40-F

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 40-F

(Check One)

☐ Registration statement pursuant to Section 12 of the Securities Exchange Act of 1934

Or

☒ Annual report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934

For fiscal year ended: December 31, 2017

Commission file number: No. 001-14460

AGRIUM INC.

(Exact name of registrant as specified in its charter)

Canada

(Province or other jurisdiction of incorporation or organization)

2870

(Primary standard industrial classification code number)

98-0346248

(I.R.S. employer identification number)

13131 Lake Fraser Drive S.E.

Calgary, Alberta

T2J 7E8 Canada

(403) 225-7000

(Address and telephone number of registrant’s principal executive offices)

CT Corporation System

111 Eighth Avenue, 13th Floor

New York, New York 10011

U.S.A.

(212) 894-8940

(Name, address and telephone number of agent for service in the United States)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:	Name of each exchange on which registered:
Not Applicable	Not Applicable

Securities registered or to be registered pursuant to Section 12(g) of the Act:

Not Applicable

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

Not Applicable

For annual reports, indicate by check mark the information filed with this form:

☒  Annual Information Form ☒  Audited Annual Financial Statements

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report:

138,165,765 Common Shares outstanding as of December 31, 2017

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.

Yes  ☒¹             No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (s.232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).

Yes  ☒            No  ☐

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

Emerging growth company  ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

This Annual Report on Form 40-F shall be incorporated by reference into the Registration Statements on Form S-8 (File Nos. 333-222384 and 333-222385) of Nutrien Ltd., as successor issuer to the registrant.

¹  As of January 12, 2018, the registrant ceased to be subject to the reporting requirements of the Securities Exchange Act of 1934, as amended, except for its obligation to file this annual report pursuant to Rule 12g-3(g) thereunder.

EXPLANATORY NOTE

On January 1, 2018, pursuant to the Arrangement Agreement, dated as of September 11, 2016 (the “Arrangement Agreement”), between Potash Corporation of Saskatchewan Inc. (“PotashCorp”) and Agrium Inc. (the “Registrant”), each of PotashCorp and the Registrant became an indirect wholly owned subsidiary of Nutrien Ltd. (the “Nutrien”), a parent entity formed to manage and hold the combined businesses of PotashCorp and the Registrant, pursuant to a plan of arrangement under the Canada Business Corporations Act (the “Arrangement”).

PRINCIPAL DOCUMENTS

The following documents have been filed as part of this Annual Report on Form 40-F:

(1) Annual Information Form for the Year Ended December 31, 2017 (included as Exhibit 99.1 hereto);

(2) Management’s Discussion and Analysis from the 2017 Annual Report to Shareholders (included as Exhibit 99.2 hereto); and

(3) Audited Annual Financial Statements for the Year Ended December 31, 2017 (included as Exhibit 99.3 hereto).

DISCLOSURE CONTROLS AND PROCEDURES

A. Certifications

The required disclosure is included in Exhibits 99.10 - 99.13 to this Annual Report on Form 40-F.

B. Evaluation of Disclosure Controls and Procedures

Agrium Inc. (the “Registrant”) maintains disclosure controls and procedures and internal control over financial reporting designed to ensure that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”). The Registrant’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), after having evaluated the effectiveness of the Registrant’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report have concluded that, as of such date, the Registrant’s disclosure controls and procedures were effective to ensure that information required to be disclosed by the Registrant in reports that the Registrant files or submits under the Exchange Act is (i) recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and (ii) accumulated and communicated to management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. However, as recommended by the SEC in its adopting release, the Registrant will continue to periodically evaluate its disclosure controls and procedures and will make modifications from time to time as deemed necessary to ensure that information is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

The Registrant’s disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and, as indicated in the preceding paragraph, the CEO and CFO believe that the Registrant’s disclosure controls and procedures are effective at that reasonable assurance level, although the CEO and CFO do not expect that the disclosure controls and procedures or internal control over financial reporting will prevent all errors and fraud. A control system, no matter how well conceived or operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met.

C. Management’s Annual Report on Internal Control Over Financial Reporting

The required disclosure is included in the “Management’s Report” that accompanies the Registrant’s Consolidated Financial Statements for fiscal year ended December 31, 2017, filed as part of this Annual Report on Form 40-F.

D. Attestation Report of the Independent Registered Public Accounting Firm

The required disclosure is included in the “Report of Independent Registered Public Accounting Firm” that accompanies the Registrant’s Consolidated Financial Statements for the fiscal year ended December 31, 2017, filed as part of this Annual Report on Form 40-F. See “Controls & Procedures” in Management’s Discussion and Analysis for the fiscal year ended December 31, 2017 filed as part of this Annual Report on Form 40-F.

E. Changes in Internal Control Over Financial Reporting

Except as disclosed in Management’s Discussion and Analysis for the fiscal year ended December 31, 2017, there was no change in the Registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting.

AUDIT COMMITTEE FINANCIAL EXPERT

The Registrant’s Board of Directors has determined that it has at least one “audit committee financial expert” (as such term is defined in paragraph 8(b) of General Instruction B to Form 40-F) serving on its Audit Committee. Ms. Maura J. Clark has been determined to be such audit committee financial expert and is “independent” (as such term is defined in the New York Stock Exchange’s corporate governance standards).

Paragraph 8(d) of General Instruction B to Form 40-F indicates that the designation of an individual as an audit committee financial expert does not make her an “expert” for any purpose, impose on her any duties, obligations or liability that are greater than the duties, obligations or liability imposed on her as a member of the Audit Committee and the Board of Directors in absence of such designation, or affect the duties, obligations or liability of any other member of the Audit Committee or Board of Directors.

COMPLIANCE WITH NYSE LISTING STANDARDS ON CORPORATE

GOVERNANCE

As of December 31, 2017, our common shares were listed on the New York Stock Exchange (the “NYSE”), but as a listed foreign private issuer, the NYSE did not require us to comply with all of its listing standards regarding corporate governance. Notwithstanding this exemption, we were in compliance in all material respects with the NYSE listing standards prior to the delisting of our common shares following the Arrangement.

CODE OF ETHICS

The Registrant has adopted a “code of ethics” (as that term is defined in Form 40-F), entitled Code of Business Conduct and Ethics that applies to all directors, officers and employees of the Registrant. Prior to the Arrangement, the Code of Business Conduct and Ethics was posted on the Registrant’s website and available upon request.

Nutrien’s Code of Ethics is available in print to any shareholder who requests it. Requests for copies of Nutrien’s Code of Ethics should be made by contacting Nutrien in writing at Suite 500, 122 – 1st Avenue South, Saskatoon, Saskatchewan S7K 7G3 or 13131 Lake Fraser Drive S.E., Calgary, Alberta, T2J 7E8, by telephone at (306) 933-8500, or on Nutrien’s website at www.nutrien.com.

In the past fiscal year, there have not been any amendments to the Code of Ethics or waivers, including implicit waivers, from any provision of the Code of Ethics.

NOTICES PURSUANT TO REGULATION BTR

Not applicable.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

The following table sets out the fees billed to the Registrant by KPMG LLP and its affiliates for professional services in each of the years ended December 31, 2017 and 2016. During these years, KPMG LLP was the Registrant’s only external auditor.

	Year Ended December 31,
Category	2017 CDN $		2016 CDN $
Audit Fees (1)		4,201,500		4,855,700
Audit-Related Fees (2)		10,000		9,000
Tax Fees (3)		440,200		215,800
All Other Fees (4)		65,000		NIL
Total		4,716,700		5,080,500

(1) For professional services rendered by KPMG LLP for the audit and review of the Company’s financial statements or services that are normally provided by KPMG LLP in connection with statutory and regulatory filings or engagements.

(2) For professional services rendered by KPMG LLP for specified audit procedures regarding financial assurances issued to certain government agencies, and services which are reasonably related to the performance of the audit of the Company’s financial statements, and are not included in Audit Fees.

(3) For professional services rendered by KPMG LLP for tax compliance, tax advice and tax planning with respect to Canadian, U.S. and key international jurisdictions; review of tax filings; assistance with the preparation of tax filings; tax advice relating to potential asset and business acquisitions/combinations; and other tax planning, compliance, and transaction services. These amounts include fees paid to KPMG LLP specifically for tax compliance and preparation services rendered in 2017 and 2016 in the amounts of $326,200 and $93,000, respectively.

(4) For professional services rendered by KPMG LLP for cyber security risk assessment.

AUDIT COMMITTEE’S PRE-APPROVAL POLICIES AND PROCEDURES

The Registrant has adopted a written policy pursuant to which the Registrant’s Audit Committee pre-approves all audit services and permitted non-audit services provided to the Registrant by the Registrant’s independent auditors. The pre-approved services specified in such policy are reviewed annually, and the audit and non-audit services to be provided by the Registrant’s independent auditors, as well as the budgeted amounts for such services, are also pre-approved annually. The Audit Committee has also delegated to the Chair of the Audit Committee, who is independent, the authority to act on behalf

of the Audit Committee with respect to the pre-approval of all audit and permitted non-audit services provided by its external auditors from time to time. Any approvals by the Chair are reported to the full Audit Committee at its next meeting. None of the services described in footnotes 2 and 3 under “Principal Accountant Fees and Services” above were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

OFF-BALANCE SHEET ARRANGEMENTS

The required disclosure is included on page 24 of Management’s Discussion and Analysis for the fiscal year ended December 31, 2017, filed as part of this Annual Report on Form 40-F and in note 11 to the Registrant’s audited annual financial statements included as Exhibit 99.3 of this Annual Report on Form 40-F.

TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS

The required disclosure is included on page 21 of Management’s Discussion and Analysis for the fiscal year ended December 31, 2017, filed as part of this Annual Report on Form 40-F.

IDENTIFICATION OF THE AUDIT COMMITTEE

The Registrant has a separately-designated standing audit committee established in accordance with section 3(a)(58)(A) of the Exchange Act. The members of the Audit Committee are Maura J. Clark, (Chair), David C. Everitt and Russell K. Girling.

RESERVE AND RESOURCE ESTIMATES

The Registrant’s mineral reserves have been estimated in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects (“NI 43-101”), as required by Canadian securities regulatory authorities. For United States reporting purposes, Industry Guide 7 under the Securities Act of 1933, as amended, as interpreted by the Staff of the SEC, applies different standards in order to classify mineralization as a reserve. In addition, while the terms “measured”, “indicated” and “inferred” mineral resource are required pursuant to NI 43-101, the SEC does not recognize such terms. Canadian standards differ significantly from the requirements of the SEC, and mineral resource information contained in the documents incorporated into this Annual Report on Form 40-F by reference is not comparable to similar information regarding mineral reserves disclosed in accordance with the requirements of the SEC. Investors should understand that “inferred” mineral resources have a great amount of uncertainty as to their existence and great uncertainty as to their economic and legal feasibility. In addition, investors are cautioned not to assume that any part or all of our mineral resources constitute or will be converted into reserves.

MINE SAFETY DISCLOSURE

The information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 16 of General Instruction B to Form 40-F is included in Exhibit 99.9 to this Annual Report on Form 40-F.

UNDERTAKING AND CONSENT TO SERVICE OF PROCESS

A. Undertaking

The Registrant undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the staff of the SEC, and to furnish promptly, when requested to do so by the SEC staff, information relating to the securities in relation to which the obligation to file an annual report on Form 40-F arises or transactions in said securities.

B. Consent to Service of Process

The Registrant has previously filed with the SEC a Form F-X in connection with the Common Shares.

Any change to the name or address of the Registrant’s agent for service shall be communicated promptly to the SEC by amendment to the Form F-X referencing the file number of the Registrant.

SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this annual report to be signed on its behalf by the undersigned, thereto duly authorized.

	AGRIUM INC.
Date: February 26, 2018	By:	/s/ Charles V. Magro
		Name: Charles V. Magro
		Title: President & Chief Executive Officer

EXHIBIT INDEX

Exhibits	Description
99.1	Annual Information Form for the Year Ended December 31, 2017
99.2	Management’s Discussion and Analysis from the 2017 Annual Report to Shareholders
99.3	Audited Annual Financial Statements for the Year Ended December 31, 2017
99.4	Consent of Independent Registered Public Accounting Firm
99.5	Consent of A. Dave Mackintosh, B.Sc., P.Geo
99.6	Consent of ADM Consulting Limited
99.7	Consent of Michael Ryan Bartsch, P. Eng.
99.8	Consent of Dennis William Aldo Grimm, P. Eng.
99.9	Mine Safety Disclosure
99.10	Chief Executive Officer’s Certification Required by Rule 13a-14(a) or Rule 15d-14(a)
99.11	Chief Financial Officer’s Certification Required by Rule 13a-14(a) or Rule 15d-14(a)
99.12	Chief Executive Officer’s Certification Required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code
99.13	Chief Financial Officer’s Certification Required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code
101	Interactive Data File

EX-99.1

Exhibit 99.1

AGRIUM INC.

ANNUAL INFORMATION FORM

Year Ended December 31, 2017

February 20, 2018

TABLE OF CONTENTS

Following is a table of contents of the Annual Information Form (AIF) referencing the applicable requirements of Form 51-102F2 of the Canadian Securities Administrators. Certain portions of this AIF are disclosed in Agrium Inc.’s Management’s Discussion & Analysis (“2017 MD&A”) and Consolidated Financial Statements for the year ended December 31, 2017 (“2017 Financial Statements”) and are incorporated herein by reference as noted below and are available on the Canadian Securities Administrators’ SEDAR website at www.sedar.com and on the EDGAR section of the United States Securities and Exchange Commission’s website at www.sec.gov.

	Page Reference
	Annual Information Form	Incorporated by Reference from the 2017 MD&A		Incorporated by Reference from the 2017 Financial Statements
Item 1   Table of Contents	2-3
Item 2   Advisories	4-5
2.1  Forward-Looking Information	4
2.2  Basis of Presentation	5
Item 3   Corporate Structure	6
3.1  Name, Address and Incorporation	6
3.2  Intercorporate Relationships	6
Item 4   General Development of the Business	7-10
4.1  Three Year History	7				Note 1
Item 5   Description of the Business	11-47
5.1  Business of Agrium	11
a.   Summary	11
i.   Products, Services and Markets	11
ii.  Transportation, Storage and Distribution	13
iii.   Selected Financial Information	14				Notes 2 and 15
b.  Production Methods	14
c.   Specialized Skill and Knowledge	14
d.  Competitive Position	15
e.   Sources of Raw Materials	15
f.   Intangible Properties	15				Note 25
g.  Seasonality	16		13
h.  Environmental Protection Requirements	16				Note 19
i.   Environmental Practices and Policies	22
j.   Employees	23
5.2  Risk Factors	23
5.3  Mineral Projects	35
a.   Vanscoy Potash Operations	35
i.   Project Description and Location	35
ii.  Accessibility, Climate, Local Resources, Infrastructure and Physiography	36
iii.   History	36
iv.   Geological Setting	37
v.  Mineralization	37
vi.   Exploration	38
vii.  Drilling	38
viii.  Sampling and Analysis	40
ix.   Data Verification Procedures	41
x.  Mineral Resource and Mineral Reserve Estimates	41
xi.   Mining Operations	42
xii.  Exploration and Development	44

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	Page Reference
	Annual Information Form	Incorporated by Reference from the 2017 MD&A	Incorporated by Reference from the 2017 Financial Statements
Item 6   Dividends	48
Item 7   Description of Capital Structure	49-51
7.1     General Description of Capital Structure	49
7.2    Constraints	49
7.3    Debt Ratings	50
Item 8   Market for Securities	52
8.1    Trading Price and Volume	52
Item  9   Escrowed Securities and Securities Subject to Contractual Restriction on Transfer	53
Item 10   Directors and Officers	53-57
10.1  Name, Occupation and Security Holding	53
10.2  Cease Trade Orders, Bankruptcies, Penalties or Sanctions	56
10.3  Conflicts of Interest	57
Item 11   Promoters	58
Item  12   Legal Proceedings and Regulatory Actions	58
Item  13   Interest of Management and Others in Material Transactions	58
Item  14   Transfer Agent, Registrar and Trustees	58
Item 15   Material Contracts	59
Item 16   Interests of Experts	59
16.1  Names of Experts	59
16.2  Interests of Experts	59
Item 17   Audit Committee	60-62
17.1  Audit Committee Charter	60
17.2  Composition of the Audit Committee	60
17.3  Relevant Education and Experience of Members of the Audit Committee	60
17.4  Pre-Approval Policies and Procedures	61
17.5  External Auditor Service Fees (by category)	61
Item 18   Additional Information	63
Schedule 17.1   Audit Committee Charter	64-73

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ITEM 2 – ADVISORIES

2.1 FORWARD-LOOKING INFORMATION

Certain statements and other information included or incorporated by reference in this AIF constitute “forward-looking information” and/or “financial outlook” within the meaning of applicable Canadian securities legislation or “forward-looking statements” within the meaning of applicable U.S. securities legislation (collectively herein referred to as “forward-looking statements”), including the “safe harbour” provisions of provincial securities legislation and the U.S. Private Securities Litigation Reform Act of 1995, Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and Section 27A of the U.S. Securities Act of 1933, as amended. Forward-looking statements are typically identified by the words “believe”, “expect”, “anticipate”, “project”, “intend”, “estimate”, “outlook”, “focus”, “potential”, “will”, “should”, “would”, “could” and other similar expressions.

Forward-looking statements in this document are intended to provide information regarding Agrium Inc. (“Agrium”) and its subsidiaries, including management’s assessment of future financial and operational plans and outlook, and may not be appropriate for other purposes. These forward-looking statements include, but are not limited to: the anticipated expansion and growth of our business and operations; estimates, forecasts and statements as to management’s expectations with respect to our expansion projects, the costs of such projects, the timing of completion and/or achievement of full capacity and operations, the impact of such projects on Agrium’s operations and production and Agrium’s expectations with respect to the sale and marketing of the additional product resulting therefrom; VPO (as defined herein) mineral resource and reserve estimates; production rates at VPO; VPO mine life estimates; economic analysis of the Vanscoy Project (as defined herein); our expectation that as our Retail business expands its potash supply requirements will also increase; our expectation that Canpotex (as defined herein) will grow as its owners expand their production capacities and volumes available for export outside of the North American market; expectations in respect to environmental compliance requirements and costs as well as the installation of emissions reduction technology and timing; potential impact of changes in greenhouse gas legislation and regulation on Agrium; and our expectation that current legal and administrative proceedings in aggregate will not have a material effect on our consolidated financial position or results of operations. In addition, this document contains certain forward-looking statements regarding the Merger (as defined herein), including integration process and synergies associated therewith.

These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and perception of historical trends, current conditions and expected future developments as well as other factors we believe are appropriate in the circumstances. Readers are cautioned not to place undue reliance on the forward-looking statements which involve known and unknown material risks and uncertainties that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Refer to the discussion under the heading “Key Assumptions and Risks in Respect of Forward-Looking Statements” in the 2017 MD&A, which is incorporated by reference in this AIF, with respect to the material assumptions and risks associated with the forward-looking statements.

By their nature, forward-looking statements are subject to various risks and uncertainties, including those material risks discussed in this AIF under “Risk Factors” and set forth under the headings “Financial Instruments – Risk Management” and “Material Business Risks” in our 2017 MD&A which are incorporated by reference herein, which could cause Agrium’s actual results and experience to differ materially from the anticipated results or expectations expressed. Additional information on these and other risk factors are detailed from time to time in the reports filed by Agrium with Canadian securities regulators and with the United States Securities and Exchange Commission (SEC).

All of the forward-looking statements contained or incorporated by reference in this AIF are qualified by the cautionary statements contained or incorporated by reference herein and by stated or inherent assumptions and apply only as of the date of this AIF. Except as required by law, Agrium disclaims any intention or obligation to update or revise any forward-looking statements as a result of new information or future events.

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2.2 BASIS OF PRESENTATION

2017, 2016 and 2015 financial information presented and discussed in this AIF is prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board. Unless otherwise specifically stated herein, the information contained in this AIF is presented as at December 31, 2017. References to “dollars”, “$”, and “U.S. $” are to United States dollars and references to “CDN $” are to Canadian dollars.

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ITEM 3 – CORPORATE STRUCTURE

In this AIF, unless otherwise specified, “Agrium”, “the Company”, “we”, “our”, “us” and similar expressions refer collectively to Agrium Inc. and its subsidiaries, any partnerships involving Agrium Inc. or any of its subsidiaries, its significant equity investments and Agrium Inc.’s share of joint ventures.

3.1 NAME, ADDRESS AND INCORPORATION

Agrium Inc. was incorporated by Articles of Incorporation under the Canada Business Corporations Act on December 21, 1992. Effective July 1, 2017, Agrium completed an internal reorganization pursuant to which, among other things, it amalgamated with certain of its subsidiaries, dissolved Agrium, a general partnership, and transferred the partnership’s assets to Agrium Canada Partnership and Agrium Potash Ltd. In addition, effective February 1, 2018, Agrium amalgamated with Agrium AcquisitionCo ULC, which was formed solely for the purpose of participating in the Merger (as defined herein), and became a direct wholly-owned subsidiary of Nutrien Ltd. (“Nutrien”). See “General Development of the Business – Three Year History – 2017 – Merger”. The Company’s head office, principal place of business, and registered office is located at 13131 Lake Fraser Drive S.E., Calgary, Alberta, T2J 7E8.

3.2 INTERCORPORATE RELATIONSHIPS

Principal Subsidiaries (a)	Jurisdiction of Incorporation or Organization	Ownership
Agrium Canada Partnership (b)	Alberta		100%
Agrium Potash Ltd. (b)	Canada		100%
Agrium U.S. Inc.	Colorado		100%
Crop Production Services, Inc. (b)	Delaware		100%
Crop Production Services (Canada) Inc.	Canada		100%
Landmark Operations Ltd. (b) (“Landmark”)	Western Australia		100%
Cominco Fertilizer Partnership	Texas		100%
Loveland Products Inc.	Colorado		100%

(a) In aggregate, the remaining subsidiaries not listed herein accounted for less than 20 percent of the consolidated total assets and/or sales.

(b) Represents subsidiaries where total assets and/or sales exceed 10 percent of the consolidated total assets and/or sales as at and for the year ended December 31, 2017.

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ITEM 4 – GENERAL DEVELOPMENT OF THE BUSINESS

4.1 THREE YEAR HISTORY

2015

Acquisitions and Investments

In 2015, we acquired 26 independent retail facilities located in North America, as well as five seed and application businesses. This was accomplished through 26 completed transactions for total consideration of approximately $95-million, excluding working capital.

Incremental Expansion

In December 2015, the Vanscoy potash facility successfully completed the proving run for the brownfield expansion project at our potash mine located in Vanscoy, Saskatchewan (the “Vanscoy Project”), increasing the total nameplate capacity to just over three million product tonnes.

Construction of the Egyptian Nitrogen Products Company “ENPC” (S.A.E.) (“ENPC”) expansion project at the Egyptian nitrogen facility (the “Egyptian Project”) was completed in 2015, adding two new production trains. Agrium holds a 26 percent share of the equity earnings from the facility, located in Damietta, Egypt, through its ownership of 26 percent of the issued and outstanding shares of Misr Fertilizers Production Company S.A.E. (“MOPCO”), which in turn owns 100 percent of ENPC. The expansion production trains each have an annual capacity of 650,000 tonnes, increasing the total capacity of the MOPCO and ENPC facilities to approximately two million tonnes. Of this, approximately 510,000 tonnes are attributable to Agrium through our equity position.

Agrium owns a 50 percent interest in Profertil S.A. (“Profertil”), a joint venture that owns a nitrogen facility in Bahia Blanca, Argentina. In the second quarter of 2015, the tie-in of the new capacity added by brownfield expansion and energy project (the “Profertil Project”) was completed, increasing Agrium’s share of annual urea production by approximately 70,000 tonnes, with no additional gas required. The Profertil nitrogen facility now has a total annual capacity of 1.34 million tonnes of urea and approximately 30,000 tonnes of merchant ammonia.

In mid-2015, due to significant cost and timeline pressures and in order to de-risk the project, a decision was made to scale back the brownfield expansion project at Borger, Texas (the “Borger Project”). The scope of the Borger Project was amended to defer the ammonia plant expansion, and continue with the construction of the 610,000 tonnes per year urea facility. The Borger Project was undertaken to leverage Agrium’s distribution network in the region and to enable the Borger, Texas facility to become a competitive and low-cost producer of nitrogen, enhancing its long-term viability.

Dispositions

In 2015, in order to optimize working capital levels and maintain focus on core product lines, we exited a portion of our Wholesale business unit’s (“Wholesale”) Purchase for Resale business pursuant to the decision made in 2014.

Also in 2015, we completed the sale of the West Sacramento nitrogen product upgrade site for $27-million. Over the past two years, the site had produced on average approximately 200,000 tonnes of nitrogen solution products per year. The decision to divest the site was made as part of the continued operating business portfolio review, with negligible impact on net earnings.

Normal Course Issuer Bid

During 2015, we purchased 5,574,331 shares for total consideration of $559-million pursuant to a normal course issuer bid, which expired on January 25, 2016. The shares taken up and paid for were subsequently cancelled.

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2016

Merger

On September 11, 2016, Agrium and Potash Corporation of Saskatchewan Inc. (“PotashCorp”) entered into an arrangement agreement (the “Arrangement Agreement”) providing for a merger of equals (“Merger”) pursuant to which shareholders of each such company would exchange their shares in Agrium and PotashCorp for shares of Nutrien, a newly incorporated entity, as a result of which each of Agrium and PotashCorp would become indirect wholly-owned subsidiaries of Nutrien and Nutrien would manage and hold the combined businesses of Agrium and PotashCorp. The Merger was subject to the receipt of shareholder and court approvals as well as the receipt of all required regulatory approvals and satisfaction of other closing conditions.

At meetings of their respective shareholders held on November 3, 2016, shareholders of both Agrium and PotashCorp approved the Merger. Approximately 98 percent of the Agrium shares and voting options voted at the meeting voting in favor of the Merger, with over 78 percent of Agrium’s outstanding shares and voting options voted at the meeting. On November 8, 2016, the Ontario Superior Court of Justice issued a final order approving the Merger.

Acquisitions and Investments

In 2016, we acquired 71 Retail facilities located in North America through 18 completed transactions for total consideration of $251-million, excluding working capital. The most significant of these relate to the acquisition of 16 farm centers located in the provinces of Alberta and Saskatchewan from Andrukow Group Solutions Inc. and 18 farm centers located across the northern U.S. Corn Belt region from Cargill AgHorizons (U.S.). Retail also purchased a 28.5 percent equity interest in Agrifund, LLC and Ag Resource Holdings, Inc. for $28-million as part of Retail’s Agrium Financial Services™ business.

Incremental Expansion

During 2016, the Vanscoy potash facility continued its production ramp-up.

Provisional acceptance for the two new ENPC production trains was achieved during 2016. In addition to its right to a 26 percent share of the equity earnings from MOPCO, Agrium has the marketing rights to the production from ENPC Trains 1 and 2 and intends to utilize its expansive global distribution network to market the product manufactured at the facility, with the majority of sales expected to be made in Europe.

With respect to the Borger Project, Agrium successfully completed construction of the urea plant at its nitrogen facility in 2016.

Accounts Receivable Securitization Program

In 2016, we entered into a trade receivable securitization program. Under this program, we sell certain trade receivables to a special purpose vehicle, which is a consolidated entity within Agrium. We control and retain substantially all the risks and rewards of the receivables sold to the special purpose vehicle. Should we wish to draw funds under the program, the sold accounts receivable balances may be used as capacity for collateralized borrowings from a third party financial institution.

2017

Acquisitions and Investments

In 2017, we acquired 44 Retail facilities located in North America and Australia through 18 completed transactions for consideration of approximately $145-million, excluding working capital. The most significant of

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these relate to the acquisition of 21 farm centers located in Georgia and Florida from Southern States Cooperative and four farm centers located in California from Gillespie Ag Service & Leffingwell Ag Sales Co. In December 2017, Landmark announced a binding purchase agreement for the acquisition of Macrofertil, a fertilizer distribution business in Australia with approximately $120-million in expected annual sales.

Incremental Expansion

During 2017, the Vanscoy potash facility continued its production ramp-up. Following completion of the Merger, the timing of the ramp-up to full capacity will be considered as part of the optimization of the combined potash production base of Nutrien. The Vanscoy Project had previously been expected to attain full production in 2017, but fell short of this goal mainly due to some temporary mechanical issues with the hoist. See “Item 5 – Description of the Business – 5.3 Mineral Projects – a) Vanscoy Potash Operations”.

We successfully completed the commissioning of the urea plant as part of our Borger Project in the first quarter of 2017.

Merger

In late December 2017, Agrium and PotashCorp received all the required regulatory approvals to complete the Merger, which was completed effective January 1, 2018. Agrium shareholders received 2.23 common shares of Nutrien for each Agrium share held, and PotashCorp shareholders received 0.40 of a common share of Nutrien for each PotashCorp share held. Nutrien common shares commenced trading on the Toronto Stock Exchange (TSX) and the New York Stock Exchange (NYSE) on January 2, 2018 under the ticker symbol “NTR”. Trading of common shares of Agrium and PotashCorp was halted on the TSX and NYSE concurrently with the listing of Nutrien common shares on such exchanges, and were delisted shortly thereafter.

Immediately after completion of the Merger, Nutrien held all of the issued and outstanding common shares of Agrium through its wholly-owned subsidiary, Agrium AcquisitionCo ULC. On February 1, 2018, Agrium amalgamated with Agrium AcquisitionCo ULC, and is currently a wholly-owned subsidiary of Nutrien.

In connection with obtaining certain regulatory approvals required in respect of the Merger, Agrium and PotashCorp agreed to certain conditions, including

• The divestment of Agrium’s Conda, Idaho phosphate production facility and adjacent phosphate mineral rights (“CPO”) and North Bend, Ohio nitric acid facility (“North Bend Facility”); and

• The divestment of PotashCorp’s minority shareholdings in Arab Potash Company, Sociedad Quimica y Minera de Chile S.A., Israel Chemicals Ltd. (“ICL”) and Sinorfert Holdings Limited within certain specified time periods over the 18 months following the merger

On January 12, 2018, the dispositions of CPO and the North Bend Facility were completed. The disposition of ICL by PotashCorp was completed on January 24, 2018.

Refer to note 1 of the 2017 Financial Statements. For additional information with respect to the Merger, please refer to the Material Change Report of Agrium dated January 2, 2018, a copy of which has been filed on SEDAR under Agrium’s profile at www.sedar.com.

Dispositions

In November 2017, we announced the planned sale of CPO to Itafos Conda LLC (“Itafos”) and of the North Bend Facility to Trammo Nitrogen Products, Inc. These divestitures were intended to address certain conditions imposed with respect to the Merger and were subject to the U.S. Federal Trade Commission approval.

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As part of the CPO disposition, Agrium entered into several long-term strategic supply and offtake agreements with Itafos, some of which extend to 2023. Under the terms of certain of such agreements, Agrium agreed to supply 100 percent of the ammonia requirements of CPO and purchase 100 percent of the monoammonium phosphate (MAP) product produced at CPO. The MAP production is estimated at 330,000 tonnes per year.

The North Bend facility is a nitrogen product upgrade site. It has produced on average approximately 70,000 tonnes of nitric acid per year over the past two years.

Both divestiture transactions were completed on January 12, 2018.

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ITEM 5 – DESCRIPTION OF THE BUSINESS

5.1 BUSINESS OF AGRIUM

Agrium is a retailer of agricultural products and services in the United States, Canada, Australia, Argentina, Brazil, Chile and Uruguay and a multi-national producer and wholesale marketer of nutrients for agricultural and industrial markets. Agrium’s strategy is to invest and operate across the agricultural inputs value chain (fertilizer, crop protection and seed), through production, distribution and retail sales.

In 2017, Agrium conducted business activities through our Retail and Wholesale business units. We categorize our operating segments within the Retail and Wholesale business units as follows:

• Retail: Distributes crop nutrients, crop protection products, seed and merchandise and provides financial and other services directly to growers through a network of farm centers in two geographical segments:

• North America: including the United States and Canada

• International: including Australia and South America

• Wholesale: Produces, markets and distributes crop nutrients and industrial products through the following businesses:

• Nitrogen: manufacturing in Alberta and Texas

• Potash: mining and processing in Saskatchewan

• Phosphate: production facilities in Alberta and, prior to the CPO disposition as described under “General Development of the Business – Three Year History – 2017 – Merger”, Idaho, United States

• Wholesale Other: purchasing and reselling crop nutrient products from other suppliers to customers primarily in Europe; producing ammonium sulfate products and Environmentally Smart Nitrogen^® (ESN^®) polymer-coated nitrogen crop nutrients; and operations of joint ventures and associates

“Other” is a non-operating segment comprised of corporate and administrative functions that provides support and governance to our operating business units. Other is also used to eliminate inter-business unit transactions so that each operating business unit can be evaluated independently. The eliminations relate to purchase and sale transactions between our Retail and Wholesale business units.

a) SUMMARY

i) Products, Services and Markets

Retail

Agrium’s Retail business unit markets crop nutrients, crop protection products, seed, merchandise, application and other agronomic services through over 1,500 retail locations in the United States, Canada, Australia, Argentina, Brazil, Chile and Uruguay. North American Retail locations include approximately 800 branches, which are facilities supporting a specific market area and customer base, and approximately 380 satellites, which are used to position equipment and product to specific markets and customers in support of a branch. Retail’s market is primarily retail sales directly to farm customers, but also includes wholesale sales of crop protection products to other retail operations. Retail also has an in-house lending program called Agrium Financial Services™ to provide competitive crop input loans to customers.

Crop nutrients sales accounted for approximately 34 percent of Retail’s total sales in 2017. Crop nutrients are generally mixed in a custom blend to suit the particular nutrient requirements for each

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grower’s field based on soil fertility tests or plant tissue sampling. Agrium offers custom crop nutrient application services and employs a large fleet of application and nurse equipment to custom-apply these nutrients at the prescribed rates. Many of the Company’s crop nutrient application rigs are also capable of precision application using global positioning system (GPS) technology, which allows nutrient application rates to be adjusted when required based on GPS grid soil sample test results and other data.

Crop protection sales were approximately 41 percent of Retail’s total sales in 2017. Similar to crop nutrient application, Agrium employs a large fleet of crop protection application equipment. By its nature, Retail’s crop protection business operates within a framework of government regulation and oversight. Agrium sells private label and proprietary crop protection products through Loveland Products, Inc. (“LPI”) in North America, South America and Australia.

Seed sales accounted for approximately 13 percent of Retail’s total sales in 2017. Seed treatment is also a growing service that we provide growers. This service involves applying chemical to seeds prior to planting to protect them from pests and disease. Our seed sales have been further supported by growth in our private label seed product line under the brand names Dyna-Gro and Proven.

Merchandise sales accounted for approximately 6 percent of Retail’s total sales in 2017. In Australia, in addition to crop nutrient, crop protection and seed, Retail, through Landmark, also offers a wide variety of livestock-related merchandise, including fencing, animal identification merchandise and various animal health products and services.

Services and other sales accounted for approximately 6 percent of Retail’s total sales in 2017. Agrium’s Retail business unit offers agronomic services in addition to the custom application services and soil and petiole testing previously mentioned. The Company owns and operates a laboratory in California where soil and petiole tests are performed. In the Western United States, the Company uses a system of weather tracking stations to monitor crop disease conditions and irrigation requirements in high-value crops. Retail has a large group of qualified crop advisors throughout the organization who monitor customers’ crops to maximize yields with cost-efficient fertility and pest control recommendations. Retail’s Echelon precision agriculture offering includes services such as yield data mapping, record keeping, soil fertility management, variable-rate fertility and variable-rate seeding recommendations. In Australia, Retail offers various other services, including wool sales and marketing, livestock marketing and auction services, insurance products and financial services, and real estate agency.

Wholesale

Agrium’s Wholesale business unit manufactures, mines and markets a full range of crop nutrients including nitrogen-based, potash and phosphate-based crop nutrient products.

Wholesale owns and operates five major North American nitrogen facilities, four located in Alberta, Canada and one in Borger, Texas, United States. The majority of the nitrogen produced in Alberta is sold in Western Canada, the Pacific Northwest and the Northern Plains regions of the United States. Nitrogen products from Borger are sold in the Texas Panhandle area and ammonia is moved via pipeline to the U.S. Corn Belt. Wholesale also has a 50 percent joint venture ownership in Profertil. Product from Profertil is sold within Argentina and to other South American destinations. Agrium also owns a number of facilities that upgrade ammonia and urea to other products such as urea ammonium nitrate (UAN) solutions and nitric acid. These facilities have a combined annual nitrogen nameplate capacity of approximately 5.5 million tonnes, including our share of Profertil’s production. In addition, Agrium holds a 26 percent interest in a nitrogen facility located in Egypt as discussed above under “General Development of the Business – Three Year History – 2015 – Incremental Expansion”. This puts our global nitrogen capacity at approximately 6.0 million tonnes.

Wholesale owns and operates a potash mine and production facility at Vanscoy, Saskatchewan, Canada. The current nameplate capacity of this facility is just over three million product tonnes.

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Following completion of the Merger , the timing of the ramp-up to full capacity will be considered as part of the optimization of the combined potash production base of Nutrien, as discussed above under “General Development of the Business – Three Year History – 2017 – Incremental Expansion”. See also “Item 5 – Description of the Business – 5.3 Mineral Projects – a) Vanscoy Potash Operations”.

Our Redwater, Alberta facility produces sulfur and phosphate-based fertilizers and sources rock through a long-term supply agreement with OCP S.A. (“OCP”). This agreement, which extends to 2018, entails a minimum commitment to purchase phosphate rock. Purchase prices are based on a formula derived from the global price for finished phosphate products. We entered into a freight contract to import phosphate rock extending through 2019, with a total outstanding commitment of $59-million at December 31, 2017. Total annual capacity of the Redwater production facility is approximately 0.7 million product tonnes of MAP. The MAP produced at this facility is marketed primarily in Western Canada. Wholesale will also be marketing an estimated 330,000 tonnes per year of MAP product produced at CPO under the terms of the supply and offtake agreements with Itafos.

In addition to the above production facilities, Wholesale operates several fertilizer granulation and blending plants in the United States.

The controlled-release product ESN^® is produced in facilities located in the United States at New Madrid, Missouri, and in Canada at Carseland, Alberta.

ii) Transportation, Storage and Distribution

Wholesale has an extensive storage and distribution network serving Western Canada and the Pacific Northwest, California, the U.S. Corn Belt, the Great Plains, and southeast regions of the United States. Wholesale has a network of approximately 110 distribution warehouses. In total, our North American distribution and storage capacity is approximately 2.1 million tonnes. In addition, Wholesale has European distribution capability via its 100 percent interest in Agrium Europe S.A. (“Agrium Europe”), which owns and leases approximately 200,000 tonnes of dry and liquid storage capacity at both port and inland sites.

A significant portion of delivered costs of crop nutrient products to certain customers is attributable to transportation. Agrium has entered into various rail, pipeline and other transportation agreements to provide reliable and competitive transportation services. Agrium Wholesale leases more than 4,900 railcars, including both tank and hopper cars, to transport fertilizer products. This fleet is supplemented by railroad-supplied cars as needed to meet peak-season transportation requirements. Agrium owns atmospheric and pressurized anhydrous ammonia storage, dry product and liquid product facilities at locations in Western Canada and throughout the United States, and owns and leases dry and liquid storage capacity in Europe. In addition, Profertil’s terminal on the Parana River includes a dedicated berth and two 100,000 tonne dry storage buildings in a key agricultural region of Argentina. These locations, when combined with storage capability at the production facilities and leased warehousing, provide a network of field and production site storage capacity sufficient to meet customer requirements.

Our North American Retail distribution assets include 74 terminals and 17 distribution centers to support distribution of crop nutrients, crop protection products and seed. Terminals are major crop nutrient storage facilities used to receive large quantities of crop nutrient for redistribution to retail centers and to growers directly. Distribution centers are used to more effectively distribute crop protection products and seed. These facilities are used to coordinate product supply to the retail centers and allow us to manage inventory levels across our distribution network.

Due to the bulk nature of our crop nutrient and seed products, delivery to end users through the supply chain can often take a significant amount of time. Supply chain management, utilizing our extensive storage and distribution network and transportation capabilities, allows us to ensure that crop nutrient and seed product is available to customers at the necessary time as growers have a short application and

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planting window, the precise timing of which is unpredictable due to both the seasonal nature of crop planting and the impact of weather.

iii) Selected Financial Information

Sales classified by business unit, operating segment and applicable category of products and services for the Company’s two most recently completed fiscal years are provided in note 2 to the 2017 Financial Statements, which are incorporated herein by reference. Sales or transfers to entities in which the Company has an investment that is accounted for under the equity method are provided in note 15 of the 2017 Financial Statements.

b) PRODUCTION METHODS

Production methods for Agrium’s manufactured products are set out below.

Nitrogen-based fertilizers

Ammonia is produced by taking nitrogen from the air and reacting it with a hydrogen source, usually natural gas reformed with steam.

Ammonia is the feedstock for the production of upgraded nitrogen products, including urea and UAN. Urea is produced by combining ammonia with carbon dioxide (CO₂) and forming liquid urea, which can be further processed into a solid, granular form. UAN is a liquid fertilizer and is produced by combining liquid urea, liquid ammonium nitrate and water.

Potash

The Company produces potash using conventional mining methods from one kilometer deep ore bodies. The mined ore is a mixture of potassium chloride, salt and insoluble particles. Removing the clay and salt through a milling process produces saleable potash.

Phosphate

The principal raw materials used in the production of phosphate fertilizers are phosphate ore, ammonia and sulfur (or sulfuric acid). The Company purchases phosphate rock for use in our Redwater, Alberta facility under a supply agreement. The ore is mixed with recycled water to form slurry and then screened to remove coarse materials, washed to remove clay and floated to remove sand to produce phosphate rock. The phosphate rock is then reacted with sulfuric acid to produce phosphoric acid. The majority of the sulfuric acid used is produced from burning sulfur and reacting it with water. The phosphoric acid is then reacted with ammonia to form a granular product or concentrated to form a liquid product.

Sulfate

Ammonium sulfate is produced by reacting ammonia and sulfuric acid and then granulated to form a solid granular product.

Controlled-Release Nitrogen Product

ESN^® is a patented coated-fertilizer product that allows for more efficient delivery of nitrogen to the plant. The production method involves coating the urea substrate with layers of polymers.

c) SPECIALIZED SKILL AND KNOWLEDGE

Our specialized coating processes require extensive research and development and precise engineering to consistently produce high quality product. In order to maintain competitive advantage in the controlled-

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release market, we consistently innovate and test products in the field, which also requires thorough agronomic research.

d) COMPETITIVE POSITION

The market for Agrium’s crop nutrients and crop production inputs is highly competitive. The Company’s competitors include other large integrated fertilizer producers, co-operatives, divisions of agribusiness companies, regional distributors and independent dealers.

At December 31, 2017, Agrium Wholesale operations included nine nitrogen, two phosphate and one potash production facility and four other facilities across North America and we had significant equity interests in nitrogen facilities in Argentina and Egypt; two mines; and an extensive distribution and storage network throughout North America and internationally through Agrium Europe. Subsequently, on January 12, 2018, the disposition of CPO was completed as described under “General Development of the Business – Three Year History – 2017 – Merger”.

Agrium Retail operates over 1,500 retail locations, including 74 terminals, six plants and 17 distribution centers in North and South America as well as Australia. Agrium is a major distributor of crop nutrients, crop protection products and seed in a highly competitive industry. The principal competitors in the distribution of crop production inputs include agricultural co-operatives, national fertilizer producers and distributors, and independent distributors and brokers.

Nitrogen-based fertilizer is a global commodity, and customers, including end-users, dealers and other fertilizer producers and distributors, base their purchasing decisions principally on the delivered price and availability of the product. The relative cost of, and availability of transportation for, raw materials and finished products to manufacturing facilities are also important competitive factors. The Company competes with a number of producers in North America and other countries, including state-owned and government-subsidized entities.

Competition in the phosphate and potash fertilizer markets is based largely on price, reliability and deliverability. The relative cost and availability of phosphate and potash ore, and the efficiency of production facilities, are also important competitive factors. The global phosphate and potash markets are more concentrated on a production and trade basis than for the global nitrogen market; however, these markets remain highly competitive and prices are determined by global supply and demand factors.

Wholesale also produces and distributes our controlled-release nitrogen product, ESN^®, to agricultural markets.

e) SOURCES OF RAW MATERIALS

Natural gas is the primary input for producing ammonia – the base for virtually all nitrogen products. Ammonia can be applied directly as a fertilizer or upgraded to products such as urea, UAN solutions and ammonium nitrate.

We source potash deposits from our Vanscoy Potash Facility in Saskatchewan, Canada.

Three primary raw materials are required to produce granular ammonium phosphates: phosphate rock, sulfur and ammonia. Our Redwater, Alberta, facility sources rock primarily from the supply agreement with OCP.

Ammonium sulfate fertilizer contains both nitrogen and sulfur, resulting in one of the most effective methods of supplying sulfur to soils in an immediately available form. Agrium produces ammonium sulfate at our Redwater facility, as well as lower-priced sulfur, which is a byproduct from the oil and gas industry.

f) INTANGIBLE PROPERTIES

Agrium has registered and pending trademarks in Canada, the United States and other countries where its products are sold. In addition, it has been Agrium’s practice to seek patent protection for inventions and

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improvements that are likely to be incorporated into its products, where appropriate, and to protect the freedom to use its inventions in its manufacturing processes. Agrium considers several factors in assessing the materiality of its patents including, but not limited to, scope and breadth of claims, sales volumes of products incorporating the technology, strategic importance and patent duration. Agrium has registered patents in Canada, the United States and other countries where its products are sold.

While these trademarks and patents constitute valuable assets, Agrium does not regard any single trademark or patent as being material to its operations as a whole. Refer to note 25 of the 2017 Financial Statements, which are incorporated herein by reference, for disclosure on estimated useful lives of intangible assets.

g) SEASONALITY

The agricultural products business is seasonal in nature. Consequently, comparisons made on a year-over-year basis are more appropriate than quarter-over-quarter comparisons. Crop input sales are primarily concentrated in the spring and fall crop input application seasons. Crop nutrient inventories are normally accumulated leading up to the application season. Our cash collections generally occur after the application season is complete. See “Item 5 – Description of Business – 5.2 Risk Factors – Risks Relating to Our Operations – Our business is cyclical, resulting in periods of industry oversupply during which our results of operations tend to be negatively impacted”.

A further discussion of the seasonality of the Company’s business is contained under the heading “Quarterly Results of Operations” of Agrium’s 2017 MD&A, which is incorporated herein by reference.

h) ENVIRONMENTAL PROTECTION REQUIREMENTS

Agrium’s operations are subject to a variety of federal, provincial, state and local laws, regulations, licenses and permits, the purpose of which is to protect the environment. These environmental protection requirements may apply at the time of plant, facility or mine design, construction, operation, modification and beyond.

The environmental requirements for new projects typically focus on baseline site conditions; ensuring that the design and equipment selection meet construction and operating requirements; the satisfaction of permitting, preconstruction studies, discharge and other construction and operating requirements; and the use of appropriate safeguards during construction.

Licenses, permits and approvals at operating sites are obtained in accordance with applicable laws and regulations, which may limit or regulate operating conditions, rates and efficiency; land, water and raw material use and management; product storage, quality and transportation; waste storage and disposal; and emissions and other discharges. Additional legal requirements may apply in circumstances where site contamination predates the current applicable regulatory framework, where remediation is ongoing or where there is otherwise evidence that historic remediation activities have not been successful in protecting the environment. These additional requirements may result in an environmental remediation liability that must be resolved.

Finally, the environmental protection requirements that may apply at the time of plant closure can be of two types: environmental remediation that did not come due or arise until operations ceased; or asset retirement obligations stipulated by contractual or constructive obligations or other legal requirements. Asset retirement obligations typically involve the removal of the asset, remediation of any contamination resulting from the use of that asset and reclamation of the land.

We record provisions under IFRS for environmental remediation and asset retirement. Provision amounts are provided in note 19 to our 2017 Financial Statements, which are incorporated herein by reference. If a matter does not meet the requirements for recognition as a provision under IFRS, it is classified as an environmental contingency.

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Environmental contingencies

We are responsible for environmental remediation of certain facilities and sites. Work at these sites is in various stages of environmental management; we are assessing and investigating some sites and remediating or monitoring others. New developments or information, including changes in regulations or results of investigations by regulatory bodies, could lead to reassessment of our exposure related to these matters. In addition, we may revise our estimates of our future obligations because they are dependent on a number of uncertain factors, including the method and extent of the remediation and cost-sharing arrangements with other parties involved.

In assessing whether we would accrue a provision, we undertake a provision review process at each reporting period. Our process includes a review by technical staff in consultation with in-house legal counsel and internal accounting professionals to determine whether current information available to us supports our estimates of the financial effect of these matters and our related disclosures. Where appropriate, in-house legal counsel consult with external counsel as to their analysis and conclusions about the facts of each case, our obligations to remediate, and discussions and correspondence with third parties. We also review publicly available information for similar matters involving other companies. Our review includes previously assessed matters and an assessment as to whether any new matters require review.

Some remediation activities at our sites are subject to the U.S. Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), the U.S. Resource Conservation and Recovery Act (RCRA) and similar federal, state, provincial and local environmental laws. These laws provide for phases of remediation (investigation, risk assessment, remedy selection, remedial design and construction, maintenance and long-term monitoring, abandonment and closure) under regulatory oversight.

For the matters described below, at the date of issuance of our 2017 Financial Statements, we determined that we could not make a reliable estimate of the amount and timing of any financial effect in excess of the amounts accrued. Reasons for this determination include complexity of the matters, early phases of most proceedings, lack of information on the nature and timing of future actions in the matters, dependency on the completion and findings of investigations and assessments, and the lack of specific information as to the nature, extent, timing and cost of future remediation. Until we have greater clarity as to our liability and the extent of our financial exposure, it is not practicable to make a reliable estimate of the financial effect. As negotiations, discussions and assessments proceed, we may provide estimates. Events or factors that could alleviate our current inability to make reliable estimates for these matters include further identification of allegations or demands; completion of remediation phases; a ruling by a court or other regulatory body having jurisdiction; or finalization of substantive settlement negotiations.

United States Environmental Protection Agency Phosphate Industry Initiative

In 2003, the United States Environmental Protection Agency (EPA) began investigating the phosphate industry as part of its National Enforcement Initiative regarding the mineral processing industry. The purpose of the EPA’s National Enforcement Initiative is to ensure that waste resulting from mineral processing is managed in accordance with RCRA regulations. RCRA is the federal statute that governs the generation, transportation, treatment, storage and disposal of hazardous wastes. The EPA is also evaluating the industry’s compliance with certain U.S. Clean Air Act (CAA) programs, including Maximum Achievable Control Technology (MACT) and Prevention of Significant Deterioration, the U.S. Emergency Planning and Community Right to Know Act (EPCRA) and CERCLA.

In 2005, the EPA and the Idaho Department of Environmental Quality (IDEQ) commenced an investigation of CPO to evaluate compliance with CAA, CERCLA, EPCRA, RCRA and relevant state law. The EPA has notified Nu-West Industries, Inc. (“Nu-West”), a wholly owned subsidiary of Agrium, of potential violations of CAA, CERCLA, EPCRA and RCRA at CPO. Notwithstanding the sale of CPO in 2018, Agrium remains responsible for its environmental liabilities attributable to its historic activities.

In 2007, the EPA issued a Notice of Violation (NOV) to Nu-West alleging certain violations of the CAA and MACT regulations at phosphoric acid production facilities, primarily involving pollution-control

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equipment as well as start-up, shut-down and malfunction procedures. Nu-West formally responded to the EPA allegations promptly following receipt of the NOV. The EPA has yet to identify any further CAA allegations or demands and has advised Nu-West that its CAA investigation is no longer open.

In 2008, the EPA issued a NOV to Nu-West identifying certain alleged violations of RCRA, focusing principally on the government’s interpretation of the Bevill exemption, among other regulatory standards. Nu-West is cooperating with the government’s inquiry and is in active discussions to resolve the EPA’s allegations. Among other activities designed to assist in obtaining resolution of the EPA’s claims, in 2009, Nu-West entered into a voluntary consent order with the EPA to evaluate potential impacts on the environment from CPO’s operations by means of an environmental assessment pursuant to section 3013 of RCRA. Nu-West has worked cooperatively with the EPA and the IDEQ to negotiate work scopes to advance this assessment which was substantially completed in 2016. As of October 2017, activities associated with approved work plans have been completed. Outstanding activities under the RCRA 3013 Consent Order include groundwater monitoring, sampling, analyses and reporting for four quarters under a 2016 Groundwater Investigation Work Plan. The Company anticipates that future corrective measures will be determined through IDEQ Consent Order.

Nu-West, along with other industry members also being evaluated under the same National Enforcement Initiative, is involved in ongoing discussions with the EPA, the U.S. Department of Justice (DOJ) and various environmental agencies to resolve these matters. Due to the nature of the allegations, Agrium is uncertain as to how the matters will be resolved. Resolution of the government’s CAA, CERCLA, EPCRA and RCRA allegations may be by settlement. Potential settlement terms may include requirements to pay certain penalties, which Agrium currently believes will not be material, modify certain operating practices and undertake certain capital improvement projects, provide financial assurance for the future closure, maintenance and monitoring costs for the phosphogypsum stack system at CPO, and resolve the RCRA section 3013 voluntary consent order site investigation findings. As noted above, any further corrective actions are expected to be managed by IDEQ Consent Order.

In 2008, the EPA further notified Nu-West that the government had commenced investigation of phosphate industry compliance with certain provisions of CERCLA and EPCRA. In March 2011, the EPA issued a NOV to Nu-West alleging violations of certain emissions reporting and related requirements under CERCLA and EPCRA. Nu-West has performed technical research and review in coordination with industry members in support of developing industry reporting protocols and is in ongoing discussions with the EPA in response to these allegations.

Legacy environmental remediation activities: Idaho mining properties

Nu-West has performed, is performing, or in the future may perform site investigation and remediation activities at six closed phosphate mine sites and one former mineral processing facility near Soda Springs, Idaho (“Idaho Legacy Sites”). These seven sites were mined and operated from as early as 1955 until as late as 1997. Selenium, a trace mineral essential for optimal human health but which can be toxic at higher concentrations, was found to be leaching from reclaimed lands associated with historic phosphate mines owned, leased or operated by Nu-West or other parties. Nu-West, the U.S. government and other phosphate producers have been working diligently to identify the sources of selenium contamination, to develop remedies for the closed mines and to implement best practices to ensure selenium issues do not become a concern for current and new mining operations.

Nu-West and the U.S. government continue to operate under the terms of the 2013 agreement for four of the seven Idaho Legacy Sites. Under the agreement, the U.S. government is required to pay 33 percent of past and future investigation and remediation costs. Nu-West has not accrued any amounts for potential recoveries from third parties. Since reaching this settlement with the U.S. government, Nu-West has executed subsequent agreements with federal and state environmental agencies under CERCLA, establishing the scope of preliminary work to be conducted at the four sites. The subsequent agreements divided the four sites into multiple (total of 10) Operable Units (OUs) as is often the practice within

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CERCLA sites. In 2016, Nu-West completed substantial remedial construction at one of these OUs, and preliminary data from 2017 indicate substantial improvements in water quality of the local ephemeral stream. Remedial construction was completed in 2017 at one other OU. At five of the OUs, Nu-West has entered the risk assessment and remedy selection phases. Another OU will see remedial construction in the next 3-4 years, and the two remaining OUs have had their investigation phase deferred until remedial construction at other OUs is completed as those efforts may positively affect the results of the investigations. For the three other Idaho Legacy Sites under state jurisdiction and accordingly not part of the settlement with the U.S. government, IDEQ is overseeing remediation programs under agreements with Nu-West signed in 2014 and in previous years.

As we complete the current phases of work over the next 1-3 years, Nu-West and the agencies may be able to determine what, if any, further remediation work will be required.

In 2015, Nu-West received a formal Notice of Intent (the “Notice”) advising that a Natural Resource Damage Assessment (NRDA) will be conducted at the phosphate mines and associated processing facilities in Southern Idaho. An NRDA is authorized under CERCLA. The Notice comes from a collective group called the Trustees made up of federal agencies, Idaho state agencies, and Native American tribes. The Notice was sent to multiple parties including other operators, past and present, in Southeast Idaho. Currently, the extent of any potential liabilities associated with the NRDA is unknown. Discussions with the Trustees commenced in 2016 and continued in 2017 as the groups negotiated initial work scopes. The NRDA may take many years to mature to a stage where a claim from the Trustees for damages is asserted.

Legacy environmental remediation activities: Manitoba mining properties

In 1996, Agrium acquired Viridian Inc. (“Viridian”). Viridian has retained certain liabilities associated with the Fox Mine Site – a closed mineral processing site near Lynn Lake, Manitoba. Viridian was amalgamated with Agrium in 2017. Agrium is currently treating water draining from the site to meet downstream provincial water quality standards. Agrium has substantially completed the investigation phase of remediation and is currently in discussions with the Province of Manitoba regarding remedial alternatives selection. There were no material developments for the site in 2017. Concurrence and approval from the Province of a remedial design are expected within the next 12 to 36 months. For this matter, we have not disclosed information about the amount accrued for site remediation because disclosure of such information would seriously prejudice our position in discussions with the Province; however, we do not anticipate such amounts to be material to us.

Climate change and greenhouse gas emissions

Directly and indirectly, Agrium generates greenhouse gas (GHG) emissions through the production, distribution and use of its products. These emissions may be subject to climate change policy and regulations being developed in North America. However, these policies are developing in a unique way within the various state, provincial and federal jurisdictions.

In 2007, the Government of Alberta enacted the Specified Gas Emitters Regulation (SGER), which applies to facilities emitting greater than 100,000 tonnes of CO₂ equivalent (CO₂e) per year. Between 2007 and 2015, existing facilities that exceeded this threshold were required to decrease their emissions intensity by 12 percent relative to their 2003-2005 baseline. For 2016, the reduction objective was reduced to 15 percent below the baseline with a compliance cost of $20 per tonne. The reduction objective was further reduced to 20 percent below baseline with a compliance cost of $30 per tonne CO₂e for 2017. If a facility is unable to decrease its emissions intensity through operational or energy efficiency improvements, it is still able to comply with the Alberta requirements by purchasing qualifying emission offsets from other sources in Alberta or by contributing to the Climate Change and Emissions Management Fund (“Fund”).

Agrium has three facilities in Alberta with CO₂e emissions in excess of 100,000 tonnes per year that were subject to the SGER in 2017. Those facilities are Redwater Fertilizer Operations (total typical annual

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emissions of approximately 1,240,000 tonnes), Carseland Nitrogen Operations (total typical annual emissions of approximately 560,000 tonnes), and Fort Saskatchewan Nitrogen Operations (total typical annual emissions of approximately 590,000 tonnes). Actual emissions in each case depend on operating time and conditions, which are influenced by plant reliability, as well as market demand and supply factors. Agrium’s SGER compliance costs for its regulated Alberta facilities were approximately $6.5-million in 2017.

In the fall of 2015, the Government of Alberta released its Climate Leadership Plan (“Plan”). The Plan is predicated upon the intended early phase-out of coal-fired power plants coupled with an increased focus on renewable energy, and the intended replacement of the existing emissions intensity regime with product-based emissions performance standards. Pursuant to the Plan, on January 1, 2017, the Climate Leadership Act (“Act”) came into force. The Act implements an economy wide carbon levy on greenhouse gas emissions resulting from the combustion of fuels for heating and transportation. Beginning in January 2017, a carbon levy equating to $20 per tonne of CO₂e was applied to heating and transportation fuels. The levy rose to $30 per tonne in January of 2018. The levy equates to $1.011 per gigajoule (“GJ”) for natural gas combustion in 2017 and $1.517 per GJ in 2018. Facilities regulated under the SGER were eligible to apply for an exemption from the levy as emissions are regulated and carbon costs captured through the SGER program. Carbon levy exemption certificates for the three Agrium SGER regulated facilities Redwater, Carseland and Fort Saskatchewan, were obtained in December 2016.

As part of the Plan, on January 1, 2018, the SGER in Alberta was replaced by the Carbon Competitiveness Incentive Regulation (CCIR). This regulation sets product specific intensity benchmarks for facilities that emit over 100,000 tonnes of CO₂e (those facilities emitting under 100,000 tonnes of CO₂e, will have the option to opt into the CCIR). The most efficient facilities that emit under the benchmark will be able to earn tradeable emission performance credits, while facilities whose intensities exceed the product benchmark will be subject to compliance requirements such as acquiring performance or offset credits, or payment into the Fund. To date, fertilizer product benchmarks have been established for ammonia and ammonium nitrate with other fertilizer products subject to a facility-specific benchmark.

In the fall of 2016, the federal government ratified the Paris Accord, negotiated under the United Nations Framework Convention on Climate Change. Pursuant to the Paris Accord, the parties committed, in a non-binding manner, to accelerate actions and investments needed to limit global average temperatures to below 2^oC above pre-industrial levels and to pursue efforts to limit the increase to 1.5^oC.

The federal government and each of the provinces, with the exception of Saskatchewan and Manitoba, jointly issued the Pan-Canadian Framework on Clean Growth and Climate Change (“Framework”). The Framework is the blueprint by which the federal government and the provinces will attempt to meet their previously agreed-upon target of a 30 percent reduction in GHG emissions from 2005 levels by 2030. The Framework provides a basis for carbon pricing throughout Canada. Elements of the Framework include all provincial jurisdictions being required to price carbon by 2018. However provincial jurisdictions have the flexibility to implement a variety of carbon regimes, ranging from price-based regimes such as a carbon tax, to performance-based emissions regimes, to cap and trade. For jurisdictions with a price-based regime, the price should at least start at $10 per tonne in 2018 and rise by $10 per tonne/year to $50 per tonne by 2022. In early 2018, the federal government released its legislative proposal for the federal carbon pricing system. The system, as described in the proposed Greenhouse Gas Pollution Pricing Act incudes two primary elements: (i) a charge on fossil fuels; and (ii) a cap and trade system for large industrial emitters. The federal program is only intended to serve as a regulatory back-stop in the event a province does not otherwise implement an adequate provincial GHG regime. In light of Saskatchewan neither having signed onto the Framework nor having advised if it will develop its own regime or default to the federal program, it is unclear what effect, if any, the federal program will have on Agrium’s operations, particularly in Saskatchewan.

To date, Agrium has been very effective at minimizing its compliance costs due in part to its implementation of various efficiency and emissions reduction projects. These projects include overall

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efforts to increase operational efficiency and the operation of a cogeneration facility in partnership with TransCanada Energy Ltd. at Carseland that captures waste heat and produces emission offset credits. Agrium and the fertilizer industry have also been involved in the development and implementation of the Nitrous Oxide Emissions Reduction Protocol (NERP), designed to generate emission offset credits for farmers who reduce their nitrous oxide (N₂O) emissions. N₂O is a significant GHG with a global warming potential 298 times greater than CO₂. NERP was approved by Alberta Environment in October 2010. The continued implementation of NERP results in a more effective farm application of nitrogen fertilizer, reduced GHG emissions at the farm level and the introduction of additional low-cost offsets to the market.

Agrium is continuing to take a leadership role in the fertilizer industry’s negotiations with governments on fair and equitable product-based emission performance standards in an effort to achieve a pragmatic and realistic compliance system that preserves the global competitiveness of the industry. To that end, Agrium and the Canadian fertilizer industry are currently in discussions with the Government of Canada and relevant provinces on the industry’s GHG reduction target to help meet Canada’s commitment to global climate change objectives. In an effort to reduce CO₂e emissions, Agrium has also developed strategies to improve energy efficiency in our operations, capture and store carbon, reduce the amount of N₂O emissions from our nitric acid facilities and reduce emissions in agriculture.

About 60 percent of the natural gas required to produce ammonia – the basic building block of all nitrogen fertilizer – is used to provide the necessary hydrogen for the process. Given current economically viable technologies, the CO₂ emissions related to this process are fixed by the laws of chemistry and cannot be reduced. Use of the remaining natural gas may be managed through improvements in energy efficiency, which will reduce CO₂ emissions. Significant early action has been implemented by the Company to achieve these improvements. Independent government-sponsored studies estimate that a further 3 to 5 percent reduction in combustion emissions intensity may be theoretically attainable for the Canadian industry, but this will be a challenging and potentially cost prohibitive target.

Agrium is pursuing opportunities to capture CO₂ from our nitrogen operations for enhanced oil recovery (EOR), industrial use or underground storage at our Redwater, Alberta facility subject to final approvals. At our Borger, Texas operation, approximately 103,000 tons of CO₂ were captured in 2016 for EOR, with minimal volumes captured in 2017 as the majority of excess CO₂ is now being used internally with the urea expansion.

Agrium also installed N₂O reduction technology at one of our two operating U.S. nitric acid plants in 2017 and has plans to install N₂O reduction technology at our second plant depending on reduction technology performance currently under evaluation. Subsequently, on January 12, 2018, the disposition of the North Bend Facility was completed as described under “General Development of the Business – Three Year History – 2017 – Merger.”

We estimate that the production stage of our operations accounts for approximately 95 percent of our overall emissions. In 2011, we met our 2020 commitment to reduce North American GHG emissions intensity by 10 percent from 2005 levels. The GHG emissions intensity reduction target was met ahead of schedule, primarily through the closure of less carbon-efficient facilities and increased production at more carbon-efficient facilities. We are on-track to achieve our target of a 20 percent reduction in our direct North American Wholesale GHG emissions intensity (per tonne of net fertilizer produced) by 2020, from our 2005 baseline.

In the U.S., the EPA issued GHG emissions regulations pursuant to the CAA that establish a reporting program for emissions of CO₂, methane and other GHGs, as well as a permitting program for certain large GHG emissions sources. While the U.S. Congress has considered various legislative initiatives to reduce or tax GHG emissions, to date it has not enacted any laws in that regard. However, if Congress undertakes comprehensive tax reform in the coming year, it is possible that such reform could include a carbon tax. In August 2015, the EPA issued regulations that required states to develop plans to limit GHG emissions from existing power plants with the goal of reducing GHG emissions by the power sector by 17 percent from 2005 levels by 2020 and by 32 percent from 2005 levels by 2030. In February 2016, the U.S. Supreme Court

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stayed implementation of the EPA regulations addressing existing power plants (known as the Clean Power Plan), until pending legal challenges to these regulations are resolved. However, under the Trump Administration, the EPA has proposed the withdrawal of various regulations addressing GHG emissions, including the Clean Power Plan. The D.C. Circuit Court has put off its consideration of the challenge to the Clean Power Plan pending issuance of an alternative to the Plan by the EPA. The EPA has held that implementation of the Clean Power Plan is not required. Pursuant to the stay certain states have moved forward with implementation of the Clean Power Plan, while others have halted work on developing plans. In light of the pending legal challenges and the new U.S. presidential administration, there is significant uncertainty regarding the implementation of these GHG regulations and likelihood of new or amended GHG regulations, and the potential impact on our business cannot be determined at this time.

Apart from federal regulation of GHGs, some U.S. states have also enacted laws concerning GHG emissions. Washington State passed a regulation, known as the Clean Air Rule, that requires covered sources to reduce their GHG emissions 0.7 up to 2.7 percent each year beginning from a baseline determined by average emissions between 2012 and 2016. The first compliance period for Energy Intensive, trade-exposed Businesses like nitric acid plants begins in 2020. A group of utility companies filed suit against the Washington Department of Ecology in September 2016, challenging the Clean Air Rule, and Washington State has currently suspended enforcement of the Clean Air Rule. Additionally, a ballot initiative for a carbon tax did not pass in Washington State in November 2016.

i) ENVIRONMENTAL PRACTICES AND POLICIES

Agrium has well-defined environmental, health, safety and security (EHS&S) programs and processes, committed leadership, and a responsible workforce. In addition to a Corporate EHS&S Department, it has established an EHS&S organization in each business unit with clear lines of reporting and accountability. This has enabled Agrium to focus on both oversight and governance as well as increasing management involvement in its operations and activities. Agrium stewards to an integrated EHS&S management system, which includes a policy and system of documenting EHS&S management and performance expectations applicable to Agrium’s facilities. Agrium’s business units and, where appropriate, individual facilities augment these requirements with system controls necessary to manage the risks unique to those operations.

Continuous improvement and performance monitoring of Agrium’s operations are effected in part through two management committees and the Board EHS&S Committee (“BEC”), and also through various business unit initiatives and work teams. The development of environmental management systems standards, guidance documents and continuous improvement occur at the level of the Operational Committee and the Corporate EHS&S Department. The Corporate EHS&S Department reports through the business unit level EHS&S leaders’ committee (“Operational Committee”), where performance and risk management issues are addressed. The EHS&S leaders’ committee reports through the Corporate EHS&S Committee (“CEC”), which in turn reports to the BEC. Policy and strategy are reviewed annually at the CEC level for relevance and modified as appropriate. The BEC is responsible for the general oversight of EHS&S governance. These committees meet on a recurring basis to monitor performance against annual and longer-term performance goals, to discuss plans and strategies relating to our processes, and to evaluate opportunities for improving our systems.

Technical support and compliance assurance for Agrium’s operations are managed at three levels within the organization: the facilities level, business unit level and corporate level. At the corporate level, Corporate EHS&S staff are responsible for maintaining integrated systems, performance monitoring, providing technical expertise and conducting business unit EHS&S audits. The use of a structured compliance assurance program enables Agrium to achieve continuous improvement and consistent management practices at its facilities and in its operations.

Agrium maintains ongoing, close working relationships with industry associations and regulatory agencies. These relationships ensure that new or changing regulations are known, understood, and communicated so risk management strategies can be developed to maintain compliance.

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j) EMPLOYEES

As of December 31, 2017, Agrium employed approximately 15,300 individuals. The breakdown of employees is as follows:

Business Unit	Number of Employees
Retail		12,200
Wholesale		2,400
Other		700
Total		15,300

5.2 RISK FACTORS

If any event arising from the risk factors set forth below occurs, Agrium’s business, financial condition, results of operations, cash flow, the value of its debt securities and, in certain cases, its reputation could be materially adversely affected. When assessing the materiality of the following risk factors, we take into account a number of qualitative and quantitative factors, including, but not limited to, financial, operational, reputational and regulatory aspects of the identified risk factor.

Risks Relating to Our Operations

Our business is cyclical, resulting in periods of industry oversupply during which our results of operations tend to be negatively impacted.

Historically, selling prices for our products have fluctuated in response to periodic changes in supply and demand conditions. Demand is affected by planted acreage and application rates, driven by population growth, changes in dietary habits, and non-food usage of crops such as the production of ethanol and other biofuels, among other things. Supply is affected by available capacity and operating rates, raw material costs and availability, government policies and global trade.

Periods of high demand, high capacity utilization and increasing operating margins tend to result in investment in production capacity, which may cause supply to exceed demand and selling prices and capacity utilization to decline. Future growth in demand for our products may not be sufficient to absorb excess industry capacity.

During periods of industry oversupply, our results of operations tend to be affected negatively as the price at which we sell our products typically declines, resulting in possible reduced profit margins, and could include write-downs in the value of our inventory and temporary or permanent curtailments of production.

Adverse weather conditions may decrease demand for our products, increase the cost of natural gas or materially disrupt our operations.

Anomalies in regional weather patterns can have a significant and unpredictable impact on the demand for our products and services, and may also have an impact on prices. Our Retail customers have limited windows of opportunity to complete required tasks at each stage of the crop production cycle. Should adverse weather occur during these seasonal windows, we could face the possibility of reduced revenue in those seasons, which in some cases will not be recovered in the following season. In addition, we face the significant risk of inventory carrying costs should our customers’ activities be curtailed during their normal seasons. We must manufacture and distribute product throughout the year in order to meet peak season demand, as well as react quickly to changes in expected weather patterns that affect demand.

Weather conditions that delay or intermittently disrupt fieldwork during the planting and growing seasons may cause agricultural customers to use different forms of crop nutrients and crop protection products, which may adversely affect demand for the forms that we sell or may impede farmers from applying our crop nutrients and crop protection products until the following growing season, resulting in lower demand for our products.

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Adverse weather conditions following harvest may delay or eliminate opportunities to apply crop nutrients and crop protection products in the fall. Weather can also have an adverse effect on crop yields, which could lower the income of growers and impair their ability to purchase our crop nutrients, crop protection and seed products and services. Our quarterly financial results may vary significantly from one year to the next due to weather-related shifts in planting schedules and purchasing patterns.

Weather conditions or, in certain cases, weather forecasts, can also affect the price of natural gas, the principal raw material used to produce our nitrogen-based fertilizers. Colder than normal winters and warmer than normal summers increase the demand for natural gas for residential and industrial use which, in turn, increases the cost of natural gas (see “Risks Relating to Our Dependence on Raw Materials and Natural Gas – Our nitrogen fertilizer business is dependent on natural gas, the price of which varies across jurisdictions and is subject to volatility, and the availability of which can be uncertain”).

We face intense global competition from other crop nutrient producers.

We are subject to intense price competition from both domestic and foreign sources. Crop nutrients, including nitrogen, potash and phosphate, are global commodities with little or no product differentiation, and customers make their purchasing decisions principally on the basis of delivered price and, to a lesser extent, on customer service and product quality. We compete with a number of domestic and foreign producers, including state-owned and government-subsidized entities.

Competitors and potential new entrants in the markets for nitrogen, concentrated phosphate crop nutrients and potash have in recent years expanded capacity, begun construction of new capacity, or announced plans to expand capacity or build new facilities. The extent to which current global or local economic and financial conditions, changes in such conditions or other factors may cause delays or cancellation of some of these ongoing or planned projects, or result in the acceleration of existing or new projects, is uncertain.

Consolidation in the crop nutrient industry has increased the resources of several of our competitors. Some of these competitors have greater total resources or are state supported, which make them less vulnerable to industry downturns and better positioned to pursue new expansion and development opportunities. Our competitive position could suffer to the extent we are not able to expand our own resources either through investments in new or existing operations or through acquisitions, joint ventures or partnerships.

In particular, China, the world’s largest producer and consumer of nitrogen fertilizers, currently has significant capacity surplus and many high cost plants. As a result, the domestic nitrogen industry in China is operating at low capacity utilization rates. Chinese nitrogen demand has declined in recent years, driven by a number of government policy measures. The future exportable surplus of Chinese urea will be partially driven by the impact that government policy and other drivers have on domestic Chinese demand growth. If Chinese government policy, devaluation of the Chinese renminbi or decreases in Chinese producers’ underlying costs such as the price of Chinese coal encourage increased production capacity utilization, the resulting export volume could adversely affect the balance between global supply and demand and may put downward pressure on global fertilizer prices, which could adversely affect the results of our operations.

We also face competition from other fertilizer producers in the Middle East, Europe and Latin America, who, depending on market conditions, fluctuating input prices, geographic location and freight economics, may take actions at times with respect to price or selling volumes that adversely affect our results of operations.

Our transportation and distribution activities rely on third party providers, which subjects us to risks and uncertainties beyond our control that may adversely affect our operations.

We rely on railroad, trucking, pipeline and other transportation service providers to transport raw materials to our manufacturing facilities, to coordinate and deliver finished products to our storage and distribution system and

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our retail centers and to ship finished products to our customers. We also lease railcars in order to ship raw materials and finished products. These transportation operations, equipment and services are subject to various hazards, including adverse operating conditions, extreme weather conditions, system failures, work stoppages, delays, accidents such as spills and derailments and other accidents and operating hazards.

In the event of a disruption of existing transportation or terminal facilities for our products or raw materials, alternative transportation and terminal facilities may not have sufficient capacity to fully serve all of our customers or facilities. An extended interruption in the delivery of our products to our customers or the supply of natural gas, ammonia or sulfur to our production facilities could adversely affect sales volumes and margins.

These transportation operations, equipment and services are also subject to environmental, safety, and regulatory oversight. Due to concerns related to accidents, terrorism or increasing concerns regarding transportation of potentially hazardous substances, local, provincial, state and federal governments could implement new regulations affecting the transportation of raw materials or our finished products. If transportation of our products is delayed or we are unable to obtain raw materials as a result of any third party’s failure to operate properly or the other hazards described above, or if new and more stringent regulatory requirements are implemented affecting transportation operations or equipment, or if there are significant increases in the cost of these services or equipment, our revenues and cost of operations could be adversely affected. In addition, we may experience increases in our transportation costs, or changes in such costs relative to transportation costs incurred by our competitors.

Future technological innovation could affect our business.

Future technological innovation, such as the development of seeds that require less crop nutrients, or developments in the application of crop nutrients such as improved nutrient use efficiency through use of precision agriculture, if they occur, could have the potential to adversely affect the demand for our products and results of operations.

Cyber security risks could result in disruptions in business operations and adverse operating results.

As we continue to increase our dependence on information technologies to conduct our operations, the risks associated with cyber security also increase. We rely on management information systems and computer control systems. Business and supply chain disruptions, plant and utility outages and information technology system and network disruptions due to cyber-attacks could seriously harm our operations and materially adversely affect our operating results. Cyber security risks include attacks on information technology and infrastructure by hackers, damage or loss of information due to viruses, the unintended disclosure of confidential information, the misuse or loss of control over computer control systems, and breaches due to employee error. Our exposure to cyber security risks includes exposure through third parties on whose systems we place significant reliance for the conduct of our business. We have implemented security procedures and measures in order to protect our systems and information from being vulnerable to cyber-attacks. We believe these measures and procedures are appropriate. To date, we have not experienced any material impact from cyber security events. However, we may not have the resources or technical sophistication to anticipate, prevent, or recover from rapidly evolving types of cyber-attacks. Compromises to our information and control systems could have severe financial and other business implications.

We may be adversely affected by changing antitrust laws to which we are subject.

We are subject to antitrust and competition laws in various countries throughout the world. We cannot predict how these laws or their interpretation, administration and enforcement will change over time. Changes in antitrust laws globally, or in their interpretation, administration or enforcement, may limit our existing or future operations and growth, or the operations of Canpotex. Increases in crop nutrient prices have in the past resulted in increased scrutiny of the crop nutrient industry under antitrust and competition laws and can increase the risk that these laws could be interpreted, administered or enforced in a manner that is adverse to our interests.

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We may fail to realize anticipated benefits of completed or future acquisitions, strategic dispositions or internal re-organizations.

The integration of acquired assets and operations requires the dedication of management effort, time and resources, which may divert management’s focus and resources from other strategic opportunities and from operational matters during this process. The integration process may result in the disruption of ongoing business and customer relationships that could adversely affect our ability to achieve the anticipated benefits of such acquisitions. For similar risks associated with the Merger, see “Risks Relating to the Merger” below.

Inability to attract, retain, develop and motivate skilled employees could negatively affect our performance.

Sustaining and growing our business depends on the recruitment, development and retention of qualified and motivated employees. Although we strive to be an employer of choice in our industry, competition for skilled employees in certain geographical areas in which we operate can be significant and we may not be successful in attracting, retaining or developing such skilled employees. In addition, we invest significant time and expense in training our employees, which increases their value to competitors who may seek to recruit them. The inability to attract, develop or retain quality employees could negatively impact our ability to take on new projects and sustain our operations.

Risks Relating to Our Dependence on Raw Materials and Natural Gas

Important raw materials used in our business in the past have been, and may in the future be, the subject of volatile pricing and supply interruptions.

Changes in the price of raw materials required to produce our products, such as phosphate rock, sulfur and ammonia, could have a material impact on our business. From time to time our profitability has been, and may in the future be, impacted by the price and availability of these raw materials. Because most of our products are commodities, there can be no assurance that we will be able to pass through increased costs to our customers. In certain circumstances, significant increases in the price of ammonia, sulfur or phosphate rock may not be able to be recovered through an increase in the price of our related crop nutrients products.

In addition, we rely on third parties to supply raw materials for our Redwater, Alberta facility. In particular, our Redwater facility is dependent on phosphate rock being supplied pursuant to a long-term agreement. Material interruptions in supply of phosphate rock or any of the other raw materials would result in a decline in production from such facilities.

