrien’s business strategies, plans, prospects and opportunities; Nutrien’s 2022 full-year guidance, including expectations regarding our adjusted net earnings per share and adjusted EBITDA (consolidated and by segment); expectations regarding our growth and capital allocation intentions and strategies; our advancement of strategic growth initiatives; capital spending expectations for 2022; our intention to complete our existing share repurchase program in 2022 and 2023, including the funds allocated thereto; expectations regarding performance of our operating segments in 2022 and 2023 including projected potash sales volumes; our operating segment market outlooks and market conditions and fundamentals for 2022 as well as our expectations for market conditions and fundamentals in 2023 and beyond, and the anticipated supply and demand for our products and services, expected market and industry conditions with respect to crop nutrient application rates, planted acres, grower crop investment, crop mix, production expenses, shipments, consumption, prices and the impact of seasonality, import and export volumes and economic sanctions; Nutrien’s ability to develop innovative and sustainable solutions; the negotiation of sales contracts; acquisitions and divestitures and the anticipated benefits thereof; and the potential impairment of goodwill associated with our Retail – North America group of CGUs. These forward-looking statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from such forward-looking statements. As such, undue reliance should not be placed on these forward-looking statements.

All of the forward-looking statements are qualified by the assumptions that are stated or inherent in such forward-looking statements, including the assumptions referred to below and elsewhere in this document. Although we believe that these assumptions are reasonable, having regard to our experience and our perception of historical trends, this list is not exhaustive of the factors that may affect any of the forward-looking statements and the reader should not place undue reliance on these assumptions and such forward-looking statements. Current conditions, economic and otherwise, render assumptions, although reasonable when made, subject to greater uncertainty. The additional key assumptions that have been made include, among other things, assumptions with respect to our ability to successfully complete, integrate and realize the anticipated benefits of our already completed and future acquisitions and divestitures, and that we will be able to implement our standards, controls, procedures and policies in respect of any acquired businesses and to realize the expected synergies; that future business, regulatory and industry conditions will be within the parameters expected by us, including with respect to prices, expenses, margins, demand, supply, product availability, shipments, consumption, supplier agreements, availability and cost of labor and interest, exchange and effective tax rates; assumptions with respect to global economic conditions and the accuracy of our market outlook expectations for 2022 and in the future; assumptions with respect to our intention to complete share repurchases under our share repurchase program, including the funding thereof, existing and future market conditions, including with respect to the price of our common shares, and compliance with respect to applicable limitations under securities laws and regulations and stock exchange policies; our expectations regarding the impacts, direct and indirect, of the COVID-19 pandemic on our business, customers, business partners, employees, supply chain, other stakeholders and the overall global economy; our expectations regarding the impacts, direct and indirect, of the conflict between Ukraine and Russia on, among other things, global supply and demand, energy and commodity prices, global interest rates, supply chains and the global macroeconomic environment, including inflation; the adequacy of our cash generated from operations and our ability to access our credit facilities or capital markets for additional sources of financing; our expectations regarding the impact of certain factors on the carrying amount of goodwill associated with our Retail – North America group of CGUs; our ability to identify suitable candidates for acquisitions and divestitures and negotiate acceptable terms; our ability to maintain investment grade ratings and achieve our performance targets; our ability to successfully negotiate sales contracts; and our ability to successfully implement new initiatives and programs.

Events or circumstances that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to: general global economic, market and business conditions; failure to complete announced and future acquisitions or divestitures at all or on the expected terms and within the expected timeline; seasonality; climate change and weather conditions, including impacts from regional flooding and/or drought conditions; crop planted acreage, yield and prices; the supply and demand and price levels for our products; governmental and regulatory requirements and actions by governmental authorities, including changes in government policy (including tariffs, trade restrictions and climate change initiatives), government ownership requirements, changes in environmental, tax and other laws or regulations and the interpretation thereof; political risks, including civil unrest, actions by armed groups or conflict and malicious acts including terrorism; the occurrence of a major environmental or safety incident; innovation and cybersecurity risks related to our systems, including our costs of addressing or mitigating such risks; counterparty and sovereign risk; delays in completion of turnarounds at our major facilities; interruptions of or constraints in availability of key inputs, including natural gas and sulfur; any significant impairment of the carrying amount of certain assets; risks related to reputational loss; certain complications that may arise in our mining processes; the ability to attract, engage and retain skilled employees and strikes or other forms of work stoppages; the COVID-19 pandemic, including variants of the COVID-19 virus and the efficiency and distribution of vaccines, and its resulting effects on economic conditions, restrictions imposed by public health authorities or governments, including government-imposed vaccine mandates, fiscal and monetary responses by governments and financial institutions and disruptions to global supply chains; the conflict between Ukraine and Russia and its potential impact on, among other things, global market conditions and supply and demand, energy and commodity prices; interest rates, supply chains and the global economy generally; our ability to execute on our strategies related to environmental, social and governance matters, and achieve related expectations; the risk that rising interest rates and/or deteriorated business operating results may result in the impairment of goodwill attributed to certain of our cash generating units; and other risk factors detailed from time to time in Nutrien reports filed with the Canadian securities regulators and the SEC in the United States.

The purpose of our adjusted net earnings per share, adjusted EBITDA (consolidated and by segment) and sustaining capital expenditures guidance ranges are to assist readers in understanding our expected and targeted financial results, and this information may not be appropriate for other purposes.

The forward-looking statements in this document are made as of the date hereof and Nutrien disclaims any intention or obligation to update or revise any forward-looking statements in this document as a result of new information or future events, except as may be required under applicable Canadian securities legislation or applicable US federal securities laws.

Terms and Definitions

For the definitions of certain financial and non-financial terms used in this document, as well as a list of abbreviated company names and sources, see the “Terms & Definitions” section of our 2021 Annual Report. All references to per share amounts pertain to diluted net earnings (loss) per share, “n/m” indicates information that is not meaningful, and all financial amounts are stated in millions of US dollars, unless otherwise noted.

About Nutrien

Nutrien is the world’s largest provider of crop inputs and services, playing a critical role in helping growers increase food production in a sustainable manner. We produce and distribute approximately 27 million tonnes of potash, nitrogen and phosphate products world-wide. With this capability and our leading agriculture retail network, we are well positioned to supply the needs of our customers. We operate with a long-term view and are committed to working with our stakeholders as we address our economic, environmental and social priorities. The scale and diversity of our integrated portfolio provides a stable earnings base, multiple avenues for growth and the opportunity to return capital to shareholders.

For Further Information:

Investor Relations:

Jeff Holzman

Vice President, Investor Relations

(306) 933-8545

Investors@nutrien.com

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Megan Fielding

Vice President, Brand & Culture Communications

(403) 797-3015

Selected financial data for download can be found in our data tool at www.nutrien.com/investors/interactive-datatool

Such data is not incorporated by reference herein.

Nutrien will host a Conference Call on Thursday, November 3, 2022 at 10:00 a.m. Eastern Time.

Telephone Conference dial-in numbers:

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From Canada and the US 1-888-886-7786

•

International 1-416-764-8683

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No access code required. Please dial in 15 minutes prior to ensure you are placed on the call in a timely manner.