Our nitrogen fertilizer business is dependent on natural gas, the price of which varies across jurisdictions and is subject to volatility, and the availability of which can be uncertain.

Natural gas is the principal raw material used to manufacture nitrogen and is the single largest purchased raw material for our Wholesale operation. North American natural gas prices are subject to price volatility. An increase in the price of natural gas increases our nitrogen cost of production, and may negatively impact nitrogen margins for our North American nitrogen sales. This is particularly important for our nitrogen facilities in Western Canada and Borger, Texas where we purchase gas on the open market. Higher production costs may be partially or fully reflected in higher domestic and international product prices, but these conditions do not always prevail.

In addition, the price for natural gas in North America can vary significantly compared to the price for natural gas in Europe and Asia. Significantly lower natural gas prices in Europe and/or Asia would give our competitors in Europe and Asia a competitive advantage, which could, in turn, decrease international and domestic product prices and reduce our margins. Furthermore, in North America natural gas prices have declined and remained at relatively lower levels over the past several years in response to increased supply from the development of production from shale gas formations. Future production of natural gas from shale gas formations could be

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reduced by regulatory changes that restrict drilling or increase its costs for other reasons. If this were to occur, natural gas prices could rise. If high prices were to occur during a period of low crop input selling prices, it could adversely affect our results of operations.

There is also a risk to production from the Profertil nitrogen facility concerning natural gas availability during the winter due to strains on distribution and residential demand in Argentina. The Argentine government has at times reduced the amount of natural gas available to industrial users in favor of residential users during the peak winter demand season. In addition, Profertil may be unable to renew its long-term gas supply contracts at favorable rates or at all.

Egypt has in the past struggled with natural gas shortages as rising domestic power demand has resulted in gas supply curtailment to industrial users. The Egyptian MOPCO facility, in which we own a 26 percent equity interest, experienced gas supply interruptions during 2015 and 2016. There were no gas supply shortfalls to our MOPCO facility in 2017 as a result of increased Egyptian domestic gas supply. Future natural gas shortages at the MOPCO facility may result in reduced production, lesser volumes available for sale and higher production costs per tonne.

During periods when the price for concentrated phosphates is falling because of falling raw material prices, we may experience a lag in realizing the benefits of the falling raw materials prices.

During some periods, changes in market prices for raw materials can lead to changes in the global market prices for concentrated phosphate crop nutrients. In particular, the global market prices for concentrated phosphate crop nutrients can be affected by changes in the market prices for sulfur, ammonia, phosphate rock and/or phosphoric acid. Increasing market prices for these raw materials tend to put upward pressure on the selling prices for concentrated phosphate crop nutrients, and decreasing market prices for these raw materials tend to put downward pressure on selling prices for concentrated phosphate crop nutrients. When the market prices for these raw materials plunge rapidly, the selling prices for our concentrated phosphate crop nutrients can fall more rapidly than we are able to consume our raw material inventory that we purchased or committed to purchase in the past at higher prices. As a result, our costs may not fall as rapidly as the selling prices of our products. Until we are able to consume the higher priced raw materials, our gross margins and profitability may be adversely affected.

During periods when the prices for our products are falling because of falling raw material prices, we could be required to write down the value of our inventories.

We carry our inventories at the lower of cost on a weighted average basis and net realizable value. In periods when the market prices for our products are falling rapidly in response to falling market prices for raw materials, it is possible that we could be required to write down the value of our assets. Any such effect could be material.

Our estimates of future selling prices reflect, in part, the purchase commitments we have from our customers. As a result, defaults on these existing purchase commitments related to the global or local economic and financial conditions or for other reasons could adversely affect our estimates of future selling prices and require additional inventory write-downs.

Risks Relating to Our Financial Activities and Financial Condition, and the Financial Condition of Our Customers and Counterparties

A lack of customers’ access to credit may adversely affect their ability to purchase our products.

Some of our customers require access to credit to purchase our products. A lack of available credit to customers in one or more countries, due to global or local economic conditions or for other reasons, could adversely affect demand for crop nutrients.

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We are exposed to counterparty risk.

We are exposed to the risks associated with counterparty performance, including credit risk and performance risk. We may experience material financial losses in the event of customer payment default for our products and services and/or financial derivative transactions. Our liquidity may also be adversely impacted if any lender under our existing credit facilities is unable to fund its commitment. See also “ – A downgrade in our credit rating could increase our cost of capital and limit our access to capital, suppliers or counterparties” and “ – Our business is subject to risks involving derivatives, including the risk that our hedging activities might not prevent losses”.

We have a material amount of indebtedness and may incur additional indebtedness, or need to refinance existing indebtedness, in the future, which may adversely affect our operations.

As of December 31, 2017, we had approximately $5.3-billion of total indebtedness, consisting primarily of $4.4-billion of our debentures and $867-million of short-term debt associated with our Commercial Paper Program and draws on our credit facilities. As at December 31, 2017, we had excess borrowing capacity for general corporate purposes under our existing credit facilities of approximately $2.6-billion. The terms of our existing indebtedness allow us to incur significant additional debt in the future. Our existing indebtedness and any additional debt we may incur in the future could have negative consequences on our business should operating cash flows be insufficient to cover our debt service requirements, which would adversely affect our operations and liquidity.

From time to time we consider our options to refinance our outstanding indebtedness. Our ability to obtain any financing, whether through the issuance of new debt securities or otherwise, and the terms of any such financing are dependent on, among other things, our financial condition, financial market conditions within our industry and generally, credit ratings and numerous other factors. Consequently, in the event that we need to access the credit markets, including refinancing our debt, there can be no assurance that we will be able to obtain financing on acceptable terms or within an acceptable timeframe, if at all. We may be unable to obtain financing with acceptable terms when needed, which could materially adversely affect our business and results of operations.

A downgrade in our credit rating could increase our cost of capital and limit our access to capital, suppliers or counterparties.

Rating agencies regularly evaluate us, basing their ratings of our long-term and short-term debt on a number of factors. This includes our financial strength, as well as factors not entirely within our control, including conditions affecting the agricultural industry generally and the wider state of the economy. There can be no assurance that one or more of our credit ratings will not be downgraded. See “Item 7 – General Description of Capital Structure – 7.3 – Debt Ratings”.

Our borrowing costs and ability to raise funds are directly impacted by our credit ratings. Credit ratings may be important to suppliers or counterparties when they seek to engage in certain transactions, including transactions involving over-the-counter derivatives. A credit-rating downgrade could potentially impair our ability to enter into arrangements with suppliers or counterparties, to engage in certain transactions, and could limit our access to private and public credit markets and increase the costs of borrowing under our existing credit facilities. A downgrade could also limit our access to short-term debt markets, increase the cost of borrowing in the short-term and long-term debt markets, and trigger collateralization requirements related to physical and financial derivative liabilities.

In connection with certain over-the-counter derivatives contracts and other trading agreements, we could be required to provide additional collateral or to terminate transactions with certain counterparties in the event of a downgrade of our credit rating. The occurrence of any of the foregoing could adversely affect our ability to execute portions of our business strategy, including hedging, and could have a material adverse effect on our liquidity and capital position.

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Our business is subject to risks involving derivatives, including the risk that our hedging activities might not prevent losses.

We seek to manage a portion of the risks relating to changes in commodity prices and foreign currency exchange rates using derivative instruments. Our business, financial condition, results of operations and cash flow could be adversely affected by changes involving commodity price volatility, adverse correlation of commodity prices, or market liquidity issues.

In order to manage financial exposure to commodity price and market fluctuations, we may utilize natural gas derivatives to hedge our exposure to the price volatility of natural gas, the principal raw material used in the production of nitrogen-based fertilizers. We have used fixed-price, forward, physical purchase and sales contracts, futures, financial swaps and option contracts traded in the over-the-counter markets or on exchanges. In order to manage our exposure to changes in foreign currency exchange rates, we use foreign currency derivatives, primarily forward exchange contracts. Hedging arrangements are imperfect and unhedged risks will always exist.

Our use of derivatives can result in volatility in reported earnings due to the unrealized mark-to-market adjustments that occur from changes in the value of the derivatives that do not qualify for, or for which we do not apply, hedge accounting. To the extent that our derivative positions lose value, we may be required to post collateral with our counterparties, thereby negatively impacting our liquidity.

In addition, our hedging activities may themselves give rise to various risks that could adversely affect us. For example, we are exposed to counterparty credit risk when our derivatives are in a net asset position. We monitor our derivative portfolio and the credit quality of our counterparties and adjust the level of activity we conduct with individual counterparties as necessary. We also manage the credit risk through the use of multiple counterparties, established credit limits, cash collateral requirements and master netting arrangements. However, our liquidity could be negatively impacted by a counterparty default on derivative settlements.

Our business is subject to risks involving fluctuations in foreign exchange rates.

Currency risk arises from the revaluation of monetary foreign assets and liabilities in conjunction with currency volatility. Foreign monetary asset and liability balances are comprised primarily of intercompany loans and external short-term debt. A significant shift in the value of the Canadian dollar and/or Australian dollar against the U.S. dollar could impact reported earnings.

Additional currency risk stems from the translation of foreign subsidiary income statements to U.S. dollars for consolidation at the parent level. Agrium’s Wholesale business incurs costs in Canadian dollars and earns revenues in Canadian and U.S. dollars. Additionally, Agrium’s Canadian and Australian Retail businesses operate in their respective local currencies, and results are subsequently translated into the reporting currency. A significant shift in the value of the Canadian dollar and/or the Australian dollar against the U.S. dollar could impact reported earnings.

Our business is subject to risks involving fluctuations in interest rates.

We may be exposed to fluctuations in interest rates as a result of the use of floating rate debt, floating rate credit facilities and commercial paper. An increase in interest rates could increase our net interest expense and negatively impact our financial results. Additionally, we are exposed to changes in interest rates upon the refinancing of maturing long-term debt and anticipated future financing needs at prevailing interest rates.

Our insurance coverage may not adequately cover our losses.

Our operations are subject to hazards inherent in the manufacturing, transportation, storage and distribution of chemical fertilizers, including ammonia, which is highly toxic and corrosive. These hazards include: explosions;

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fires; severe weather and natural disasters; train derailments, collisions, vessel groundings and other transportation and maritime incidents; leaks and ruptures involving storage tanks, pipelines and railcars; spills, discharges and releases of toxic or hazardous substances or gases; deliberate sabotage and terrorist incidents; mechanical failures; unscheduled downtime; labor difficulties and other risks. Some of these hazards can cause bodily injury and loss of life, severe damage to or destruction of property and equipment and environmental damage, and may result in suspension of operations and the imposition of civil or criminal penalties and liabilities.

We maintain property, business interruption, casualty and liability insurance policies, but we are not fully insured against all potential hazards and risks pertaining to our business. As a result, we may incur significant liability for which we are not fully insured. We are subject to various self-retentions, deductibles and limits under these insurance policies. The policies also contain exclusions and conditions that could have a material adverse impact on our ability to receive indemnification thereunder. Our policies are generally renewed annually. As a result of market conditions, our premiums, self-retentions and deductibles for certain insurance policies can increase substantially and, in some instances, certain insurance may become unavailable or available only for reduced amounts of coverage. In addition, significantly increased costs could lead us to decide to reduce, or possibly eliminate, coverage.

Deterioration of global market and economic conditions could have a material adverse effect on our business, financial condition, results of operations and cash flow.

A slowdown of, or persistent weakness in, economic activity caused by a deterioration of global market and economic conditions could adversely affect our business in the following ways, among others: conditions in the credit markets could impact the ability of our customers and their customers to obtain sufficient credit to support their operations; the failure of our customers to fulfill their purchase obligations could result in increases in bad debts and impact our working capital; and the failure of certain key suppliers could increase our exposure to disruptions in supply or to financial losses. We also may experience declining demand and falling prices for some of our products due to our customers’ reluctance to replenish inventories. The overall impact of a global economic downturn on us is difficult to predict, and our business could be materially adversely impacted.

In addition, conditions in the international market for nitrogen fertilizer significantly influence our operating results. The international market for fertilizers is influenced by such factors as the relative value of the U.S. currency and its impact on the importation of fertilizers, foreign agricultural policies, the existence of, or changes in, import or foreign currency exchange barriers in certain foreign markets and other regulatory policies of foreign governments, as well as the Canadian laws and policies affecting foreign trade and investment.

Risks Relating to Our Mining Operations

Our Vanscoy mining operations are subject to general risks inherent in the mining industry.

Our Vanscoy, Saskatchewan mining operations are subject to risks and hazards inherent in the mining industry, including, but not limited to, unanticipated variations in grade and other geological problems, water conditions, surface or underground conditions, mechanical equipment performance problems, the lack of availability of materials and equipment, the occurrence of accidents, labor force disruptions, force majeure factors, unanticipated transportation costs, and weather conditions, any of which can materially and adversely affect, among other things, the development of mineral reserves, production quantities and rates, and costs and expenditures.

Our reported mineral reserves and mineral resources are only estimates.

Our reported mineral reserves and mineral resources are only estimates. See “Item 5 – Description of the Business – 5.3 Mineral Projects”. The estimated mineral reserves and mineral resources may not be recovered or

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may not be recovered at the rates estimated. Mineral reserves and mineral resources estimates are based on limited sampling, and, consequently, are uncertain because the samples may not be representative. Mineral reserves and mineral resources estimates may require revision (either up or down) based on actual production experience. Market fluctuations in the price of potash, as well as increased production costs or reduced recovery rates, may render certain mineral reserves and mineral resources uneconomic and may ultimately result in a restatement of estimated resources and/or reserves.

Risks Relating to Our Operations in Foreign Countries

Our international assets are located in countries with potentially volatile conditions, which could subject us and our assets to significant risks.

We are a global business with substantial assets located outside of the United States and Canada. We have operations in a number of South American and European countries, we have business investments in Egypt and we source phosphate rock from Morocco. Our reporting currency is the U.S. dollar.

As a result, we are subject to numerous risks and uncertainties relating to international sales and operations, including: difficulties and costs associated with complying with a wide variety of complex laws, treaties and regulations; abrupt or unexpected changes in regulatory environments; increased government ownership and regulation of the economy; political and economic instability, including the possibility for civil unrest, inflation and adverse economic conditions resulting from governmental attempts to reduce inflation, such as imposition of higher interest rates and wage and price controls; nationalization of properties or assets by foreign governments; the imposition of tariffs, exchange controls, trade barriers or other restrictions; and currency exchange rate fluctuations between the U.S. dollar and foreign currencies.

The occurrence of any of the above in the countries in which we operate or elsewhere could jeopardize or limit our ability to transact business there and could adversely affect our revenue and operating results and the value of our assets located in such countries. In addition, tax regulations, currency exchange controls and other restrictions may also make it impracticable to repatriate cash generated by our foreign operations or utilize cash generated by our operations in one country to fund our operations or repayments of indebtedness in another country or to support other corporate purposes.

We are exposed to risks associated with our investment in associates and joint ventures.

From time to time, we participate in joint ventures and hold significant investment in other companies. Our joint venture partners share a measure of control over the operations of our joint ventures, and operations of other companies we invest in are not controlled by us. As a result, our investments in joint ventures and other companies involve risks that are different from the risks involved in owning facilities and operations independently.

These risks include the possibility that our joint ventures or our partners, or companies we invest in: have economic or business interests or goals that are or may become inconsistent with our business interests or goals; are in a position to take action contrary to our instructions, requests, policies or objectives; subject the joint venture to liabilities exceeding those contemplated; take actions that reduce our return on investment; or take actions that harm our reputation or restrict our ability to run our business. In addition, we may become involved in disputes with our joint venture partners, which could lead to impasses or situations that could harm the joint venture, which could reduce our revenues or increase our costs.

We have a 50 percent ownership interest in Profertil, a joint venture with YPF S.A. (“YPF”), a corporation based in Argentina, which operates the Profertil nitrogen facility. YPF was nationalized by the Argentine government in 2012 following the creation of the Profertil joint venture, and may have different business and economic interests or policy objectives under government management than it did in the past. Although our loans

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receivable from Profertil was repaid during 2016, the Argentine government previously imposed restrictions on U.S.-dollar funds leaving Argentina in the form of dividends or loan payments. We will be adversely effected by any significant difference in YPF’s objectives from ours in the operation of the Profertil nitrogen facility, limits on our ability to flow U.S.-dollar funds out of Argentina, as well as any other governmental restrictions on our ability to operate the Profertil nitrogen facility (see “Risks Relating to Our Dependence on Raw Materials and Natural Gas – Our nitrogen fertilizer business is dependent on natural gas, the price of which varies across jurisdictions and is subject to volatility, and the availability of which can be uncertain”).

We also hold a 26 percent interest in MOPCO, which operates a nitrogen facility in Egypt. Notwithstanding our representation on the board of directors and management of MOPCO and ENPC, we may not be able to maintain significant influence over the operations of MOPCO or ENPC.

Acts of terrorism and regulations to combat terrorism could negatively affect our business.

Similar to other companies with major industrial facilities, our facilities may be targets of terrorist activities. Many of these facilities store significant quantities of ammonia and other materials that can be dangerous if mishandled. Any damage to infrastructure facilities, such as electric generation, transmission and distribution facilities, or injury to employees, who could be direct targets or indirect casualties of an act of terrorism, may affect our operations. Any disruption of our ability to produce or distribute our products could result in a significant decrease in revenues and significant additional costs to replace, repair or insure our assets.

In addition, due to concerns related to terrorism, local, state, federal and foreign governments could implement new regulations impacting the security of our plants, terminals and warehouses or the transportation and use of fertilizers. These regulations could result in higher operating costs or limitations on the sale of our products and could result in significant unanticipated costs, lower revenues and reduced profit margins. It is possible that the Canadian, U.S. or foreign governments could impose additional limitations on the use, sale or distribution of nitrogen fertilizers, thereby limiting our ability to manufacture or sell those products.

Risks Relating to Compliance with Environmental Laws and Regulations

Our operations are dependent on numerous required permits, approvals and meeting financial assurance requirements from governmental authorities.

We hold numerous environmental, mining and other governmental permits and approvals authorizing operations at each of our facilities. Continuation and/or expansion of our operations is dependent upon renewing or securing the necessary environmental or other permits or approvals. A decision by a government agency to deny or delay issuing a new or renewed material permit or approval, or to revoke or substantially modify an existing permit or approval, could materially adversely affect our ability to continue operations at the affected facility.

We are subject to numerous environmental and health and safety laws, regulations and permitting requirements, as well as potential environmental liabilities, which may require us to make substantial expenditures.

We are subject to numerous federal, state, provincial and local environmental and health and safety laws and regulations in the United States and Canada, including laws and regulations relating to land, water and raw material use and management; the emission of contaminants to the air or water; land reclamation; the generation, treatment, storage, disposal and handling of hazardous substances and wastes; the clean-up of hazardous substance releases; and the demolition of existing plant sites upon permanent closure. In the United States, these laws include the Clean Air Act, the Clean Water Act, RCRA, CERCLA and various other federal and state statutes.

As a company working with chemicals and other hazardous substances, our business is inherently subject to environmental incidents, including uncontrolled tailings, gypsum stack or other containment breaches, significant

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subsidence from mining activities and significant spills, discharges or other releases of hazardous substances into the environment. Certain environmental laws, including many provincial environmental statutes and CERCLA, impose joint and several liability, without regard to fault, for clean-up costs on persons who have disposed of or released hazardous substances into the environment. Given the nature of our business, we have incurred, are incurring currently, and are likely to incur periodically in the future, liabilities under environmental laws at our current or former facilities, adjacent or nearby third-party facilities or offsite disposal locations. The costs associated with future clean-up activities that we may be required to conduct or finance may be material. Significant environmental incidents can be harmful to our employees, contractors and communities and impact the biodiversity, water resources and related ecosystems near our operations. Additionally, we may become liable to third parties for damages, including personal injury and property damage, resulting from such incidents. Such incidents could adversely impact our operations, financial performance or reputation.

Violations of environmental and health and safety laws can result in substantial penalties, court orders to install pollution-control equipment, civil and criminal sanctions, permit restrictions or revocations and facility shutdowns. Environmental and health and safety laws change rapidly and have tended to become more stringent over time. As a result, we have not always been, and may not always be, in compliance with all environmental and health and safety laws and regulations. Additionally, future environmental and health and safety laws and regulations or reinterpretation of current laws and regulations may require us to make substantial expenditures. Furthermore, our costs to comply with, or any liabilities under, these laws and regulations could be significant.

Future regulatory restrictions on greenhouse gas emissions in the jurisdictions in which we operate could materially adversely affect our business, financial condition, results of operations and cash flows.

Our mining and manufacturing processes release carbon dioxide and other greenhouse gases (“GHGs”), and consume energy generated by processes that result in GHG emissions. Therefore, we are subject to GHG regulations in Canada and the United States. There are substantial uncertainties as to the nature, stringency and timing of any future GHG regulations, which are expected to vary depending on the province or state in which our facilities are located. More stringent GHG limitations, if they are enacted, are likely to have significant impacts on the fertilizer industry due to the fact that our production facilities emit GHGs, such as CO₂ and N₂O. Increased regulation of GHGs may require us to make changes in our operating activities that would, among other things, increase our operating costs, reduce our efficiency, limit our output, and require us to make capital improvements to our facilities, or increase our costs for or limit the availability of energy, raw materials or transportation.

In the United States, the EPA has adopted regulations requiring certain emissions sources to monitor and report GHG emissions and restricting GHG emissions from certain sources. In April 2016, the United States signed the Paris Agreement, an international agreement that established GHG emission reduction goals. However, on June 1, 2017, President Trump announced the withdrawal of the United States from the Paris Agreement. The EPA has also sought to withdraw various regulations addressing GHG emissions, including issuing a proposal to repeal its Clean Power Plan, which required states to meet carbon emission reduction standards. Although U.S. federal regulation of GHGs may be limited in the near future, U.S. states have sought and may continue to seek to address climate change. State regulation has primarily been through the development of emission source performance standards, GHG tracking systems and GHG emission cap-and-trade programs. Cap-and-trade programs typically require major sources of GHGs to acquire emission allowances and offsets, with the number of allowances available for purchase periodically reduced. Increased public attention and concern regarding climate change may spur further state, regional or U.S. federal requirements to reduce or mitigate the effects of GHG emissions. Although the direction of GHG regulation in the United States is uncertain, if such requirements are enacted, we could be required to reduce, mitigate or offset GHG emissions from our operations, face increased energy costs, and incur increased environmental operating costs and capital expenditures to comply with the limitations.

In Canada, the federal government also signed the Paris Agreement, pursuant to which it committed to reducing its GHG emissions by 30 percent below 2005 levels by 2030. As part of its commitment to meeting that goal, in

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December of 2016, Canada entered into the Framework with almost all of the Canadian provinces and territories (except Manitoba and Saskatchewan). The Framework revolves around carbon-pricing, and requires all provinces to place a price on carbon, starting at $10 per tonne in 2018 with increases of $10 per tonne per year to a maximum of $50 per tonne in 2022, failing which the federal price will be imposed. Despite its pricing requirement, the Framework recognizes that different provinces have and continue to approach the regulation of GHG emissions in a variety of ways, including the implementation of carbon taxes, cap and trade regimes, emissions intensity regimes, and combinations thereof, none of which are prohibited. Rather, the Framework provides a back-stop that will only apply to those provincial jurisdictions that do not have a carbon pricing system or emissions reduction regime in place that meets the elements of the Framework by the dates in question. At this time, the impact and applicability of the Framework regarding GHG emissions within Canada, particularly within the provinces of Saskatchewan and Manitoba remains unclear.

Although the direction of GHG regulation in the United States is uncertain, if such requirements are enacted in the U.S., or if GHG regulation increases in Canada, we could be required to reduce, mitigate or offset GHG emissions from our operations, face increased energy costs, and incur increased environmental operating costs and capital expenditures to comply with the limitations.

In addition, to the extent that GHG restrictions are not imposed in countries where our competitors operate or are less stringent than in the United States or Canada, our competitors may have cost or other competitive advantages over us.

See discussion under the heading “Climate Change and Greenhouse Gas Issues” in “Item 5 – Description of the Business – 5.1 Business of Agrium – h. Environmental Protection Requirements”.

Future climate change could adversely affect us.

The prospective impact of potential climate change on our operations and those of our customers and farmers remains uncertain. The impacts of climate change could include changes in rainfall patterns, water shortages, changing sea levels, changing storm patterns and intensities, and changing temperature levels, including longer and more severe droughts, and the impact of these changes could be severe. These impacts could vary by geographic location. At the present time, we cannot predict the prospective impact of potential climate change on our operations, liquidity or capital resources, or whether any such effects could be materially adverse to us. See discussion under the heading “Climate Change and Greenhouse Gas Issues” in “Item 5 – Description of the Business – 5.1 Business of Agrium – h. Environmental Protection Requirements”.

We are subject to claims, litigation, administrative proceedings and regulatory actions.

We may be subject to claims, litigation, administrative proceedings and regulatory actions. The outcome of these matters may be difficult to assess or quantify, and such matters may not be resolved in our favor. If we are unable to resolve such matters favorably, we or our directors, officers or employees may become involved in legal proceedings that could result in onerous or unfavorable decisions, including fines, sanctions and monetary damages. The defense of such matters may also be costly and time consuming, and could divert the attention of management and key personnel from our operations. Agrium may also be subject to adverse publicity associated with such matters, regardless of whether such allegations are valid or whether we are ultimately found liable. See “Item 12 – Legal Proceedings and Regulatory Actions”.

Risks Relating to the Integration of Agrium’s and PotashCorp’s existing businesses

Realization of the benefits expected to result from combining the businesses and operations of Agrium and PotashCorp through the Merger depends in part on successful consolidation of functions and integration of operations, procedures and personnel of Agrium and PotashCorp in a timely and efficient manner. The integration process may result in the loss of key employees of Agrium and the disruption of ongoing business, customer and employee relationships that may adversely affect Agrium.

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5.3 MINERAL PROJECTS

a) Vanscoy Potash Operations

Certain scientific and technical information regarding Vanscoy Potash Operations (VPO) is based on the technical report titled “National Instrument 43-101 Technical Report on Vanscoy Potash Operations” dated effective October 31, 2014 (the “Technical Report”) prepared by Michael Ryan Bartsch, P. Eng., and Dennis Grimm, P. Eng., of Agrium, and A. Dave Mackintosh, P. Geo., of ADM Consulting Limited, who are each a Qualified Person (collectively, the “Authors”) as defined in National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). The Technical Report updates the technical report titled “National Instrument 43-101 Technical Report on Vanscoy Potash Operations” dated February 15, 2012 and with an effective date of December 31, 2011. The economic analysis set out under the heading “– Exploration and Development – Economic Analysis” below refers to the incremental one million metric tonne Vanscoy Project and not for VPO in its entirety. VPO is our only material property for the purposes of NI 43-101. The Technical Report has been filed with the securities regulatory authorities in each of the provinces of Canada and furnished to the SEC. Portions of the following information are based on assumptions, qualifications and procedures that are not fully described herein. References should be made to the full text of the Technical Report.

i) Project Description and Location

Agrium Potash Ltd. owns and operates VPO, a potash mining and milling facility located in Vanscoy, Saskatchewan (southwest of Saskatoon). The operation has been in existence for 49 years and has produced approximately 55.6 million tonnes of muriate of potash.

The Saskatchewan Ministry of Economy (SME) has granted Agrium the exclusive right to mine potash on approximately 148,332 acres (600.3 km²) of crown land pursuant to Subsurface Mineral Leases KL 114-A and KL 204, last revised August 2013. The lands subject to KL 114-A and KL 204, and that are the subject of the Technical Report, form a contiguous area in excess of 189,333 acres (766.2 km²) containing the lands subject to the Subsurface Mineral Leases KL 114-A and KL 204, lands owned by Agrium, and freehold mineral rights owned by others and leased by Agrium (the “VPO Lands”). Freehold mineral rights not leased by Agrium are not included in the Technical Report. For reporting purposes, the VPO Lands have been divided into three areas: (1) the Unitized Area containing most of the mining to date; (2) the South Block to the south and east of the shafts (currently under development); and (3) the North Expansion Block north of the Unitized Area.

The VPO Lands are located in the Province of Saskatchewan, Canada, in the rural municipalities and National Topographic System of Canada (“NTS”) blocks indicated in the following table:

Municipal and NTS Block Locations

R.M. Name	R.M. Number		NTS Block
Corman Park		344		073B03/02
Vanscoy		345		072O14/15
Montrose		315		072O14/15

The lands subject to KL 114-A are located within townships 34 to 37 of ranges 7 to 9, west of the 3rd meridian. The lands subject to KL 204 are located within townships 33 and 35 of ranges 6 to 8 west of the 3rd meridian.

Agrium owns the surface rights to 7,200 acres (2,914 hectares) of land to accommodate the processing facility, TMA and provide a surrounding buffer. Useable farm land is rented to local farmers.

All operating licenses required by the provincial government, and permits to operate a tailings area or waste management facility, have been obtained. Required permits for VPO include the Subsurface

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Mineral Lease Agreement, Potash Unitization Agreement, Mine Hoist Operating Certificate, Approval to Operate a Pollutant Control Facility, Approval to Dispose of Waste Brine and the Approved Decommissioning and Reclamation Report.

Agrium completed a material expansion of VPO, referred in this AIF as the Vanscoy Project. The Vanscoy Project was tied into existing infrastructure by December 31, 2014 and has added 1.0 million tonnes per year of production capacity. Following completion of the Merger , the timing of the ramp-up to full capacity will be considered as part of the optimization of the combined potash production base of Nutrien. Increased hoisting capacity, an increase to the underground mining fleet, a second parallel milling facility, additional compaction capacity and other enhancements to the site, support the increase.

ii) Accessibility, Climate, Local Resources, Infrastructure and Physiography

The VPO Lands are accessible by the Saskatchewan highway and municipal grid road system. Although grid roads may not have been built in all areas, a one chain (20 meters (“m”)) road allowance is provided every one mile (1.6 kilometers (“km”)) in an east-west direction and every two miles (3.2 km) in the north-south direction. The mine site is serviced by both national railways through one common spur line from the north of the VPO Lands.

VPO is located in the Saskatchewan Plains Region, which has elevations between 300 m and 600 m above sea level. Land use is almost totally agricultural, largely in cropland with some unimproved pasture and southern woodland. Prairie winters are long and cold with short, warm summers. Average daily mean temperatures range between -16^oC in January to +20^oC in July. Mean annual precipitation averages 430 millimeters (“mm”) with the majority occurring in the summer months. Winds are predominantly from the northwest throughout the year with mean annual wind speeds of 20 km per hour.

Mining and milling operations continue year-round, utilizing a work force that commutes from nearby cities and towns or comes from the local farming community. The closest major population center is Saskatoon, approximately 25 km northeast of the mine site.

Services are provided by Saskatchewan public utilities with a dedicated 138 KVA electrical power transmission service and natural gas pipelines. Fresh water, provided by SaskWater, is delivered via pipeline from the South Saskatchewan River.

See “Item 5 – Description of the Business – 5.2 Risk Factors – Risks Relating to Our Mining Operations” and “Item 5 – Description of the Business – 5.2 Risk Factors – Risks Relating to Compliance with Environmental Laws and Regulations” for further discussion on factors which may affect the access or ability to perform work on the property.

iii) History

Imperial Oil first discovered potash in south-eastern Saskatchewan in 1942 during oil exploration activity. In 1950, when oil exploration companies started routinely running gamma logs, the existence of potash rich beds over a vast area in southern Saskatchewan was indicated.

Consolidated Mining and Smelting Company of Canada Limited, subsequently Cominco Ltd. (“CM&S”), carried out an exploration program in 1964, drilling 23 holes in the vicinity of Vanscoy, Delisle, and Asquith, Saskatchewan. Of the 23 drill holes, one hole penetrated a major solution collapse feature where, although the Prairie Evaporite Formation is present, the potash beds are not. The drilling identified a prospect averaging just over 25 percent K₂O that was large enough to support a mining operation, and Stearns-Roger Canada Ltd. along with J.T. Boyd and Associates carried out an engineering study in 1965 and a similar capital and operating cost estimate was also completed by Kilborn Engineering Ltd. in December 1965. The mine went into production under CM&S ownership in early 1969.

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In 1993, Cominco Fertilizers Ltd. was formed as a separate entity from Cominco Ltd. In 1995, all Cominco involvement in Cominco Fertilizers Ltd. ceased and shares were transferred to the new entity, Agrium Inc.

In the site history, lease expansions occurred in 1993 and 2005 to enlarge the total area available for extraction. This brought three additional drill holes into the lease area. The three exploration wells were completed in 1955 and 1957.

In the past 49 years of operating life, 14 additional drill holes and numerous two-dimensional (2D) and three-dimensional (3D) seismic programs have contributed to the understanding of the Prairie Evaporite Formation. Production from the VPO Lands to December 31, 2017 was 55.6 million tonnes of muriate of potash from 165.7 million tonnes hoisted.

iv) Geological Setting

Canadian potash deposits are estimated to be among the largest in the world, stretching some 720 km (450 miles) across Saskatchewan. The deposits lie diagonally across the southern plains of Saskatchewan gently dipping from approximately 1,000 m depth along a northwest line through Rocanville, Esterhazy and Saskatoon to more than 1,600 m depth at Belle Plaine and up to 3,000 m depth in North Dakota. The deposit is unique in the world in that the mineralization covers such a vast area. The same beds mined on the west side of Saskatoon are mined over 100 km to the east and can be traced into Manitoba, North Dakota and Montana.

The Prairie Evaporite Formation forms part of the Elk Point Basin, a sub-basin of the Williston Basin centered on the northwest corner of North Dakota. The Prairie Evaporite Formation, deposited on the Winnipegosis Formation (limestone), varies in thickness from 120 m (400 feet (“ft”)) to over 210 m (700 ft) and is overlain by the 2nd Red Bed unit, the lower shale member of the Dawson Bay Formation (limestone).

There are four main potash layers in Saskatchewan. The first to be deposited was the Esterhazy Member, which is the bed mined at Mosaic Esterhazy and PCS Rocanville. Above this is the White Bear Marker which is not thick enough, or of sufficient grade, to be of commercial value. This is followed by the Belle Plaine and finally the Lower and Upper Patience Lake. The Lower Patience Lake is mined by Lanigan and the Upper Patience Lake is mined by all other Saskatoon area mines. The Esterhazy Member, being the first potash bearing bed to be deposited, is stratigraphically the deepest. However, the Rocanville/Esterhazy area mines are shallower than the younger Patience Lake Member mines (Saskatoon area) because of their proximity to the basin edge.

The salt cover between the ore zone and the overlying 2nd Red Beds and Dawson Bay Formation varies from no cover near the evaporite edge in Manitoba to over 45 m (150 ft) in south-central Saskatchewan. Salt cover is relied upon to isolate the mining level from potential water-bearing limestone formations above the 2nd Red Beds. Similarly, the depth increases to the southwest from just over 800 m (2,600 ft) in Manitoba to over 1,200 m (4,000 ft) in south-central Saskatchewan.

The local geology of VPO characteristically mirrors the regional geology. The Upper and Lower Patience Lake and Belle Plaine Members exist throughout the VPO Lands. The Esterhazy Member does not exist in the area but is evidenced by a thin (5 centimeters (“cm”) thick) seam containing minor potash values. The mining zone dips gently (less than 0.5°) to the southwest from approximately 500 m to 600 m below sea level. The depth below surface ranges from approximately 1,000 m (3,300 ft) in the northeast to over 1,130 m (3,700 ft) in the southwest. The salt cover ranges from 12 m (40 ft) to just under 20 m (65 ft) across the lease area.

v) Mineralization

The potash deposit is generally a flat-lying, bedded deposit dipping slightly to the southwest. It is amenable to mining using track mounted boring machines, floor or roof mounted conveyor systems and ancillary wheel mounted mining and transport equipment.

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The potash beds at the VPO site are entirely composed of sylvinite, a mixture of KCl and NaCl, and are within a stratigraphic sequence of halite beds. The same beds mined on the west side of Saskatoon are mined over 100 km to the east. These same beds can be traced into Manitoba, Montana and North Dakota. Despite this remarkable continuity, potash deposits are not without interruption. Solution activity over geological time has resulted in barren or collapse features that have the potential to introduce water from formations above to the mining level.

vi) Exploration

Exploration work other than drilling has consisted of numerous 2D and 3D seismic programs and underground channel sampling. Seismic exploration has been used to try and delineate solution collapse features to be avoided when mine planning. Initial 2D acquisition programs, on relatively sporadic time intervals, have been replaced by 3D programs that have recently been expanded to shoot the entire areas of interest. The most recent 3D seismic shoot was shot in 2016 with results expected in early 2018 and was shot over the northwestern edge of KL 114-R. Programs have confirmed the continuity of the Prairie Evaporite Formation and identified features to be avoided, greatly improving the successful completion of mine development entries. In the opinion of the Authors, in order to be categorized as a Measured Mineral Resource, both 3D seismic coverage and adequately spaced drillhole or assay data points are required. Despite the completed 3D program, given that access to the northwest requires considerable entry development time, and there is no drilling program currently planned for the area, the northwest region will remain categorized as an Inferred Mineral Resource.

In addition to drill holes and seismic programs, Agrium utilizes an underground sampling program to confirm thickness, grade and insolubles. Samples are acquired by geologists employed by Agrium and delivered to the Saskatchewan Research Council’s (SRC) Geoanalytical Laboratory. The SRC issues a “Sample Shipment Receipt Notification” followed soon after by a “Sample Receipt Report” indicating a complete sample listing, including total numbers and sample labels.

vii) Drilling

Original CM&S Drill Holes

All drilling was carried out following SME regulations. Drilling was originally carried out by Canamerican Drilling Corporation. The initial CM&S program set a 10.75” (273 mm) diameter surface casing in a 15” (381 mm) diameter hole to a depth of 450 ft (137 m). From there, a 9” (228 mm) diameter hole was drilled to a core point just above the Prairie Evaporite Formation. Then, a 7” (177.8 mm) diameter intermediate casing was pinned into the Dawson Bay Formation. Coring was completed in a 6.125” (155 mm) diameter hole. Once complete, abandonment consisted of cementing the hole from the total depth to 150 ft (45 m) into the intermediate casing. The casing was cut off 40 ft (12 m) above the cement top and retrieved. Subsequent plugs were run from the cement top to approximately 65 ft (20 m) into the surface casing. The surface casing was then cut off 3 ft (1 m) below the surface, a cap was welded on, and the area was backfilled. A full suite of geophysical logs was run on each hole from surface to total depth.

Recent VPO Drill Holes

In 1989, hole 2-16-36-8-W3 in the Unitized Area was drilled by Sebco Drilling on behalf of Agrium. A 244.5 mm diameter surface casing was cemented in at 146 m depth in a 349 mm diameter drill hole. From there, a long string 177.8 mm diameter casing was cemented the full length to 979 m depth in a 222 mm diameter hole. The hole confirmed the VPO mining zone was present at a depth of 1,021 m.

In 1999, hole 1-24-34-8-W3 in the South Block was completed by Ensign Drilling Services Inc. on behalf of Agrium. A 244.5 mm diameter surface casing was installed to 150 m depth in a 349 mm diameter hole. From there, a 222.3 mm diameter well was then completed “open hole” (without casings) to 1,229 m depth with inverted oil emulsion drilling mud. Hole 1-24-34-8-W3 confirmed the potash beds mined at VPO existed at a depth of 1,110 m.

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In 2007, hole 4-3-35-7-W3 in the South Block was drilled by Akita Drilling Ltd. on behalf of Agrium. A 244.5 mm diameter surface casing in a 349 mm diameter hole was cemented to 145 m depth. A 177.8 mm diameter intermediate casing in a 222 mm diameter hole was pinned into the Dawson Bay Formation at 1,092 m depth. The well confirmed the presence of the mining zone at a depth of 1,112 m.

In 2010 and 2011, 14 drill holes were completed on the VPO Lands in the South Block. A 349.0 mm hole was drilled to 165 m where a 244.5 mm surface casing was set and cemented. The main hole was drilled with a 222.0 mm diameter bit to the top of the Dawson Bay Formation at depths ranging from 1,045 m to 1,075 m. The Dawson Bay was cored to the middle of the 2nd Red Beds, providing a 101 mm diameter core from a 199 mm diameter hole. A drill stem test was then carried over the complete Dawson Bay. The mud system was changed from brine water to invert mud in order to core the Prairie Evaporite. A 200 mm diameter hole was then drilled to final depth, approximately 15 m into the underlying Winnipegosis Formation. The hole was geophysically logged from total depth to surface casing. Holes were plugged back to surface with a total of 5 cement plugs. After required gas checks, the surface casing was cut off approximately 1.5 m below ground level, a cap welded on, and the site restored to pre-drilling condition.

Drilling cutting samples were collected on 5 m intervals from approximately 350 m depth to total depth with one set retained by Agrium and two sets delivered to the SME. The evaporite core was logged and sampled on site by ADM Consulting Limited. A quarter core was delivered by ADM Consulting Limited to the SRC Geoanalytical Laboratory in Saskatoon for assay, and the remaining three quarters core delivered to the SME subsurface laboratory in Regina by Blackie’s Coring.

Composite grades of all the drill holes over the 3.35 m mining interval are shown in the table below. These intervals represent true thickness.

Drill Hole ID	Composite From (ft)		Composite To (ft)		Comp. % NaCl		Comp. % KCl		Comp. % Insolubles		Comp. % K2O
D15-32-34-8		1,121.0		1,124.4		82.2		10.3		5.9		6.5
D16-28-34-8		1,114.0		1,117.3		48.4		46.5		4.3		29.4
E04-11-35-9		1,140.0		1,143.4		52.1		38.8		7.1		24.5
E04-12-35-9		1,132.3		1,135.7		48.2		43.4		6.7		27.4
E04-24-35-9		1,096.9		1,100.3		45.5		46.2		7.0		29.2
E04-36-35-9		1,083.6		1,087.0		43.6		46.0		7.8		29.1
E16-22-35-9		1,115.4		1,118.8		46.4		47.4		5.0		29.9
V04-10-35-8		1,076.9		1,080.2		50.4		41.6		6.4		26.3
V04-18-35-8		1,090.7		1,094.0		52.1		40.8		5.6		25.8
V04-20-35-8		1,076.8		1,080.1		50.6		41.6		4.8		26.3
V04-22-35-8		1,081.6		1,085.0		48.8		47.0		3.5		29.7
V04-24-35-8		1,079.8		1,083.2		94.4		2.5		5.2		1.6
V04-28-35-8		1,043.7		1,047.0		51.9		44.5		2.7		28.1
V04-34-35-8		1,052.8		1,056.2		51.7		42.4		4.4		26.8
V11-16-35-8		1,077.9		1,081.3		51.5		41.3		5.6		26.1
V13-01-35-8		1,096.0		1,099.4		47.3		45.7		5.8		28.9
V13-11-35-8		1,069.9		1,073.3		47.7		45.3		5.5		28.6
V13-16-35-8		1,074.7		1,078.0		50.6		42.0		6.0		26.5
V13-23-35-8		1,050.1		1,053.4		49.5		45.8		3.9		28.9
V14-29-35-8		1,048.0		1,051.3		53.4		41.0		4.3		25.9
V16-06-35-8		1,095.4		1,098.8		50.8		43.4		4.3		27.4
V16-08-35-8		1,083.8		1,087.2		47.6		44.3		6.3		28.0
2-16-36-8		1,022.48		1,025.81		52.3		42.2		5.4		26.7
1-24-34-8		1,110.57		1,114.13		55.1		40.6		4.3		25.7
4-3-35-7		1,119.06		1,122.41		49.6		44.2		6.2		27.9
1-21-34-7		1,106.61		1,109.96		50.7		43.8		5.5		27.7

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Drill Hole ID	Composite From (ft)		Composite To (ft)		Comp. % NaCl		Comp. % KCl		Comp. % Insolubles		Comp. % K2O
1-11-35-7		1,100.38		1,103.73		49.5		46.5		4		29.4
1-15-35-7		1,075.48		1,078.83		64.4		28.8		6.8		18.2
1-29-34-7		1,110.55		1,113.9		81.4		14.4		4.2		9.1
8-7-34-7		1,124.55		1,127.9		66.4		30.2		3.4		19.1
8-11-35-7		n/a		n/a		n/a		n/a		n/a		n/a
13-9-34-7		n/a		n/a		n/a		n/a		n/a		n/a
13-23-34-7		1,105.44		1,108.79		50.8		42.4		6.8		26.8
15-28-34-8		1,116.69		1,120.04		51.6		43.4		5		27.4
16-26-34-7		1,098.31		1,101.66		47.4		46.4		6.2		29.3
4-5-34-7		1,122.66		1,126.01		50.9		43.1		6		27.2
6-3-34-7		1,110.85		1,114.2		55.2		39.6		5.2		25
12-31-34-7		1,093.65		1,097.00		57.6		38.8		3.6		24.5
13-35-33-8		1,138.22		1,141.57		51.8		42.3		5.9		26.7
16-6-37-8		1,023.27		1,026.62		58		38.8		3.2		24.5
13-22-36-8		1,020.69		1,024.04		53.9		43.7		2.4		27.6

Note: KCl grade is the %K2O equivalent divided by 0.63177

North Expansion Wildcat Drill Holes

North Expansion Wildcat Drill Holes were drilled between 1955 and 1957. Canamerican Drilling Company completed two of the holes and Rio Palmer drilled one. Typically, a 10.75” diameter surface casing was installed in a 13.75” or 15” diameter hole to between 360 and 400 ft depth. From there, a 5.5” or 7” diameter intermediate casing was installed in either a 7” or 9” diameter hole into the 2nd Red Beds near 3,300 ft depth with either cement or an anchor packer. These three holes confirmed the presence of the mining zone within the Prairie Evaporite Formation.

viii) Sampling and Analysis

The 2010 and 2011 holes were all logged and sampled at the well site by ADM Consulting Limited in a lab trailer provided by Blackie’s Coring of Estevan, Saskatchewan. In general, the core was logged, depth corrected using geophysical logs, convenient sample lengths of 0.25 m to 0.5 m were chosen based on geological changes and existing core breaks, and the intervals measured. Sample intervals were chosen by ADM Consulting Limited and a quarter core was removed either by cutting the core in half along the length of the sample, and one half cut into quarters, or a quarter cut out using a diamond bladed cut-off saw. The quarter core was numbered, bagged and tagged for assay purposes by an employee of Agrium and checked by ADM Consulting Limited. The remaining three quarters were returned to the core box.

Before transport, a packing slip was filled out identifying the drill hole and sample numbers being transported. Samples were transported to SRC’s Geoanalytical Laboratories in Saskatoon, Saskatchewan. SRC is accredited by the Standards Council of Canada. Transport was carried out by ADM Consulting Limited on behalf of Agrium.

Upon receiving the samples, SRC acknowledged that the samples had been received and issued a “Sample Shipment Receipt Notification” followed soon after by a “Sample Receipt Report” indicating a complete sample listing, including total numbers and sample labels. The samples were at all times in the possession of a responsible person.

Underground Samples

Underground channel sampling programs are carried out by employees of Agrium. Samples are obtained by cutting two slots in the mine wall, approximately five centimeters apart and three

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centimeters deep, from approximately 15 cm above the normal mining zone down to below the normal mining height of 3.35 m. Horizontal slots are then cut across the verticals to isolate mud seams and noticeable changes in mineralogy to create blocks that are typically 7.5 to 10 cm long. The blocks are removed from the wall with a hammer and chisel. Often, a number of blocks (typically up to three) are combined into one sample interval. The mass of material obtained for assay is very similar to that obtained from a quarter core.

Samples are transported to the SRC Geoanalytical Laboratory by an employee of Agrium and subject to the same documentation procedures as described above.

All VPO drilled hole and underground samples received by the SRC are then crushed, split, and a portion pulverized in a grinding mill. The remainder of the split is returned to Agrium. As part of their Quality Assurance and Quality Control procedures, one in every 20 samples is repeated. A prepared standard sample is also submitted with each batch of client samples. This is done to ensure repeatability of the analyses. The range in results is within the acceptable tolerance.

ix) Data Verification Procedures

The grade forecasts derived from the underground sampling program are reconciled with mill feed grades obtained from belt mounted K40 analyzers and daily feed samples assayed in the on-site laboratory and reported on a daily, monthly, and year to date basis. The mineral reserve tonnage is reconciled monthly to compare the hoisted tonnages, surveyed tonnages and milled tonnages, and is approved if agreement is within a 3 percent difference, while the milled grade is reconciled to the block model grade.

x) Mineral Resource and Mineral Reserve Estimates

The table below summarizes the mineral resource estimates regarding VPO as of August 8, 2014:

Area	Grade Est. % K2O		% Insolubles		Measured Mineral Resources (million tonnes)		Indicated Mineral Resources (million tonnes)		Inferred Mineral Resources (million tonnes)
South Block		23.4		5.0		687.0		—		—
South Block		25.4		5.2		—		214.9		—
South Block		24.9		5.2		—		—		962.1
North Expansion Block		26.8		3.9		—		—		79.2

Notes:

(a) Grades are based on the block model estimate.

(b) Insolubles are a deleterious material affecting mineral processing.

(c) Mineral resources that are not mineral reserves do not have demonstrated economic viability.

(d) Mineral reserves are not included in mineral resource estimates.

(e) KCl grade is the %K₂O equivalent divided by 0.63177

The table below summarizes the mineral reserves estimates regarding VPO as of August 31, 2014:

Area	Grade Est. % K2O		% Insolubles		Mineral Reserves – Proven (million tonnes)		Mineral Reserves – Probable (million tonnes)
South Block		25.8		4.8		122.9		—
South Block		24.3		4.8		—		56.4
Unitized Area		25.2		4.9		52.8		—

Note:

(a) Grades determined using Vulcan block model.

(b) KCl grade is the %K₂O equivalent divided by 0.63177

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To estimate the potential extent, grade and tonnage of the VPO mineral resource and reserves, the Authors made certain assumptions and implemented certain parameters, including assumptions and parameters relating to the property area used in the estimates, the mining height used at VPO, in-situ densities, certain seismic features, exploration and drilling data, the calculation of tonnages and extraction rates. For a complete description of key assumptions and parameters associated with the information above, reference should be made to the full text of the Technical Report.

xi) Mining Operations

In the mine, borer style miners are used to mechanically excavate the rock and load it directly onto a series of interconnected conveyor belts. The broken ore is then transported to a shaft where it is hoisted from underground to surface at a capacity of 1,800 tonnes per hour and fed to the mill. The mine is accessed using a fleet of 4x4 trucks and a network of roads that stretches 11 km north, 11 km south and 14 km east of the shaft. The borer miners are 3.35 m high, 5.5 m wide and use two, three armed rotors to cut the rock. The miners can advance at about 30 cm (1 ft) per minute and will mine tunnels up to 2,200 m long and 10.2 m wide. The potash ore being mined contains about 40 percent potassium chloride (potash), 55 percent sodium chloride (common salt) and 5 percent insolubles.

Production Forecast

Significant changes to the processing facility have been introduced by the Vanscoy Project. As per the Technical Report, the annual production rate will be increased to 2,800,000 tonnes from the existing 1,800,000 tonnes of product. The circuit is designed to process a range of ore grades between 22.0 percent K₂O to 25.5 percent K₂O, with an average expected grade of 24.6 percent K₂O. The nominal milling rate will be 1,084 tonnes per hour (operating 24 hours per day). VPO produces an agricultural grade muriate of potash with an average product grade of 60.6 percent K₂O (the product grade must exceed 60.0 percent K₂O to achieve the product specification). The design product split will be 75 percent premium (2,100,000 tonnes per annum) and 25 percent non-premium (700,000 tonnes per annum). The amenability of the VPO ore body to recover and concentrate potash has been well established by the long processing history of the plant. Given the remarkable continuity of the Prairie Evaporite Formation potash beds the relative ease of concentration is not expected to change. The process improvements introduced by the Vanscoy Project are supported by bench and pilot scale test work. Furthermore, industry proven technology with a minimum of one year of successful use within the potash industry has been used in the design to improve the target recovery to 87 percent. As of December 31, 2017, the target recovery is 82.5 percent, but such a change is not material.

The increased production and recovery will be accomplished through modifications to the existing circuits by installation of new crushing, attrition scrubbing, slimes separation, scavenger flotation and brine handling circuits and the installation of additional flotation and compaction circuit capacity. There have also been enhancements to the existing ore storage, crystallization and loadout circuits.

Infrastructure

The infrastructure at the mine site includes the following key items: mine site location access infrastructure, site power supply, the tailings management area (TMA), rail access and nearby towns and villages. Electrical energy is provided from the SaskPower distribution grid via a 138kv power line sized to accommodate current needs. Process water is provided by a dedicated water line from the South Saskatchewan River.

Markets

Agrium is North America’s third largest producer of potash. Global potash deposits are highly concentrated in only a few specific regions in the world. The world’s largest known potash deposits are

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located in Saskatchewan, Canada; and Canada accounted for approximately 37 percent of the global potash trade in 2017.

Agrium is a major wholesale distributor of crop nutrition products with demonstrated capabilities to transport and store large product volumes in the United States and Canada and is well positioned to market increased potash sales volumes in North America. Agrium also is the largest retail supplier of crop input products and services to farmers in North America. As our Retail business expands, we expect its potash supply requirements will also increase.

Contracts

VPO is an established production facility and as such has established contracts in numerous areas to support the operation.

Hourly employees at Vanscoy are represented by a labor union with a contract expiration of April 30, 2018.

Long-term transportation agreements with Canada’s two major railways (Canadian National Railway and Canadian Pacific Railway) are in place and managed through a centralized marketing and distribution team within the Wholesale business unit. Truck transport is arranged by the customer, but coordination can be provided by Agrium.

Significant sales agreements do exist and are continuously monitored and negotiated internally. International sales (outside the United States and Canada) of potash produced by Agrium are distributed through the export and marketing company, Canpotex, which was equally owned by PotashCorp, The Mosaic Company (“Mosaic”) and Agrium as at December 31, 2017. Following the completion of the Merger, Canpotex is equally owned by Nutrien and Mosaic. Canpotex has a long history of being a reliable supplier to international markets and of proven marketing capabilities that will grow as its ownership group expands its production capacities and volumes available for export outside the North American market. Other major potash exporting countries include Russia, Belarus and Germany.

Agrium’s existence throughout the value chain is a significant competitive advantage. Access to significant retail customers solidifies North American sales which is especially important during periods of market disruption. Closer to the operation, supply contracts for critical operating supplies and reagents are continuously reviewed to maintain optimal supply and to optimize pricing.

Environmental Considerations

The by-products of potash extraction are insoluble fine tailings (clay) and salt tailings. The Tailings Management Area (TMA) is the destination for these tailings. With an increase in potash production, there will be a corresponding increase in tailings deposition rates. Agrium has conducted a review of its TMA and developed a plan to extend the current tailings operations through 2077 in the currently approved footprint. As part of the Vanscoy Project, the following scope was completed: relocated and increased the size of its brine pond, relocated and increased the size of the fine TMA (FTMA), installation of a settling pond for both salt and FTMA areas, development of west side deposition cell number 3 (WS3), and planned for significantly higher salt pile heights.

A slope stability study has been completed to understand the sensitivities of containment dyke geometries, deposition rates and duration, and brine mound effect on pore water pressures both in the tailings and underlying soils. Slope inclinometers and pressure transducers are monitored on a continuous basis as tailings are deposited. Additional slope inclinometers and pore water pressure transducers will be installed in key areas of the pile to monitor pile stability as the tailings pile develops.

Salt deposition is partly offset by excess brine injection into the Deadwood Formation and a road salt operation actively removing tailings from the pile.

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Agrium is in material compliance with all environmental permitting requirements. The site is currently permitted by the Saskatchewan Ministry of the Environment pursuant to The Environmental Management and Protection Act, 2010.

The operating potash mines have agreed to provide the Province of Saskatchewan with financial assurances in the form of an irrevocable trust, whereby each producer has agreed to contribute a total of CDN $25-million to their respective trusts for the purpose of decommissioning, restoring and rehabilitating their mines site(s). Payments to this trust were initiated on July 1, 2014 and will continue with annual payments through July 1, 2025. This trust agreement provides for possible adjustment of the trust amount at each five-year decommissioning plan review period based upon the most recent closure cost estimate.

Taxes

Royalties are paid to the Province of Saskatchewan, which holds most of the mineral rights in the lease area, and royalties from non-Crown lands are paid to various freeholders of mineral rights in the area. The royalty rate calculation is governed by the Mineral Tenure Regulations (Saskatchewan) and varies as a function of selling price, mineral grade, exchange rate, source of ore tonnes, plus other factors.

Municipal taxes are paid based on site property values to the Rural Municipality of Vanscoy. VPO also pays a “potash production tax” to the Province of Saskatchewan following a formula based on sales and profits from Saskatchewan operations. In addition to this, VPO pays corporate income taxes based on corporate profits from all operations.

Mine Life

Per the Technical Report, after 45 years of production, VPO has a Mineral Reserve remaining of 232.1 million tonnes (Proven Mineral Reserve of 175.7 million tonnes grading 25.6 percent K₂O and Probable Mineral Reserve of 56.4 million tonnes grading 24.3 percent K₂O). The Proven and Probable Reserve estimation is sufficient for approximately 29 years of mining life at the expanded rate of 2.8 million tonnes of product per year.

Measured Mineral Resources of 687.0 million tonnes grading 23.4 percent K₂O and Indicated Mineral Resource of 214.9 million tonnes grading 25.4 percent K₂O has the potential to add a further 32 years.

xii) Exploration and Development

It is reasonable to expect that a significant portion of the Inferred Mineral Resources will be upgraded to Indicated Mineral Resources and Measured Mineral Resources as exploration programs are undertaken in the North Expansion Block and South Block. This has the potential to significantly increase mine life.

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Capital and Operating Cost Estimates

As described in the Technical Report, the VPO site has been in operation since 1969. In the years immediately preceding this, major capital investment was made to bring the mine into production. Since then, capital expenditures have been made on a regular and ongoing basis to sustain and expand production. The Vanscoy Project was announced in 2011 whereby VPO would be expanded to increase operational capacity to a total of 2.8 million tonnes muriate of potash product per year. The Vanscoy Project cost is approximately U.S.$2.33-billion. Engineering commenced in 2010 and initial early work construction started in 2011. Following completion of the Merger , the timing of the ramp-up to full capacity will be considered as part of the optimization of the combined potash production base of Nutrien. A summary of the expansion costs is outlined in the table below:

Capital Costs	(billions U.S.$)
Shaft headframe and above ground mining buildings		0.19
Surface ore handing		0.23
Ancillary buildings (offices/shops etc.)		0.02
Underground equipment and development		0.14
Process plants		1.05
Compaction		0.40
Infrastructure		0.23
Product loadout		0.07
Total:		2.33	(1)

Note:

(a) Excludes investigation costs and engineering studies completed prior to our Board of Directors’ approval of the Vanscoy Project.

Operating costs for the facility are largely driven by labor requirements. As we expand production, more equipment and manpower resources are required in both the mine and mill facilities to cover production, maintenance and administrative requirements. Additionally, as the mine transitions into deeper sections of the ore body in the South Block, and eventually into KL 204, mine rehabilitation costs are expected to increase to deal with the impact of increased ground pressure. These costs are expected to manifest themselves in both equipment and manpower and have been included in forecast projections. These and other adjustments, such as reagent usage, have been reflected in operating cost estimates that are updated annually for a forward looking period of 20 years. These projections result in cost per tonne projections that are expected to peak during the period of intense ramp-up before decreasing and levelling off at a more normalized level once full production rates are attained.

Economic Analysis

In developing the economic analysis as set out in the Technical Report, a discounted cash flow (DCF) model was employed to determine the net present value (NPV) and internal rate of return (IRR) of the one million metric tonne Vanscoy Project. The DCF model yields a NPV for the Vanscoy Project of U.S.$126-million at a discount rate of 9 percent and an IRR of 9.51 percent. It is assumed that the Vanscoy Project has been financed with internally generated cash flow and no allowance has been made for debt financing in this analysis. The economic analysis of the Vanscoy Project was performed on an after-tax basis. Agrium pays federal and provincial income taxes based on profits from operations. Royalties are paid to the province of Saskatchewan based on muriate tonnes produced, the raw ore grade and the weighted average net selling price of potash for the production month in question. In addition, Agrium pays a potash production tax and a resource surcharge to the Government of Saskatchewan. The potash production tax is calculated based on profit per K₂O tonne at a rate of 15 percent up to CDN $40 per tonne indexed to 1989 GDP (approximately CDN $65 per tonne for 2013) and 35 percent on the remainder of the profits. As part of the potash production tax, Agrium may

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be subject to a base payment. The base payment amount is CDN $11.00 to CDN $12.33 per K₂O tonne. Allowable deductions include royalties and 1 percent of gross revenue for the year. In 2013, the base payment amount was zero. Property taxes are paid according to property values and were CDN $3.8-million in 2013. Currently, Saskatchewan provincial sales tax is 6 percent.

A DCF model requires the use of forecasts for economic inputs and the impact of economic inputs on model results can vary significantly. A sensitivity analysis was performed to determine the impact of changes in the key assumptions on the resulting incremental NPV of the expansion. The sensitivity ranges chosen were: price of +/- $50 per tonne Brazil cost and freight, foreign exchange rate of +/- $10 U.S./CDN and production ramp-up (2016) at +/- 200 thousand metric tonnes. Model assumptions, including a production schedule and economic metrics, are shown in the table below:

Sensitivity Analysis Results on Vanscoy Project (per the Technical Report titled “National Instrument 43-101 Technical Report on Vanscoy Potash Operations” dated effective October 31, 2014)

	Production KCI		FX		Investment capital (1)
Year	(million tonnes)		(U.S.$ – CDN $)		(millions U.S.$)
2012		1.4		1.00	$	471
2013		1.7		1.03	$	782
2014		1.1		1.10	$	875
2015		2.1		1.12	$	210
2016		2.4		1.11	$	—
2017 and thereafter		2.8		1.11	$	—

Notes:

(1) Includes shaft and headframe, ore handling, buildings, underground equipment, process plants, compaction, infrastructure and loadout.

(2) Mine life of 61 years at expansion production rates, based on Agrium’s mineral reserves and mineral resources as of December 31, 2014. Mineral resources that are not mineral reserves do not have demonstrated economic viability.

Vanscoy Project Economics

NPV 9%	U.S.$126-million
IRR	9.51%
Simple payback (from 2015)	10.4 years

Notes:

(1) Valuation date of December 31, 2011.

(2) Potash revenue from 2015 through 2025 is based on the potash price forecast published by FERTECON Limited, an independent consulting agency. Potash revenue for 2026 and beyond is based on potash prices that are reflective of a break-even replacement cost economics for a generic Saskatchewan potash project.

(3) Annual cash flows derived from the Vanscoy Project result in a 9.51 percent IRR.

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Price Sensitivity

	-$50/tonne		base		+$50/tonne
NPV 9% (millions U.S.$)	-$	309	$	—	$	302

Foreign Exchange Sensitivity

	-$.10 U.S.$-CDN $		base		+$.10 U.S.$-CDN $
NPV 9% (millions U.S.$)	-$	61	$	—	$	48

Production Ramp-up Sensitivity

	-200 kmt in 2016		base		+200 kmt in 2016
NPV 9% (millions U.S.$)	-$	26	$	—	$	26

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ITEM 6 – DIVIDENDS

On May 5, 2015, a dividend increase from $0.78 per share to $0.875 per share was approved by the Board of Directors.

The declaration, amount and date of payment of dividends were determined by the Board of Directors from time to time and were subject to earnings and financial requirements, and other conditions prevailing at that time.

The following table sets forth the dividends per share declared on the Company’s common shares in each of the last three most recently completed fiscal years:

Dividends per Share Declared
Year	Per common share
2015	$	3.41
2016	$	3.50
2017	$	3.50

Following completion of the Merger and subject to market conditions and the approval of the board of directors of Nutrien, it is expected that Nutrien will establish a dividend payment equal to the current level, adjusted for the number of Nutrien common shares outstanding.

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ITEM 7 – DESCRIPTION OF CAPITAL STRUCTURE

7.1 GENERAL DESCRIPTION OF CAPITAL STRUCTURE

Authorized Capital

The following sets forth the terms and provisions of our existing capital. Agrium’s authorized capital consists of an unlimited number of common shares and an unlimited number of preferred shares, issuable in series. As at December 31, 2017, 138,165,765 common shares were issued and outstanding, and no preferred shares were outstanding.

In connection with completion of the Merger on January 1, 2018, Nutrien acquired all of the issued and outstanding common shares of Agrium. See “General Development of the Business – Three Year History –2017 – Merger”.

Common Shares

Each common share of Agrium entitles the holder to receive notice of and to attend all meetings of our shareholders, other than meetings at which only the holders of a specified class or series of shares are entitled to vote. Each common share entitles the holder to one vote, except at meetings at which only holders of preferred shares of one or more series are entitled to vote. The holders of common shares are entitled to participate ratably in any dividends that may be declared by the Board of Directors of Agrium on the common shares. If Agrium is liquidated, dissolved or wound-up or makes any other distribution of its assets for the purpose of winding up its affairs, the holders of common shares are entitled to a pro rata share of the assets of Agrium after payment of all liabilities, obligations and amounts payable in those circumstances to the holders of our preferred shares. There are no pre-emptive or conversion rights attaching to the common shares and the common shares are not subject to redemption. All common shares currently outstanding and to be outstanding upon exercise of outstanding options and warrants are, or will be, fully paid and non-assessable.

Preferred Shares

Preferred shares may be issued at any time and from time to time in one or more series, and the Board of Directors of Agrium may by resolution determine for any such series, its designation, number of shares and respective rights, privileges, restrictions and conditions. The preferred shares of each series rank on a parity with the preferred shares of every other series, and are entitled to preference over the common shares and any other shares ranking junior to the preferred shares with respect to the payment of dividends, the repayment of capital and the distribution of assets of Agrium in the event of a liquidation, dissolution or winding up of Agrium.

Except as provided by the Canada Business Corporations Act, the holders of preferred shares are not entitled to receive notice of or to attend or to vote at any meeting of the shareholders of Agrium unless and until Agrium fails to pay in the aggregate eight cumulative dividends on that series of preferred shares for any period as may be so determined by the directors, whether or not those dividends are consecutive and whether or not there are any moneys of Agrium properly applicable to their payment.

The provisions attaching to the preferred shares as a class may be added to, changed or removed, and the Board of Directors of Agrium may create shares ranking prior to the preferred shares, only with the approval of the holders of the preferred shares as a class, any such approval to be given by the holders of not less than 66 2/3 percent of the preferred shares in writing by the registered holders or by resolution at a meeting of such holders.

7.2 CONSTRAINTS

There are no constraints imposed on the ownership of Agrium’s securities to ensure that the Company has a required level of Canadian ownership.

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7.3 DEBT RATINGS

The following information relating to Agrium’s credit ratings is provided as it relates to Agrium’s financing costs, liquidity and operations, and to satisfy disclosure requirements under Canadian securities rules. Specifically, credit ratings affect Agrium’s ability to obtain short-term and long-term financing and the cost of such financing. A reduction in the current ratings on Agrium’s debt by its rating agencies, or a negative change in Agrium’s ratings outlook could adversely affect Agrium’s cost of financing and its access to sources of liquidity and capital. In addition, credit ratings may be important to customers or counterparties when we compete in certain markets and when we seek to engage in certain transactions.

Credit ratings on specific obligations are intended to provide investors with an independent measure of credit quality of an issue of securities and are indicators of the likelihood of payment and of the capacity and willingness of a company to meet its financial commitment on an obligation in accordance with the terms of an obligation.

There is no assurance that any rating will remain in effect for any given period of time or that any rating will not be revised or withdrawn entirely by a rating agency in the future if in its judgment circumstances so warrant.

The credit ratings afforded the debt securities by the rating agencies are not recommendations to purchase, hold, or sell the debt securities inasmuch as such ratings do not comment on market price or suitability for a particular investor.

The following table sets out ratings the Company has received in respect of its outstanding debt securities from the ratings agencies as at the date of issuance of this AIF.

	Standard & Poor’s Ratings Services	Moody’s Investors Service
Senior Unsecured Notes and Debentures	BBB	Baa2
US$ Commercial Paper	A-2	P-2
Ratings Outlook	Credit Watch Positive	Under Review for Upgrade

Standard & Poor’s Ratings Services (S&P)

The BBB rating assigned by S&P is the fourth highest rating of S&P’s ten rating categories for long-term issuers which range from AAA to D. An issuer of debt securities that is rated BBB has adequate capacity to meet its financial commitments. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitments. The ratings from AA to CCC may be modified by the addition of a plus (+) or minus (-) sign to show relative standing within the major rating categories. The A-2 rating assigned by S&P is the second highest rating of S&P’s rating categories for short-term debt which range from A-1 to D. Short-term debt rated A-2 is judged by S&P to have satisfactory capacity to meet its financial commitments. A rating of A-2 by S&P means the obligor has satisfactory capacity to meet its financial commitments. However, it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligors in the highest rating category.¹

On October 30, 2017, S&P affirmed its A-2 short-term credit rating to Agrium’s $2.5-billion Commercial Paper Program and affirmed its BBB long-term corporate credit rating of Agrium. S&P has a positive CreditWatch placement on Agrium that reflects that the Merger would likely result in an improvement in overall credit quality.

Moody’s Investors Service (Moody’s)

The Baa2 rating assigned by Moody’s is the fourth highest rating of Moody’s nine rating categories for long-term debt, which range from Aaa to C. Moody’s appends numerical modifiers from one to three on its long-term debt ratings from Aa to Caa to indicate where the obligation ranks within a particular ranking category, with the 2

¹  Standard & Poor’s, S&P Global Ratings Definitions, June 26, 2017

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modifier indicating a mid-range ranking. Obligations rated Baa are defined by Moody’s as being subject to moderate credit risk. They are considered medium-grade and as such may possess certain speculative characteristics. The P-2 rating assigned by Moody’s is the second highest rating of Moody’s four rating categories for short-term debt, which range from P-1 to NP. Issuers rated P-2 are defined by Moody’s as having a strong ability to repay short-term debt obligations.¹

On September 30, 2017, Moody’s affirmed its P-2 short-term credit rating to the Commercial Paper Program, and affirmed its Baa2 long-term corporate credit rating with the outlook and long-term rating under review for possible upgrade.

On January 2, 2018, Moody’s stated that the rating of Agrium will remain under review until management of the merged company, Nutrien provides additional information on legal structure, financial policies, use of proceeds from divestitures and other changes that could impact debt.

¹  Moody’s Investors Service, Rating Symbols and Definitions, July 2017

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ITEM 8 – MARKET FOR SECURITIES

8.1 TRADING PRICE AND VOLUME

Prior to completion of the Merger effective January 1, 2018, common shares of Agrium traded on the TSX and the NYSE under the symbol “AGU”. Trading of common shares of Agrium on the TSX and the NYSE was halted prior to markets open on January 2, 2018, and such shares were delisted shortly thereafter.

The following table sets out the high, low and closing prices and trading volume of the common shares on the TSX for 2017 on a monthly basis:

Month (2017)	High Price (CDN $)		Low Price (CDN $)		Closing Price (CDN $)		Volume
January		146.99		132.47		134.02		5,651,221
February		140.71		127.69		128.05		6,223,651
March		135.61		125.33		126.92		7,316,970
April		130.00		121.71		128.12		4,564,653
May		129.71		119.58		124.82		6,163,991
June		130.32		116.56		117.53		7,419,580
July		126.91		115.16		124.76		4,504,268
August		128.92		119.66		122.48		5,429,800
September		137.80		119.31		133.72		7,076,910
October		141.20		131.41		140.45		5,231,324
November		142.08		132.33		141.76		4,989,152
December		147.19		133.66		144.58		10,567,846

The following table sets out the high, low and closing prices and trading volume of the common shares on the NYSE for 2017 on a monthly basis:

Month (2017)	High Price (US $)		Low Price (US $)		Closing Price (US $)		Volume
January		111.88		100.08		102.91		8,844,516
February		107.76		96.47		96.60		8,517,469
March		100.47		93.82		95.55		12,955,393
April		96.05		90.09		93.93		7,432,823
May		94.52		87.82		92.33		9,637,101
June		96.99		89.92		90.49		10,668,159
July		100.97		89.34		100.10		9,616,272
August		101.92		95.80		98.04		9,312,314
September		110.42		96.67		107.21		6,555,665
October		110.57		104.89		108.92		5,517,297
November		110.25		103.51		109.94		5,790,546
December		117.28		104.05		115.00		7,340,878

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ITEM 9 – ESCROWED SECURITIES AND SECURITIES

SUBJECT TO CONTRACTUAL RESTRICTION ON TRANSFER

To the knowledge of the Company, none of the securities of the Company are subject to escrow or contractual restriction on transfer.

ITEM 10 – DIRECTORS AND OFFICERS

10.1 NAME, OCCUPATION AND SECURITY HOLDING

Information is given below with respect to each of the current directors and officers after giving effect to the Merger and the reconstitution of the Agrium board to include the same members as the Nutrien board effective January 1, 2018, including all current positions held with the Company, present principal occupation and principal occupations during the last five years. The Company’s Environment, Safety, Health & Security Committee was disbanded and dispensed with in connection with the completion of the Merger. Each director will hold office until the next annual meeting of the shareholder of Agrium or until his or her successor has been duly elected or appointed.

Directors

Directors (Name and Municipality of Residence)	Director Since	Present principal occupation or employment	Prior principal occupation or employment within the preceding five years
Derek G. Pannell Saint John, New Brunswick, Canada	2008	Corporate Director. Independent Lead Director of Nutrien Ltd. (part-time basis)	Board Chair of Agrium (part-time basis)
Christopher M. Burley Calgary, Alberta, Canada	2018	Corporate Director and former Managing Director and Vice Chairman of Energy for Merrill Lynch Canada Inc., an international wealth management, advisory and investment banking firm	Same as present
Maura J. Clark (1)(2) New York, New York, United States	2016	Corporate Director	President, Direct Energy Business, the commercial and industry energy business unit of Direct Energy L.P., a North American energy and energy-related services provider.
John W. Estey Glenview, Illinois, United States	2018	Chairman of S&C Electric Company, a global provider of equipment and services for electric power systems	Chairman of Potash Corporation of Saskatchewan Inc., President & CEO of S&C Electric Company, a global provider of equipment and services for electric power systems
David C. Everitt (1)(2) Marco Island, Florida, United States	2013	Corporate Director. Board Chair of Harsco Corporation (part-time basis), a worldwide industrial company	Former interim CEO of Harsco Corporation; President, Agriculture and Turf Division – North America, Asia, Australia, Sub-Saharan and South Africa, and Global

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Directors (Name and Municipality of Residence)	Director Since	Present principal occupation or employment	Prior principal occupation or employment within the preceding five years
			Tractor and Turf Products, Deere & Company, a farm equipment manufacturer
Russell K. Girling (1)(3) Calgary, Alberta, Canada	2006	President and Chief Executive Officer and Director of TransCanada Corporation, a diversified energy and pipeline company	Same as present
Gerald W. Grandey Saskatoon, Saskatchewan, Canada	2018	Corporate Director	Same as present
Miranda C. Hubbs (3) Toronto, Ontario, Canada	2016	Corporate Director	Executive Vice President & Managing Director, McLean Budden Limited (merged with Sun Life Financial in 2011, then rebranded in 2013 into MFS Investment Management), one of Canada’s largest institutional asset managers
Alice D. Laberge Vancouver, British Columbia, Canada	2018	Corporate Director	Same as present
Consuelo E. Madere Destin, Florida, United States	2018	President and Founder of Proven Leader Advisory, LLC, a management consulting and executive coaching firm	Vice President, Global Vegetables and Asia Commercial of Monsanto Company, an agrochemical and agricultural biotechnology company
Charles V. Magro Heritage Pointe, Alberta, Canada	2013	President & Chief Executive Officer of Agrium and Nutrien Ltd.	Executive Vice President & Chief Operating Officer, Executive Vice President, Corporate Development & Chief Risk Officer, Vice President & Chief Risk Officer and, prior thereto, Vice President, Manufacturing, Agrium
Keith G. Martell Saskatoon, Saskatchewan, Canada	2018	Chief Executive Officer and a Director of First Nations Bank of Canada, a Canadian chartered bank independently controlled by Aboriginal shareholders	Same as present
A. Anne McLellan, P.C. (2) Edmonton, Alberta, Canada	2006	Corporate Director	Same as present

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Directors (Name and Municipality of Residence)	Director Since	Present principal occupation or employment	Prior principal occupation or employment within the preceding five years
Aaron W. Regent Toronto, Ontario, Canada	2018	Founding Partner and Managing Partner of Magris Resources Inc., a private equity investment firm specializing in the mining sector, and Chairman and Chief Executive Officer of Niobec Inc., a company that owns and operates the Niobec mine which comprises niobium deposit	Same as present
Mayo M. Schmidt (3) Toronto, Ontario, Canada	2013	President and Chief Executive Officer and Director of Hydro One Inc., an electricity transmission and distribution company	President and Chief Executive Officer, Viterra Inc., a global agri-business company
Jochen E. Tilk Saskatoon, Saskatchewan, Canada	2018	Executive Chair, Nutrien Ltd.	President and Chief Executive Officer of Potash Corporation of Saskatchewan Inc., President and Chief Executive Officer of Inmet Mining Corporation, a Canadian-based global mining company

(1) Member of the Agrium Audit Committee

(2) Member of the Agrium Human Resources & Compensation Committee

(3) Member of the Agrium Corporate Governance & Nominating Committee

Officers

Officers (Name and Municipality of Residence)	Present position with the Company and Principal Occupation	Prior principal occupation or employment within the preceding five years
Charles V. Magro Heritage Pointe, Alberta, Canada	President & Chief Executive Officer	Executive Vice President & Chief Operating Officer, Executive Vice President, Corporate Development & Chief Risk Officer, Vice President & Chief Risk Officer and, prior thereto, Vice President, Manufacturing, Agrium
Gary J. Daniel Calgary, Alberta, Canada	Corporate Secretary	Same as present
Henry (Harry) Deans Calgary, Alberta, Canada	Senior Vice President	Senior Vice President and President, Wholesale Business Unit, Agrium; Chief Executive Officer, INEOS Nitriles; Chief Executive Officer, INEOS Olefins & Polymers; Chief Executive Officer, INEOS Phenol; Chief Executive Officer, INEOS Enterprises

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Officers (Name and Municipality of Residence)	Present position with the Company and Principal Occupation	Prior principal occupation or employment within the preceding five years
Steven J. Douglas Calgary, Alberta, Canada	Senior Vice President & Chief Financial Officer	Senior Managing Partner, Chief Financial Officer, Brookfield Property Group; Chief Financial Officer, General Growth Properties
Susan C. Jones Calgary, Alberta, Canada	Senior Vice President	Senior Vice President & Chief Legal Officer; Vice President, Marketing & Distribution; Managing Director and Vice President, Agrium Europe
Michael J. Frank Timnath, Colorado, United States	Senior Vice President	Executive Vice President and President, Retail Business Unit, Agrium; Senior Vice President, Monsanto Company
Leslie A. O’Donoghue Calgary, Alberta, Canada	Executive Vice President	Executive Vice President, Corporate Development & Strategy & Chief Risk Officer; Executive Vice President, Operations, Chief Legal Officer & Senior Vice President, Business Development, Agrium
Michael R. Webb Calgary, Alberta, Canada	Senior Vice President	Senior Vice President, Human Resources, Agrium; Senior Vice President, Head of Human Resources, HSBC Bank Canada, Vancouver; Global Head of Human Resources, HSBC Amanah, HSBC Markets (Asia) Limited, Hong Kong; Head of Human Resources, Global Banking, Principal Investments, Equity Research and Leveraged & Acquisition Finance, HSBC Markets (Asia) Limited, Hong Kong

As of February 20, 2018, directors and officers of Agrium, as a group, did not beneficially own, or control or direct, directly or indirectly, any common shares of Agrium.

10.2 CEASE TRADE ORDERS, BANKRUPTCIES, PENALTIES OR SANCTIONS

Except as set out below, no director or executive officer of the Company was, as at February 20, 2018, or has been within the ten years prior to February 20, 2018, a director, chief executive officer or chief financial officer of any company (including the Company), that:

• was subject to an order that was issued while the director or executive officer was acting in the capacity as director, chief executive officer or chief financial officer; or

• was subject to an order that was issued after the director or executive officer ceased to be a director, chief executive officer or chief financial officer and which resulted from an event that occurred while that person was acting in the capacity as director, chief executive officer or chief financial officer.

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For the purposes of the above, “order” means any of the following that was in effect for a period of more than 30 consecutive days:

• a cease trade order;

• an order similar to a cease trade order; or

• an order that denied the relevant company access to an exemption under securities legislation.

Except as set out below, no director or executive officer of the Company, or a shareholder holding a sufficient number of securities of the Company to affect materially the control of the Company:

• was, as at February 20, 2018, or has been within the ten years prior to February 20, 2018, a director or executive officer of any company (including the Company) that, while that person was acting in that capacity, or within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver manager or trustee appointed to hold its assets; or

• has, within the ten years before February 20, 2018, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of the director, executive officer or shareholder.

In May 2004, Saskatchewan Wheat Pool Inc. (“SWP”), the predecessor of Viterra, disposed of its hog operations, which had been carried on through certain of its subsidiaries, through a court-supervised process under the Companies’ Creditors Arrangement Act (Canada). On April 12, 2005, the Saskatchewan Financial Services Commission issued a cease trade order against four of these subsidiaries of SWP for failing to file the required annual continuous disclosure documents. The cease trade order was revoked on October 18, 2010 pursuant to Viterra’s application to effect a reorganization of the entities in question. Mr. Schmidt served as an officer and/or director of these entities.

Mr. Burley was a director of Parallel Energy Inc., administrator of Parallel Energy Trust (“Parallel Energy”). On or about November 9, 2015, Parallel Energy and its affiliates filed applications for protection under the Companies’ Creditors Arrangement Act (the “CCAA”) and voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code. Mr. Burley resigned from the board of directors of Parallel Energy Inc. on March 1, 2016.The Canadian entities of Parallel Energy each filed an assignment in bankruptcy under the Bankruptcy and Insolvency Act on March 3, 2016. In 2015, securities regulators for the Provinces of Alberta, British Columbia, Manitoba, Ontario, Quebec, Saskatchewan and New Brunswick issued cease trading orders in relation to the securities of Parallel Energy for the failure by Parallel Energy to timely file financial statements as well as related continuous disclosure documents. Such cease trade orders continue to be in effect. The TSX delisted the trust units and debentures of Parallel Energy at the close of business on December 11, 2015.

10.3 CONFLICTS OF INTEREST

To the knowledge of the Company, no director or officer of the Company has an existing or potential material conflict of interest with the Company or any of its subsidiaries, joint ventures or partnerships.

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ITEM 11 – PROMOTERS

During the two most recently completed financial years, no person or company has been a promoter of the Company.

ITEM 12 – LEGAL PROCEEDINGS AND REGULATORY ACTIONS

From time to time we become involved in legal or administrative proceedings in the normal conduct of our business. Our assessment of the likely outcome of these matters is based on our judgment of a number of factors, including experience with similar matters, past history, precedents, relevant financial, scientific and other evidence, and facts specific to the matter. We do not believe that these matters in aggregate will have a material effect on our consolidated financial position or results of operations.

Mine Sites in Idaho and Manitoba

Refer to discussion in “Item 5 – Description of the Business – 5.1 Business of Agrium – h. Environmental Protection Requirements” under the headings “Legacy environmental remediation activities: Idaho mining properties” and “Legacy environmental remediation activities: Manitoba mining properties”. We are actively seeking to resolve these matters. Resolution may require us to undertake various remediation or other actions or to pay penalties; however ultimate resolution depends on the outcome of investigations, discussions and evaluations and possibly settlement or litigation.

ITEM 13 – INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS

Except as set out below, to the knowledge of the Company, the Company confirms that, as of February 20, 2018, there were no directors or executive officers of the Company or persons or companies that beneficially own, or control or direct, directly or indirectly, more than 10 percent of the Company’s common shares, or any associate or affiliate of such persons or companies, with any material interest, direct or indirect, in any transaction within the three most recently completed financial years or during the current financial year that has materially affected or is reasonably expected to materially affect the Company.

The Merger was completed effective January 1, 2018 and, in connection therewith, Nutrien acquired all of the issued and outstanding common shares of the Company and the Company became a wholly-owned subsidiary of Nutrien. See “General Development of the Business – Three Year History – 2017 – Merger”.

ITEM 14 – TRANSFER AGENT, REGISTRAR, AND TRUSTEES

During the year ended December 31, 2017, the Company’s registrar and transfer agent was AST Trust Company (Canada), at its principal offices in Calgary, Alberta; Montreal, Quebec; and Toronto, Ontario. Following completion of the Merger, the Company no longer has a registrar and transfer agent as it is a wholly-owned subsidiary of Nutrien.

The trustee for the Company’s unsecured notes and debentures:

The Bank of New York Mellon

Bondholder Relations

P.O. Box 396

111 Sanders Creek Parkway

East Syracuse, NY, USA, 13057

1-800-254-2826

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ITEM 15 – MATERIAL CONTRACTS

To the knowledge of the Company, no material contracts require disclosure under this Item.

ITEM 16 – INTERESTS OF EXPERTS

16.1 NAMES OF EXPERTS

The Consolidated Financial Statements of the Company as at and for the year ended December 31, 2017 have been audited by KPMG LLP.

A. Dave Mackintosh, P. Geo., of ADM Consulting Limited, Michael Ryan Bartsch, P.Eng. and Dennis William Aldo Grimm P.Eng., both employees of the Company, each prepared certain sections of the Technical Report in accordance with NI 43-101 on behalf of the Company.

A. Dave Mackintosh, P. Geo., of ADM Consulting Limited, Michael Ryan Bartsch, P.Eng. and Dennis William Aldo Grimm P.Eng., both employees of the Company, are qualified persons under NI 43-101 and have reviewed and approved the scientific and technical information within this AIF relating to VPO.

16.2 INTERESTS OF EXPERTS

As of February 20, 2018, KPMG LLP, the auditors of the Company, have confirmed that they are independent with respect to the Company (and its associates or affiliates) within the meaning of the relevant rules and related interpretations prescribed by the relevant professional bodies in Canada and any applicable legislation or regulations. KPMG LLP are independent accountants with respect to the Company under all relevant United States professional and regulatory standards.

As of February 20, 2018, A. Dave Mackintosh, P.Geo., ADM Consulting Limited and the partners, employees and consultants of ADM Consulting Limited, did not hold any registered or beneficial interests, directly or indirectly, in the securities of the Company or its associates or affiliates.

Dennis William Aldo Grimm, P.Eng., is an employee of Agrium and holds beneficially, directly or indirectly, less than one percent of any class of the Company’s securities.

Michael Ryan Bartsch, P.Eng., is an employee of Agrium and holds beneficially, directly or indirectly, less than one percent of any class of the Company’s securities.

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ITEM 17 – AUDIT COMMITTEE

17.1 AUDIT COMMITTEE CHARTER

Attached, as Schedule 17.1, is the Charter for the Company’s Audit Committee.

17.2 COMPOSITION OF THE AUDIT COMMITTEE

Members of the Audit Committee are Maura J. Clark (Chair), David C. Everitt, and Russell K. Girling. Each member of the Audit Committee is independent and financially literate.

17.3 RELEVANT EDUCATION AND EXPERIENCE OF MEMBERS OF THE AUDIT COMMITTEE

Name (Director Since)	Principal Occupation and Full Biography
Ms. Maura J. Clark (Audit Committee Chair) B. A. (Economics) New York, New York, U.S.A. (February 24, 2016) Other Public Directorships •  Fortis Inc., a North American electric and gas utility company, (TSX)	Ms. Clark is a Corporate Director and the former President of Direct Energy Business, the commercial and industry energy business unit of Direct Energy L.P., a North American energy and energy-related services provider from 2007 to 2014. Previously Ms. Clark was Executive Vice President of North American Strategy and Mergers and Acquisitions for Direct Energy. Ms. Clark also served as a managing director at Goldman Sachs & Co., an investment-banking firm, and as Executive Vice President, Corporate Development and Chief Financial Officer of Premcor, Inc. (formerly known as Clark Refining & Marketing, Inc.), a petroleum refiner and marketer. Ms. Clark holds a Bachelor of Arts degree from Queen’s University and a Chartered Professional Accountant designation.
Mr. David C. Everitt B. Sc. (Engineering) Marco Island, Florida, U.S.A. (February 10, 2013) Other Public Directorships •  Harsco Corporation, a worldwide industrial company, (NYSE) •  Brunswick Corporation, a worldwide manufacturing company, (NYSE) •  Allison Transmission Holdings, Inc., a worldwide manufacturing company, (NYSE)	Mr. Everitt is a Corporate Director and the Chair of the Board and former interim CEO of Harsco Corporation, a worldwide industrial company. Mr. Everitt is the former President, Agriculture and Turf Division –North America, Asia, Australia, and Sub-Saharan and South Africa, and Global Tractor and Turf Products of Deere & Company. Mr. Everitt served as President of Deere’s Ag Division from 2001 until his retirement in September 2012. During that time, he led significant growth in overseas markets as well as streamlined the North American and European distribution footprint. Since joining Deere & Company in 1975, Mr. Everitt held a variety of management positions throughout the company. Mr. Everitt also serves on the Board of the National Business Aviation Association located in Washington, D.C.

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Name (Director Since)

Principal Occupation and Full Biography

Mr. Russell K. Girling B. Comm., M.B.A. (Finance) Calgary, Alberta, Canada (May 9, 2006) Other Public Directorships •  TransCanada Corporation, a diversified energy and pipeline company (TSX, NYSE)

Mr. Girling has been the President and Chief Executive Officer of TransCanada and TCPL since July 1, 2010. Prior to his appointment, he served as Chief Operating Officer from July 17, 2009 to June 30, 2010 and President, Pipelines from June 1, 2006 until June 30, 2010. Previously, Mr. Girling served as Chief Financial Officer and Executive Vice-President, Corporate Development of TransCanada until May 31, 2006, and as Executive Vice-President, Power from 1995 until his appointment as Chief Financial Officer in 1999. Mr. Girling has held various other leadership positions since joining TransCanada in 1994. Prior to his employment with TransCanada, Mr. Girling held several marketing and management positions at Suncor Inc., Northridge Petroleum Marketing and Dome Petroleum. Mr. Girling was the 2012 City of Calgary and Area Co-Chair of the United Way campaign. Mr. Girling is a member of the Canadian Council of Chief Executives, U.S. National Petroleum Council and U.S. Business Roundtable. He also serves on the board of directors for the American Petroleum Institute.

17.4 PRE-APPROVAL POLICIES AND PROCEDURES

The Company has adopted a written policy pursuant to which the Company’s Audit Committee pre-approves all audit services and permitted non-audit services provided to the Company by the Company’s independent auditors. The pre-approved services specified in such policy are reviewed annually, and the audit and non-audit services to be provided by the Company’s independent auditors, as well as the budgeted amounts for such services, are also pre-approved annually. The Audit Committee has also delegated to the Chair of the Audit Committee, who is independent, the authority to act on behalf of the Audit Committee with respect to the pre-approval of all audit and permitted non-audit services provided by its external auditors from time to time. Any approvals by the Chair are reported to the full Audit Committee at its next meeting.

17.5 EXTERNAL AUDITOR SERVICE FEES (BY CATEGORY)

The following table sets out the fees billed to us by KPMG LLP and its affiliates for professional services in each of the years ended December 31, 2017 and 2016. During these years, KPMG LLP was the Company’s only external auditor.

	Year Ended December 31,
	2017		2016
Category	CDN $		CDN $
Audit Fees (1)		4,201,500		4,855,700
Audit-Related Fees (2)		10,000		9,000
Tax Fees (3)		440,200		215,800
All Other Fees (4)		65,000		NIL
Total		4,716,700		5,080,500

(1) For professional services rendered by KPMG LLP for the audit and review of the Company’s financial statements or services that are normally provided by KPMG LLP in connection with statutory and regulatory filings or engagements.

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(2) For professional services rendered by KPMG LLP for specified audit procedures regarding financial assurances issued to certain government agencies, and services which are reasonably related to the performance of the audit of the Company’s financial statements, and are not included in Audit Fees.

(3) For professional services rendered by KPMG LLP for tax compliance, tax advice and tax planning with respect to Canadian, U.S. and key international jurisdictions; review of tax filings; assistance with the preparation of tax filings; tax advice relating to potential asset and business acquisitions/combinations; and other tax planning, compliance, and transaction services. These amounts include fees paid to KPMG LLP specifically for tax compliance and preparation services rendered in 2017 and 2016 in the amounts of $326,200 and $93,000, respectively.

(4) For professional services rendered by KPMG LLP for cyber security risk assessment.

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ITEM 18 – ADDITIONAL INFORMATION

Additional information, including directors’ and officers’ remuneration and indebtedness, principal holders of the Company’s securities, and securities authorized for issuance under equity compensation plans, where applicable, is provided in the Company’s information circular for its most recent annual meeting of shareholders that involved the election of directors, and additional financial information is provided in the Company’s 2017 financial statements and 2017 MD&A.

As a result of the completion of the Merger, and Agrium being a wholly-owned subsidiary of Nutrien, Agrium is not required to send an information circular in accordance with National Instrument 51-102 – Continuous Disclosure Obligations and Form 51-102F5 thereunder to any of its securityholders. An issuer that is not required to send an information circular to any of its securityholders is ordinarily required to include certain additional disclosure in its annual information form, including with respect to director and officer compensation (“CD&A Disclosure”) for the year ended December 31, 2017. Agrium has obtained an order from applicable Canadian securities regulatory authorities exempting it from the requirement to include CD&A Disclosure in its annual information form, which exemption is conditional upon (i) Nutrien holding an annual meeting of shareholders prior to September 30, 2018; (ii) CD&A Disclosure with respect to Nutrien being included in the management information circular prepared by Nutrien (the “Nutrien Circular”) in connection with the Nutrien Meeting (the “Nutrien CD&A Disclosure”); (iii) Agrium, so long as it is a reporting issuer, filing the Nutrien CD&A Disclosure promptly following the filing of the Nutrien Circular; and (iv) Agrium including this notice in this AIF.

Additional information relating to Agrium may be found on the Company’s website at www.agrium.com, on the Canadian Securities Administrators’ website at www.sedar.com and on the EDGAR section of the United States Securities and Exchange Commission’s website at www.sec.gov.

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SCHEDULE 17.1

AGRIUM INC.

AUDIT COMMITTEE

CHARTER

PART I

Establishment of Committee

1. Committee

The Audit Committee (the “Committee”) is established by the Board of Directors primarily for the purpose of overseeing the accounting and financial reporting processes of the Corporation and the reviews and audits of the financial statements of the Corporation.

The Audit Committee shall assist the Board of Directors in fulfilling the Board’s oversight responsibilities by monitoring, among other things:

(a) the quality and integrity of the financial statements and related disclosure of the Corporation;

(b) compliance by the Corporation with legal and regulatory requirements that could have a material effect upon the financial position of the Corporation and that are not subject to the oversight of another committee of the Board;

(c) the independent auditor’s qualifications and independence; and

(d) the performance of the Corporation’s internal audit function and independent auditor.

2. Composition of Committee

The Committee shall consist of as many members as the Board shall determine, but in any event not fewer than three directors, provided that each member of the Committee shall be determined by the Board to be:

(a) an independent director for the purposes of and pursuant to the Corporation’s Corporate Governance Guidelines;

(b) an “independent” director as defined in and for the purposes of any applicable governance guidelines or listing standards of any stock or securities exchange upon which the securities of the Corporation are from time to time listed;

(c) an “independent” director for the purposes of any applicable corporate, securities or other legislation or any rule, regulation, instrument, policy, guideline or interpretation under such legislation; and

(d) financially literate.

At least one member of the Committee shall have accounting or related financial management experience or expertise. The Committee shall be entitled to take any action at a meeting of the Committee in the absence of such member or members.

No member of the Committee shall serve on the audit committees of more than two other public companies, unless the Board determines that such simultaneous service would not impair the ability of such member to effectively serve on the Corporation’s Audit Committee and discloses such determination in the Corporation’s annual management proxy circular.

3. Appointment of Committee Members

The members of the Committee shall be appointed by the Board on the recommendation of the Corporate Governance & Nominating Committee. The members of the Committee shall be appointed at the time of each annual meeting of Shareholders, and shall hold office until the next annual meeting, or until they are removed by the Board or until they cease to be directors of the Corporation.

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PART II

Committee Procedure

4. Vacancies

Where a vacancy occurs at any time in the membership of the Committee, it may be filled by the Board on the recommendation of the Corporate Governance & Nominating Committee and shall be filled by the Board if the membership of the Committee is fewer than three directors. The Board may remove and replace any member of the Committee.

5. Committee Chair

The Board shall appoint a Chair for the Committee. The Chair may be removed and replaced by the Board.

6. Absence of Chair

If the Chair is not present at any meeting of the Committee, one of the other members of the Committee present at the meeting shall be chosen by the Committee to preside at the meeting.

7. Secretary of Committee

The Corporate Secretary or such other person acceptable to the members shall act as Secretary to the Committee.

8. Regular Meetings

The Chair, in consultation with the Committee members, shall determine the schedule and frequency of the Committee meetings, provided that the Committee shall meet at least quarterly. The Committee at any time may, and at each regularly scheduled Committee meeting shall, meet alone without management present, and shall meet separately with each of senior management, the independent auditor, the Director, Internal Audit, and the Chief Legal Officer (or such individuals in similar capacities or positions who perform substantially similar functions). The Committee shall also meet separately with the independent auditor at every regularly scheduled meeting of the Committee at which the independent auditor is present. Any member of the Committee may move the Committee in camera at any time during the course of a meeting, and a record of any decisions made in camera shall be maintained by the Committee Chair.

9. Special Meetings

The Chair, any two members of the Committee, the Director, Internal Audit (or such individual in a similar capacity or position who performs a substantially similar function), the independent auditor or the Chief Executive Officer may call a special meeting of the Committee.

10. Quorum

Three members of the Committee, present in person or by telephone or other telecommunication device that permits all persons participating in the meeting to speak to each other, shall constitute a quorum.

11. Notice of Meetings

Notice of the time and place of every meeting shall be given in writing or by e-mail or facsimile communication to each member of the Committee at least 24 hours prior to the time fixed for such meeting; provided, however, that a member may in any manner waive notice of a meeting and attendance of a

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member at a meeting is a waiver of notice of the meeting, except where a member attends a meeting for the express purpose of objecting to the transaction of any business on the grounds that the meeting is not lawfully called.

12. Agenda

The Chair shall develop and set the Committee’s agenda, in consultation with other members of the Committee, the Board and management. The agenda and information concerning the business to be conducted at each Committee meeting shall, to the extent practical, be communicated to the members of the Committee sufficiently in advance of each meeting to permit meaningful review.

13. Delegation

The Committee shall have the power to delegate its authority and duties to subcommittees or individual members of the Committee as it deems appropriate.

14. Access

In discharging its responsibilities, the Committee shall have full access to all books, records, facilities and personnel of the Corporation.

15. Attendance of Officers at a Meeting

At the invitation of the Chair of the Committee, one or more officers or employees of the Corporation may, and if required by the Committee shall, attend a meeting of the Committee.

16. Procedure, Records and Reporting

The Committee shall fix its own procedure at meetings, keep records of its proceedings and report to the Board when the Committee may deem appropriate (but not later than the next meeting of the Board). Without limiting the foregoing, the Committee shall report to the Board any issues that arise with respect to the quality or integrity of the Corporation’s financial statements, the Corporation’s compliance with legal or regulatory requirements within the Committee’s purview, the performance and independence of the Corporation’s independent auditors, or the performance of the internal audit function.

17. Outside Consultants or Advisors

The Committee when it considers it necessary or advisable, may retain, at the Corporation’s expense, outside consultants or advisors to assist or advise the Committee independently on any matter within its mandate. The Committee shall have the sole authority to retain or terminate such consultants or advisors, including the sole authority to approve the fees and other retention terms for such persons.

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PART III

Mandate of Committee

18. Oversight in Respect of Financial Disclosure and Accounting Practices

The Committee, to the extent required by applicable laws or rules, or otherwise considered by the Committee to be necessary or appropriate, shall:

(a) meet with management and the independent auditor to review and discuss, and to recommend to the Board for approval prior to public disclosure, the audited annual financial statements, including reviewing the specific disclosures in management’s discussion and analysis of financial condition and results of operations;

(b) review, discuss with management and the independent auditor, and recommend to the Board for approval prior to public disclosure:

(i) the annual information form;

(ii) the portions of the management proxy circular, for any annual or special meeting of shareholders, containing significant information within the Committee’s mandate;

(iii) all financial statements included in prospectuses or other offering documents;

(iv) all prospectuses and all documents which may be incorporated by reference in a prospectus, other than any pricing supplement issued pursuant to a shelf prospectus; and

(v) any significant financial information respecting the Corporation contained in a material change report.

(c) meet with management and the independent auditor to review and discuss, and to approve prior to public disclosure, the unaudited quarterly financial statements, including reviewing the specific disclosures in management’s discussion and analysis of financial condition and results of operations, and the quarterly interim reports;

(d) review, discuss with management and the independent auditor, and approve prior to public disclosure:

(i) any unaudited interim financial statements, other than quarterly statements; and

(ii) any audited financial statements, other than annual statements, required to be prepared regarding the Corporation or its subsidiaries or benefit plans if required to be made publicly available or filed with a regulatory agency;

(e) review and discuss with management and the independent auditor prior to public disclosure:

(i) each press release that contains significant financial information respecting the Corporation or contains estimates or information regarding the Corporation’s future financial performance or prospects;

(ii) the type and presentation of information to be included in such press releases (in particular, the use of “pro forma” or “adjusted” non-International Financial Reporting Standards information); and

(iii) financial information and earnings guidance provided to analysts and rating agencies;

provided, however, that such discussion may be done generally (consisting of discussing the types of information to be disclosed and the types of presentations to be made) and that the Committee need not discuss in advance each instance in which the Corporation may provide earnings guidance or presentations to rating agencies;

(f) receive and review reports from the Corporation’s Disclosure Committee;

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(g) review with management and the independent auditor major issues regarding accounting principles and financial statement presentations, including any significant changes in the Corporation’s selection or application of accounting principles, and major issues as to the adequacy of the Corporation’s internal controls and any special audit steps adopted in light of material control deficiencies;

(h) based on its review with management and the independent auditor, satisfy itself as to the adequacy of the Corporation’s procedures that are in place for the review of the Corporation’s public disclosure of financial information that is extracted or derived from the Corporation’s financial statements, and periodically assess the adequacy of those procedures;

(i) review with management and the independent auditor (including those of the following that are contained in any report of the independent auditor): (1) any analyses prepared by management or the independent auditor setting forth significant financial reporting issues and judgments made in connection with the preparation of the financial statements, including analyses of the effects of alternative International Financial Reporting Standards (IFRS) methods on the financial statements; (2) all critical accounting policies and practices to be used by the Corporation in preparing its financial statements, (3) all material alternative treatments of financial information within IFRS that have been discussed with management, ramifications of the use of these alternative treatments, and the treatment preferred by the independent auditor, and (4) other material communications between the independent auditor and management, such as any management letter or schedule of unadjusted differences;

(j) review with management and the independent auditor the effect of regulatory and accounting initiatives as well as off-balance sheet structures and transactions on the Corporation’s financial statements;

(k) review the plans of management, the independent auditor and Internal Audit regarding any significant changes in accounting practices or policies and the financial and accounting impact thereof;

(l) review with management, the independent auditor and, if necessary, legal counsel, any litigation, claim or contingency, including tax assessments, that could have a material effect upon the financial position of the Corporation, and the manner in which these matters have been disclosed in the financial statements;

(m) review disclosures by the Corporation’s Chief Executive Officer and Chief Financial Officer during their certification process about any significant deficiencies in the design or operation of internal controls or material weaknesses therein and any fraud involving management or other employees who have a significant role in the Corporation’s internal controls;

(n) discuss with management the Corporation’s material financial risk exposures and the steps management has taken to monitor and control such exposures, including the Corporation’s financial risk assessment and financial risk management policies; and

(o) periodically meet with management separately from the Sr. Director, Internal Audit & Enterprise Risk Management (or such individual in a similar capacity or position who performs a substantially similar function), and the independent auditor to discuss matters within the Committee’s purview.

19. Oversight in Respect of the Independent Auditor

Subject to confirmation by the independent auditor of its compliance with Canadian and U.S. regulatory registration requirements, the Committee shall be directly responsible (subject to Board confirmation) for the appointment of the independent auditor for the purpose of preparing or issuing any audit report or performing other audit, review or attest services for the Corporation, such appointment to be confirmed by the Corporation’s shareholders at each annual meeting. The Committee shall also be directly responsible (subject to Board confirmation) for the approval of fees to be paid to the independent auditor for audit services, and shall pre-approve the retention of the independent auditor for any permitted non-audit service. The Committee shall also be directly responsible for the retention and oversight of the services of the independent auditor (including resolution of disagreements between management and the independent

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auditor regarding financial reporting) for the purpose of preparing or issuing an audit report or performing other audit, review or attest services for the Corporation. The independent auditor shall report directly to the Committee.

The Committee, to the extent required by applicable laws or rules, or otherwise considered by the Committee to be necessary or appropriate, shall:

(a) review at least annually the independence of the independent auditor, including the independent auditor’s formal written statement of independence delineating all relationships between itself and the Corporation, review all such relationships, and consider applicable auditor independence standards;

(b) consider whether, in order to assure continuing auditor independence, there should be regular rotation of the auditing firm itself;

(c) ensure the rotation of the lead (or coordinating) audit partner having primary responsibility for the audit and the audit partner responsible for reviewing the audit as required by law;

(d) review at least annually the independent auditor’s written report on its own internal quality control procedures; any material issues raised by the most recent internal quality control review, or peer review, of the independent auditor, or by any inquiry or investigation by governmental or professional authorities, within the preceding five years respecting one or more independent audits carried out by the independent auditor, and any steps taken to deal with such issues;

(e) review and evaluate the experience, qualifications and performance of the senior members of the audit team of the independent auditor;

(f) evaluate annually the performance of the independent auditor, including the lead partner, taking into account the opinions of management and the Sr. Director, Internal Audit & Enterprise Risk Management (or such individual in a similar capacity or position who performs a substantially similar function), and report to the Board on its conclusions regarding the independent auditor and its recommendation for appointment of the independent auditor for the purpose of preparing or issuing any report or performing other audit, review, or attest services for the Corporation;

(g) meet with the independent auditor prior to the annual audit to review the planning and staffing of the audit;

(h) review with the independent auditor the adequacy and appropriateness of the accounting policies used in preparation of the financial statements;

(i) periodically meet separately with the independent auditor to review any problems or difficulties that the independent auditor may have encountered and management’s response, specifically:

(i) any difficulties encountered in the course of the audit work, including any restrictions on the scope of activities or access to requested information, and any significant disagreements with management; and

(ii) any changes required in the planned scope of the audit; and

(iii) the responsibilities, budget, and staffing of the internal audit function; and report to the Board on such meetings;

(j) when applicable, review the annual post-audit or management letter from the independent auditor and management’s response and follow-up in respect of any identified weakness;

(k) inquire regularly of management and the independent auditor whether there have been any significant issues between them regarding financial reporting or other matters and how they have been resolved, and intervene in the resolution if required;

(l) receive and review annually the independent auditor’s report on management’s evaluation of internal controls and procedures for financial reporting;

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(m) review the engagement reports of the independent auditor on unaudited financial statements of the Corporation; and

(n) review and approve the Corporation’s hiring policies regarding partners and employees and former partners and employees of the present and former independent auditor, (as more particularly described in Exhibit “A” attached hereto, as may be amended from time to time), including those policies that may have a material impact on the financial statements, pre-approve the hiring of any partner or employee or former partner or employee of the independent auditor who was a member of the Corporation’s audit team during the preceding three fiscal years and, in addition, pre-approve the hiring of any partner or employee or former partner or employee of the independent auditor (within the preceding three fiscal years) for senior positions within the Corporation, regardless whether that person was a member of the Corporation’s audit team.

20. Oversight in Respect of Audit and Non-Audit Services

The Committee, to the extent required by applicable laws or rules, or otherwise considered by the Committee to be necessary or appropriate, shall:

(a) have the sole authority to pre-approve all audit services (which may entail providing comfort letters in connection with securities underwritings) and all permitted non-audit services, provided that the Committee need not approve in advance non-audit services where:

(i) the aggregate amount of all such non-audit services provided to the Corporation constitutes not more than 5 percent of the total amount of revenues paid by the Corporation to the independent auditor during the fiscal year in which the non-audit services are provided; and

(ii) such services were not recognized by the Corporation at the time of the engagement to be non-audit services; and

(iii) such services are promptly brought to the attention of the Committee and approved prior to the completion of the audit by the Committee or by one or more members of the Committee to whom authority to grant such approvals has been delegated by the Committee;

(b) disclose, through the Corporation’s periodic reports filed with applicable regulatory agencies, the approval by the Committee of a non-audit service to be performed by the independent auditor; and

(c) if the Committee so chooses, delegate to one or more designated members of the Committee the authority to grant pre-approvals required by this section, provided that the decision of any member to whom authority is delegated to pre-approve a service shall be presented to the Committee at its next scheduled meeting.

If the Committee approves an audit service within the scope of the engagement of the independent auditor, such audit service shall be deemed to have been pre-approved for purposes of this section.

21. Oversight in Respect of the Internal Audit Function

The Committee, to the extent required by applicable laws or rules, or otherwise considered by the Committee to be necessary or appropriate, shall:

(a) review the annual audit plans of Internal Audit;

(b) review the significant findings prepared by Internal Audit and recommendations issued by any external party relating to internal audit issues, together with management’s response thereto;

(c) monitor compliance with the Corporation’s conflicts-of-interest policies that may have a material impact on the financial statements;

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(d) review the adequacy of the resources of Internal Audit to ensure the objectivity and independence of the internal audit function;

(e) consult with management on management’s appointment, replacement, reassignment or dismissal of Internal Audit;

(f) periodically review executive officers’ expenses and aircraft usage reports; and

(g) ensure that the Sr. Director, Internal Audit & Enterprise Risk Management (or such individual in a similar capacity or position who performs a substantially similar function) has access to the Chair, the Chair of the Board, the Chief Executive Officer, and the Chief Financial Officer, and periodically meet separately with the Sr. Director, Internal Audit & Enterprise Risk Management (or such individual in a similar capacity or position who performs a substantially similar function) to review any problems or difficulties he or she may have encountered and specifically:

(i) any difficulties that were encountered in the course of the audit work, including restrictions on the scope of activities or access to required information, and any disagreements with management;

(ii) any changes required in the planned scope of the internal audit; and

(iii) the internal audit function’s responsibilities, budget and staffing;

and report to the Board on such meetings.

22. Oversight in Respect of Legal and Regulatory Compliance

The Committee, to the extent required by applicable laws or rules, or otherwise considered by the Committee to be necessary or appropriate, shall:

(a) review with the Chief Legal Officer (or such individual in a similar capacity or position who performs a substantially similar function) the Corporation’s compliance policies, legal matters, and any reports or inquiries received from regulators or governmental agencies that could have a material effect upon the financial position of the Corporation and that are not subject to the oversight of another committee of the Board;

(b) establish procedures for (i) the receipt, retention and treatment of complaints received by the Corporation regarding accounting, internal accounting controls or auditing matters and (ii) the confidential, anonymous submissions by employees of the Corporation of concerns regarding questionable accounting or auditing matters; and

(c) periodically review the Corporation’s public disclosure policy.

23. Limitations on Oversight Function

While the Committee has the responsibilities and powers set forth in this Charter, it is not the duty of the Committee to plan or conduct audits or to determine that the Corporation’s financial statements are complete and accurate or are in accordance with IFRS. These are the responsibilities of management and the independent auditor. The Committee, its Chair, and any of its members who have accounting or related financial management experience or expertise are members of the Board of the Corporation appointed to the Committee to provide broad oversight of the financial risk and control related activities of the Corporation, and are specifically not accountable nor responsible for the day-to-day operation or performance of such activities. A member or members having accounting or related financial management experience or expertise, or being designated as an “audit committee financial expert,” does not impose a higher degree of individual responsibility or obligation on such member. Rather, the role of any such members, like the role of all Committee members, is to oversee the accounting and financial reporting processes and not to certify or guarantee the accuracy or completeness of the internal or external audit of the Corporation’s financial information or public disclosure.

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24. Funding for Audit and Oversight Functions

The Committee shall have the sole authority to determine (subject to Board confirmation as required), and to require the Corporation to fund, (a) appropriate compensation to the independent auditor engaged for the purpose of preparing or issuing an audit report or performing other audit, review, or attest services; (b) appropriate compensation to any advisors to the Committee; and (c) administrative expenses necessary or appropriate to carrying out the Committee’s duties.

25. Committee Evaluation

The Committee’s performance shall be evaluated regularly, in accordance with a process developed by the Corporate Governance & Nominating Committee and approved by the Board, and the results of that evaluation shall be reported to the Corporate Governance & Nominating Committee and to the Board.

26. Review of Committee’s Charter

The Committee shall assess the adequacy of this Charter on an annual basis and recommend any changes to the Board.

27. Non-Exhaustive List

The foregoing list of duties is not exhaustive, and the Committee may, in addition, perform such other functions as may be necessary or appropriate for the performance of its oversight responsibilities.

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EXHIBIT “A”

Hiring Policies regarding Partners and Employees of the Independent Auditor

and Certain of Their Family Members

The hiring of current partners and employees or former partners and employees of the Corporation’s independent auditor or certain of their family members shall be subject to Committee approval in advance of hiring in the following circumstances:

(a) the hiring, for any position within the Corporation, of anyone who has served as a partner or employee of the independent auditor and who was a member of the Corporation’s audit team during any of the preceding three fiscal years; or

(b) the hiring, for a senior position within the Corporation (including any accounting or financial reporting oversight role), of anyone who (i) has served as a partner or employee of the independent auditor during any of the preceding three fiscal years, regardless whether that person was a member of the Corporation’s audit team, or (ii) has served as a partner or employee of the independent auditor and (A) continues to influence the independent auditor’s operations or financial policies, (B) has capital balances in the independent auditor, or (C) has financial arrangements with the independent auditor other than a fully funded retirement plan providing the regular payment of fixed sums; or

(c) the hiring, for any accounting or financial reporting oversight role within the Corporation, of the spouse or spousal equivalent, parent, dependent, nondependent child, or sibling of anyone who, during any of the preceding three fiscal years, has served as a partner or employee of the independent auditor and who (i) was a member of the Corporation’s audit team, (ii) supervised or had direct management responsibility for the audit (including at all successively senior levels through the independent auditor’s chief executive), (iii) evaluated the performance or recommended the compensation of the audit engagement partner, (iv) provided quality control or other oversight of the audit, (v) provided 10 or more hours of non-audit services to the Corporation (or expects so to provide), or (vi) served in the office of the independent auditor in which the lead audit engagement partner primarily practiced in connection with the audit.

In considering whether to approve a proposed hiring under any of the foregoing circumstances, the Committee may take into account any advice by the Chief Legal Officer or the Corporate Secretary (or such officers in similar capacities or positions who performs substantially similar functions) of the Corporation that a proposed hiring is not barred by the independence standards applicable to independent auditors of issuers of securities listed on the Toronto Stock Exchange or the New York Stock Exchange.

The Chief Financial Officer shall report to the Committee annually, if applicable, any hiring during the preceding fiscal year of partners and employees of the Corporation’s independent auditor not falling within the foregoing circumstances, including the identity and position within the Corporation of such hired persons.

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EX-99.2

EXHIBIT 99.2

Agrium Inc.

Management’s Discussion and Analysis

For the year ended

December 31, 2017

February 20, 2018

Management’s Discussion and Analysis

Table of Contents

	Page
Forward-looking Statements		1
2017 Key Priorities and Results		2
Merger with PotashCorp		4
Discontinued Operations		4
Retail Overview and 2017 Results		5
Wholesale Overview and 2017 Results		7
Other Non-operating Segment 2017 Results		10
Consolidated Performance		10
Quarterly Results of Operations		13
Financial Condition		15
Outstanding Share Data		17
Liquidity and Capital Resources		17
Debt Instruments, Capital Management and Ratings		21
Off-balance Sheet Arrangements		22
Financial Instruments		22
Material Business Risks		22
Provisions and Contingencies for Asset Retirement, Environmental and Other Obligations		25
Controls and Procedures		28
Critical Accounting Estimates		28
Accounting Standards and Policy Changes		29
Non-IFRS Financial Measures		30
2017 Fourth Quarter Management’s Discussion and Analysis		32
Key Assumptions and Risks in Respect of Forward-looking Statements		37

February 20, 2018

Management’s Discussion and Analysis

This Management’s Discussion and Analysis (MD&A) of operations and financial condition focuses on Agrium’s historical performance for the years ended December 31, 2017 and 2016. The Board of Directors of Agrium Inc. (“Agrium”) carried out its responsibility for review of this disclosure and, prior to publication, approved this disclosure.

Throughout this MD&A, “we”, “us”, “our”, “the Company” and “Agrium” mean Agrium Inc., its subsidiaries and its joint arrangements, until December 31, 2017.

This MD&A is as of February 20, 2018, and should be read in conjunction with the consolidated annual financial statements of Agrium for the 12 months ended December 31, 2017 (the “Consolidated Financial Statements”).

Additional information relating to the Company, including its consolidated quarterly and annual financial information and its Annual Information Form (AIF) for the year ended December 31, 2017, is available under Agrium’s corporate profile on SEDAR (www.sedar.com). The Company’s reports are also filed with the U.S. Securities and Exchange Commission on EDGAR (www.sec.gov).

All dollar amounts refer to U.S. dollars, except where otherwise stated. Financial information presented and discussed in this MD&A, except as noted otherwise, is prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). The 2016 comparative period has been restated to exclude the results of CPO (as defined herein), which are presented under discontinued operations. Refer to “Discontinued Operations” section for more details.

Certain financial measures in this MD&A, listed in the table below, are not prescribed by and do not have any standardized meaning under IFRS. Our method of calculation of the non-IFRS financial measures may not be directly comparable to that of other companies. We consider these non-IFRS financial measures to provide useful information to both management and investors in measuring our financial performance and financial condition. These non-IFRS financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with IFRS. Refer to “Non-IFRS Financial Measures” section for further details, including a reconciliation of the non-IFRS financial measures to their most directly comparable measures calculated in accordance with IFRS.

Non-IFRS Financial Measures

Cash operating coverage ratio

Cash selling and general and administrative costs, cash cost of product manufactured

Normalized comparable store sales

Consolidated and business unit net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations (EBITDA), EBITDA to sales

Wholesale measures that include Agrium’s proportionate share of results of joint ventures: sales, cost of product sold, gross profit

FORWARD-LOOKING STATEMENTS

Certain statements and other information included in this MD&A constitute “forward-looking information” and/or “financial outlook” within the meaning of applicable Canadian securities legislation or “forward-looking statements” within the meaning of applicable U.S. securities legislation (collectively herein referred to as “forward-looking statements”), including the “safe harbour” provisions of provincial securities legislation and the U.S. Private Securities Litigation Reform Act of 1995, Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and Section 27A of the U.S. Securities Act of 1933, as amended. Forward-looking statements are typically identified by the words “believe”, “expect”, “anticipate”, “project”, “intend”, “estimate”, “outlook”, “focus”, “potential”, “will”, “should”, “would”, “could” and other similar expressions.

Forward-looking statements in this MD&A are intended to provide information regarding Agrium, including management’s assessment of future financial and operational plans and outlook, and may not be appropriate for other purposes. These forward-looking statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond our control and which could cause actual results to differ materially from such forward-looking statements. As such, readers should not place undue reliance on these forward-looking statements. Refer to “Key Assumptions and Risks in Respect of Forward-looking Statements” section for further details.

AGRIUM Annual Report  |  1

2017 Key Priorities and Results

1.	Environment, Health, Safety and Security (EHS&S)
	Goal:	Achieve the vision of eliminating life-altering incidents through enhanced employee engagement, leadership accountability and further cultural integration of the ‘Safety. Always. Everywhere’ campaign
	Result:	Achieved
	Comments:	In 2017, Agrium had a strong safety performance with lower rates of recordable injuries, lost time injuries and environmental incidents than in 2016. We rolled out a company-wide Safety Culture Action Plan with a focus on safety leadership. This included centralizing many EHS&S functions to better serve the business operations and implementing a Leader Commitment program to develop a culture of commitment to safety. Despite overall improvement in our safety performance, Agrium reported one fatality this year.
		Cases per 200,000 hours worked		2017 Actual	2016 Actual
		Combined Total Recordable Injury Rate		1.21	1.57
		Employee Lost Time Injury Rate		0.49	0.56
		Environmental Incident Rate		0.07	0.09
		Serious Environmental Events		18	16
2.	Operational Excellence
	Goal:	In Wholesale, continue to improve capacity utilization and reduce fixed costs across the business
	Result:	Not achieved
	Comments:	Wholesale did not achieve target utilization rates in 2017 due to longer-than-expected planned maintenance turnarounds and other outages. Additional maintenance time was required to reduce outage risk and to transition these facilities to a four-year versus a two- year turnaround cycle. Wholesale achieved fixed-cost reductions of $16-million in 2017, bringing the cumulative savings to approximately $80-million since 2015.
		Capacity Utilization (%)	2017 Actual	2016 Actual	2017 Target (a)
		Ammonia (b)	87	95	98
		Potash (c)	80	88	91
		Phosphoric acid	71	91	88
		(a)  Annual December 31, 2017 targets. Certain amounts have been restated to exclude CPO.
		(b)  Excludes results from Joffre nitrogen facility. Ammonia capacity is adjusted for normal outages and planned maintenance.
		(c)   The capacity utilization target and 2017 actual reflect the full post-expansion capacity.
	Goal:	In Retail, achieve higher year-over-year normalized comparable store sales and EBITDA margin and achieve lower non-cash working capital and operating costs on a comparable store basis
	Result:	Partly achieved
	Comments:	Retail achieved improvement in EBITDA to sales and cash operating coverage ratios and maintained the other key metrics in a challenging agricultural environment this year.
				2017	2016
		Normalized comparable store sales (%)		2	2
		EBITDA to sales (%)		10	9
		Average non-cash working capital to sales (%)		17	17
		Cash operating coverage ratio		60	61
	Goal:	Achieve further reductions in Corporate general and administrative cash costs
	Result:	Not achieved
	Comments:	Corporate cash general and administrative costs increased by $8-million in 2017 and were comparable to costs in 2015.

AGRIUM Annual Report  |  2

3.	Growth
	Goal:	Continue to grow U.S. Retail market share through organic growth, acquisition opportunities and new build Retail locations
	Result:	Achieved
	Comments:	In 2017, Agrium acquired 44 locations in North America and Australia, which are expected to add approximately $300-million in sales in 2018.
		Retail is pursuing greenfield location builds in seven U.S. states. In 2017, two locations became operational and we expect construction will be completed on another six locations in 2018. Several other locations are under design and at different stages of construction.
	Goal:	Continue to grow proprietary seed, plant health, and crop protection product businesses
	Result:	Achieved
	Comments:	Retail increased its total proprietary product sales as a percentage of total sales by 2 percentage points. We achieved growth in proprietary product sales as a percentage of total sales in crop nutrients, crop protection products and seed.
		We expect our acquisition of a hybrid rice breeding facility, which is expected to commence commercial sales in 2020, to support our proprietary seed portfolio and future growth potential.
	Goal:	Continue to expand our precision agriculture offerings and ECHELON® footprint
	Result:	Achieved
	Comments:	Currently, we provide this multi-crop service offering to more than 84,000 growers. We have mapped close to 50 million acres across our retail footprint and created more than 8.4 million acres of fertility prescriptions based on soil testing and other proprietary methods. All key metrics have seen significant growth year-over-year, and the ECHELON platform continues to deliver great value to grower customers.
	Goal:	Expand Agrium Financial ServicesTM offering throughout the U.S.
	Result:	Achieved
	Comments:	In 2017, Agrium Financial Services established partnerships with suppliers of crop inputs to offer competitive financing to growers on a suite of seed and crop protection products. The scope of in-house finance offerings has expanded to provide general grower financing across the U.S. In 2017, the number of customer finance accounts and the total loan principal managed by Agrium Financial Services increased by 38 percent and 178 percent, respectively. Additional supplier finance programs and continued market penetration are expected to drive incremental finance business growth in 2018.
4.	Complete Merger and Commence Integration with Potash Corporation of Saskatchewan Inc.
	(“PotashCorp”)
	Goal:	Complete merger with PotashCorp (the “Merger”) within target timeframe
	Result:	Partially achieved
	Comments:	The Merger with PotashCorp took longer than originally anticipated due to requests by certain government regulatory approval bodies for specific asset divestures. The Merger was completed on January 1, 2018, and the first day of operations for Nutrien Ltd., the resulting parent company, was January 2, 2018.
	Goal:	Complete integration planning and achieve meaningful integration progress in 2017
	Result:	Achieved
	Comments:	Significant integration planning and progress was made in 2017 which allowed the new parent company, Nutrien, to successfully commence operations in 2018.
	Goal:	Begin capturing identified synergies from the Merger
	Result:	Achieved
	Comments:	Agrium and PotashCorp have clearly identified synergy opportunities and developed processes to begin capturing these in 2018. The synergy target remains at $500-million for Nutrien, with 50 percent of the synergies expected to be captured by the end of 2018 and the remaining 50 percent by the end of 2019.

AGRIUM Annual Report  |  3

Merger with PotashCorp

In late December 2017, Agrium and PotashCorp received all the required regulatory approvals to complete the Merger, which was completed effective January 1, 2018. Agrium shareholders received 2.23 common shares of Nutrien for each Agrium share held, and PotashCorp shareholders received 0.40 of a common share of Nutrien for each PotashCorp share held. Nutrien common shares commenced trading on the Toronto Stock Exchange (“TSX”) and the New York Stock Exchange (“NYSE”) on January 2, 2018 under the ticker symbol “NTR”. Trading of common shares of Agrium and PotashCorp was halted on the TSX and NYSE concurrently with the listing of Nutrien common shares on such exchanges, and were delisted shortly thereafter.

Immediately after completion of the Merger, Nutrien held all of the issued and outstanding common shares of Agrium through its wholly owned subsidiary, Agrium AcquisitionCo ULC. On February 1, 2018, Agrium amalgamated with Agrium AcquisitionCo ULC, and is currently a wholly-owned subsidiary of Nutrien.

In connection with obtaining certain regulatory approvals required in respect of the Merger, Agrium and PotashCorp agreed to certain conditions, including:

• the divestment of Agrium’s Conda, Idaho phosphate production facility and adjacent phosphate mineral rights (“CPO”) and North Bend, Ohio nitric acid facility (“North Bend Facility”); and

• the divestment of PotashCorp’s minority shareholdings in Arab Potash Company, Sociedad Quimica y Minera de Chile S.A., Israel Chemicals Ltd. (“ICL”) and Sinofert Holdings Limited within certain specified time periods over the 18 months following the Merger.

On January 12, 2018, the dispositions of CPO and the North Bend Facility were completed. The disposition of ICL by PotashCorp was completed on January 24, 2018.

Refer to note 1 of the 2017 Financial Statements. For additional information with respect to the Merger, please refer to the Material Change Report of Agrium dated January 2, 2018, a copy of which has been filed on SEDAR under Agrium’s profile at www.sedar.com.

The reportable segments for Nutrien are Retail, Potash, Nitrogen, Phosphate and Sulfate, and Other. Currently, Agrium’s reportable segments include Retail North America, Retail International, Nitrogen, Potash, Phosphate, Wholesale Other, and Other. Reportable segments are determined based on how the Chief Operating Decision Maker measures performance and allocates resources based on information it considers most relevant in evaluating the results of operating segments relative to other entities that operate in similar industries.

Discontinued Operations

In November 2017, we announced the planned sale of CPO to Itafos Conda LLC (“Itafos”) and of the North Bend Facility to Trammo Nitrogen Products, Inc. These divestitures were intended to address certain conditions imposed with respect to the Merger and were subject to the U.S. Federal Trade Commission approval.

As part of the CPO disposition, Agrium entered into several long-term strategic supply and offtake agreements with Itafos, some of which extend to 2023. Under the terms of certain of such agreements, Agrium agreed to supply 100 percent of the ammonia requirements of CPO and purchase 100 percent of the monoammonium phosphate (MAP) product produced at CPO. The MAP production is estimated at 330,000 tonnes per year.

The North Bend facility is a nitrogen product upgrade site. It has produced on average approximately 70,000 tonnes of nitric acid per year over the past two years.

Both divestiture transactions were completed on January 12, 2018.

We have reclassified the results of operations of CPO as discontinued and recorded the assets held for sale at fair value less cost to sell. We have restated for the comparative year ended December 31, 2016. Refer to notes 1 and 21 of the Consolidated Financial Statements for additional information.

AGRIUM Annual Report  |  4

Retail Overview and 2017 Results

Agrium’s Retail business is a global leader in providing agricultural crop inputs and complete solutions including fertilizer, crop protection products, seed, services and advice to growers. As the world’s largest retail distributor of crop inputs, we operate more than 1,500 retail facilities across the U.S., Canada, Australia and key areas of South America.

We have approximately 3,300 agronomists and field experts working directly with growers, helping them optimize crop yields and maximize economic returns on their farms. Our experts help growers implement the best management practices based on a thorough understanding of soils, climate conditions and crop requirements and utilizing our portfolio of leading products and services.

We also manufacture and sell several advanced proprietary crop protection products and nutritionals under the Loveland Products^® brand, seed products under the brand names Dyna-Gro^® and Proven^®, and animal health products under the Dalgety^® brand. These leading crop input and animal health products provide farmers and ranchers with a portfolio of useful and competitive choices to successfully grow and protect their agricultural products.

Precision agriculture is the practice of using the latest technology to allow growers to better address variability in yield potential across their fields to more accurately and effectively utilize crop inputs and farming practices to improve yields. Precision agriculture technology, combined with best farming practices such as the 4R program, enable growers to increase their crop yields using the same or potentially lower levels of crop inputs, which can both improve their economic returns and lead to significant benefits to the environment. Our Retail business provides the latest in technology through our proprietary ECHELON^® platform, which allows our crop consultants to better analyze and demonstrate the value of our recommendations and products while increasing economic opportunities for our grower customers.

We have a large global network and decades of hands-on industry experience. Our Retail operations provide the key crop inputs and services needed in each region in which they operate. As a result, there is some diversity in our products and services offered in each region, often associated with the type of agricultural production or the history of products and services provided in that region. For virtually all regions we provide fertilizer, crop protection products, seed and application services. However, in Australia we also provide valuable livestock marketing and auction services and facilitate an extensive offering of insurance products and financial services. In Western Canada, we also market crop storage bins, provide fuel sales and services, and offer financial services to our customers.

Retail >> Financial Results

Retail performance
(millions of U.S. dollars)	2017		2016
Sales	12,103		11,766
Cost of product sold	9,157		8,980
Gross profit	2,946		2,786
Expenses
Selling	2,007		1,899
General and administrative	100		102
Earnings from associates and joint ventures	(9	)	(6	)
Other income	(42	)	(26	)
EBIT (a)	890		817
EBITDA	1,179		1,091

(a) Net earnings (loss) before finance costs, income taxes, and net earnings (loss) from discontinued operations.

• Total Retail sales and gross profit were slightly higher this year due to the contribution from recent acquisitions and organic growth related to the strength of our proprietary products.

• North American Retail EBITDA increased in 2017 compared to the prior year primarily as a result of strong earnings in the U.S., driven by contributions from acquisitions, higher proprietary product sales and continued focus on Operational Excellence initiatives.

• International Retail also delivered strong earnings in 2017 as Australia achieved yet another year of record earnings.

AGRIUM Annual Report  |  5

Retail >> Expenses

• Retail 2017 selling expenses were slightly higher than in 2016, however selling expenses as a percentage of sales were comparable to 2016. General and administrative expenses were also consistent with 2016 levels. After adjusting for acquisitions made in 2017, cash selling, general and administrative costs as a percentage of sales were comparable to 2016.

• Depreciation and amortization expense increased to $289-million in 2017 from $274-million in 2016 due to additional property, equipment and intangibles associated with the recent acquisitions and sustaining capital expenditures.

Retail >> Product Line Performance

Product line performance
	Sales		Gross profit		Gross profit (%)
(millions of U.S. dollars, except as noted)	2017	2016	2017	2016	2017	2016
Crop nutrients	4,121	4,310	848	832	21	19
Crop protection products	4,937	4,684	1,185	1,114	24	24
Seed	1,628	1,462	325	297	20	20
Merchandise	683	621	106	103	16	17
Services and other	734	689	482	440	66	64
Total	12,103	11,766	2,946	2,786	24	24

Crop nutrients

• Agrium’s Retail crop nutrient sales decreased in 2017 due to lower global nutrient prices, especially for ammonia products, compared to 2016. This was partially offset by an increase in crop nutrient sales volumes to 10.2 million tonnes from 10.0 million in 2016. The higher volumes resulted from strong sales, particularly in the U.S. and Canada this year, as well as recent acquisitions.

• Crop nutrient gross profit increased in 2017 compared to 2016 due to higher sales volumes, which more than offset the impact of lower average selling prices. Crop nutrient average margin per tonne was 1 percent lower despite a 7 percent decline in average realized selling prices, due to improved cost of goods sold per tonne.

Crop protection products

• Crop protection products sales and gross profit were higher in 2017 than in 2016 due to strong demand for herbicide and adjuvant products in North America and as a result of recent acquisitions. Crop protection proprietary product sales were also higher in 2017 and increased by one percentage point as a percentage of total crop protection sales.

Seed

• Seed sales were 11 percent higher in 2017 compared to 2016, and gross profit was 9 percent higher despite lower total seeded acreage and lower corn acreage in the U.S. this year. The higher seed sales and gross profit levels were primarily supported by an increase in higher-margin proprietary seed sales, higher cotton and soybean acreage in the U.S., and higher canola acreage in Canada this year.

Merchandise

• Merchandise sales increased in 2017, primarily due to strong results from our Australian business, which achieved 13 percent higher sales primarily from animal health and management services.

• Merchandise gross profit also increased by $3-million in 2017, while gross profit as a percentage of sales decreased by one percentage point. This was the result of a lower proportion of higher-margin product sales in Australia and a higher percentage of earnings from our lower-margin fuel business in Canada.

Services and Other

• Sales of application and other services increased by 7 percent in 2017 compared to 2016, while gross profit increased by 10 percent. This was driven by higher demand for livestock export services in Australia.

AGRIUM Annual Report  |  6

Wholesale Overview and 2017 Results

Agrium’s Wholesale business unit is one of the world’s largest producers of crop nutrients, with combined global capacity of approximately 11 million product tonnes per year. We produce and market all three major crop nutrients, which are essential for farmers to optimize crop yields and quality. Our North American production portfolio benefits from significant competitive advantages and enables us to manufacture and distribute fertilizers efficiently, delivering world-class, high quality products to our customers on a timely basis. We strive to produce, distribute and promote the use of these products as safely and sustainably as possible.

Our Wholesale operations include nine nitrogen, one potash and one phosphate production facilities (excluding CPO) and four other upgrade facilities across North America. We also have significant equity interests in nitrogen facilities in Argentina and Egypt. In total, our annual nitrogen capacity is almost six million product tonnes, our potash capacity is three million tonnes and our phosphate capacity is over half a million tonnes. We also have over one million tonnes of capacity for upgrading and production of other nutrients such as Environmentally Smart Nitrogen (ESN^®) and ammonium sulfate.

Our Wholesale operations have an extensive logistics network across North America that optimizes delivery of our products to our agricultural and industrial customers even during highly seasonal peak periods of demand. In total, our North American distribution and storage capacity amounts to approximately 2.1 million tonnes. We have more than 4,900 railcars under long-term operating leases. We also use barges, pipelines and ocean vessels to transport our products. Agrium Europe owns and leases approximately 200,000 tonnes of dry and liquid storage capacity at both port and inland sites. This is in addition to the extensive distribution and warehousing available through our Retail business and, in some cases, warehousing facilities shared between the business units.

Wholesale >> Financial Results

Wholesale performance
(millions of U.S. dollars)	2017		2016
Sales	2,359		2,428
Cost of product sold	1,888		1,872
Gross profit	471		556
Expenses
Selling	24		31
General and administrative	26		28
Earnings from associates and joint ventures	(30	)	(61	)
Other expenses	34		57
EBIT	417		501
EBITDA	639		704

• Wholesale sales in 2017 were 3 percent lower than in 2016 due to lower sales volumes and selling prices for nitrogen and phosphate compared to the prior year. This was partially offset by higher sales volumes of potash from the continuing ramp-up of the Vanscoy potash facility and higher realized potash selling prices. Gross profit was 15 percent lower due to the lower sales volumes and selling prices as well as higher cost of product sold in 2017 compared to 2016.

• Cost of product sold was 1 percent higher overall in 2017 compared to 2016, primarily due to higher natural gas costs and the strengthening of the Canadian dollar during the year.

• Wholesale selling, general and administrative expenses in 2017 were significantly lower than in 2016 due to an ongoing focus on Operational Excellence initiatives and cost reviews.

• Earnings from associates and joint ventures in 2017 were significantly below 2016 levels, mainly due to the impact of non-recurring items. In 2016, we recognized a higher foreign exchange gain in Misr Fertilizers Production Company S.A.E. (“MOPCO”) from the devaluation of the Egyptian pound and also a reversal of a gas provision in Profertil S.A. (“Profertil”).

• Other expenses decreased by $23-million from 2016, primarily due to non-recurring losses incurred in 2016 relating to the termination of a distribution agreement and cancellation of a Canpotex terminal.

AGRIUM Annual Report  |  7

Nitrogen

Nitrogen performance
	2017			2016
(millions of U.S. dollars)	Consolidated	Equity accounted joint venture	Total (a)	Consolidated	Equity accounted joint venture	Total (a)
Sales	1,009	216	1,225	1,144	196	1,340
Cost of product sold	757	167	924	757	164	921
Gross profit	252	49	301	387	32	419

(a) Wholesale measures including share of joint venture.

Nitrogen gross profit

• Nitrogen gross profit decreased by 35 percent in 2017 due to lower sales volumes, lower realized selling prices and a higher cost of product sold per tonne.

Nitrogen sales volumes and operating rates

• Our nitrogen product category primarily consists of urea, ammonia, UAN and industrial-grade ammonium nitrate. Urea is the highest volume nitrogen product sold globally and accounted for 44 percent of Agrium’s nitrogen sales volumes in 2017.

• Nitrogen sales volumes declined by 6 percent in 2017, primarily due to lower product availability.

• Agrium’s operating rates declined in 2017 compared to 2016 due to major planned maintenance turnarounds and unplanned downtime in the second half of the year. Ammonia capacity utilization was 87 percent in 2017 compared to 95 percent in 2016 and our 2017 target of 98 percent.

Nitrogen prices

• Realized nitrogen selling prices decreased by 6 percent in 2017 compared to 2016, while benchmark prices remained relatively flat. The NOLA urea benchmark averaged $229 per tonne in 2017. The lower realized selling price reflects a greater proportion of sales being made during the first half of 2017 relative to 2016, when benchmark prices were lower on a year-over-year basis and timing of forward sales activity.

Nitrogen product and gas cost

• Nitrogen cost of product sold per tonne increased in 2017 due to higher natural gas costs as well as lower utilization rates compared to 2016. Overall gas cost in 2017 was $2.52 per MMBtu compared to $2.16 per MMBtu in 2016.

• Production asset depreciation and amortization expense of $23 per tonne in 2017 (compared to $22 per tonne in 2016) is included in cost of product sold.

• For 2018 and 2019, we have hedged approximately 33 percent and 24 percent, respectively, of expected natural gas requirements at an average of approximately $2.57 per MMBtu and $2.08 per MMBtu (excluding gas requirements for industrial sales, which are naturally hedged as the contracts are on a cost-plus basis).

Potash

Potash performance
	2017			2016
(millions of U.S. dollars)	North America	International	Total	North America	International	Total
Sales	341	178	519	257	162	419
Cost of product sold			390			367
Gross profit			129			52

Potash gross profit

• Potash gross profit strengthened significantly in 2017 compared to 2016 due to higher production and sales volumes from our Vanscoy potash facility and improved global potash pricing.

Potash sales volumes and operating rates

• Potash sales volumes increased 9 percent in 2017, due to the continued ramp up of production capacity at our Vanscoy potash facility and strong demand in 2017. We reached 2.4 million tonnes of production in 2017.

AGRIUM Annual Report  |  8

Potash prices

• North American and international benchmark potash prices improved in 2017 compared to 2016 as the global supply and demand balance tightened and prices experienced upward momentum.

• Benchmark prices in the U.S. Corn Belt were higher than in 2016, with Midwest potash prices averaging $282 per tonne in 2017 compared to $263 per tonne in 2016.

• Our international prices are referenced at the mine site, thereby excluding transportation and distribution costs, while our North American sales are referenced at delivered prices and include transportation and distribution costs.

Potash product cost

• The total cost of product sold for potash increased due to higher sales volumes during the year. However, the cost of product sold per tonne decreased due to fixed costs being distributed over greater sales volumes. Our production costs are reported as a weighted average of domestic and international sale volumes. A shift in relative weighting between these two end-markets can impact our reported average costs per tonne due to the inclusion of freight and distribution costs in the North American cost of goods sold. In 2017, 55 percent of our sales volumes were sold in the domestic market compared to 53 percent in 2016.

• Production asset depreciation and amortization expense was $46 per tonne in 2017 (compared to $44 per tonne in 2016) and is included in cost of product sold.

Phosphate

Phosphate performance
(millions of U.S. dollars)	2017	2016
Sales	237	289
Cost of product sold	228	261
Gross profit	9	28

Phosphate gross profit

• The decrease in phosphate gross profit in 2017 is due mainly to lower sales volumes at the Redwater facility and lower realized selling prices compared to 2016.

Phosphate sales volumes and operating rates

• Sales volumes from our Redwater facility were 14 percent lower in 2017 due to an extended maintenance turnaround during the second half of 2017.

Phosphate prices

• Our realized phosphate price decreased by 5 percent in 2017 due to lower global benchmarks during the first half of 2017 and timing of forward sales activity.

Phosphate product cost

• Total cost of product sold decreased by 13 percent due to lower sales volumes, despite slightly higher input costs in 2017. Production asset depreciation and amortization expense of $29 per tonne in 2017 (compared to $25 per tonne in 2016) is included in the cost of product sold.

Ammonium sulfate, ESN^® and other Wholesale products

Wholesale Other performance
(millions of U.S. dollars)	2017	2016
Sales	594	576
Cost of product sold	513	487
Gross profit	81	89

• While ammonium sulfate selling prices were comparable to the prior year, lower sales volumes due to an extended maintenance outage increased the cost of product sold per tonne. As a result, gross profit per tonne was lower year-over-year.

• ESN and other Wholesale products gross profit decreased due to lower realized selling prices of these products. Lower ESN selling prices were partially offset by lower cost of product sold due to lower urea input costs. Despite significant interruption to ESN production, demand for this controlled-release nitrogen product remained strong in 2017.

AGRIUM Annual Report  |  9

Other Non-Operating Segment 2017 Results

“Other” is a non-operating segment comprising corporate and administrative functions that provide support and governance to our operating business units. Other is also used to eliminate purchase and sale transactions between our Retail and Wholesale business units so each business unit can be evaluated independently.

Expenses included in EBIT of our non-operating segment primarily comprise general and administrative costs at our headquarters, share-based payments, and other expenses such as regulatory compliance and foreign exchange gains and losses.

Other EBIT decreased by $63-million in 2017 compared to 2016 primarily due to:

• $28-million lower gross profit recovery as a result of higher inter-segment inventory held by Retail at the end of 2017

• An increase of $63-million in our Merger and related costs

• An increase of $14-million in share-based payments primarily driven by the Agrium share price increase on December 29, 2017

This was partially offset by:

• Recovery of $12-million in our accrued insurance liabilities

• Impairment loss of $15-million in an international investment recorded in 2016

Consolidated Performance

Selected annual information
(millions of U.S. dollars, except per share amounts)	2017	2016	2015	(a)
Sales	13,766	13,457	14,795
Cost of product sold	10,340	10,078	10,907
Gross profit	3,426	3,379	3,888
Expenses	2,410	2,289	2,272
Earnings before finance costs and income taxes	1,016	1,090	1,616
Finance costs related to long-term debt	210	204	181
Other finance costs	101	74	71
Earnings before income taxes	705	812	1,364
Income taxes	203	228	376
Net earnings from continuing operations	502	584	988
Net (loss) earnings from discontinued operations	(187)	12	-
Net earnings	315	596	988
Attributable to:
Equity holders of Agrium	310	592	988
Non-controlling interest	5	4	-
Net earnings	315	596	988
Earnings per share attributable to equity holders of Agrium
Basic and diluted earnings per share from continuing operations	3.60	4.20	6.98
Basic and diluted (loss) earnings per share from discontinued operations	(1.36)	0.09	-
Basic and diluted earnings per share	2.24	4.29	6.98
Total assets	17,942	16,963	16,377
Non-current financial liabilities
Long-term debt	4,397	4,398	4,513
Other non-current financial liabilities	60	29	50
Total non-current financial liabilities	4,457	4,427	4,563
Dividends declared	483	484	478
Dividends declared per share	3.50	3.50	3.41

(a) 2015 was not restated for discontinued operations.

AGRIUM Annual Report  |  10

Sales

2017 vs. 2016

• Retail’s sales increased in 2017 primarily as a result of recent acquisitions and higher sales of our proprietary products. Solid demand for herbicide and insecticide products in North America, higher cotton and soybean acreages in the U.S., and higher canola acreages in Canada also contributed to the increase. Competitive pricing pressures and volatile commodity markets affected our realized selling prices.

• Wholesale’s sales decreased in 2017 primarily as a result of plant downtime in the second half of 2017 and lower realized selling prices for nitrogen and phosphate due to a greater proportion of sales in the first half of 2017 when benchmark prices were lower than in 2016. This was partially offset by higher realized selling prices and sales volumes for potash due to continued ramp-up of production at the Vanscoy potash facility.

2016 vs. 2015

• Despite increased crop nutrients sales volumes, Retail’s sales decreased in 2016 primarily as a result of lower crop nutrient selling prices. Competitive pricing pressures and volatile commodity markets affected our selling prices. On the other hand, increased corn and cotton acreages, improved political and economic environment in Argentina, and weather conditions supporting crop protection application increased sales for Retail.

• Wholesale’s sales decreased in 2016 primarily as a result of lower realized selling prices for all products consistent with benchmark pricing. Overall sales volumes were higher compared to 2015, in particular for potash due to higher product availability resulting from the ramp-up of production at the Vanscoy potash facility as well as an increase in Agrium’s Canpotex allocation in 2016.

Gross profit

2017 vs. 2016

• Retail’s gross profit increased in 2017 primarily as a result of recent acquisitions, higher sales of higher-margin proprietary products and continued focus on Operational Excellence initiatives.

• Wholesale’s gross profit decreased in 2017 primarily due to lower sales volumes and lower realized selling prices for nitrogen and phosphate. Costs also increased due to higher natural gas input costs and extended planned maintenance turnarounds as well as unplanned downtime in the second half of 2017.

2016 vs. 2015

• Retail’s gross profit increased in 2016 primarily as a result of higher crop protection product and application sales, increased sales of higher-margin proprietary products, increased supplier rebates and growing livestock business in Australia.

• Wholesale’s gross profit decreased in 2016 due to cost management efforts, lower input costs including natural gas, and higher utilization rates for ammonia and phosphoric acid, Wholesale was able to reduce its cost of product sold across all major product lines. This was not sufficient, however, to offset the lower realized selling prices.

Expenses

Expenses breakdown
(millions of U.S. dollars)	2017		2016
Selling	2,014		1,913
General and administrative	247		240
Share-based payments	69		55
Earnings from associates and joint ventures	(39	)	(66	)
Other expenses	119		147
	2,410		2,289

• Substantially all of our selling expenses were incurred by our Retail business unit. Selling expenses increased due to recent acquisitions, which resulted in higher payroll expense and increased depreciation and amortization due to a greater depreciable asset base, and higher fuel costs. Retail selling expenses as a percentage of sales were similar to 2016.

• Share-based payments expense increased due to an increase in Agrium’s share price at December 29, 2017.

• Earnings from associates and joint ventures decreased in 2017 primarily as a result of a lower foreign exchange gain from the devaluation of the Egyptian pound and the reversal of a gas tariff provision of $21-million at Profertil in 2016.

AGRIUM Annual Report  |  11

Other expenses breakdown
(millions of U.S. dollars)	2017	2016
Loss on foreign exchange and related derivatives	14	13
Interest income	(59)	(66)
Asset impairment	-	15
Environmental remediation and asset retirement obligations	18	10
Bad debt expense	29	35
Potash profit and capital tax	13	12
Merger and related costs	94	31
Other	10	97
	119	147

Other expenses reflects the following:

• An increase in Merger and related costs of $63-million in 2017

• Lower expenses related to legal settlements and related fees of $18-million and Information Technology outsourcing costs of $14-million in 2016 with no similar expenses in 2017

• Impairment loss of $15-million in an international investment recorded in 2016

• Losses of $14-million from the termination of a distribution agreement and cancellation of a Canpotex terminal recorded in 2016

Finance costs

• Finance costs increased by $33-million in 2017 compared to 2016 as a result of higher customer prepayments, lower capitalized interest as the Borger expansion project was completed and increased commercial paper drawings.

Income taxes

• On December 22, 2017, the U.S. Tax Cuts and Jobs Act (the “Act”) was signed into law. Included in our 2017 earnings is a one-time net tax expense of $9-million related to the Act.

• The effective tax rate of 29 percent from continuing operations for 2017 was higher than the tax rate of 28 percent for 2016 primarily due to the U.S tax reform and a decrease in certain U.S. manufacturing and mining tax deductions offset by lower earnings in higher tax rate jurisdictions.

• Changes in statutory income tax rates, our mix of earnings, tax allowances and realization of unrecognized tax assets among the jurisdictions in which we operate can impact our overall effective tax rate. Further details of the year-over-year variances in these rates for the years ended December 31, 2017 and 2016, are provided in note 7 of the Notes to the Consolidated Financial Statements.

Net earnings from continuing operations

2017 vs. 2016

• Despite strong Retail earnings in 2017 due to contributions from acquisitions, higher proprietary product sales and the continued focus on Operational Excellence in the U.S. as well as strong earnings in Australia, net earnings from continuing operations decreased. Our realized selling prices for nitrogen and phosphate decreased in 2017 and cost of product sold increased due to higher natural gas costs, planned and unplanned downtime at our nitrogen plants and the strengthening of the Canadian dollar.

2016 vs. 2015

• Net earnings from continuing operations decreased as a result of lower nutrient benchmark prices, which in turn resulted in lower selling prices. Our cost of product sold and our selling and general administrative expenses decreased in 2016 as a result of our cost reduction efforts, lower input costs for most of our products, and higher utilization rates for ammonia and phosphoric acid; however, this was not enough to offset the decrease in our sales.

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Net earnings (loss) from discontinued operations

• In 2017, net earnings (loss) from discontinued operations decreased primarily due to a $188-million write-down of CPO’s assets to fair value less cost to sell net of tax. The majority of the remaining value of assets held for sale is assigned to inventories.

Margins

Retail

Retail product margins are normally more stable than Wholesale margins as Retail tends to be more of a cost-plus margin business than Wholesale. However, several factors can influence Retail margins. For example, nutrient margins are impacted by price volatility between the time we purchase the product and the time we sell the product to the grower, as well as price volatility driven by the relative timing of our competitors’ nutrient purchases relative to our purchases. Fluctuations in commodity prices affect the types of crops planted, resulting in different crop input needs and, more significantly, affecting growers’ decisions on the timing of the application levels and rates of our products. Weather conditions can create significant fluctuations in the timing of Retail’s sales and the related margins based on the ability to plant or harvest and the associated application of inputs. Finally, crop protection and seed margins are influenced annually by changes in the value of chemicals and by newer seed varieties.

Wholesale

Nitrogen cost of product sold is affected by changes in North American natural gas prices, and nitrogen prices are impacted by changes in global nitrogen supply and demand. The combination of these market fluctuations impacts our nitrogen margins. Fluctuations in the cost of raw material inputs such as phosphate rock, sulfur and ammonia affect our phosphate margins. Foreign trade policies and buying strategy affect global supply and demand, which in turn influence potash pricing and margins. Our capacity utilization also affects our nitrogen, potash and phosphate margins.

Foreign Exchange

The international currency of the agribusiness industry is the U.S. dollar. Accordingly, we use the U.S. dollar as our reporting currency. We conduct business primarily in U.S. and Canadian dollars. We also have some exposure to the Argentine peso, Australian dollar, euro and Egyptian pound. Fluctuations in these currencies can impact our financial results.

Quarterly Results of Operations

The agricultural products business is seasonal. Consequently, year-over-year comparisons are more appropriate than quarter-over-quarter comparisons. Crop input sales are primarily concentrated in the spring and fall crop input application seasons. Crop nutrient inventories are normally accumulated leading up to each application season. Our cash collections generally occur after the application season is complete, and our customer prepayments are concentrated in December and January.

Our share-based payments fluctuate quarterly based on changes in our share price and our share performance relative to our peers.

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Selected quarterly information
(millions of U.S. dollars, except per share amounts)	2017 Q4		2017 Q3		2017 Q2		2017 Q1		2016 Q4		2016 Q3		2016 Q2		2016 Q1
Sales	2,450		2,382		6,271		2,663		2,238		2,192		6,361		2,666
Cost of product sold	1,666		1,825		4,744		2,105		1,489		1,624		4,838		2,127
Gross profit	784		557		1,527		558		749		568		1,523		539
Expenses
Selling	519		470		574		451		480		446		574		413
General and administrative	71		56		61		59		64		60		62		54
Share-based payments	29		40		(3	)	3		33		5		13		4
Earnings from associates and joint ventures	(7	)	(4	)	(5	)	(23	)	(35	)	(3	)	(23	)	(5	)
Other expenses	50		16		43		10		43		45		48		11
Earnings (loss) before finance costs and income taxes	122		(21	)	857		58		164		15		849		62
Total finance costs	85		80		76		70		72		66		70		70
Income taxes	10		(32	)	228		(3	)	23		(13	)	221		(3	)
Net (loss) earnings from continuing operations	27		(69	)	553		(9	)	69		(38	)	558		(5	)
Net (loss) earnings from discontinued operations	(9	)	(182	)	5		(1	)	(2	)	(1	)	7		8
Net earnings (loss)	18		(251	)	558		(10	)	67		(39	)	565		3
Attributable to:
Equity holders of Agrium	17		(253	)	557		(11	)	67		(41	)	564		2
Non-controlling interest	1		2		1		1		-		2		1		1
Earnings (loss) per share from continuing operations attributable to equity holders of Agrium:
Basic and diluted	0.19		(0.52	)	4.00		(0.07	)	0.50		(0.28	)	4.03		(0.04	)
Earnings (loss) per share attributable to equity holders of Agrium:
Basic and diluted	0.13		(1.84	)	4.03		(0.08	)	0.49		(0.29	)	4.08		0.02
EBITDA	260		100		1,000		186		295		134		985		169
Dividends declared	120		122		121		120		121		120		122		121
Dividends declared per share	0.875		0.875		0.875		0.875		0.875		0.875		0.875		0.875

Significant factors affecting the comparability of quarterly results include the following:

2017

• Earnings from associates and joint ventures increased in the first quarter due the continued devaluation of the Egyptian pound, which led to a foreign exchange gain in our investment in MOPCO (net of tax).

• Other expenses were higher in the second and fourth quarters as we recorded Merger and related costs of $15-million and $52-million, respectively.

• We recorded a $178-million loss on re-measurement of assets held for sale, net of taxes, in the third quarter of 2017.

2016

• Earnings from associates and joint ventures increased in the second quarter as we recorded our share of Profertil’s reversal of a gas tariff provision of $21-million. The devaluation of the Egyptian pound in the fourth quarter led to a foreign exchange gain of $35-million in our investment in MOPCO (net of tax).

• Under other expenses, we recorded the following expenses:

o Costs of $8-million related to the termination of a distribution agreement with one of our U.S. distributors in the second quarter.

o Aggregate fees of $17-million and $14-million in the third and fourth quarter, respectively, in connection with the Merger.

o Information Technology outsourcing costs of $7-million for each of the third and fourth quarters.

o Asset impairment of $15-million related to an international investment in the fourth quarter.

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Financial Condition

2017 vs. 2016

The following are changes to the financial condition of our consolidated balance sheet for the year ended December 31, 2017.

Detailed balance sheet analysis
(millions of U.S. dollars, except as noted)	December 31, 2017	December 31, 2016	$ Change	% Change	Explanation of the change in balance
Assets
Cash and cash equivalents	466	412	54	13%	See discussion in the section “Liquidity and Capital Resources”.
Accounts receivable	2,406	2,208	198	9%	Increases in Retail due to higher sales and extended payment terms to customers, partially offset by timing of rebate payments from suppliers.
Income taxes receivable	18	33	(15)	(45%)	-
Inventories	3,321	3,230	91	3%	Retail supplier programs created favorable conditions to take crop protection supply early, partially offset by decreases in Wholesale driven by amounts reclassified as assets held for sale related to CPO and extended turnarounds and production challenges.
Prepaid expenses and deposits	1,004	855	149	17%	Pre-purchased seed inventory in Retail increased, partially offset by lower pre-purchased crop nutrients inventory as market pricing made pre- payment less favorable.
Other current assets	120	123	(3)	(2%)	-
Property, plant and equipment	7,091	6,818	273	4%	Increases from additions coupled with foreign exchange translation were partially offset by depreciation and amounts reclassified as assets held for sale related to CPO.
Intangibles	518	566	(48)	(8%)	-
Goodwill	2,228	2,095	133	6%	Increase was due to growth in our Retail business unit from acquisitions.
Investments in associates and joint ventures	522	541	(19)	(4%)	-
Other assets	58	48	10	21%	-
Deferred income tax assets	85	34	51	150%	Increase was primarily due to increases in various deductible temporary differences in Canada.
Total assets	17,942	16,963	979	6%

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Detailed balance sheet analysis
millions of U.S. dollars, except as noted)	December 31, 2017	December 31, 2016	$ Change	% Change	Explanation of the change in balance
Liabilities
Short-term debt	867	604	263	44%	Increased commercial paper financing for working capital requirements.
Accounts payable	5,206	4,662	544	12%	Increases in Retail related primarily to higher inventory purchases in anticipation of higher sales, and higher customer prepayments in Australia due to growth in the prepayment program coupled with customer ability to prepay due to improved market conditions.
Income taxes payable	27	17	10	59%	-
Long-term debt	4,408	4,508	(100)	(2%)	Decrease related to $100-million 7.7 percent senior notes repaid in 2017.
Post-employment benefits	142	141	1	1%	-
Other provisions	585	381	204	54%	Increase in provision was primarily due to updated cash projections for asset retirement obligations at our phosphate processing site.
Other liabilities	106	68	38	56%	-
Deferred income tax liabilities	473	408	65	16%	Increase was due to property, plant and equipment taxable temporary differences.
Total liabilities	11,814	10,789	1,025	10%
Shareholders’ equity	6,128	6,174	(46)	(1%)

Shareholders’ equity

Shareholders’ equity was $6.1-billion at December 31, 2017 – a decrease of $46-million compared to December 31, 2016. The change is primarily the result of the following:

• Net earnings of $310-million attributable to equity holders of Agrium

• Offset by dividend declarations of $483-million during the year.

Dividends

On May 5, 2015, a quarterly dividend increase from $0.78 per share to $0.875 per share was approved by Agrium’s Board of Directors.