Live Audio Webcast: Visit https://www.nutrien.com/investors/events/2022-q3-earnings-conference-call

Appendix A - Selected Additional Financial Data



Selected Retail Measures	Three Months Ended September 30		Nine Months Ended September 30
	2022	2021	2022	2021

Proprietary products margin as a percentage of product line margin (%)

Crop nutrients	35	26	22	24

Crop protection products	41	41	41	41

Seed	62	48	45	45

All products	30	27	27	27

Crop nutrients sales volumes (tonnes – thousands)

North America	1,066	1,112	6,286	7,729

International	782	898	2,732	2,833

Total	1,848	2,010	9,018	10,562

Crop nutrients selling price per tonne

North America	836	602	908	510

International	913	585	744	464

Total	869	595	858	498

Crop nutrients gross margin per tonne

North America	155	147	191	127

International	64	95	80	67

Total	117	124	157	111

Financial performance measures			2022	2021

Retail adjusted EBITDA margin (%) ^1, 2			11	11

Retail adjusted EBITDA per US selling location (thousands of US dollars) ^{1, 2, 3}			1,913	1,362

Retail adjusted average working capital to sales (%) ^{1, 4}			16	12

Retail adjusted average working capital to sales excluding Nutrien Financial (%) ^{1, 4}			1	(1)

Nutrien Financial adjusted net interest margin (%) ^{1, 4}			6.7	6.4

Retail cash operating coverage ratio (%) ^{1, 4}			55	59

1 Rolling four quarters ended September 30, 2022 and 2021.

2 These are supplementary financial measures. See the “Other Financial Measures” section.

3 Excluding acquisitions.

4 These are non-IFRS financial measures. See the “Non-IFRS Financial Measures” section.


Nutrien Financial	As at September 30, 2022															As at Dec 31, 2021

(millions of US dollars)	Current		<31 days past due		31–90 days past due		>90 days past due		Gross Receivables		Allowance ¹			Net Receivables		Net Receivables

North America		3,009		49		138		77		3,273		(34	)		3,239		1,488
International		572		8		56		25		661		(2	)		659		662
Nutrien Financial receivables		3,581		57		194		102		3,934		(36	)		3,898		2,150

1 Bad debt expense on the above receivables for the nine months ended September 30, 2022 was $10 million (2021 – $9 million) in the Retail segment.



Selected Nitrogen Measures	Three Months Ended September 30		Nine Months Ended September 30

	2022	2021	2022	2021
Sales volumes (tonnes – thousands)

Fertilizer	1,417	1,320	3,963	4,450

Industrial and feed	1,209	1,201	3,523	3,440
Net sales (millions of US dollars)

Fertilizer	764	533	2,658	1,503

Industrial and feed	743	440	2,191	1,025
Net selling price per tonne

Fertilizer	539	404	671	338

Industrial and feed	614	366	622	298

Production Measures	Three Months Ended September 30		Nine Months Ended September 30

	2022	2021	2022	2021
Potash production (Product tonnes – thousands)	2,742	3,199	10,066	10,149
Potash shutdown weeks ¹	10	10	15	14
Ammonia production – total ²	1,483	1,414	4,359	4,355
Ammonia production – adjusted ^{2, 3}	1,009	856	3,015	2,863
Ammonia operating rate (%) ³	91	77	92	87
P₂O₅production (P₂O₅ tonnes – thousands)	335	384	1,063	1,109
P₂O₅ operating rate (%)	78	90	84	87
1 Represents weeks of full production shutdown, including inventory adjustments and unplanned events, excluding the impact of any periods of reduced operating rates, planned routine annual maintenance shutdowns and announced workforce reductions. 2 All figures are provided on a gross production basis in thousands of product tonnes. 3 Excludes Trinidad and Joffre.

Appendix B - Non-IFRS Financial Measures

We use both IFRS measures and certain non-IFRS financial measures to assess performance. Non-IFRS financial measures are financial measures disclosed by a company that (a) depict historical or expected future financial performance, financial position or cash flow of a company, (b) with respect to their composition, exclude amounts that are included in, or include amounts that are excluded from, the composition of the most directly comparable financial measure disclosed in the primary financial statements of the company, (c) are not disclosed in the financial statements of the company and (d) are not a ratio, fraction, percentage or similar representation. Non-IFRS ratios are financial measures disclosed by a company that are in the form of a ratio, fraction, percentage or similar representation that has a non-IFRS financial measure as one or more of its components, and that are not disclosed in the financial statements of the company.

These non-IFRS financial measures and non-IFRS ratios are not standardized financial measures under IFRS and, therefore, are unlikely to be comparable to similar financial measures presented by other companies. Management believes these non-IFRS financial measures and non-IFRS ratios provide transparent and useful supplemental information to help investors evaluate our financial performance, financial condition and liquidity using the same measures as management. These non-IFRS financial measures and non-IFRS ratios should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with IFRS.

The following section outlines our non-IFRS financial measures and non-IFRS ratios, their compositions, and why management uses each measure. It also includes reconciliations to the most directly comparable IFRS measures. Except as otherwise described herein, our non-IFRS financial measures and non-IFRS ratios are calculated on a consistent basis from period to period and are adjusted for specific items in each period, as applicable. As additional non-recurring or unusual items arise in the future, we generally exclude these items in our calculations.

Adjusted EBITDA (Consolidated)

Most directly comparable IFRS financial measure: Net earnings (loss).

Definition: Adjusted EBITDA is calculated as net earnings (loss) before finance costs, income taxes, depreciation and amortization, share-based compensation and certain foreign exchange gain/loss (net of related derivatives). We also adjust this measure for the following other income and expenses that are excluded when management evaluates the performance of our day-to-day operations: integration and restructuring related costs, impairment or reversal of impairment of assets, COVID-19 related expenses, gain or loss on disposal of certain businesses and investments, and IFRS adoption transition adjustments.

Why we use the measure and why it is useful to investors: It is not impacted by long-term investment and financing decisions, but rather focuses on the performance of our day-to-day operations. It provides a measure of our ability to service debt and to meet other payment obligations, and as a component of employee remuneration calculations.



	Three Months Ended September 30				Nine Months Ended September 30
(millions of US dollars)		2022		2021		2022		2021

Net earnings		1,583		726		6,569		1,972

Finance costs		136		122		375		367

Income tax expense		487		209		2,206		615

Depreciation and amortization		526		489		1,492		1,454

EBITDA ¹		2,732		1,546		10,642		4,408

Share-based compensation expense		39		64		122		125

Foreign exchange loss, net of related derivatives		11		1		67		1

Integration and restructuring related costs		15		8		35		47

(Reversal) impairment of assets		(330	)	7		(780	)	12

COVID-19 related expenses ²		-		16		8		34

Gain on disposal of investment		-		-		(19	)	-

Cloud computing transition adjustment ³		-		-		-		36
Adjusted EBITDA		2,467		1,642		10,075		4,663
1 EBITDA is calculated as net earnings before finance costs, income taxes, and depreciation and amortization. 2 COVID-19 related expenses primarily consist of increased cleaning and sanitization costs, the purchase of personal protective equipment, discretionary supplemental employee costs, and costs related to construction delays from access limitations and other government restrictions. 3 Cloud computing transition adjustment relates to cloud computing costs in prior years that no longer qualify for capitalization based on an agenda decision issued by the IFRS Interpretations Committee in April 2021.

Adjusted Net Earnings and Adjusted Net Earnings Per Share

Most directly comparable IFRS financial measure: Net earnings (loss) and net earnings (loss) per share.

Definition: Adjusted net earnings and related per share information are calculated as net earnings (loss) before share-based compensation and certain foreign exchange gain/loss (net of related derivatives), net of tax. We also adjust this measure for the following other income and expenses (net of tax) that are excluded when management evaluates the performance of our day-to-day operations: certain integration and restructuring related costs, impairment or reversal of impairment of assets, COVID-19 related expenses (including those recorded under finance costs), gain or loss on disposal of certain businesses and investments, IFRS adoption transition adjustments, gain/loss on early extinguishment of debt or on settlement of derivatives due to discontinuance of hedge accounting. In 2022, we amended our calculation of adjusted net earnings to adjust for a gain on settlement of a derivative due to discontinued hedge accounting. There was no similar gain or loss in the comparative period. We generally apply the annual forecasted effective tax rate to our adjustments during the year and, at year-end, we apply the actual effective tax rate. If the effective tax rate is significantly different from our forecasted effective tax rate due to adjustments or discrete tax impacts, we apply a tax rate that excludes those items. For material adjustments, we apply a tax rate specific to the adjustment.

Why we use the measure and why it is useful to investors: Focuses on the performance of our day-to-day operations and is used as a component of employee remuneration calculations.