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Dividends declared
(millions of U.S. dollars, except per share amounts)					December 31,
		2017						2016
Declared			Paid to	Total		Declared			Paid to	Total
Effective	Per share		shareholders			Effective	Per share		shareholders
February 22, 2017		0.875	April 20, 2017		120	February 24, 2016		0.875	April 21, 2016		121
May 2, 2017		0.875	July 20, 2017		121	May 3, 2016		0.875	July 21, 2016		122
August 10, 2017		0.875	October 19, 2017		122	August 3, 2016		0.875	October 20, 2016		120
December 14, 2017		0.875	January 18, 2018		120	December 16, 2016		0.875	January 19, 2017		121
		3.50			483			3.50			484

Outstanding Share Data

The number and principal amount of our outstanding shares at December 31, 2017, the last day prior to completion of the Merger, were as follows:

Outstanding shares at December 31, 2017
	Number of shares		Market value
Common shares	138,165,765	$	16-billion

At December 31, 2017, the number of stock options outstanding (issuable assuming full conversion, where each option granted can be exercised for one common share) was approximately 1,380,868.

As of the date hereof, as a result of completion of the Merger and subsequent amalgamation of Agrium and Agrium AcquisitionCo ULC, all of the common shares of Agrium are now held by Nutrien. Also, as a result of the Merger, Nutrien assumed Agrium’s obligations under stock options outstanding as at December 31, 2017. Refer to Merger with PotashCorp section for details.

Liquidity and Capital Resources

Agrium generally expects to be able to meet its working capital requirements, capital resources needs and shareholder returns through a variety of sources, including available cash on hand, cash provided by operations, short-term borrowings from the issuance of commercial paper (CP), and borrowings under credit facilities and a securitization program. Depending on the nature, timing and extent of any liquidity requirements, we may consider expanding existing sources of financing or accessing other sources of financing.

Sources and uses of cash
(millions of U.S. dollars)	2017		2016		Change
Cash provided by operating activities	1,319		1,637		(318	)
Cash used in investing activities	(922	)	(993	)	71
Cash used in financing activities	(335	)	(687	)	352
Effect of exchange rate changes on cash and cash equivalents	(12	)	(67	)	55
Decrease (increase) in cash and cash equivalents	50		(110	)	160
Cash and cash equivalents provided by discontinued operations	4		7		(3	)

	Our cash provided by operating activities is lower in 2017 due to:
Cash provided by operating activities	•	Higher Retail inventory purchases due to higher anticipated sales and favorable conditions for an earlier crop protection supply purchase
	•	Dividends of $108-million received from Profertil in 2016 with no similar transaction this year
	This decrease was largely offset by:
	•	Lower tax payments made in Canada and the U.S.
Cash used in investing activities		Our cash used in investing activities decreased by $71-million due to reduced business acquisition activity in our Retail business unit.
Cash used in financing activities		The change was due to higher commercial paper drawings partially offset by repayment of a long-term debt in 2017.

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Cash position

Our year-end cash and cash equivalents balance was $466-million in 2017 and $412-million in 2016. We do not hold material cash balances in currencies other than the U.S. dollar, Canadian dollar and Australian dollar. We held approximately $35-million U.S. dollar equivalent in Australia. We do not depend on repatriation of cash from our foreign subsidiaries to meet our domestic liquidity and capital resources needs.

Working capital

Working capital breakdown
(millions of U.S. dollars)	December 31, 2017	December 31,     2016
Current assets, excluding assets held for sale	7,335	6,861
Current liabilities	6,174	5,452
Working capital	1,161	1,409

We use our working capital to settle our operating expenses, including payments of our inventories and short-term debt and current portion of long-term debt. The decrease in our working capital in 2017 is primarily due to higher Retail inventory purchases and higher customer prepayments in Australia due to growth in the prepayment program and improved market conditions.

As of December 31, 2017, we have sufficient current assets to meet our current liabilities. See the discussion of current assets in the section “Financial Condition” for more information on the drivers of this change in working capital and “Quarterly Results of Operations” for a discussion of the seasonality of our business.

Capital expenditures and spending

Sustaining capital expenditures include the cost of replacements and betterments for our facilities. Our sustaining capital expenditures were higher in 2017 due to planned and unplanned outages at our Wholesale nitrogen and phosphate facilities in the second half of 2017.

Investing capital expenditures typically include significant expansion of existing operations or new acquisitions. Our investing capital expenditures decreased in 2017 primarily due to lower spending as we completed the Borger expansion project at the end of 2016. In 2017, pre-commissioning and commissioning costs were incurred for this project.

Capital spending and expenditures by business unit (a)
(millions of U.S. dollars)	2017	2016
Retail
Sustaining	140	111
Investing	112	50
	252	161
Acquisitions (b)	203	342
	455	503
Wholesale
Sustaining	280	221
Investing	115	312
	395	533
Other
Sustaining	3	4
Investing	27	3
	30	7
Total
Sustaining	423	336
Investing	254	365
	677	701
Acquisitions (b)	203	342
	880	1,043

(a) Excludes capitalized borrowing costs

(b) Represents business acquisitions and includes acquired working capital; property, plant and equipment; intangibles; goodwill; and investments in associates and joint ventures

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Future cash requirements

Contractual obligations and other commitments

Our aggregate contractual obligations for continuing operations at December 31, 2017 are set out in the table below.

Contractual and other obligations (d)
	Payment due by period
(millions of U.S. dollars)	Less than one year	One to three years	Four to five years	More than five years		Total
Operating
Long-term debt – interest	219	368	362	2,232		3,181
Operating leases	147	201	116	157		621
Purchase obligations (a)	1,140	515	468	376		2,499
Derivative financial instruments	62	28	-	-		90
Other commitments	61	56	26	12		155
Total operating obligations	1,629	1,168	972	2,777		6,546
Capital
Long-term debt – principal repayments	11	500	500	3,425		4,436
Asset retirement obligations (b)	17	44	13	337	(c)	411
Environmental remediation liabilities (b)	22	47	11	65		145
Total capital obligations	50	591	524	3,827		4,992
Total	1,679	1,759	1,496	6,604		11,538

(a) Commitments include our proportionate share of commitments of joint ventures

(b) Represents the undiscounted, estimated cash outflows

(c) This figure does not include estimated asset retirement obligations related to our nitrogen or potash operations. See the discussion in the section “Asset retirement obligations”.

(d) Our post-employment benefits obligation is not included in this table. Refer to note 8 of the Notes to the Consolidated Financial Statements for additional information.

Long-term debt

Long-term debt consists primarily of debentures. Failure to maintain certain financial ratios in respect of our credit facilities and other covenants in our various debt instruments may trigger early repayment provisions. See the discussion in the section “Debt Instruments, Capital Management and Ratings”.

Operating leases

Operating lease commitments consist primarily of leases for railcars and contractual commitments at distribution facilities in our Wholesale business unit, vehicles and application equipment in our Retail business unit, and office equipment and property leases throughout our operations. The commitments represent the minimum payments under each agreement.

Purchase obligations

Purchase obligations include minimum commitments for North American natural gas purchases, which include both floating rate and fixed rate contracts, and are calculated using the prevailing NYMEX forward prices for U.S. facilities and AECO forward prices for Canadian facilities at December 31, 2017.

Profertil has annual gas contracts denominated in U.S. dollars, expiring in 2019. These contracts account for 100 percent of Profertil’s gas requirements. YPF S.A. (“YPF”), our joint venture partner in Profertil, supplies approximately 70 percent of the gas under these contracts.

Our Carseland facility has a power co-generation agreement, expiring on December 31, 2026, for which we are able to purchase 60 megawatt-hours of power per hour. The price for the power is based on a fixed charge adjusted for inflation and a variable charge based on the cost of natural gas provided to the facility for power generation.

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Our Redwater, Alberta facility produces sulfur and phosphate-based fertilizers and sources rock through a long-term supply agreement with OCP S.A. (“OCP”). This agreement, which extends to 2018, entails a minimum commitment to purchase phosphate rock. We had the option to extend the agreement to 2020 with any potential subsequent volumes to be determined in 2016. In 2016, we notified OCP that we would not be nominating any volumes past 2018. Purchase prices are based on a formula derived from the global price for finished phosphate products. We entered into a freight contract to import phosphate rock extending through 2019, with a total outstanding commitment of $59-million at December 31, 2017.

As part of our agreement to sell CPO to Itafos, Agrium entered into long-term strategic supply and offtake agreements with Itafos which extends to 2023. Under the terms of the supply and offtake agreements, Agrium will supply 100 percent of the ammonia requirements of CPO and purchase 100 percent of the MAP product produced at CPO. The MAP production is estimated at 330,000 tonnes per year.

Asset retirement obligations

Our mining, extraction, processing and distribution activities result in asset retirement obligations that are part of our normal course of operations. Such retirement obligations include closure, dismantlement, site restoration or other legal or constructive obligations for termination and retirement of assets. Expenditures may occur before and after closure. In 2017, we increased our asset retirement obligations at our phosphate processing site due to changes in our estimated future cash outflows. We expect to incur expenditures for our phosphate obligations over the next 70 years. We expect to make payments for our potash and nitrogen obligations after that time. The discounted estimated cash outflows required to settle the asset retirement obligations is $407-million at December 31, 2017.

Environmental remediation liabilities

We establish provisions for environmental expenditures that relate to existing conditions caused by past operations that do not contribute to current or future revenue generation. We capitalize environmental expenditures that extend the life of the property, increase its capacity, or mitigate or prevent contamination from future operations. The discounted estimated cash outflows required to settle the environmental remediation liabilities is $149-million at December 31, 2017.

Future capital expenditures

Sustaining capital expenditures

In 2018, our sustaining capital is expected to be approximately $400-million to $450-million for a number of large projects planned for the year, including the following:

• Reliability projects for manufacturing facilities

• Wholesale resource development projects

• Risk management and risk reduction projects

• Planned turnaround inspection and overhaul at certain facilities

• Spending at our Retail operations in North and South America and Australia

Investing capital expenditures

Our investing capital program planned for 2018 is expected to be approximately $300-million to $350-million and includes the following:

• Greenfield investment in Retail facilities

• Other Retail investments in growth and efficiency opportunities

We anticipate that we will be able to finance the foregoing expenditures through a combination of cash from operating activities, existing lines of credit (see the discussion in the section “Debt Instruments, Capital Management and Ratings” for further details) and funds available from new debt securities offerings.

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Debt Instruments, Capital Management and Ratings

Debt instruments

Short-term debt consists mainly of U.S. dollar-denominated CP issued in Canada and the U.S., as well as various bank lines of credit for our operations in Europe, South America and Australia. We utilize a $2.5-billion multi-jurisdictional facility, of which a $2.4-billion tranche is available for use in North America and a $100-million tranche is available for use in Australia. At December 31, 2017, we had not drawn on our North American tranche, and Australian tranche draws totaled $94-million. We had $565-million of CP outstanding at December 31, 2017, at a weighted average interest rate of 1.88 percent. Amounts borrowed under the CP program reduce our borrowing capacity under the multi-jurisdictional facility on a dollar-for-dollar basis. In addition, we have a $500-million accounts receivable securitization program. At December 31, 2017, we had not drawn on the program. For our international operations, we had credit facilities of approximately $501-million, of which $208-million was outstanding at December 31, 2017, including $47-million in Europe and $161-million in South America.

Refer to note 17 of the Notes to the Consolidated Financial Statements for further information on our short-term debt and long-term debt.

Capital management

Refer to note 3 of the Notes to the Consolidated Financial Statements for further information on our capital management policies.

Multi-jurisdictional facility covenants	Limit	December 31,     2017
Interest coverage ratio (a)	> 2.5	5.0
Debt-to-capital ratio (b)	< 0.65	0.45

(a) Calculated as the last 12 months’ EBITDA divided by finance costs, which includes finance costs related to long-term debt plus other finance costs

(b) Calculated as total adjusted debt divided by the sum of total adjusted debt and total equity. For purposes of this ratio, total adjusted debt is calculated as the sum of short-term debt, long-term debt, guarantees and letters of credit (specified in credit facility agreements), net of cash and cash equivalents.

We have met these covenants as at December 31, 2017 and December 31, 2016.

Debt ratings

We provide the following information regarding Agrium’s credit ratings as it relates to our financing costs, liquidity and operations. Specifically, credit ratings affect Agrium’s ability to obtain short-term and long-term financing and the cost of such financing. A reduction in the current rating on our debt by the rating agencies, particularly a downgrade below investment grade, or a negative change in the outlook for the Company could adversely affect Agrium’s cost of financing and our access to sources of liquidity and capital.

Debt ratings breakdown
Rating agency	Date of affirmation	Long-term debt rating	USD commercial paper	Ratings outlook
Standard & Poor’s Ratings Services	October 30, 2017	BBB	A-2	CreditWatch Positive
Moody’s Investors Service	September 30, 2017	Baa2	P-2	Under Review for   Upgrade

Refer to our AIF in the section “Item 7 – Description of Capital Structure – 7.3 Debt Ratings” for further information on our ratings, including ratings definitions.

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Off-balance Sheet Arrangements

Guarantees

At December 31, 2017, we owned a one-third interest in Canpotex Limited (“Canpotex”) an industry association historically owned equally by PotashCorp, The Mosaic Company (“Mosaic”) and Agrium.

Agrium is contractually obligated to reimburse Canpotex for our economic interest of 8.87 percent pro-rata share of any operating losses or other liabilities incurred in 2017. There were no such losses in 2017.

Following the completion of the Merger, effective January 1, 2018, Nutrien owns a 50 percent voting interest and currently has a 63.82 percent economic interest in Canpotex. Mosaic owns the remaining voting and equity interest in Canpotex. Nutrien guarantees operating losses or other liabilities of Canpotex to the extent of its economic interest.

We believe the probability of conditions arising that would trigger any guarantee of Canpotex is remote. Reimbursements, if any, would be made through reductions of future cash receipts from Canpotex.

Financial Instruments

Risk management

In the normal course of business, our balance sheet, results of operations and cash flows are exposed to various risks. Agrium’s Board of Directors approved a strategic plan that takes into account the opportunities and major risks of our business and mitigating factors to reduce these risks and set upper limits on the amounts and time periods over which management may manage risk using derivative financial instruments. Our Corporate Financial Risk Committee reviewed risk management policies and procedures and monitored compliance with these limits and associated exposure-management activity. We managed risk in accordance with our Global Exposure Management Policy, whose objective was to reduce volatility in cash flows and earnings.

Our derivative financial instruments and the nature of the risks to which they are, or may be, subject are set out in the following table:

Derivative financial instruments
	Risks
	Currency	Commodity price	Credit	Liquidity
Foreign currency forward, swap and option contracts	X		X	X
Natural gas swaps		X	X	X

Refer to note 4 of the Notes to the Consolidated Financial Statements for further information on our financial instruments.

Material Business Risks

Following is a discussion of risks that could affect Agrium’s financial performance. Additional risks facing Agrium’s business are provided in Agrium’s AIF.

Product price and margin

Agrium’s operating results depend on product prices and margins, which in turn depend on demand for crop inputs. Among the factors that can affect demand for crop inputs are weather conditions, outlook for crop nutrient prices and farming economics, governmental policies, access of our customers to credit, and build-up of inventories in distribution channels.

The majority of our Wholesale nutrient business is a commodity business with little product differentiation. Product prices are largely affected by supply and demand conditions, input costs and product prices. Resulting margins can therefore be volatile.

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Within our Wholesale business unit, we sell manufactured product that is subject to margin volatility.

Our Retail business unit experiences relatively stable margins, which provide stability to our annual cash flows and earnings. Nonetheless, during times of significant price volatility, the factors above can affect margins to a certain degree.

Weather

Anomalies in regional weather patterns or a longer term shift in global weather patterns due to climate change can have a significant and unpredictable impact on demand for our products and services. They may also impact prices. Our Retail customers have limited windows of opportunity to complete required tasks at each stage of crop cultivation. Should adverse weather including droughts, floods, excessive precipitation and other unusual events or longer term shifts attributable to climate change occur during these seasonal windows, we could face the possibility of reduced sales in those seasons without the opportunity to recover until the following season. In addition, we face the significant risk of inventory carrying costs should our customers’ activities be curtailed during their normal seasons. We must manufacture product throughout the year to meet peak season demand and to react quickly to changes in expected weather patterns that affect demand.

Unplanned plant downtime

The results of our Wholesale business depend on the availability of our manufacturing facilities. Prolonged plant shutdown may significantly reduce product available for sale, may affect the environment and/or the community, and may cause injury to an employee or a member of the public.

Transportation

Reducing the delivered cost of product and ensuring reliability of product delivery to our customers are key success factors for our Wholesale marketing operations. Potential medium-term risks are the increased regulations and costs of transporting ammonia within North America given the safety concerns respecting transportation of this product.

Business acquisitions and expansions

We face the risk that recent or future acquisitions could fail to fully deliver the expected economic benefits, or we may experience integration challenges that could result in delays in achieving some or all anticipated synergies and require the allocation of additional resources to integrate the acquired businesses. Similarly, expansions of existing facilities or greenfield developments undertaken may have higher capital construction costs or be delayed, or such projects may not generate the expected return on investment.

Human resources

Long-term forecasts predict a tight labor market across many areas in which we operate due to changing demographics, including the general aging of the population. A tight labor market, including the associated risks of losing key individuals and difficulty attracting and retaining qualified personnel, is a risk to the business.

Raw materials

Natural gas is the principal raw material used to manufacture nitrogen and is the single largest purchased raw material for our Wholesale operations. North American natural gas prices are subject to price volatility. An increase in the price of natural gas increases our nitrogen cost of production and may negatively impact margins for our North American nitrogen sales. This is particularly important for our nitrogen facilities in Western Canada and Borger, Texas, where we purchase gas on the open market. Higher production costs may be partially or fully reflected in higher domestic and international product prices, but these conditions do not always prevail. In addition, the price for natural gas in North America can vary significantly compared to prices in Europe and Asia. Significantly lower natural gas prices in Europe and/or Asia would give our competitors in Europe and Asia a competitive advantage, which could, in turn, decrease international and domestic product prices and reduce our margins.

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The Profertil nitrogen facility faces risk concerning gas deliverability during winter due to strains on gas distribution and residential demand in Argentina. The Argentine government has at times reduced the amount of gas available to industrial users in favor of residential users during the peak winter demand season.

Mining has inherent risks. Risks for potash mining include water intake or flooding as well as variability in quality, which can impact cost and production volumes.

Counterparty

We face the risk of loss should a counterparty be unable to fulfill its obligations with respect to accounts receivable or other contracts, including derivative financial instruments.

Credit and liquidity

Our business depends on access to operating credit lines to fund our ongoing operations. Should overall credit liquidity in the markets be limited, our ability to operate under normal conditions could be impacted. For further discussion, see “Debt Instruments, Capital Management and Ratings – Debt Ratings”.

Foreign exchange

Currency risk arises from the revaluation of monetary foreign assets and liabilities in conjunction with currency volatility. Foreign monetary asset and liability balances primarily comprise intercompany loans and external short-term debt. A significant shift in the value of the Canadian dollar and/or Australian dollar against the U.S. dollar could impact reported earnings.

Additional currency risk stems from the translation of our foreign subsidiaries’ statements of operations to U.S. dollars for consolidation at the parent level. Agrium’s Wholesale business incurs costs in Canadian dollars and earns sales in Canadian and U.S. dollars. Additionally, the Canadian and Australian Retail businesses operate in their local currencies, and results are subsequently translated into the presentation currency. A significant shift in the value of the Australian dollar against the U.S. dollar could impact reported earnings.

Country

We have significant operations in Canada, the U.S. and Australia. We also operate in a number of South American and European countries, have business investments in Egypt, and depend on phosphate rock from Morocco. International business exposes us to a number of risks, such as uncertain economic conditions in the countries in which we do business, abrupt changes in foreign government policies and regulations, restrictions on the right to convert and repatriate currency, political risks, and the possible interruption of raw material supply due to transportation issues or government-imposed restrictions. We do not engage in business activities in any country that is a state sponsor of terrorism.

We hold a 26 percent interest in MOPCO, which operates a nitrogen facility in Egypt. Notwithstanding our representation on the Board of Directors and management of MOPCO, we may not be able to maintain significant influence over its operations. There is also a risk to the MOPCO nitrogen facility with respect to gas deliverability, as gas may be diverted for power generation as Egypt is seeing a growing demand for power.

Following its nationalization by the Argentine government in 2012, YPF, as the other 50 percent owner of the Profertil nitrogen facility, may have business and economic interests or policy objectives under government management, which may be inconsistent with our interests as a 50 percent owner of that facility and which could adversely affect the profitability, financial condition and results of operations of the Profertil facility. During 2015, the Government of Argentina ended its currency controls; however, Argentina is subject to economic uncertainty that could affect our ability to repatriate cash from that country. We do not depend on repatriation of cash from our foreign subsidiaries to meet our liquidity and capital resource needs.

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Legislative risk

We are subject to legislation, regulation and government policies in the jurisdictions in which we operate. We cannot predict how these laws, regulations or policies or their interpretation, administration and enforcement will change over time, and it is possible that future changes could negatively impact our operations, markets or cost structure.

Environment, health, safety and security

We face EHS&S risks typical of those found throughout the agriculture, mining and chemical manufacturing sectors and the international fertilizer supply chain. These include the potential of physical injury to employees and contractors; possible environmental contamination and human exposure to chemical releases and accidents during manufacturing, mining, transportation, storage and use; and the security of our personnel, products, intellectual property and physical assets domestically and overseas from intentional acts of destruction, crime, violence, terrorism, and ethnic and international conflicts. In addition, there are risks of natural disasters and risks to health, including pandemic risk.

Litigation risk

Agrium, like any other business, is subject to the risk of becoming involved in disputes and litigation. Any material or costly dispute or litigation could adversely impact our consolidated financial position and results of operations. For further discussion, see “Provisions and contingencies for asset retirement, environmental and other obligations”.

Provisions and Contingencies for Asset Retirement, Environmental and Other Obligations

General nature of provisions and contingencies

We are exposed to possible losses for environmental matters and other claims and lawsuits related to our current and acquired businesses. We expect our involvement in such matters to continue in the normal conduct of our business. We will represent our interests vigorously in all of the proceedings in which we are involved.

Legal proceedings and environmental matters are inherently complex, and we apply significant judgment in estimating probable outcomes. As a result, the potential exists for adjustments to liabilities and material variances between actual costs and estimates. We may not be able to make a reliable estimate of losses or the range of possible losses when claims do not specify an amount of damages sought, when there are numerous plaintiffs, or when a case is in its early stages.

Our procedures for assessing provisions and contingencies

We undertake a review process at each reporting period. Our process includes:

• Business unit and corporate staff review in consultation with in-house legal counsel and internal accounting professionals to determine whether current information available to us supports our estimates of the financial effect of new or existing matters and our related disclosures

• Consultation with external counsel where appropriate to corroborate business and in-house legal counsel’s analysis and conclusions about the facts of each case and the status of litigation

• Discussion and correspondence with third parties

• Review of publicly available information for similar matters involving other companies

In assessing provisions and contingencies, we consider the need for accounting recognition and/or disclosure of existing and potentially new matters. Our assessment considers the probability of adverse judgments and the range of possible losses. We base our assessment of probable outcomes of matters on our judgment of a number of factors including:

• Similar past experience and history

• Precedents

• Relevant financial, scientific and other evidence of each matter

• Opinions from corporate and outside counsel

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Accounting recognition of provisions and contingencies under IFRS (International Accounting Standards (IAS) 37)

Likelihood of outcome of matter	Probability of occurrence (policy)	Accounting treatment
Probable	More likely than not – greater than 50 percent	Record a provision
Possible but not probable	5 to 50 percent	Disclose a contingent liability
Remote	Less than 5 percent	No disclosure required

Key definitions
Provision	A liability of uncertain timing or amount, recorded when:
	(a)	a present obligation exists as a result of a past event
	(b)	it is probable that a future outflow of economic benefits will be required to settle the obligation,
		and
	(c)	the amount of the obligation can be reasonably estimated
Contingent liability	Either:
	a)	a possible obligation that arises from past events and whose existence will be confirmed only by
		future uncertain events not wholly within our control, or
	b)	a present obligation arising from past events that is not recognized because
		i)   a future outflow of resources to settle the obligation is not probable, or
		ii)  the amount of the obligation cannot be reliably measured

IAS 37 also requires that we measure a provision at the present value of our best estimate of the expenditure required to settle the obligation and that we consider risks and uncertainties in measurement of provisions.

Environmental remediation activities

Some remediation activities at our sites are subject to the U.S. Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), the U.S. Resource Conservation and Recovery Act (RCRA) and similar federal, state, provincial and local environmental laws. These laws provide for phases of remediation under regulatory oversight, which may include:

• Investigation

• Risk assessment

• Remedy selection

• Remedial design

• Remedial action, including construction

• Operation, maintenance and long-term monitoring

• Closure

Some of the above phases may require feasibility studies, analyses, plans, opportunities for public comment and inspections. Because of the complexity of the CERCLA and RCRA and other oversight processes, the time from identification of a matter through to closure may take several years.

Current developments – specific environmental and other matters
Matter	Developments in 2017
Idaho phosphate mining and processing sites
We are subject to investigations by U.S. federal and state agencies of existing and former phosphate mining and processing sites in Idaho. Nu- West Industries, Inc. (“Nu-West”), a wholly owned subsidiary of Agrium, has been notified of potential violations of federal and state statutes. Nu-West is working co-operatively with federal and state agencies and, depending on the site, is in the investigation or risk assessment stage or has, for some sites, begun preliminary work under agreements with the agencies. Completion of investigations, risk assessments or preliminary work will enable Nu-West and the agencies to determine what, if any, remediation work will be required.	During 2017, Nu-West continued to complete substantial remedial construction and investigative fieldwork for certain of the Idaho sites. Remedial actions for the remaining sites are either under assessment or on hold until the remedial construction at other sites is complete as these efforts may positively affect the results of the investigations.

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	In 2017, discussions between Nu- West and the trustees of U.S. federal and state agencies continued to assess potential damages at the Idaho phosphate mining and processing sites.
	We disposed of CPO; however, Agrium retained certain environmental remediation liabilities previously recorded prior to the sale.
Manitoba mining properties
In 1996, Agrium acquired Viridian Inc. (“Viridian”). Viridian was amalgamated with Agrium in 2017. Agrium has retained certain liabilities associated with the Fox Mine – a closed mineral processing site near Lynn Lake, Manitoba. Agrium is currently treating water draining from the site to meet provincial downstream water quality standards. Agrium has substantially completed the investigation phase of remediation and is currently in discussions with the Province of Manitoba regarding remedial alternatives selection. Concurrence and approval from the Province of a remedial design are expected within the next 12 to 36 months. For this matter, we have not disclosed information about the amount accrued for site remediation because disclosure of such information would seriously prejudice our position in discussions with the Province; however, we do not anticipate such amounts to be material to us. There were no significant developments in 2017.	There were no material developments in 2017.

For the Idaho phosphate mining and processing sites and Manitoba mining properties matters described above, at the date of issuance of our Consolidated Financial Statements, we determined that we could not make a reliable estimate of the amount and timing of any financial effect in excess of the amounts accrued. Reasons for this determination include:

• Complexity of the matters

• Early phases of most proceedings

• Lack of information on the nature and timing of future actions in the matters

• Dependency on the completion and findings of investigations and assessments

• Lack of specific information as to the nature, extent, timing and cost of future remediation

Until we have greater clarity as to our liability and the extent of our financial exposure, it is not practical to make a reliable estimate of the financial effect. As negotiations, discussions and assessments proceed, we may provide estimates. Events or factors that could alleviate our current inability to make reliable estimates for these matters include:

• Further identification of allegations or demands

• Completion of remediation phases

• A ruling by a court or other regulatory body having jurisdiction

• Initiation of substantive settlement negotiations

Additional detail of specific litigation matters described above at the date of issuance of this MD&A is set out in our AIF in the section “Item 5.1 – Business of Agrium – 5.1 (h) Environmental Protection Requirements”.

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Controls and Procedures

Disclosure controls and procedures

We maintain disclosure controls and procedures designed to provide reasonable assurance that information required to be disclosed by us in our annual filings, interim filings (as these terms are defined in the U.S. by Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”) and in Canada by National Instrument 52-109, Certification of Disclosure in Issuers’ Annual and Interim Filings (“NI 52-109”)) and other reports filed or submitted by us under provincial and territorial securities legislation is recorded, processed, summarized and reported within the required time periods. Our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), after evaluating the effectiveness of our disclosure controls and procedures as of the end of the period covered by the annual filings, being December 31, 2017, have concluded that, as of such date, our disclosure controls and procedures were effective in providing reasonable assurance that information required to be disclosed by Agrium in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is (a) recorded, processed, summarized and reported within the time periods specified in the securities legislation, and (b) accumulated and communicated to management, including the CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and, as indicated in the preceding paragraph, the CEO and CFO believe that our disclosure controls and procedures are effective at that reasonable assurance level, although the CEO and CFO do not expect that the disclosure controls and procedures will prevent all errors or fraud. A control system, no matter how well conceived or operated, can provide only reasonable, not absolute, assurance that the objectives of the control system will be met.

Internal control over financial reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act, as amended, and NI 52-109. 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.

Under the supervision and with the participation of our management, including our CEO and CFO, we conducted an evaluation of the design and effectiveness of our internal control over financial reporting as of December 31, 2017 based on the framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013). Based on this evaluation, the CEO and CFO concluded that as of December 31, 2017, we did maintain effective internal control over financial reporting.

The effectiveness of internal control over financial reporting as of December 31, 2017, was audited by KPMG LLP, an independent registered public accounting firm, as stated in their report, which is included in the Consolidated Financial Statements.

Changes to internal control over financial reporting

There was no change in our internal control over financial reporting in 2017 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Critical Accounting Estimates

We prepare our Consolidated Financial Statements in accordance with IFRS, which requires us to make judgments, assumptions and estimates in applying accounting policies. Critical estimates are those most subject to uncertainty and which have the most significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the following year.

In note 25 of the Notes to the Consolidated Financial Statements, we have described in detail the following accounting estimates, which are the most critical in helping readers understand and evaluate our reported financial results. In our Consolidated Financial Statements, we have also discussed assumptions underlying our estimates and factors that might impact our estimates.

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These critical accounting estimates require our most difficult, subjective or complex judgments, resulting from the need to make estimates about the effects of matters that are inherently uncertain. We have set out below additional information on events, trends and uncertainties that could impact our estimates. As well, we have described the impact on our financial statements of a reasonably possible change in one assumption while holding all other assumptions constant.

Impairment testing

Sensitivity of the results of goodwill impairment testing to changes in assumptions is described in note 14 of the Notes to the Consolidated Financial Statements. If actual results are not consistent with our estimates or assumptions, we may be exposed to an impairment that could be material. If key assumptions and estimates about our operations change, including lower than assumed sales growth, higher costs or other negative factors, we could record a material impairment to goodwill.

Provisions

Because of the judgments made in determining the recognition and amount of our provisions, they can change significantly due to the inherent uncertainties in our estimates. Changes could have a material impact on our future earnings.

A change in the assumptions underlying our provisions for environmental remediation and asset retirement could significantly impact our financial position and results of operations. A 1 percent increase in the rate we use to discount our provisions at December 31, 2017, would decrease our consolidated net earnings by $30-million in 2017.

A 10 percent change in our provision for litigation at December 31, 2017, would have affected consolidated net earnings by $1-million in 2017.

Income taxes

Although we believe our assumptions and estimates are reasonable, our tax assets are realizable and our accruals for tax liabilities are adequate for all open tax years based on our interpretations of tax law and prior experience, actual results could differ. This may affect consolidated income tax expense and earnings in future years.

Our effective income tax rate in a given financial statement period could change materially to the extent that we prevail in matters for which we have recorded a liability or are required to pay amounts in excess of our recorded liability.

Inventory valuation

We continuously assess whether lower prices for our products require that we write down inventories. During 2017 and 2016, we did not record any material inventory write-downs.

A 1 percent reduction in our inventories at December 31, 2017, would have reduced consolidated net earnings by $24-million in 2017. Decreases in global prices of our commodities held in inventory have the greatest potential to cause us to write down inventories.

Accounting Standards and Policy Changes

IFRS 15 Revenue from Contracts with Customers

Revenue from Contracts with Customers establishes a new model for revenue earned from a contract with a customer. The standard provides specific guidance on identifying separate performance obligations in the contract and allocating the transaction price to the separate performance obligations in an amount that reflects that total consideration to which an entity expects to be entitled during the term of the contract. The standard also requires additional disclosures about the nature, amount, timing and uncertainty of revenue and related cash flows.

Agrium will adopt the standard on the effective date of January 1, 2018. Agrium will adopt the standard using the modified retrospective approach with the cumulative-effect of the adjustment recognized at the date of adoption, subject to allowable and elected practical expedients.

In adopting IFRS 15, we completed a review of all our contracts with customers. Since our contracts are primarily short-term in nature and generally do not include significant multiple deliverable components, there will be no material impact of adoption. In addition, our accounting for variable consideration before adoption was substantially similar to the requirements of IFRS 15.

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We expect that our consolidated financial statements will include expanded disclosures about revenues from contracts with customers and are drafting the relevant disclosures to reflect the requirements of the new standard. In addition to ensuring that the accounting and disclosure requirements of IFRS 15 are met, we also continue to address any system and process changes necessary to compile the information to meet the recognition and disclosure requirements of the standard. We have also assessed the impact of the standard on internal control over financial reporting and plan to modify to our internal control on adoption.

IFRS 16 Leases

Leases applies a single model for all recognized leases, which requires recognition of lease-related assets and liabilities and the related interest and depreciation expense in the financial statements.

Agrium will adopt the standard on the effective date of January 1, 2019.

We have completed a lease inventory and review of existing lease agreements and have considered other agreements that could contain leases. We are currently evaluating transition and implementation impacts and will continue to do so in 2018. We are assessing the adoption application guidance and have not chosen a method for adoption however, we expect that adoption will result in a material increase in our assets and liabilities and will result in material reclassifications of interest and depreciation expense within our consolidated statement of operations. However, we are not able now to provide a precise estimate of the impact. Once we complete further phases of our review, we will estimate and quantify the impact on our consolidated financial statements.

Non-IFRS Financial Measures

Certain financial measures in our MD&A are not prescribed by IFRS. We consider these financial measures discussed herein to provide useful information to both management and investors in measuring our financial performance and financial condition.

IFRS requires that we provide and include subtotals and other financial measures in our Consolidated Financial Statements. Such measures become IFRS measures by virtue of being included in the Consolidated Financial Statements. Other measures that are not specifically defined under IFRS and may not be comparable to similar measures used by other issuers are non-IFRS measures. These non-IFRS measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with IFRS.

The following table outlines our non-IFRS financial measures, their definitions and why management uses each measure.

Non-IFRS financial measures	Definition	Why we use the measure and why it is useful to investors
Cash operating coverage ratio	Cash operating coverage ratio represents gross profit excluding depreciation and amortization less EBITDA, divided by gross profit excluding depreciation and amortization expense.	Assists management and investors in understanding the costs and underlying economics of our operations and in assessing our operating performance and our ability to generate free cash flow from our business units and overall as a company
Cash selling and general and administrative expenses	Selected financial measures excluding depreciation and amortization
Normalized comparable store sales	Comparable store sales normalized using published nitrogen, potash and phosphate benchmark prices and foreign exchange rates, adjusting prior year results to reflect nutrient pricing and foreign exchange rates from the current year.	Allows users of the comparable store sales metric to evaluate sales growth by adjusting for fluctuations in commodity prices and foreign exchange rates.

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Non-IFRS financial measures	Definition	Why we use the measure and why it is useful to investors
	Comparable store sales is the change in current period Retail location sales compared to the prior period. We retain sales of closed locations in the comparable base if the closed location is in close proximity to an existing location, unless we plan to exit the market area or are unable to economically or logistically serve it. We do not adjust for temporary closures, expansions or renovations of stores.
Consolidated and business unit EBITDA	Net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations.	EBITDA is frequently used by investors and analysts for valuation purposes when multiplied by a factor to estimate the enterprise value of a company. EBITDA is also used in determining annual incentive compensation for certain management employees and in calculating certain of our debt covenants.
EBITDA to sales	EBITDA divided by sales	Measures earnings generated from each dollar of sales, which is useful to evaluate operating profitability on a basis comparable from period to period.
Wholesale measures that include Agrium’s proportionate share of results of joint ventures: sales, cost of product sold, gross profit	Wholesale metrics (sales, cost of product sold and gross profit) including the related proportionate share of joint venture equity accounted results	Useful in evaluating our Wholesale business performance by including our proportionate share of joint ventures in Wholesale operating results
Cash cost of product manufactured (COPM)	All fixed and variable costs are accumulated in cash COPM excluding depreciation and amortization expense and direct freight.	Enables investors to better understand the performance of our manufactured operations compared to other crop nutrient producers.
	When cash COPM costs are divided by the production tonnes for the period, the result is actual cash COPM per tonne, which is compared to the standard cash COPM per tonne – a calculation of fixed and variable costs for a standard or typical period of production. The standard cash COPM per tonne is multiplied by the production tonnes for the period, and the resulting dollar amount is transferred to inventory. Any remaining costs are recorded directly
	to cost of product sold as production volume or cost efficiency variances.
	Direct freight is a transportation cost to move the product from an Agrium location to the point of sale.
	There is no directly comparable IFRS measure for cash COPM.

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Reconciliations of Non-IFRS Financial Measures

Retail cash operating coverage ratio
(millions of U.S. dollars, except as noted)	2017	2016
Gross profit	2,946	2,786
Depreciation and amortization in cost of product sold	7	6
Gross profit excluding depreciation and amortization	2,953	2,792
EBITDA	1,179	1,091
Operating expenses excluding depreciation and amortization	1,774	1,701
Cash operating coverage ratio (%)	60	61

Cash selling and general and administrative expenses
(millions of U.S. dollars)	Retail		Wholesale		Consolidated
	2017	2016	2017	2016	2017	2016
Selling	2,007	1,899	24	31	2,014	1,913
Depreciation and amortization in selling expense	275	263	-	-	275	263
Cash selling	1,732	1,636	24	31	1,739	1,650
General and administrative	100	102	26	28	247	240
Depreciation and amortization in general and administrative	7	5	4	2	30	23
Cash general and administrative	93	97	22	26	217	217

Retail comparable store sales and Retail normalized comparable store sales
(millions of U.S. dollars, except as noted)	2017	2016
Retail sales from the current period comparable store base	11,782	11,577
Prior year Retail sales	11,766	12,199
Comparable store sales (%)	-	(5	)
Current year sales normalized for nitrogen, potash, phosphate benchmark prices	11,509	11,353
Normalized comparable store sales (%)	2	2

Consolidated and business unit EBITDA
(millions of U.S. dollars)	Retail	Wholesale	Other		Consolidated
2017
Net earnings					315
Finance costs related to long-term debt					210
Other finance costs					101
Income taxes					203
Net loss from discontinued operations					187
EBIT	890	417	(291	)	1,016
Depreciation and amortization	289	222	19		530
EBITDA	1,179	639	(272	)	1,546
2016
Net earnings					596
Finance costs related to long-term debt					204
Other finance costs					74
Income taxes					228
Net earnings from discontinued operations					(12	)
EBIT	817	501	(228	)	1,090
Depreciation and amortization	274	203	16		493
EBITDA	1,091	704	(212	)	1,583

2017 Fourth Quarter Management’s Discussion and Analysis

CONSOLIDATED NET EARNINGS

Agrium fourth-quarter earnings from continuing operations totaled $27 million, down from the $69 million earned in the fourth quarter of 2016. Full-year earnings from continuing operations were $502 million compared to $584 million earned in 2016. Results for the quarter and full year were supported by record Retail business unit performance and higher potash sales volumes and margins, but were more than offset by lower nitrogen sales volumes and margins related to plant outages in the second half of 2017.

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Agrium Retail

	Three months ended December 31
(millions of U.S. dollars)		2017		2016		Change
Sales		2,089		1,828		261
Cost of product sold		(1,394	)	(1,205	)	(189)
Gross profit		695		623		72
EBIT		174		134		40
EBITDA		248		202		46
Selling expenses		(517	)	(476	)	(41)

• EBITDA - Retail reported record EBITDA in the fourth quarter of 2017, a 23 percent increase over the previous record achieved in the same period last year. Higher sales for all our crop input products and services were driven by organic growth, recent acquisitions and a 22 percent increase in proprietary product sales.

• North American EBITDA increased by 17 percent this quarter compared to the same period last year, with higher nutrient and crop protection product demand in both the U.S. and Canada. International Retail operations achieved a record fourth quarter, with EBITDA up 40 percent year over year, supported by another record quarter for our Australian operations.

• Selling expenses – Total Retail selling expenses increased by 9 percent this quarter compared to the same period in 2016 as a result of acquisitions made in 2017. Selling expenses as a percentage of sales decreased to 25 percent this quarter compared to 26 percent in the same period of 2016.

Retail sales and gross profit by product line

				Three months ended December 31
	Sales					Gross profit				Gross profit (%)
(millions of U.S. dollars, except where noted)		2017	2016		Change		2017	2016	Change		2017	2016
Crop nutrients		890	779		111		168	147	21		19	19
Crop protection products		712	620		92		327	296	31		46	48
Seed		107	101		6		51	43	8		48	43
Merchandise		187	167		20		28	27	1		15	16
Services and other		193	161		32		121	110	11		63	68

• Crop nutrients - Sales were 14 percent higher this quarter compared to the same period last year, due primarily to higher volumes, particularly with record ammonia applications in Canada and higher sales volumes in all other regions. Gross profit was 14 percent higher this quarter due to increased sales volumes, while gross profit margin per tonne remained relatively flat.

• Crop protection – Fourth-quarter sales increased by 15 percent compared to the same period last year, due to increased sales in both North America and International operations. The U.S. experienced strong demand for herbicides and fall weed burn-down products this quarter. Proprietary product sales in the quarter increased by 25 percent compared to 2016’s fourth quarter, with the largest increase in market penetration occurring in Australia. Gross profit for the quarter was up 10 percent over the same period last year, due to higher sales volumes across all regions and proprietary products. However, gross profit as a percentage of sales decreased 2 percentage points this quarter due to product mix considerations and a higher percentage of sales to wholesale customers.

• Seed – Gross profit in the fourth quarter increased 19 percent compared to the same period last year, due to purchases in the U.S. that were delayed from the third quarter of 2017. Gross profit as a percentage of sales increased to 48 percent from 43 percent in the fourth quarter of last year, due to a return to a higher sales mix to retail customers relative to wholesalers.

• Merchandise – Sales increased 12 percent and gross profit was up 4 percent in the fourth quarter of this year relative to the same period last year. The increase in sales was due to higher sales in Australia related to animal health management and higher fuel prices in our Canadian operations.

• Services and other – Sales increased by 20 percent and gross profit by 10 percent this quarter compared to the same period last year, due to higher livestock export shipments and wool commissions in Australia. It was also supported by higher sales in North America related to strong demand for fall nutrient and crop protection application services. Gross profit as a percentage of sales declined this quarter due to lower Australian cattle prices.

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Agrium Wholesale

	Three months ended December 31
(millions of U.S. dollars)	2017	2016		Change
Sales	534	594		(60)
Sales tonnes (000’s)	1,879	2,161		(282)
Cost of product sold	(447)	(459	)	12
Gross profit	87	135		(48)
EBIT	76	151		(75)
EBITDA	134	208		(74)
Expenses	(11)	16		(27)

• EBITDA – Wholesale gross profit and EBITDA this quarter were lower than the same period last year, as stronger results from our potash segment were more than offset by lower results for our nitrogen and phosphate segments. Downtime in our nitrogen and phosphate facilities impacted sales volumes and resulted in higher cost of product sold per tonne. Higher phosphate rock and sulfur input costs and unfavorable changes in the Canadian dollar exchange rate also increased the cost of product sold.

Agrium Potash

	Three months ended December 31
(millions of U.S. dollars)	2017	2016		Change
Sales	137	105		32
Cost of product sold	(97)	(84	)	(13)
Gross profit	40	21		19
EBIT	33	13		20
EBITDA	64	39		25

• Gross Profit – Potash gross profit was 90 percent higher than the fourth quarter of 2016, due to a combination of higher prices and sales volumes, which more than offset an increase in the cost of product sold per tonne.

	Three months ended December 31
	2017	2016		Change
Sales tonnes (000’s)
North America	329	286		43
International	291	304		(13	)
Selling price ($/tonne)
North America	269	211		58
International	168	148		20
Total	221	179		42
Cost of product sold ($/tonne)	(157)	(143	)	(14	)
Margin ($/tonne)	64	36		28

• Volumes – Agrium sold 5 percent higher volumes of potash in the fourth quarter of 2017 compared to the same period in 2016. Increased volumes sold domestically more than offset lower international sales, which were impacted by a reduction in Agrium’s Canpotex allocation relative to the same period last year.

• Price – Global benchmark potash prices were higher in the fourth quarter of 2017 compared to 2016, and this was reflected in Agrium’s realized selling prices, which were 27 percent higher domestically and 14 percent higher on international sales.

• Costs – Cost of product sold per tonne was 10 percent higher in this year’s quarter versus the prior year’s fourth quarter, due to unfavorable changes in the Canadian dollar exchange rate impacting production costs; higher freight costs; and a higher proportion of domestic sales than the comparable period (that include freight and distribution in the cost of product sold). Agrium’s cash cost of product manufactured this quarter was $72 per tonne, a $10 per tonne increase over the same period last year.

AGRIUM Annual Report  |  34

Agrium Nitrogen

	Three months ended December 31
(millions of U.S. dollars)	2017	2016		Change
Sales	220	285		(65)
Cost of product sold	(186)	(200	)	14
Gross profit	34	85		(51)
EBIT	26	76		(50)
EBITDA	46	99		(53)

• Gross Profit - Total nitrogen gross profit was significantly reduced this quarter compared to the same period last year, due to planned and unplanned maintenance outages in the second half of 2017 that reduced product availability in the fourth quarter and resulted in higher cost per tonne. Gross profit was also impacted by slightly lower realized pricing relative to the fourth quarter of 2016.

	Three months ended December 31
	2017	2016		Change
Sales tonnes (000’s)
Ammonia	261	334		(73)
Urea	300	439		(139)
Other	191	181		10
Selling price ($/tonne)
Ammonia	342	371		(29)
Urea	287	274		13
Other	234	222		12
Total	293	298		(5)
Cost of product sold ($/tonne)	(248)	(209	)	(39)
Margin ($/tonne)	45	89		(44)

• Volumes - Total nitrogen sales volumes for the fourth quarter were 21 percent lower than the same period in 2016 due to lower production volumes.

• Price - Agrium’s fourth-quarter average realized price decreased compared to the prior year’s fourth quarter, with price increases in urea and nitrogen solutions more than offset by lower ammonia pricing, a result of the timing of forward sales activity, and lower nitrate prices driven by lower Tampa ammonia-based contracts.

• Costs – Total cost of product sold was 7 percent lower than the same period last year, due to lower sales volumes this quarter. However, on a cost of product sold per tonne basis, costs increased by 19 percent, primarily due to fixed costs being spread over lower sales volumes.

Natural Gas Prices	Three months ended December 31
(U.S. dollars per MMBtu)		2017	2016	Change
Overall gas cost excluding realized derivative impact		1.77	2.52	(0.75)
Realized derivative impact		0.70	0.07	0.63
Overall gas cost		2.47	2.59	(0.12)
Average NYMEX		2.91	2.99	(0.08)
Average AECO		1.54	2.12	(0.58)
Agrium Phosphate
	Three months ended December 31
(millions of U.S. dollars)		2017	2016	Change
Sales		47	81	(34)
Cost of product sold		(49)	(72)	23
Gross profit		(2)	9	(11)
EBIT		(1)	8	(9)
EBITDA		4	13	(9)

• Gross Profit - Total phosphate gross profit was a loss of $2 million compared to a profit of $9 million in the same period last year. The lower earnings were driven primarily by higher rock and sulfur costs as well as an extended maintenance shutdown at our Redwater facility, which increased cost of product sold per tonne.

AGRIUM Annual Report  |  35

	Three months ended December 31
	2017	2016		Change
Sales tonnes (000’s)	107	191		(84	)
Selling price ($/tonne)	436	420		16
Cost of product sold ($/tonne)	(448)	(379	)	(69	)
Margin ($/tonne)	(12)	41		(53	)

• Volumes – Total phosphate volumes for the quarter were 44 percent lower than the same period last year due to lower production volumes.

• Price – The average realized selling price for phosphate was 4 percent higher than the same period last year, due to market strength in our primary selling region in Western Canada.

• Costs – Total cost of product sold was 32 percent lower than the comparable prior period, due to the lower sales volumes this quarter as a result of the extended maintenance shutdown. On a per-tonne basis, cost of product sold was 18 percent higher, due to higher input costs, including rock and sulfur, and fixed costs being spread over lower sales volumes.

Agrium Wholesale Other

	Three months ended December 31
(millions of U.S. dollars)	2017	2016		Change
Sales	130	123		7
Cost of product sold	(115)	(103	)	(12)
Gross profit	15	20		(5)
EBIT	18	54		(36)
EBITDA	20	57		(37)

• Gross Profit - Total Wholesale Other gross profit was 25 percent lower in 2017’s fourth quarter compared to the same period last year, due to lower ammonium sulfate availability from our Redwater facility.

	Three months ended December 31
		2017		2016		Change
Sales tonnes (000’s)
Ammonium sulfate		61		99		(38	)
ESN® and other		339		327		12
Selling price ($/tonne)
Ammonium sulfate		261		240		21
Cost of product sold ($/tonne)		(173	)	(130	)	(43	)
Margin ($/tonne)		88		110		(22	)

• Volumes – Fourth-quarter ESN^® volumes were 16 percent lower than the comparable period in 2016 due to lower product availability related to an outage at our Carseland nitrogen facility. Ammonium sulfate sales volumes were 38 percent lower due to reduced production volumes.

• Price – Stronger ESN^® market conditions had a favorable impact on selling prices, while ammonium sulfate also saw higher prices due to higher nitrogen benchmark prices and strong demand in Western Canada.

• Costs – Cost of product sold per tonne for ammonium sulfate was 33 percent higher during the quarter than the same period last year due to fixed costs being spread over lower sales volumes as a result of the above-noted outages and higher raw material prices.

Agrium Other

• EBITDA - EBITDA for our Other non-operating business unit for the fourth quarter of 2017 was a net expense of $122 million, compared to a net expense of $115 million for the fourth quarter of 2016. The variance was primarily due to:

• An increase of $38 million in Merger and related costs.

• An increase of $13 million in our environmental remediation provision, primarily as a result of a change in our estimated future cash outflows for our Idaho phosphate mining and processing sites.

AGRIUM Annual Report  |  36

This was partially offset by:

• A $15 million impairment loss recorded on an international investment in 2016.

• An increase of $11 million in our gross profit recovery as a result of lower intersegment inventories held by Retail at the end of the fourth quarter.

• Tax - On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was signed into law. Included in Agrium’s fourth-quarter earnings is a one-time net tax expense of $9 million related to the Act. The effective tax rate for the fourth quarter of 2017 remained the same with prior year (2017 and 2016: 25 percent).

Reconciliation of Fourth Quarter Non-IFRS Financial Measures

Consolidated and business unit EBITDA	Three months ended December 31,
(millions of U.S. dollars)	Retail	Wholesale	Other		Consolidated
2017
Net earnings					18
Finance costs related to long-term debt					55
Other finance costs					30
Income taxes					10
Net loss from discontinued operations					9
EBIT	174	76	(128	)	122
Depreciation and amortization	74	58	6		138
EBITDA	248	134	(122	)	260
2016
Net earnings					67
Finance costs related to long-term debt					51
Other finance costs					21
Income taxes					23
Net loss from discontinued operations					2
EBIT	134	151	(121	)	164
Depreciation and amortization	68	57	6		131
EBITDA	202	208	(115	)	295

Key Assumptions and Risks in Respect of Forward-looking Statements

All of the forward-looking statements contained in this MD&A are qualified by the cautionary statements contained herein and by stated or inherent assumptions and apply only as of the date of this MD&A. Except as required by law, Agrium disclaims any intention or obligation to update or revise any forward-looking statements as a result of new information or future events.

The following table outlines significant forward-looking statements contained in this MD&A and provides the material assumptions used to develop such forward-looking statements and material risk factors that could cause actual results to differ materially from the forward-looking statements. Although Agrium believes the material assumptions outlined below are reasonable, this list is not exhaustive of the factors that may affect any of the forward-looking statements. Readers should not place undue reliance on these assumptions and such forward-looking statements.

Forward-looking   statements	Material assumptions	Material risk factors
Integration of Agrium and   PotashCorp businesses	•  Anticipated cost reductions from rail costs, logistic savings and distribution and warehouse optimization are achieved	•  Uncertainty surrounding the Merger could adversely affect customers, suppliers and personnel, which could negatively impact future business and operations
	•  Integration of PotashCorp products through Agrium’s Retail network is successful
	•  Planned operational efficiencies and savings are achieved

AGRIUM Annual Report  |  37

Forward-looking statements	Material assumptions	Material risk factors
Factors that will drive improvement in Retail’s key metrics and financial measures, including growth in our proprietary products and financial services	•  Retail business conditions are within normal parameters with respect to prices, margins, product availability and supplier agreements for our major products	•  Retail’s ability to effectively implement planned business strategy •  Changes in general economic, market, business and weather conditions, industry competition and various events that could disrupt operations
	•  Agrium is able to identify suitable candidates for acquisitions and to negotiate acceptable terms	•  General operating risks associated with investment in foreign jurisdictions
	•  Agrium is able to implement its standards, controls, procedures and policies at the acquired businesses to realize the expected synergies •  Continue to expand financial service offerings and increase market penetration across the U.S. to retain existing customers and attract new business
Agrium’s ability to meet its capital requirements, including the ability to expand existing sources of financing or to access other sources of financing and to meet debt repayments and future obligations in the foreseeable future	•  North American and global economic growth •  Ability to maintain o  Adequate credit ratios o  Investment grade credit ratings o  Adequate cash generated from operations	•  Inflation, currency and interest rate fluctuations and changes in tax rates that could affect Agrium’s ability to meet obligations •  Level and performance of future capital expenditures
Expected level of capital expenditures, existing or planned acquisitions, expansion and growth of our business and operations including the development of new markets and products	•  Adequate cash is generated from operations and other sources of financing	•  Integration risks that might cause anticipated synergies from our recent and future Retail acquisitions to be less than expected •  Changes in development plans for our expansion, efficiency, debottleneck and other major projects, including the potential for capital construction costs to be higher than expected or construction progress to be delayed due to various factors •  The level of sustaining and investing capital may vary significantly depending on corporate priorities as the year progresses and based on changes in project scope and design, the rate of inflation or engineering and construction costs •  Potential inability to access or utilize our credit facilities or access capital markets
Statements relating to the supply of our phosphate rock	•  Commitments agreed with our suppliers	•  Interruption in the supply of phosphate rock •  Changes in the terms of agreements with our suppliers
Statements relating to the long-term strategic offtake agreement for MAP with Itafos	•  Commitments agreed with Itafos	•  Interruption in the supply of MAP •  Changes in the terms of agreements with our supplier

AGRIUM Annual Report  |  38

Forward-looking   statements	Material assumptions	Material risk factors
Expected compliance with environmental requirements and associated costs, as well as the installation and timing of emissions reduction technology and impact to Agrium	•  Tentative start-up of carbon capture technology in the second half of 2019	•  Carbon capture and storage funding not received from Alberta government •  Upgrader projects (specifically the Northwest Upgrader) cancelled or delayed •  Issues with engineering/procurement or construction of the facility or pipeline
Anticipated environmental remediation liabilities and asset retirement obligations	•  Timing and amount of expenditures •  Estimated discount and inflation rates	•  Changes in government policies, legislation and regulations that could change timing and estimate of costs •  Inflation, currency and interest rate fluctuations

AGRIUM Annual Report  |  39

EX-99.3

EXHIBIT 99.3

Agrium Inc.

Consolidated Financial Statements

For the year ended

December 31, 2017

February 20, 2018

Financial Statements

Table of Contents

		Page
Financial Reporting Responsibilities			41
Management’s Report on Internal Control over Financial Reporting			41
Reports of Independent Registered Public Accounting Firm			42
Consolidated Statements of Operations			44
Consolidated Statements of Comprehensive Income			45
Consolidated Balance Sheets			46
Consolidated Statements of Cash Flows			47
Consolidated Statements of Shareholders’ Equity			48
Notes to the Consolidated Financial Statements			49
General Information
1.	Corporate Information		49
Segment Operations and Management
2.	Operating Segments		51
3.	Capital Management		52
4.	Financial Risk Management		53
Detailed Information on Financial Performance
5.	Expenses		59
6.	Finance Costs		59
7.	Income Taxes		60
8.	Post-employment Benefits		61
9.	Share-based Payments		64
Detailed Information on Financial Position
10.	Cash Flow Information		66
11.	Accounts Receivable		66
12.	Inventories		67
13.	Property, Plant and Equipment		67
14.	Intangibles and Goodwill		69
15.	Investments in Associates and Joint Ventures		70
16.	Other Assets		72
17.	Debt		73
18.	Accounts Payable		74
19.	Other Provisions		74
20.	Other Liabilities		75
Other Disclosures
21.	Discontinued Operations and Assets Held for Sale		75
22.	Business Acquisitions		76
23.	Commitments		76
24.	Contingent Liabilities		77
25.	Accounting Policies, Judgments, Assumptions and Estimates		78

AGRIUM Annual Report  |  40

Financial Reporting Responsibilities

Party	Responsibility for Financial Reporting
Board of Directors	Reviews and approves the annual consolidated financial statements and notes and related Management’s Discussion and Analysis contained in this Annual Report. The Board appoints the Audit Committee to carry out this responsibility on its behalf.
Audit Committee	Oversees Agrium’s accounting and financial reporting processes and audits of its financial statements.
	Recommends approval of the annual consolidated financial statements to the Board.
	Considers, for review by the Board and approval by the shareholders, appointment of the independent auditors; reviews and approves the terms of the auditors’ engagement as well as the fee, scope and timing of their services; evaluates the auditors’ performance.
Management	Prepares (a) financial statements in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, and (b) the information in the accompanying Management’s Discussion and Analysis, and ensures that it is consistent with the consolidated financial statements.
	As disclosed in note 25 to the annual financial statements:
	•  Makes reasonable estimates and judgments as an essential part of the preparation of financial statements; and
	•  Considers alternative accounting methods and chooses those it considers most appropriate in the circumstances.
	•  Establishes and maintains 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.
Independent Auditors	On behalf of the shareholders, KPMG LLP, an independent registered public accounting firm, as stated in their reports, which are included in this 2017 Annual Report: •  Audits the annual consolidated financial statements as at and for the years ended December 31, 2017 and 2016, in accordance with Canadian generally accepted auditing standards and the standards of the Public Company Accounting Oversight Board (United States); and •  Audits the effectiveness of internal control over financial reporting as of December 31, 2017 in accordance with the standards of the Public Company Accounting Oversight Board (United States) based on the criteria described below.

The Audit Committee is comprised entirely of independent directors. The auditors have full and unrestricted access to the Audit Committee and may meet with or without the presence of management.

Management’s Report on Internal Control over Financial Reporting

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 generally accepted accounting principles.

Under our supervision and with the participation of management, we conducted an evaluation of the design and effectiveness of our internal control over financial reporting as of the end of the fiscal year covered by this report, based on the framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013). Based on this evaluation, management concluded that as of December 31, 2017, Agrium Inc. did maintain effective internal control over financial reporting.

       Chuck Magro President & Chief Executive Officer February 20, 2018        Steve Douglas Senior Vice President & Chief Financial Officer

AGRIUM Annual Report  |  41

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of Agrium Inc.

Opinion on Internal Control Over Financial Reporting

We have audited Agrium Inc.’s (the “Company”) internal control over financial reporting as of December 31, 2017, based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Report on the Consolidated Financial Statements

We also have audited, in accordance with Canadian generally accepted auditing standards and the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Company, which comprise the consolidated balance sheets as at December 31, 2017 and December 31, 2016, the consolidated statements of operations, comprehensive income, cash flows and shareholders’ equity for the years then ended, and the related notes, comprising a summary of significant accounting policies and other explanatory information (collectively referred to as the “consolidated financial statements”), and our report dated February 20, 2018 expressed an unmodified (unqualified) opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report On Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB and in accordance with the ethical requirements that are relevant to our audit of the financial statements in Canada.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Chartered Professional Accountants

Calgary, Canada

February 20, 2018

AGRIUM Annual Report  |  42

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of Agrium Inc.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated financial statements of Agrium Inc. (the “Company”), which comprise the consolidated balance sheets as at December 31, 2017 and December 31, 2016, the consolidated statements of operations, comprehensive income, cash flows and shareholders’ equity for the years then ended, and the related notes, comprising a summary of significant accounting policies and other explanatory information (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as at December 31, 2017 and December 31, 2016, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board.

Report on Internal Control Over Financial Reporting

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Company’s internal control over financial reporting as of December 31, 2017, based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February 20, 2018 expressed an unqualified (unmodified) opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

A - Management’s Responsibility for the (Consolidated) Financial Statements

Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

B - Auditors’ Responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with Canadian generally accepted auditing standards and the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement, whether due to error or fraud. Those standards also require that we comply with ethical requirements, including independence. We are required to be independent with respect to the Company in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We are a public accounting firm registered with the PCAOB.

An audit includes performing procedures to assess the risks of material misstatements of the consolidated financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included obtaining and examining, on a test basis, audit evidence regarding the amounts and disclosures in the consolidated financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the company’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances.

An audit also includes evaluating the appropriateness of accounting policies and principles used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained in our audits is sufficient and appropriate to provide a reasonable basis for our audit opinion.

Chartered Professional Accountants

We have served as the Company’s auditor since 1984.

Calgary, Canada

February 20, 2018

AGRIUM Annual Report  |  43

Consolidated Statements of Operations

Years ended December 31, (millions of U.S. dollars, unless otherwise stated)	Notes		2017			2016              (restated)
Sales				13,766			13,457
Cost of product sold		5		10,340			10,078
Gross profit				3,426			3,379
Expenses
Selling		5		2,014			1,913
General and administrative		5		247			240
Share-based payments		5, 9		69			55
Earnings from associates and joint ventures		15		(39	)		(66)
Other expenses		5		119			147
Earnings before finance costs and income taxes				1,016			1,090
Finance costs related to long-term debt		6		210			204
Other finance costs		6		101			74
Earnings before income taxes				705			812
Income taxes		7		203			228
Net earnings from continuing operations				502			584
Net (loss) earnings from discontinued operations		21		(187	)		12
Net earnings				315			596
Attributable to
Equity holders of Agrium				310			592
Non-controlling interest				5			4
Net earnings				315			596
Earnings per share attributable to equity holders of Agrium
Basic and diluted earnings per share from continuing operations				3.60			4.20
Basic and diluted (loss) earnings per share from discontinued operations				(1.36	)		0.09
Basic and diluted earnings per share				2.24			4.29
Weighted average number of shares outstanding for basic and diluted earnings per share (millions of common shares)				138			138
See accompanying notes.

Basis of preparation and statement of compliance

We prepared these financial statements in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). The Board of Directors of Agrium Inc. approved these consolidated financial statements for issuance on February 20, 2018.

The presentation currency of these financial statements is the U.S. dollar. We prepared the financial statements using the historical cost basis, except for items that IFRS requires us to measure at fair value. Our significant accounting policies, judgments, assumptions and estimates are described in note 25.

AGRIUM Annual Report  |  44

Consolidated Statements of Comprehensive Income

Years ended December 31, (millions of U.S. dollars)	Notes	2017	2016
Net earnings		315	596
Other comprehensive income
Items that are or may be reclassified to earnings
Cash flow hedges	4
Effective portion of changes in fair value		(92)	7
Deferred income taxes		25	(1	)
Associates and joint ventures	15
Share of comprehensive loss		(49)	(34	)
Deferred income taxes		10	-
Foreign currency translation
Gains		183	59
Reclassifications to earnings		6	-
		83	31
Items that will never be reclassified to earnings
Post-employment benefits	8
Actuarial losses		(5)	(10	)
Deferred income taxes		2	3
		(3)	(7	)
Other comprehensive income		80	24
Comprehensive income		395	620
Attributable to
Equity holders of Agrium		389	616
Non-controlling interest		6	4
Comprehensive income		395	620
See accompanying notes.

AGRIUM Annual Report  |  45

Consolidated Balance Sheets

(millions of U.S. dollars)		December 31,
	Notes	2017	2016
Assets
Current assets
Cash and cash equivalents	10	466	412
Accounts receivable	11	2,406	2,208
Income taxes receivable		18	33
Inventories	12	3,321	3,230
Prepaid expenses and deposits		1,004	855
Other current assets	16	120	123
Assets held for sale	21	105	-
		7,440	6,861
Property, plant and equipment	13	7,091	6,818
Intangibles	14	518	566
Goodwill	14	2,228	2,095
Investments in associates and joint ventures	15	522	541
Other assets	16	58	48
Deferred income tax assets	7	85	34
		17,942	16,963
Liabilities and shareholders’ equity
Current liabilities
Short-term debt	17	867	604
Accounts payable	18	5,206	4,662
Income taxes payable		27	17
Current portion of long-term debt	17	11	110
Current portion of other provisions	19	63	59
		6,174	5,452
Long-term debt	17	4,397	4,398
Post-employment benefits	8	142	141
Other provisions	19	522	322
Other liabilities	20	106	68
Deferred income tax liabilities	7	473	408
		11,814	10,789
Shareholders’ equity
Share capital		1,776	1,766
Retained earnings		5,461	5,634
Accumulated other comprehensive loss		(1,116)	(1,231)
Equity holders of Agrium		6,121	6,169
Non-controlling interest		7	5
Total equity		6,128	6,174
		17,942	16,963
See accompanying notes.

AGRIUM Annual Report  |  46

Consolidated Statements of Cash Flows

Years ended December 31, (millions of U.S. dollars)	Notes	2017	2016 (restated)
Operating
Net earnings from continuing operations		502	584
Adjustments for
Depreciation and amortization		530	493
Earnings from associates and joint ventures		(39)	(66	)
Share-based payments		69	55
Unrealized loss on derivative financial instruments		1	36
Unrealized foreign exchange loss (gain)		31	(19	)
Interest income		(59)	(66	)
Finance costs		311	278
Income taxes		203	228
Other		34	23
Interest received		61	66
Interest paid		(308)	(272	)
Income taxes paid		(20)	(291	)
Dividends from associates and joint ventures		18	116
Net changes in non-cash working capital	10	(15)	472
Cash provided by operating activities		1,319	1,637
Investing
Business acquisitions, net of cash acquired	22	(203)	(342	)
Capital expenditures		(677)	(701	)
Capitalized borrowing costs		(12)	(24	)
Purchase of investments		(63)	(77	)
Proceeds from sale of investments		69	97
Proceeds from sale of property, plant and equipment		34	16
Other		(19)	33
Net changes in non-cash working capital		(51)	5
Cash used in investing activities		(922)	(993	)
Financing
Short-term debt		258	(188	)
Repayment of long-term debt		(110)	(17	)
Dividends paid		(483)	(482	)
Cash used in financing activities		(335)	(687	)
Effect of exchange rate changes on cash and cash equivalents		(12)	(67	)
Increase (decrease) in cash and cash equivalents from continuing operations		50	(110	)
Cash and cash equivalents provided by discontinued operations	21	4	7
Cash and cash equivalents – beginning of year		412	515
Cash and cash equivalents – end of year	10	466	412
See accompanying notes.

AGRIUM Annual Report  |  47

Consolidated Statements of Shareholders’ Equity

					Other comprehensive income (loss)
(millions of U.S. dollars, except share data)	Millions of common shares	Share capital	Retained earnings			Cash flow hedges		Comprehensive loss of associates and joint ventures		Foreign currency translation		Total		Equity holders of Agrium		Non- controlling interest		Total equity
December 31, 2015	138	1,757	5,533			(56	)	(17	)	(1,214	)	(1,287	)	6,003		4		6,007
Net earnings	-	-	592			-		-		-		-		592		4		596
Other comprehensive income (loss), net of tax
Post-employment benefits	-	-	(7	)		-		-		-		-		(7	)	-		(7	)
Other	-	-	-			6		(34	)	59		31		31		-		31
Comprehensive income (loss), net of tax	-	-	585			6		(34	)	59		31		616		4		620
Dividends ($ 3.50 per share)	-	-	(484	)		-		-		-		-		(484	)	-		(484	)
Non-controlling interest transactions	-	-	-			-		-		-		-		-		(3	)	(3	)
Share-based payment transactions	-	9	-			-		-		-		-		9		-		9
Reclassification of cash flow hedges, net of tax	-	-	-			25		-		-		25		25		-		25
December 31, 2016	138	1,766	5,634			(25	)	(51	)	(1,155	)	(1,231	)	6,169		5		6,174
Net earnings	-	-	310			-		-		-		-		310		5		315
Other comprehensive income (loss), net of tax
Post-employment benefits	-	-	(3	)		-		-		-		-		(3	)	-		(3	)
Other	-	-	-			(67	)	(39	)	188		82		82		1		83
Comprehensive income (loss), net of tax	-	-	307			(67	)	(39	)	188		82		389		6		395
Dividends ($ 3.50 per share)	-	-	(483	)		-		-		-		-		(483	)	-		(483	)
Non-controlling interest transactions	-	-	3			-		-		(2	)	(2	)	1		(4	)	(3	)
Share-based payment transactions	-	10	-			-		-		-		-		10		-		10
Reclassification of cash flow hedges, net of tax	-	-	-			35		-		-		35		35		-		35
December 31, 2017	138	1,776	5,461			(57	)	(90	)	(969	)	(1,116	)	6,121		7		6,128
See accompanying notes.

AGRIUM Annual Report  |  48

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

1. CORPORATE INFORMATION

Agrium Inc. (“Agrium”) is incorporated under the laws of Canada. Our Corporate head office is located at 13131 Lake Fraser Drive S.E., Calgary, Canada. We conduct our operations globally from our Wholesale head office in Calgary and our Retail head office in Loveland, Colorado, United States.

In these financial statements, “we”, “us”, “our” and “Agrium” mean Agrium Inc., its subsidiaries and its joint arrangements, until December 31, 2017.

On January 1, 2018, after receiving all required regulatory approvals, Agrium and Potash Corporation of Saskatchewan Inc. (“PotashCorp”) combined their businesses in a merger of equals by becoming wholly owned subsidiaries of a new parent company named Nutrien Ltd. (“Nutrien”). On January 2, 2018, the merged entity began trading on the Toronto Stock Exchange and New York Stock Exchange (“NYSE”) under the symbol NTR, and the shares of Agrium and PotashCorp were delisted.

Shareholders of Agrium received 2.230 common shares of Nutrien for each Agrium share held and shareholders of PotashCorp received 0.400 common shares of Nutrien for each PotashCorp share held. The exchange ratios represent the respective closing share prices of each company’s common shares at market close on the NYSE on August 29, 2016, the last trading day prior to when the companies announced that they were in preliminary discussions regarding a merger of equals, which is consistent with the approximate 10-day and 60-day volume weighted average prices through that date.

PotashCorp is the acquirer for accounting purposes, and as a result, the financial statements and related notes of Nutrien in 2018 and beyond will reflect the operations of Nutrien. Figures for 2017 and prior will reflect operations of PotashCorp. The purchase consideration is approximately $16-billion. Valuations to determine the fair value of assets acquired and liabilities assumed are not yet complete due to the recent closing date of the merger.

Agrium completed the dispositions of Conda Phosphate operations and North Bend assets on January 12, 2018, as a condition of approval of the merger from the U.S. Federal Trade Commission (FTC), as further described in note 21.

The companies had previously received unconditional regulatory clearance from Canada, Brazil and Russia.

For additional information with respect to the plan of arrangement, please refer to the Joint Management

Information Circular of PotashCorp and Agrium dated October 3, 2016, a copy of which has been filed on SEDAR under Agrium’s profile at www.sedar.com.

Our Executive Leadership Team (ELT) comprises officers at the Senior Vice President level and above. ELT and Agrium Board of Directors (“Board of Directors”) compensation included in these financial statements:

Related party transactions	2017		2016
Short-term benefits		19		19
Post-employment benefits		2		2
Share-based payments		31		24

AGRIUM Annual Report  |  49

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

The ELT is responsible for strategic decision making, resource allocation and assessing financial performance and is identified as our Chief Operating Decision Maker (CODM) for the purposes of reporting segment operations under IFRS. The CODM reviews the results of our operations and our financial position on consolidated, operating segment and business unit levels. Our operating segments are defined by the organization and reporting structure through which we operate our business. We categorize our operating segments within the Retail and Wholesale business units as follows:

• Retail: Distributes crop nutrients, crop protection products, seed and merchandise and provides financial and other services directly to growers through a network of farm centers in two geographical segments:

- North America including the United States and Canada

- International including Australia and South America

• Wholesale: Produces, markets and distributes crop nutrients and industrial products as follows:

- Nitrogen: Manufacturing in Alberta and Texas

- Potash: Mining and processing in Saskatchewan

- Phosphate: Production facilities in Alberta and, prior to the Conda Phosphate operations disposition as described in note 21, mining facilities in Idaho

- Wholesale Other: Producing blended crop nutrients and Environmentally Smart Nitrogen^® polymer-coated nitrogen crop nutrients; and operating joint ventures and associates.

Principal subsidiaries, associates and joint ventures
	Relationship/ Ownership	Location	Principal activity	Method of accounting
Agrium Canada Partnership	Subsidiary, 100%	Canada	Manufacturer and distributor of crop nutrients	Consolidation
Agrium Potash Ltd.	Subsidiary, 100%	Canada	Manufacturer and distributor of crop nutrients	Consolidation
Agrium U.S. Inc.	Subsidiary, 100%	United States	Manufacturer and distributor of crop nutrients	Consolidation
Agroservicios Pampeanos S.A.	Subsidiary, 100%	Argentina	Crop input retailer	Consolidation
Cominco Fertilizer Partnership	Subsidiary, 100%	United States	Manufacturer and distributor of crop nutrients	Consolidation
Crop Production Services, Inc.	Subsidiary, 100%	United States	Crop input retailer	Consolidation
Crop Production Services (Canada) Inc.	Subsidiary, 100%	Canada	Crop input retailer	Consolidation
Landmark Operations Ltd.	Subsidiary, 100%	Australia	Crop input retailer	Consolidation
Loveland Products Inc.	Subsidiary, 100%	United States	Crop input developer and retailer	Consolidation
Misr Fertilizers Production Company S.A.E.	Associate, 26%	Egypt	Manufacturer and distributor of crop nutrients	Equity method
Profertil S.A.	Joint venture, 50%	Argentina	Manufacturer and distributor of crop nutrients	Equity method

AGRIUM Annual Report  |  50

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

2. OPERATING SEGMENTS

Segment information											2017
	North America		International		Retail		Nitrogen		Potash		Phosphate		Wholesale Other		Wholesale		Other (a)			Total
Sales – external		9,874		2,182		12,056		755		386		115		454		1,710		-			13,766
–  inter-segment		47		-		47		254		133		122		140		649		(696	)		-
Total sales		9,921		2,182		12,103		1,009		519		237		594		2,359		(696	)		13,766
Earnings (loss) before finance costs and income taxes		716		174		890		209		105		4		99		417		(291	)		1,016
Depreciation and amortization		273		16		289		79		113		17		13		222		19			530
EBITDA (b)		989		190		1,179		288		218		21		112		639		(272	)		1,546
Earnings from associates and joint ventures		7		2		9		-		-		-		30		30		-			39
Total assets		8,668		1,570		10,238		2,330		3,629		303		702		6,964		740			17,942
Additions to non-current assets (c)		423		39		462		313		46		226		48		633		8			1,103
Segment information												2016
		North America		International		Retail		Nitrogen		Potash		Phosphate		Wholesale Other		Wholesale		Other	(a)		Total
Sales – external		9,565		2,158		11,723		860		280		148		446		1,734		-			13,457
– inter-segment		43		-		43		284		139		141		130		694		(737	)		-
Total sales		9,608		2,158		11,766		1,144		419		289		576		2,428		(737	)		13,457
Earnings (loss) before finance costs and income taxes		676		141		817		329		10		23		139		501		(228	)		1,090
Depreciation and amortization		249		25		274		75		99		16		13		203		16			493
EBITDA (b)		925		166		1,091		404		109		39		152		704		(212	)		1,583
Earnings (loss) from associates and joint ventures		4		2		6		-		-		-		61		61		(1	)		66
Total assets		8,144		1,338		9,482		1,812		3,666		808		675		6,961		520			16,963
Additions to non-current assets (c)		405		30		435		444		70		46		20		580		5			1,020

(a) Non-cash share-based payments expense of $69-million (2016 – $55-million) is recorded in our Other segment.

(b) EBITDA is net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations.

(c) Additions to non-current assets include property, plant and equipment, intangibles and goodwill.

AGRIUM Annual Report  |  51

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Retail sales by product line	2017	2016
Crop nutrients	4,121	4,310
Crop protection products	4,937	4,684
Seed	1,628	1,462
Merchandise	683	621
Services and other	734	689
	12,103	11,766

Key data by geographic region	2017		2016
	Sales (a)	Non- current assets (b)	Sales (a)	Non- current assets (b)
Canada	2,416	4,829	2,437	4,430
United States	8,978	4,838	8,672	4,898
Europe	178	2	182	5
South America	431	213	396	197
Australia	1,679	260	1,769	222
Egypt	-	238	-	285
Other	84	5	1	3
	13,766	10,385	13,457	10,040

(a) Sales by location of customers.

(b) Excludes financial instruments and deferred tax assets.

Our CODM measures performance and allocates resources based on information it considers most relevant in evaluating the results of business units and operating segments relative to other entities that operate in similar industries. The main operating measures the CODM reviews on a regular basis are consolidated, business unit and segment EBITDA. The CODM does not review Retail net earnings information by product line, reflecting how Retail aggregates expenses and net earnings in its accounting records and financial reports. The CODM also does not regularly review (a) financial information aggregated on any other product line or geographic basis or (b) segment finance costs, income taxes or balance sheet information. We have not aggregated any operating segments in determining our reportable segments.

We continually monitor changes in facts and circumstances that could change the composition of our operating segments, as determined by the information regularly reviewed by the CODM.

The accounting policies of segments are the same as the accounting policies described in note 25. We record sales between operating segments at prices equivalent to those charged to third parties. We eliminate such sales on consolidation. We report a non-operating segment, “Other”, for inter-segment eliminations and corporate functions.

3. CAPITAL MANAGEMENT

Policies and objectives in managing capital

Agrium defines capital as adjusted total debt plus total equity. Our objectives for managing capital are to (a) maintain a strong balance sheet and flexible capital structure to optimize the cost of capital at an acceptable level of risk, (b) support an investment grade credit rating profile, (c) improve the overall efficiency of our assets and deliver on our growth opportunities to grow our earnings, and (d) maximize total shareholder return.

To maintain or adjust our capital structure, we may adjust the amount of dividends paid to shareholders, issue new shares, buy back shares, issue or redeem debt, sell trade receivables through our securitization program, or adjust anticipated future capital expenditures and resources available for other growth opportunities. Our authorized share capital consists of unlimited common shares without par value and unlimited preferred shares.

AGRIUM Annual Report  |  52

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Information monitored to manage capital	2017 Target		December 31,
				2017		2016
Net debt to EBITDA				3.1		3.0
Debt covenant ratios (a)
Interest coverage (b)		³ 2.5		5		6
Debt-to-capital (c)		£ 0.65		0.45		0.44
Retail measures (%)
Average non-cash working capital to sales		16		17		17
Return on operating capital employed (d)		N/A		19		18
Return on capital employed (e)		N/A		11		10
Components of ratios
EBITDA				1,546		1,583
Calculation of components of ratios
1) Net debt
Short-term debt				867		604
Long-term debt, including current portion				4,408		4,508
Cash and cash equivalents				(466	)	(412	)
Net debt				4,809		4,700
2) Adjusted total debt
Guarantees and letters of credit (specified in credit facility agreements)				286		242
Adjusted total debt				5,095		4,942

(a) Our revolving credit facilities and trade receivable securitization program require that we maintain these ratios as well as other non-financial covenants. We were in compliance with all covenants at December 31, 2017.

(b) EBITDA divided by finance costs, which includes finance costs related to long-term debt plus other finance costs

(c) Adjusted total debt divided by the sum of adjusted total debt and total equity

(d) Last 12 months’ net earnings before finance costs, income taxes and earnings from discontinued operations (EBIT) less income taxes at a tax rate of 28 percent (2016 – 28 percent) divided by rolling four quarter average operating capital employed. Operating capital employed includes non-cash working capital, property, plant and equipment, investments in associates and joint ventures, and other assets.

(e) Last 12 months’ EBIT less income taxes at a tax rate of 28 percent (2016 – 28 percent) divided by rolling four quarter average capital employed. Capital employed includes operating capital employed, intangibles and goodwill.

4. FINANCIAL RISK MANAGEMENT

a) Financial risk management objectives and policies

In the normal course of business, our balance sheet, results of operations and cash flows are exposed to various risks. Annually, we prepare a strategic plan that considers the opportunities and major risks of our business and mitigating factors to reduce these risks. The Board of Directors has set upper limits on the time periods and transactional and balance sheet exposures management can manage. Our Corporate Financial Risk Committee reviews risk management policies and procedures annually and monitors compliance with these limits and associated exposure management activity. We manage risk in accordance with our Global Exposure Management Policy, whose objective is to reduce volatility in cash flows and net earnings. We hold all derivative financial instruments for risk management purposes only.

Risks we manage are described under Risk Management Policies in section (j).

AGRIUM Annual Report  |  53

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

b) Market risk – currency risk

Foreign exchange derivative financial instruments outstanding (notional amounts in millions)
							December 31,
			2017									2016
Sell/Buy	Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)			Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)
Forwards
USD/CAD		338		2018		1.28		8			-		-		-		-
CAD/USD		266		2018		1.28		(6	)		180		2017		1.34		-
EUR/USD		28		2018		0.84		(1	)		-		2017		0.94		-
USD/AUD		15		2018		1.31		-			14		2017		1.32		(1	)
AUD/USD		20		2018		1.29		-			22		2017		1.34		1
CNY/AUD		31		2018		6.97		(1	)		23		2017		7.16		-
Options
CAD/USD – buy USD calls		126		2018		1.29		1			-		-		-		-
CAD/USD – sell USD puts		126		2018		1.25		(2	)		-		-		-		-
AUD/USD – buy USD calls		33		2018		1.35		-			-		-		-		-
								(1	)								-

(a) Foreign currency per U.S. dollar

We determine the functional currency of our subsidiaries in reference to the primary economic environment in which each entity operates. We are exposed to currency risk from financial instruments denominated in currencies other than the functional currency of an operation. The majority of this currency risk arises from exposure to the Canadian dollar. We manage this exposure by entering into foreign currency derivative contracts. Although the derivatives have not been designated in hedging relationships, our risk management strategy is to offset substantially all of the earnings impact from the translation of the underlying financial instruments that could occur from a reasonably possible strengthening or weakening of the U.S. dollar.

c) Market risk – commodity price risk

Commodity price risk management and cash flow hedges

Natural gas is a significant component of our cost of product sold for nitrogen-based fertilizers. We use physical contracts and financial derivative contracts to manage the risk of market fluctuations in natural gas prices and to reduce the variability of cash flows from our planned purchases of natural gas used in our fertilizer production facilities. The Board of Directors has established limits on risk management activities, including the following:

Use of derivatives to hedge exposure to natural gas market price risk
Term (gas year – 12 months ending October 31)	2018	2019	2020	2021
Maximum allowable (% of forecast gas requirements)	75	75	75	25	(a)
Forecast average monthly natural gas consumption (millions of MMBtu)	9	9	9	9
Gas requirements hedged using derivatives designated as hedges (%)	33	24	-	-

(a) Maximum monthly hedged volume may not exceed 90 percent of planned monthly requirements.

We designate all of our natural gas derivatives as qualifying hedges for accounting purposes. The contracts settle in the months hedged using AECO futures price indexes, which we use to determine fair value. The contracts are denominated in Canadian dollars for purchases of gas in Canadian dollars. At the inception of each designated derivative contract, we prepare formal designation and documentation of the hedging relationship and our risk management objective and strategy for undertaking the hedge. We record the effective portion of changes in fair value to other comprehensive income. We record any ineffective portion to earnings.

AGRIUM Annual Report  |  54

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

The underlying risk of the derivative contracts is identical to the hedged risk; accordingly, we have established a ratio of 1:1 for all natural gas hedges. Due to a strong correlation between AECO future contract prices and our delivered cost, we did not experience any ineffectiveness on our hedges, and accordingly we have recorded the full change in the fair value of the natural gas derivative contracts designated as hedges to other comprehensive income.

Potential sources of ineffectiveness are changes in timing of forecast transactions, changes in volume delivered or changes in credit risk of Agrium or the counterparty.

Natural gas derivative financial instruments outstanding (notional amounts in millions of MMBtu)
							December 31,
			2017									2016
	Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)			Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)
AECO swaps		70		2018–2019		2.43		(70	)		48		2017–2018		2.90		(21	)

(a) U.S. dollars per MMBtu

Maturities of natural gas derivative contracts	Fair value
		2018	2019
AECO swaps		(52)	(18)

Natural gas derivative financial instruments outstanding
							December 31,
				2017									2016
	Gross amount			Netting			Carrying amount			Gross amount			Netting			Carrying amount
Accounts receivable		48			(48	)		-			65			(64	)		1
Other assets		35			(25	)		10			51			(51	)		-
Accounts payable		(99	)		47			(52	)		(73	)		67			(6	)
Other liabilities		(54	)		26			(28	)		(64	)		48			(16	)
		(70	)		-			(70	)		(21	)		-			(21	)

Impact of change in fair value of natural gas derivative financial instruments		December 31,
	2017		2016
A $10-million impact to other comprehensive income requires movement in gas prices per MMBtu	0.22		0.29

d) Market risk – interest rate risk

Impact of change in short-term debt (basis points)	December 31,
	2017
A $10-million decrease in net earnings requires an increase in interest rates		158
Sensitivity – impact of change in fair value of debentures		December 31,
		2017
Interest rate increase of 1%		(428	)
Interest rate decrease of 1%		504

The weighted average effective interest rate on long-term debt at December 31, 2017, was 5 percent (December 31, 2016 – 5 percent).

AGRIUM Annual Report  |  55

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

e) Credit risk

Maximum exposure to credit risk	December 31,
	Notes		2017		2016
Cash and cash equivalents				466		412
Accounts receivable		11		2,406		2,208
Other current assets				118		121
Other non-current assets				32		28
				3,022		2,769

Derivatives and cash and cash equivalents – risk concentration

At December 31, 2017, our counterparties to derivative financial instruments have maintained an investment grade credit rating, and we have no indication that any counterparty to a derivative financial contract or to cash and cash equivalents will be unable to meet its obligations.

f) Liquidity risk

The table below summarizes the maturity profile of our financial liabilities based on contractual undiscounted payments, including estimated interest payments. The amounts included for derivative financial instruments are subject to change as interest rates, exchange rates or commodity prices change.

December 31, 2017	Carrying amount		Contractual cash flows		Less than one year		One to three years		Four to five years		More than five years
Short-term debt		867		867		867		-		-		-
Accounts payable		3,495		3,495		3,495		-		-		-
Current portion of long-term debt		11		11		11		-		-		-
Long-term debt		4,397		7,606		219		868		862		5,657
Other liabilities		32		32		-		19		5		8
Foreign exchange derivative contracts		10		10		10		-		-		-
Natural gas derivative contracts		80		80		52		28		-		-
		8,892		12,101		4,654		915		867		5,665

g) Netting arrangements

We enter into derivative transactions under master netting arrangements, under which we aggregate the amounts owed by each counterparty for all contracts outstanding in the same currency or commodity into a single net amount receivable or payable by us or our counterparty. If a default occurs, all outstanding transactions under the arrangement are terminated and the net termination value is receivable or payable for settlement purposes.

We record the carrying amounts of our foreign exchange derivative contracts on a gross basis and the carrying amounts of our natural gas derivative contracts on a net basis.

h) Gain (loss) on derivative financial instruments included in earnings

				2017									2016
	Realized gain (loss)			Unrealized gain (loss)			Total gain (loss)			Realized gain (loss)			Unrealized gain (loss)			Total gain (loss)
Foreign exchange derivatives
Recorded in sales		-			(5	)		(5	)		(4	)		1			(3	)
Recorded in cost of product sold		1			-			1			2			-			2
Recorded in other expenses		(5	)		4			(1	)		(7	)		(37	)		(44	)
		(4	)		(1	)		(5	)		(9	)		(36	)		(45	)
Commodity derivatives
Recorded in cost of product sold		(48	)		-			(48	)		(34	)		-			(34	)
		(48	)		-			(48	)		(34	)		-			(34	)
		(52	)		(1	)		(53	)		(43	)		(36	)		(79	)

AGRIUM Annual Report  |  56

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

f)   Fair value hierarchy

We determine the fair value of financial instruments classified as Level 1 using independent quoted market prices for identical instruments in active markets. For financial instruments classified as Level 2, we estimate fair value using quoted prices for similar instruments in active markets or prices for identical or similar instruments in markets that are not active, or using valuation techniques based on industry-accepted third-party models that make maximum use of market-based inputs. We classify fair value estimates not based on observable market data as Level 3. We consider a market active if quoted prices are readily and regularly available and based on actual and regularly occurring market transactions. For any significant Level 3 measurements, we employ a valuation team or retain valuation experts to calculate certain measurements, and we review any third-party information we use.

We monitor the availability of observable market data to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or market liquidity generally drive changes in the availability of observable market data. Changes in the availability of observable market data that may result in changing the valuation technique used are generally the cause of transfers between hierarchy levels. We have not made any transfers between levels during 2017 or 2016. We do not measure any of our financial instruments using Level 3 inputs.

Fair value measurement techniques and inputs for financial instruments measured using Level 2 inputs

Financial instrument	Measurement technique	Key inputs
Foreign exchange forward contracts,	Discounted cash flow	Forward exchange rates, contract forward and
swaps and options		interest rates, observable yield curves
Natural gas swaps	Market comparison	Current market and contractual prices, forward
		pricing curves, quoted forward prices, basis
		differentials, volatility factors and interest rates

	December 31,
	2017						2016
	Fair value				Carrying		Fair value				Carrying
	Level 1		Level 2		value		Level 1		Level 2		value
Financial instruments measured at fair value on a recurring basis
Cash and cash equivalents		-		466		466		-		412		412
Accounts receivable – derivatives		-		9		9		-		2		2
Other current financial assets –marketable securities (a)		18		100		118		22		99		121
Other non-current financial assets –derivatives		-		10		10		-		-		-
Accounts payable – derivatives		-		62		62		-		7		7
Other financial liabilities – derivatives		-		28		28		-		16		16
Financial instruments measured at amortized cost
Current portion of long-term debt (b)
Debentures		-		-		-		-		101		100
Fixed and floating rate debt		-		11		11		-		10		10
Long-term debt (b)
Debentures		-		4,909		4,376		-		4,600		4,373
Fixed and floating rate debt		-		21		21		-		25		25

(a) 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.

(b) We determine the fair value of long-term debt based on comparable debt instruments with similar maturities to our debt, adjusted where necessary to our credit spread, based on information published by financial institutions. Carrying amount of floating rate debt approximates fair value.

AGRIUM Annual Report  |  57

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

j) Risk management policies and practices

Item	Primarily affected by	Policies, practices and financial instruments used
Sales	Product prices and foreign currency exchange rates	Foreign currency forward and swap contracts
Cost of product sold – natural gas and power	Prices of natural gas and power	Natural gas forward, swap and option contracts; power swap contracts
Cost of product sold – inventory purchased for resale	Prices of nutrients purchased for resale	Nutrient swaps and fixed price product purchase commitments
Cost of product sold, selling, general and administrative, and other expenses denominated in local currencies	Foreign currency exchange rates	Foreign currency forward and swap contracts
Capital expenditures	Foreign currency exchange rates	Foreign currency forward and swap contracts
Finance costs	USD interest rates	Maintaining a combination of fixed and floating rate debt; interest rate swaps to manage risk for up to 10 years
Financial instruments
Market risk – currency risk	USD balances in Canadian, Australian, European and South American subsidiaries; foreign currencies held in USD-denominated subsidiaries	Foreign currency forward and swap contracts to manage risk for up to three years
Market risk – commodity price risk (natural gas, power and nutrient price risk)	Market prices of natural gas, power and nutrients	Natural gas forward, swap and option contracts; power swap contracts to manage power price risk for up to five years; nutrient swap contracts up to one year
Market risk – interest rate risk Floating: short-term debt, floating rate long-term debt, cash and cash equivalents Fixed: long-term debt	Changes in market interest rates	Maintaining a combination of fixed and floating rate debt; interest rate swaps to manage risk for up to 10 years; cash management policies
Credit risk	Ability of customers or counterparties to financial instruments to meet obligations	Credit approval and monitoring practices; counterparty policies; master netting arrangements; counterparty credit policies and limits; arrangements with financial institutions
Liquidity risk	Fluctuations in cash flows	Preparing and monitoring forecasts of cash flows; cash management policies; multiple-year credit facilities

AGRIUM Annual Report  |  58

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

5. EXPENSES

Expenses by nature	2017			2016
(Increase) decrease in finished goods inventory		(5	)		7
Purchased and produced raw materials and product for resale		11,144			10,726
Rebates		(1,244	)		(1,195	)
Freight and distribution		543			588
Short-term employee benefits		1,349			1,275
Post-employment benefits		55			54
Share-based payments		69			55
Depreciation of property, plant and equipment		420			385
Amortization of intangibles		110			108
Operating leases		211			197
Other		18			86
		12,670			12,286
Expense line items
Cost of product sold		10,340			10,078
Selling		2,014			1,913
General and administrative		247			240
Share-based payments		69			55
		12,670			12,286
Other expenses	2017			2016
Loss on foreign exchange and related derivatives		14			13
Interest income		(59	)		(66	)
Asset impairment		-			15
Environmental remediation and asset retirement obligations		18			10
Bad debt expense		29			35
Potash profit and capital tax		13			12
Merger and related costs		94			31
Other		10			97
		119			147

6. FINANCE COSTS

Finance costs related to long-term debt	2017		2016
Gross finance costs related to long-term debt		222		228
Less: Borrowing costs capitalized at a rate of 4.4% (2016 – 4.4%)		12		24
		210		204
Other finance costs	2017		2016
Accretion of environmental remediation and asset retirement obligations		8		7
Finance costs from customer prepayments		35		32
Other interest expense		58		35
		101		74

AGRIUM Annual Report  |  59

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

7. INCOME TAXES

Components of income taxes	2017			2016
Current tax expense		90			196
Previously unrecognized tax assets		(4	)		-
Adjustments for prior years		(32	)		-
Current income taxes		54			196
Origination and reversal of temporary differences		160			37
Change in income tax rate (a)		(11	)		-
Previously unrecognized tax assets		-			(5	)
Deferred income taxes		149			32
		203			228

(a) U.S. federal corporate income tax rate decreased from 35 percent to 21 percent effective January 1, 2018.

Reconciliation of statutory tax rate to effective tax rate	2017			2016
Earnings before income taxes
Canada		16			79
Foreign		689			733
		705			812
Statutory rate (%)		27			27
Income taxes at statutory rate		190			219
Foreign currency losses relating to Canadian operations		11			9
Differences in foreign tax rates		(14	)		5
Earnings from associates and joint ventures		(9	)		(15	)
U.S. tax reform		9			-
Recognition of previously unrecognized tax assets		(4	)		(5	)
Other		20			15
Income taxes		203			228
Current
Canada		(11	)		23
Foreign		65			173
		54			196
Deferred
Canada		27			7
Foreign		122			25
		149			32
		203			228

Components of deferred income taxes	Components of deferred income tax liabilities (assets)						Components recognized in earnings						Components not recognized in earnings
	2017			2016			2017			2016			2017			2016
Receivables, inventories and accrued liabilities		(162	)		(162	)		-			(29	)		-			-
Property, plant and equipment		748			633			100			92			15			12
Intangibles		57			83			(37	)		(31	)		11			3
Asset retirement and environmental remediation provisions		(149	)		(132	)		(16	)		7			(1	)		(2	)
Deferred partnership income		-			-			-			(61	)		-			3
Loss carry-forwards (a)		(44	)		(13	)		(30	)		32			(1	)		(1	)
Other		(62	)		(35	)		(4	)		17			(23	)		2
Net deferred income tax liabilities		388			374			13			27			1			17
Deferred income tax assets		(85	)		(34	)
Deferred income tax liabilities		473			408
Net deferred income tax liabilities		388			374

(a) We have not recognized unused tax losses of $56-million (2016 – $58-million) expiring through 2037 (2016 – expiring through 2036) in the consolidated financial statements. We have recognized unused tax losses of $38-million (2016 – $9-million – does not expire per current tax legislation) as we expect to earn future taxable income in that tax jurisdiction in 2018 and following years, and the tax losses do not expire until 2037.

AGRIUM Annual Report  |  60

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

8. POST-EMPLOYMENT BENEFITS

We sponsor post-employment pension and medical plans subject to broadly similar regulatory frameworks in Canada and the United States. For funded plans, we contribute to trustee-administered plans that are legally separate from Agrium. Regulations in each country govern the administration of assets that we hold in trust for the plans. We are responsible for governance, which includes oversight of all aspects of the plans, including investment and contribution decisions. Our pension committee assists in managing the plans, including the appointment of independent trustees, actuaries and investment professionals. Fewer than 5 percent of our employees are members of defined benefit pension plans that provide pension benefits at retirement based on years of service and/or earnings. Entitlement to benefits is generally conditional on the employee remaining in service for a minimum period or reaching a specified age. We engage a qualified actuary to perform calculations of our net benefit obligations using the projected unit credit method.

Post-employment benefit plans expose us to actuarial risks such as longevity risk, interest rate risk and market (investment) risk. We fund the cost of the registered and qualified defined benefit pension plans based on minimum statutory requirements. Our contributions include the cost of any current year accrual and any amortized payments relating to past service. We have the right to increase contributions beyond the minimum requirement. We do not fund the majority of pension obligations for executive plans. Employees cannot contribute to the defined benefit pension plans. The estimated contribution to fund our defined benefit pension plans for 2018 is $5-million.

	Defined benefit									Other post-employment
Continuity of obligation and plan assets	pension plans									benefit plans
				Plan									Plan
	Obligation			assets			Net			Obligation			assets		Net			Total
December 31, 2016		(331	)		266			(65	)		(76	)		-		(76	)		(141	)
Expense included in earnings
Service cost		(7	)		-			(7	)		(3	)		-		(3	)		(10	)
Interest (expense) income		(9	)		7			(2	)		(3	)		-		(3	)		(5	)
Settlements		3			-			3			-			-		-			3
Administrative costs		-			(1	)		(1	)		-			-		-			(1	)
		(13	)		6			(7	)		(6	)		-		(6	)		(13	)
Included in other comprehensive income
Actuarial gain (loss) arising from:
Changes in demographic assumptions		1			-			1			-			-		-			1
Changes in financial assumptions		(13	)		-			(13	)		(5	)		-		(5	)		(18	)
Return on plan assets, excluding interest		-			12			12			-			-		-			12
		(12	)		12			-			(5	)		-		(5	)		(5	)
Cash flows
Employee contributions		-			-			-			(1	)		-		(1	)		(1	)
Employer contributions		2			19			21			2			-		2			23
Benefits paid		109			(109	)		-			1			-		1			1
		111			(90	)		21			2			-		2			23
Foreign currency exchange and translation		(13	)		11			(2	)		(4	)		-		(4	)		(6	)
December 31, 2017		(258	)		205			(53	)		(89	)		-		(89	)		(142	)
Arising from:
Funded plans		(194	)								-								(194	)
Unfunded plans		(64	)								(89	)							(153	)
December 31, 2017		(258	)								(89	)							(347	)

AGRIUM Annual Report  |  61

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

	Defined benefit									Other post-employment
Continuity of obligation and plan assets	pension plans									benefit plans
				Plan									Plan
	Obligation			assets			Net			Obligation			assets		Net			Total
December 31, 2015		(310	)		253			(57	)		(67	)		-		(67	)		(124	)
Expense included in earnings
Service cost		(6	)		-			(6	)		(3	)		-		(3	)		(9	)
Past service cost		(2	)		-			(2	)		-			-		-			(2	)
Interest (expense) income		(13	)		10			(3	)		(2	)		-		(2	)		(5	)
Settlements		3			-			3			-			-		-			3
		(18	)		10			(8	)		(5	)		-		(5	)		(13	)
Included in other comprehensive income
Actuarial gain (loss) arising from:
Liability experience adjustments		(1	)		-			(1	)		(1	)		-		(1	)		(2	)
Changes in financial assumptions		(12	)		-			(12	)		(1	)		-		(1	)		(13	)
Return on plan assets, excluding interest		-			5			5			-			-		-			5
		(13	)		5			(8	)		(2	)		-		(2	)		(10	)
Cash flows
Employee contributions		-			-			-			(1	)		-		(1	)		(1	)
Employer contributions		2			7			9			2			-		2			11
Benefits paid		14			(14	)		-			1			-		1			1
		16			(7	)		9			2			-		2			11
Foreign currency exchange and translation		(6	)		5			(1	)		(4	)		-		(4	)		(5	)
December 31, 2016		(331	)		266			(65	)		(76	)		-		(76	)		(141	)
Arising from:
Funded plans		(276	)								-								(276	)
Unfunded plans		(55	)								(76	)							(131	)
December 31, 2016		(331	)								(76	)							(407	)

Post-employment benefits expense	2017		2016
Defined contribution pension plans		52		50
Defined benefit pension plans		7		8
Other post-employment benefit plans		6		5
		65		63
Expense line items
Cost of product sold		34		30
General and administrative		21		24
Other expenses		5		4
Other finance costs		5		5
		65		63

Assumptions and sensitivities

	Future benefits			Future benefits
Actuarial assumptions (%)	obligation			expense
(expressed as weighted averages)		2017	2016		2017	2016
Defined benefit pension plans
Discount rate		3	4		3	3
Expected long-term rate of return on assets		N/A	N/A		3	3
Rate of increase in compensation levels		3	3		3	3
Other post-employment benefit plans
Discount rate		4	4		4	4

AGRIUM Annual Report  |  62

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Basis for key assumptions
Discount rate – liabilities	High-quality (minimum AA) fixed income investments with cash flows that match the currency, timing and amount of the expected cash flows of the plans
Rate of return – assets	Long-term expectations of inflation and real return for each asset class, weighted in accordance with the investment policy for the plans
Real returns and inflation	Current market conditions, historical capital market data and future expectations
Life expectancy	Actuarial mortality tables published in Canada and the United States

	2017		2016
Assumed and ultimate health care cost trend rates
Health care cost trend rate assumed for the next fiscal year (%)		6		7
Ultimate health care cost trend rate (%)		5		5
Fiscal year the rate reaches the ultimate trend rate		2023		2023
Mortality assumptions per latest available standard mortality tables (remaining years)
Average life expectancy – currently aged 60 years (2016 - 65 years)
Male		25		22
Female		27		24
Average duration of benefit obligation (years)
Active members		19		18
Retired members		12		11
Average duration of the benefit obligation		15		14

A 1 percent change in discount rate would change our defined benefit obligation by $53-million.

Asset allocation and investment strategy

Our investment objective for our defined benefit pension plans is to maximize long-term return on plan assets using a mix of equities and fixed-income investments while maintaining an appropriate level of risk. Our policy is to not invest in commodities, precious metals, mineral rights, bullion or collectibles. We may use derivative financial instruments to create a desirable asset mix position, adjust the duration of a fixed income portfolio, replicate the investment performance of interest rates or a recognized capital market index, manage currency exposure or reduce risk. We do not use derivative financial instruments to create exposures to securities that our investment policy would not permit.

	Target
Defined benefit pension plans – asset allocation	allocation		Plan assets
Asset categories (%)	2018		2017		2016
Equity securities (with quoted market prices)		46
Canadian equity funds				13		11
U.S. equity funds				3		1
International equity funds				26		15
Emerging market equity funds				7		4
Debt securities (with quoted market prices)		53
Canadian debt securities				50		34
U.S. debt securities				1		22
Cash and other		1		-		13

AGRIUM Annual Report  |  63

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

9. SHARE-BASED PAYMENTS

Our share-based payments plans provide performance incentives to our officers, senior management, directors and, on a performance-based discretionary basis, other employees.

Plan features
Form of payment	Eligibility	Granted	Vesting period	Term	Settlement
Stock Options	Officers and employees	Annually	25% per year over four years	10 years	Shares
Stock Appreciation Rights (“SARs”) (a)	Certain employees outside Canada	Annually	25% per year over four years	10 years	Cash
Performance Share Units (“PSUs”)	Executive officers and other eligible employees	Annually	On third anniversary of grant date	N/A	Cash
Restricted Share Units (“RSUs”)	Eligible employees	Annually	On third anniversary of grant date	N/A	Cash
Director Deferred Share Units (“DSUs”)	Non-executive directors	At the discretion of the Board of Directors	Fully vested upon grant	N/A	In cash on director’s departure from the Board of Directors

(a) Effective January 1, 2015, tandem stock appreciation rights (TSARs) were no longer issued to eligible officers and employees. TSARs granted in Canada prior to January 1, 2015 have similar terms and vesting conditions to SARs and also provide the holder with the ability to choose between (a) receiving the price of our shares on the date of exercise in excess of the exercise price of the right and (b) receiving common shares by paying the exercise price of the right. Our past experience and future expectation is that substantially all option holders will elect to exercise their options as a SAR, surrendering their options and receiving settlement in cash. TSARs are included with the SARs disclosure in the following tables.

Stock Option and Stock Appreciation Rights Plans

Stock option and SAR activity (number of units in thousands; weighted average exercise price in U.S. dollars)

	2017		2016
	Units	Exercise price	Units	Exercise price
Outstanding, beginning of year	2,393	93.33	2,130	92.78
Granted	523	103.22	603	84.37
Forfeited	(4)	95.01	(8)	68.39
Exercised	(228)	89.99	(329)	73.31
Expired	(3)	55.97	(3)	90.52
Outstanding, end of year (a)	2,681	95.64	2,393	93.33
Exercisable, end of year	1,333	93.20	1,088	90.70
Maximum available for future grants, end of year	4,712		4,973
Weighted average fair value of outstanding		26.21		24.24
Weighted average share price at exercise date		109.14		99.01

(a) Includes 1,300 thousand SARs (2016 – 1,456 thousand), of which 775 thousand (2016 – 960 thousand) issued prior to January 1, 2015 have options attached. Stock options and SARs with options attached are potentially dilutive.

Stock options and SARs outstanding (number of units in thousands; weighted average remaining contractual life in years; weighted average exercise price in U.S. dollars)

At December 31, 2017		Options outstanding		Options exercisable
Range of exercise prices	Remaining contractual life	Units	Exercise price	Units	Exercise price
Less than $86.32	7	720	79.27	268	70.67
$86.33 to $90.83	5	586	89.98	461	89.83
$90.84 to $102.18	4	348	98.64	347	98.64
$102.19 to $109.55	8	532	103.22	9	103.45
$109.56 to $115.87	6	495	115.87	248	115.87
	6	2,681	95.64	1,333	93.20

AGRIUM Annual Report  |  64

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Performance and Restricted Share Units

Each PSU and RSU confers a right to the holder to receive a cash payment of the fair market value of a common share of Agrium. Holders are also entitled to the value of dividends paid on common shares in the form of additional rights or units.

PSUs vest based on total shareholder return over a three-year performance cycle, compared to the average quarterly total shareholder return of a peer group of companies over the same period. For PSUs granted after January 1, 2015, free cash flow per share over a three-year performance cycle is compared to targets approved by the Board of Directors as an additional performance condition. We base the value of each PSU granted on the average closing price of our common shares on the NYSE during the last five days of the three-year cycle. RSUs are not subject to performance conditions and vest at the end of the three-year vesting period.

We determine the fair value of stock options and SARs using a Black-Scholes model and the fair value of PSUs and RSUs using a Monte Carlo simulation model. We estimate expected annual volatility taking into consideration historic share price volatility.

PSU and RSU activity (number of units in thousands)	2017		2016
	PSU	RSU	PSU	RSU
Outstanding, beginning of year	614	262	608	121
Granted	336	121	198	146
Forfeited	(5)	(9)	(4)	(5)
Exercised	(323)	(1)	(188)	-
Outstanding, end of year	622	373	614	262
Weighted average fair value of outstanding	137.41	112.35	121.41	100.25

Other information

Compensation expense by plan	2017	2016
Stock options	11	8
SARs	3	3
TSARs	5	1
PSUs	31	29
RSUs	15	10
DSUs	4	4
	69	55
Liabilities for cash-settled plans	December 31,
	2017	2016
Total fair value liability for cash-settled plans	135	115
Total intrinsic liability for cash-settled plans	130	100

At December 31, 2017, unrecognized compensation expense for unvested awards was $52-million. During 2017, we settled $40-million of awards in cash (2016 - $41-million).

Valuation model inputs	December 31,
	2017	2016
Grant price (NYSE closing price on day immediately preceding grant date)	96.67	92.86
Share price (NYSE closing price at December 31)	115.00	100.55
Expected annual volatility (%)	25.10	28.33
Risk-free interest rate (%)	1.74	1.54
Expected annual dividend yield (%)	3.04	3.48
Expected life (years)	4	5
Forfeiture rate (%)	0.57	0.59

AGRIUM Annual Report  |  65

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

10. CASH FLOW INFORMATION

Cash and cash equivalents	December 31,
	2017		2016
Cash	447		408
Short-term investments (original maturity of three months or less)	19		4
	466		412
Net changes in non-cash operating working capital	2017		2016
Accounts receivable	(175	)	(177	)
Inventories	(151	)	230
Prepaid expenses and deposits	(156	)	(137	)
Accounts payable	467		556
	(15	)	472

11. ACCOUNTS RECEIVABLE

Trade accounts receivable are primarily concentrated in the agriculture sector. We determine and monitor concentrations of credit risk using our aging analysis of trade receivables.

	December 31,
	2017		2016
Trade accounts	2,247		1,980
Allowance for doubtful accounts	(78	)	(76	)
Rebates	163		250
Other non-trade accounts	49		36
Derivative financial instruments	9		2
Other taxes	16		16
	2,406		2,208

Trade accounts receivable – aging	December 31,
	2017			2016
	Gross	Allowance for doubtful accounts		Gross	Allowance for doubtful accounts
Not past due	1,762	(4	)	1,597	(10	)
30 days or less	210	-		152	(3	)
31–60 days	78	-		43	(2	)
61–90 days	32	(1	)	21	(2	)
Greater than 90 days	165	(73	)	167	(59	)
	2,247	(78	)	1,980	(76	)

Trade accounts receivable – risk concentration

Geographic and industry diversity and crop insurance programs in Canada and the United States mitigate concentration of risk in the agriculture sector. Our Wholesale business unit diversifies and mitigates risk concentration by selling to industrial customers outside the agriculture sector and by using letters of credit and credit insurance. Based on historical information about default rates and our analysis of current receivables, we do not expect any significant losses from trade accounts receivable other than the amounts classified as doubtful accounts. No single customer accounts for more than 10 percent of our sales.

AGRIUM Annual Report  |  66

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Our trade accounts receivable include a concentration in Retail operations in Australia for advances to our customers to purchase crop inputs and livestock. We mitigate risk in these receivables by obtaining security over livestock. In our Retail operations in Western Canada, we also mitigate credit risk in accounts receivable through an agency agreement with a Canadian financial institution wherein the financial institution provides credit to qualifying Agrium customers to assist in financing their crop input purchases. Through the agency agreement, which expires in 2018, customers have loans directly with the institution while Agrium has only a limited recourse involvement to the extent of an indemnification of the institution for 50 percent of its future bad debts to a maximum of 5 percent of the qualified customer loans. Outstanding customer credit with the financial institution was $528-million at December 31, 2017, which is not recognized in our consolidated balance sheet. Historical indemnification losses on this arrangement have been negligible, and the average aging of the customer loans with the financial institution is current.

12. INVENTORIES

Wholesale inventories consist primarily of crop nutrients, operating supplies and raw materials, including both direct and indirect production and purchase costs, depreciation and amortization of assets employed directly in production, and freight to transport product to storage facilities.

Retail inventories consist primarily of crop nutrients, crop protection products, seed and merchandise and include the cost of delivery to move the product to storage facilities.

	December 31,
	2017	2016
Product for resale (a)	2,571	2,454
Raw materials	383	404
Finished goods	367	372
	3,321	3,230

(a) Includes biological assets of $6-million (2016 – $17-million) measured at FVLCD, a Level 3 measurement

13. PROPERTY, PLANT AND EQUIPMENT

December 31, 2017	Land		Buildings and improvements		Machinery and equipment		Assets under construction (a)		Other		Total
Cost
December 31, 2016	134		3,457		4,845		1,453		208		10,097
Additions	5		230		216		440		2		893
Business acquisitions	2		19		19		-		-		40
Disposals	(2	)	(19	)	(216	)	(4	)	(3	)	(244	)
Transfers (b)	-		127		999		(1,139	)	13		-
Other adjustments (c)	(21	)	(244	)	(297	)	(101	)	(90	)	(753	)
Foreign currency translation	2		93		118		11		3		227
December 31, 2017	120		3,663		5,684		660		133		10,260
Accumulated depreciation
December 31, 2016	-		(692	)	(2,513	)	-		(74	)	(3,279	)
Depreciation	-		(113	)	(335	)	-		(10	)	(458	)
Disposals	-		13		203		-		3		219
Other adjustments (c)	-		154		229		-		39		422
Foreign currency translation	-		(13	)	(59	)	-		(1	)	(73	)
December 31, 2017	-		(651	)	(2,475	)	-		(43	)	(3,169	)
Net book value	120		3,012		3,209		660		90		7,091

(a) Assets under construction include assets in the following operating segments: nitrogen assets of $452-million, potash assets of $90-million and $118-million in various other operating segments. Assets in the nitrogen and potash operating segments include greenfield assets of $116-million and brownfield assets of $292-million.

(b) We transferred $662-million related to the Borger expansion project from assets under construction to buildings and improvements and machinery and equipment when the assets became available for use.

(c) Other adjustments include assets classified as held for sale with a net book value of $291-million.

AGRIUM Annual Report  |  67

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

December 31, 2016	Land		Buildings and improvements		Machinery and equipment		Assets under construction (a)		Other		Total
Cost
December 31, 2015	126		3,307		4,379		1,209		185		9,206
Additions	4		42		174		528		1		749
Business acquisitions	6		52		61		-		-		119
Disposals	(3	)	(25	)	(68	)	-		-		(96	)
Transfers	-		43		230		(291	)	18		-
Other adjustments	-		(37	)	(14	)	-		-		(51	)
Foreign currency translation	1		75		83		7		4		170
December 31, 2016	134		3,457		4,845		1,453		208		10,097
Accumulated depreciation
December 31, 2015	-		(603	)	(2,208	)	-		(62	)	(2,873	)
Depreciation	-		(103	)	(317	)	-		(11	)	(431	)
Disposals	-		20		47		-		-		67
Foreign currency translation	-		(6	)	(35	)	-		(1	)	(42	)
December 31, 2016	-		(692	)	(2,513	)	-		(74	)	(3,279	)
Net book value	134		2,765		2,332		1,453		134		6,818

(a) Assets under construction include assets in the following operating segments: nitrogen assets of $1.2-billion, potash assets of $140-million and $113-million in various other operating segments. Assets in the nitrogen and potash operating segments include greenfield assets of $116-million and brownfield assets of $860-million.

Depreciation of property, plant and equipment	2017		2016
Cost of product sold	222		204
Selling	176		160
General and administrative	22		21
	420		385
Depreciation recorded in inventory	11		24
Turnaround costs included in machinery and equipment	2017		2016
Cost
Balance, beginning of year	316		273
Additions	111		44
Retirements	(86	)	(1	)
Other adjustments	(36	)	-
Balance, end of year	305		316
Accumulated depreciation
Balance, beginning of year	(169	)	(102	)
Depreciation	(57	)	(68	)
Retirements	85		1
Other adjustments	26		-
Balance, end of year	(115	)	(169	)
Net book value	190		147

Turnaround costs include replacement or overhaul of equipment and items such as compressors, turbines, pumps, motors, valves, piping and other parts; assessment of production equipment; replacement of aged catalysts; new installation or recalibration of measurement and control devices; and other costs. We capitalize turnaround costs only if they meet the capitalization criteria of IFRS.

AGRIUM Annual Report  |  68

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

14. INTANGIBLES AND GOODWILL

Intangibles and goodwill primarily arise from business acquisitions. We amortize intangibles based on their estimated useful life except for certain acquired trade names that have indefinite useful lives.

December 31, 2017	Trade names (a)			Customer relationships (b)			Technology			Other			Total intangibles			Goodwill
Cost
December 31, 2016		30			742			191			278			1,241			2,290
Additions		-			-			10			11			21			-
Business acquisitions		-			-			-			27			27			122
Disposals		-			-			(34	)		-			(34	)		-
Other adjustments		-			-			-			7			7			-
Foreign currency translation		4			7			9			6			26			28
December 31, 2017		34			749			176			329			1,288			2,440
Accumulated amortization and
impairment losses
December 31, 2016		(6	)		(402	)		(89	)		(178	)		(675	)		(195	)
Amortization		(1	)		(50	)		(20	)		(39	)		(110	)		-
Disposals		-			-			34			-			34			-
Other adjustments		-			-			-			(7	)		(7	)		-
Foreign currency translation		-			(6	)		(5	)		(1	)		(12	)		(17	)
December 31, 2017		(7	)		(458	)		(80	)		(225	)		(770	)		(212	)
Net book value		27			291			96			104			518			2,228

(a) Trade names with a net book value of $19-million have indefinite useful lives for accounting purposes.

(b) The remaining amortization period of customer relationships at December 31, 2017, is approximately six years.

December 31, 2016	Trade names (a)			Customer relationships			Technology			Other			Total intangibles			Goodwill
Cost
December 31, 2015		30			755			148			233			1,166			2,177
Additions		-			-			15			7			22			-
Business acquisitions		-			3			-			22			25			105
Other adjustments		-			(17	)		26			16			25			10
Foreign currency translation		-			1			2			-			3			(2	)
December 31, 2016		30			742			191			278			1,241			2,290
Accumulated amortization and
impairment losses
December 31, 2015		(5	)		(346	)		(45	)		(138	)		(534	)		(197	)
Amortization		(1	)		(56	)		(18	)		(33	)		(108	)		-
Other adjustments		-			-			(26	)		(7	)		(33	)		-
Foreign currency translation		-			-			-			-			-			2
December 31, 2016		(6	)		(402	)		(89	)		(178	)		(675	)		(195	)
Net book value		24			340			102			100			566			2,095

(a) Trade names with a net book value of $17-million have indefinite useful lives for accounting purposes.

Amortization of finite-lived intangibles	2017	2016
Cost of product sold	3	3
Selling	99	103
General and administrative	8	2
	110	108

AGRIUM Annual Report  |  69

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Goodwill impairment testing

Goodwill by cash generating unit		December 31,
	2017		2016
Retail – North America	2,090		1,972
Retail – Australia	130		115
Other	8		8
	2,228		2,095

In calculating the recoverable amount for goodwill, we used the FVLCD methodology and incorporated assumptions an independent market participant would apply. We adjust discount rates for each group of cash-generating units (CGU) for the risk associated with achieving our forecasts (five-year projections) and for the currency in which we expect to generate cash flows. FVLCD is a Level 3 measurement. We use our market capitalization and comparative market multiples to corroborate discounted cash flow results.

The key assumptions with the greatest influence on our calculation of the recoverable amounts are the discount rates, terminal growth rates and cash flow forecasts for each CGU as derived from our strategic plan. Key inputs to our test of Retail – North America included a pre-tax discount rate of 11.1 percent and a terminal growth rate per annum of 2.5 percent.

15. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES

We maintain strategic investments in entities in the crop nutrients and related industries. We continuously assess our ability to exercise significant influence or joint control over our investments.

	Reporting period	Interest (%)	Location		December 31,
				2017		2016
Investments in associates
Misr Fertilizers Production Company S.A.E. (“MOPCO”) – a nitrogen producer	September 30	26	Egypt	238		285
Other				108		94
				346		379
Investments in joint ventures
Profertil S.A. (“Profertil”) - a nitrogen producer	December 31	50	Argentina	176		162
				176		162
				522		541

Associates

As we have representation on MOPCO’s Board of Directors, we maintain significant influence over MOPCO. We record our share of MOPCO’s earnings on a one-quarter lag because financial statements of MOPCO are not available on the date of issuance of our financial statements. We adjust for the effects of any significant unrecorded transactions or events between MOPCO’s period-end date and our fiscal year-end date. Future conditions, including those related to MOPCO operating in Egypt, which has been subject to political instability and civil unrest, may restrict our ability to obtain dividends from MOPCO. We are also exposed to currency risk related to fluctuations in the Egyptian pound against the U.S. dollar.

AGRIUM Annual Report  |  70

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Summarized financial information of MOPCO	December 31,
	2017		2016
Current assets	158		29
Non-current assets	1,654		1,510
	1,812		1,539
Current liabilities	238		207
Non-current liabilities	863		538
	1,101		745
Net assets of MOPCO	711		794
Proportionate ownership interest in MOPCO	185		206
Dividend receivable	7		29
Unamortized purchase price adjustment	46		50
Carrying amount of interest in MOPCO	238		285
	2017		2016
Sales	421		128
Net earnings	81		149
Other comprehensive loss	(158	)	(131	)
Total comprehensive (loss) income	(77	)	18
Proportionate share of MOPCO earnings	21		39
Purchase price adjustment amortization	(4	)	(4	)
Earnings from MOPCO	17		35
Proportionate share of MOPCO other comprehensive loss	(41	)	(34	)
Proportionate share of MOPCO total comprehensive (loss) income	(24	)	1
Dividends received from MOPCO	13		-

Canpotex

We own a one-third interest in Canpotex Limited (“Canpotex”), which exports the portion of our produced potash that Canpotex sells outside of Canada and the United States. Canpotex is an industry association owned equally by us and two other producers of potash in Canada. We have significant influence through our ability to appoint directors to the Canpotex Board of Directors. We accounted for our investment based on our economic interest of 8.87 percent (2016 – 10.3 percent), which is our allocation of production capacity among the members of the association.

Agrium is contractually obligated to reimburse Canpotex for our economic interest of 8.87 percent pro-rata share of any operating losses or other liabilities incurred up to December 31, 2017. There were no such losses in 2017.

Following the completion of the merger, effective January 1, 2018, Nutrien owns a 50 percent voting interest and currently has a 63.82 percent economic interest in Canpotex. Mosaic owns the remaining voting and equity interest in Canpotex. Nutrien guarantees operating losses or other liabilities of Canpotex to the extent of its economic interest.

We believe the probability of conditions arising that would trigger any guarantee of Canpotex is remote. Reimbursements, if any, would be made through reductions of future cash receipts from Canpotex.

Joint ventures

We have a 50 percent ownership interest in Profertil. Based in Argentina, Profertil is a producer and wholesale distributor of nitrogen crop nutrients. A contractual agreement establishes joint control over Profertil and provides us with 50 percent of the voting rights.

AGRIUM Annual Report  |  71

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Summarized financial information of Profertil	December 31,
	2017		2016
Current assets (a)	226		176
Non-current assets	548		595
	774		771
Current liabilities (b)	212		195
Non-current liabilities (c)	209		251
	421		446
Net assets of Profertil	353		325
Proportionate share of net assets of Profertil	177		163
Elimination of unrealized profit	(1	)	(1	)
Carrying amount of interest in Profertil	176		162
(a)  Includes cash and cash equivalents of $12-million (2016 – $22-million) (b)  Includes current financial liabilities (excluding trade and other payables and provisions) of $77-million (2016 – $59-million) (c)   Includes non-current financial liabilities (excluding trade and other payables and provisions) of $56-million (2016 – $116-million)

	2017	2016
Sales	432	392
Depreciation and amortization	22	26
Interest expense	21	24
Income taxes	20	39
Net earnings	26	51
Total comprehensive income	26	51
Proportionate share of Profertil earnings	13	26
Elimination of unrealized profit	-	1
Dividends and interest received from Profertil	-	108

Summarized financial information of associates and joint ventures represents amounts that investees have recorded in their financial statements, adjusted for any fair value adjustments at acquisition and adjusted for differences in accounting policies.

Transactions with associates and joint ventures

	2017	2016
For the year ended December 31,
Sales to Canpotex	178	162
Purchases from MOPCO	26	9
Purchases from Profertil	68	61
As at December 31,
Amounts receivable from Canpotex	18	29
Amounts owed to Profertil	11	7

16. OTHER ASSETS

Other current assets consist primarily of an investment portfolio supporting the requirements of insurance obligations. All marketable securities are rated as investment grade or higher and are capable of liquidation within five trading days.

AGRIUM Annual Report  |  72

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Other current assets	December 31,
	2017	2016
Other financial assets
Marketable securities (a)	118	121
Other non-financial assets	2	2
	120	123
Other assets	December 31,
	2017	2016
Other financial assets
Receivables (b)	22	28
Derivative financial instruments	10	-
	32	28
Other non-financial assets	26	20
	58	48

(a) Comprised primarily of U.S. equities (10 percent), U.S. Government debt (36 percent) and U.S. corporate debt (45 percent).

(b) Unsecured term loan receivable bearing interest at 3.4 percent per annum, repayable $8-million annually until 2020.

17. DEBT

We issue debt for various purposes, including maintaining or adjusting our capital structure. We have access to short-term facilities that we renegotiate periodically. We also have access to the capital markets through our base shelf prospectus.

					December 31,			December 31,
					2017			2016
	Maturity		Rate (%) (a)		Utilized			Utilized
Short-term debt
Commercial paper (b)		2018		1.88		565			306
Credit facilities (c)(d)				8.89		302			298
						867			604
Long-term debt (e)
Floating rate bank loans		-				-			10
7.7% debentures		2017				-			100
6.75% debentures		2019				500			500
3.15% debentures		2022				500			500
3.5% debentures		2023				500			500
3.375% debentures		2025				550			550
7.8% debentures		2027				125			125
4.125% debentures		2035				450			450
7.125% debentures		2036				300			300
6.125% debentures		2041				500			500
4.9% debentures		2043				500			500
5.25% debentures		2045				500			500
Other						32			25
						4,457			4,560
Unamortized transaction costs						(49	)		(52	)
Current portion of long-term debt						(11	)		(110	)
						4,397			4,398

(a) Weighted average rates at December 31, 2017

(b) Program maximum U.S. $2.5-billion. Amounts borrowed under the commercial paper program reduce our borrowing capacity under the multi-jurisdictional credit facility.

(c) Short-term debt is unsecured and consists of U.S. dollar-denominated debt of $164-million, euro-denominated debt of $47-million and other debt of $91-million (2016 – $236-million, $53-million and $9-million).

(d) Total capacity available on our multi-jurisdictional credit facility, which expires in 2020, is $2.5-billion.

(e) Debentures have various provisions that allow redemption prior to maturity, at our option, at specified prices.

AGRIUM Annual Report  |  73

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Debt capacity available		December 31,
		2017
Multi-jurisdictional credit facility		2,500
European facilities		240
South American facilities		211
Australian facilities		50
Accounts receivable securitization		500
		3,501
Short-term debt drawn		(867	)
Letters of credit issued		(1	)
Debt capacity available		2,633
	Short-term debt	Long-term debt (a)
December 31, 2016	604	4,508
Cash flows reported as financing activities	258	(110	)
Non-cash changes
Other adjustments	-	10
Foreign currency translation	5	-
December 31, 2017	867	4,408
(a)  Includes current portion

18. ACCOUNTS PAYABLE

We incur significant payables for procurement of product for resale inventories and for prepayments made by customers wishing to purchase our products for the upcoming growing season.

	December 31,
	2017	2016
Trade	2,576	2,235
Customer prepayments	1,532	1,449
Accrued liabilities	728	670
Other taxes	28	32
Accrued interest	70	72
Dividends	121	121
Derivative financial instruments	62	7
Share-based payments	89	76
	5,206	4,662

19. OTHER PROVISIONS

We make significant estimates for various litigation matters in the normal course of business and for asset retirement and environmental remediation matters.

AGRIUM Annual Report  |  74

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

		Environmental		Asset
	Notes	remediation	(a)	retirement	(b)	Other		Total
December 31, 2016		141		231		9		381
Additional provisions or changes in estimates	24	23		177		25		225
Draw-downs		(20	)	(10	)	(4	)	(34	)
Reversals		-		-		(2	)	(2	)
Accretion		2		6		-		8
Other adjustments		-		-		1		1
Foreign currency translation		3		3		-		6
December 31, 2017		149		407		29		585
Current portion		22		17		24		63
Non-current portion		127		390		5		522
		149		407		29		585

(a) We estimate that we will settle our environmental remediation liabilities between 2018 and 2042. We discount obligations using rates ranging from 0.65 percent to 4.00 percent (2016 – 0.65 percent to 4.00 percent). Provisions include $42-million of remediation liabilities we retained for the Idaho phosphate mining and processing sites as a condition of the sale. No individual site provision is material.

(b) Mining, extraction, processing and distribution activities result in asset retirement obligations in the normal course of operations. Obligations include closure, dismantlement, site restoration or other legal or constructive obligations for termination and retirement of assets. Expenditures may occur before and after closure. We expect to incur expenditures for our phosphate obligations over the next 70 years. We expect to make payments for our potash and nitrogen obligations after that time. Timing of expenditures depends on several factors, such as the life and nature of the asset, legal requirements and technology. We estimate obligations using discount rates ranging from 1.22 percent to 4.55 percent (2016 – 1.22 percent to 4.55 percent). Provisions include $162-million related to obligations we retained for the Conda Idaho phosphate mining and processing sites, and $195-million for our Redwater, Alberta facility. No other site provision is material.

20. OTHER LIABILITIES

		December 31,
	2017		2016
Other financial liabilities
Derivative financial instruments	28		16
Other	32		13
	60		29
Other non-financial liabilities
Share-based payments	46		39
	106		68

21. DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE

On January 12, 2018, we completed the agreements with third parties to dispose of our Conda phosphate operations (“CPO”) and North Bend nitrogen assets (“North Bend”). The sales of CPO and North Bend are the subject of a consent order, given final approval by the FTC on February 7, 2018, providing remedies to resolve issues in superphosphoric acid and nitric acid related to the merger.

These assets were previously classified as held for sale, as FTC approval and completion of the sales of CPO and North Bend assets is considered highly probable. Additionally, as CPO comprises operations and cash flows that can be clearly distinguished operationally and for financial reporting purposes, its operating results and the impact of re-measurement to the selling price were included in discontinued operations for the year ended December 31, 2017, and in the comparative year ended December 31, 2016. Discontinued operations exclude elimination of intercompany transactions.

The majority of the remaining value of assets held for sale is assigned to inventories.

AGRIUM Annual Report  |  75

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Condensed information of discontinued operations (a)	2017		2016
Operating information
Discontinued operations of assets held for sale
Sales	299		278
Expenses	308		270
(Loss) earnings before income taxes	(9	)	8
Income tax recovery	(10	)	(4	)
Earnings before measurement of assets held for sale	1		12
Loss on measurement of assets held for sale(b)	(311	)	-
Income tax recovery on loss on measurement of assets held for sale	(123	)	-
Net (loss) earnings from discontinued operations	(187	)	12
Cash flow information
Operating activities	24		30
Investing activities	(20	)	(23	)
Cash provided by discontinued operations	4		7

(a)  No cumulative income or expenses are included in other comprehensive income related to CPO.

(b)  The write-down of CPO assets when classified as held for sale is predominately related to property, plant and equipment.

22. BUSINESS ACQUISITIONS

During the year, our Retail business unit acquired 44 farm centers in the U.S. and Australia. Benefits of the acquisitions include expansion of geographical coverage for the sale of crop input products, acquisition of existing customer base and workforce, the value of synergies between Agrium and the acquired businesses, and cost savings opportunities.

We have not completed the allocation of the purchase price for these acquisitions as we are still gathering and analyzing information about the related assets and liabilities, including fair values and the resulting income tax impact.

Provisional estimate of fair values of assets acquired and liabilities
assumed for all business acquisitions by the Retail business unit	2017 Acquisitions		2016 Acquisitions
Working capital	17		62
Property, plant and equipment	40		119
Intangibles	27		25
Goodwill	122		105
Other non-current assets	8		31
Deferred income tax liabilities	(11	)	-
Total consideration	203		342

Financial information related to our business acquisitions	2017(a)
Sales from the date of acquisition	97
Estimated sales if acquisitions occurred at the beginning of the year	328
(a)  Net earnings and pro forma net earnings related to these acquisitions are $3-million and $25-million, respectively.

23. COMMITMENTS

Operating leases

Operating lease commitments consist primarily of leases for railcars and contractual commitments at distribution facilities in our Wholesale business unit, vehicles and application equipment in our Retail business unit, and office equipment and property leases throughout our operations. Commitments represent minimum payments under each agreement.

AGRIUM Annual Report  |  76

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Future minimum lease payments for operating leases		December 31,
	2017		2016
Less than one year	147		139
One to five years	317		283
More than five years	157		171
	621		593

Other commitments
	2018	2019	2020	2021	2022
Operating
Long-term debt – interest	219	185	183	183	179
Cost of product sold
Natural gas (a)(b)	235	99	22	12	-
Power, sulfuric acid and other (c)(d)	170	77	78	80	86
Purchase commitments(e)	735	112	127	142	148
Derivative financial instruments
Foreign exchange	10	-	-	-	-
Natural gas	52	28	-	-	-
Other commitments	61	43	13	13	13
	1,482	544	423	430	426
Capital
Long-term debt – principal repayments	-	500	-	-	500
Asset retirement obligations	17	17	27	6	7
Environmental remediation liabilities	22	35	12	5	6
	39	552	39	11	513
	1,521	1,096	462	441	939

(a) Our minimum commitments for North American natural gas purchases, which include both floating rate and fixed rate contracts, are calculated using the prevailing NYMEX forward prices for U.S. facilities and AECO forward prices for Canadian facilities at December 31, 2017.

(b) Commitments include our proportionate share of commitments of joint ventures. Profertil has long-term gas contracts denominated in U.S. dollars and expiring in 2019, which account for approximately 100 percent of Profertil’s gas requirements. YPF S.A., our joint venture partner in Profertil, supplies approximately 70 percent of the gas under these contracts.

(c) Our Carseland facility has a power co-generation agreement, expiring on December 31, 2026, for which we are able to purchase 60 megawatt-hours of power per hour. The price for the power is based on a fixed charge adjusted for inflation and a variable charge based on the cost of natural gas provided to the facility for power generation.

(d) Our phosphate rock supply agreement includes a minimum commitment to purchase phosphate rock until 2018, with a potential to nominate additional volumes and extend to 2020. In 2016, we decided not to nominate any additional volumes past 2018. The purchase price is based on a formula that tracks finished product pricing and key published phosphate input costs. We entered into a freight contract to import phosphate rock extending to 2019, with a total commitment of $59-million at December 31, 2017.

(e) As part of our agreement to sell CPO, we entered into long-term strategic supply and offtake agreements which extends to 2023. Under the terms of the supply and offtake agreements, we will supply 100 percent of the ammonia requirements of CPO and purchase 100 percent of the monoammonium phosphate (MAP) product produced at CPO. The MAP production is estimated at 330,000 tonnes per year.

(f) Our post-employment benefits obligations are not included in this table. Refer to note 8 for additional information.

24. CONTINGENT LIABILITIES

From time to time, we become involved in legal or administrative proceedings related to our current and acquired businesses. Such proceedings expose us to possible losses, and we expect our involvement in such matters to continue in the normal conduct of our business. We will represent our interests vigorously in all proceedings in which we are involved. Legal and administrative proceedings involving possible losses are inherently complex, and we apply significant judgment in estimating probable outcomes. As a result, potential exists for adjustments to liabilities and material variance between actual costs and estimates.

Information on the amounts accrued for litigation, environmental remediation and asset retirement are disclosed in note 19. Our assessment of specific matters at the date of issuance of these financial statements is set out below.

AGRIUM Annual Report  |  77

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Environmental contingencies

We are responsible for environmental remediation of certain facilities and sites. Work at these sites is in various stages of environmental management: we are assessing and investigating some sites and remediating or monitoring others. We have established a provision for our estimated liabilities (see note 19). However, new information, including changes in regulations or results of investigations, could lead to reassessment of our exposure related to these matters. In addition, we may revise our estimates of our future obligations because they are dependent on several uncertain factors including the method and extent of the remediation as well as cost-sharing arrangements with other parties involved.

For the matters described below, at the date of issuance of these financial statements, we determined that we could not make a reliable estimate of the amount and timing of any financial effect in excess of the amounts accrued.

Idaho phosphate mining and processing sites

Nu-West Industries, Inc. (“Nu-West”), a wholly owned subsidiary of Agrium, has been working co-operatively with federal and state agencies on environmental remediation at existing and former phosphate mining and processing sites in Idaho. Nu-West has been notified of potential violations of federal and state statutes by U.S. federal and state agencies. Depending on the site, Nu-West is in the investigation or risk assessment stage or has, for some sites, begun preliminary remediation work under agreements with the agencies. Completion of investigations, risk assessments or preliminary work will enable Nu-West and the agencies to determine what, if any, remediation work will be required. During 2016 and 2017, Nu-West completed substantial remedial construction and investigative fieldwork for certain of the Idaho sites. Results of the construction and site monitoring will determine future investigation and remediation requirements. In 2015, Nu-West received a Notice of Intent advising that trustees for U.S. federal and state agencies will conduct a damage assessment at the Idaho phosphate mining and processing sites. Discussions with the trustees, including negotiation of the scope of future remediation, continued in 2017; the assessment may take many years to mature to a stage where the trustees assert a claim for damages.

Manitoba mining properties

In 1996, Agrium acquired Viridian Inc. (“Viridian”). Viridian has retained certain liabilities associated with the Fox Mine – a closed mineral processing site near Lynn Lake, Manitoba. Viridian was amalgamated with Agrium in 2017. Agrium is currently treating water draining from the site to meet provincial downstream water quality standards. Agrium has substantially completed the investigation phase of remediation and is currently in discussions with the Province of Manitoba regarding remedial alternatives selection. Concurrence and approval from the Province of a remedial design are expected within the next 12 to 36 months. For this matter, we have not disclosed information about the amount accrued for site remediation because disclosure of such information would seriously prejudice our position in discussions with the Province. There were no significant developments in 2017.

25. ACCOUNTING POLICIES, JUDGMENTS, ASSUMPTIONS AND ESTIMATES

We describe below significant accounting policies, without repeating or restating the actual text of the accounting standards, where disclosure would assist users in understanding how we reflect transactions and other events and conditions in our financial statements. In addition, IFRS requires us to describe (a) information about the assumptions and estimates we make in applying our accounting policies and (b) judgments we have made in the process of applying our accounting policies.

AGRIUM Annual Report  |  78

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

a) Accounting policies and underlying assumptions and estimates

In preparing financial statements, we make assumptions and estimates based on our historical experience, current trends and all available information we believe is relevant at the time we prepare the financial statements. However, we cannot determine future events and their effects with certainty. Accordingly, as confirming events occur, actual results could ultimately differ from our assumptions and estimates. Such differences could be material. We have provided analysis of sensitivity to assumptions elsewhere in the notes to these financial statements in instances where it is relevant to understanding management’s assumptions about the future. Sensitivity analysis presents the impact of reasonably possible hypothetical changes to one assumption at December 31, 2017, while holding other assumptions constant. In practice, it is unlikely that the hypothetical change would occur in isolation as variables may have interdependencies. Accordingly, such analysis provides only an approximation of the sensitivity to the individual assumptions shown and may not be representative of the full impact on our financial position and results of operations.

Financial statement area	Accounting policy	Assumptions and estimation uncertainty
Revenue recognition (IAS 18)	We recognize revenue when we meet the requirements of IAS 18. For the sale of goods, risks and rewards of ownership pass to our customers based on the contractual terms of the arrangement. In most cases, the terms of the arrangement are such that risks and rewards transfer when product is: •  Picked up by our customer at our Retail farm centers or at a Wholesale manufacturing site or a distribution facility •  Delivered to the destination specified by our customer if we retain inventory risk during the delivery period •  Delivered to the vessel on which the product will be shipped, or •  Delivered to the destination port. We recognize revenue for nutrient or crop protection application services and agronomic and precision agriculture services when the service is complete. We deduct provisions for returns, trade discounts and rebates from revenue.	We provide customer incentives, such as rebates, based on value or tonnage purchased. We make various estimates to recognize the impact of rebates and other incentives on revenue, including our ability to collect consideration for a sale, the impact of estimated customer product returns and some customer incentive programs, whether we are acting as an agent or principal in a sale, and whether a service is complete. We make estimates of returns and incentives based on historical and forecasted data, contractual terms and current conditions. Because of the nature of our sales of goods and services, any single estimate would have only a negligible impact on revenue recognition. Because of the short-term nature of our contracts with customers, recognition of revenue does not result in significant estimation uncertainty.

AGRIUM Annual Report  |  79

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Property, plant and equipment (IAS 16, IAS 23, IAS 36, IAS 37)	In our mining, milling and other manufacturing facilities, we capitalize components requiring replacement at regular intervals, major inspections and overhauls, spare parts used in connection with specific equipment and standby equipment. We capitalize such costs if they meet the asset recognition criteria of IAS 16 and the asset has an estimated useful life of greater than one year. We immediately write off remaining carrying value of components replaced. We depreciate each component over the lesser of its estimated useful life and the remaining period until the next replacement or major inspection or overhaul.	We depreciate property, plant and equipment directly related to our nitrogen, phosphate and potash operations using the units of production method. We depreciate the rest of our property, plant and equipment using the straight-line method using the following estimated useful lives, which we reassess annually: Buildings and improvements                         4 – 60 years Machinery and equipment                                1 – 60 years Other                                        1 – 45 years
	If the construction or preparation for use of property, plant or equipment extends over more than 12 months, we capitalize borrowing costs up to the date of completion as part of the cost of acquisition or construction. We move an asset from the construction phase to the production phase and begin depreciation when the asset is available for use in the manner intended by management. We present property, plant and equipment at cost net of accumulated depreciation and accumulated impairment losses.	We make assumptions about the use of an asset based on the level of capital expenditures compared to construction cost estimates; completion of a reasonable period of testing of the asset; ability to produce product in saleable form within specifications; and ability to sustain ongoing production. We depreciate potash-related assets over the shorter of estimates of reserves and service lives and nitrogen and phosphate plant assets based on their productive capacity.
Intangible assets other than goodwill (IAS 38)	We initially measure finite-lived intangible assets, such as customer relationships, at cost and amortize them over their estimated useful lives. Intangible assets with indefinite useful lives, such as certain brand names, are not amortized. We capitalize costs for internally generated intangible assets, such as development costs, when costs meet criteria for feasibility. We expense research and development expenditures that do not meet the capitalization criteria.	We amortize finite-lived intangible assets on a straight-line basis using the following estimated useful lives, which we reassess annually: Trade names                        5 – 10 years Customer                                relationships                         7 – 10 years Technology                            3 – 7 years Other                                      5 – 20 years
Assets held for sale and discontinued operations (IFRS 5)	We measure assets held for sale at the lower of their carrying amount and FVLCD and once classified as held for sale, property, plant and equipment is no longer depreciated. We disclosed information about discontinued operations in note 21.	For assets held for sale, we make estimates of the value of the asset and when we will complete the sale. We estimate FVLCD using assumptions an independent market participant would use about the future cash flows of the asset and its eventual disposal. Assumptions include production or sales volumes, sales prices, selling margins and discount rates.

AGRIUM Annual Report  |  80

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Rebates (IAS 2)	Our vendors may offer us various incentives to purchase products for resale. We account for vendor rebates and prepay discounts as a reduction of the prices of the suppliers’ products. Rebates based on the amount of materials purchased reduce cost of product as we sell inventory. We offset rebates based on sales volume to cost of product sold if we have earned the rebate based on sales volume of products. We accrue rebates that are probable and that we can reasonably estimate. We accrue rebates that are not probable or estimable when we achieve certain milestones. We accrue rebates not covered by binding agreements or published vendor programs when we obtain conclusive documentation of right of receipt.	We participate in diverse vendor arrangements, some of which are highly complex. Where it is probably that we will receive a rebate and we can reasonably estimate the amount, we record accruals for some vendor rebates by estimating the point at which we will have completed our performance under an agreement. To determine this, we analyze and review historical trends to apply rates negotiated with our vendors to estimated and actual purchase volumes to determine accruals. Estimated amounts accrued throughout the year could be impacted if actual purchase volumes differ from projected volumes.
Inventories (IAS 2)	We measure inventories at the lower of cost on a weighted average basis and net realizable value.	We calculate the net realizable value of inventories based on estimates and assumptions about a combination of interrelated factors affecting forecasted selling prices, including demand and supply variables. Demand variables include grain and oilseed prices, stock-to- use ratios and changes in inventories in distribution channels. Supply variables include forecasted prices of raw materials such as natural gas, operating rates and crop nutrient inventory levels.
Provisions (IAS 37)	Our most significant provisions relate to asset retirement of our nitrogen and phosphate manufacturing facilities at the CPO phosphate mining and processing sites and Redwater facility, environmental remediation at the CPO phosphate mining and processing sites, and Manitoba mining properties. We discount a provision to its present value using a pre-tax, risk-free discount rate. We do not recognize contingent liabilities (obligations that we cannot measure with sufficient reliability or obligations for which it is not probable that an outflow of resources will be required to settle the obligation). We have described policy choices applying to provisions and contingent liabilities in notes 19 and 24.	Estimating the ultimate settlement of provisions requires us to make complex and interrelated assumptions based on experience with similar matters, past history, precedents, evidence and facts specific to each matter.

AGRIUM Annual Report  |  81

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Share-based compensation (IFRS 2)	We recognize share-based payment transactions when we obtain services from an employee. Except for stock options, we expect to settle our share-based compensation plans in cash. These cash-settled awards are measured at the fair value of the liability and we remeasure liabilities at the end of each reporting period and at the date of settlement. We have described our policy choices applying to our plans in note 9.	In valuing our share-based payment transactions and liabilities, we make assumptions about the future volatility of our share price, expected dividend yield, future employee turnover rates, future employee stock option exercise behavior and corporate performance. Such estimates and assumptions are inherently uncertain.
Leases (IAS 17, IFRIC 4)	An arrangement may be or contain a lease according to the substance of the arrangement. This is the case if the arrangement is dependent on the use of an asset or conveys a right to use an asset, even if not explicitly stated.	Leasing arrangements primarily relate to railcars and other rolling stock, which we have classified as operating leases as we do not have substantially all the risks and rewards of ownership of the leased assets.
Income taxes (IAS 12)	The largest components of our deferred income tax balances relate to asset retirement and environmental remediation provisions and property, plant and equipment. In determining our provision for income taxes, we use an annual effective income tax rate based on annual income, permanent differences between book and tax income, and substantially enacted income tax rates. We adjust our annual effective income tax rate as additional information on outcomes or events becomes available. We recognize a tax benefit or liability for an uncertain tax position when our best estimate is that the position is more likely than not to be sustained on examination, based on a qualitative assessment of all relevant factors.	We make assumptions to estimate the exposures associated with our various filing positions. We recognize a provision when it becomes probable that we will incur additional tax liabilities for such exposures. Changes in tax law, the level and geographic mix of earnings and the results of tax audits also affect our effective income tax rate. Determining tax provisions requires that we make assumptions about the ultimate outcome of a filing position, which can change over time depending on facts and circumstances. We have recognized the impact of the recent U.S. tax reform in our income tax provision. The ultimate impact may differ from the amounts recorded due to changes in interpretations and assumptions we have made or additional regulatory guidance that may be issued.
Employee future benefits (IAS 19)	The funding of our employee future benefit liabilities is roughly evenly split between defined benefit pension plans and unfunded medical plans. Expenses for employee future benefits primarily consist of annual costs for unfunded defined contribution pension plans. For defined benefit pension plans, we recognize a defined benefit obligation, based on actuarial assumptions, net of the fair value of plan assets.	We use actuarial assumptions to determine the obligations for employee future benefits at each reporting period. These assumptions include the discount rate, expected long-term rate of return on assets, rate of increase in compensation levels, mortality rates, and health care cost trend rates. We have provided detailed information on the assumptions used in note 8.

AGRIUM Annual Report  |  82

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Impairment of goodwill and indefinite-lived intangible assets (IAS 36) In completing our goodwill impairment testing, we selected FVLCD methodology. For some impairment calculations, we may use an income approach with a discounted cash flow technique. For other calculations, we may use a market approach based on prices and other information generated by market transactions. We deduct the incremental cost of disposing of the asset in determining FVLCD. We do not calculate value in use if there is no impairment under FVLCD.   Refer to note 14 for significant assumptions and estimates.

b) Accounting policy choices requiring judgments that have the most significant effect on the amounts recognized in the financial statements

We consider judgments made in recording impairment of property, plant and equipment, goodwill and indefinite-lived intangible assets, foreign currency and provisions to be critical accounting estimates that require our most difficult, subjective and complex assumptions.

Financial statement area	Accounting policy judgment	Judgment factors
Long-lived assets (IAS 16, IAS 36, IAS 38)	For property, plant and equipment and finite- lived intangible assets, we review for indicators of impairment at each reporting period. We perform this review at the CGU level. A CGU may be a single asset or a group of assets if we cannot identify independent cash flows from an asset. If indicators of impairment of a CGU exist, we will calculate its recoverable amount. We perform an impairment test of goodwill and indefinite-lived intangibles in the fourth quarter annually or earlier if indicators of impairment exist. We allocate goodwill to CGU groups based on the level at which goodwill is monitored internally by management. This level does not exceed the level of our operating segments before aggregation.	We determine CGUs based on geographic regions, economic and commercial influences, product lines, extent of shared infrastructure and interdependence of cash flows. We grouped (a) Wholesale assets by product lines because of differing production processes and inputs for each nutrient and (b) Retail assets by geographic regions based on customers, products and distribution methods. We have allocated substantially all of the carrying amount of goodwill to two groups of CGUs within the Retail business unit: Retail – North America and Retail – Australia.
Foreign currency (IAS 21)	The U.S. dollar is the presentation currency of our consolidated financial statements. We also make judgments about whether an entity may have multiple branches with different functional currencies. As at July 1, 2017, we changed the functional currency for certain operations from Canadian dollar to U.S. dollar due to changing market metrics and operational changes. The majority of our operations use Australian dollar or U.S. dollar as the functional currency.	In determining the functional currency of our operations, we primarily considered the currency that determines the pricing of transactions rather than focusing on the currency in which transactions are denominated.

AGRIUM Annual Report  |  83

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

Provisions (IAS 37) We distinguish between provisions and contingent liabilities based on the probability of an outflow of resources embodying economic benefits and the availability of information to make a sufficiently reliable estimate. We make judgments as to whether an obligation exists and whether an outflow of resources embodying economic benefits for a liability of uncertain timing or amount is probable, not probable, or remote. These judgments determine whether we recognize or disclose an amount in the financial statements.   Our provisions are measured based on our best estimate of the amount and timing of expected future cash outflows to settle the obligation. We consider all available information relevant to each specific matter. In 2017, we continued to review our litigation, asset retirement and environmental remediation provisions.

c) Recent accounting pronouncements

The IASB has issued the following accounting pronouncements, which we have either adopted or will adopt in the future, and which could have a material impact.

IFRS 15 Revenue from Contracts with Customers

Revenue from Contracts with Customers establishes a new model for revenue earned from a contract with a customer. The standard provides specific guidance on identifying separate performance obligations in the contract and allocating the transaction price to the separate performance obligations in an amount that reflects the total consideration to which an entity expects to be entitled during the term of the contract. The standard also requires additional disclosures about the nature, amount, timing and uncertainty of revenue and related cash flows.

Agrium will adopt the standard on the effective date of January 1, 2018. Agrium will adopt the standard using the modified retrospective approach with the cumulative-effect of the adjustment recognized at the date of adoption, subject to allowable and elected practical expedients.

In adopting IFRS 15, we completed a review of all our contracts with customers. Since our contracts are primarily short-term in nature and generally do not include significant multiple deliverable components, there will be no material impact of adoption. In addition, our accounting for variable consideration before adoption was substantially similar to the requirements of IFRS 15.

We expect that our consolidated financial statements will include expanded disclosures about revenues from contracts with customers and are drafting the relevant disclosures to reflect the requirements of the new standard. In addition to ensuring that the accounting and disclosure requirements of IFRS 15 are met, we also continue to address any system and process changes necessary to compile the information to meet the recognition and disclosure requirements of the standard. We have also assessed the impact of the standard on internal controls over financial reporting and plan to make modifications to our controls on adoption.

AGRIUM Annual Report  |  84

Notes to the Consolidated Financial Statements

(millions of U.S. dollars unless otherwise stated)

IFRS 16 Leases

Leases applies a single model for all recognized leases, which requires recognition of lease-related assets and liabilities and the related interest and depreciation expense in the consolidated financial statements.

Agrium will adopt the standard on the effective date of January 1, 2019.

We have completed a lease inventory and review of existing lease agreements and have considered other agreements that could contain leases. We are currently evaluating transition and implementation impacts and will continue to do so in 2018. We are assessing the adoption application guidance and have not chosen a method for adoption. However, we expect that adoption will result in a material increase in our assets and liabilities and will result in material reclassifications of interest and depreciation expense within our consolidated statement of operations. However, we are not able now to provide a precise estimate of the impact. Once we complete further phases of our review, we will estimate and quantify the impact on our consolidated financial statements.

Other recent pronouncements

We adopted the following accounting pronouncements without material impact.

New or amended	Standard/ interpretation	Description	Agrium’s date and method of adoption
New	IFRIC 23	Uncertainty over Income Tax Treatments provides additional guidance when there is uncertainty over income tax treatments under IAS 12.	Agrium will adopt beginning January 1, 2019.
Amended	Various	°  IAS 7 Statement of Cash Flows °  IAS 12 Income Taxes °  IFRS 2 Share-based Payment °  IFRIC 22 Foreign Currency Transactions and Advance Consideration	We adopted amendments to IAS 7 and IAS 12 on January 1, 2017. We expect to adopt IFRS 2 and IFRIC 22 beginning January 1, 2018.

AGRIUM Annual Report  |  85

EX-99.4

EXHIBIT 99.4

	KPMG LLP	Telephone (403) 691-8000
	205 5th Avenue SW	Fax (403) 691-8008
	Suite 3100	www.kpmg.ca
	Calgary AB
	T2P 4B9

Consent of Independent Registered Public Accounting Firm

The Board of Directors of Nutrien Ltd.

We consent to the use of our reports, each dated February 20, 2018, with respect to the consolidated financial statements and the effectiveness of internal control over financial reporting for Agrium Inc. included in this Annual Report on Form 40-F.

We also consent to the incorporation by reference of such reports in the registration statements on Form S-8 of Nutrien Ltd. (File Nos. 333-222384 and 333-222385).

Chartered Professional Accountants

February 26, 2018

Calgary, Canada

EX-99.5

EXHIBIT 99.5

February 26, 2018

Agrium Inc.

13131 Lake Fraser Drive S.E.

Calgary, AB T2J 7E8

Ladies and Gentlemen:

Re: Annual Report on Form 40-F

Reference is made to the Annual Report on Form 40-F (the “Annual Report”) filed by Agrium Inc. under the Securities Exchange Act of 1934, as amended.

I, A. Dave Mackintosh, B.Sc., P. Geo., a qualified person, am responsible for preparing  or supervising the preparation of sections

1-3, 13, 17 and 24-27 of the technical report entitled “National Instrument 43-101Technical Report on Vanscoy Potash Operations, Vanscoy, Saskatchewan, Canada” dated effective October 31, 2014 (the “Technical Report”).

I hereby consent to the inclusion in the Annual Report of references to and information derived from the Technical Report and to the use of my name therein. I hereby also consent to the incorporation by reference of such references and information in the registration statements on Form S-8 of Nutrien Ltd. (File Nos. 333-222384 and 333-222385).

Yours truly,

/S/ A. Dave Mackintosh

A. Dave Mackintosh, B.Sc., P. Geo.

EX-99.6

EXHIBIT 99.6

February 26, 2018

Agrium Inc.

13131 Lake Fraser Drive S.E.

Calgary, AB T2J 7E8

Ladies and Gentlemen:

Re: Annual Report on Form 40-F

Reference is made to the Annual Report on Form 40-F (the “Annual Report”) filed by Agrium Inc. under the Securities Exchange Act of 1934, as amended.

The undersigned hereby consents to the use of its name and references to the technical report entitled “National Instrument 43-101 Technical Report on Vanscoy Potash Operations, Vanscoy, Saskatchewan, Canada” dated effective October 31, 2014 (the “Technical Report”), and the inclusion of extracts from, or a summary of, the Technical Report in the Annual Report. The undersigned hereby also consents to the incorporation by reference of such information in the registration statements on Form S-8 of Nutrien Ltd. (File Nos. 333-222384 and 333-222385).

Yours truly,

ADM Consulting Limited

/S/ A. Dave Mackintosh

A. Dave Mackintosh, B. Sc., P. Geo.

President

EX-99.7

EXHIBIT 99.7

February 26, 2018

Agrium Inc.

13131 Lake Fraser Drive S.E.

Calgary, AB T2J 7E8

Ladies and Gentlemen:

Re: Annual Report on Form 40-F

Reference is made to the Annual Report on Form 40-F (the “Annual Report”) filed by Agrium Inc. under the Securities Exchange Act of 1934, as amended.

I, Michael Ryan Bartsch, P. Eng., a qualified person, am responsible for preparing or supervising the preparation of sections 1-5, 12, 16 and 19-27 of the technical report entitled “National Instrument 43-101 Technical Report on Vanscoy Potash Operations, Vanscoy, Saskatchewan, Canada” dated effective October 31, 2014 (the “Technical Report”).

I hereby consent to the inclusion in the Annual Report of references to and information derived from the Technical Report and to the use of my name therein. I hereby also consent to the incorporation by reference of such references and information in the registration statements on Form S-8 of Nutrien Ltd. (File Nos. 333-222384 and 333-222385).

Yours truly,

/S/ Michael Ryan Bartsch

Michael Ryan Bartsch, P.Eng.

EX-99.8

EXHIBIT 99.8

February 26, 2018

Agrium Inc.

13131 Lake Fraser Drive S.E.

Calgary, AB T2J 7E8

Ladies and Gentlemen:

Re: Annual Report on Form 40-F

Reference is made to the Annual Report on Form 40-F (the “Annual Report”) filed by Agrium Inc. under the Securities Exchange Act of 1934, as amended.

I, Dennis William Aldo Grimm, P. Eng., a qualified person, am responsible for preparing  or supervising the preparation of sections

1-3, 13, 17 and 24-27 of the technical report entitled “National Instrument 43-101 Technical Report on Vanscoy Potash Operations, Vanscoy, Saskatchewan, Canada” dated effective October 31, 2014 (the “Technical Report”).

I hereby consent to the inclusion in the Annual Report of references to and information derived from the Technical Report and to the use of my name therein. I hereby also consent to the incorporation by reference of such references and information in the registration statements on Form S-8 of Nutrien Ltd. (File Nos. 333-222384 and 333-222385).

Yours truly,

/S/ Dennis William Aldo Grimm

Dennis William Aldo Grimm, P.Eng.

EX-99.9

Exhibit 99.9

MINE SAFETY DISCLOSURE

Agrium Inc. (the “Company”) is committed to the health and safety of its employees and in providing an incident free workplace. The Company maintains a comprehensive health and safety program that includes extensive training for all employees and contractors, emergency response preparedness, site inspections, incident investigation, regulatory compliance training and process auditing.