	Three Months Ended September 30, 2022							Nine Months Ended September 30, 2022
(millions of US dollars, except as otherwise noted)		Increases (Decreases)		Post-Tax		Per Diluted Share			Increases (Decreases)		Post-Tax		Per Diluted Share

Net earnings attributable to equity holders of Nutrien				1,577		2.94					6,548		11.96
Adjustments:
Share-based compensation expense		39		30		0.06			122		91		0.17
Foreign exchange loss, net of related derivatives		11		8		0.01			67		50		0.09
Integration and restructuring related costs		15		11		0.02			35		26		0.05
Impairment reversal of assets		(330	)	(265	)	(0.49	)		(780	)	(619	)	(1.13	)
COVID-19 related expenses		-		-		-			8		6		0.01
Gain on disposal of investment		-		-		-			(19	)	(14	)	(0.03	)
Gain on settlement of discontinued hedge accounting derivative		(18	)	(14	)	(0.03	)		(18	)	(13	)	(0.02	)

Adjusted net earnings				1,347		2.51					6,075		11.10

	Three Months Ended September 30, 2021							Nine Months Ended September 30, 2021
(millions of US dollars, except as otherwise noted)		Increases (Decreases)		Post-Tax		Per Diluted Share			Increases (Decreases)		Post-Tax		Per Diluted Share

Net earnings attributable to equity holders of Nutrien				717		1.25					1,952		3.41
Adjustments:
Share-based compensation expense		64		48		0.09			125		94		0.16
Foreign exchange loss, net of related derivatives		1		1		-			1		1		-
Integration and restructuring related costs		8		6		0.01			47		35		0.06
Impairment of assets		7		5		0.01			12		9		0.02
COVID-19 related expenses		16		12		0.02			34		26		0.05
Cloud computing transition adjustment		-		-		-			36		27		0.05

Adjusted net earnings				789		1.38					2,144		3.75

Adjusted EBITDA (Consolidated) and Adjusted Net Earnings Per Share Guidance

Adjusted EBITDA and adjusted net earnings per share guidance are forward-looking non-IFRS financial measures. We do not provide a reconciliation of such forward-looking measures to the most directly comparable financial measures calculated and presented in accordance with IFRS because a meaningful or accurate calculation of reconciling items and the information is not available without unreasonable effort due to unknown variables, including the timing and amount of certain reconciling items, and the uncertainty related to future results. These unknown variables may include unpredictable transactions of significant value that may be inherently difficult to determine without unreasonable efforts. The probable significance of such unavailable information, which could be material to future results, cannot be addressed. Guidance for adjusted EBITDA and adjusted net earnings per share excludes certain items such as, but not limited to, the impacts of share-based compensation, certain foreign exchange gain/loss (net of related derivatives), integration and restructuring related costs, impairment or reversal of impairment of assets, COVID-19 related expenses (including those recorded under finance costs), gain or loss on disposal of certain businesses and investments, IFRS adoption transition adjustments, and gain/loss on early extinguishment of debt or on settlement of derivatives due to discontinuance of hedge accounting.

Free Cash Flow and Free Cash Flow Including Changes in Non-Cash Operating Working Capital

Most directly comparable IFRS financial measure: Cash provided by (used in) operating activities.

Definition: Free cash flow is calculated as cash provided by (used in) operating activities less sustaining capital expenditures and before changes in non-cash operating working capital. Free cash flow including non-cash operating working capital is calculated as cash provided by operating activities less sustaining capital expenditures.

Why we use the measure and why it is useful to investors: For evaluation of liquidity and financial strength. These are also useful as indicators of our ability to service debt, meet other payment obligations and make strategic investments. These do not represent residual cash flow available for discretionary expenditures.



	Three Months Ended September 30					Nine Months Ended September 30
(millions of US dollars)		2022		2021			2022		2021
Cash provided by (used in) operating activities		878		(1,565	)		3,374		249
Sustaining capital expenditures		(428	)	(325	)		(878	)	(793	)
Free cash flow including changes in non-cash operating working capital		450		(1,890	)		2,496		(544	)
Changes in non-cash operating working capital		(1,093	)	(2,752	)		(4,274	)	(3,295	)
Free cash flow		1,543		862			6,770		2,751

Gross Margin Excluding Depreciation and Amortization Per Tonne - Manufactured

Most directly comparable IFRS financial measure: Gross margin.

Definition: Gross margin per tonne less depreciation and amortization per tonne for manufactured products. Reconciliations are provided in the “Segment Results” section.

Why we use the measure and why it is useful to investors: Focuses on the performance of our day-to-day operations, which excludes the effects of items that primarily reflect the impact of long-term investment and financing decisions.

Potash Controllable Cash Cost of Product Manufactured (“COPM”) Per Tonne

Most directly comparable IFRS financial measure: Cost of goods sold (“COGS”) for the Potash segment.

Definition: Total Potash COGS excluding depreciation and amortization expense included in COPM, royalties, natural gas costs and carbon taxes, change in inventory, and other adjustments, divided by potash production tonnes.

Why we use the measure and why it is useful to investors: To assess operational performance. In 2022, we replaced Potash cash COPM with this new financial measure. Potash controllable cash COPM excludes the effects of production from other periods and the impacts of our long-term investment decisions. Potash controllable cash COPM also excludes royalties and natural gas costs and carbon taxes, which management does not consider controllable, as they are primarily driven by regulatory and market conditions.



	Three Months Ended September 30					Nine Months Ended September 30
(millions of US dollars, except as otherwise noted)		2022		2021			2022		2021
Total COGS – Potash		386		372			1,090		980
Change in inventory		(52	)	(58	)		20		(42	)
Other adjustments ¹		(5	)	(1	)		(29	)	(7	)
COPM		329		313			1,081		931
Depreciation and amortization in COPM		(84	)	(101	)		(317	)	(315	)
Royalties in COPM		(42	)	(24	)		(150	)	(60	)
Natural gas costs and carbon taxes in COPM		(9	)	(11	)		(45	)	(34	)
Controllable cash COPM		194		177			569		522
Production tonnes (tonnes – thousands)		2,742		3,199			10,066		10,149
Potash controllable cash COPM per tonne		70		55			56		51
1 Other adjustments include unallocated production overhead that is recognized as part of cost of goods sold but is not included in the measurement of inventory and changes in inventory balances.

Ammonia Controllable Cash COPM Per Tonne

Most directly comparable IFRS financial measure: Total manufactured COGS for the Nitrogen segment.

Definition: Total Nitrogen COGS excluding depreciation and amortization expense included in COGS, cash COGS for products other than ammonia, other adjustments, and natural gas and steam costs, divided by net ammonia production tonnes.

Why we use the measure and why it is useful to investors: To assess operational performance. Ammonia controllable cash COPM excludes the effects of production from other periods, the costs of natural gas and steam, and long-term investment decisions, supporting a focus on the performance of our day-to-day operations.



	Three Months Ended September 30					Nine Months Ended September 30
(millions of US dollars, except as otherwise noted)		2022		2021			2022		2021
Total Manufactured COGS – Nitrogen		872		591			2,351		1,628
Total Other COGS – Nitrogen		235		104			808		440
Total COGS – Nitrogen		1,107		695			3,159		2,068
Depreciation and amortization in COGS		(117	)	(105	)		(334	)	(347	)
Cash COGS for products other than ammonia		(640	)	(380	)		(1,912	)	(1,221	)
Ammonia
Total cash COGS before other adjustments		350		210			913		500
Other adjustments ¹		(31	)	(36	)		(145	)	(66	)
Total cash COPM		319		174			768		434
Natural gas and steam costs		(267	)	(137	)		(643	)	(329	)
Controllable cash COPM		52		37			125		105
Production tonnes (net tonnes ² – thousands)		819		706			2,099		2,011
Ammonia controllable cash COPM per tonne		62		53			59		52

1 Other adjustments include unallocated production overhead that is recognized as part of cost of goods sold but is not included in the measurement of inventory and changes in inventory balances.

2 Ammonia tonnes available for sale, as not upgraded to other Nitrogen products.

Retail Adjusted Average Working Capital to Sales and Retail Adjusted Average Working Capital to Sales Excluding Nutrien Financial

Definition: Retail adjusted average working capital divided by Retail adjusted sales for the last four rolling quarters. We exclude in our calculations the sales and working capital of certain acquisitions during the first year following the acquisition. We also look at this metric excluding Nutrien Financial revenue and working capital.

Why we use the measure and why it is useful to investors: To evaluate operational efficiency. A lower or higher percentage represents increased or decreased efficiency, respectively. The metric excluding Nutrien Financial shows the impact that the working capital of Nutrien Financial has on the ratio.