The Company’s U.S. mining operations are subject to Federal Mine Safety and Health Administration (“MSHA”) regulation under the U.S. Federal Mine Safety and Health Act of 1977 (“FMSH Act”). MSHA inspects the Company’s U.S. mines on a regular basis and may issue various citations and orders if it believes a violation has occurred under the FMSH Act. Whenever MSHA issues a citation or order, it also generally proposes a civil penalty, or fine, related to the alleged violation.

The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 16 of General Instruction B to Form 40-F, which require certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934 that operate mines regulated under the FMSH Act. The disclosures reflect the Company’s U.S. mining operations only, as such requirements do not apply to the Company’s mines operated outside the United States.

The information in the table below relates to the Company’s U.S. mining operations during the year ended December 31, 2017, as reflected in the Company’s records. In some cases, the data in the Company’s internal systems may not match or reconcile with the data MSHA maintains on its public web site:

Mine or Operating Name and MSHA Identification Number (1)

Section 104 S&S Citations (#) (2)

Section 104(b) Orders (#) (3)

Section 104(d) Citations and Orders (#) (4)

Section 110(b)(2) Violations (#) (5)

Section 107(a) Orders (#) (6)

Total Dollar Value of MSHA Assessments Proposed ($)

Total Number of Mining Related Fatalities (#)

Received Notice of Pattern of Violations Under Section 104(e) (yes/no)

Received Notice of Potential to Have Pattern Under Section 104(e) (yes/no)

Legal Actions Pending as of Last Day of Year (#)

Legal Actions Initiated During Year (#)

Legal Actions Resolved During Year (#)

Rasmussen Ridge Mine -  1002177

1

0

0

0

0

$1286

0

No

No

0

0

0

(1) MSHA assigns an identification number to each mine or operation and may or may not assign separate identification numbers to related facilities. The information provided above is presented by mine identification number. Nu-West Industries, Inc. (the “Operator”), a wholly-owned subsidiary of the Company, operates each of the mines listed above.

(2) Represents the total number of violations of mandatory health or safety standards that could significantly and substantially contribute to the cause and effect of a mine safety or health hazard under Section 104 of the FMSH Act for which the Operator received a citation from the MSHA.

(3) Represents the total number of orders issued under Section 104(b) of the FMSH Act, which cover violations that had previously been cited under Section 104(a) that, upon follow-up inspection by MSHA, are found not to have been totally abated within the prescribed time period.

(4) Represents the total number of citations and orders for unwarrantable failure of the Operator to comply with mandatory health or safety standards under Section 104(d) of the FMSH Act.

(5) Represents the total number of flagrant violations under Section 110(b)(2) of the FMSH Act.

(6) Represents the total number of imminent danger orders issued under Section 107(a) of the FMSH Act.

EX-99.10

EXHIBIT 99.10

CERTIFICATION

REQUIRED BY RULE 13a-14(a) OR RULE 15d-14(a) OF THE

SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Charles V. Magro, certify that:

1. I have reviewed this annual report on Form 40-F of Agrium Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;

4. The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and

5. The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.

Date: February 26, 2018

/S/ Charles V. Magro

Name: Charles V. Magro

Title:   President & Chief Executive Officer

EX-99.11

EXHIBIT 99.11

CERTIFICATION

REQUIRED BY RULE 13a-14(a) OR RULE 15d-14(a) OF THE

SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Steve J. Douglas, certify that:

1. I have reviewed this annual report on Form 40-F of Agrium Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;

4. The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and

5. The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.

Date: February 26, 2018

/S/ STEVE J. DOUGLAS
Name:	Steve J. Douglas
Title:	Senior Vice President &
	Chief Financial Officer

EX-99.12

EXHIBIT 99.12

CERTIFICATION

REQUIRED BY RULE 13a-14(b) OR RULE 15d-14(b) AND

SECTION 1350 OF CHAPTER 63 OF TITLE 18

OF THE UNITED STATES CODE

Agrium Inc. (the “Company”) is filing its annual report on Form 40-F for the fiscal year ended December 31, 2017 (the “Report”) with the United States Securities and Exchange Commission.

I, Charles V. Magro, President & Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as enacted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: February 26, 2018
	/S/ Charles V. Magro
	Name: Charles V. Magro
	Title: President & Chief Executive Officer

EX-99.13

EXHIBIT 99.13

CERTIFICATION

REQUIRED BY RULE 13a-14(b) OR RULE 15d-14(b) AND

SECTION 1350 OF CHAPTER 63 OF TITLE 18

OF THE UNITED STATES CODE

Agrium Inc. (the “Company”) is filing its annual report on Form 40-F for the fiscal year ended December 31, 2017 (the “Report”) with the United States Securities and Exchange Commission.

I, Steve J. Douglas, Senior Vice President & Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as enacted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: February 26, 2018
	/S/ STEVE J. DOUGLAS
	Name: Steve J. Douglas
	Title: Senior Vice President &
	Chief Financial Officer

XML

Document and Entity Information	12 Months Ended
	Dec. 31, 2017 shares
Document And Entity Information [abstract]
Document Type	40-F
Amendment Flag	false
Document Period End Date	Dec. 31, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	FY
Entity Registrant Name	AGRIUM INC
Entity Central Index Key	0000943003
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Well Known Seasoned Issuer	No
Entity Common Stock Shares Outstanding	0
Trading Symbol	AGU

XML

Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Profit or loss [abstract]
Sales	$ 13,766	$ 13,457
Cost of product sold	10,340	10,078
Gross profit	3,426	3,379
Expenses [abstract]
Selling	2,014	1,913
General and administrative	247	240
Share-based payments	69	55
Earnings from associates and joint ventures	(39)	(66)
Other expenses	119	147
Earnings before finance costs and income taxes	1,016	1,090
Finance costs related to long-term debt	210	204
Other finance costs	101	74
Earnings before income taxes	705	812
Income taxes	203	228
Net earnings from continuing operations	502	584
Net earnings (loss) from discontinued operations	(187)	12
Net earnings	315	596
Profit (loss), attributable to [abstract]
Equity holders of Agrium	310	592
Non-controlling interest	5	4
Net earnings	$ 315	$ 596
Earnings per share attributable to equity holders of Agrium [abstract]
Basic and diluted earnings per share from continuing operations	$ 3.6	$ 4.2
Basic and diluted (loss) earnings per share from discontinued operations	(1.36)	0.09
Basic and diluted earnings per share	$ 2.24	$ 4.29
Weighted average number of shares outstanding for basic and diluted earnings per share (millions of common shares)	138	138
Basis of preparation and statement of compliance	Basis of preparation and statement of compliance We prepared these financial statements in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). The Board of Directors of Agrium Inc. approved these consolidated financial statements for issuance on February 20, 2018. The presentation currency of these financial statements is the U.S. dollar. We prepared the financial statements using the historical cost basis, except for items that IFRS requires us to measure at fair value. Our significant accounting policies, judgments, assumptions and estimates are described in note 25.
Restatement	Restatement These assets were previously classified as held for sale, as FTC approval and completion of the sales of CPO and North Bend assets is considered highly probable. Additionally, as CPO comprises operations and cash flows that can be clearly distinguished operationally and for financial reporting purposes, its operating results and the impact of re-measurement to the selling price were included in discontinued operations for the year ended December 31, 2017, and in the comparative year ended December 31, 2016. Discontinued operations exclude elimination of intercompany transactions.

XML

Consolidated Statements of Comprehensive Income - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Statement of comprehensive income [abstract]
Net earnings	$ 315	$ 596
Cash flow hedges [abstract]
Effective portion of changes in fair value	(92)	7
Deferred income taxes	25	(1)
Share of profit (loss) of associates and joint ventures accounted for using equity method [abstract]
Share of comprehensive loss	(49)	(34)
Deferred income taxes	10	0
Exchange differences on translation [abstract]
Gains (losses)	183	59
Reclassifications to earnings	6	0
Subtotal	83	31
Components of other comprehensive income that will not be reclassified to profit or loss, before tax [abstract]
Actuarial (losses) gains	(5)	(10)
Deferred income taxes	2	3
Subtotal	(3)	(7)
Other comprehensive income	80	24
Comprehensive income (loss), net of tax	395	620
Comprehensive income attributable to [abstract]
Equity holders of Agrium	389	616
Non-controlling interest	6	4
Comprehensive income (loss), net of tax	$ 395	$ 620

XML

Consolidated Balance Sheets - USD ($) $ in Millions		Dec. 31, 2017	Dec. 31, 2016
Current assets [abstract]
Cash and cash equivalents		$ 466	$ 412
Accounts receivable		2,406	2,208
Income taxes receivable		18	33
Inventories		3,321	3,230
Prepaid expenses and deposits		1,004	855
Other current assets		120	123
Assets held for sale		105	0
Total current assets		7,440	6,861
Property, plant and equipment		7,091	6,818
Intangibles		518	566
Goodwill		2,228	2,095
Investments in associates and joint ventures		522	541
Other assets		58	48
Deferred income tax assets		85	34
Total assets		17,942	16,963
Current liabilities [abstract]
Short-term debt		867	604
Accounts payable		5,206	4,662
Income taxes payable		27	17
Current portion of long-term debt		11	110
Current portion of other provisions		63	59
Total current liabilities		6,174	5,452
Long-term debt	[1]	4,397	4,398
Post-employment benefits		142	141
Other provisions		522	322
Other liabilities		106	68
Deferred income tax liabilities		473	408
Total liabilities		11,814	10,789
Equity [abstract]
Share capital		1,776	1,766
Retained earnings		5,461	5,634
Accumulated other comprehensive loss		(1,116)	(1,231)
Equity holders of Agrium		6,121	6,169
Non-controlling interest		7	5
Total equity		6,128	6,174
Total		$ 17,942	$ 16,963

[1] Debentures have various provisions that allow redemption prior to maturity, at our optio n, at specified prices.

XML

Consolidated Statements of Cash Flows - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016
Cash flows from (used in) operating activities [abstract]
Net earnings from continuing operations		$ 502	$ 584
Adjustments to reconcile profit (loss) [abstract]
Depreciation and amortization		530	493
Earnings from associates and joint ventures		(39)	(66)
Share-based payments		69	55
Unrealized (gain) loss on derivative financial instruments		1	36
Unrealized foreign exchange loss (gain)		31	(19)
Interest income		(59)	(66)
Finance costs		311	278
Income taxes		203	228
Other		34	23
Interest received		61	66
Interest paid		(308)	(272)
Income taxes received (paid)		(20)	(291)
Dividends from associates and joint ventures		18	116
Net changes in non-cash working capital		(15)	472
Cash provided by operating activities		1,319	1,637
Cash flows from (used in) investing activities [abstract]
Business acquisitions, net of cash acquired		(203)	(342)
Capital expenditures		(677)	(701)
Capitalized borrowing costs		(12)	(24)
Purchase of investments		(63)	(77)
Proceeds from sale of investments		69	97
Proceeds from sale of property, plant and equipment		34	16
Other		(19)	33
Net changes in non-cash working capital		(51)	5
Cash used in investing activities		(922)	(993)
Cash flows from (used in) financing activities [abstract]
Short-term debt		258	(188)
Repayment of long-term debt		(110)	(17)
Dividends paid		(483)	(482)
Cash used in financing activities		(335)	(687)
Effect of exchange rate changes on cash and cash equivalents		(12)	(67)
(Decrease) increase in cash and cash equivalents from continuing operations		50	(110)
Cash and cash equivalents (used in) provided by discontinued operations	[1]	4	7
Cash and cash equivalents - beginning of period		412	515
Cash and cash equivalents - end of period		$ 466	$ 412

[1] No cumulative income or expenses are included in other comprehensive income related to CPO.

XML

Consolidated Statement of Stockholders' Equity - USD ($) shares in Millions, $ in Millions	Total	Common shares [member]	Equity attributable to owners of parent [member]	Share capital [member]	Retained earnings [member]	Cash flow hedges [member]	Comprehnsive loss [member] Joint ventures [member] Associates [member]	Foreign currency translation [member]	Total other comprehensive income [member]	Non-controlling interests [member]
Begininng balance at Dec. 31, 2015	$ 6,007		$ 6,003	$ 1,757	$ 5,533	$ (56)	$ (17)	$ (1,214)	$ (1,287)	$ 4
Beginning balance, shares at Dec. 31, 2015		138
Net earnings	596		592	0	592	0	0	0	0	4
Other comprehensive income [abstract]
Post-employment benefits	(7)		(7)	0	(7)	0	0	0	0	0
Other	31		31	0	0	6	(34)	59	31	0
Comprehensive income (loss), net of tax	620		616	0	585	6	(34)	59	31	4
Dividends	(484)		(484)	0	(484)	0		0	0	0
Non-controlling interest transactions	(3)		0	0	0	0		0	0	(3)
Share-based payment transactions	9		9	9	0	0		0	0	0
Reclassification of cash flow hedges, net of tax	25		25	0	0	25		0	25	0
Ending Balance at Dec. 31, 2016	6,174		6,169	1,766	5,634	(25)	(51)	(1,155)	(1,231)	5
Ending balance, shares at Dec. 31, 2016		138
Net earnings	315		310	0	310	0	0	0	0	5
Other comprehensive income [abstract]
Post-employment benefits	(3)		(3)	0	(3)	0	0	0	0	0
Other	83		82	0	0	(67)	(39)	188	82	1
Comprehensive income (loss), net of tax	395		389	0	307	(67)	(39)	188	82	6
Dividends	(483)		(483)	0	(483)		0		0	0
Non-controlling interest transactions	(3)		1	0	3		0	(2)	(2)	(4)
Share-based payment transactions	10		10	10	0		0		0	0
Reclassification of cash flow hedges, net of tax	35		35	0	0	35	0		35	0
Ending Balance at Dec. 31, 2017	$ 6,128		$ 6,121	$ 1,776	$ 5,461	$ (57)	$ (90)	$ (969)	$ (1,116)	$ 7
Ending balance, shares at Dec. 31, 2017		138

XML

Consolidated Statement of Stockholders' Equity (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Statement of changes in equity [abstract]
Dividends, per share	$ 3.5	$ 3.5

XML

CORPORATE INFORMATION

12 Months Ended

Dec. 31, 2017

Disclosure of transactions between related parties [abstract]

CORPORATE MANAGEMENT

1. CORPORATE INFORMATION

Agrium Inc. (“Agrium”) is incorporated under the laws of Canada. Our Corporate head office is located at 13131 Lake Fraser Drive S.E., Calgary, Canada. We conduct our operations globally from our Wholesale head office in Calgary and our Retail head office in Loveland, Colorado, United States.

In these financial statements, “we”, “us”, “our” and “Agrium” mean Agrium Inc., its subsidiaries and its joint arrangements, until December 31, 2017.

On January 1, 2018, after receiving all required regulatory approvals, Agrium and Potash Corporation of Saskatchewan Inc. (“PotashCorp”) combined their businesses in a merger of equals by becoming wholly owned subsidiaries of a new parent company named Nutrien Ltd. (“Nutrien”). On January 2, 2018, the merged entity began trading on the Toronto Stock Exchange and New York Stock Exchange (“NYSE”) under the symbol NTR, and the shares of Agrium and PotashCorp were delisted.

Shareholders of Agrium received 2.230common shares of Nutrien for each Agrium share held and shareholders of PotashCorp received 0.400 common shares of Nutrien for each PotashCorp share held. The exchange ratios represent the respective closing share prices of each company’scommon shares at market close on the NYSE on August 29, 2016, the last trading day prior to when the companies announced that they were in preliminary discussions regarding a merger of equals, which is consistent with the approximate 10-day and 60-day volume weighted average prices through that date.

PotashCorp is the acquirer for accounting purposes, and as a result, the financial statements and related notes of Nutrien in 2018 and beyond will reflect the operations of Nutrien. Figures for 2017 and prior will reflect operations of PotashCorp. The purchase consideration is approximately $16-billion. Valuations to determine the fair value of assets acquired and liabilities assumed are not yet complete due to the recent closing date of the merger.

Agrium completed the dispositions of Conda Phosphate operations and North Bend assets on January 12, 2018, as a condition of approval of the merger from the U.S. Federal Trade Commission (FTC), as further described in note 21.

The companies had previously received unconditional regulatory clearance from Canada, Brazil and Russia.

For additional information with respect to the plan of arrangement, please refer to the Joint Management Information Circular of PotashCorp and Agrium dated October 3, 2016, a copy of which has been filed on SEDAR under Agrium's profile at HYPERLINK "http://www.sedar.com" www.sedar.com.

Our Executive Leadership Team (ELT) comprisesofficers at the Senior Vice President level and above. ELT and Agrium Board of Directors (“Board of Directors”) compensation included in these financial statements:

Related party transactions	2017	2016
Short-term benefits	19	19
Post-employment benefits	2	2
Share-based payments	31	24

The ELT is responsible for strategic decision making, resource allocation and assessing financial performance and is identified as our Chief Operating Decision Maker (CODM) for the purposes of reporting segment operations under IFRS. The CODM reviews the results of our operations and our financial position on consolidated, operating segment and business unit levels. Our operating segments are defined by the organization and reporting structure through which we operate our business. We categorize our operating segments within the Retail and Wholesale business units as follows:

Retail: Distributes crop nutrients, crop protection products, seed and merchandise and provides financial and other services directly to growers through a network of farm centers in two geographical segments:

• North America including the United States and Canada
• International including Australia and South America

Wholesale: Produces, markets and distributes crop nutrients and industrial products as follows:

• Nitrogen: Manufacturing in Alberta and Texas
• Potash: Mining and processing in Saskatchewan
• Phosphate: Production facilities in Alberta and, prior to the Conda Phosphate operations disposition as described in note 21, mining facilities in Idaho
• Wholesale Other: Producing blended crop nutrients and Environmentally Smart Nitrogen® polymer-coated nitrogen crop nutrients; and operating joint ventures and associates.

Principal subsidiaries, associates and joint ventures
		Relationship/			Method of
		Ownership	Location	Principal activity	accounting
	Agrium Canada Partnership	Subsidiary, 100%	Canada	Manufacturer and distributor	Consolidation
				of crop nutrients
	Agrium Potash Ltd.	Subsidiary, 100%	Canada	Manufacturer and distributor	Consolidation
				of crop nutrients
	Agrium U.S. Inc.	Subsidiary, 100%	United States	Manufacturer and distributor	Consolidation
				of crop nutrients
	Agroservicios Pampeanos S.A.	Subsidiary, 100%	Argentina	Crop input retailer	Consolidation
	Cominco Fertilizer Partnership	Subsidiary, 100%	United States	Manufacturer and distributor	Consolidation
				of crop nutrients
	Crop Production Services, Inc.	Subsidiary, 100%	United States	Crop input retailer	Consolidation
	Crop Production Services	Subsidiary, 100%	Canada	Crop input retailer	Consolidation
	(Canada) Inc.
	Landmark Operations Ltd.	Subsidiary, 100%	Australia	Crop input retailer	Consolidation
	Loveland Products Inc.	Subsidiary, 100%	United States	Crop input developer and	Consolidation
				retailer
	Misr Fertilizers Production	Associate, 26%	Egypt	Manufacturer and distributor	Equity method
	Company S.A.E.			of crop nutrients
	Profertil S.A.	Joint venture, 50%	Argentina	Manufacturer and distributor	Equity method
				of crop nutrients

XML

OPERATING SEGMENT

12 Months Ended

Dec. 31, 2017

Disclosure of operating segments [abstract]

OPERATING SEGMENTS

12.	OPERATING SEGMENTS
		Segment information			2017
					North						Wholesale
					America	International	Retail	Nitrogen	Potash	Phosphate	Other	Wholesale	Other (a)	Total
		Sales		– external	9,874	2,182	12,056	755	386	115	454	1,710	-	13,766
				– inter-segment	47	-	47	254	133	122	140	649	(696)	-
		Total sales			9,921	2,182	12,103	1,009	519	237	594	2,359	(696)	13,766
		Earnings (loss) before finance costs
			and income taxes		716	174	890	209	105	4	99	417	(291)	1,016
			Depreciation and amortization		273	16	289	79	113	17	13	222	19	530
		EBITDA (b)			989	190	1,179	288	218	21	112	639	(272)	1,546
		Earnings from associates and joint
			ventures		7	2	9	-	-	-	30	30	-	39
		Total assets			8,668	1,570	10,238	2,330	3,629	303	702	6,964	740	17,942
		Additions to non-current assets (c)			423	39	462	313	46	226	48	633	8	1,103
		Segment information			2016
					North						Wholesale
					America	International	Retail	Nitrogen	Potash	Phosphate	Other	Wholesale	Other (a)	Total
		Sales		– external	9,565	2,158	11,723	860	280	148	446	1,734	-	13,457
				– inter-segment	43	-	43	284	139	141	130	694	(737)	-
		Total sales			9,608	2,158	11,766	1,144	419	289	576	2,428	(737)	13,457
		Earnings (loss) before finance costs
			and income taxes		676	141	817	329	10	23	139	501	(228)	1,090
			Depreciation and amortization		249	25	274	75	99	16	13	203	16	493
		EBITDA (b)			925	166	1,091	404	109	39	152	704	(212)	1,583
		Earnings (loss) from associates and joint
			ventures		4	2	6	-	-	-	61	61	(1)	66
		Total assets			8,144	1,338	9,482	1,812	3,666	808	675	6,961	520	16,963
		Additions to non-current assets (c)			405	30	435	444	70	46	20	580	5	1,020

• Non-cash share-based payments expense of $69-million (2016 – $55-million) is recorded in our Other segment.
• EBITDA is net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations.
• Additions to non-current assets include property, plant and equipment, intangibles and goodwill.

Retail sales by product line	2017	2016
Crop nutrients	4,121	4,310
Crop protection products	4,937	4,684
Seed	1,628	1,462
Merchandise	683	621
Services and other	734	689
	12,103	11,766

	Key data by geographic region		2017		2016
				Non-		Non-
				current		current
			Sales (a)	assets (b)	Sales (a)	assets (b)
	Canada		2,416	4,829	2,437	4,430
	United States		8,978	4,838	8,672	4,898
	Europe		178	2	182	5
	South America		431	213	396	197
	Australia		1,679	260	1,769	222
	Egypt		-	238	-	285
	Other		84	5	1	3
			13,766	10,385	13,457	10,040
(a)		Sales by location of customers.
(b)		Excludes financial instruments and deferred tax assets.

Our CODM measures performance and allocates resources based on information it considers most relevant in evaluating the results of business units and operating segments relative to other entities that operate in similar industries. The main operating measures the CODM reviews on a regular basis are consolidated, business unit and segment EBITDA. The CODM does not review Retail net earnings information by product line, reflecting how Retail aggregates expenses and net earnings in its accounting records and financial reports. The CODM also does not regularly review (a) financial information aggregated on any other product line or geographic basis or (b) segment finance costs, income taxes or balance sheet information. We have not aggregated any operating segments in determining our reportable segments.

We continually monitor changes in facts and circumstances that could change the composition of our operating segments, as determined by the information regularly reviewed by the CODM.

The accounting policies of segments are the same as the accounting policies described in note 25. We record sales between operating segments at prices equivalent to those charged to third parties. We eliminate such sales on consolidation. We report a non-operating segment, “Other”, for inter-segment eliminations and corporate functions.

XML

CAPITAL MANAGEMENT

12 Months Ended

Dec. 31, 2017

Disclosure of significant accounting policies [abstract]

CAPITAL MANAGEMENT

3. CAPITAL MANAGEMENT

Policies and objectives in managing capital

Agrium defines capital as adjusted total debt plus total equity. Our objectives for managing capital are to (a) maintain a strong balance sheet and flexible capital structure to optimize the cost of capital at an acceptable level of risk, (b) support an investment grade credit rating profile, (c) improve the overall efficiency of our assets and deliver on our growth opportunities to grow our earnings, and (d) maximize total shareholder return.

To maintain or adjust our capital structure, we may adjust the amount of dividends paid to shareholders, issue new shares, buy back shares, issue or redeem debt, sell trade receivables through our securitization program, or adjust anticipated future capital expenditures and resources available for other growth opportunities. Our authorized share capital consists of unlimited common shares without par value and unlimited preferred shares.

Information monitored to manage capital				2017 Target		December 31,
					2017		2016
Net debt to EBITDA					3.1		3.0
Debt covenant ratios (a)
	Interest coverage (b)			≥ 2.5	5		6
	Debt-to-capital (c)			≤ 0.65	0.45		0.44
Retail measures (%)
	Average non-cash working capital to sales			16	17		17
	Return on operating capital employed (d)			N/A	19		18
	Return on capital employed (e)			N/A	11		10
Components of ratios
	EBITDA				1,546		1,583
	Calculation of components of ratios
	1) Net debt
			Short-term debt		867		604
			Long-term debt, including current portion		4,408		4,508
			Cash and cash equivalents		(466)		(412)
		Net debt			4,809		4,700
	2) Adjusted total debt
			Guarantees and letters of credit (specified in credit facility agreements)		286		242
		Adjusted total debt			5,095		4,942

• Our revolving credit facilities and trade receivable securitization program require that we maintain these ratios as well as other non-financial covenants. We were in compliance with all covenants at December 31, 2017.
• EBITDAdivided by finance costs, which includes finance costs related to long-term debt plus other finance costs
• Adjusted total debt divided by the sum of adjusted total debt and total equity
• Last 12 months’ net earnings before finance costs, income taxes and earnings from discontinued operations (EBIT) less income taxes at a tax rate of 28 percent (2016 – 28 percent) divided by rolling four quarter average operating capital employed. Operating capital employed includes non-cash working capital, property, plant and equipment, investments in associates and joint ventures, and other assets.
• Last 12 months’ EBIT less income taxes at a tax rate of 28 percent (2016 – 28 percent) divided by rolling four quarter average capital employed. Capital employed includes operating capital employed, intangibles and goodwill.

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FINANCIAL RISK MANAGEMENT

12 Months Ended

Dec. 31, 2017

Disclosure of detailed information about financial instruments [abstract]

FINANCIAL RISK MANAGEMENT

4. FINANCIAL RISK MANAGEMENT

• Financial risk management objectives and policies

In the normal course of business, our balance sheet, results of operations and cash flows are exposed to various risks. Annually, we prepare a strategic plan that considers the opportunities and major risks of our business and mitigating factors to reduce these risks. The Board of Directors has set upper limits on the time periods and transactional and balance sheet exposuresmanagement can manage.Our Corporate Financial Risk Committee reviews risk management policies and procedures annually and monitors compliance with these limits and associated exposure management activity. We manage risk in accordance with our Global Exposure Management Policy, whose objective is to reduce volatility in cash flows and net earnings. We hold all derivative financial instruments for risk management purposes only.

Risks we manage are described under Risk Management Policies in section (j).

b)				Market risk – currency risk
	Foreign exchange derivative financial instruments outstanding (notional amounts in millions)
					December 31,
					2017				2016
							Average	Fair value			Average	Fair value
							contract	of assets			contract	of assets
	Sell/Buy				Notional	Maturities	price (a)	(liabilities)	Notional	Maturities	price (a)	(liabilities)
		Forwards
			USD/CAD		338	2018	1.28	8	-	-	-	-
			CAD/USD		266	2018	1.28	(6)	180	2017	1.34	-
			EUR/USD		28	2018	0.84	(1)	-	2017	0.94	-
			USD/AUD		15	2018	1.31	-	14	2017	1.32	(1)
			AUD/USD		20	2018	1.29	-	22	2017	1.34	1
			CNY/AUD		31	2018	6.97	(1)	23	2017	7.16	-
		Options
			CAD/USD – buy USD calls		126	2018	1.29	1	-	-	-	-
			CAD/USD – sell USD puts		126	2018	1.25	(2)	-	-	-	-
			AUD/USD – buy USD calls		33	2018	1.35	-	-	-	-	-
								(1)				-

• Foreign currency per U.S. dollar

We determine the functional currency of our subsidiaries in reference to the primary economic environment in which each entity operates. We are exposed to currency risk from financial instruments denominated in currencies other than the functional currency of an operation. The majority of this currency risk arises from exposure to the Canadian dollar. We manage this exposure by entering into foreign currency derivative contracts. Although the derivatives have not been designated in hedging relationships, our risk management strategy is to offset substantially all of the earnings impact from the translation of the underlying financial instruments that could occur from a reasonably possible strengthening or weakening of the U.S. dollar.

• Market risk – commodity price risk

Commodity price risk management and cash flow hedges

Natural gas is a significant component of our cost of product sold for nitrogen-based fertilizers. We use physical contracts and financial derivative contracts to manage the risk of market fluctuations in natural gas prices and to reduce the variability of cash flows from our planned purchases of natural gas used in our fertilizer production facilities. The Board of Directors has established limits on risk management activities, including the following:

	Use of derivatives to hedge exposure to natural gas market price risk
	Term (gas year – 12 months ending October 31)			2018	2019	2020	2021
	Maximum allowable (% of forecast gas requirements)			75	75	75	25	(a)
	Forecast average monthly natural gas consumption
		(millions of MMBtu)		9	9	9	9
	Gas requirements hedged using derivatives designated
		as hedges (%)		33	24	-	-
(a)			Maximum monthly hedged volume may not exceed 90 percent of planned monthly requirements.

We designate all of our natural gas derivatives as qualifying hedges for accounting purposes. The contracts settle in the months hedged using AECO futures price indexes, which we use to determine fair value. The contracts are denominated in Canadian dollars for purchases of gas in Canadian dollars. At the inception of each designated derivative contract, we prepare formal designation and documentation of the hedging relationship and our risk management objective and strategy for undertaking the hedge. We record the effective portion of changes in fair value to other comprehensive income. We record any ineffective portion to earnings.

The underlying risk of the derivative contracts is identical to the hedged risk; accordingly, we have established a ratio of 1:1 for all natural gas hedges. Due to a strong correlation between AECO future contract prices and our delivered cost, we did not experience any ineffectiveness on our hedges, and accordingly we have recorded the full change in the fair value of the natural gas derivative contracts designated as hedges to other comprehensive income.

Potential sources of ineffectiveness are changes in timing of forecast transactions, changes in volume delivered or changes in credit risk of Agrium or the counterparty.

Natural gas derivative financial instruments outstanding (notional amounts in millions of MMBtu)
	December 31,
	2017				2016
			Average	Fair value			Average	Fair value
			contract	of assets			contract	of assets
	Notional	Maturities	price (a)	(liabilities)	Notional	Maturities	price (a)	(liabilities)
AECO swaps	70	2018–2019	2.43	(70)	48	2017–2018	2.90	(21)

• U.S. dollars per MMBtu

Maturities of natural gas derivative contracts	Fair value
	2018	2019
AECO swaps	(52)	(18)

Natural gas derivative financial instruments outstanding
	December 31,
	2017			2016
	Gross		Carrying	Gross		Carrying
	amount	Netting	amount	amount	Netting	amount
Accounts receivable	48	(48)	-	65	(64)	1
Other assets	35	(25)	10	51	(51)	-
Accounts payable	(99)	47	(52)	(73)	67	(6)
Other liabilities	(54)	26	(28)	(64)	48	(16)
	(70)	-	(70)	(21)	-	(21)

Impact of change in fair value of natural gas derivative financial instruments			December 31,
		2017		2016
A $10-million impact to other comprehensive income requires movement in gas
	prices per MMBtu	0.22		0.29

d)		Market risk – interest rate risk
	Impact of change in short-term debt (basis points)		December 31,
			2017
	A $10-million decrease in net earnings requires an increase in interest rates		158

Sensitivity – impact of change in fair value of debentures	December 31,
	2017
Interest rate increase of 1%	(428)
Interest rate decrease of 1%	504

The weighted average effective interest rate on long-term debt at December 31, 2017, was 5 percent (December 31, 2016 – 5 percent).

e)		Credit risk
	Maximum exposure to credit risk				December 31,
			Notes	2017		2016
	Cash and cash equivalents			466		412
	Accounts receivable		21	2,406		2,208
	Other current assets			118		121
	Other non-current assets			32		28
				3,022		2,769

Derivatives and cash and cash equivalents – risk concentration

At December 31, 2017, our counterparties to derivative financial instruments have maintained an investment grade credit rating, and we have no indication that any counterparty to a derivative financial contract or to cash and cash equivalents will be unable to meet its obligations.

• Liquidity risk

The table below summarizes the maturity profile of our financial liabilities based on contractual undiscounted payments, including estimated interest payments. The amounts included for derivative financial instruments are subject to change as interest rates, exchange rates or commodity prices change.

			Less	One	Four	More
	Carrying	Contractual	than one	to three	to five	than five
December 31, 2017	amount	cash flows	year	years	years	years
Short-term debt	867	867	867	-	-	-
Accounts payable	3,495	3,495	3,495	-	-	-
Current portion of long-term debt	11	11	11	-	-	-
Long-term debt	4,397	7,606	219	868	862	5,657
Other liabilities	32	32	-	19	5	8
Foreign exchange derivative contracts	10	10	10	-	-	-
Natural gas derivative contracts	80	80	52	28	-	-
	8,892	12,101	4,654	915	867	5,665

• Netting arrangements

We enter into derivative transactions under master netting arrangements, under which we aggregate the amounts owed by each counterparty for all contracts outstanding in the same currency or commodity into a single net amount receivable or payable by us or our counterparty. If a default occurs, all outstanding transactions under the arrangement are terminated and the net termination value is receivable or payable for settlement purposes.

We record the carrying amounts of our foreign exchange derivative contracts on a gross basis and the carrying amounts of our natural gas derivative contracts on a net basis.

h)			Gain (loss) on derivative financial instruments included in earnings
					2017			2016
				Realized	Unrealized	Total	Realized	Unrealized	Total
				gain (loss)	gain (loss)	gain (loss)	gain (loss)	gain (loss)	gain (loss)
	Foreign exchange derivatives
		Recorded in sales		-	(5)	(5)	(4)	1	(3)
		Recorded in cost of product sold		1	-	1	2	-	2
		Recorded in other expenses		(5)	4	(1)	(7)	(37)	(44)
				(4)	(1)	(5)	(9)	(36)	(45)
	Commodity derivatives
		Recorded in cost of product sold		(48)	-	(48)	(34)	-	(34)
				(48)	-	(48)	(34)	-	(34)
				(52)	(1)	(53)	(43)	(36)	(79)

Fair value hierarchy

We determine the fair value of financial instruments classified as Level 1 using independent quoted market prices for identical instruments in active markets. For financial instruments classified as Level 2, we estimate fair value using quoted prices for similar instruments in active markets or prices for identical or similar instruments in markets that are not active, or using valuation techniques based on industry-accepted third-party models that make maximum use of market-based inputs. We classify fair value estimates not based on observable market data as Level 3. We consider a market active if quoted prices are readily and regularly available and based on actual and regularly occurring market transactions. For any significant Level 3 measurements, we employ a valuation team or retain valuation experts to calculate certain measurements, and we review any third-party information we use.

We monitor the availability of observable market data to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or market liquidity generally drive changes in the availability of observable market data. Changes in the availability of observable market data that may result in changing the valuation technique used are generally the cause of transfers between hierarchy levels. We have not made any transfers between levels during 2017 or 2016. We do not measure any of our financial instruments using Level 3 inputs.

Fair value measurement techniques and inputs for financial instruments measured using Level 2 inputs
	Financial instrument	Measurement technique	Key inputs
	Foreign exchange forward contracts,	Discounted cash flow	Forward exchange rates, contract forward and
	swaps and options		interest rates, observable yield curves
	Natural gas swaps	Market comparison	Current market and contractual prices, forward
			pricing curves, quoted forward prices, basis
			differentials, volatility factors and interest rates

			December 31,
			2017			2016
			Fair value		Carrying	Fair value		Carrying
			Level 1	Level 2	value	Level 1	Level 2	value
Financial instruments measured at fair
value on a recurring basis
	Cash and cash equivalents		-	466	466	-	412	412
	Accounts receivable – derivatives		-	9	9	-	2	2
	Other current financial assets –
		marketable securities (a)	18	100	118	22	99	121
	Other non-current financial assets –
		derivatives	-	10	10	-	-	-
	Accounts payable – derivatives		-	62	62	-	7	7
	Other financial liabilities – derivatives		-	28	28	-	16	16
Financial instruments measured at
amortized cost
	Current portion of long-term debt (b)
		Debentures	-	-	-	-	101	100
		Fixed and floating rate debt	-	11	11	-	10	10
	Long-term debt (b)
		Debentures	-	4,909	4,376	-	4,600	4,373
		Fixed and floating rate debt	-	21	21	-	25	25

(a) 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.

(b)We determine the fair value of long-term debt based on comparable debt instruments with similar maturities to our debt, adjusted where necessary to our credit spread, based on information published by financial institutions. Carrying amount of floating rate debt approximates fair value.

j)			Risk management policies and practices
					Policies, practices and financial
	Item			Primarily affected by	instruments used
	Sales			Product prices and foreign currency	Foreign currency forward and swap
				exchange rates	contracts
	Cost of product sold – natural gas			Prices of natural gas and power	Natural gas forward, swap and option
	and power				contracts; power swap contracts
	Cost of product sold – inventory			Prices of nutrients purchased for resale	Nutrient swaps and fixed price
	purchased for resale				product purchase commitments
	Cost of product sold, selling, general			Foreign currency exchange rates	Foreign currency forward and swap
	and administrative, and other				contracts
	expenses denominated in local
	currencies
	Capital expenditures			Foreign currency exchange rates	Foreign currency forward and swap
					contracts
	Finance costs			USD interest rates	Maintaining a combination of fixed
					and floating rate debt; interest rate
					swaps to manage risk for up to
					10 years
	Financial instruments
		Market risk – currency risk		USD balances in Canadian, Australian,	Foreign currency forward and swap
				European and South American	contracts to manage risk for up to
				subsidiaries; foreign currencies held in	three years
				USD-denominated subsidiaries
		Market risk – commodity price risk		Market prices of natural gas, power and	Natural gas forward, swap and option
		(natural gas, power and nutrient		nutrients	contracts; power swap contracts
		price risk)			to manage power price risk for up to
					five years; nutrient swap contracts
					up to one year
		Market risk – interest rate risk		Changes in market interest rates	Maintaining a combination of fixed
		Floating: short-term debt, floating			and floating rate debt; interest rate
		rate long-term debt, cash and cash			swaps to manage risk for up to 10
		equivalents			years; cash management policies
		Fixed: long-term debt
		Credit risk		Ability of customers or counterparties to	Credit approval and monitoring
				financial instruments to meet obligations	practices; counterparty policies;
					master netting arrangements;
					counterparty credit policies and limits;
					arrangements with financial institutions
		Liquidity risk		Fluctuations in cash flows	Preparing and monitoring
					forecasts of cash flows; cash
					management policies; multiple-year
					credit facilities

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EXPENSES

12 Months Ended

Dec. 31, 2017

Expenses by nature [abstract]

EXPENSES

15.	EXPENSES
		Expenses by nature		2017	2016
		(Increase) decrease in finished goods inventory		(5)	7
		Purchased and produced raw materials and product for resale		11,144	10,726
		Rebates		(1,244)	(1,195)
		Freight and distribution		543	588
		Short-term employee benefits		1,349	1,275
		Post-employment benefits		55	54
		Share-based payments		69	55
		Depreciation of property, plant and equipment		420	385
		Amortization of intangibles		110	108
		Operating leases		211	197
		Other		18	86
				12,670	12,286
		Expense line items
			Cost of product sold	10,340	10,078
			Selling	2,014	1,913
			General and administrative	247	240
			Share-based payments	69	55
				12,670	12,286

Other expenses	2017	2016
Loss on foreign exchange and related derivatives	14	13
Interest income	(59)	(66)
Asset impairment	-	15
Environmental remediation and asset retirement obligations	18	10
Bad debt expense	29	35
Potash profit and capital tax	13	12
Merger and related costs	94	31
Other	10	97
	119	147

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FINANCE COSTS

12 Months Ended

Dec. 31, 2017

Borrowing costs [abstract]

FINANCE COSTS

16.	FINANCE COSTS
		Finance costs related to long-term debt	2017	2016
		Gross finance costs related to long-term debt	222	228
		Less: Borrowing costs capitalized at a rate of 4.4% (2016 – 4.4%)	12	24
			210	204

Other finance costs	2017	2016
Accretion of environmental remediation and asset retirement obligations	8	7
Finance costs from customer prepayments	35	32
Other interest expense	58	35
	101	74

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INCOME TAXES

12 Months Ended

Dec. 31, 2017

Major components of tax expense (income) [abstract]

INCOME TAXES

17.	INCOME TAXES
		Components of income taxes	2017	2016
		Current tax expense	90	196
		Previously unrecognized tax assets	(4)	-
		Adjustments for prior years	(32)	-
		Current income taxes	54	196
		Origination and reversal of temporary differences	160	37
		Change in income tax rate (a)	(11)	-
		Previously unrecognized tax assets	-	(5)
		Deferred income taxes	149	32
			203	228

• U.S. federal corporate income tax rate decreased from 35 percent to 21 percent effective January 1, 2018.

Reconciliation of statutory tax rate to effective tax rate		2017	2016
Earnings before income taxes
	Canada	16	79
	Foreign	689	733
		705	812
Statutory rate (%)		27	27
Income taxes at statutory rate		190	219
Foreign currency losses relating to Canadian operations		11	9
Differences in foreign tax rates		(14)	5
Earnings from associates and joint ventures		(9)	(15)
U.S. tax reform		9	-
Recognition of previously unrecognized tax assets		(4)	(5)
Other		20	15
Income taxes		203	228
Current
	Canada	(11)	23
	Foreign	65	173
		54	196
Deferred
	Canada	27	7
	Foreign	122	25
		149	32
		203	228

		Components of		Components		Components
		deferred income tax		recognized		not recognized
Components of deferred income taxes		liabilities (assets)		in earnings		in earnings
		2017	2016	2017	2016	2017	2016
Receivables, inventories and accrued
	liabilities	(162)	(162)	-	(29)	-	-
Property, plant and equipment		748	633	100	92	15	12
Intangibles		57	83	(37)	(31)	11	3
Asset retirement and environmental
	remediation provisions	(149)	(132)	(16)	7	(1)	(2)
Deferred partnership income		-	-	-	(61)	-	3
Loss carry-forwards (a)		(44)	(13)	(30)	32	(1)	(1)
Other		(62)	(35)	(4)	17	(23)	2
Net deferred income tax liabilities		388	374	13	27	1	17
Deferred income tax assets		(85)	(34)
Deferred income tax liabilities		473	408
Net deferred income tax liabilities		388	374

• We have not recognized unused tax losses of $56-million (2016 – $58-million) expiring through 2037 (2016 – expiring through 2036) in the consolidated financial statements. We have recognized unused tax losses of $38-million (2016 – $9-million – does not expire per current tax legislation) as we expect to earn future taxable income in that tax jurisdiction in 2018 and following years, and the tax losses do not expire until 2037.

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POST-EMPLOYMENT BENEFITS

12 Months Ended

Dec. 31, 2017

Disclosure of defined benefit plans [abstract]

POST-EMPLOYMENT BENEFITS

18. POST-EMPLOYMENT BENEFITS

We sponsor post-employment pension and medical plans subject to broadly similar regulatory frameworks in Canada and the United States. For funded plans, we contribute to trustee-administered plans that are legally separate from Agrium. Regulations in each country govern the administration of assets that we hold in trust for the plans. We are responsible for governance, which includes oversight of all aspects of the plans, including investment and contribution decisions. Our pension committee assists in managing the plans, including the appointment of independent trustees, actuaries and investment professionals. Fewer than 5 percent of our employees are members of defined benefit pension plans that provide pension benefits at retirement based on years of service and/or earnings. Entitlement to benefits is generally conditional on the employee remaining in service for a minimum period or reaching a specified age. We engage a qualified actuary to perform calculations of our net benefit obligations using the projected unit credit method.

Post-employment benefit plans expose us to actuarial risks such as longevity risk, interest rate risk and market (investment) risk. We fund the cost of the registered and qualified defined benefit pension plans based on minimum statutory requirements. Our contributions include the cost of any current year accrual and any amortized payments relating to past service. We have the right to increase contributions beyond the minimum requirement. We do not fund the majority of pension obligations for executive plans. Employees cannot contribute to the defined benefit pension plans. The estimated contribution to fund our defined benefit pension plans for 2018 is $5-million.

				Defined benefit			Other post-employment
Continuity of obligation and plan assets				pension plans			benefit plans
					Plan			Plan
				Obligation	assets	Net	Obligation	assets	Net	Total
December 31, 2016				(331)	266	(65)	(76)	-	(76)	(141)
	Expense included in earnings
		Service cost		(7)	-	(7)	(3)	-	(3)	(10)
		Interest (expense) income		(9)	7	(2)	(3)	-	(3)	(5)
		Settlements		3	-	3	-	-	-	3
		Administrative costs		-	(1)	(1)	-	-	-	(1)
				(13)	6	(7)	(6)	-	(6)	(13)
	Included in other comprehensive income
		Actuarial gain (loss) arising from:
			Changes in demographic assumptions	1	-	1	-	-	-	1
			Changes in financial assumptions	(13)	-	(13)	(5)	-	(5)	(18)
		Return on plan assets, excluding interest		-	12	12	-	-	-	12
				(12)	12	-	(5)	-	(5)	(5)
	Cash flows
		Employee contributions		-	-	-	(1)	-	(1)	(1)
		Employer contributions		2	19	21	2	-	2	23
		Benefits paid		109	(109)	-	1	-	1	1
				111	(90)	21	2	-	2	23
	Foreign currency exchange and translation			(13)	11	(2)	(4)	-	(4)	(6)
December 31, 2017				(258)	205	(53)	(89)	-	(89)	(142)
Arising from:
	Funded plans			(194)			-			(194)
	Unfunded plans			(64)			(89)			(153)
December 31, 2017				(258)			(89)			(347)

				Defined benefit			Other post-employment
Continuity of obligation and plan assets				pension plans			benefit plans
					Plan			Plan
				Obligation	assets	Net	Obligation	assets	Net	Total
December 31, 2015				(310)	253	(57)	(67)	-	(67)	(124)
	Expense included in earnings
		Service cost		(6)	-	(6)	(3)	-	(3)	(9)
		Past service cost		(2)	-	(2)	-	-	-	(2)
		Interest (expense) income		(13)	10	(3)	(2)	-	(2)	(5)
		Settlements		3	-	3	-	-	-	3
				(18)	10	(8)	(5)	-	(5)	(13)
	Included in other comprehensive income
		Actuarial gain (loss) arising from:
			Liability experience adjustments	(1)	-	(1)	(1)	-	(1)	(2)
			Changes in financial assumptions	(12)	-	(12)	(1)	-	(1)	(13)
		Return on plan assets, excluding interest		-	5	5	-	-	-	5
				(13)	5	(8)	(2)	-	(2)	(10)
	Cash flows
		Employee contributions		-	-	-	(1)	-	(1)	(1)
		Employer contributions		2	7	9	2	-	2	11
		Benefits paid		14	(14)	-	1	-	1	1
				16	(7)	9	2	-	2	11
	Foreign currency exchange and translation			(6)	5	(1)	(4)	-	(4)	(5)
December 31, 2016				(331)	266	(65)	(76)	-	(76)	(141)
Arising from:
	Funded plans			(276)			-			(276)
	Unfunded plans			(55)			(76)			(131)
December 31, 2016				(331)			(76)			(407)

Post-employment benefits expense		2017	2016
Defined contribution pension plans		52	50
Defined benefit pension plans		7	8
Other post-employment benefit plans		6	5
		65	63
Expense line items
	Cost of product sold	34	30
	General and administrative	21	24
	Other expenses	5	4
	Other finance costs	5	5
		65	63

Assumptions and sensitivities
			Future benefits		Future benefits
	Actuarial assumptions (%)		obligation		expense
	(expressed as weighted averages)		2017	2016	2017	2016
	Defined benefit pension plans
		Discount rate	3	4	3	3
		Expected long-term rate of return on assets	N/A	N/A	3	3
		Rate of increase in compensation levels	3	3	3	3
	Other post-employment benefit plans
		Discount rate	4	4	4	4

Basis for key assumptions
Discount rate – liabilities	High-quality (minimum AA) fixed income investments with cash flows that match
	the currency, timing and amount of the expected cash flows of the plans
Rate of return – assets	Long-term expectations of inflation and real return for each asset class, weighted
	in accordance with the investment policy for the plans
Real returns and inflation	Current market conditions, historical capital market data and future expectations
Life expectancy	Actuarial mortality tables published in Canada and the United States

			2017	2016
Assumed and ultimate health care cost trend rates
	Health care cost trend rate assumed for the next fiscal year (%)		6	7
	Ultimate health care cost trend rate (%)		5	5
	Fiscal year the rate reaches the ultimate trend rate		2023	2023
Mortality assumptions per latest available standard mortality tables (remaining years)
	Average life expectancy – currently aged 60 years (2016 - 65 years)
		Male	25	22
		Female	27	24
Average duration of benefit obligation (years)
	Active members		19	18
	Retired members		12	11
	Average duration of the benefit obligation		15	14

A 1 percent change in discount rate would change our defined benefit obligation by $53-million.

Asset allocation and investment strategy

Our investment objective for our defined benefit pension plans is to maximize long-term return on plan assets using a mix of equities and fixed-income investments while maintaining an appropriate level of risk. Our policy is to not invest in commodities, precious metals, mineral rights, bullion or collectibles. We may use derivative financial instruments to create a desirable asset mix position, adjust the duration of a fixed income portfolio, replicate the investment performance of interest rates or a recognized capital market index, manage currency exposure or reduce risk. We do not use derivative financial instruments to create exposures to securities that our investment policy would not permit.

			Target
Defined benefit pension plans – asset allocation			allocation	Plan assets
Asset categories (%)			2018	2017	2016
	Equity securities (with quoted market prices)		46
		Canadian equity funds		13	11
		U.S. equity funds		3	1
		International equity funds		26	15
		Emerging market equity funds		7	4
	Debt securities (with quoted market prices)		53
		Canadian debt securities		50	34
		U.S. debt securities		1	22
	Cash and other		1	-	13

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SHARE-BASED PAYMENTS

12 Months Ended

Dec. 31, 2017

Disclosure of terms and conditions of share-based payment arrangement [abstract]

SHARE-BASED PAYMENTS

9. SHARE-BASED PAYMENTS

Our share-based payments plans provide performance incentives to our officers, senior management, directors and, on a performance-based discretionary basis, other employees.

Plan features
Form of payment	Eligibility	Granted	Vesting period	Term	Settlement
Stock Options	Officers and	Annually	25% per year	10 years	Shares
	employees		over four years
Stock Appreciation Rights	Certain employees	Annually	25% per year	10 years	Cash
("SARs") (a)	outside Canada		over four years
Performance Share Units	Executive officers	Annually	On third	N/A	Cash
("PSUs")	and other eligible		anniversary of
	employees		grant date
Restricted Share Units	Eligible employees	Annually	On third	N/A	Cash
("RSUs")			anniversary of
			grant date
Director Deferred Share	Non-executive	At the discretion	Fully vested	N/A	In cash on
Units ("DSUs")	directors	of the Board of	upon grant		director's departure
		Directors			from the Board of
					Directors

Effective January 1, 2015, tandem stock appreciation rights (TSARs) were no longer issued to eligible officers and employees. TSARs granted in Canada prior to January 1, 2015 have similar terms and vesting conditions to SARs and also provide the holder with the ability to choose between (a) receiving the price of our shares on the date of exercise in excess of the exercise price of the right and (b) receiving common shares by paying the exercise price of the right. Our past experience and future expectation is that substantially all option holders will elect to exercise their options as a SAR, surrendering their options and receiving settlement in cash. TSARs are included with the SARs disclosure in the following tables.

Stock Option and Stock Appreciation Rights Plans
	Stock option and SAR activity (number of units in thousands; weighted average exercise price in U.S. dollars)
			2017		2016
				Exercise		Exercise
			Units	price	Units	price
	Outstanding, beginning of year		2,393	93.33	2,130	92.78
		Granted	523	103.22	603	84.37
		Forfeited	(4)	95.01	(8)	68.39
		Exercised	(228)	89.99	(329)	73.31
		Expired	(3)	55.97	(3)	90.52
	Outstanding, end of year (a)		2,681	95.64	2,393	93.33
	Exercisable, end of year		1,333	93.20	1,088	90.70
	Maximum available for future grants, end of year		4,712		4,973
	Weighted average fair value of outstanding			26.21		24.24
	Weighted average share price at exercise date			109.14		99.01

(a)Includes 1,300 thousand SARs (2016 – 1,456 thousand), of which 775 thousand (2016 – 960 thousand) issued prior to January 1, 2015 have options attached. Stock options and SARs with options attached are potentially dilutive.

Stock options and SARs outstanding (number of units in thousands; weighted average remaining contractual
life in years; weighted average exercise price in U.S. dollars)
At December 31, 2017		Options outstanding		Options exercisable
	Remaining
	contractual		Exercise		Exercise
Range of exercise prices	life	Units	price	Units	price
Less than $86.32	7	720	79.27	268	70.67
$86.33 to $90.83	5	586	89.98	461	89.83
$90.84 to $102.18	4	348	98.64	347	98.64
$102.19 to $109.55	8	532	103.22	9	103.45
$109.56 to $115.87	6	495	115.87	248	115.87
	6	2,681	95.64	1,333	93.20

Performance and Restricted Share Units

Each PSU and RSU confers a right to the holder to receive a cash payment of the fair market value of a common share of Agrium. Holders are also entitled to the value of dividends paid on common shares in the form of additional rights or units.

PSUs vest based ontotal shareholder return over a three-year performance cycle, compared to the average quarterly total shareholder return of a peer group of companies over the same period. For PSUs granted after January 1, 2015, free cash flow per share over a three-year performance cycle is compared to targets approved by the Board of Directors as an additional performance condition. We base the value of each PSU granted on the average closing price of our common shares on the NYSE during the last five days of the three-year cycle. RSUs are not subject to performance conditions and vest at the end of the three-year vesting period.

We determine the fair value of stock options and SARs using a Black-Scholes model and the fair value of PSUs and RSUs using a Monte Carlo simulation model. We estimate expected annual volatility taking into consideration historic share price volatility.

PSU and RSU activity (number of units in thousands)			2017		2016
		PSU	RSU	PSU	RSU
Outstanding, beginning of year		614	262	608	121
	Granted	336	121	198	146
	Forfeited	(5)	(9)	(4)	(5)
	Exercised	(323)	(1)	(188)	-
Outstanding, end of year		622	373	614	262
Weighted average fair value of outstanding		137.41	112.35	121.41	100.25

Other information
	Compensation expense by plan	2017	2016
	Stock options	11	8
	SARs	3	3
	TSARs	5	1
	PSUs	31	29
	RSUs	15	10
	DSUs	4	4
		69	55

Liabilities for cash-settled plans		December 31,
	2017		2016
Total fair value liability for cash-settled plans	135		115
Total intrinsic liability for cash-settled plans	130		100

At December 31, 2017, unrecognized compensation expense for unvested awards was $52-million. During 2017, we settled $40-million of awards in cash (2016 $41-million).

Valuation model inputs		December 31,
	2017		2016
Grant price (NYSE closing price on day immediately preceding grant date)	96.67		92.86
Share price (NYSE closing price at December 31)	115.00		100.55
Expected annual volatility (%)	25.10		28.33
Risk-free interest rate (%)	1.74		1.54
Expected annual dividend yield (%)	3.04		3.48
Expected life (years)	4		5
Forfeiture rate (%)	0.57		0.59

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CASH FLOW INFORMATION

12 Months Ended

Dec. 31, 2017

Statement of cash flows [abstract]

CASH FLOW INFORMATION

20.	CASH FLOW INFORMATION
		Cash and cash equivalents		December 31,
			2017		2016
		Cash	447		408
		Short-term investments (original maturity of three months or less)	19		4
			466		412

Net changes in non-cash operating working capital	2017	2016
Accounts receivable	(175)	(177)
Inventories	(151)	230
Prepaid expenses and deposits	(156)	(137)
Accounts payable	467	556
	(15)	472

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ACCOUNTS RECEIVABLE

12 Months Ended

Dec. 31, 2017

Trade and other receivables [abstract]

ACCOUNTS RECEIVABLE

11. ACCOUNTS RECEIVABLE

Trade accounts receivable are primarily concentrated in the agriculture sector. We determine and monitor concentrations of credit risk using our aging analysis of trade receivables.

		December 31,
	2017		2016
Trade accounts	2,247		1,980
Allowance for doubtful accounts	(78)		(76)
Rebates	163		250
Other non-trade accounts	49		36
Derivative financial instruments	9		2
Other taxes	16		16
	2,406		2,208

Trade accounts receivable – aging	December 31,
	2017		2016
		Allowance for		Allowance for
		doubtful		doubtful
	Gross	accounts	Gross	accounts
Not past due	1,762	(4)	1,597	(10)
30 days or less	210	-	152	(3)
31–60 days	78	-	43	(2)
61–90 days	32	(1)	21	(2)
Greater than 90 days	165	(73)	167	(59)
	2,247	(78)	1,980	(76)

Trade accounts receivable – risk concentration

Geographic and industry diversity and crop insurance programs in Canada and the United States mitigate concentration of risk in the agriculture sector. Our Wholesale business unit diversifies and mitigates risk concentration by selling to industrial customers outside the agriculture sector and by using letters of credit and credit insurance. Based on historical information about default rates and our analysis of current receivables, we do not expect any significant losses from trade accounts receivable other than the amounts classified as doubtful accounts. No single customer accounts for more than 10 percent of our sales.

Our trade accounts receivable include a concentration in Retail operations in Australia for advances to our customers to purchase crop inputs and livestock. We mitigate risk in these receivables by obtaining security over livestock. In our Retail operations in Western Canada, we also mitigate credit risk in accounts receivable through an agency agreement with a Canadian financial institution wherein the financial institution provides credit to qualifying Agrium customers to assist in financing their crop input purchases. Through the agency agreement, which expires in 2018, customers have loans directly with the institution while Agrium has only a limited recourse involvement to the extent of an indemnification of the institution for 50 percent of its future bad debts to a maximum of 5 percent of the qualified customer loans. Outstanding customer credit with the financial institution was $528-millionat December 31, 2017, which is not recognized in our consolidated balance sheet. Historical indemnification losses on this arrangement have been negligible, and the average aging of the customer loans with the financial institution is current.

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INVENTORIES

12 Months Ended

Dec. 31, 2017

Classes of current inventories [abstract]

INVENTORIES

12. INVENTORIES

Wholesale inventories consist primarily of crop nutrients, operating supplies and raw materials, including both direct and indirect production and purchase costs, depreciation and amortization of assets employed directly in production, and freight to transport product to storage facilities.

Retail inventories consist primarily of crop nutrients, crop protection products, seed and merchandise and include the cost of delivery to move the product to storage facilities.

		December 31,
	2017		2016
Product for resale (a)	2,571		2,454
Raw materials	383		404
Finished goods	367		372
	3,321		3,230

Includes biological assets of $6-million (2016 – $17-million) measured at FVLCD, a Level 3 measurement

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PROPERTY, PLANT AND EQUIPMENT

12 Months Ended

Dec. 31, 2017

Disclosure of detailed information about property, plant and equipment [abstract]

PROPERTY, PLANT AND EQUIPMENT

23.	PROPERTY, PLANT AND EQUIPMENT
						Machinery
					Buildings and	and	Assets under
		December 31, 2017		Land	improvements	equipment	construction (a)	Other	Total
		Cost
			December 31, 2016	134	3,457	4,845	1,453	208	10,097
			Additions	5	230	216	440	2	893
			Business acquisitions	2	19	19	-	-	40
			Disposals	(2)	(19)	(216)	(4)	(3)	(244)
			Transfers (b)	-	127	999	(1,139)	13	-
			Other adjustments (c)	(21)	(244)	(297)	(101)	(90)	(753)
			Foreign currency translation	2	93	118	11	3	227
		December 31, 2017		120	3,663	5,684	660	133	10,260
		Accumulated depreciation
			December 31, 2016	-	(692)	(2,513)	-	(74)	(3,279)
			Depreciation	-	(113)	(335)	-	(10)	(458)
			Disposals	-	13	203	-	3	219
			Other adjustments (c)	-	154	229	-	39	422
			Foreign currency translation	-	(13)	(59)	-	(1)	(73)
		December 31, 2017		-	(651)	(2,475)	-	(43)	(3,169)
		Net book value		120	3,012	3,209	660	90	7,091

• Assets under construction include assets in the following operating segments: nitrogen assets of $452-million, potash assets of $90-million and $118-million in various other operating segments. Assets in the nitrogen and potash operating segments include greenfield assets of $116-million and brownfield assets of $292-million.
• We transferred $662-million related to the Borger expansion project from assets under construction to buildings and improvements and machinery and equipment when the assets became available for use.
• Other adjustments include assets classified as held for sale with a net book value of $291-million.

				Machinery
			Buildings and	and	Assets under
December 31, 2016		Land	improvements	equipment	construction (a)	Other	Total
Cost
	December 31, 2015	126	3,307	4,379	1,209	185	9,206
	Additions	4	42	174	528	1	749
	Business acquisitions	6	52	61	-	-	119
	Disposals	(3)	(25)	(68)	-	-	(96)
	Transfers	-	43	230	(291)	18	-
	Other adjustments	-	(37)	(14)	-	-	(51)
	Foreign currency translation	1	75	83	7	4	170
December 31, 2016		134	3,457	4,845	1,453	208	10,097
Accumulated depreciation
	December 31, 2015	-	(603)	(2,208)	-	(62)	(2,873)
	Depreciation	-	(103)	(317)	-	(11)	(431)
	Disposals	-	20	47	-	-	67
	Foreign currency translation	-	(6)	(35)	-	(1)	(42)
December 31, 2016		-	(692)	(2,513)	-	(74)	(3,279)
Net book value		134	2,765	2,332	1,453	134	6,818

Assets under construction include assets in the following operating segments: nitrogen assets of $1.2-billion, potash assets of $140-million and $113-million in various other operating segments. Assets in the nitrogen and potash operating segments include greenfield assets of $116-million and brownfield assets of $860-million.

Depreciation of property, plant and equipment	2017	2016
Cost of product sold	222	204
Selling	176	160
General and administrative	22	21
	420	385
Depreciation recorded in inventory	11	24

Turnaround costs included in machinery and equipment		2017	2016
Cost
	Balance, beginning of year	316	273
	Additions	111	44
	Retirements	(86)	(1)
	Other adjustments	(36)	-
Balance, end of year		305	316
Accumulated depreciation
	Balance, beginning of year	(169)	(102)
	Depreciation	(57)	(68)
	Retirements	85	1
	Other adjustments	26	-
Balance, end of year		(115)	(169)
Net book value		190	147

Turnaround costs include replacement or overhaul of equipment and items such as compressors, turbines, pumps, motors, valves, piping and other parts; assessment of production equipment; replacement of aged catalysts; new installation or recalibration of measurement and control devices; and other costs. We capitalize turnaround costs only if they meet the capitalization criteria of IFRS.

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INTANGIBLES AND GOODWILL

12 Months Ended

Dec. 31, 2017

Intangible assets and goodwill [abstract]

INTANGIBLES AND GOODWILL

14. INTANGIBLES AND GOODWILL

Intangibles and goodwill primarily arise from business acquisitions. We amortize intangibles based on their estimated useful life except for certain acquired trade names that have indefinite useful lives.

		Trade	Customer			Total
December 31, 2017		names (a)	relationships (b)	Technology	Other	intangibles	Goodwill
Cost
	December 31, 2016	30	742	191	278	1,241	2,290
	Additions	-	-	10	11	21	-
	Business acquisitions	-	-	-	27	27	122
	Disposals	-	-	(34)	-	(34)	-
	Other adjustments	-	-	-	7	7	-
	Foreign currency translation	4	7	9	6	26	28
December 31, 2017		34	749	176	329	1,288	2,440
Accumulated amortization and
	impairment losses
	December 31, 2016	(6)	(402)	(89)	(178)	(675)	(195)
	Amortization	(1)	(50)	(20)	(39)	(110)	-
	Disposals	-	-	34	-	34	-
	Other adjustments	-	-	-	(7)	(7)	-
	Foreign currency translation	-	(6)	(5)	(1)	(12)	(17)
December 31, 2017		(7)	(458)	(80)	(225)	(770)	(212)
Net book value		27	291	96	104	518	2,228

• Trade names with a net book value of $19-million have indefinite useful lives for accounting purposes.
• The remaining amortization period of customer relationships at December 31, 2017, is approximately sixyears.

		Trade	Customer			Total
December 31, 2016		names (a)	relationships	Technology	Other	intangibles	Goodwill
Cost
	December 31, 2015	30	755	148	233	1,166	2,177
	Additions	-	-	15	7	22	-
	Business acquisitions	-	3	-	22	25	105
	Other adjustments	-	(17)	26	16	25	10
	Foreign currency translation	-	1	2	-	3	(2)
December 31, 2016		30	742	191	278	1,241	2,290
Accumulated amortization and
	impairment losses
	December 31, 2015	(5)	(346)	(45)	(138)	(534)	(197)
	Amortization	(1)	(56)	(18)	(33)	(108)	-
	Other adjustments	-	-	(26)	(7)	(33)	-
	Foreign currency translation	-	-	-	-	-	2
December 31, 2016		(6)	(402)	(89)	(178)	(675)	(195)
Net book value		24	340	102	100	566	2,095

Trade names with a net book value of $17-million have indefinite useful lives for accounting purposes.

Amortization of finite-lived intangibles	2017	2016
Cost of product sold	3	3
Selling	99	103
General and administrative	8	2
	110	108

Goodwill impairment testing
	Goodwill by cash generating unit		December 31,
		2017		2016
	Retail – North America	2,090		1,972
	Retail – Australia	130		115
	Other	8		8
		2,228		2,095

In calculating the recoverable amount for goodwill, we used the FVLCD methodology and incorporated assumptions an independent market participant would apply. We adjust discount rates for each group of cash-generating units (CGU) for the risk associated with achieving our forecasts (five-year projections) and for the currency in which we expect to generate cash flows. FVLCD is a Level 3 measurement. We use our market capitalization and comparative market multiples to corroborate discounted cash flow results.

The key assumptions with the greatest influence on our calculation of the recoverable amounts are the discount rates, terminal growth rates and cash flow forecasts for each CGU as derived from our strategic plan. Key inputs to our test of Retail – North America included a pre-tax discount rate of 11.1 percent and a terminal growth rate per annum of 2.5percent.

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INVESTMENTS IN ASSOCIATES AND JOINT VENTURES

12 Months Ended

Dec. 31, 2017

Investments In Subsidiaries Joint Ventures And Associates [Abstract]

Disclosure of interests in other entities [text block]

15. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES

We maintain strategic investments in entities in the crop nutrients and related industries. We continuously assess our ability to exercise significant influence or joint control over our investments.

			Reporting	Interest
			period	(%)	Location		December 31,
						2017		2016
Investments in associates
	Misr Fertilizers Production Company S.A.E.
		("MOPCO") – a nitrogen producer	September 30	26	Egypt	238		285
	Other					108		94
						346		379
Investments in joint ventures
	Profertil S.A. ("Profertil") - a nitrogen producer		December 31	50	Argentina	176		162
						176		162
						522		541

Associates

As we have representation on MOPCO’s Board of Directors, we maintain significant influence over MOPCO. We record our share of MOPCO’s earnings on a one-quarter lag because financial statements of MOPCO are not available on the date of issuance of our financial statements. We adjust for the effects of any significant unrecorded transactions or events between MOPCO’s period-end date and our fiscal year-end date.Future conditions, including those related to MOPCO operating in Egypt, which has been subject to political instability and civil unrest, may restrict our ability to obtain dividends from MOPCO. We are also exposed to currency risk related to fluctuations in the Egyptian pound against the U.S. dollar.

Summarized financial information of MOPCO		December 31,
	2017		2016
Current assets	158		29
Non-current assets	1,654		1,510
	1,812		1,539
Current liabilities	238		207
Non-current liabilities	863		538
	1,101		745
Net assets of MOPCO	711		794
Proportionate ownership interest in MOPCO	185		206
Dividend receivable	7		29
Unamortized purchase price adjustment	46		50
Carrying amount of interest in MOPCO	238		285

	2017	2016
Sales	421	128
Net earnings	81	149
Other comprehensive loss	(158)	(131)
Total comprehensive (loss) income	(77)	18
Proportionate share of MOPCO earnings	21	39
Purchase price adjustment amortization	(4)	(4)
Earnings from MOPCO	17	35
Proportionate share of MOPCO other comprehensive loss	(41)	(34)
Proportionate share of MOPCO total comprehensive (loss) income	(24)	1
Dividends received from MOPCO	13	-

Canpotex

We own a one-third interest in Canpotex Limited (“Canpotex”), which exports the portion of our produced potash that Canpotex sells outside of Canada and the United States. Canpotex is an industry association owned equally by us and two other producers of potash in Canada. We have significant influence through our ability to appoint directors to the Canpotex Board of Directors. We accounted for our investment based on our economic interest of 8.87 percent (2016 – 10.3 percent), which is our allocation of production capacity among the members of the association.

Agrium is contractually obligated to reimburse Canpotex for our economic interest of 8.87 percent pro-rata share of any operating losses or other liabilities incurred up to December 31, 2017. There were no such losses in 2017.

Following the completion of the merger, effective January 1, 2018, Nutrien owns a 50 percent voting interest and currently has a 63.82 percent economic interest in Canpotex. Mosaic owns the remaining voting and equity interest in Canpotex. Nutrien guarantees operating losses or other liabilities of Canpotex to the extent of its economic interest.

We believe the probability of conditions arising that would trigger any guarantee of Canpotex is remote. Reimbursements, if any, would be made through reductions of future cash receipts from Canpotex.

Joint ventures

We have a50percent ownership interest in Profertil. Based in Argentina, Profertil is aproducer and wholesale distributor of nitrogen crop nutrients. A contractual agreement establishes joint control over Profertil and provides us with 50 percent of the voting rights.

Summarized financial information of Profertil		December 31,
	2017		2016
Current assets (a)	226		176
Non-current assets	548		595
	774		771
Current liabilities (b)	212		195
Non-current liabilities (c)	209		251
	421		446
Net assets of Profertil	353		325
Proportionate share of net assets of Profertil	177		163
Elimination of unrealized profit	(1)		(1)
Carrying amount of interest in Profertil	176		162

• Includes cash and cash equivalents of $12-million (2016 – $22-million)
• Includes current financial liabilities (excluding trade and other payables and provisions) of $77-million (2016 – $59-million)
• Includes non-current financial liabilities (excluding trade and other payables and provisions) of $56-million (2016 – $116-million)

	2017	2016
Sales	432	392
Depreciation and amortization	22	26
Interest expense	21	24
Income taxes	20	39
Net earnings	26	51
Total comprehensive income	26	51
Proportionate share of Profertil earnings	13	26
Elimination of unrealized profit	-	1
Dividends and interest received from Profertil	-	108

Summarized financial information of associates and joint ventures represents amounts that investees have recorded in their financial statements, adjusted for any fair value adjustments at acquisition and adjusted for differences in accounting policies.

Transactions with associates and joint ventures
			2017	2016
	For the year ended December 31,
		Sales to Canpotex	178	162
		Purchases from MOPCO	26	9
		Purchases from Profertil	68	61
	As at December 31,
		Amounts receivable from Canpotex	18	29
		Amounts owed to Profertil	11	7

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OTHER ASSETS

12 Months Ended

Dec. 31, 2017

Miscellaneous assets [abstract]

Disclosure Of Other Assets Explanatory

16. OTHER ASSETS

Other current assets consist primarily of an investment portfolio supporting the requirements of insurance obligations. All marketable securities are rated as investment grade or higher and are capable of liquidation within five trading days.

Other current assets			December 31,
		2017		2016
Other financial assets
	Marketable securities (a)	118		121
Other non-financial assets		2		2
		120		123
Other assets			December 31,
		2017		2016
Other financial assets
	Receivables (b)	22		28
	Derivative financial instruments	10		-
		32		28
Other non-financial assets		26		20
		58		48

a)Comprised primarily of U.S. equities (10 percent), U.S. Government debt (36 percent) and U.S. corporate debt (45 percent).

(b)Unsecured term loan receivable bearing interest at 3.4 percent per annum, repayable $8-million annually until 2020.

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DEBT

12 Months Ended

Dec. 31, 2017

Borrowings [abstract]

Disclosure of debt instruments [text block]

27. DEBT

We issue debt for various purposes, including maintaining or adjusting our capital structure. We have access to short-term facilities that we renegotiate periodically. We also have access to the capital markets through our base shelf prospectus.

			December 31,		December 31,
				2017	2016
		Maturity	Rate (%) (a)	Utilized	Utilized
Short-term debt
	Commercial paper (b)	2018	1.88	565	306
	Credit facilities (c)(d)		8.89	302	298
				867	604

Long-term debt (e)
	Floating rate bank loans	-	-	10
	7.7% debentures	2017	-	100
	6.75% debentures	2019	500	500
	3.15% debentures	2022	500	500
	3.5% debentures	2023	500	500
	3.375% debentures	2025	550	550
	7.8% debentures	2027	125	125
	4.125% debentures	2035	450	450
	7.125% debentures	2036	300	300
	6.125% debentures	2041	500	500
	4.9% debentures	2043	500	500
	5.25% debentures	2045	500	500
	Other		32	25
			4,457	4,560
	Unamortized transaction costs		(49)	(52)
	Current portion of long-term debt		(11)	(110)
			4,397	4,398

(a)Weighted average rates at December 31, 2017

(b)Program maximum U.S. $2.5-billion. Amounts borrowed under the commercial paper program reduce our borrowing capacity under the multi-jurisdictional credit facility.

(c)Short-term debt is unsecured and consists of U.S. dollar-denominated debt of $164-million, euro-denominated debt of $47-million and other debt of $91-million (2016 – $236-million, $53-million and $9-million).

(d)Total capacity available on our multi-jurisdictional credit facility, which expires in 2020, is $2.5-billion.

(e)Debentures have various provisions that allow redemption prior to maturity, at our option, at specified prices.

Debt capacity available	December 31,
	2017
Multi-jurisdictional credit facility	2,500
European facilities	240
South American facilities	211
Australian facilities	50
Accounts receivable securitization	500
	3,501
Short-term debt drawn	(867)
Letters of credit issued	(1)
Debt capacity available	2,633

			Short-term debt	Long-term debt (a)
December 31, 2016			604	4,508
	Cash flows reported as financing activities		258	(110)
	Non-cash changes
		Other adjustments	-	10
		Foreign currency translation	5	-
December 31, 2017			867	4,408

• Includes current portion

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ACCOUNTS PAYABLE

12 Months Ended

Dec. 31, 2017

Accounts Payable [Abstract]

Disclosure of accounts payable

18. ACCOUNTS PAYABLE

We incur significant payables for procurement of product for resale inventories and for prepayments made by customers wishing to purchase our products for the upcoming growing season.

		December 31,
	2017		2016
Trade	2,576		2,235
Customer prepayments	1,532		1,449
Accrued liabilities	728		670
Other taxes	28		32
Accrued interest	70		72
Dividends	121		121
Derivative financial instruments	62		7
Share-based payments	89		76
	5,206		4,662

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OTHER PROVISIONS

12 Months Ended

Dec. 31, 2017

Other Provisions [Abstract]

Disclosure of other provisions, contingent assets and liabilities

19. OTHER PROVISIONS

We make significant estimates for various litigation matters in the normal course of business and for asset retirement and environmental remediation matters.

			Environmental	Asset
		Notes	remediation (a)	retirement (b)	Other	Total
December 31, 2016			141	231	9	381
	Additional provisions or changes in estimates	34	23	177	25	225
	Draw-downs		(20)	(10)	(4)	(34)
	Reversals		-	-	(2)	(2)
	Accretion		2	6	-	8
	Other adjustments		-	-	1	1
	Foreign currency translation		3	3	-	6
December 31, 2017			149	407	29	585
Current portion			22	17	24	63
Non-current portion			127	390	5	522
			149	407	29	585

(a) We estimate that we will settle our environmental remediation liabilities between 2018 and 2042. We discount obligations using rates ranging from 0.65 percent to 4.00 percent (2016 – 0.65 percent to 4.00 percent). Provisions include $42-million of remediation liabilities we retained for the Idaho phosphate mining and processing sites as a condition of the sale.No individual site provision is material.

(b) Mining, extraction, processing and distribution activities result in asset retirement obligations in the normal course of operations. Obligations include closure, dismantlement, site restoration or other legal or constructive obligations for termination and retirement of assets. Expenditures may occur before and after closure. We expect to incur expenditures for our phosphate obligations over the next 70 years. We expect to make payments for our potash and nitrogen obligations after that time. Timing of expenditures depends on several factors, such as the life and nature of the asset, legal requirements and technology. We estimate obligations using discount rates ranging from 1.22 percent to 4.55 percent (2016 – 1.22 percent to 4.55 percent). Provisions include $162-million related to obligations we retained for the CondaIdaho phosphate mining and processing sites, and $195-million for our Redwater, Alberta facility. No other site provision is material.

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OTHER LIABILITIES

12 Months Ended

Dec. 31, 2017

Miscellaneous liabilities [abstract]

Disclosure Of Other Liabilities

30.	OTHER LIABILITIES
					December 31,
				2017		2016
		Other financial liabilities
			Derivative financial instruments	28		16
			Other	32		13
				60		29
		Other non-financial liabilities
			Share-based payments	46		39
				106		68

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DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE

12 Months Ended

Dec. 31, 2017

Disclosure Of Noncurrent Assets Held For Sale And Discontinued Operations [abstract]

Disclosure Of Noncurrent Assets Held For Sale And Discontinued Operations

21. DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE

On January 12, 2018, we completed the agreements with third parties to dispose of our Conda phosphate operations (“CPO”) and North Bend nitrogen assets (“North Bend”).The sales of CPO and North Bend are the subject of a consent order, given final approval by the FTC on February 7, 2018, providing remedies to resolve issues in superphosphoric acid and nitric acid related to the merger.

These assets were previously classified as held for sale, as FTC approval and completion of the sales of CPO and North Bend assets is considered highly probable. Additionally, as CPO comprises operations and cash flows that can be clearly distinguished operationally and for financial reporting purposes, its operating results and the impact of re-measurement to the selling price were included in discontinued operations for the year ended December 31, 2017, and in the comparative year ended December 31, 2016. Discontinued operations exclude elimination of intercompany transactions.

The majority of the remaining value of assets held for sale is assigned to inventories.

	Condensed information of discontinued operations (a)			2017	2016
	Operating information
	Discontinued operations of assets held for sale
		Sales		299	278
		Expenses		308	270
		(Loss) earnings before income taxes		(9)	8
		Income tax recovery		(10)	(4)
		Earnings before measurement of assets held for sale		1	12
		Loss on measurement of assets held for sale(b)		(311)	-
		Income tax recovery on loss on measurement of assets held for sale		(123)	-
	Net (loss) earnings from discontinued operations			(187)	12
	Cash flow information
		Operating activities		24	30
		Investing activities		(20)	(23)
	Cash provided by discontinued operations			4	7
(a)			No cumulative income or expenses are included in other comprehensive income related to CPO.
(b)			The write-down of CPO assets when classified as held for sale is predominately related to property, plant and equipment.

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BUSINESS ACQUISITIONS

12 Months Ended

Dec. 31, 2017

Disclosure Of Business Combinations [Abstract]

Disclosure Of Business Combinations Explanatory

22. BUSINESS ACQUISITIONS

During the year, our Retail business unit acquired 44 farm centers in the U.S. and Australia. Benefits of the acquisitions include expansion of geographical coverage for the sale of crop input products, acquisition of existing customer base and workforce, the value of synergies between Agrium and the acquired businesses, and cost savings opportunities.

We have not completed the allocation of the purchase price for these acquisitions as we are still gathering and analyzing information about the related assets and liabilities, including fair values and the resulting income tax impact.

Provisional estimate of fair values of assets acquired and liabilities
assumed for all business acquisitions by the Retail business unit	2017 Acquisitions	2016 Acquisitions
Working capital	17	62
Property, plant and equipment	40	119
Intangibles	27	25
Goodwill	122	105
Other non-current assets	8	31
Deferred income tax liabilities	(11)	-
Total consideration	203	342

Financial information related to our business acquisitions	2017	(a)
Sales from the date of acquisition	97
Estimated sales if acquisitions occurred at the beginning of the year	328

Net earnings and pro forma net earnings related to these acquisitions are $3-million and $25-million, respectively.

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COMMITMENTS

12 Months Ended

Dec. 31, 2017

Disclosure Of Commitments [Abstract]

Commitments

23. COMMITMENTS

Operating leases

Operating lease commitments consist primarily of leases for railcars and contractual commitments at distribution facilities in our Wholesalebusiness unit, vehicles and application equipment in our Retailbusiness unit, and office equipment and property leases throughout our operations. Commitments represent minimum payments under each agreement.

Future minimum lease payments for operating leases		December 31,
	2017		2016
Less than one year	147		139
One to five years	317		283
More than five years	157		171
	621		593

Other commitments
				2018	2019	2020	2021	2022
	Operating
		Long-term debt – interest		219	185	183	183	179
		Cost of product sold
			Natural gas (a)(b)	235	99	22	12	-
			Power, sulfuric acid and other (c)(d)	170	77	78	80	86
			Purchase commitments(e)	735	112	127	142	148
		Derivative financial instruments
			Foreign exchange	10	-	-	-	-
			Natural gas	52	28	-	-	-
		Other commitments		61	43	13	13	13
				1,482	544	423	430	426
	Capital
		Long-term debt – principal repayments		-	500	-	-	500
		Asset retirement obligations		17	17	27	6	7
		Environmental remediation liabilities		22	35	12	5	6
				39	552	39	11	513
				1,521	1,096	462	441	939

(a)Our minimum commitments for North American natural gas purchases, which include both floatingrate and fixedrate contracts, are calculated using the prevailing NYMEX forward prices for U.S. facilities and AECO forward prices for Canadian facilities at December 31, 2017.

(b) Commitments include our proportionate share of commitments of joint ventures. Profertil has long-term gas contracts denominated in U.S. dollars and expiring in 2019, which account for approximately 100 percent of Profertil’s gas requirements. YPF S.A., our joint venture partner in Profertil, supplies approximately 70 percent of the gas under these contracts.

(c) Our Carseland facility has a power co-generation agreement, expiring onDecember 31, 2026, for which we are able to purchase 60 megawatt-hours of power per hour. The price for the power is based on a fixed charge adjusted for inflation and a variable charge based on the cost of natural gas provided to the facility for power generation.

(d) Our phosphate rock supply agreementincludes a minimum commitmentto purchase phosphate rockuntil2018, with a potential to nominate additional volumes and extend to 2020. In 2016, we decided not to nominate any additional volumes past 2018. The purchase price is based on a formula that tracks finished product pricing and key published phosphate input costs. We entered into a freight contract to import phosphate rock extending to 2019, with a total commitment of $59-million at December 31, 2017.

(e)As part of our agreement to sell CPO, we entered into long-term strategic supply and offtake agreements which extends to 2023. Under the terms of the supply and offtake agreements, wewill supply 100 percent of the ammonia requirements of CPO and purchase 100 percent of the monoammonium phosphate (MAP) product produced at CPO. The MAP production is estimated at 330,000 tonnes per year.

(f) Our post-employment benefits obligations are not included in this table. Refer to note 18 for additional information.

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CONTINGENT LIABILITIES

12 Months Ended

Dec. 31, 2017

Disclosure of contingent liabilities [abstract]

Disclosure of contingent liabilities

24. CONTINGENT LIABILITIES

From time to time, we become involved in legal or administrative proceedings related to our current and acquired businesses. Such proceedings expose us to possible losses, and we expect our involvement in such matters to continue in the normal conduct of our business. We will represent our interests vigorously in all proceedings in which we are involved. Legal and administrative proceedings involving possible losses are inherently complex, and we apply significant judgment in estimating probable outcomes. As a result, potential exists for adjustments to liabilities and material variance between actual costs and estimates.

Information on the amounts accrued for litigation, environmental remediation and asset retirement are disclosed in note 19. Our assessment of specific matters at the date of issuance of these financial statements is set out below.

Environmental contingencies

We are responsible for environmental remediation of certain facilities and sites. Work at these sites is in various stages of environmental management: we are assessing and investigating some sites and remediating or monitoring others. We have established a provision for our estimated liabilities (see note 19). However, new information, including changes in regulations or results of investigations, could lead to reassessment of our exposure related to these matters. In addition, we may revise our estimates of our future obligations because they are dependent on several uncertain factors including the method and extent of the remediation as well as cost-sharing arrangements with other parties involved.

For the matters described below, at the date of issuance of these financial statements, we determined that we could not make a reliable estimate of the amount and timing of any financial effect in excess of the amounts accrued.

Idaho phosphate mining and processing sites

Nu-West Industries, Inc. ("Nu-West"), a wholly owned subsidiary of Agrium, has been working co-operatively with federal and state agencies on environmental remediation at existing and former phosphate mining and processing sites in Idaho. Nu-West has been notified of potential violations of federal and state statutes by U.S. federal and state agencies. Depending on the site, Nu-West is in the investigation or risk assessment stage or has, for some sites, begun preliminary remediation work under agreements with the agencies. Completion of investigations, risk assessments or preliminary work will enable Nu-West and the agencies to determine what, if any, remediation work will be required. During 2016 and 2017, Nu-West completed substantial remedial construction and investigative fieldwork for certain of the Idaho sites. Results of the construction and site monitoring will determine future investigation and remediation requirements. In 2015, Nu-West received a Notice of Intent advising that trustees for U.S. federal and state agencies will conduct a damage assessment at the Idaho phosphate mining and processing sites. Discussions with the trustees, including negotiation of the scope of future remediation, continued in 2017; the assessment may take many years to mature to a stage where the trustees assert a claim for damages.

Manitoba mining properties

In 1996, Agrium acquired Viridian Inc. (“Viridian”). Viridian has retained certain liabilities associated with the Fox Mine – a closed mineral processing site near Lynn Lake, Manitoba. Viridian was amalgamated with Agrium in 2017. Agrium is currently treating water draining from the site to meet provincial downstream water quality standards. Agrium has substantially completed the investigation phase of remediation and is currently in discussions with the Province of Manitoba regarding remedial alternatives selection. Concurrence and approval from the Province of a remedial design are expected within the next 12 to 36 months. For this matter, we have not disclosed information about the amount accrued for site remediation because disclosure of such information would seriously prejudice our position in discussions with the Province. There were no significant developments in 2017.

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ACCOUNTING POLICIES, JUDGMENTS, ASSUMPTIONS AND ESTIMATES

12 Months Ended

Dec. 31, 2017

Disclosure of significant accounting policies [abstract]

ACCOUNTING POLICIES, JUDGMENTS, ASSUMPTIONS AND ESTIMATES

35. ACCOUNTING POLICIES, JUDGMENTS, ASSUMPTIONS AND ESTIMATES

We describe below significant accounting policies, without repeating or restating the actual text of the accounting standards, where disclosure would assist users in understanding how we reflect transactions and other events and conditions in our financial statements. In addition, IFRS requires us to describe (a) information about the assumptions and estimates we make in applying our accounting policies and (b) judgments we have made in the process of applying our accounting policies.

a) Accounting policies and underlying assumptions and estimates

In preparing financial statements, we make assumptions and estimates based on our historical experience, current trends and all available information we believe is relevant at the time we prepare the financial statements. However, we cannot determine future events and their effects with certainty. Accordingly, as confirming events occur, actual results could ultimately differ from our assumptions and estimates. Such differences could be material. We have provided analysis of sensitivity to assumptions elsewhere in the notes to these financial statements in instances where it is relevant to understanding management’s assumptions about the future. Sensitivity analysis presents the impact of reasonably possible hypothetical changes to one assumption at December 31, 2017, while holding other assumptions constant. In practice, it is unlikely that the hypothetical change would occur in isolation as variables may have interdependencies. Accordingly, such analysis provides only an approximation of the sensitivity to the individual assumptions shown and may not be representative of the full impact on our financial position and results of operations.

Revenue recognition (IAS 18)

We recognize revenue when we meet the requirements of IAS 18. For the sale of goods, risks and rewards of ownership pass to our customers based on the contractual terms of the arrangement. In most cases, the terms of the arrangement are such that risks and rewards transfer when product is:

• Picked up by our customer at our Retail farm centers or at a Wholesale manufacturing site or a distribution facility
• Delivered to the destination specified by our customer if we retain inventory risk during the delivery period
• Delivered to the vessel on which the product will be shipped, or
• Delivered to the destination port.

We recognize revenue for nutrient or crop protection application services and agronomic and precision agriculture services when the service is complete. We deduct provisions for returns, trade discounts and rebates from revenue.

We provide customer incentives, such as rebates, based on value or tonnage purchased. We make various estimates to recognize the impact of rebates and other incentives on revenue, including our ability to collect consideration for a sale, the impact of estimated customer product returns and some customer incentive programs, whether we are acting as an agent or principal in a sale, and whether a service is complete. We make estimates of returns and incentives based on historical and forecasted data, contractual terms and current conditions. Because of the nature of our sales of goods and services, any single estimate would have only a negligible impact on revenue recognition.

Because of the short-term nature of our contracts with customers, recognition of revenue does not result in significant estimation uncertainty.

Property, plant and equipment (IAS 16, IAS 23, IAS 36, IAS 37)

In our mining, milling and other manufacturing facilities, we capitalize components requiring replacement at regular intervals, major inspections and overhauls, spare parts used in connection with specific equipment and standby equipment. We capitalize such costs if they meet the asset recognition criteria of IAS 16 and the asset has an estimated useful life of greater than one year. We immediately write off remaining carrying value of components replaced. We depreciate each component over the lesser of its estimated useful life and the remaining period until the next replacement or major inspection or overhaul.

If the construction or preparation for use of property, plant or equipment extends over more than 12 months, we capitalize borrowing costs up to the date of completion as part of the cost of acquisition or construction.

We move an asset from the construction phase to the production phase and begin depreciation when the asset is available for use in the manner intended by management.

We present property, plant and equipment at cost net of accumulated depreciation and accumulated impairment losses.

We depreciate property, plant and equipment directly related to our nitrogen, phosphate and potash operations using the units of production method. We depreciate the rest of our property, plant and equipment using the straight-line method using the following estimated useful lives, which we reassess annually:

Buildings and improvements 4 – 60 years

Machinery and equipment 1 – 60 years

Other 1 – 45 years

We make assumptions about the use of an asset based on the level of capital expenditures compared to construction cost estimates; completion of a reasonable period of testing of the asset; ability to produce product in saleable form within specifications; and ability to sustain ongoing production.

We depreciate potash-related assets over the shorter of estimates of reserves and service lives and nitrogen and phosphate plant assets based on their productive capacity.

Intangible assets other than goodwill (IAS 38)

We initially measure finite-lived intangible assets, such as customer relationships, at cost and amortize them over their estimated useful lives. Intangible assets with indefinite useful lives, such as certain brand names, are not amortized. We capitalize costs for internally generated intangible assets, such as development costs, when costs meet criteria for feasibility. We expense research and development expenditures that do not meet the capitalization criteria.

We amortize finite-lived intangible assets on a straight-line basis using the following estimated useful lives, which we reassess annually:

Trade names 5 – 10 years

Customer relationships 7 – 10 years

Technology 3 – 7 years

Other 5 – 20 years

Assets held for sale and discontinued operations (IFRS 5)

We measure assets held for sale at the lower of their carrying amount and FVLCD and once classified as held for sale, property, plant and equipment is no longer depreciated. We disclosed information about discontinued operations in note 31. For assets held for sale, we make estimates of the value of the asset and when we will complete the sale. We estimate FVLCD using assumptions an independent market participant would use about the future cash flows of the asset and its eventual disposal. Assumptions include production or sales volumes, sales prices, selling margins and discount rates.

Rebates (IAS 2)

Our vendors may offer us various incentives to purchase products for resale. We account for vendor rebates and prepay discounts as a reduction of the prices of the suppliers’ products. Rebates based on the amount of materials purchased reduce cost of product as we sell inventory. We offset rebates based on sales volume to cost of product sold if we have earned the rebate based on sales volume of products.

We accrue rebates that are probable and that we can reasonably estimate. We accrue rebates that are not probable or estimable when we achieve certain milestones. We accrue rebates not covered by binding agreements or published vendor programs when we obtain conclusive documentation of right of receipt.

We participate in diverse vendor arrangements, some of which are highly complex. Where it is probably that we will receive a rebate and we can reasonably estimate the amount, we record accruals for some vendor rebates by estimating the point at which we will have completed our performance under an agreement. To determine this, we analyze and review historical trends to apply rates negotiated with our vendors to estimated and actual purchase volumes to determine accruals. Estimated amounts accrued throughout the year could be impacted if actual purchase volumes differ from projected volumes.

Inventories (IAS 2)

We measure inventories at the lower of cost on a weighted average basis and net realizable value.

We calculate the net realizable value of inventories based on estimates and assumptions about a combination of interrelated factors affecting forecasted selling prices, including demand and supply variables. Demand variables include grain and oilseed prices, stock-to-use ratios and changes in inventories in distribution channels. Supply variables include forecasted prices of raw materials such as natural gas, operating rates and crop nutrient inventory levels.

Provisions (IAS 37)

Our most significant provisions relate to asset retirement of our nitrogen and phosphate manufacturing facilities at the CPO phosphate mining and processing sites and Redwater facility, environmental remediation at the CPO phosphate mining and processing sites, and Manitoba mining properties.

We discount a provision to its present value using a pre-tax, risk-free discount rate. We do not recognize contingent liabilities (obligations that we cannot measure with sufficient reliability or obligations for which it is not probable that an outflow of resources will be required to settle the obligation). We have described policy choices applying to provisions and contingent liabilities in notes 29 and 34.

Estimating the ultimate settlement of provisions requires us to make complex and interrelated assumptions based on experience with similar matters, past history, precedents, evidence and facts specific to each matter.

Share-based compensation (IFRS 2)

We recognize share-based payment transactions when we obtain services from an employee. Except for stock options, we expect to settle our share-based compensation plans in cash. These cash-settled awards are measured at the fair value of the liability and we remeasure liabilities at the end of each reporting period and at the date of settlement. We have described our policy choices applying to our plans in note 19.

In valuing our share-based payment transactions and liabilities, we make assumptions about the future volatility of our share price, expected dividend yield, future employee turnover rates, future employee stock option exercise behavior and corporate performance. Such estimates and assumptions are inherently uncertain.

Leases (IAS 17, IFRIC 4)

An arrangement may be or contain a lease according to the substance of the arrangement. This is the case if the arrangement is dependent on the use of an asset or conveys a right to use an asset, even if not explicitly stated.

Leasing arrangements primarily relate to railcars and other rolling stock, which we have classified as operating leases as we do not have substantially all the risks and rewards of ownership of the leased assets.

Income taxes (IAS 12)

The largest components of our deferred income tax balances relate to asset retirement and environmental remediation provisions and property, plant and equipment.

In determining our provision for income taxes, we use an annual effective income tax rate based on annual income, permanent differences between book and tax income, and substantially enacted income tax rates. We adjust our annual effective income tax rate as additional information on outcomes or events becomes available.

We recognize a tax benefit or liability for an uncertain tax position when our best estimate is that the position is more likely than not to be sustained on examination, based on a qualitative assessment of all relevant factors.

We make assumptions to estimate the exposures associated with our various filing positions. We recognize a provision when it becomes probable that we will incur additional tax liabilities for such exposures. Changes in tax law, the level and geographic mix of earnings and the results of tax audits also affect our effective income tax rate.

Determining tax provisions requires that we make assumptions about the ultimate outcome of a filing position, which can change over time depending on facts and circumstances.

We have recognized the impact of the recent U.S. tax reform in our income tax provision. The ultimate impact may differ from the amounts recorded due to changes in interpretations and assumptions we have made or additional regulatory guidance that may be issued.

Employee future benefits (IAS 19)

The funding of our employee future benefit liabilities is roughly evenly split between defined benefit pension plans and unfunded medical plans. Expenses for employee future benefits primarily consist of annual costs for unfunded defined contribution pension plans. For defined benefit pension plans, we recognize a defined benefit obligation, based on actuarial assumptions, net of the fair value of plan assets.

We use actuarial assumptions to determine the obligations for employee future benefits at each reporting period. These assumptions include the discount rate, expected long-term rate of return on assets, rate of increase in compensation levels, mortality rates, and health care cost trend rates. We have provided detailed information on the assumptions used in note 18.

Impairment of goodwill and indefinite-lived intangible assets (IAS 36)

In completing our goodwill impairment testing, we selected FVLCD methodology. For some impairment calculations, we may use an income approach with a discounted cash flow technique. For other calculations, we may use a market approach based on prices and other information generated by market transactions. We deduct the incremental cost of disposing of the asset in determining FVLCD. We do not calculate value in use if there is no impairment under FVLCD.

Refer to note 24 for significant assumptions and estimates.

b) Accounting policy choices requiring judgments that have the most significant effect on the amounts recognized in the financial statements

We consider judgments made in recording impairment of property, plant and equipment, goodwill and indefinite-lived intangible assets, foreign currency and provisions to be critical accounting estimates that require our most difficult, subjective and complex assumptions.

Long-lived assets (IAS 16, IAS 36, IAS 38)

For property, plant and equipment and finite-lived intangible assets, we review for indicators of impairment at each reporting period. We perform this review at the CGU level. A CGU may be a single asset or a group of assets if we cannot identify independent cash flows from an asset. If indicators of impairment of a CGU exist, we will calculate its recoverable amount.

We perform an impairment test of goodwill and indefinite-lived intangibles in the fourth quarter annually or earlier if indicators of impairment exist. We allocate goodwill to CGU groups based on the level at which goodwill is monitored internally by management. This level does not exceed the level of our operating segments before aggregation.

We determine CGUs based on geographic regions, economic and commercial influences, product lines, extent of shared infrastructure and interdependence of cash flows. We grouped (a) Wholesale assets by product lines because of differing production processes and inputs for each nutrient and (b) Retail assets by geographic regions based on customers, products and distribution methods.

We have allocated substantially all of the carrying amount of goodwill to two groups of CGUs within the Retail business unit: Retail – North America and Retail – Australia.

Foreign currency (IAS 21)

The U.S. dollar is the presentation currency of our consolidated financial statements. We also make judgments about whether an entity may have multiple branches with different functional currencies. As at July 1, 2017, we changed the functional currency for certain operations from Canadian dollar to U.S. dollar due to changing market metrics and operational changes. The majority of our operations use Australian dollar or U.S. dollar as the functional currency.

In determining the functional currency of our operations, we primarily considered the currency that determines the pricing of transactions rather than focusing on the currency in which transactions are denominated.

Provisions (IAS 37)

We distinguish between provisions and contingent liabilities based on the probability of an outflow of resources embodying economic benefits and the availability of information to make a sufficiently reliable estimate. We make judgments as to whether an obligation exists and whether an outflow of resources embodying economic benefits for a liability of uncertain timing or amount is probable, not probable, or remote. These judgments determine whether we recognize or disclose an amount in the financial statements.

Our provisions are measured based on our best estimate of the amount and timing of expected future cash outflows to settle the obligation. We consider all available information relevant to each specific matter. In 2017, we continued to review our litigation, asset retirement and environmental remediation provisions.

c) Recent accounting pronouncements

The IASB has issued the following accounting pronouncements, which we have either adopted or will adopt in the future, and which could have a material impact.

IFRS 15 Revenue from Contracts with Customers

Revenue from Contracts with Customers establishes a new model for revenue earned from a contract with a customer. The standard provides specific guidance on identifying separate performance obligations in the contract and allocating the transaction price to the separate performance obligations in an amount that reflects the total consideration to which an entity expects to be entitled during the term of the contract. The standard also requires additional disclosures about the nature, amount, timing and uncertainty of revenue and related cash flows.

Agrium will adopt the standard on the effective date of January 1, 2018. Agrium will adopt the standard using the modified retrospective approach with the cumulative-effect of the adjustment recognized at the date of adoption, subject to allowable and elected practical expedients.

In adopting IFRS 15, we completed a review of all our contracts with customers. Since our contracts are primarily short-term in nature and generally do not include significant multiple deliverable components, there will be no material impact of adoption. In addition, our accounting for variable consideration before adoption was substantially similar to the requirements of IFRS 15.

We expect that our consolidated financial statements will include expanded disclosures about revenues from contracts with customers and are drafting the relevant disclosures to reflect the requirements of the new standard. In addition to ensuring that the accounting and disclosure requirements of IFRS 15 are met, we also continue to address any system and process changes necessary to compile the information to meet the recognition and disclosure requirements of the standard. We have also assessed the impact of the standard on internal controls over financial reporting and plan to make modifications to our controls on adoption.

IFRS 16 Leases

Leases applies a single model for all recognized leases, which requires recognition of lease-related assets and liabilities and the related interest and depreciation expense in the consolidated financial statements.

Agrium will adopt the standard on the effective date of January 1, 2019.

We have completed a lease inventory and review of existing lease agreements and have considered other agreements that could contain leases. We are currently evaluating transition and implementation impacts and will continue to do so in 2018. We are assessing the adoption application guidance and have not chosen a method for adoption. However, we expect that adoption will result in a material increase in our assets and liabilities and will result in material reclassifications of interest and depreciation expense within our consolidated statement of operations. However, we are not able now to provide a precise estimate of the impact. Once we complete further phases of our review, we will estimate and quantify the impact on our consolidated financial statements.

Other recent pronouncements

We adopted the following accounting pronouncements without material impact.

New IFRIC 23 - Uncertainty over Income Tax Treatments provides additional guidance when there is uncertainty over income tax treatments under IAS 12. Agrium will adopt beginning January 1, 2019.

Amended Various IAS 7 Statement of Cash Flows, IAS 12 Income Taxes, IFRS 2 Share-based Payment, IFRIC 22 Foreign Currency Transactions and Advance Consideration

We adopted amendments to IAS 7 and IAS 12 on January 1, 2017. We expect to adopt IFRS 2 and IFRIC 22 beginning January 1, 2018.

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ACCOUNTING POLICIES, JUDGMENTS, ASSUMPTIONS AND ESTIMATES - (Policies)

12 Months Ended

Dec. 31, 2017

Disclosure of significant accounting policies [abstract]

Explanation of measurement bases used in preparing financial statements [text block]

a) Accounting policies and underlying assumptions and estimates

In preparing financial statements, we make assumptions and estimates based on our historical experience, current trends and all available information we believe is relevant at the time we prepare the financial statements. However, we cannot determine future events and their effects with certainty. Accordingly, as confirming events occur, actual results could ultimately differ from our assumptions and estimates. Such differences could be material. We have provided analysis of sensitivity to assumptions elsewhere in the notes to these financial statements in instances where it is relevant to understanding management’s assumptions about the future. Sensitivity analysis presents the impact of reasonably possible hypothetical changes to one assumption at December 31, 2017, while holding other assumptions constant. In practice, it is unlikely that the hypothetical change would occur in isolation as variables may have interdependencies. Accordingly, such analysis provides only an approximation of the sensitivity to the individual assumptions shown and may not be representative of the full impact on our financial position and results of operations

Revenue recognition (IAS 18)

Revenue recognition (IAS 18)

We recognize revenue when we meet the requirements of IAS 18. For the sale of goods, risks and rewards of ownership pass to our customers based on the contractual terms of the arrangement. In most cases, the terms of the arrangement are such that risks and rewards transfer when product is:

• Picked up by our customer at our Retail farm centers or at a Wholesale manufacturing site or a distribution facility
• Delivered to the destination specified by our customer if we retain inventory risk during the delivery period
• Delivered to the vessel on which the product will be shipped, or
• Delivered to the destination port.

We recognize revenue for nutrient or crop protection application services and agronomic and precision agriculture services when the service is complete. We deduct provisions for returns, trade discounts and rebates from revenue.

We provide customer incentives, such as rebates, based on value or tonnage purchased. We make various estimates to recognize the impact of rebates and other incentives on revenue, including our ability to collect consideration for a sale, the impact of estimated customer product returns and some customer incentive programs, whether we are acting as an agent or principal in a sale, and whether a service is complete. We make estimates of returns and incentives based on historical and forecasted data, contractual terms and current conditions. Because of the nature of our sales of goods and services, any single estimate would have only a negligible impact on revenue recognition.

Because of the short-term nature of our contracts with customers, recognition of revenue does not result in significant estimation uncertainty.

Property, plant and equipment (IAS 16, IAS 23, IAS 36, IAS 37)

Property, plant and equipment (IAS 16, IAS 23, IAS 36, IAS 37)

In our mining, milling and other manufacturing facilities, we capitalize components requiring replacement at regular intervals, major inspections and overhauls, spare parts used in connection with specific equipment and standby equipment. We capitalize such costs if they meet the asset recognition criteria of IAS 16 and the asset has an estimated useful life of greater than one year. We immediately write off remaining carrying value of components replaced. We depreciate each component over the lesser of its estimated useful life and the remaining period until the next replacement or major inspection or overhaul.

If the construction or preparation for use of property, plant or equipment extends over more than 12 months, we capitalize borrowing costs up to the date of completion as part of the cost of acquisition or construction.

We move an asset from the construction phase to the production phase and begin depreciation when the asset is available for use in the manner intended by management.

We present property, plant and equipment at cost net of accumulated depreciation and accumulated impairment losses.

We depreciate property, plant and equipment directly related to our nitrogen, phosphate and potash operations using the units of production method. We depreciate the rest of our property, plant and equipment using the straight-line method using the following estimated useful lives, which we reassess annually:

Buildings and improvements 4 – 60 years

Machinery and equipment 1 – 60 years

Other 1 – 45 years

We make assumptions about the use of an asset based on the level of capital expenditures compared to construction cost estimates; completion of a reasonable period of testing of the asset; ability to produce product in saleable form within specifications; and ability to sustain ongoing production.

We depreciate potash-related assets over the shorter of estimates of reserves and service lives and nitrogen and phosphate plant assets based on their productive capacity.

Intangible assets other than goodwill (IAS 38)

Intangible assets other than goodwill (IAS 38)

We initially measure finite-lived intangible assets, such as customer relationships, at cost and amortize them over their estimated useful lives. Intangible assets with indefinite useful lives, such as certain brand names, are not amortized. We capitalize costs for internally generated intangible assets, such as development costs, when costs meet criteria for feasibility. We expense research and development expenditures that do not meet the capitalization criteria.

We amortize finite-lived intangible assets on a straight-line basis using the following estimated useful lives, which we reassess annually:

Trade names 5 – 10 years

Customer relationships 7 – 10 years

Technology 3 – 7 years

Other 5 – 20 years

Assets held for sale and discontinued operations (IFRS 5)

Assets held for sale and discontinued operations (IFRS 5)

We measure assets held for sale at the lower of their carrying amount and FVLCD and once classified as held for sale, property, plant and equipment is no longer depreciated. We disclosed information about discontinued operations in note 31. For assets held for sale, we make estimates of the value of the asset and when we will complete the sale. We estimate FVLCD using assumptions an independent market participant would use about the future cash flows of the asset and its eventual disposal. Assumptions include production or sales volumes, sales prices, selling margins and discount rates.

Rebates (IAS 2)

Rebates (IAS 2)

Our vendors may offer us various incentives to purchase products for resale. We account for vendor rebates and prepay discounts as a reduction of the prices of the suppliers’ products. Rebates based on the amount of materials purchased reduce cost of product as we sell inventory. We offset rebates based on sales volume to cost of product sold if we have earned the rebate based on sales volume of products.

We accrue rebates that are probable and that we can reasonably estimate. We accrue rebates that are not probable or estimable when we achieve certain milestones. We accrue rebates not covered by binding agreements or published vendor programs when we obtain conclusive documentation of right of receipt.

We participate in diverse vendor arrangements, some of which are highly complex. Where it is probably that we will receive a rebate and we can reasonably estimate the amount, we record accruals for some vendor rebates by estimating the point at which we will have completed our performance under an agreement. To determine this, we analyze and review historical trends to apply rates negotiated with our vendors to estimated and actual purchase volumes to determine accruals. Estimated amounts accrued throughout the year could be impacted if actual purchase volumes differ from projected volumes.

Inventories (IAS 2) and Rebates (IAS 2)

Inventories (IAS 2)

We measure inventories at the lower of cost on a weighted average basis and net realizable value.

We calculate the net realizable value of inventories based on estimates and assumptions about a combination of interrelated factors affecting forecasted selling prices, including demand and supply variables. Demand variables include grain and oilseed prices, stock-to-use ratios and changes in inventories in distribution channels. Supply variables include forecasted prices of raw materials such as natural gas, operating rates and crop nutrient inventory levels.

Provisions (IAS 37)

Provisions (IAS 37)

Our most significant provisions relate to asset retirement of our nitrogen and phosphate manufacturing facilities at the CPO phosphate mining and processing sites and Redwater facility, environmental remediation at the CPO phosphate mining and processing sites, and Manitoba mining properties.

We discount a provision to its present value using a pre-tax, risk-free discount rate. We do not recognize contingent liabilities (obligations that we cannot measure with sufficient reliability or obligations for which it is not probable that an outflow of resources will be required to settle the obligation). We have described policy choices applying to provisions and contingent liabilities in notes 29 and 34.

Estimating the ultimate settlement of provisions requires us to make complex and interrelated assumptions based on experience with similar matters, past history, precedents, evidence and facts specific to each matter.

Provisions (IAS 37)

We distinguish between provisions and contingent liabilities based on the probability of an outflow of resources embodying economic benefits and the availability of information to make a sufficiently reliable estimate. We make judgments as to whether an obligation exists and whether an outflow of resources embodying economic benefits for a liability of uncertain timing or amount is probable, not probable, or remote. These judgments determine whether we recognize or disclose an amount in the financial statements.

Our provisions are measured based on our best estimate of the amount and timing of expected future cash outflows to settle the obligation. We consider all available information relevant to each specific matter. In 2017, we continued to review our litigation, asset retirement and environmental remediation provisions.

Share-based compensation (IFRS 2)

Share-based compensation (IFRS 2)

We recognize share-based payment transactions when we obtain services from an employee. Except for stock options, we expect to settle our share-based compensation plans in cash. These cash-settled awards are measured at the fair value of the liability and we remeasure liabilities at the end of each reporting period and at the date of settlement. We have described our policy choices applying to our plans in note 19.

In valuing our share-based payment transactions and liabilities, we make assumptions about the future volatility of our share price, expected dividend yield, future employee turnover rates, future employee stock option exercise behavior and corporate performance. Such estimates and assumptions are inherently uncertain.

Leases (IAS 17, IFRIC 4)

Leases (IAS 17, IFRIC 4)

An arrangement may be or contain a lease according to the substance of the arrangement. This is the case if the arrangement is dependent on the use of an asset or conveys a right to use an asset, even if not explicitly stated.

Leasing arrangements primarily relate to railcars and other rolling stock, which we have classified as operating leases as we do not have substantially all the risks and rewards of ownership of the leased assets.

Income taxes (IAS 12)

Income taxes (IAS 12)

The largest components of our deferred income tax balances relate to asset retirement and environmental remediation provisions and property, plant and equipment.

In determining our provision for income taxes, we use an annual effective income tax rate based on annual income, permanent differences between book and tax income, and substantially enacted income tax rates. We adjust our annual effective income tax rate as additional information on outcomes or events becomes available.

We recognize a tax benefit or liability for an uncertain tax position when our best estimate is that the position is more likely than not to be sustained on examination, based on a qualitative assessment of all relevant factors.

We make assumptions to estimate the exposures associated with our various filing positions. We recognize a provision when it becomes probable that we will incur additional tax liabilities for such exposures. Changes in tax law, the level and geographic mix of earnings and the results of tax audits also affect our effective income tax rate.

Determining tax provisions requires that we make assumptions about the ultimate outcome of a filing position, which can change over time depending on facts and circumstances.

We have recognized the impact of the recent U.S. tax reform in our income tax provision. The ultimate impact may differ from the amounts recorded due to changes in interpretations and assumptions we have made or additional regulatory guidance that may be issued.

Employee future benefits (IAS 19)

Employee future benefits (IAS 19)

The funding of our employee future benefit liabilities is roughly evenly split between defined benefit pension plans and unfunded medical plans. Expenses for employee future benefits primarily consist of annual costs for unfunded defined contribution pension plans. For defined benefit pension plans, we recognize a defined benefit obligation, based on actuarial assumptions, net of the fair value of plan assets.

We use actuarial assumptions to determine the obligations for employee future benefits at each reporting period. These assumptions include the discount rate, expected long-term rate of return on assets, rate of increase in compensation levels, mortality rates, and health care cost trend rates. We have provided detailed information on the assumptions used in note 18.

Impairment of goodwill and indefinite-lived intangible assets (IAS 36)

Impairment of goodwill and indefinite-lived intangible assets (IAS 36)

In completing our goodwill impairment testing, we selected FVLCD methodology. For some impairment calculations, we may use an income approach with a discounted cash flow technique. For other calculations, we may use a market approach based on prices and other information generated by market transactions. We deduct the incremental cost of disposing of the asset in determining FVLCD. We do not calculate value in use if there is no impairment under FVLCD.

Refer to note 24 for significant assumptions and estimates.

Long-lived assets (IAS 16, IAS 36, IAS 38)

Long-lived assets (IAS 16, IAS 36, IAS 38)

For property, plant and equipment and finite-lived intangible assets, we review for indicators of impairment at each reporting period. We perform this review at the CGU level. A CGU may be a single asset or a group of assets if we cannot identify independent cash flows from an asset. If indicators of impairment of a CGU exist, we will calculate its recoverable amount.

We perform an impairment test of goodwill and indefinite-lived intangibles in the fourth quarter annually or earlier if indicators of impairment exist. We allocate goodwill to CGU groups based on the level at which goodwill is monitored internally by management. This level does not exceed the level of our operating segments before aggregation.

We determine CGUs based on geographic regions, economic and commercial influences, product lines, extent of shared infrastructure and interdependence of cash flows. We grouped (a) Wholesale assets by product lines because of differing production processes and inputs for each nutrient and (b) Retail assets by geographic regions based on customers, products and distribution methods.

We have allocated substantially all of the carrying amount of goodwill to two groups of CGUs within the Retail business unit: Retail – North America and Retail – Australia.

Foreign currency (IAS 21)

Foreign currency (IAS 21)

The U.S. dollar is the presentation currency of our consolidated financial statements. We also make judgments about whether an entity may have multiple branches with different functional currencies. As at July 1, 2017, we changed the functional currency for certain operations from Canadian dollar to U.S. dollar due to changing market metrics and operational changes. The majority of our operations use Australian dollar or U.S. dollar as the functional currency.

In determining the functional currency of our operations, we primarily considered the currency that determines the pricing of transactions rather than focusing on the currency in which transactions are denominated.

Disclosure of expected impact of initial application of new standards or interpretations [line items]

Recent accounting pronouncements

c) Recent accounting pronouncements

The IASB has issued the following accounting pronouncements, which we have either adopted or will adopt in the future, and which could have a material impact.

IFRS 15 - Revenue from Contracts with Customers [member]

Disclosure of expected impact of initial application of new standards or interpretations [line items]

Recent accounting pronouncements

IFRS 15 Revenue from Contracts with Customers

Revenue from Contracts with Customers establishes a new model for revenue earned from a contract with a customer. The standard provides specific guidance on identifying separate performance obligations in the contract and allocating the transaction price to the separate performance obligations in an amount that reflects the total consideration to which an entity expects to be entitled during the term of the contract. The standard also requires additional disclosures about the nature, amount, timing and uncertainty of revenue and related cash flows.

Agrium will adopt the standard on the effective date of January 1, 2018. Agrium will adopt the standard using the modified retrospective approach with the cumulative-effect of the adjustment recognized at the date of adoption, subject to allowable and elected practical expedients.

In adopting IFRS 15, we completed a review of all our contracts with customers. Since our contracts are primarily short-term in nature and generally do not include significant multiple deliverable components, there will be no material impact of adoption. In addition, our accounting for variable consideration before adoption was substantially similar to the requirements of IFRS 15.

We expect that our consolidated financial statements will include expanded disclosures about revenues from contracts with customers and are drafting the relevant disclosures to reflect the requirements of the new standard. In addition to ensuring that the accounting and disclosure requirements of IFRS 15 are met, we also continue to address any system and process changes necessary to compile the information to meet the recognition and disclosure requirements of the standard. We have also assessed the impact of the standard on internal controls over financial reporting and plan to make modifications to our controls on adoption.

IFRS 16 Leases [Member]

Disclosure of expected impact of initial application of new standards or interpretations [line items]

Recent accounting pronouncements

IFRS 16 Leases

Leases applies a single model for all recognized leases, which requires recognition of lease-related assets and liabilities and the related interest and depreciation expense in the consolidated financial statements.

Agrium will adopt the standard on the effective date of January 1, 2019.

We have completed a lease inventory and review of existing lease agreements and have considered other agreements that could contain leases. We are currently evaluating transition and implementation impacts and will continue to do so in 2018. We are assessing the adoption application guidance and have not chosen a method for adoption. However, we expect that adoption will result in a material increase in our assets and liabilities and will result in material reclassifications of interest and depreciation expense within our consolidated statement of operations. However, we are not able now to provide a precise estimate of the impact. Once we complete further phases of our review, we will estimate and quantify the impact on our consolidated financial statements.

IFRIC 23 Uncertainty over Income Tax Treatments [Member]

Disclosure of expected impact of initial application of new standards or interpretations [line items]

Recent accounting pronouncements

Other recent pronouncements

We adopted the following accounting pronouncements without material impact.

New IFRIC 23 - Uncertainty over Income Tax Treatments provides additional guidance when there is uncertainty over income tax treatments under IAS 12. Agrium will adopt beginning January 1, 2019.

Other various IFRS changes [Member]

Disclosure of expected impact of initial application of new standards or interpretations [line items]

Recent accounting pronouncements

Amended Various IAS 7 Statement of Cash Flows, IAS 12 Income Taxes, IFRS 2 Share-based Payment, IFRIC 22 Foreign Currency Transactions and Advance Consideration

We adopted amendments to IAS 7 and IAS 12 on January 1, 2017. We expect to adopt IFRS 2 and IFRIC 22 beginning January 1, 2018.

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CORPORATE INFORMATION (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of transactions between related parties [abstract]

Transactions with Associates and Joint Ventures

Related party transactions	2017	2016
Short-term benefits	19	19
Post-employment benefits	2	2
Share-based payments	31	24

Principal subsidiaries, associates and joint ventures

Principal subsidiaries, associates and joint ventures
		Relationship/			Method of
		Ownership	Location	Principal activity	accounting
	Agrium Canada Partnership	Subsidiary, 100%	Canada	Manufacturer and distributor	Consolidation
				of crop nutrients
	Agrium Potash Ltd.	Subsidiary, 100%	Canada	Manufacturer and distributor	Consolidation
				of crop nutrients
	Agrium U.S. Inc.	Subsidiary, 100%	United States	Manufacturer and distributor	Consolidation
				of crop nutrients
	Agroservicios Pampeanos S.A.	Subsidiary, 100%	Argentina	Crop input retailer	Consolidation
	Cominco Fertilizer Partnership	Subsidiary, 100%	United States	Manufacturer and distributor	Consolidation
				of crop nutrients
	Crop Production Services, Inc.	Subsidiary, 100%	United States	Crop input retailer	Consolidation
	Crop Production Services	Subsidiary, 100%	Canada	Crop input retailer	Consolidation
	(Canada) Inc.
	Landmark Operations Ltd.	Subsidiary, 100%	Australia	Crop input retailer	Consolidation
	Loveland Products Inc.	Subsidiary, 100%	United States	Crop input developer and	Consolidation
				retailer
	Misr Fertilizers Production	Associate, 26%	Egypt	Manufacturer and distributor	Equity method
	Company S.A.E.			of crop nutrients
	Profertil S.A.	Joint venture, 50%	Argentina	Manufacturer and distributor	Equity method
				of crop nutrients

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OPERATING SEGMENTS (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of operating segments [abstract]

Segment information

12.	OPERATING SEGMENTS
		Segment information			2017
					North						Wholesale
					America	International	Retail	Nitrogen	Potash	Phosphate	Other	Wholesale	Other (a)	Total
		Sales		– external	9,874	2,182	12,056	755	386	115	454	1,710	-	13,766
				– inter-segment	47	-	47	254	133	122	140	649	(696)	-
		Total sales			9,921	2,182	12,103	1,009	519	237	594	2,359	(696)	13,766
		Earnings (loss) before finance costs
			and income taxes		716	174	890	209	105	4	99	417	(291)	1,016
			Depreciation and amortization		273	16	289	79	113	17	13	222	19	530
		EBITDA (b)			989	190	1,179	288	218	21	112	639	(272)	1,546
		Earnings from associates and joint
			ventures		7	2	9	-	-	-	30	30	-	39
		Total assets			8,668	1,570	10,238	2,330	3,629	303	702	6,964	740	17,942
		Additions to non-current assets (c)			423	39	462	313	46	226	48	633	8	1,103
		Segment information			2016
					North						Wholesale
					America	International	Retail	Nitrogen	Potash	Phosphate	Other	Wholesale	Other (a)	Total
		Sales		– external	9,565	2,158	11,723	860	280	148	446	1,734	-	13,457
				– inter-segment	43	-	43	284	139	141	130	694	(737)	-
		Total sales			9,608	2,158	11,766	1,144	419	289	576	2,428	(737)	13,457
		Earnings (loss) before finance costs
			and income taxes		676	141	817	329	10	23	139	501	(228)	1,090
			Depreciation and amortization		249	25	274	75	99	16	13	203	16	493
		EBITDA (b)			925	166	1,091	404	109	39	152	704	(212)	1,583
		Earnings (loss) from associates and joint
			ventures		4	2	6	-	-	-	61	61	(1)	66
		Total assets			8,144	1,338	9,482	1,812	3,666	808	675	6,961	520	16,963
		Additions to non-current assets (c)			405	30	435	444	70	46	20	580	5	1,020

• Non-cash share-based payments expense of $69-million (2016 – $55-million) is recorded in our Other segment.
• EBITDA is net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations.
• Additions to non-current assets include property, plant and equipment, intangibles and goodwill.

Retail sales by product line

Retail sales by product line	2017	2016
Crop nutrients	4,121	4,310
Crop protection products	4,937	4,684
Seed	1,628	1,462
Merchandise	683	621
Services and other	734	689
	12,103	11,766

Key data by geographic region

	Key data by geographic region		2017		2016
				Non-		Non-
				current		current
			Sales (a)	assets (b)	Sales (a)	assets (b)
	Canada		2,416	4,829	2,437	4,430
	United States		8,978	4,838	8,672	4,898
	Europe		178	2	182	5
	South America		431	213	396	197
	Australia		1,679	260	1,769	222
	Egypt		-	238	-	285
	Other		84	5	1	3
			13,766	10,385	13,457	10,040
(a)		Sales by location of customers.
(b)		Excludes financial instruments and deferred tax assets.

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CAPITAL MANAGEMENT (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of significant accounting policies [abstract]

Information monitored to manage capital

Information monitored to manage capital				2017 Target		December 31,
					2017		2016
Net debt to EBITDA					3.1		3.0
Debt covenant ratios (a)
	Interest coverage (b)			≥ 2.5	5		6
	Debt-to-capital (c)			≤ 0.65	0.45		0.44
Retail measures (%)
	Average non-cash working capital to sales			16	17		17
	Return on operating capital employed (d)			N/A	19		18
	Return on capital employed (e)			N/A	11		10
Components of ratios
	EBITDA				1,546		1,583
	Calculation of components of ratios
	1) Net debt
			Short-term debt		867		604
			Long-term debt, including current portion		4,408		4,508
			Cash and cash equivalents		(466)		(412)
		Net debt			4,809		4,700
	2) Adjusted total debt
			Guarantees and letters of credit (specified in credit facility agreements)		286		242
		Adjusted total debt			5,095		4,942

• Our revolving credit facilities and trade receivable securitization program require that we maintain these ratios as well as other non-financial covenants. We were in compliance with all covenants at December 31, 2017.
• EBITDAdivided by finance costs, which includes finance costs related to long-term debt plus other finance costs
• Adjusted total debt divided by the sum of adjusted total debt and total equity
• Last 12 months’ net earnings before finance costs, income taxes and earnings from discontinued operations (EBIT) less income taxes at a tax rate of 28 percent (2016 – 28 percent) divided by rolling four quarter average operating capital employed. Operating capital employed includes non-cash working capital, property, plant and equipment, investments in associates and joint ventures, and other assets.
• Last 12 months’ EBIT less income taxes at a tax rate of 28 percent (2016 – 28 percent) divided by rolling four quarter average capital employed. Capital employed includes operating capital employed, intangibles and goodwill.

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FINANCIAL RISK MANAGEMENT (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of nature and extent of risks arising from financial instruments [line items]

Maturities of natural gas derivative contracts

Natural gas derivative financial instruments outstanding (notional amounts in millions of MMBtu)
	December 31,
	2017				2016
			Average	Fair value			Average	Fair value
			contract	of assets			contract	of assets
	Notional	Maturities	price (a)	(liabilities)	Notional	Maturities	price (a)	(liabilities)
AECO swaps	70	2018–2019	2.43	(70)	48	2017–2018	2.90	(21)

• U.S. dollars per MMBtu

Maturities of natural gas derivative contracts	Fair value
	2018	2019
AECO swaps	(52)	(18)

Natural gas derivative financial instruments outstanding

Natural gas derivative financial instruments outstanding
	December 31,
	2017			2016
	Gross		Carrying	Gross		Carrying
	amount	Netting	amount	amount	Netting	amount
Accounts receivable	48	(48)	-	65	(64)	1
Other assets	35	(25)	10	51	(51)	-
Accounts payable	(99)	47	(52)	(73)	67	(6)
Other liabilities	(54)	26	(28)	(64)	48	(16)
	(70)	-	(70)	(21)	-	(21)

Impact of change in fair value of natural gas derivative financial instruments

Impact of change in fair value of natural gas derivative financial instruments			December 31,
		2017		2016
A $10-million impact to other comprehensive income requires movement in gas
	prices per MMBtu	0.22		0.29

Sensitivity - impact of change in fair value of debentures

Sensitivity – impact of change in fair value of debentures	December 31,
	2017
Interest rate increase of 1%	(428)
Interest rate decrease of 1%	504

Maximum exposure to credit risk

e)		Credit risk
	Maximum exposure to credit risk				December 31,
			Notes	2017		2016
	Cash and cash equivalents			466		412
	Accounts receivable		21	2,406		2,208
	Other current assets			118		121
	Other non-current assets			32		28
				3,022		2,769

Maturity profile of financial liabilities based on contractual undiscounted payments, including estimated interest payments

			Less	One	Four	More
	Carrying	Contractual	than one	to three	to five	than five
December 31, 2017	amount	cash flows	year	years	years	years
Short-term debt	867	867	867	-	-	-
Accounts payable	3,495	3,495	3,495	-	-	-
Current portion of long-term debt	11	11	11	-	-	-
Long-term debt	4,397	7,606	219	868	862	5,657
Other liabilities	32	32	-	19	5	8
Foreign exchange derivative contracts	10	10	10	-	-	-
Natural gas derivative contracts	80	80	52	28	-	-
	8,892	12,101	4,654	915	867	5,665

Gain (loss) on derivative financial instruments included in earnings

h)			Gain (loss) on derivative financial instruments included in earnings
					2017			2016
				Realized	Unrealized	Total	Realized	Unrealized	Total
				gain (loss)	gain (loss)	gain (loss)	gain (loss)	gain (loss)	gain (loss)
	Foreign exchange derivatives
		Recorded in sales		-	(5)	(5)	(4)	1	(3)
		Recorded in cost of product sold		1	-	1	2	-	2
		Recorded in other expenses		(5)	4	(1)	(7)	(37)	(44)
				(4)	(1)	(5)	(9)	(36)	(45)
	Commodity derivatives
		Recorded in cost of product sold		(48)	-	(48)	(34)	-	(34)
				(48)	-	(48)	(34)	-	(34)
				(52)	(1)	(53)	(43)	(36)	(79)

Fair value hierarchy

			December 31,
			2017			2016
			Fair value		Carrying	Fair value		Carrying
			Level 1	Level 2	value	Level 1	Level 2	value
Financial instruments measured at fair
value on a recurring basis
	Cash and cash equivalents		-	466	466	-	412	412
	Accounts receivable – derivatives		-	9	9	-	2	2
	Other current financial assets –
		marketable securities (a)	18	100	118	22	99	121
	Other non-current financial assets –
		derivatives	-	10	10	-	-	-
	Accounts payable – derivatives		-	62	62	-	7	7
	Other financial liabilities – derivatives		-	28	28	-	16	16
Financial instruments measured at
amortized cost
	Current portion of long-term debt (b)
		Debentures	-	-	-	-	101	100
		Fixed and floating rate debt	-	11	11	-	10	10
	Long-term debt (b)
		Debentures	-	4,909	4,376	-	4,600	4,373
		Fixed and floating rate debt	-	21	21	-	25	25

(a) 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.

(b)We determine the fair value of long-term debt based on comparable debt instruments with similar maturities to our debt, adjusted where necessary to our credit spread, based on information published by financial institutions. Carrying amount of floating rate debt approximates fair value.

Market risk [member]

Disclosure of nature and extent of risks arising from financial instruments [line items]

Use of derivatives to hedge exposure to natural gas market price risk

	Use of derivatives to hedge exposure to natural gas market price risk
	Term (gas year – 12 months ending October 31)			2018	2019	2020	2021
	Maximum allowable (% of forecast gas requirements)			75	75	75	25	(a)
	Forecast average monthly natural gas consumption
		(millions of MMBtu)		9	9	9	9
	Gas requirements hedged using derivatives designated
		as hedges (%)		33	24	-	-
(a)			Maximum monthly hedged volume may not exceed 90 percent of planned monthly requirements.

Currency risk [member]

Disclosure of nature and extent of risks arising from financial instruments [line items]

Derivative financial instruments outstanding

b)				Market risk – currency risk
	Foreign exchange derivative financial instruments outstanding (notional amounts in millions)
					December 31,
					2017				2016
							Average	Fair value			Average	Fair value
							contract	of assets			contract	of assets
	Sell/Buy				Notional	Maturities	price (a)	(liabilities)	Notional	Maturities	price (a)	(liabilities)
		Forwards
			USD/CAD		338	2018	1.28	8	-	-	-	-
			CAD/USD		266	2018	1.28	(6)	180	2017	1.34	-
			EUR/USD		28	2018	0.84	(1)	-	2017	0.94	-
			USD/AUD		15	2018	1.31	-	14	2017	1.32	(1)
			AUD/USD		20	2018	1.29	-	22	2017	1.34	1
			CNY/AUD		31	2018	6.97	(1)	23	2017	7.16	-
		Options
			CAD/USD – buy USD calls		126	2018	1.29	1	-	-	-	-
			CAD/USD – sell USD puts		126	2018	1.25	(2)	-	-	-	-
			AUD/USD – buy USD calls		33	2018	1.35	-	-	-	-	-
								(1)				-

• Foreign currency per U.S. dollar

Interest rate risk [member]

Disclosure of nature and extent of risks arising from financial instruments [line items]

Sensitivity - impact of change in fair value of debentures

d)		Market risk – interest rate risk
	Impact of change in short-term debt (basis points)		December 31,
			2017
	A $10-million decrease in net earnings requires an increase in interest rates		158

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EXPENSES (Tables)

12 Months Ended

Dec. 31, 2017

Expenses by nature [abstract]

Expenses by nature

15.	EXPENSES
		Expenses by nature		2017	2016
		(Increase) decrease in finished goods inventory		(5)	7
		Purchased and produced raw materials and product for resale		11,144	10,726
		Rebates		(1,244)	(1,195)
		Freight and distribution		543	588
		Short-term employee benefits		1,349	1,275
		Post-employment benefits		55	54
		Share-based payments		69	55
		Depreciation of property, plant and equipment		420	385
		Amortization of intangibles		110	108
		Operating leases		211	197
		Other		18	86
				12,670	12,286
		Expense line items
			Cost of product sold	10,340	10,078
			Selling	2,014	1,913
			General and administrative	247	240
			Share-based payments	69	55
				12,670	12,286

Other expenses

Other expenses	2017	2016
Loss on foreign exchange and related derivatives	14	13
Interest income	(59)	(66)
Asset impairment	-	15
Environmental remediation and asset retirement obligations	18	10
Bad debt expense	29	35
Potash profit and capital tax	13	12
Merger and related costs	94	31
Other	10	97
	119	147

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FINANCE COSTS (Tables)

12 Months Ended

Dec. 31, 2017

Borrowing costs [abstract]

Finance costs related to long-term debt

16.	FINANCE COSTS
		Finance costs related to long-term debt	2017	2016
		Gross finance costs related to long-term debt	222	228
		Less: Borrowing costs capitalized at a rate of 4.4% (2016 – 4.4%)	12	24
			210	204

Other finance costs

Other finance costs	2017	2016
Accretion of environmental remediation and asset retirement obligations	8	7
Finance costs from customer prepayments	35	32
Other interest expense	58	35
	101	74

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INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2017

Major components of tax expense (income) [abstract]

Components of income taxes

17.	INCOME TAXES
		Components of income taxes	2017	2016
		Current tax expense	90	196
		Previously unrecognized tax assets	(4)	-
		Adjustments for prior years	(32)	-
		Current income taxes	54	196
		Origination and reversal of temporary differences	160	37
		Change in income tax rate (a)	(11)	-
		Previously unrecognized tax assets	-	(5)
		Deferred income taxes	149	32
			203	228

• U.S. federal corporate income tax rate decreased from 35 percent to 21 percent effective January 1, 2018

Reconciliation of statutory tax rate to effective tax rate

Reconciliation of statutory tax rate to effective tax rate		2017	2016
Earnings before income taxes
	Canada	16	79
	Foreign	689	733
		705	812
Statutory rate (%)		27	27
Income taxes at statutory rate		190	219
Foreign currency losses relating to Canadian operations		11	9
Differences in foreign tax rates		(14)	5
Earnings from associates and joint ventures		(9)	(15)
U.S. tax reform		9	-
Recognition of previously unrecognized tax assets		(4)	(5)
Other		20	15
Income taxes		203	228
Current
	Canada	(11)	23
	Foreign	65	173
		54	196
Deferred
	Canada	27	7
	Foreign	122	25
		149	32
		203	228

Components of deferred income taxes

		Components of		Components		Components
		deferred income tax		recognized		not recognized
Components of deferred income taxes		liabilities (assets)		in earnings		in earnings
		2017	2016	2017	2016	2017	2016
Receivables, inventories and accrued
	liabilities	(162)	(162)	-	(29)	-	-
Property, plant and equipment		748	633	100	92	15	12
Intangibles		57	83	(37)	(31)	11	3
Asset retirement and environmental
	remediation provisions	(149)	(132)	(16)	7	(1)	(2)
Deferred partnership income		-	-	-	(61)	-	3
Loss carry-forwards (a)		(44)	(13)	(30)	32	(1)	(1)
Other		(62)	(35)	(4)	17	(23)	2
Net deferred income tax liabilities		388	374	13	27	1	17
Deferred income tax assets		(85)	(34)
Deferred income tax liabilities		473	408
Net deferred income tax liabilities		388	374

• We have not recognized unused tax losses of $56-million (2016 – $58-million) expiring through 2037 (2016 – expiring through 2036) in the consolidated financial statements. We have recognized unused tax losses of $38-million (2016 – $9-million – does not expire per current tax legislation) as we expect to earn future taxable income in that tax jurisdiction in 2018 and following years, and the tax losses do not expire until 2037.

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POST-EMPLOYMENT BENEFITS (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of defined benefit plans [abstract]

Continuity of obligation and plan assets

				Defined benefit			Other post-employment
Continuity of obligation and plan assets				pension plans			benefit plans
					Plan			Plan
				Obligation	assets	Net	Obligation	assets	Net	Total
December 31, 2016				(331)	266	(65)	(76)	-	(76)	(141)
	Expense included in earnings
		Service cost		(7)	-	(7)	(3)	-	(3)	(10)
		Interest (expense) income		(9)	7	(2)	(3)	-	(3)	(5)
		Settlements		3	-	3	-	-	-	3
		Administrative costs		-	(1)	(1)	-	-	-	(1)
				(13)	6	(7)	(6)	-	(6)	(13)
	Included in other comprehensive income
		Actuarial gain (loss) arising from:
			Changes in demographic assumptions	1	-	1	-	-	-	1
			Changes in financial assumptions	(13)	-	(13)	(5)	-	(5)	(18)
		Return on plan assets, excluding interest		-	12	12	-	-	-	12
				(12)	12	-	(5)	-	(5)	(5)
	Cash flows
		Employee contributions		-	-	-	(1)	-	(1)	(1)
		Employer contributions		2	19	21	2	-	2	23
		Benefits paid		109	(109)	-	1	-	1	1
				111	(90)	21	2	-	2	23
	Foreign currency exchange and translation			(13)	11	(2)	(4)	-	(4)	(6)
December 31, 2017				(258)	205	(53)	(89)	-	(89)	(142)
Arising from:
	Funded plans			(194)			-			(194)
	Unfunded plans			(64)			(89)			(153)
December 31, 2017				(258)			(89)			(347)

				Defined benefit			Other post-employment
Continuity of obligation and plan assets				pension plans			benefit plans
					Plan			Plan
				Obligation	assets	Net	Obligation	assets	Net	Total
December 31, 2015				(310)	253	(57)	(67)	-	(67)	(124)
	Expense included in earnings
		Service cost		(6)	-	(6)	(3)	-	(3)	(9)
		Past service cost		(2)	-	(2)	-	-	-	(2)
		Interest (expense) income		(13)	10	(3)	(2)	-	(2)	(5)
		Settlements		3	-	3	-	-	-	3
				(18)	10	(8)	(5)	-	(5)	(13)
	Included in other comprehensive income
		Actuarial gain (loss) arising from:
			Liability experience adjustments	(1)	-	(1)	(1)	-	(1)	(2)
			Changes in financial assumptions	(12)	-	(12)	(1)	-	(1)	(13)
		Return on plan assets, excluding interest		-	5	5	-	-	-	5
				(13)	5	(8)	(2)	-	(2)	(10)
	Cash flows
		Employee contributions		-	-	-	(1)	-	(1)	(1)
		Employer contributions		2	7	9	2	-	2	11
		Benefits paid		14	(14)	-	1	-	1	1
				16	(7)	9	2	-	2	11
	Foreign currency exchange and translation			(6)	5	(1)	(4)	-	(4)	(5)
December 31, 2016				(331)	266	(65)	(76)	-	(76)	(141)
Arising from:
	Funded plans			(276)			-			(276)
	Unfunded plans			(55)			(76)			(131)
December 31, 2016				(331)			(76)			(407)

Post-employment benefits expense

Post-employment benefits expense		2017	2016
Defined contribution pension plans		52	50
Defined benefit pension plans		7	8
Other post-employment benefit plans		6	5
		65	63
Expense line items
	Cost of product sold	34	30
	General and administrative	21	24
	Other expenses	5	4
	Other finance costs	5	5
		65	63

Assumptions

Assumptions and sensitivities
			Future benefits		Future benefits
	Actuarial assumptions (%)		obligation		expense
	(expressed as weighted averages)		2017	2016	2017	2016
	Defined benefit pension plans
		Discount rate	3	4	3	3
		Expected long-term rate of return on assets	N/A	N/A	3	3
		Rate of increase in compensation levels	3	3	3	3
	Other post-employment benefit plans
		Discount rate	4	4	4	4

Basis for key assumptions
Discount rate – liabilities	High-quality (minimum AA) fixed income investments with cash flows that match
	the currency, timing and amount of the expected cash flows of the plans
Rate of return – assets	Long-term expectations of inflation and real return for each asset class, weighted
	in accordance with the investment policy for the plans
Real returns and inflation	Current market conditions, historical capital market data and future expectations
Life expectancy	Actuarial mortality tables published in Canada and the United States

			2017	2016
Assumed and ultimate health care cost trend rates
	Health care cost trend rate assumed for the next fiscal year (%)		6	7
	Ultimate health care cost trend rate (%)		5	5
	Fiscal year the rate reaches the ultimate trend rate		2023	2023
Mortality assumptions per latest available standard mortality tables (remaining years)
	Average life expectancy – currently aged 60 years (2016 - 65 years)
		Male	25	22
		Female	27	24
Average duration of benefit obligation (years)
	Active members		19	18
	Retired members		12	11
	Average duration of the benefit obligation		15	14

Defined benefit pension plans - asset allocation

			Target
Defined benefit pension plans – asset allocation			allocation	Plan assets
Asset categories (%)			2018	2017	2016
	Equity securities (with quoted market prices)		46
		Canadian equity funds		13	11
		U.S. equity funds		3	1
		International equity funds		26	15
		Emerging market equity funds		7	4
	Debt securities (with quoted market prices)		53
		Canadian debt securities		50	34
		U.S. debt securities		1	22
	Cash and other		1	-	13

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SHARE-BASED PAYMENTS (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of terms and conditions of share-based payment arrangement [abstract]

Plan features

Plan features
Form of payment	Eligibility	Granted	Vesting period	Term	Settlement
Stock Options	Officers and	Annually	25% per year	10 years	Shares
	employees		over four years
Stock Appreciation Rights	Certain employees	Annually	25% per year	10 years	Cash
("SARs") (a)	outside Canada		over four years
Performance Share Units	Executive officers	Annually	On third	N/A	Cash
("PSUs")	and other eligible		anniversary of
	employees		grant date
Restricted Share Units	Eligible employees	Annually	On third	N/A	Cash
("RSUs")			anniversary of
			grant date
Director Deferred Share	Non-executive	At the discretion	Fully vested	N/A	In cash on
Units ("DSUs")	directors	of the Board of	upon grant		director's departure
		Directors			from the Board of
					Directors

Effective January 1, 2015, tandem stock appreciation rights (TSARs) were no longer issued to eligible officers and employees. TSARs granted in Canada prior to January 1, 2015 have similar terms and vesting conditions to SARs and also provide the holder with the ability to choose between (a) receiving the price of our shares on the date of exercise in excess of the exercise price of the right and (b) receiving common shares by paying the exercise price of the right. Our past experience and future expectation is that substantially all option holders will elect to exercise their options as a SAR, surrendering their options and receiving settlement in cash. TSARs are included with the SARs disclosure in the following tables.

Stock option and SAR activity

Stock Option and Stock Appreciation Rights Plans
	Stock option and SAR activity (number of units in thousands; weighted average exercise price in U.S. dollars)
			2017		2016
				Exercise		Exercise
			Units	price	Units	price
	Outstanding, beginning of year		2,393	93.33	2,130	92.78
		Granted	523	103.22	603	84.37
		Forfeited	(4)	95.01	(8)	68.39
		Exercised	(228)	89.99	(329)	73.31
		Expired	(3)	55.97	(3)	90.52
	Outstanding, end of year (a)		2,681	95.64	2,393	93.33
	Exercisable, end of year		1,333	93.20	1,088	90.70
	Maximum available for future grants, end of year		4,712		4,973
	Weighted average fair value of outstanding			26.21		24.24
	Weighted average share price at exercise date			109.14		99.01

)Includes 1,300 thousand SARs (2016 – 1,456 thousand), of which 775 thousand (2016 – 960 thousand) issued prior to January 1, 2015 have options attached. Stock options and SARs with options attached are potentially dilutive.

Stock options and SARs outstanding

Stock options and SARs outstanding (number of units in thousands; weighted average remaining contractual
life in years; weighted average exercise price in U.S. dollars)
At December 31, 2017		Options outstanding		Options exercisable
	Remaining
	contractual		Exercise		Exercise
Range of exercise prices	life	Units	price	Units	price
Less than $86.32	7	720	79.27	268	70.67
$86.33 to $90.83	5	586	89.98	461	89.83
$90.84 to $102.18	4	348	98.64	347	98.64
$102.19 to $109.55	8	532	103.22	9	103.45
$109.56 to $115.87	6	495	115.87	248	115.87
	6	2,681	95.64	1,333	93.20

PSU and RSU activity

PSU and RSU activity (number of units in thousands)			2017		2016
		PSU	RSU	PSU	RSU
Outstanding, beginning of year		614	262	608	121
	Granted	336	121	198	146
	Forfeited	(5)	(9)	(4)	(5)
	Exercised	(323)	(1)	(188)	-
Outstanding, end of year		622	373	614	262
Weighted average fair value of outstanding		137.41	112.35	121.41	100.25

Compensation expense by plan

Other information
	Compensation expense by plan	2017	2016
	Stock options	11	8
	SARs	3	3
	TSARs	5	1
	PSUs	31	29
	RSUs	15	10
	DSUs	4	4
		69	55

Liabilities for cash-settled plans

Liabilities for cash-settled plans		December 31,
	2017		2016
Total fair value liability for cash-settled plans	135		115
Total intrinsic liability for cash-settled plans	130		100

Valuation model inputs

Valuation model inputs		December 31,
	2017		2016
Grant price (NYSE closing price on day immediately preceding grant date)	96.67		92.86
Share price (NYSE closing price at December 31)	115.00		100.55
Expected annual volatility (%)	25.10		28.33
Risk-free interest rate (%)	1.74		1.54
Expected annual dividend yield (%)	3.04		3.48
Expected life (years)	4		5
Forfeiture rate (%)	0.57		0.59

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CASH FLOW INFORMATION (Tables)

12 Months Ended

Dec. 31, 2017

Statement of cash flows [abstract]

Cash and cash equivalents

20.	CASH FLOW INFORMATION
		Cash and cash equivalents		December 31,
			2017		2016
		Cash	447		408
		Short-term investments (original maturity of three months or less)	19		4
			466		412

Net changes in non-cash operating working capital

Net changes in non-cash operating working capital	2017	2016
Accounts receivable	(175)	(177)
Inventories	(151)	230
Prepaid expenses and deposits	(156)	(137)
Accounts payable	467	556
	(15)	472

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ACCOUNTS RECEIVABLE (Tables)

12 Months Ended

Dec. 31, 2017

Trade and other receivables [abstract]

Trade and other current receivables

		December 31,
	2017		2016
Trade accounts	2,247		1,980
Allowance for doubtful accounts	(78)		(76)
Rebates	163		250
Other non-trade accounts	49		36
Derivative financial instruments	9		2
Other taxes	16		16
	2,406		2,208

Trade accounts receivable - aging

Trade accounts receivable – aging	December 31,
	2017		2016
		Allowance for		Allowance for
		doubtful		doubtful
	Gross	accounts	Gross	accounts
Not past due	1,762	(4)	1,597	(10)
30 days or less	210	-	152	(3)
31–60 days	78	-	43	(2)
61–90 days	32	(1)	21	(2)
Greater than 90 days	165	(73)	167	(59)
	2,247	(78)	1,980	(76)

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INVENTORIES (Tables)

12 Months Ended

Dec. 31, 2017

Classes of current inventories [abstract]

Inventories

		December 31,
	2017		2016
Product for resale (a)	2,571		2,454
Raw materials	383		404
Finished goods	367		372
	3,321		3,230

Includes biological assets of $6-million (2016 – $17-million) measured at FVLCD, a Level 3 measurement

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PROPERTY, PLANT AND EQUIPMENT (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of detailed information about property, plant and equipment [line items]

Property, plant and equipment

23.	PROPERTY, PLANT AND EQUIPMENT
						Machinery
					Buildings and	and	Assets under
		December 31, 2017		Land	improvements	equipment	construction (a)	Other	Total
		Cost
			December 31, 2016	134	3,457	4,845	1,453	208	10,097
			Additions	5	230	216	440	2	893
			Business acquisitions	2	19	19	-	-	40
			Disposals	(2)	(19)	(216)	(4)	(3)	(244)
			Transfers (b)	-	127	999	(1,139)	13	-
			Other adjustments (c)	(21)	(244)	(297)	(101)	(90)	(753)
			Foreign currency translation	2	93	118	11	3	227
		December 31, 2017		120	3,663	5,684	660	133	10,260
		Accumulated depreciation
			December 31, 2016	-	(692)	(2,513)	-	(74)	(3,279)
			Depreciation	-	(113)	(335)	-	(10)	(458)
			Disposals	-	13	203	-	3	219
			Other adjustments (c)	-	154	229	-	39	422
			Foreign currency translation	-	(13)	(59)	-	(1)	(73)
		December 31, 2017		-	(651)	(2,475)	-	(43)	(3,169)
		Net book value		120	3,012	3,209	660	90	7,091

• Assets under construction include assets in the following operating segments: nitrogen assets of $452-million, potash assets of $90-million and $118-million in various other operating segments. Assets in the nitrogen and potash operating segments include greenfield assets of $116-million and brownfield assets of $292-million.
• We transferred $662-million related to the Borger expansion project from assets under construction to buildings and improvements and machinery and equipment when the assets became available for use.
• Other adjustments include assets classified as held for sale with a net book value of $291-million.

				Machinery
			Buildings and	and	Assets under
December 31, 2016		Land	improvements	equipment	construction (a)	Other	Total
Cost
	December 31, 2015	126	3,307	4,379	1,209	185	9,206
	Additions	4	42	174	528	1	749
	Business acquisitions	6	52	61	-	-	119
	Disposals	(3)	(25)	(68)	-	-	(96)
	Transfers	-	43	230	(291)	18	-
	Other adjustments	-	(37)	(14)	-	-	(51)
	Foreign currency translation	1	75	83	7	4	170
December 31, 2016		134	3,457	4,845	1,453	208	10,097
Accumulated depreciation
	December 31, 2015	-	(603)	(2,208)	-	(62)	(2,873)
	Depreciation	-	(103)	(317)	-	(11)	(431)
	Disposals	-	20	47	-	-	67
	Foreign currency translation	-	(6)	(35)	-	(1)	(42)
December 31, 2016		-	(692)	(2,513)	-	(74)	(3,279)
Net book value		134	2,765	2,332	1,453	134	6,818

Assets under construction include assets in the following operating segments: nitrogen assets of $1.2-billion, potash assets of $140-million and $113-million in various other operating segments. Assets in the nitrogen and potash operating segments include greenfield assets of $116-million and brownfield assets of $860-million.

Depreciation of property, plant and equipment

Depreciation of property, plant and equipment	2017	2016
Cost of product sold	222	204
Selling	176	160
General and administrative	22	21
	420	385
Depreciation recorded in inventory	11	24

Turnaround costs included in machinery and equipment [member]

Disclosure of detailed information about property, plant and equipment [line items]

Property, plant and equipment

Turnaround costs included in machinery and equipment		2017	2016
Cost
	Balance, beginning of year	316	273
	Additions	111	44
	Retirements	(86)	(1)
	Other adjustments	(36)	-
Balance, end of year		305	316
Accumulated depreciation
	Balance, beginning of year	(169)	(102)
	Depreciation	(57)	(68)
	Retirements	85	1
	Other adjustments	26	-
Balance, end of year		(115)	(169)
Net book value		190	147

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INTANGIBLES AND GOODWILL (Tables)

12 Months Ended

Dec. 31, 2017

Intangible assets and goodwill [abstract]

Intangible assets and goodwill

		Trade	Customer			Total
December 31, 2017		names (a)	relationships (b)	Technology	Other	intangibles	Goodwill
Cost
	December 31, 2016	30	742	191	278	1,241	2,290
	Additions	-	-	10	11	21	-
	Business acquisitions	-	-	-	27	27	122
	Disposals	-	-	(34)	-	(34)	-
	Other adjustments	-	-	-	7	7	-
	Foreign currency translation	4	7	9	6	26	28
December 31, 2017		34	749	176	329	1,288	2,440
Accumulated amortization and
	impairment losses
	December 31, 2016	(6)	(402)	(89)	(178)	(675)	(195)
	Amortization	(1)	(50)	(20)	(39)	(110)	-
	Disposals	-	-	34	-	34	-
	Other adjustments	-	-	-	(7)	(7)	-
	Foreign currency translation	-	(6)	(5)	(1)	(12)	(17)
December 31, 2017		(7)	(458)	(80)	(225)	(770)	(212)
Net book value		27	291	96	104	518	2,228

• Trade names with a net book value of $19-million have indefinite useful lives for accounting purposes.
• The remaining amortization period of customer relationships at December 31, 2017, is approximately sixyears.

		Trade	Customer			Total
December 31, 2016		names (a)	relationships	Technology	Other	intangibles	Goodwill
Cost
	December 31, 2015	30	755	148	233	1,166	2,177
	Additions	-	-	15	7	22	-
	Business acquisitions	-	3	-	22	25	105
	Other adjustments	-	(17)	26	16	25	10
	Foreign currency translation	-	1	2	-	3	(2)
December 31, 2016		30	742	191	278	1,241	2,290
Accumulated amortization and
	impairment losses
	December 31, 2015	(5)	(346)	(45)	(138)	(534)	(197)
	Amortization	(1)	(56)	(18)	(33)	(108)	-
	Other adjustments	-	-	(26)	(7)	(33)	-
	Foreign currency translation	-	-	-	-	-	2
December 31, 2016		(6)	(402)	(89)	(178)	(675)	(195)
Net book value		24	340	102	100	566	2,095

Trade names with a net book value of $17-million have indefinite useful lives for accounting purposes.

Amortization of finite-lived intangibles

Amortization of finite-lived intangibles	2017	2016
Cost of product sold	3	3
Selling	99	103
General and administrative	8	2
	110	108

Goodwill impairment testing

Goodwill impairment testing
	Goodwill by cash generating unit		December 31,
		2017		2016
	Retail – North America	2,090		1,972
	Retail – Australia	130		115
	Other	8		8
		2,228		2,095

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INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (Tables)

12 Months Ended

Dec. 31, 2017

Investments In Subsidiaries Joint Ventures And Associates [Abstract]

Investments in associates and joint ventures

			Reporting	Interest
			period	(%)	Location		December 31,
						2017		2016
Investments in associates
	Misr Fertilizers Production Company S.A.E.
		("MOPCO") – a nitrogen producer	September 30	26	Egypt	238		285
	Other					108		94
						346		379
Investments in joint ventures
	Profertil S.A. ("Profertil") - a nitrogen producer		December 31	50	Argentina	176		162
						176		162
						522		541

Investments in associates, summerized financial information

Summarized financial information of MOPCO		December 31,
	2017		2016
Current assets	158		29
Non-current assets	1,654		1,510
	1,812		1,539
Current liabilities	238		207
Non-current liabilities	863		538
	1,101		745
Net assets of MOPCO	711		794
Proportionate ownership interest in MOPCO	185		206
Dividend receivable	7		29
Unamortized purchase price adjustment	46		50
Carrying amount of interest in MOPCO	238		285

	2017	2016
Sales	421	128
Net earnings	81	149
Other comprehensive loss	(158)	(131)
Total comprehensive (loss) income	(77)	18
Proportionate share of MOPCO earnings	21	39
Purchase price adjustment amortization	(4)	(4)
Earnings from MOPCO	17	35
Proportionate share of MOPCO other comprehensive loss	(41)	(34)
Proportionate share of MOPCO total comprehensive (loss) income	(24)	1
Dividends received from MOPCO	13	-

Investments in joint ventures, summerized financial information

Summarized financial information of Profertil		December 31,
	2017		2016
Current assets (a)	226		176
Non-current assets	548		595
	774		771
Current liabilities (b)	212		195
Non-current liabilities (c)	209		251
	421		446
Net assets of Profertil	353		325
Proportionate share of net assets of Profertil	177		163
Elimination of unrealized profit	(1)		(1)
Carrying amount of interest in Profertil	176		162

• Includes cash and cash equivalents of $12-million (2016 – $22-million)
• Includes current financial liabilities (excluding trade and other payables and provisions) of $77-million (2016 – $59-million)
• Includes non-current financial liabilities (excluding trade and other payables and provisions) of $56-million (2016 – $116-million)

	2017	2016
Sales	432	392
Depreciation and amortization	22	26
Interest expense	21	24
Income taxes	20	39
Net earnings	26	51
Total comprehensive income	26	51
Proportionate share of Profertil earnings	13	26
Elimination of unrealized profit	-	1
Dividends and interest received from Profertil	-	108

Disclosure of transactions between related parties [line items]

Transactions with Associates and Joint Ventures

Related party transactions	2017	2016
Short-term benefits	19	19
Post-employment benefits	2	2
Share-based payments	31	24

Related parties [member]

Disclosure of transactions between related parties [line items]

Transactions with Associates and Joint Ventures

Transactions with associates and joint ventures
			2017	2016
	For the year ended December 31,
		Sales to Canpotex	178	162
		Purchases from MOPCO	26	9
		Purchases from Profertil	68	61
	As at December 31,
		Amounts receivable from Canpotex	18	29
		Amounts owed to Profertil	11	7

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OTHER ASSETS (Tables)

12 Months Ended

Dec. 31, 2017

Miscellaneous assets [abstract]

Detailed Information About Other Assets

Other current assets			December 31,
		2017		2016
Other financial assets
	Marketable securities (a)	118		121
Other non-financial assets		2		2
		120		123
Other assets			December 31,
		2017		2016
Other financial assets
	Receivables (b)	22		28
	Derivative financial instruments	10		-
		32		28
Other non-financial assets		26		20
		58		48

a)Comprised primarily of U.S. equities (10 percent), U.S. Government debt (36 percent) and U.S. corporate debt (45 percent).

(b)Unsecured term loan receivable bearing interest at 3.4 percent per annum, repayable $8-million annually until 2020.

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DEBT (Tables)

12 Months Ended

Dec. 31, 2017

Borrowings [abstract]

Detailed Information About Borrowings

			December 31,		December 31,
				2017	2016
		Maturity	Rate (%) (a)	Utilized	Utilized
Short-term debt
	Commercial paper (b)	2018	1.88	565	306
	Credit facilities (c)(d)		8.89	302	298
				867	604

Long-term debt (e)
	Floating rate bank loans	-	-	10
	7.7% debentures	2017	-	100
	6.75% debentures	2019	500	500
	3.15% debentures	2022	500	500
	3.5% debentures	2023	500	500
	3.375% debentures	2025	550	550
	7.8% debentures	2027	125	125
	4.125% debentures	2035	450	450
	7.125% debentures	2036	300	300
	6.125% debentures	2041	500	500
	4.9% debentures	2043	500	500
	5.25% debentures	2045	500	500
	Other		32	25
			4,457	4,560
	Unamortized transaction costs		(49)	(52)
	Current portion of long-term debt		(11)	(110)
			4,397	4,398

(a)Weighted average rates at December 31, 2017

(b)Program maximum U.S. $2.5-billion. Amounts borrowed under the commercial paper program reduce our borrowing capacity under the multi-jurisdictional credit facility.

(c)Short-term debt is unsecured and consists of U.S. dollar-denominated debt of $164-million, euro-denominated debt of $47-million and other debt of $91-million (2016 – $236-million, $53-million and $9-million).

(d)Total capacity available on our multi-jurisdictional credit facility, which expires in 2020, is $2.5-billion.

(e)Debentures have various provisions that allow redemption prior to maturity, at our option, at specified prices.

Disclosure of debt capacity available [table text block]

Debt capacity available	December 31,
	2017
Multi-jurisdictional credit facility	2,500
European facilities	240
South American facilities	211
Australian facilities	50
Accounts receivable securitization	500
	3,501
Short-term debt drawn	(867)
Letters of credit issued	(1)
Debt capacity available	2,633

Debt continuity

			Short-term debt	Long-term debt (a)
December 31, 2016			604	4,508
	Cash flows reported as financing activities		258	(110)
	Non-cash changes
		Other adjustments	-	10
		Foreign currency translation	5	-
December 31, 2017			867	4,408

• Includes current portion

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ACCOUNTS PAYABLE (Tables)

12 Months Ended

Dec. 31, 2017

Accounts Payable [Abstract]

Accounts payable, accrued laibilities and customer prepayments

		December 31,
	2017		2016
Trade	2,576		2,235
Customer prepayments	1,532		1,449
Accrued liabilities	728		670
Other taxes	28		32
Accrued interest	70		72
Dividends	121		121
Derivative financial instruments	62		7
Share-based payments	89		76
	5,206		4,662

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OTHER PROVISIONS (Tables)

12 Months Ended

Dec. 31, 2017

Other Provisions [Abstract]

Other provisions details

			Environmental	Asset
		Notes	remediation (a)	retirement (b)	Other	Total
December 31, 2016			141	231	9	381
	Additional provisions or changes in estimates	34	23	177	25	225
	Draw-downs		(20)	(10)	(4)	(34)
	Reversals		-	-	(2)	(2)
	Accretion		2	6	-	8
	Other adjustments		-	-	1	1
	Foreign currency translation		3	3	-	6
December 31, 2017			149	407	29	585
Current portion			22	17	24	63
Non-current portion			127	390	5	522
			149	407	29	585

(a) We estimate that we will settle our environmental remediation liabilities between 2018 and 2042. We discount obligations using rates ranging from 0.65 percent to 4.00 percent (2016 – 0.65 percent to 4.00 percent). Provisions include $42-million of remediation liabilities we retained for the Idaho phosphate mining and processing sites as a condition of the sale.No individual site provision is material.