	Rolling four quarters ended September 30, 2022
(millions of US dollars, except as otherwise noted)	Q4 2021			Q1 2022			Q2 2022			Q3 2022			Average/Total
Current assets		9,924			12,392			12,487			11,262
Current liabilities		(7,828	)		(9,223	)		(9,177	)		(5,889	)
Working capital		2,096			3,169			3,310			5,373			3,487
Working capital from certain recent acquisitions		-			-			-			-
Adjusted working capital		2,096			3,169			3,310			5,373			3,487
Nutrien Financial working capital		(2,150	)		(2,274	)		(4,404	)		(3,898	)
Adjusted working capital excluding Nutrien Financial		(54	)		895			(1,094	)		1,475			306

Sales		3,878			3,861			9,422			3,980
Sales from certain recent acquisitions		-			-			-			-
Adjusted sales		3,878			3,861			9,422			3,980			21,141
Nutrien Financial revenue		(51	)		(49	)		(91	)		(65	)
Adjusted sales excluding Nutrien Financial		3,827			3,812			9,331			3,915			20,885

Adjusted average working capital to sales (%)														16
Adjusted average working capital to sales excluding Nutrien Financial (%)														1

	Rolling four quarters ended September 30, 2021
(millions of US dollars, except as otherwise noted)	Q4 2020			Q1 2021			Q2 2021			Q3 2021			Average/Total
Current assets		8,013			9,160			9,300			8,945
Current liabilities		(6,856	)		(7,530	)		(7,952	)		(5,062	)
Working capital		1,157			1,630			1,348			3,883			2,005
Working capital from certain recent acquisitions		-			-			-			-
Adjusted working capital		1,157			1,630			1,348			3,883			2,005
Nutrien Financial working capital		(1,392	)		(1,221	)		(3,072	)		(2,820	)
Adjusted working capital excluding Nutrien Financial		(235	)		409			(1,724	)		1,063			(122)

Sales		2,618			2,972			7,537			3,347
Sales from certain recent acquisitions		-			-			-			-
Adjusted sales		2,618			2,972			7,537			3,347			16,474
Nutrien Financial revenue		(37	)		(25	)		(59	)		(54	)
Adjusted sales excluding Nutrien Financial		2,581			2,947			7,478			3,293			16,299

Adjusted average working capital to sales (%)														12
Adjusted average working capital to sales excluding Nutrien Financial (%)														(1)

Nutrien Financial Adjusted Net Interest Margin

Definition: Nutrien Financial revenue less deemed interest expense divided by average Nutrien Financial receivables outstanding for the last four rolling quarters.

Why we use the measure and why it is useful to investors: Used by credit rating agencies and other users to evaluate financial performance of Nutrien Financial.



	Rolling four quarters ended September 30, 2022

(millions of US dollars, except as otherwise noted)	Q4 2021			Q1 2022			Q2 2022			Q3 2022			Total/Average
Nutrien Financial revenue		51			49			91			65
Deemed interest expense ¹		(12	)		(6	)		(12	)		(12	)
Net interest		39			43			79			53			214

Average Nutrien Financial receivables		2,150			2,274			4,404			3,898			3,182
Nutrien Financial adjusted net interest margin (%)														6.7
1 Average borrowing rate applied to the notional debt required to fund the portfolio of receivables from customers monitored and serviced by Nutrien Financial.
	Rolling four quarters ended September 30, 2021

(millions of US dollars, except as otherwise noted)	Q4 2020			Q1 2021			Q2 2021			Q3 2021			Total/Average
Nutrien Financial revenue		37			25			59			54
Deemed interest expense ¹		(14	)		(6	)		(8	)		(10	)
Net interest		23			19			51			44			137

Average Nutrien Financial receivables		1,392			1,221			3,072			2,820			2,126
Nutrien Financial adjusted net interest margin (%)														6.4
1 Average borrowing rate applied to the notional debt required to fund the portfolio of receivables from customers monitored and serviced by Nutrien Financial.

Retail Cash Operating Coverage Ratio

Definition: Retail selling, general and administrative, and other expenses, excluding depreciation and amortization expense, divided by Retail gross margin excluding depreciation and amortization expense in cost of goods sold, for the last four rolling quarters.

Why we use the measure and why it is useful to investors: To understand the costs and underlying economics of our Retail operations and to assess our Retail operating performance and ability to generate free cash flow.


	Rolling four quarters ended September 30, 2022
(millions of US dollars, except as otherwise noted)	Q4 2021			Q1 2022			Q2 2022			Q3 2022			Total
Selling expenses		848			722			1,013			821			3,404
General and administrative expenses		43			45			54			50			192
Other expenses (income)		20			(12	)		21			19			48
Operating expenses		911			755			1,088			890			3,644
Depreciation and amortization in operating expenses		(173	)		(167	)		(171	)		(204	)		(715)
Operating expenses excluding depreciation and amortization		738			588			917			686			2,929

Gross margin		1,173			845			2,340			917			5,275
Depreciation and amortization in cost of goods sold		5			2			4			2			13
Gross margin excluding depreciation and amortization		1,178			847			2,344			919			5,288
Cash operating coverage ratio (%)														55
	Rolling four quarters ended September 30, 2021

(millions of US dollars, except as otherwise noted)	Q4 2020			Q1 2021			Q2 2021			Q3 2021			Total
Selling expenses		727			667			863			746			3,003
General and administrative expenses		33			39			41			45			158
Other expenses (income)		8			15			34			17			74
Operating expenses		768			721			938			808			3,235
Depreciation and amortization in operating expenses		(177	)		(175	)		(166	)		(180	)		(698)
Operating expenses excluding depreciation and amortization		591			546			772			628			2,537

Gross margin		885			652			1,858			917			4,312
Depreciation and amortization in cost of goods sold		3			2			3			2			10
Gross margin excluding depreciation and amortization		888			654			1,861			919			4,322
Cash operating coverage ratio (%)														59

Appendix C – Other Financial Measures

Supplementary Financial Measures

Supplementary financial measures are financial measures disclosed by a company that (a) are, or are intended to be, disclosed on a periodic basis to depict the historical or expected future financial performance, financial position or cash flow of a company, (b) are not disclosed in the financial statements of the company, (c) are not non-IFRS financial measures, and (d) are not non-IFRS ratios.

The following section provides an explanation of the composition of those supplementary financial measures if not previously provided.

Retail adjusted EBITDA margin: Retail adjusted EBITDA divided by Retail sales for the last four rolling quarters.

Sustaining capital expenditures: Represents capital expenditures that are required to sustain operations at existing levels and include major repairs and maintenance, and plant turnarounds.

Retail adjusted EBITDA per US selling location: Calculated as total Retail US adjusted EBITDA for the last four rolling quarters, representing the organic EBITDA component, which excludes acquisitions in those quarters, divided by the number of US locations that have generated sales in the last four rolling quarters, adjusted for acquired locations in those quarters.


Unaudited		In millions of US dollars except as otherwise noted

Condensed Consolidated Financial Statements

Condensed Consolidated Statements of Earnings


		Three Months Ended September 30						Nine Months Ended September 30
	Note	2022			2021			2022			2021
SALES	2		8,188			6,024			30,351			20,445
Freight, transportation and distribution			204			220			628			653
Cost of goods sold			4,722			3,639			17,205			13,589
GROSS MARGIN			3,262			2,165			12,518			6,203
Selling expenses			826			749			2,570			2,287
General and administrative expenses			137			110			403			329
Provincial mining taxes			348			128			959			293
Share-based compensation expense			39			64			122			125
(Reversal) impairment of assets	3		(330	)		7			(780	)		12
Other expenses	4		36			50			94			203
EARNINGS BEFORE FINANCE COSTS AND INCOME TAXES			2,206			1,057			9,150			2,954
Finance costs			136			122			375			367
EARNINGS BEFORE INCOME TAXES			2,070			935			8,775			2,587
Income tax expense	5		487			209			2,206			615
NET EARNINGS			1,583			726			6,569			1,972
Attributable to
Equity holders of Nutrien			1,577			717			6,548			1,952
Non-controlling interest			6			9			21			20
NET EARNINGS			1,583			726			6,569			1,972

NET EARNINGS PER SHARE ATTRIBUTABLE TO EQUITY HOLDERS OF NUTRIEN (“EPS”)
Basic			2.95			1.26			12.00			3.42
Diluted			2.94			1.25			11.96			3.41
Weighted average shares outstanding for basic EPS			534,839,000			570,627,000			545,776,000			570,216,000
Weighted average shares outstanding for diluted EPS			536,164,000			572,224,000			547,449,000			571,735,000

Condensed Consolidated Statements of Comprehensive Income

		Three Months Ended September 30						Nine Months Ended September 30
(Net of related income taxes)		2022			2021			2022			2021
NET EARNINGS			1,583			726			6,569			1,972
Other comprehensive (loss) income
Items that will not be reclassified to net earnings:
Net actuarial gain on defined benefit plans			60			-			61			-
Net fair value (loss) gain on investments			(54	)		46			(61	)		116
Items that have been or may be subsequently reclassified to net earnings:
Loss on currency translation of foreign operations			(191	)		(124	)		(272	)		(129	)
Other			(45	)		(1	)		(24	)		19
OTHER COMPREHENSIVE (LOSS) INCOME			(230	)		(79	)		(296	)		6
COMPREHENSIVE INCOME			1,353			647			6,273			1,978
Attributable to
Equity holders of Nutrien			1,348			638			6,254			1,959
Non-controlling interest			5			9			19			19
COMPREHENSIVE INCOME			1,353			647			6,273			1,978

(See Notes to the Condensed Consolidated Financial Statements)


Unaudited		In millions of US dollars except as otherwise noted

Condensed Consolidated Statements of Cash Flows


		Three Months Ended September 30						Nine Months Ended September 30
	Note		2022			2021			2022			2021
					Note 1						Note 1
OPERATING ACTIVITIES
Net earnings			1,583			726			6,569			1,972
Adjustments for:
Depreciation and amortization			526			489			1,492			1,454
Share-based compensation expense			39			64			122			125
(Reversal) impairment of assets	3		(330	)		7			(780	)		12
Provision for (recovery of) deferred income tax			160			(87	)		152			(97	)
Gain on disposal of investment	4		-			-			(19	)		-
Cloud computing transition adjustment	4		-			-			-			36
Other long-term assets, liabilities and miscellaneous			(7	)		(12	)		112			42
Cash from operations before working capital changes			1,971			1,187			7,648			3,544
Changes in non-cash operating working capital:
Receivables			1,240			(266	)		(3,602	)		(3,101	)
Inventories			517			130			(344	)		193
Prepaid expenses and other current assets			(44	)		(133	)		1,018			865
Payables and accrued charges			(2,806	)		(2,483	)		(1,346	)		(1,252	)
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES			878			(1,565	)		3,374			249
INVESTING ACTIVITIES
Capital expenditures ¹			(636	)		(492	)		(1,464	)		(1,238	)
Business acquisitions, net of cash acquired			(10	)		(30	)		(78	)		(70	)
Other			(90	)		(19	)		(60	)		(57	)
Net changes in non-cash working capital			31			18			(77	)		23
CASH USED IN INVESTING ACTIVITIES			(705	)		(523	)		(1,679	)		(1,342	)
FINANCING ACTIVITIES
Transaction costs related to debt			(3	)		-			(3	)		(7	)
Proceeds from short-term debt, net			2,017			1,040			2,867			1,037
Proceeds from long-term debt			-			81			41			89
Repayment of long-term debt			(22	)		-			(50	)		(5	)
Repayment of principal portion of lease liabilities			(83	)		(78	)		(256	)		(242	)
Dividends paid to Nutrien’s shareholders	8		(259	)		(261	)		(780	)		(779	)
Repurchase of common shares	8		(1,700	)		(148	)		(3,306	)		(150	)
Issuance of common shares			4			125			168			188
Other			17			(2	)		-			(14	)
CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES			(29	)		757			(1,319	)		117
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS			(32	)		(20	)		(52	)		(35	)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS			112			(1,351	)		324			(1,011	)
CASH AND CASH EQUIVALENTS – BEGINNING OF PERIOD			711			1,794			499			1,454
CASH AND CASH EQUIVALENTS – END OF PERIOD			823			443			823			443
Cash and cash equivalents comprised of:
Cash			428			315			428			315
Short-term investments			395			128			395			128
			823			443			823			443
SUPPLEMENTAL CASH FLOWS INFORMATION
Interest paid			80			81			280			319
Income taxes paid			318			212			1,503			356
Total cash outflow for leases			111			91			339			299

1 Includes additions to property, plant and equipment and intangible assets for the three months ended September 30, 2022 of $584 and $52 (2021 – $463 and $29), respectively, and for the nine months ended September 30, 2022 of $1,317 and $147 (2021 – $1,171 and $67), respectively.

(See Notes to the Condensed Consolidated Financial Statements)


Unaudited		In millions of US dollars except as otherwise noted

Condensed Consolidated Statements of Changes in Shareholders’ Equity



										Accumulated Other Comprehensive (Loss) Income (“AOCI”)

	Number of Common Shares			Share Capital			Contributed Surplus			Loss on Currency Translation of Foreign Operations			Other			Total AOCI			Retained Earnings			Equity Holders of Nutrien			Non- Controlling Interest			Total Equity

BALANCE – DECEMBER 31, 2020		569,260,406			15,673			205			(62	)		(57	)		(119	)		6,606			22,365			38			22,403

Net earnings		-			-			-			-			-			-			1,952			1,952			20			1,972

Other comprehensive (loss) income		-			-			-			(128	)		135			7			-			7			(1	)		6

Shares repurchased (Note 8)		(2,460,097	)		(68	)		(46	)		-			-			-			(36	)		(150	)		-			(150	)

Dividends declared		-			-			-			-			-			-			(786	)		(786	)		-			(786	)

Non-controlling interest transactions		-			-			-			-			-			-			(1	)		(1	)		(14	)		(15	)

Effect of share-based compensation including issuance of common shares		4,166,620			213			(12	)		-			-			-			-			201			-			201

Transfer of net gain on cash flow hedges		-			-			-			-			(10	)		(10	)		-			(10	)		-			(10	)
Share cancellation		(210,173	)		-			-			-			-			-			-			-			-			-

BALANCE – SEPTEMBER 30, 2021		570,756,756			15,818			147			(190	)		68			(122	)		7,735			23,578			43			23,621

BALANCE – DECEMBER 31, 2021		557,492,516			15,457			149			(176	)		30			(146	)		8,192			23,652			47			23,699

Net earnings		-			-			-			-			-			-			6,548			6,548			21			6,569

Other comprehensive loss		-			-			-			(270	)		(24	)		(294	)		-			(294	)		(2	)		(296	)

Shares repurchased (Note 8)		(38,387,969	)		(1,070	)		(23	)		-			-			-			(2,241	)		(3,334	)		-			(3,334	)

Dividends declared		-			-			-			-			-			-			(773	)		(773	)		-			(773	)

Non-controlling interest transactions		-			-			-			-			-			-			-			-			(18	)		(18	)

Effect of share-based compensation including issuance of common shares		3,058,561			201			(19	)		-			-			-			-			182			-			182
Transfer of net loss on cash flow hedges		-			-			-			-			3			3			-			3			-			3
Transfer of net actuarial gain on defined benefit plans		-			-			-			-			(61	)		(61	)		61			-			-			-

BALANCE – SEPTEMBER 30, 2022		522,163,108			14,588			107			(446	)		(52	)		(498	)		11,787			25,984			48			26,032

(See Notes to the Condensed Consolidated Financial Statements)


Unaudited		In millions of US dollars except as otherwise noted

Condensed Consolidated Balance Sheets



		September 30						December 31

As at	Note	2022			2021			2021

ASSETS

Current assets

Cash and cash equivalents			823			443			499

Receivables			8,591			6,911			5,366

Inventories			6,545			4,674			6,328

Prepaid expenses and other current assets			737			654			1,653

			16,696			12,682			13,846

Non-current assets

Property, plant and equipment	3		21,022			19,704			20,016

Goodwill			12,180			12,220			12,220

Other intangible assets			2,217			2,349			2,340

Investments			772			682			703

Other assets			937			679			829

TOTAL ASSETS			53,824			48,316			49,954

LIABILITIES

Current liabilities

Short-term debt	7		4,454			1,255			1,560

Current portion of long-term debt			1,016			46			545

Current portion of lease liabilities			303			281			286

Payables and accrued charges			8,760			6,930			10,052

			14,533			8,512			12,443

Non-current liabilities

Long-term debt			7,020			10,094			7,521

Lease liabilities			884			896			934

Deferred income tax liabilities	5		3,489			3,043			3,165

Pension and other post-retirement benefit liabilities			337			451			419

Asset retirement obligations and accrued environmental costs			1,320			1,523			1,566

Other non-current liabilities			209			176			207

TOTAL LIABILITIES			27,792			24,695			26,255

SHAREHOLDERS’ EQUITY

Share capital	8		14,588			15,818			15,457

Contributed surplus			107			147			149

Accumulated other comprehensive loss			(498	)		(122	)		(146	)

Retained earnings			11,787			7,735			8,192

Equity holders of Nutrien			25,984			23,578			23,652

Non-controlling interest			48			43			47

TOTAL SHAREHOLDERS’ EQUITY			26,032			23,621			23,699

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY			53,824			48,316			49,954

(See Notes to the Condensed Consolidated Financial Statements)


Unaudited		In millions of US dollars except as otherwise noted

Notes to the Condensed Consolidated Financial Statements

As at and for the Three and Nine Months Ended September 30, 2022

NOTE 1 BASIS OF PRESENTATION

Nutrien Ltd. (collectively with its subsidiaries, known as “Nutrien”, “we”, “us”, “our” or “the Company”) is the world’s largest provider of crop inputs and services. Nutrien plays a critical role in helping growers around the globe increase food production in a sustainable manner.

These unaudited interim condensed consolidated financial statements (“interim financial statements”) are based on International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board and have been prepared in accordance with International Accounting Standard 34, “Interim Financial Reporting”. The accounting policies and methods of computation used in preparing these interim financial statements are materially consistent with those used in the preparation of our 2021 annual consolidated financial statements. These interim financial statements include the accounts of Nutrien and its subsidiaries; however, they do not include all disclosures normally provided in annual consolidated financial statements and should be read in conjunction with our 2021 annual audited consolidated financial statements.

Certain immaterial 2021 figures have been reclassified in the condensed consolidated statements of cash flows and segment note.

In management’s opinion, the interim financial statements include all adjustments necessary to fairly present such information in all material respects. Interim results are not necessarily indicative of the results expected for any other interim period or the fiscal year.

These interim financial statements were authorized by the audit committee of the Board of Directors for issue on November 2, 2022.

NOTE 2 SEGMENT INFORMATION

The Company has four reportable operating segments: Nutrien Ag Solutions (“Retail”), Potash, Nitrogen and Phosphate. The Retail segment distributes crop nutrients, crop protection products, seed and merchandise, and it provides services directly to growers through a network of farm centers in North America, South America and Australia. The Potash, Nitrogen and Phosphate segments are differentiated by the chemical nutrient contained in the products that each produce.


Unaudited		In millions of US dollars except as otherwise noted



	Three Months Ended September 30, 2022

	Retail		Potash			Nitrogen			Phosphate			Corporate and Others			Eliminations			Consolidated

Sales – third party		3,967		1,968			1,666			587			-			-			8,188

– intersegment		13		84			236			126			-			(459	)		-

Sales – total		3,980		2,052			1,902			713			-			(459	)		8,188

Freight, transportation and distribution		-		48			131			62			-			(37	)		204

Net sales		3,980		2,004			1,771			651			-			(422	)		7,984

Cost of goods sold		3,063		386			1,107			537			-			(371	)		4,722

Gross margin		917		1,618			664			114			-			(51	)		3,262

Selling expenses		821		3			7			1			(2	)		(4	)		826

General and administrative expenses		50		2			2			3			80			-			137

Provincial mining taxes		-		348			-			-			-			-			348

Share-based compensation expense		-		-			-			-			39			-			39

Impairment reversal of assets		-		-			-			(330	)		-			-			(330	)

Other expenses (income)		19		(1	)		(59	)		15			59			3			36

Earnings (loss) before finance costs and income taxes		27		1,266			714			425			(176	)		(50	)		2,206

Depreciation and amortization		206		112			141			48			19			-			526

EBITDA ¹		233		1,378			855			473			(157	)		(50	)		2,732

Integration and restructuring related costs		2		-			-			-			13			-			15

Share-based compensation expense		-		-			-			-			39			-			39

Impairment reversal of assets		-		-			-			(330	)		-			-			(330	)

Foreign exchange loss, net of related derivatives		-		-			-			-			11			-			11

Adjusted EBITDA		235		1,378			855			143			(94	)		(50	)		2,467

Assets – at September 30, 2022		23,507		14,078			11,802			2,742			2,500			(805	)		53,824
1 EBITDA is calculated as net earnings (loss) before finance costs, income taxes, and depreciation and amortization.

	Three Months Ended September 30, 2021

	Retail		Potash			Nitrogen			Phosphate			Corporate and Others			Eliminations			Consolidated

Sales – third party		3,336		1,188			1,037			463			-			-			6,024

– intersegment		11		107			162			39			-			(319	)		-

Sales – total		3,347		1,295			1,199			502			-			(319	)		6,024

Freight, transportation and distribution		-		107			98			54			-			(39	)		220

Net sales		3,347		1,188			1,101			448			-			(280	)		5,804

Cost of goods sold		2,430		372			695			340			-			(198	)		3,639

Gross margin		917		816			406			108			-			(82	)		2,165

Selling expenses		746		3			7			2			(9	)		-			749

General and administrative expenses		45		1			3			3			58			-			110

Provincial mining taxes		-		128			-			-			-			-			128

Share-based compensation expense		-		-			-			-			64			-			64

Impairment of assets		-		7			-			-			-			-			7

Other expenses (income)		17		7			(11	)		7			30			-			50

Earnings (loss) before finance costs and income taxes		109		670			407			96			(143	)		(82	)		1,057

Depreciation and amortization		182		131			125			39			12			-			489

EBITDA		291		801			532			135			(131	)		(82	)		1,546

Integration and restructuring related costs		-		-			-			-			8			-			8

Share-based compensation expense		-		-			-			-			64			-			64

Impairment of assets		-		7			-			-			-			-			7

COVID-19 related expenses		-		-			-			-			16			-			16

Foreign exchange loss, net of related derivatives		-		-			-			-			1			-			1

Adjusted EBITDA		291		808			532			135			(42	)		(82	)		1,642

Assets – at December 31, 2021		22,387		13,148			11,093			1,699			2,266			(639	)		49,954


Unaudited		In millions of US dollars except as otherwise noted



	Nine Months Ended September 30, 2022

	Retail			Potash		Nitrogen			Phosphate			Corporate and Others			Eliminations			Consolidated

Sales – third party		17,177			6,345		5,078			1,751			-			-			30,351

– intersegment		86			396		1,021			303			-			(1,806	)		-

Sales – total		17,263			6,741		6,099			2,054			-			(1,806	)		30,351

Freight, transportation and distribution		-			219		358			178			-			(127	)		628

Net sales		17,263			6,522		5,741			1,876			-			(1,679	)		29,723

Cost of goods sold		13,161			1,090		3,159			1,399			-			(1,604	)		17,205

Gross margin		4,102			5,432		2,582			477			-			(75	)		12,518

Selling expenses		2,556			9		22			5			(6	)		(16	)		2,570

General and administrative expenses		149			6		12			9			227			-			403

Provincial mining taxes		-			959		-			-			-			-			959

Share-based compensation expense		-			-		-			-			122			-			122

Impairment reversal of assets		-			-		-			(780	)		-			-			(780	)

Other expenses (income)		28			1		(139	)		27			160			17			94

Earnings (loss) before finance costs and income taxes		1,369			4,457		2,687			1,216			(503	)		(76	)		9,150

Depreciation and amortization		550			354		403			130			55			-			1,492

EBITDA		1,919			4,811		3,090			1,346			(448	)		(76	)		10,642

Integration and restructuring related costs		2			-		-			-			33			-			35

Share-based compensation expense		-			-		-			-			122			-			122

Impairment reversal of assets		-			-		-			(780	)		-			-			(780	)

COVID-19 related expenses		-			-		-			-			8			-			8

Foreign exchange loss, net of related derivatives		-			-		-			-			67			-			67

Gain on disposal of investment		(19	)		-		-			-			-			-			(19	)

Adjusted EBITDA		1,902			4,811		3,090			566			(218	)		(76	)		10,075

Assets – at September 30, 2022		23,507			14,078		11,802			2,742			2,500			(805	)		53,824

	Nine Months Ended September 30, 2021

	Retail			Potash		Nitrogen			Phosphate			Corporate and Others			Eliminations			Consolidated

Sales – third party		13,818			2,663		2,740			1,224			-			-			20,445

– intersegment		38			258		629			171			-			(1,096	)		-

Sales – total		13,856			2,921		3,369			1,395			-			(1,096	)		20,445

Freight, transportation and distribution		-			305		329			159			-			(140	)		653

Net sales		13,856			2,616		3,040			1,236			-			(956	)		19,792

Cost of goods sold		10,429			980		2,068			978			-			(866	)		13,589

Gross margin		3,427			1,636		972			258			-			(90	)		6,203

Selling expenses		2,276			8		22			5			(24	)		-			2,287

General and administrative expenses		125			6		8			8			182			-			329

Provincial mining taxes		-			293		-			-			-			-			293

Share-based compensation expense		-			-		-			-			125			-			125

Impairment of assets		-			7		5			-			-			-			12

Other expenses (income)		66			19		(36	)		13			141			-			203

Earnings (loss) before finance costs and income taxes		960			1,303		973			232			(424	)		(90	)		2,954

Depreciation and amortization		528			371		409			112			34			-			1,454

EBITDA		1,488			1,674		1,382			344			(390	)		(90	)		4,408

Integration and restructuring related costs		8			-		-			-			39			-			47

Share-based compensation expense		-			-		-			-			125			-			125

Impairment of assets		-			7		5			-			-			-			12

COVID-19 related expenses		-			-		-			-			34			-			34

Foreign exchange loss, net of related derivatives		-			-		-			-			1			-			1

Cloud computing transition adjustment		1			2		-			-			33			-			36

Adjusted EBITDA		1,497			1,683		1,387			344			(158	)		(90	)		4,663

Assets – at December 31, 2021		22,387			13,148		11,093			1,699			2,266			(639	)		49,954


Unaudited		In millions of US dollars except as otherwise noted

Presented below is revenue from contracts with customers disaggregated by product line or geographic location for each reportable segment.


	Three Months Ended September 30						Nine Months Ended September 30
	2022			2021			2022			2021
Retail sales by product line
Crop nutrients		1,605			1,194			7,740			5,255
Crop protection products		1,716			1,469			6,086			5,220
Seed		134			140			1,861			1,819
Merchandise		241			265			755			763
Nutrien Financial		65			54			205			138
Services and other ¹		244			252			729			737
Nutrien Financial elimination ^1,2		(25	)		(27	)		(113	)		(76	)

		3,980			3,347			17,263			13,856

Potash sales by geography

Manufactured product

North America		484			590			2,168			1,446

Offshore ³		1,568			705			4,573			1,475

		2,052			1,295			6,741			2,921

Nitrogen sales by product line

Manufactured product

Ammonia		695			401			2,072			994

Urea		422			339			1,543			985

Solutions, nitrates and sulfates		512			326			1,564			852

Other nitrogen and purchased products		273			133			920			538

		1,902			1,199			6,099			3,369

Phosphate sales by product line

Manufactured product

Fertilizer		414			306			1,204			836

Industrial and feed		206			146			594			405

Other phosphate and purchased products		93			50			256			154

		713			502			2,054			1,395

1	Certain immaterial 2021 figures have been reclassified.

2	Represents elimination for the interest and service fees charged by Nutrien Financial to Retail branches.

3	Relates to Canpotex Limited (“Canpotex”) (Note 10) and includes provisional pricing adjustments for the three months ended September 30, 2022 of $(187) (2021 – $109) and the nine months ended September 30, 2022 of $66 (2021 – $160).

NOTE 3 IMPAIRMENT OF ASSETS

Phosphate Impairment Reversal

In 2017 and 2020, we recorded a total impairment of assets at our White Springs CGU relating to property, plant and equipment of $250 and $215, respectively. Due to increases in our forecast, the recoverable amount of our White Springs CGU is $770 which is above its carrying amount of $425. As a result, during the three months ended September 30, 2022, we recorded a full impairment reversal, net of depreciation, of $330 in the statement of earnings relating to property, plant and equipment.


Unaudited		In millions of US dollars except as otherwise noted

During the nine months ended September 30, 2022, we recorded the following impairment reversals:


CGU	Aurora		White Springs
Segment		Phosphate
Impairment reversal indicator		Higher forecasted global prices
Date of impairment reversal		June 30, 2022		September 30, 2022

Pre-tax impairment reversal amount ($)		450		330
Valuation methodology		Fair value less costs of disposal (“FVLCD”) a level 3 measurement		Value in use (“VIU”)
Valuation technique		Five-year DCF¹ plus terminal year to end of mine life		DCF¹ to end of mine life

Key assumptions

End of mine life ² (year)		2050		2030

Long-term growth rate (%)		2.0		n/a

Post-tax discount rate (%)		10.4		12.0 (pre-tax - 15.2) ³

Forecasted EBITDA ⁴ ($)		3,090		980
1 Discounted Cash Flow.
2 Includes proven and probable reserves.
3 Discount rate used in the previous measurement was 12.0% (pre-tax – 16.0%).
4 First five years of the forecast period.

Goodwill Impairment Indicators

During the nine months ended September 30, 2022, North American central banks continued to increase their benchmark borrowing rates. Benchmark borrowing rates are used as the risk-free rate which is a component of determining our discount rate for impairment testing. As a result of these increases, we revised our discount rates and increased our Retail – North America group of CGUs discount rate to 8.5 percent (previous impairment analysis – 8.0 percent at June 30, 2022) and this triggered an impairment test to be performed. We used the FVLCD methodology based on after-tax discounted cash flows (five-year projections and a terminal year thereafter) and incorporated assumptions an independent market participant would apply. FVLCD is a Level 3 measurement.


Retail - North America group of CGUs	As at June 30, 2022		As at September 30, 2022
Carrying amount of goodwill (billions)		6.9		6.9
Excess carrying amount over recoverable amount (billions)		0.8		nil
Excess carrying amount over recoverable amount (%)		7		nil

Goodwill is more susceptible to impairment risk if there is an increase in the discount rate, or a deterioration in business operating results or economic conditions and actual results do not meet our forecasts. As at September 30, 2022, the Retail – North America group of CGUs carrying amount was equal to its recoverable amount. A 25 basis point increase in the discount rate will result in an impairment of the carrying amount of goodwill of approximately $500. A decrease in forecasted EBITDA and cash flows or a reduction in the terminal growth rate will also result in impairment in the future.



Key Assumptions	Value Used in Impairment Model
Terminal growth rate (%)		2.5
Forecasted EBITDA over forecast period (billions)		7.6
Discount rate (%)		8.5


Unaudited		In millions of US dollars except as otherwise noted

NOTE 4 OTHER EXPENSES (INCOME)


	Three Months Ended September 30						Nine Months Ended September 30
	2022			2021			2022			2021

Integration and restructuring related costs		15			8			35			47

Foreign exchange loss, net of related derivatives		11			1			67			4

Earnings of equity-accounted investees		(82	)		(21	)		(200	)		(43	)

Bad debt expense		4			7			18			22

COVID-19 related expenses		-			16			8			34

Gain on disposal of investment		-			-			(19	)		-

Cloud computing transition adjustment		-			-			-			36

Other expenses		88			39			185			103

		36			50			94			203

NOTE 5 INCOME TAXES

A separate estimated average annual effective income tax rate was determined for each taxing jurisdiction and applied individually to the interim period pre-tax earnings for each jurisdiction.


	Three Months Ended September 30						Nine Months Ended September 30
	2022			2021			2022		2021

Income tax expense		487			209			2,206		615

Actual effective tax rate on earnings (%)		24			23			25		24

Actual effective tax rate including discrete items (%)		24			22			25		24

Discrete tax adjustments that impacted the tax rate		(12	)		(10	)		8		(13	)

Income tax balances within the condensed consolidated balance sheets were comprised of the following:


Income Tax Assets and Liabilities	Balance Sheet Location	As at September 30, 2022	As at December 31, 2021
Income tax assets
Current	Receivables	49	223
Non-current	Other assets	132	166
Deferred income tax assets	Other assets	427	262
Total income tax assets		608	651
Income tax liabilities
Current	Payables and accrued charges	943	606
Non-current	Other non-current liabilities	51	44
Deferred income tax liabilities	Deferred income tax liabilities	3,489	3,165
Total income tax liabilities		4,483	3,815


Unaudited		In millions of US dollars except as otherwise noted

NOTE 6 FINANCIAL INSTRUMENTS

Fair Value

Estimated fair values for financial instruments are designed to approximate amounts for which the instruments could be exchanged in a current arm’s-length transaction between knowledgeable, willing parties. The valuation policies and procedures for financial reporting purposes are determined by our finance department. There have been no changes to our valuation methods presented in Note 10 of the 2021 annual consolidated financial statements and those valuation methods have been applied in these interim financial statements.

The following table presents our fair value hierarchy for financial instruments carried at fair value on a recurring basis or measured at amortized cost:



	September 30, 2022											December 31, 2021

Financial assets (liabilities) measured at	Carrying Amount			Level 1			Level 2			Level 3		Carrying Amount			Level 1			Level 2			Level 3

Fair value on a recurring basis ¹

Cash and cash equivalents		823			-			823			-		499			-			499			-

Derivative instrument assets		11			-			11			-		19			-			19			-

Other current financial assets - marketable securities ²		189			24			165			-		134			19			115			-

Investments at FVTOCI ³		183			173			-			10		244			234			-			10

Derivative instrument liabilities		(51	)		-			(51	)		-		(20	)		-			(20	)		-

Amortized cost

Current portion of long-term debt

Notes and debentures		(999	)		(491	)		(500	)		-		(500	)		(506	)		-			-

Fixed and floating rate debt		(17	)		-			(17	)		-		(45	)		-			(45	)		-

Long-term debt

Notes and debentures		(6,902	)		(1,362	)		(4,740	)		-		(7,424	)		(4,021	)		(4,709	)		-

Fixed and floating rate debt		(118	)		-			(118	)		-		(97	)		-			(97	)		-

During the periods ended September 30, 2022 and December 31, 2021, there were no transfers between levelling for financial instruments measured at fair value on a recurring basis.

Marketable securities consist of equity and fixed income securities. We determine the fair value of equity securities based on the bid price of identical instruments in active markets. We value fixed income securities using quoted prices of instruments with similar terms and credit risk.

Investments at fair value through other comprehensive income (“FVTOCI”) is primarily comprised of shares in Sinofert Holdings Ltd.

NOTE 7 SHORT-TERM DEBT

Short-term debt was comprised of:


	Rate of Interest (%)	Total Facility Limit as at September 30, 2022	As at September 30, 2022	As at December 31, 2021
Credit facilities
Unsecured revolving term credit facility	n/a	4,500	-	-
Unsecured revolving term credit facility	4.1	2,000	1,000	-
Uncommitted revolving demand facility	4.0	1,000	500	-
Other credit facilities¹		760
South American	1.5 - 21.7		194	74
Australian	3.6		97	211
Other	3.3		8	28
Commercial paper	2.9 - 4.0		2,530	1,170
Other short-term debt	n/a		125	77
			4,454	1,560
1 Total facility limit amounts include some facilities with maturities in excess of one year.

The amount available under the commercial paper program is limited to the availability of backup funds under the $4,500 unsecured revolving term credit facility and excess cash invested in highly liquid securities. During the three months ended September 30, 2022, we extended the maturity date of the $4,500 unsecured revolving term credit facility from June 4, 2026 to September 14, 2027. There was no change to the total facility limit or the significant agreement terms from those we disclosed in our 2021 Annual Report.


Unaudited		In millions of US dollars except as otherwise noted

During the three months ended September 30, 2022, we entered into a new $2,000 revolving term credit facility, with the same principal covenants and events of default as our existing $4,500 unsecured revolving term credit facility. The $2,000 non-revolving term credit facilities we entered into in July 2022 to help temporarily manage normal seasonal working capital swings were closed prior to September 30, 2022.

NOTE 8 SHARE CAPITAL

Share Repurchase Programs

Commencement
Date

Expiry

Maximum
Shares for
Repurchase

Maximum
Shares for
Repurchase (%)

Number of
Shares
Repurchased

2020 Normal Course Issuer Bid

February 27, 2020

February 26, 2021

28,572,458

710,100

2021 Normal Course Issuer Bid

March 1, 2021

February 28, 2022

28,468,448

22,186,395

2022 Normal Course Issuer Bid ¹

March 1, 2022

February 28, 2023

55,111,110

32,183,728

1 The 2022 normal course issuer bid will expire earlier than the date above if we acquire the maximum number of common shares allowable or otherwise decide not to make any further repurchases.

Purchases under the normal course issuer bids were, or may be, made through open market purchases at market prices as well as by other means permitted by applicable securities laws, including private agreements.

The following table summarizes our share repurchase activities during the period:


	Three Months Ended September 30		Nine Months Ended September 30
	2022	2021	2022	2021
Number of common shares repurchased for cancellation	19,027,561	2,427,369	38,387,969	2,460,097
Average price per share (US dollars)	89.25	61.18	86.85	61.07
Total cost	1,698	148	3,334	150

As of November 1, 2022, an additional 1,981,462 common shares were repurchased for cancellation at a cost of $165 and an average price per share of $83.25.

Dividends Declared

We declared a dividend per share of $0.48 (2021 – $0.46) during the three months ended September 30, 2022, payable on October 14, 2022 to shareholders of record on September 30, 2022.

NOTE 9 SEASONALITY

Seasonality in our business results from increased demand for products during planting season. Crop input sales are generally higher in spring and fall application seasons. Crop input inventories are normally accumulated leading up to each application season. The results of this seasonality have a corresponding effect on receivables from customers and rebates receivables, inventories, prepaid expenses and other current assets and trade payables. Our short-term debt also fluctuates during the year to meet working capital needs. Our cash collections generally occur after the application season is complete, while customer prepayments made to us are typically concentrated in December and January and inventory prepayments paid to our suppliers are typically concentrated in the period from November to January. Feed and industrial sales are more evenly distributed throughout the year.

NOTE 10 RELATED PARTY TRANSACTIONS

We sell potash outside Canada and the United States exclusively through Canpotex. Canpotex sells potash to buyers in export markets pursuant to term and spot contracts at agreed upon prices. Our revenue is recognized at the amount received from Canpotex representing proceeds from their sale of potash, less net costs of Canpotex. Sales to Canpotex are shown in Note 2.



As at	September 30, 2022	December 31, 2021

Receivables from Canpotex	1,454	828


Unaudited		In millions of US dollars except as otherwise noted

NOTE 11 BUSINESS COMBINATIONS

Subsequent to September 30, 2022, we completed the previously announced acquisition of Casa do Adubo S.A. (“Casa do Adubo”) on October 1, 2022 for a preliminary purchase price, net of cash and cash equivalents acquired, of $279. We acquired 100% of the issued and outstanding Casa do Adubo stock. Casa do Adubo is an agriculture retailer in Brazil with 39 retail locations and 10 distribution centers. The expected benefits of the acquisition resulting in goodwill include: synergies from expected reduction in operating costs, wider distribution channel for selling products, a large assembled workforce and a potential increase in our customer base.

We have engaged independent valuation experts to assist in determining the fair value of certain assets acquired and liabilities assumed and related deferred income tax impacts. Given the transaction closed on October 1, 2022, as at the date of our interim financial statements we do not have sufficient information to determine fair values and complete the purchase price allocation or the proforma financial information disclosures. As part of our due diligence process, we are continuing to obtain and verify information required to determine the fair value of certain assets acquired and liabilities assumed and the amount of deferred income taxes arising on their recognition. We expect to finalize the amounts recognized as we obtain the information necessary to complete the analysis within one year from the date of the acquisition.

The Casa do Adubo acquisition was completed at the close of business on October 1, 2022, therefore, our consolidated statements of earnings did not include any impacts from Casa do Adubo for the three and nine months ended September 30, 2022. Financial information related to Casa do Adubo is as follows:



	2022 Pro Forma ¹

Sales		440

EBITDA		40
1 Estimated annual sales and EBITDA if acquisition occurred at January 1, 2022. Net earnings before income taxes is not available.