(b) Mining, extraction, processing and distribution activities result in asset retirement obligations in the normal course of operations. Obligations include closure, dismantlement, site restoration or other legal or constructive obligations for termination and retirement of assets. Expenditures may occur before and after closure. We expect to incur expenditures for our phosphate obligations over the next 70 years. We expect to make payments for our potash and nitrogen obligations after that time. Timing of expenditures depends on several factors, such as the life and nature of the asset, legal requirements and technology. We estimate obligations using discount rates ranging from 1.22 percent to 4.55 percent (2016 – 1.22 percent to 4.55 percent). Provisions include $162-million related to obligations we retained for the CondaIdaho phosphate mining and processing sites, and $195-million for our Redwater, Alberta facility. No other site provision is material.

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OTHER LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2017

Miscellaneous liabilities [abstract]

Other liabilities

30.	OTHER LIABILITIES
					December 31,
				2017		2016
		Other financial liabilities
			Derivative financial instruments	28		16
			Other	32		13
				60		29
		Other non-financial liabilities
			Share-based payments	46		39
				106		68

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DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure Of Noncurrent Assets Held For Sale And Discontinued Operations [abstract]

Condensed information of discontinued operations [Table Text Block]

	Condensed information of discontinued operations (a)			2017	2016
	Operating information
	Discontinued operations of assets held for sale
		Sales		299	278
		Expenses		308	270
		(Loss) earnings before income taxes		(9)	8
		Income tax recovery		(10)	(4)
		Earnings before measurement of assets held for sale		1	12
		Loss on measurement of assets held for sale(b)		(311)	-
		Income tax recovery on loss on measurement of assets held for sale		(123)	-
	Net (loss) earnings from discontinued operations			(187)	12
	Cash flow information
		Operating activities		24	30
		Investing activities		(20)	(23)
	Cash provided by discontinued operations			4	7
(a)			No cumulative income or expenses are included in other comprehensive income related to CPO.
(b)			The write-down of CPO assets when classified as held for sale is predominately related to property, plant and equipment.

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BUSINESS ACQUISITIONS (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure Of Business Combinations [Abstract]

Detailed Information About Business Combinations

Provisional estimate of fair values of assets acquired and liabilities
assumed for all business acquisitions by the Retail business unit	2017 Acquisitions	2016 Acquisitions
Working capital	17	62
Property, plant and equipment	40	119
Intangibles	27	25
Goodwill	122	105
Other non-current assets	8	31
Deferred income tax liabilities	(11)	-
Total consideration	203	342

Financial information related to our business acquisitions	2017	(a)
Sales from the date of acquisition	97
Estimated sales if acquisitions occurred at the beginning of the year	328

Net earnings and pro forma net earnings related to these acquisitions are $3-million and $25-million, respectively.

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COMMITMENTS (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure Of Commitments [Abstract]

Future minimum lease payments

Future minimum lease payments for operating leases		December 31,
	2017		2016
Less than one year	147		139
One to five years	317		283
More than five years	157		171
	621		593

Other commitments

Other commitments
				2018	2019	2020	2021	2022
	Operating
		Long-term debt – interest		219	185	183	183	179
		Cost of product sold
			Natural gas (a)(b)	235	99	22	12	-
			Power, sulfuric acid and other (c)(d)	170	77	78	80	86
			Purchase commitments(e)	735	112	127	142	148
		Derivative financial instruments
			Foreign exchange	10	-	-	-	-
			Natural gas	52	28	-	-	-
		Other commitments		61	43	13	13	13
				1,482	544	423	430	426
	Capital
		Long-term debt – principal repayments		-	500	-	-	500
		Asset retirement obligations		17	17	27	6	7
		Environmental remediation liabilities		22	35	12	5	6
				39	552	39	11	513
				1,521	1,096	462	441	939

(a)Our minimum commitments for North American natural gas purchases, which include both floatingrate and fixedrate contracts, are calculated using the prevailing NYMEX forward prices for U.S. facilities and AECO forward prices for Canadian facilities at December 31, 2017.

(b) Commitments include our proportionate share of commitments of joint ventures. Profertil has long-term gas contracts denominated in U.S. dollars and expiring in 2019, which account for approximately 100 percent of Profertil’s gas requirements. YPF S.A., our joint venture partner in Profertil, supplies approximately 70 percent of the gas under these contracts.

(c) Our Carseland facility has a power co-generation agreement, expiring onDecember 31, 2026, for which we are able to purchase 60 megawatt-hours of power per hour. The price for the power is based on a fixed charge adjusted for inflation and a variable charge based on the cost of natural gas provided to the facility for power generation.

(d) Our phosphate rock supply agreementincludes a minimum commitmentto purchase phosphate rockuntil2018, with a potential to nominate additional volumes and extend to 2020. In 2016, we decided not to nominate any additional volumes past 2018. The purchase price is based on a formula that tracks finished product pricing and key published phosphate input costs. We entered into a freight contract to import phosphate rock extending to 2019, with a total commitment of $59-million at December 31, 2017.

(e)As part of our agreement to sell CPO, we entered into long-term strategic supply and offtake agreements which extends to 2023. Under the terms of the supply and offtake agreements, wewill supply 100 percent of the ammonia requirements of CPO and purchase 100 percent of the monoammonium phosphate (MAP) product produced at CPO. The MAP production is estimated at 330,000 tonnes per year.

(f) Our post-employment benefits obligations are not included in this table. Refer to note 18 for additional information.

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CORPORATE INFORMATION - Related party transations (Details) - ELT and Board of Directors [member] - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of transactions between related parties [line items]
Short-term benefits	$ 19	$ 19
Post-employment benefits	2	2
Share-based payments	$ 31	$ 24

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CORPORATE INFORMATION - Principal subsidiaries, associates and joint ventures (Details)	12 Months Ended
	Dec. 31, 2017
Profertil S.A. [Member]
Disclosure of financial information [line items]
Principal activity	Manufacturer and distributor of crop nutrients
Relationship/Ownership, Joint Venture	50.00%
Location, Joint Venture	Argentina
Method of accounting, Joint Venture	Equity method
Misr Fertilizers Production Company S.A.E. [Member]
Disclosure of financial information [line items]
Principal activity	Manufacturer and distributor of crop nutrients
Relationship/Ownership, Associate	26.00%
Location, Associate	Egypt
Method of accounting, Associate	Equity method
Agrium Canada Partnership [member]
Disclosure of financial information [line items]
Relationship/Ownership, Subsidiary	100.00%
Location, Subsidiary	Canada
Principal activity	Manufacturer and distributor of crop nutrients
Method of accounting, Subsidiary	Consolidation
Agrium Potash Ltd. [Member]
Disclosure of financial information [line items]
Relationship/Ownership, Subsidiary	100.00%
Location, Subsidiary	Canada
Principal activity	Manufacturer and distributor of crop nutrients
Method of accounting, Subsidiary	Consolidation
Agrium U.S. Inc. [member]
Disclosure of financial information [line items]
Relationship/Ownership, Subsidiary	100.00%
Location, Subsidiary	United States
Principal activity	Manufacturer and distributor of crop nutrients
Method of accounting, Subsidiary	Consolidation
Agroservicios Pampeanos S.A. [member]
Disclosure of financial information [line items]
Relationship/Ownership, Subsidiary	100.00%
Location, Subsidiary	Argentina
Principal activity	Crop input retailer
Method of accounting, Subsidiary	Consolidation
Crop Production Services, Inc.[member]
Disclosure of financial information [line items]
Relationship/Ownership, Subsidiary	100.00%
Location, Subsidiary	United States
Principal activity	Crop input retailer
Method of accounting, Subsidiary	Consolidation
Crop Production Services (Canada), Inc. [Member]
Disclosure of financial information [line items]
Relationship/Ownership, Subsidiary	100.00%
Location, Subsidiary	Canada
Principal activity	Crop input retailer
Method of accounting, Subsidiary	Consolidation
Cominco Fertilizer Partnership [Member]
Disclosure of financial information [line items]
Relationship/Ownership, Subsidiary	100.00%
Location, Subsidiary	United States
Principal activity	Manufacturer and distributor of crop nutrients
Method of accounting, Subsidiary	Consolidation
Landmark Operations Ltd. [member]
Disclosure of financial information [line items]
Relationship/Ownership, Subsidiary	100.00%
Location, Subsidiary	Australia
Principal activity	Crop input retailer
Method of accounting, Subsidiary	Consolidation
Loveland Products Inc. [member]
Disclosure of financial information [line items]
Relationship/Ownership, Subsidiary	100.00%
Location, Subsidiary	United States
Principal activity	Crop input developer and retailer
Method of accounting, Subsidiary	Consolidation

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CORPORATE INFORMATION - (Narrative) (Details) - Merger with Potash Corporation of Saskatchewan [member] $ in Billions	12 Months Ended
	Dec. 31, 2017 USD ($) shares
Disclosure Of Business Combinations [Line Items]
Additional information about nature and financial effect of business combination	Shareholders of Agrium received 2.230 common shares of Nutrien for each Agrium share held and shareholders of PotashCorp received 0.400 common shares of Nutrien for each PotashCorp share held. The exchange ratios represent the respective closing share prices of each company’s common shares at market close on the NYSE on August 29, 2016,
Date of acquisition	Jan. 01, 2018
Purchase consideration | $	$ 16
Common shares of Nutrien [Member] | Shareholders of Agrium [Member]
Disclosure Of Business Combinations [Line Items]
Number of common share received for each subsidiary share held	2.23
Common shares of Nutrien [Member] | Shareholders of PotashCorp [Member]
Disclosure Of Business Combinations [Line Items]
Number of common share received for each subsidiary share held	0.4

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OPERATING SEGMENTS - Segment information (Details) - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016
Disclosure of operating segments [line items]
Sales		$ 13,766	$ 13,457
Earnings before finance costs and income taxes		1,016	1,090
Depreciation and amortization		530	493
EBITDA		1,546	1,583
(Earnings) loss from associates and joint ventures		39	66
Total assets		17,942	16,963
Additions to non-current assets	[1]	1,103	1,020
External [member]
Disclosure of operating segments [line items]
Sales		13,766	13,457
Inter-segment [member]
Disclosure of operating segments [line items]
Sales		0	0
Operating segments [member] | Retail business unit [member]
Disclosure of operating segments [line items]
Sales		12,103	11,766
Earnings before finance costs and income taxes		890	817
Depreciation and amortization		289	274
EBITDA	[2]	1,179	1,091
(Earnings) loss from associates and joint ventures		9	6
Total assets		10,238	9,482
Additions to non-current assets	[1]	462	435
Operating segments [member] | Retail business unit [member] | External [member]
Disclosure of operating segments [line items]
Sales		12,056	11,723
Operating segments [member] | Retail business unit [member] | Inter-segment [member]
Disclosure of operating segments [line items]
Sales		47	43
Operating segments [member] | North America segment [member]
Disclosure of operating segments [line items]
Sales		9,921	9,608
Earnings before finance costs and income taxes		716	676
Depreciation and amortization		273	249
EBITDA	[2]	989	925
(Earnings) loss from associates and joint ventures		7	4
Total assets		8,668	8,144
Additions to non-current assets	[1]	423	405
Operating segments [member] | North America segment [member] | External [member]
Disclosure of operating segments [line items]
Sales		9,874	9,565
Operating segments [member] | North America segment [member] | Inter-segment [member]
Disclosure of operating segments [line items]
Sales		47	43
Operating segments [member] | International segment [Member]
Disclosure of operating segments [line items]
Sales		2,182	2,158
Earnings before finance costs and income taxes		174	141
Depreciation and amortization		16	25
EBITDA	[2]	190	166
(Earnings) loss from associates and joint ventures		2	2
Total assets		1,570	1,338
Additions to non-current assets	[1]	39	30
Operating segments [member] | International segment [Member] | External [member]
Disclosure of operating segments [line items]
Sales		2,182	2,158
Operating segments [member] | International segment [Member] | Inter-segment [member]
Disclosure of operating segments [line items]
Sales		0	0
Operating segments [member] | Wholesale segment [Member]
Disclosure of operating segments [line items]
Sales		2,359	2,428
Earnings before finance costs and income taxes		417	501
Depreciation and amortization		222	203
EBITDA	[2]	639	704
(Earnings) loss from associates and joint ventures		30	61
Total assets		6,964	6,961
Additions to non-current assets	[1]	633	580
Operating segments [member] | Wholesale segment [Member] | External [member]
Disclosure of operating segments [line items]
Sales		1,710	1,734
Operating segments [member] | Wholesale segment [Member] | Inter-segment [member]
Disclosure of operating segments [line items]
Sales		649	694
Operating segments [member] | Nitrogen segment [member]
Disclosure of operating segments [line items]
Sales		1,009	1,144
Earnings before finance costs and income taxes		209	329
Depreciation and amortization		79	75
EBITDA	[2]	288	404
(Earnings) loss from associates and joint ventures		0	0
Total assets		2,330	1,812
Additions to non-current assets	[1]	313	444
Operating segments [member] | Nitrogen segment [member] | External [member]
Disclosure of operating segments [line items]
Sales		755	860
Operating segments [member] | Nitrogen segment [member] | Inter-segment [member]
Disclosure of operating segments [line items]
Sales		254	284
Operating segments [member] | Potash segment [member]
Disclosure of operating segments [line items]
Sales		519	419
Earnings before finance costs and income taxes		105	10
Depreciation and amortization		113	99
EBITDA	[2]	218	109
(Earnings) loss from associates and joint ventures		0	0
Total assets		3,629	3,666
Additions to non-current assets	[1]	46	70
Operating segments [member] | Potash segment [member] | External [member]
Disclosure of operating segments [line items]
Sales		386	280
Operating segments [member] | Potash segment [member] | Inter-segment [member]
Disclosure of operating segments [line items]
Sales		133	139
Operating segments [member] | Phosphate segment [member]
Disclosure of operating segments [line items]
Sales		237	289
Earnings before finance costs and income taxes		4	23
Depreciation and amortization		17	16
EBITDA	[2]	21	39
(Earnings) loss from associates and joint ventures		0	0
Total assets		303	808
Additions to non-current assets	[1]	226	46
Operating segments [member] | Phosphate segment [member] | External [member]
Disclosure of operating segments [line items]
Sales		115	148
Operating segments [member] | Phosphate segment [member] | Inter-segment [member]
Disclosure of operating segments [line items]
Sales		122	141
Operating segments [member] | Wholesale other segment [member]
Disclosure of operating segments [line items]
Sales		594	576
Earnings before finance costs and income taxes		99	139
Depreciation and amortization		13	13
EBITDA	[2]	112	152
(Earnings) loss from associates and joint ventures		30	61
Total assets		702	675
Additions to non-current assets	[1]	48	20
Operating segments [member] | Wholesale other segment [member] | External [member]
Disclosure of operating segments [line items]
Sales		454	446
Operating segments [member] | Wholesale other segment [member] | Inter-segment [member]
Disclosure of operating segments [line items]
Sales		140	130
Other [member]
Disclosure of operating segments [line items]
Sales	[3]	(696)	(737)
Earnings before finance costs and income taxes	[3]	(291)	(228)
Depreciation and amortization	[3]	19	16
EBITDA	[2],[3]	(272)	(212)
(Earnings) loss from associates and joint ventures	[3]	0	(1)
Total assets	[3]	740	520
Additions to non-current assets	[1],[3]	8	5
Other [member] | External [member]
Disclosure of operating segments [line items]
Sales	[3]		0
Other [member] | Inter-segment [member]
Disclosure of operating segments [line items]
Sales	[3]	$ (696)	$ (737)

[1] Additions to non-current assets include property, plant and equipment, intangibles and goodwill.

[2] EBITDA is net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations.

[3] Non-cash s hare-based payments expense of $ 69 -million ( 2016 – $ 55 -million) is recorded in our Other segment.

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OPERATING SEGMENTS - Segment information (Parenthetical) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of operating segments [line items]
Share-based payments	$ 69	$ 55
Other [member]
Disclosure of operating segments [line items]
Share-based payments	$ 69	$ 55

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OPERATING SEGMENTS - Retail sales by product line (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of products and services [line items]
Sales	$ 13,766	$ 13,457
Operating segments [member] | Retail business unit [member]
Disclosure of products and services [line items]
Sales	12,103	11,766
Crop nutrients [member] | Operating segments [member] | Retail business unit [member]
Disclosure of products and services [line items]
Sales	4,121	4,310
Crop protection products [member] | Operating segments [member] | Retail business unit [member]
Disclosure of products and services [line items]
Sales	4,937	4,684
Seed [member] | Operating segments [member] | Retail business unit [member]
Disclosure of products and services [line items]
Sales	1,628	1,462
Merchandise [Member] | Operating segments [member] | Retail business unit [member]
Disclosure of products and services [line items]
Sales	683	621
Services and other [Member] | Operating segments [member] | Retail business unit [member]
Disclosure of products and services [line items]
Sales	$ 734	$ 689

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OPERATING SEGMENTS - Key data by geographic region (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of geographical areas [line items]
Sales	$ 13,766	$ 13,457
Non-current assets	10,385	10,040
Canada [member]
Disclosure of geographical areas [line items]
Sales	2,416	2,437
Non-current assets	4,829	4,430
UNITED STATES
Disclosure of geographical areas [line items]
Sales	8,978	8,672
Non-current assets	4,838	4,898
Europe [member]
Disclosure of geographical areas [line items]
Sales	178	182
Non-current assets	2	5
South America [member]
Disclosure of geographical areas [line items]
Sales	431	396
Non-current assets	213	197
AUSTRALIA
Disclosure of geographical areas [line items]
Sales	1,679	1,769
Non-current assets	260	222
EGYPT
Disclosure of geographical areas [line items]
Sales	0	0
Non-current assets	238	285
Other countries [member]
Disclosure of geographical areas [line items]
Sales	84	1
Non-current assets	$ 5	$ 3

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CAPITAL MANAGEMENT - Information monitored to manage capital (Details) - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Disclosure of objectives, policies and processes for managing capital [line items]
Net debt to EBITDA		310.00%	300.00%
Debt Covenant Ratio [abstract]
Interest coverage ratio	[1],[2]	500.00%	600.00%
Debt-to-capital ratio	[2],[3]	45.00%	44.00%
Retail measures [abstract]
Average non-cash working capital to sales		17.00%	17.00%
Average non-cash working capital to sales target		16.00%
Return on operating capital employed	[4]	19.00%	18.00%
Return on capital employed	[5]	11.00%	10.00%
Components of ratios [abstract]
EBITDA		$ 1,546	$ 1,583
Net debt [abstract]
Short-term debt		867	604
Long-term debt, including current portion		4,408	4,508
Cash and cash equivalents		(466)	(412)	$ (515)
Net debt		4,809	4,700
Adjusted total debt [abstract]
Guarantees and letters of credit (specified in credit facility agreements)		286	242
Adjusted total debt		$ 5,095	$ 4,942
Greater than or equal to [member]
Debt Covenant Ratio [abstract]
Interest coverage ratio target		250.00%
Less than or equal to [member]
Debt Covenant Ratio [abstract]
Debt-to-capital ratio target		65.00%

[1] EBITDA d ivided by finance costs , which includes finance costs related to long-term debt plus other finance costs

[2] Our revolving credit facilities and trade receivable securitization program require that we maintain these ratios as well as other non-financial covenants. We were in compliance with all covenants at December 31, 2017 .

[3] Adjusted total debt divided by the sum of adjusted total debt and total equity

[4] Last 12 months’ net earnings before finance costs, income taxes and earnings from disconti nued operations (EBIT) less income taxes at a tax rate of 28 percent ( 2016 – 28 percent) divided by rolling four quarter average operating capital employed. Operating capital employed includes non-cash workin g capital, property, plant and equipment, investments in associates and joint ventures, and other assets.

[5] Last 12 months’ EBIT less income taxes at a tax rate of 28 percent ( 2016 – 28 percent) divided by roll ing four quarter average capital employed. Capital employed includes operating capital employed, intangibles and goodwill.

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CAPITAL MANAGEMENT (Narrative) (Details)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Return on operating capital employed [Member]
Disclosure of objectives, policies and processes for managing capital [line items]
Tax rate	28.00%	28.00%
Return on capital employed [Member]
Disclosure of objectives, policies and processes for managing capital [line items]
Tax rate	28.00%	28.00%

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FINANCIAL RISK MANAGEMENT - Foreign exchange derivative financial instruments outstanding (Details) CAD in Millions, AUD in Millions		12 Months Ended
		Dec. 31, 2017 AUD USD ($)	Dec. 31, 2016 AUD USD ($)	Dec. 31, 2017 CAD	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)
Disclosure of financial assets [line items]
Financial assets (liabilities), at fair value					$ (1,000,000)
USD/CAD [member]
Disclosure of financial assets [line items]
Notional amount				CAD 338		$ 0
Maturities		2018	-
Averagae contract price	[1]	1.28	0
Financial assets (liabilities), at fair value					8,000,000	0
CAD/USD [member]
Disclosure of financial assets [line items]
Notional amount					266,000,000	180,000,000
Maturities		2018	2017
Averagae contract price	[1]	1.28	1.34
Financial assets (liabilities), at fair value					(6,000,000)	0
EUR/USD [member]
Disclosure of financial assets [line items]
Notional amount					28,000,000	0
Maturities		2018	2017
Averagae contract price	[1]	0.84	0.94
Financial assets (liabilities), at fair value					(1,000,000)	0
USD/AUD [member]
Disclosure of financial assets [line items]
Notional amount | AUD		AUD 15	AUD 14
Maturities		2018	2017
Averagae contract price	[1]	1.31	1.32
Financial assets (liabilities), at fair value					0	(1,000,000)
AUD/USD [member]
Disclosure of financial assets [line items]
Notional amount					20,000,000	22,000,000
Maturities		2018	2017
Averagae contract price	[1]	1.29	1.34
Financial assets (liabilities), at fair value					0	1,000,000
CNY/AUD [member]
Disclosure of financial assets [line items]
Notional amount | AUD		AUD 31	AUD 23
Maturities		2018	2017
Averagae contract price	[1]	6.97	7.16
Financial assets (liabilities), at fair value					(1,000,000)	0
CAD/USD - buy USD calls [Member]
Disclosure of financial assets [line items]
Notional amount					126,000,000	0
Maturities		2018
Averagae contract price	[1]	1.29	0
Financial assets (liabilities), at fair value					1,000,000	0
CAD/USD - sell USD puts [Member]
Disclosure of financial assets [line items]
Notional amount				CAD 126		0
Maturities		2018
Averagae contract price	[1]	1.25	0
Financial assets (liabilities), at fair value					(2,000,000)	0
AUD/USD - buy USD calls [Member]
Disclosure of financial assets [line items]
Notional amount					33,000,000	0
Maturities		2018
Averagae contract price	[1]	1.35	0
Financial assets (liabilities), at fair value					$ 0	$ 0

[1] Foreign currency per U.S. dollar

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FINANCIAL RISK MANAGEMENT - Use of derivatives to hedge exposure to natural gas market price risk (Details) - Commodity price risk [member] - Natural gas [member] MMBTU in Millions	12 Months Ended
	Dec. 31, 2017 MMBTU
2018 [member]
Use of derivatives to hedge exposure to natural gas market price risk [abstract]
Maximum allowable (% of forecast gas requirements)	75.00%
Forecast average monthly natural gas consumption	9
Gas requirements hedged using derivatives designated as hedges, percentage	33.00%
2019 [member]
Use of derivatives to hedge exposure to natural gas market price risk [abstract]
Maximum allowable (% of forecast gas requirements)	75.00%
Forecast average monthly natural gas consumption	9
Gas requirements hedged using derivatives designated as hedges, percentage	24.00%
2020 [member]
Use of derivatives to hedge exposure to natural gas market price risk [abstract]
Maximum allowable (% of forecast gas requirements)	75.00%
Forecast average monthly natural gas consumption	9
Gas requirements hedged using derivatives designated as hedges, percentage	0.00%
2021 [member]
Use of derivatives to hedge exposure to natural gas market price risk [abstract]
Maximum allowable (% of forecast gas requirements)	25.00%	[1]
Forecast average monthly natural gas consumption	9
Gas requirements hedged using derivatives designated as hedges, percentage	0.00%

[1] Maximum monthly hedged volume may not exceed 90 percent of planned monthly requirements.

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FINANCIAL RISK MANAGEMENT - Natural gas derivative financial instruments outstanding - AECO swaps (Details) MMBTU in Millions	12 Months Ended
	Dec. 31, 2017 USD ($) MMBTU	Dec. 31, 2016 USD ($) MMBTU
Disclosure of financial assets [line items]
Derivative assets (liabilities), at fair value	$ (1,000,000)
AECO swaps [member]
Disclosure of financial assets [line items]
Notional amount | MMBTU	70	48
Maturities	2018–2019	2017–2018
Averagae contract price	2.43	2.9
Derivative assets (liabilities), at fair value	$ (70,000,000)	$ (21,000,000)

XML

FINANCIAL RISK MANAGEMENT - Maturities of natural gas derivative contracts - AECO swaps (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Disclosure of maturity analysis for derivative financial liabilities [line items]assets [line items]
Derivative assets (liabilities), at fair value	$ (1)
AECO swaps [member]
Disclosure of maturity analysis for derivative financial liabilities [line items]assets [line items]
Derivative assets (liabilities), at fair value	(70)	$ (21)
2018 [member] | AECO swaps [member]
Disclosure of maturity analysis for derivative financial liabilities [line items]assets [line items]
Derivative assets (liabilities), at fair value	(52)
2019 [member] | AECO swaps [member]
Disclosure of maturity analysis for derivative financial liabilities [line items]assets [line items]
Derivative assets (liabilities), at fair value	$ (18)

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FINANCIAL RISK MANAGEMENT - Natural gas derivative financial instruments outstanding (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Disclosure of offsetting of financial liabilities [line items]
Gross amount	$ (70)	$ (21)
Netting	0	0
Carrying amount	(70)	(21)
Accounts payable [member]
Disclosure of offsetting of financial liabilities [line items]
Gross amount	(99)	(73)
Netting	47	67
Carrying amount	(52)	(6)
Other liabilities [member]
Disclosure of offsetting of financial liabilities [line items]
Gross amount	(54)	(64)
Netting	26	48
Carrying amount	(28)	(16)
Accounts receivable [member]
Disclosure of offsetting of financial assets [line items]
Gross amount	48	65
Netting	(48)	(64)
Carrying amount	0	1
Other assets [member]
Disclosure of offsetting of financial assets [line items]
Gross amount	35	51
Netting	(25)	(51)
Carrying amount	$ 10	$ 0

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FINANCIAL RISK MANAGEMENT - Impact of change in fair value of natural gas derivative financial instruments (Details) - $ / MMBTU	Dec. 31, 2017	Dec. 31, 2016
Natural gas [member]
Disclosure of financial assets [line items]
A $10-million impact to other comprehensive income requires movement in gas	0.22	0.29

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FINANCIAL RISK MANAGEMENT - Impact of change in fair value of natural gas derivative financial instruments (Parenthetical) (Details) $ in Millions	Dec. 31, 2017 USD ($)
Natural gas [member]
Disclosure of financial assets [line items]
Stated dollar impact sensitivity	$ 10

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FINANCIAL RISK MANAGEMENT - Impact of change in short-term debt (Details)	Dec. 31, 2017
Interest rate risk [member]
Disclosure of risk management strategy related to hedge accounting [line items]
A $10-million decrease in net earnings requires an increase in interest rates	1.58%

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FINANCIAL RISK MANAGEMENT - Impact of change in short-term debt (Parenthetical) (Details) $ in Millions	Dec. 31, 2017 USD ($)
Interest rate risk [member]
Disclosure of risk management strategy related to hedge accounting [line items]
Stated dollar impact sensitivity	$ 10

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FINANCIAL RISK MANAGEMENT - Sensitivity - impact of change in fair value of debentures (Details) - Interest rate risk [member] $ in Millions	Dec. 31, 2017 USD ($)
Disclosure of risk management strategy related to hedge accounting [line items]
Interest rate increase of 1%	$ (428)
Interest rate decrease of 1%	$ 504

XML

FINANCIAL RISK MANAGEMENT - Sensitivity - impact of change in fair value of debentures (Parenthetical) (Details)	Dec. 31, 2017
Disclosure of risk management strategy related to hedge accounting [line items]
Stated percentage impact sensitivity	1.00%

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FINANCIAL RISK MANAGEMENT - Maximum exposure to credit risk (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Disclosure of credit risk exposure [line items]
Maximum exposure to credit risk	$ 3,022	$ 2,769
Cash and cash equivalents [member]
Disclosure of credit risk exposure [line items]
Maximum exposure to credit risk	466	412
Accounts receivables [member]
Disclosure of credit risk exposure [line items]
Maximum exposure to credit risk	2,406	2,208
Other current assets [member]
Disclosure of credit risk exposure [line items]
Maximum exposure to credit risk	118	121
Other non-current assets [member]
Disclosure of credit risk exposure [line items]
Maximum exposure to credit risk	$ 32	$ 28

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FINANCIAL RISK MANAGEMENT - Liquidity risk (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Financial liabilities	$ 8,892
Derivative financial liabilities	62	$ 7
Non-derivative, Contractual cash flows	12,101
Foreign exchange derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative financial liabilities	10
Derivative, Contractual cash flows	10
Natural gas derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative financial liabilities	80
Derivative, Contractual cash flows	80
Short-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Financial liabilities	867
Non-derivative, Contractual cash flows	867
Accounts payable [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Financial liabilities	3,495
Non-derivative, Contractual cash flows	3,495
Current portion of long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Financial liabilities	11
Non-derivative, Contractual cash flows	11
Long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Financial liabilities	4,397
Non-derivative, Contractual cash flows	7,606
Other liabilities [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Financial liabilities	32
Non-derivative, Contractual cash flows	32
Less than one year [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	4,654
Less than one year [member] | Foreign exchange derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative, Contractual cash flows	10
Less than one year [member] | Natural gas derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative, Contractual cash flows	52
Less than one year [member] | Short-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	867
Less than one year [member] | Accounts payable [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	3,495
Less than one year [member] | Current portion of long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	11
Less than one year [member] | Long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	219
Less than one year [member] | Other liabilities [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
One to three years [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	915
One to three years [member] | Foreign exchange derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative, Contractual cash flows	0
One to three years [member] | Natural gas derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative, Contractual cash flows	28
One to three years [member] | Short-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
One to three years [member] | Accounts payable [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
One to three years [member] | Current portion of long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
One to three years [member] | Long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	868
One to three years [member] | Other liabilities [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	19
Four to five years [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	867
Four to five years [member] | Foreign exchange derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative, Contractual cash flows	0
Four to five years [member] | Natural gas derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative, Contractual cash flows	0
Four to five years [member] | Short-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
Four to five years [member] | Accounts payable [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
Four to five years [member] | Current portion of long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
Four to five years [member] | Long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	862
Four to five years [member] | Other liabilities [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	5
More than five years [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	5,665
More than five years [member] | Foreign exchange derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative, Contractual cash flows	0
More than five years [member] | Natural gas derivative contracts [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Derivative, Contractual cash flows	0
More than five years [member] | Short-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
More than five years [member] | Accounts payable [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
More than five years [member] | Current portion of long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	0
More than five years [member] | Long-term debt [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	5,657
More than five years [member] | Other liabilities [member]
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items]
Non-derivative, Contractual cash flows	$ 8

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FINANCIAL RISK MANAGEMENT - Gain (loss) on derivative financial instruments included in earnings (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure Of Financial Instruments [Line Items]
Realized gain (loss)	$ (52)	$ (43)
Unrealized gain (loss)	(1)	(36)
Total gain (loss)	(53)	(79)
Foreign exchange derivative contracts [member]
Disclosure Of Financial Instruments [Line Items]
Realized gain (loss)	(4)	(9)
Unrealized gain (loss)	(1)	(36)
Total gain (loss)	(5)	(45)
Foreign exchange derivative contracts [member] | Recorded in sales [member]
Disclosure Of Financial Instruments [Line Items]
Realized gain (loss)	0	(4)
Unrealized gain (loss)	(5)	1
Total gain (loss)	(5)	(3)
Foreign exchange derivative contracts [member] | Recorded in cost of sales [member]
Disclosure Of Financial Instruments [Line Items]
Realized gain (loss)	1	2
Unrealized gain (loss)	0	0
Total gain (loss)	1	2
Foreign exchange derivative contracts [member] | Recorded in other expenses [member]
Disclosure Of Financial Instruments [Line Items]
Realized gain (loss)	(5)	(7)
Unrealized gain (loss)	4	(37)
Total gain (loss)	(1)	(44)
Natural gas derivative contracts [member]
Disclosure Of Financial Instruments [Line Items]
Realized gain (loss)	(48)	(34)
Unrealized gain (loss)	0	0
Total gain (loss)	(48)	(34)
Natural gas derivative contracts [member] | Recorded in cost of sales [member]
Disclosure Of Financial Instruments [Line Items]
Realized gain (loss)	(48)	(34)
Unrealized gain (loss)	0	0
Total gain (loss)	$ (48)	$ (34)

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FINANCIAL RISK MANAGEMENT - Fair value hierarchy (Details) - USD ($) $ in Millions		Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Disclosure of fair value measurement of assets and liabilities [line items]
Cash and cash equivalents		$ 466	$ 412	$ 515
Accounts receivable		2,406	2,208
Other non-current financial assets		32	28
Accounts payable		5,206	4,662
Current portion of long-term debt		11	110
Long-term debt	[1]	4,397	4,398
Financial liabilities at amortised cost, class [member] | Debentures [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Current portion of long-term debt	[2]	0	100
Long-term debt	[2]	4,376	4,373
Financial liabilities at amortised cost, class [member] | Fixed and floating rate debt [Member]
Disclosure of fair value measurement of assets and liabilities [line items]
Current portion of long-term debt	[2]	11	10
Long-term debt	[2]	21	25
Level 1 of fair value hierarchy [member] | Financial liabilities at amortised cost, class [member] | Debentures [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Current portion of long-term debt	[2]	0	0
Long-term debt	[2]	0	0
Level 1 of fair value hierarchy [member] | Financial liabilities at amortised cost, class [member] | Fixed and floating rate debt [Member]
Disclosure of fair value measurement of assets and liabilities [line items]
Current portion of long-term debt	[2]	0	0
Long-term debt	[2]	0	0
Level 2 of fair value hierarchy [member] | Financial liabilities at amortised cost, class [member] | Debentures [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Current portion of long-term debt	[2]	0	101
Long-term debt	[2]	4,909	4,600
Level 2 of fair value hierarchy [member] | Financial liabilities at amortised cost, class [member] | Fixed and floating rate debt [Member]
Disclosure of fair value measurement of assets and liabilities [line items]
Current portion of long-term debt	[2]	11	10
Long-term debt	[2]	21	25
Recurring fair value measurement [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Cash and cash equivalents		466	412
Recurring fair value measurement [member] | Derivatives [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Accounts receivable		9	2
Other non-current financial assets		10	0
Accounts payable		62	7
Other financial liabilities		28	16
Recurring fair value measurement [member] | Marketable securities [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Other current financial assets	[3]	118	121
Recurring fair value measurement [member] | Level 1 of fair value hierarchy [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Cash and cash equivalents		0	0
Recurring fair value measurement [member] | Level 1 of fair value hierarchy [member] | Derivatives [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Accounts receivable		0	0
Other non-current financial assets		0	0
Accounts payable		0	0
Other financial liabilities		0	0
Recurring fair value measurement [member] | Level 1 of fair value hierarchy [member] | Marketable securities [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Other current financial assets	[3]	18	22
Recurring fair value measurement [member] | Level 2 of fair value hierarchy [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Cash and cash equivalents		466	412
Recurring fair value measurement [member] | Level 2 of fair value hierarchy [member] | Derivatives [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Accounts receivable		9	2
Other non-current financial assets		10	0
Accounts payable		62	7
Other financial liabilities		28	16
Recurring fair value measurement [member] | Level 2 of fair value hierarchy [member] | Marketable securities [member]
Disclosure of fair value measurement of assets and liabilities [line items]
Other current financial assets	[3]	$ 100	$ 99

[1] Debentures have various provisions that allow redemption prior to maturity, at our optio n, at specified prices.

[2] ( b ) We determine the fair value of long-term debt based on comparable debt instruments with similar maturities to our debt, adjusted where necessary to our credit spread, based on information published by fin ancial institutions. Carrying amount of floating rate debt approximates fair value.

[3] (a) 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.

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FINANCIAL RISK MANAGEMENT (Narrative) (Details)	Dec. 31, 2017	Dec. 31, 2016
Market risk [member] | Weighted average [member]
Disclosure of risk management strategy related to hedge accounting [line items]
Interest rate (%)	5.00%	5.00%

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EXPENSES - Expenses by nature (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Expenses by nature [abstract]
(Increase) decrease in finished goods inventory	$ (5)	$ 7
Raw materials and consumables used	11,144	10,726
Rebates	(1,244)	(1,195)
Freight and distribution	543	588
Short-term employee benefits	1,349	1,275
Post-employment benefits	55	54
Share-based payments	69	55
Depreciation of property, plant and equipment	420	385
Amortization of intangibles	110	108
Operating leases	211	197
Other	18	86
Expenses, by nature	12,670	12,286
Expense line items [abstract]
Cost of product sold	10,340	10,078
Selling expense	2,014	1,913
General and administrative expense	247	240
Share-based payments	69	55
Expenses, by nature	$ 12,670	$ 12,286

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EXPENSES - Other espense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Other expenses [abstract]
Loss on foreign exchange and related derivatives and commodity derivatives not designated as hedges	$ 14	$ 13
Interest income	(59)	(66)
Asset impairment	0	15
Environmental remediation and asset retirement obligations	18	10
Bad debt expense	29	35
Potash profit and capital tax	13	12
Merger and related costs	94	31
Other	10	97
Other expenses	$ 119	$ 147

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FINANCE COSTS - Finance costs related to long-term debt (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Finance costs related to long-term debt [abstract]
Gross finance costs related to long-term debt	$ 222	$ 228
Less: Borrowing costs capitalized at a rate of 4.4% (2016 - 4.4%)	12	24
Finance costs related to long-term debt	$ 210	$ 204

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FINANCE COSTS - Finance costs related to long-term debt (Parenthetical) (Details)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Borrowing costs [abstract]
Borrowing costs capitalization rate	4.40%	4.40%

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FINANCE COSTS - Other finance costs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Borrowing costs [abstract]
Accretion of environmental remediation and asset retirement obligations	$ 8	$ 7
Finance costs from customer prepayments	35	32
Other interest expense	58	35
Other finance cost	$ 101	$ 74

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INCOME TAXES - Components of income taxes (Details) - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016
Major components of tax expense (income) [abstract]
Current tax expense		$ 90	$ 196
Previously unrecognized tax assets		(4)
Adjustments for prior years		(32)	0
Current income taxes		54	196
Origination and reversal of temporary differences		160	37
Change in income tax rate	[1]	(11)	0
Previously unrecognized tax assets		0	(5)
Deferred income taxes		149	32
Income taxes		$ 203	$ 228

[1] U.S. federal corporate income tax rate decreased from 35 percent to 21 percent effective January 1, 2018 .

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INCOME TAXES - Reconciliation of statutory tax rate to effective tax rate (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Reconciliation of statutory tax rate to effective tax rate [abstract]
Earnings before income taxes	$ 705	$ 812
Statutory rate (%)	27.00%	27.00%
Income taxes at statutory rate	$ 190	$ 219
Foreign currency losses (gains) relating to Canadian operations	11	9
Differences in foreign tax rates	(14)	5
(Earnings) loss from associates and joint ventures	(9)	(15)
U.S. tax reform	9	0
Previously unrecognized tax assets	(4)
Previously unrecognized tax assets	0	(5)
Other	20	15
Income taxes	203	228
Current [abstract]
Current income taxes	54	196
Deferred tax expense (income) [abstract]
Deferred income taxes	149	32
Income taxes	203	228
Canada [member]
Reconciliation of statutory tax rate to effective tax rate [abstract]
Earnings before income taxes	16	79
Current [abstract]
Current income taxes	(11)	23
Deferred tax expense (income) [abstract]
Deferred income taxes	27	7
Foreign [member]
Reconciliation of statutory tax rate to effective tax rate [abstract]
Earnings before income taxes	689	733
Current [abstract]
Current income taxes	65	173
Deferred tax expense (income) [abstract]
Deferred income taxes	$ 122	$ 25

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INCOME TAXES - Components of deferred income taxes (Details) - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Net deferred income tax liabilities		$ 388	$ 374
Components recognized in earnings		13	27
Components not recognized in earnings		1	17
Deferred income tax assets		(85)	(34)
Deferred income tax liabilities		473	408
Asset retirement and environmental remediation provisions [Member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Net deferred income tax liabilities		(149)	(132)
Components recognized in earnings		(16)	7
Components not recognized in earnings		(1)	(2)
Intangible assets [Member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Net deferred income tax liabilities		57	83
Components recognized in earnings		(37)	(31)
Components not recognized in earnings		11	3
Property plant and equipment assets [Member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Net deferred income tax liabilities		748	633
Components recognized in earnings		100	92
Components not recognized in earnings		15	12
Receivables, inventories and accrued liabilities [member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Net deferred income tax liabilities		(162)	(162)
Components recognized in earnings		0	(29)
Components not recognized in earnings		0	0
Deferred partnership income [member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Net deferred income tax liabilities		0	0
Components recognized in earnings		0	(61)
Components not recognized in earnings		0	3
Loss carry-forwards [member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Net deferred income tax liabilities	[1]	(44)	(13)
Components recognized in earnings	[1]	(30)	32
Components not recognized in earnings	[1]	(1)	(1)
Other [member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Net deferred income tax liabilities		(62)	(35)
Components recognized in earnings		(4)	17
Components not recognized in earnings		$ (23)	$ 2

[1] We have not recognized unused tax losses of $ 56 -million ( 2016 – $ 58 -million) expiring through 2037 ( 2016 – expiring through 2036 ) in the consolidated financial statements. We have recognized unused tax losses of $ 38 -million ( 2016 – $ 9 -million – does not expire per current tax legislation) as we expect to earn future taxable income in that tax jurisdiction in 2018 and following years, and the tax losses do not expire until 2037.

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INCOME TAXES (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Decreased to [member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Change in income tax rate	21.00%
Maximum [member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Change in income tax rate	35.00%
Temporary differences [member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Unused tax losses recognized	$ 38	$ 9
Expiring through 2037 [member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Unused tax losses for which no deferred tax asset recognised	$ 56
Description of expiry date of deductible temporary differences, unused tax losses and unused tax credits	2037
Expiring through 2036 [member]
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Unused tax losses for which no deferred tax asset recognised		$ 58
Description of expiry date of deductible temporary differences, unused tax losses and unused tax credits		2036

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POST-EMPLOYMENT BENEFITS - Continuity of obligation and plan assets (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	$ (141)	$ (124)
Expenses included in earnings [abstract]
Service cost	(10)	(9)
Past service cost	0	(2)
Interest (expense) income	(5)	(5)
Settlements	3	3
Administrative costs	1	0
Expenses included in earlings related to post employment benefits	(13)	(13)
Actuarial gain (loss) arising from [abstract]
Liability experience adjustments	0	(2)
Changes in demographic assumptions	1	0
Changes in financial assumptions	(18)	(13)
Return on plan assets, excluding interest	12	5
Included in other comprehensive income, total	(5)	(10)
Statement of cash flows [abstract]
Employee contributions	(1)	(1)
Employer contributions	23	11
Benefits paid	1	1
Total	23	11
Foreign currency translation	(6)	(5)
Net defined benefit liability (asset) - ending balance	(142)	(141)
Funded Plans [Member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	(276)
Statement of cash flows [abstract]
Net defined benefit liability (asset) - ending balance	(194)	(276)
Unfunded Plans [Member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	(131)
Statement of cash flows [abstract]
Net defined benefit liability (asset) - ending balance	(153)	(131)
Defined benefit plans [member] | Funded Plans [Member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	0
Statement of cash flows [abstract]
Net defined benefit liability (asset) - ending balance		0
Defined benefit plans [member] | Obligation [member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	(331)	(310)
Expenses included in earnings [abstract]
Service cost	(7)	(6)
Past service cost	0	(2)
Interest (expense) income	(9)	(13)
Settlements	3	3
Administrative costs	0	0
Expenses included in earlings related to post employment benefits	(13)	(18)
Actuarial gain (loss) arising from [abstract]
Liability experience adjustments	0	(1)
Changes in demographic assumptions	1	0
Changes in financial assumptions	(13)	(12)
Return on plan assets, excluding interest	0	0
Included in other comprehensive income, total	(12)	(13)
Statement of cash flows [abstract]
Employee contributions	0	0
Employer contributions	2	2
Benefits paid	109	14
Total	111	16
Foreign currency translation	(13)	(6)
Net defined benefit liability (asset) - ending balance	(258)	(331)
Defined benefit plans [member] | Obligation [member] | Funded Plans [Member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	(276)
Statement of cash flows [abstract]
Net defined benefit liability (asset) - ending balance	(194)	(276)
Defined benefit plans [member] | Obligation [member] | Unfunded Plans [Member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	(55)
Statement of cash flows [abstract]
Net defined benefit liability (asset) - ending balance	(64)	(55)
Defined benefit plans [member] | Plan assets [member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	266	253
Expenses included in earnings [abstract]
Service cost	0	0
Past service cost	0	0
Interest (expense) income	7	10
Settlements	0	0
Administrative costs	1	0
Expenses included in earlings related to post employment benefits	6	10
Actuarial gain (loss) arising from [abstract]
Liability experience adjustments	0	0
Changes in demographic assumptions	0	0
Changes in financial assumptions	0	0
Return on plan assets, excluding interest	12	5
Included in other comprehensive income, total	12	5
Statement of cash flows [abstract]
Employee contributions	0	0
Employer contributions	19	7
Benefits paid	(109)	(14)
Total	(90)	(7)
Foreign currency translation	11	5
Net defined benefit liability (asset) - ending balance	205	266
Defined benefit plans [member] | Net [member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	(65)	(57)
Expenses included in earnings [abstract]
Service cost	(7)	(6)
Past service cost	0	(2)
Interest (expense) income	(2)	(3)
Settlements	3	3
Administrative costs	1	0
Expenses included in earlings related to post employment benefits	(7)	(8)
Actuarial gain (loss) arising from [abstract]
Liability experience adjustments	0	(1)
Changes in demographic assumptions	1	0
Changes in financial assumptions	(13)	(12)
Return on plan assets, excluding interest	12	5
Included in other comprehensive income, total	0	(8)
Statement of cash flows [abstract]
Employee contributions	0	0
Employer contributions	21	9
Benefits paid	0	0
Total	21	9
Foreign currency translation	(2)	(1)
Net defined benefit liability (asset) - ending balance	(53)	(65)
Other post-employment benefit plans [member] | Obligation [member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	(76)	(67)
Expenses included in earnings [abstract]
Service cost	(3)	(3)
Past service cost	0	0
Interest (expense) income	(3)	(2)
Settlements	0	0
Administrative costs	0	0
Expenses included in earlings related to post employment benefits	(6)	(5)
Actuarial gain (loss) arising from [abstract]
Liability experience adjustments	0	(1)
Changes in demographic assumptions	0	0
Changes in financial assumptions	(5)	(1)
Return on plan assets, excluding interest	0	0
Included in other comprehensive income, total	(5)	(2)
Statement of cash flows [abstract]
Employee contributions	(1)	(1)
Employer contributions	2	2
Benefits paid	1	1
Total	2	2
Foreign currency translation	(4)	(4)
Net defined benefit liability (asset) - ending balance	(89)	(76)
Other post-employment benefit plans [member] | Obligation [member] | Funded Plans [Member]
Statement of cash flows [abstract]
Net defined benefit liability (asset) - ending balance	0
Other post-employment benefit plans [member] | Obligation [member] | Unfunded Plans [Member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	(76)
Statement of cash flows [abstract]
Net defined benefit liability (asset) - ending balance	(89)	(76)
Other post-employment benefit plans [member] | Plan assets [member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	0	0
Expenses included in earnings [abstract]
Service cost	0	0
Past service cost	0	0
Interest (expense) income	0	0
Settlements	0	0
Administrative costs	0	0
Expenses included in earlings related to post employment benefits	0	0
Actuarial gain (loss) arising from [abstract]
Liability experience adjustments	0	0
Changes in demographic assumptions	0	0
Changes in financial assumptions	0	0
Return on plan assets, excluding interest	0	0
Included in other comprehensive income, total	0	0
Statement of cash flows [abstract]
Employee contributions	0	0
Employer contributions	0	0
Benefits paid	0	0
Total	0	0
Foreign currency translation	0	0
Net defined benefit liability (asset) - ending balance	0	0
Other post-employment benefit plans [member] | Net [member]
Disclosure of defined benefit plans [line items]
Net defined benefit liability (asset) - beginning balance	(76)	(67)
Expenses included in earnings [abstract]
Service cost	(3)	(3)
Past service cost	0	0
Interest (expense) income	(3)	(2)
Settlements	0	0
Administrative costs	0	0
Expenses included in earlings related to post employment benefits	(6)	(5)
Actuarial gain (loss) arising from [abstract]
Liability experience adjustments	0	(1)
Changes in demographic assumptions	0	0
Changes in financial assumptions	(5)	(1)
Return on plan assets, excluding interest	0	0
Included in other comprehensive income, total	(5)	(2)
Statement of cash flows [abstract]
Employee contributions	(1)	(1)
Employer contributions	2	2
Benefits paid	1	1
Total	2	2
Foreign currency translation	(4)	(4)
Net defined benefit liability (asset) - ending balance	$ (89)	$ (76)

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POST-EMPLOYMENT BENEFITS - Post-employment benefits expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Classes of employee benefits expense [abstract]
Defined contribution pension plans	$ 52	$ 50
Defined benefit pension plans	7	8
Other post-employment benefit plans	6	5
Post-employment benefits expense	65	63
Cost of sales [member]
Classes of employee benefits expense [abstract]
Post-employment benefits expense	34	30
General and administrative [member]
Classes of employee benefits expense [abstract]
Post-employment benefits expense	21	24
Other expenses [member]
Classes of employee benefits expense [abstract]
Post-employment benefits expense	5	4
Other finance costs [member]
Classes of employee benefits expense [abstract]
Post-employment benefits expense	$ 5	$ 5

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POST-EMPLOYMENT BENEFITS - Assumptions and sensitivities (Details) - Weighted average [member]	Dec. 31, 2017	Dec. 31, 2016
Defined benefit plans [member] | Future benefit expenses [member]
Disclosure of sensitivity analysis for actuarial assumptions [abstract]
Discount rate	3.00%	3.00%
Expected long-term rate of return on assets	3.00%	3.00%
Rate of increase in compensation levels	3.00%	3.00%
Defined benefit plans [member] | Future benefit obligations [Member]
Disclosure of sensitivity analysis for actuarial assumptions [abstract]
Discount rate	3.00%	4.00%
Rate of increase in compensation levels	3.00%	3.00%
Other post-employment benefit plans [member] | Future benefit expenses [member]
Disclosure of sensitivity analysis for actuarial assumptions [abstract]
Discount rate	4.00%	4.00%
Other post-employment benefit plans [member] | Future benefit obligations [Member]
Disclosure of sensitivity analysis for actuarial assumptions [abstract]
Discount rate	4.00%	4.00%

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POST-EMPLOYMENT BENEFITS - Assumed and ultimate health care cost trend rates (Details) - Other post-employment benefit plans [member] - yr	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Weighted average [member]
Average duration of benefit obligation [abstract]
Average duration of benefit obligation	15	14
Weighted average [member] | Active [member]
Average duration of benefit obligation [abstract]
Average duration of benefit obligation	19	18
Weighted average [member] | Retired [member]
Average duration of benefit obligation [abstract]
Average duration of benefit obligation	12	11
Weighted average [member] | Male [member]
Mortality assumptions per latest available standard mortality tables [abstract]
Average life expectancy - currently aged 65 years (2016 - 65 years)	25	22
Weighted average [member] | Female [member]
Mortality assumptions per latest available standard mortality tables [abstract]
Average life expectancy - currently aged 65 years (2016 - 65 years)	27	24
Assumed [member] | Weighted average [member]
Disclosure of defined benefit plans [line items]
Health care cost trend rate	6.00%	7.00%
Ultimate [member]
Disclosure of defined benefit plans [line items]
Fiscal year the rate reaches the ultimate trend rate	2023	2023
Ultimate [member] | Weighted average [member]
Disclosure of defined benefit plans [line items]
Health care cost trend rate	5.00%	5.00%

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POST-EMPLOYMENT BENEFITS - Assumed and ultimate health care cost trend rates (Parenthetical) (Details) - yr	Dec. 31, 2017	Dec. 31, 2016
Disclosure of defined benefit plans [abstract]
Actuarial assumption, Average life expectancy	60	65

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POST-EMPLOYMENT BENEFITS - Defined benefit pension plans - Asset allocation (Details)	Dec. 31, 2017	Dec. 31, 2016
Equity securities [member]
Defined benefit pension plans - asset allocation [abstract]
Target allocation	46.00%
Equity securities [member] | Canada [member]
Defined benefit pension plans - asset allocation [abstract]
Plan assets	13.00%	11.00%
Equity securities [member] | UNITED STATES
Defined benefit pension plans - asset allocation [abstract]
Plan assets	3.00%	1.00%
Equity securities [member] | International [member]
Defined benefit pension plans - asset allocation [abstract]
Plan assets	26.00%	15.00%
Equity securities [member] | Emerging market [member]
Defined benefit pension plans - asset allocation [abstract]
Plan assets	7.00%	4.00%
Debt securities [member]
Defined benefit pension plans - asset allocation [abstract]
Target allocation	53.00%
Debt securities [member] | Canada [member]
Defined benefit pension plans - asset allocation [abstract]
Plan assets	50.00%	34.00%
Debt securities [member] | UNITED STATES
Defined benefit pension plans - asset allocation [abstract]
Plan assets	1.00%	22.00%
Cash and other [member]
Defined benefit pension plans - asset allocation [abstract]
Target allocation	1.00%
Plan assets	0.00%	13.00%

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POST-EMPLOYMENT BENEFITS (Narrative) (Details) $ in Millions	12 Months Ended
	Dec. 31, 2017 USD ($)
Disclosure of defined benefit plans [line items]
Estimated contribution to fund our defined benefit pension plans for 2018	$ 5
Description of methods and assumptions used in preparing sensitivity analysis for actuarial assumptions	Discount rate – liabilities High-quality (minimum AA) fixed income investments with cash flows that match the currency, timing and amount of the expected cash flows of the plans Rate of return – assets Long-term expectations of inflation and real return for each asset class, weighted in accordance with the investment policy for the plans Real returns and inflation Current market conditions, historical capital market data and future expectations Life expectancy Actuarial mortality tables published in Canada and the United States
Change in discount rate, impact on defined benefit obligation	$ 53
Stated percentage impact sensitivity	1.00%
Top of range [member]
Disclosure of defined benefit plans [line items]
Participants of retirement benefit plan receiving benefits, percentage	5.00%

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SHARE-BASED PAYMENTS - Plan features (Details)	12 Months Ended
	Dec. 31, 2017
Stock Options [member]
Plan features [abstract]
Eligibility	Officers and employees
Granted	Annually
Vesting period	25% per year over four years
Term	10 years
Settlement	Shares
Stock Appreciation Rights [member]
Plan features [abstract]
Eligibility	Certain employees outside Canada	[1]
Granted	Annually	[1]
Vesting period	25% per year over four years	[1]
Term	10 years	[1]
Settlement	Cash	[1]
Performance Share Units [member]
Plan features [abstract]
Eligibility	Executive officers and other eligible employees
Granted	Annually
Vesting period	three-year performance cycle
Settlement	Cash
Restricted Share Units [Member]
Plan features [abstract]
Eligibility	Eligible employees
Granted	Annually
Vesting period	vest at the end of the three-year vesting period
Settlement	Cash
Director Deferred Share [member]
Plan features [abstract]
Eligibility	Non-executive directors
Granted	At the discretion of the Board of Directors
Vesting period	Fully vested upon grant
Settlement	In cash on director's departure from the Board of Directors

[1] Effective January 1, 2015, tandem stock appreciation rights (TSARs) were no longer issued to eligible officers and employees. TSARs granted in Canada prior to January 1, 2015 have similar terms and vesting conditions to SARs and also provide the holder with the ability to choose between (a) receiving the price of our shares on the date of exercise in excess of the exercise price of the right and (b) receiving common shares by paying the exercise price of the right. Our past experience and future expectat ion is that substantially all option holders will elect to exercise their options as a SAR, surrendering their options and receiving settlement in cash. TSARs are included with the SARs disclosure in the following tables.

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SHARE-BASED PAYMENTS - Stock option and SAR activity (Details) shares in Thousands		12 Months Ended
		Dec. 31, 2017 USD ($) shares		Dec. 31, 2016 USD ($) shares	Dec. 31, 2014 shares
Stock option and SAR activity [abstract]
Granted | $		$ 96.67		$ 92.86
Stock Options and Stock Appreciation Rights [Member]
Stock option and SAR activity [abstract]
Outstanding, beginning of year		2,393	[1]	2,130
Granted		523		603
Forfeited		(4)		(8)
Exercised		(228)		(329)
Expired		(3)		(3)
Outstanding, end of year	[1]	2,681		2,393
Outstanding, beginning of year | $		$ 93.33	[1]	$ 92.78
Granted | $		103.22		84.37
Forfeited | $		95.01		68.39
Exercised | $		89.99		73.31
Expired | $		55.97		90.52
Outstanding, end of year | $	[1]	$ 95.64		$ 93.33
Exercisable, end of year		1,333		1,088
Exercisable, end of year | $		$ 93.2		$ 90.7
Maximum available for future grants, end of year		4,712		4,973
Weighted average fair value of outstanding | $		$ 26.21		$ 24.24
Weighted average share price at exercise date | $		$ 109.14		$ 99.01
Stock Appreciation Rights [member]
Stock option and SAR activity [abstract]
Outstanding, beginning of year		1,456
Granted				960	775
Outstanding, end of year		1,300		1,456

[1] Includes 1,300 thousand SARs ( 2016 – 1,456 thousand), of which 775 thousand ( 2016 – 960 thousand) issued prior to January 1, 2015 have options attached. Stock options and SARs with options attached are potentially dilutive.

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SHARE-BASED PAYMENTS - Stock option and SAR outstanding (Details) shares in Thousands	Dec. 31, 2017 USD ($) shares yr		Dec. 31, 2016 USD ($) shares yr		Dec. 31, 2015 USD ($) shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Remaining contractual life | yr	4		5
Stock Options and Stock Appreciation Rights [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Remaining contractual life | yr	6
Options outstanding, Units	2,681	[1]	2,393	[1]	2,130
Options outstanding, Exercise price | $	$ 95.64	[1]	$ 93.33	[1]	$ 92.78
Options exercisable, Units	1,333		1,088
Options exercisable, Exercise price | $	$ 93.2		$ 90.7
Stock Appreciation Rights [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Options outstanding, Units	1,300		1,456
Less than $86.32 [member] | Stock Options and Stock Appreciation Rights [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Remaining contractual life | yr	7
Options outstanding, Units	720
Options outstanding, Exercise price | $	$ 79.27
Options exercisable, Units	268
Options exercisable, Exercise price | $	$ 70.67
$86.33 to $90.83 [member] | Stock Options and Stock Appreciation Rights [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Remaining contractual life | yr	5
Options outstanding, Units	586
Options outstanding, Exercise price | $	$ 89.98
Options exercisable, Units	461
Options exercisable, Exercise price | $	$ 89.83
$90.84 to $102.18 [member] | Stock Options and Stock Appreciation Rights [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Remaining contractual life | yr	4
Options outstanding, Units	348
Options outstanding, Exercise price | $	$ 98.64
Options exercisable, Units	347
Options exercisable, Exercise price | $	$ 98.64
$102.19 to $109.55 [member] | Stock Options and Stock Appreciation Rights [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Remaining contractual life | yr	8
Options outstanding, Units	532
Options outstanding, Exercise price | $	$ 103.22
Options exercisable, Units	9
Options exercisable, Exercise price | $	$ 103.45
$109.56 to $115.87 [member] | Stock Options and Stock Appreciation Rights [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Remaining contractual life | yr	6
Options outstanding, Units	495
Options outstanding, Exercise price | $	$ 115.87
Options exercisable, Units	248
Options exercisable, Exercise price | $	$ 115.87

[1] Includes 1,300 thousand SARs ( 2016 – 1,456 thousand), of which 775 thousand ( 2016 – 960 thousand) issued prior to January 1, 2015 have options attached. Stock options and SARs with options attached are potentially dilutive.

XML

SHARE-BASED PAYMENTS - PSU and RSU activity (Details) shares in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($) shares	Dec. 31, 2016 USD ($) shares
Performance Share Units [member]
PSU and RSU activity [abstract]
Outstanding, beginning of year	614	608
Granted	336	198
Forfeited	(5)	(4)
Exercised	(323)	(188)
Outstanding, end of year	622	614
Weighted average fair value of outstanding | $	$ 137.41	$ 121.41
Restricted Share Units [Member]
PSU and RSU activity [abstract]
Outstanding, beginning of year	262	121
Granted	121	146
Forfeited	(9)	(5)
Exercised	(1)	0
Outstanding, end of year	373	262
Weighted average fair value of outstanding | $	$ 112.35	$ 100.25

XML

SHARE-BASED PAYMENTS - Compensation expense by plan (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of terms and conditions of share-based payment arrangement [line items]
Compensation expense by plan	$ 69	$ 55
Stock Options [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Compensation expense by plan	11	8
SARs [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Compensation expense by plan	3	3
TSARs [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Compensation expense by plan	5	1
PSUs [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Compensation expense by plan	31	29
RSUs [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Compensation expense by plan	15	10
DSUs [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Compensation expense by plan	$ 4	$ 4

XML

SHARE-BASED PAYMENTS - Liabilities for cash-settled plans (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Expense from share-based payment transactions in which goods or services received did not qualify for recognition as assets [abstract]
Total fair value liability for cash-settled plans	$ 135	$ 115
Total intrinsic liability for cash-settled plans	$ 130	$ 100

XML

SHARE-BASED PAYMENTS - Valuation model inputs (Details)	12 Months Ended
	Dec. 31, 2017 USD ($) yr	Dec. 31, 2016 USD ($) yr
Disclosure of terms and conditions of share-based payment arrangement [abstract]
Grant price (NYSE closing price on day immediately preceding grant date)	$ 96.67	$ 92.86
Share price (NYSE closing price at December 31	$ 115	$ 100.55
Expected annual volatility (%)	25.10%	28.33%
Risk-free interest rate (%)	1.74%	1.54%
Expected annual dividend yield (%)	3.04%	3.48%
Expected life (years) | yr	4	5
Forfeiture rate (%)	0.57%	0.59%

XML

SHARE-BASED PAYMENTS (Narrative) (Details) shares in Thousands, $ in Millions		12 Months Ended
		Dec. 31, 2017 USD ($) shares	Dec. 31, 2016 USD ($) shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Unrecognized compensation expense		$ 52
Awards settled in cash		$ 40	$ 41
Stock Appreciation Rights [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Number of share options outstanding in share-based payment arrangement | shares		1,300	1,456
Vesting period	[1]	25% per year over four years
Performance Share Units [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Vesting period		three-year performance cycle
Restricted Share Units [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Vesting period		vest at the end of the three-year vesting period

[1] Effective January 1, 2015, tandem stock appreciation rights (TSARs) were no longer issued to eligible officers and employees. TSARs granted in Canada prior to January 1, 2015 have similar terms and vesting conditions to SARs and also provide the holder with the ability to choose between (a) receiving the price of our shares on the date of exercise in excess of the exercise price of the right and (b) receiving common shares by paying the exercise price of the right. Our past experience and future expectat ion is that substantially all option holders will elect to exercise their options as a SAR, surrendering their options and receiving settlement in cash. TSARs are included with the SARs disclosure in the following tables.

XML

CASH FLOW INFORMATION - Cash and cash equivalents (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Cash and cash equivalents [abstract]
Cash	$ 447	$ 408
Short-term investments (original maturity of three months or less)	19	4
Cash and cash equivalents	$ 466	$ 412	$ 515

XML

CASH FLOW INFORMATION - Net changes in non-cash operating working capital (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Adjustments to reconcile profit (loss) [abstract]
Accounts receivable	$ (175)	$ (177)
Inventories	(151)	230
Prepaid expenses and deposits	(156)	(137)
Accounts payable	467	556
Net changes in non-cash operating working capital	$ (15)	$ 472

XML

ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Trade and other receivables [abstract]
Trade accounts	$ 2,247	$ 1,980
Allowance for doubtful accounts	(78)	(76)
Rebates	163	250
Other non-trade accounts	49	36
Derivative financial instruments	9	2
Other taxes	16	16
Accounts receivable	$ 2,406	$ 2,208

XML

ACCOUNTS RECEIVABLE - Trade accounts receivable - aging (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Disclosure of provision matrix [line items]
Trade accounts receivable - aging	$ 2,247	$ 1,980
Allowance for doubtful accounts	(78)	(76)
Current [member]
Disclosure of provision matrix [line items]
Trade accounts receivable - aging	1,762	1,597
Allowance for doubtful accounts	(4)	(10)
30 days or less [member]
Disclosure of provision matrix [line items]
Trade accounts receivable - aging	210	152
Allowance for doubtful accounts	0	(3)
31-60 days [member]
Disclosure of provision matrix [line items]
Trade accounts receivable - aging	78	43
Allowance for doubtful accounts	0	(2)
61-90 days [member]
Disclosure of provision matrix [line items]
Trade accounts receivable - aging	32	21
Allowance for doubtful accounts	(1)	(2)
Later than three months [member]
Disclosure of provision matrix [line items]
Trade accounts receivable - aging	165	167
Allowance for doubtful accounts	$ (73)	$ (59)

XML

ACCOUNTS RECEIVABLE (Narrative) (Details) $ in Millions	12 Months Ended
	Dec. 31, 2017 USD ($)
Disclosure Of Detailed Information About Borrowings [Line Items]
Percentage of entity's revenue	10.00%
Information about major customers	No single customer accounts for more than 10 percent of our sales.
Held by customers of financial institution [member]
Disclosure Of Detailed Information About Borrowings [Line Items]
Description of arrangement for contingent consideration arrangements and indemnification assets	Agrium has only a limited recourse involvement to the extent of an indemnification of the institution for 50 percent of its future bad debts to a maximum of 5 percent of the qualified customer loans
Outstanding customer credit	$ 528

XML

INVENTORIES (Details) - USD ($) $ in Millions		Dec. 31, 2017	Dec. 31, 2016
Classes of current inventories [abstract]
Merchandise	[1]	$ 2,571	$ 2,454
Raw materials		383	404
Finished goods		367	372
Inventories		$ 3,321	$ 3,230

[1] Includes biological assets of $ 6 -million ( 2016 – $ 17 -million) measured at FVLCD, a Level 3 measurement

XML

INVENTORIES (Narrative) (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Level 3 of fair value hierarchy [member]
Disclosure of fair value measurement of assets [line items]
Inventories, at fair value less costs to sell	$ 6	$ 17

XML

PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2017		Dec. 31, 2016
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		$ 6,818
Depreciation		(420)		$ (385)
Ending balance		7,091		6,818
Cost [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		10,097		9,206
Additions		893		749
Business acquisitions		40		119
Disposals		(244)		(96)
Transfers		0	[1]	0
Other adjustments		(753)	[2]	(51)
Foreign currency translation		227		170
Ending balance		10,260		10,097
Accumulated depreciation [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		(3,279)		2,873
Depreciation		(458)		(431)
Disposals		(219)		(67)
Other adjustments		422	[2]	0
Foreign currency translation		(73)		(42)
Ending balance		(3,169)		(3,279)
Land [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		134
Ending balance		120		134
Land [member] | Cost [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		134		126
Additions		5		4
Business acquisitions		2		6
Disposals		(2)		(3)
Transfers		0	[1]	0
Other adjustments		(21)	[2]	0
Foreign currency translation		2		1
Ending balance		120		134
Land [member] | Accumulated depreciation [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		0		0
Depreciation		0		0
Disposals		0		0
Other adjustments		0	[2]	0
Foreign currency translation		0		0
Ending balance		0		0
Buildings and improvements [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		2,765
Ending balance		3,012		2,765
Buildings and improvements [member] | Cost [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		3,457		3,307
Additions		230		42
Business acquisitions		19		52
Disposals		(19)		(25)
Transfers		127	[1]	43
Other adjustments		(244)	[2]	(37)
Foreign currency translation		93		75
Ending balance		3,663		3,457
Buildings and improvements [member] | Accumulated depreciation [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		(692)		603
Depreciation		(113)		(103)
Disposals		(13)		(20)
Other adjustments		154	[2]	0
Foreign currency translation		(13)		(6)
Ending balance		(651)		(692)
Machinery and equipment [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		2,332
Ending balance		3,209		2,332
Machinery and equipment [member] | Cost [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		4,845		4,379
Additions		216		174
Business acquisitions		19		61
Disposals		(216)		(68)
Transfers		999	[1]	230
Other adjustments		(297)	[2]	(14)
Foreign currency translation		118		83
Ending balance		5,684		4,845
Machinery and equipment [member] | Accumulated depreciation [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		(2,513)		2,208
Depreciation		(335)		(317)
Disposals		(203)		(47)
Other adjustments		229	[2]	0
Foreign currency translation		(59)		(35)
Ending balance		(2,475)		(2,513)
Assets under construction [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		1,453
Ending balance		660		1,453
Assets under construction [member] | Cost [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance	[3]	1,453	[4]	1,209
Additions		440	[4]	528	[3]
Business acquisitions		0	[4]	0	[3]
Disposals		(4)	[4]	0	[3]
Transfers		(1,139)	[1],[4]	(291)	[3]
Other adjustments		(101)	[2],[4]	0	[3]
Foreign currency translation		11	[4]	7	[3]
Ending balance	[4]	660		1,453	[3]
Assets under construction [member] | Accumulated depreciation [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		0		0
Depreciation		0		0
Disposals		0		0
Other adjustments		0	[2]	0
Foreign currency translation		0		0
Ending balance		0		0
Other [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		134
Ending balance		90		134
Other [member] | Cost [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		208		185
Additions		2		1
Business acquisitions		0		0
Disposals		(3)		0
Transfers		13	[1]	18
Other adjustments		(90)	[2]	0
Foreign currency translation		3		4
Ending balance		133		208
Other [member] | Accumulated depreciation [member]
Disclosure of detailed information about property, plant and equipment [line items]
Beginning balance		(74)		62
Depreciation		(10)		(11)
Disposals		(3)		0
Other adjustments		39	[2]	0
Foreign currency translation		(1)		(1)
Ending balance		$ (43)		$ (74)

[1] We transferred $ 662 -million related to the Borger expansion project from assets under construction to buildings and improvements and machinery and equipment when the assets became ava ilable for use.

[2] Other adjustments include assets classified as held for sale with a net book value of $ 291 -million

[3] Assets under construction include assets in the following operating segments: nitrogen assets of $ 1.2 -billion, potash assets of $ 140 -million and $ 113 -million in various other operating segments. Assets in the nitrogen and potash operating segments include greenfield assets of $ 116 -million and brownfield assets of $ 860 -million.

[4] Assets under construction include assets in the following operating segments: nitrogen assets of $ 452 -million, potash assets of $ 90 -million and $ 118 -million in various other operating segments. Assets in the nitrogen and potash operating segments include greenfield assets of $ 116 -million and brownfield assets of $ 292 -million.

XML

PROPERTY, PLANT AND EQUIPMENT - Depreciation of property, plant and equipment (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of detailed information about property, plant and equipment [line items]
Depreciation of property, plant and equipment	$ 420	$ 385
Recorded in cost of product sold [member]
Disclosure of detailed information about property, plant and equipment [line items]
Depreciation of property, plant and equipment	222	204
Selling [member]
Disclosure of detailed information about property, plant and equipment [line items]
Depreciation of property, plant and equipment	176	160
General and administrative [member]
Disclosure of detailed information about property, plant and equipment [line items]
Depreciation of property, plant and equipment	22	21
Inventory [member]
Disclosure of detailed information about property, plant and equipment [line items]
Depreciation of property, plant and equipment	$ 11	$ 24

XML

PROPERTY, PLANT AND EQUIPMENT - Turnaround costs included in machinery and equipment (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017		Dec. 31, 2016
Turnaround costs included in machinery and equipment [abstract]
Depreciation	$ (420)		$ (385)
Machinery, Temporarily Idle [Member]
Turnaround costs included in machinery and equipment [abstract]
Balance, beginning of year	147
Balance, end of year	190		147
Cost [member]
Turnaround costs included in machinery and equipment [abstract]
Additions	893		749
Other adjustments	(753)	[1]	(51)
Cost [member] | Machinery, Temporarily Idle [Member]
Turnaround costs included in machinery and equipment [abstract]
Balance, beginning of year	316		273
Additions	111		44
Retirements	(86)		(1)
Other adjustments	(36)		0
Balance, end of year	305		316
Accumulated depreciation [member]
Turnaround costs included in machinery and equipment [abstract]
Depreciation	(458)		(431)
Other adjustments	422	[1]	0
Accumulated depreciation [member] | Machinery, Temporarily Idle [Member]
Turnaround costs included in machinery and equipment [abstract]
Balance, beginning of year	(169)		(102)
Depreciation	(57)		(68)
Retirements	85		1
Other adjustments	26		0
Balance, end of year	$ (115)		$ (169)

[1] Other adjustments include assets classified as held for sale with a net book value of $ 291 -million

XML

PROPERTY, PLANT AND EQUIPMENT (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of operating segments [line items]
Property, plant and equipment	$ 7,091	$ 6,818
Brownfield [member]
Disclosure of operating segments [line items]
Property, plant and equipment	292
Greenfield [member]
Disclosure of operating segments [line items]
Property, plant and equipment	116
Assets classified as held for sale [member]
Disclosure of operating segments [line items]
Property, plant and equipment	291
Assets under construction [member]
Disclosure of operating segments [line items]
Property, plant and equipment	660	1,453
Assets under construction [member] | Borger expansion [member]
Disclosure of operating segments [line items]
Transfers from assets under contruction	662
Nitrogen segment [member] | Assets under construction [member]
Disclosure of operating segments [line items]
Property, plant and equipment	452	1,200
Potash segment [member] | Assets under construction [member]
Disclosure of operating segments [line items]
Property, plant and equipment	90	140
Various other segments [member] | Assets under construction [member]
Disclosure of operating segments [line items]
Property, plant and equipment	$ 118	$ 113

XML

INTANGIBLES AND GOODWILL (Details) - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2017		Dec. 31, 2016
Intagible assets other than goodwill [abstract]
Begining balance		$ 566
Amortization		110		$ 108
Ending balance		518		566
Goowill [abstract]
Begining Balance		2,095
Ending Balance		2,228		2,095
Gross carrying amount [member]
Intagible assets other than goodwill [abstract]
Begining balance		1,241		1,166
Additions		21		22
Business acquisitions		27		25
Disposals		34
Amortization		(34)
Other adjustments		7		25
Foreign currency translation		26		3
Ending balance		1,288		1,241
Goowill [abstract]
Begining Balance		2,290		2,177
Additions		122		105
Other adjustments				10
Foreign currency translation		28		(2)
Ending Balance		2,440		2,290
Accumulated depreciation, amortisation and impairment [member]
Intagible assets other than goodwill [abstract]
Begining balance		(675)		(534)
Disposals		(34)
Amortization		(110)		(108)
Other adjustments		(7)		(33)
Foreign currency translation		(12)		0
Ending balance		(770)		(675)
Goowill [abstract]
Begining Balance		(195)		(197)
Other adjustments		0		0
Foreign currency translation		(17)		2
Ending Balance		(212)		(195)
Accumulated impairment [member]
Goowill [abstract]
Begining Balance		(195)		(197)
Additions				0
Other adjustments				0
Foreign currency translation				2
Ending Balance				(195)
Brand names [member]
Intagible assets other than goodwill [abstract]
Begining balance	[1]	24
Ending balance		27	[2]	24	[1]
Brand names [member] | Gross carrying amount [member]
Intagible assets other than goodwill [abstract]
Begining balance	[1]	30	[2]	30
Additions		0	[2]	0	[1]
Business acquisitions		0	[2]	0	[1]
Disposals	[2]	0
Amortization	[2]	0
Other adjustments		0	[2]	0	[1]
Foreign currency translation		4	[2]	0	[1]
Ending balance	[2]	34		30	[1]
Brand names [member] | Accumulated depreciation, amortisation and impairment [member]
Intagible assets other than goodwill [abstract]
Begining balance		(6)		(5)
Disposals		0
Amortization		(1)		(1)
Other adjustments		0		0
Foreign currency translation		0		0
Ending balance		(7)		(6)
Customer relationships [member]
Intagible assets other than goodwill [abstract]
Begining balance		340
Ending balance		291	[3]	340
Customer relationships [member] | Gross carrying amount [member]
Intagible assets other than goodwill [abstract]
Begining balance		742	[3]	755
Additions		0	[3]	0
Business acquisitions		0	[3]	3
Disposals		0
Amortization	[3]	0
Other adjustments		0	[3]	(17)
Foreign currency translation		7	[3]	1
Ending balance	[3]	749		742
Customer relationships [member] | Accumulated depreciation, amortisation and impairment [member]
Intagible assets other than goodwill [abstract]
Begining balance		(402)		(346)
Disposals		0
Amortization		(50)		(56)
Other adjustments		0		0
Foreign currency translation		(6)		0
Ending balance		(458)		(402)
Technology [member]
Intagible assets other than goodwill [abstract]
Begining balance		102
Ending balance		96		102
Technology [member] | Gross carrying amount [member]
Intagible assets other than goodwill [abstract]
Begining balance		191		148
Additions		10		15
Business acquisitions		0		0
Disposals		34
Amortization		(34)
Other adjustments		0		26
Foreign currency translation		9		2
Ending balance		176		191
Technology [member] | Accumulated depreciation, amortisation and impairment [member]
Intagible assets other than goodwill [abstract]
Begining balance		(89)		(45)
Disposals		(34)
Amortization		(20)		(18)
Other adjustments		0		(26)
Foreign currency translation		(5)		0
Ending balance		(80)		(89)
Other [member]
Intagible assets other than goodwill [abstract]
Begining balance		100
Ending balance		104		100
Other [member] | Gross carrying amount [member]
Intagible assets other than goodwill [abstract]
Begining balance		278		233
Additions		11		7
Business acquisitions		27		22
Disposals		0
Amortization		0
Other adjustments		7		16
Foreign currency translation		6		0
Ending balance		329		278
Other [member] | Accumulated depreciation, amortisation and impairment [member]
Intagible assets other than goodwill [abstract]
Begining balance		(178)		(138)
Disposals		0
Amortization		(39)		(33)
Other adjustments		(7)		(7)
Foreign currency translation		(1)		0
Ending balance		$ (225)		$ (178)

[1] Trade names with a net book value of $ 17 -million have indefinite useful lives for accounting purposes.

[2] Trade names with a net book value of $ 19 -million have indefinite useful lives for accounting purposes.

[3] The remaining amortization period of customer relationships at December 31, 2017 , is approximately six years.

XML

INTANGIBLES AND GOODWILL - Amortization of finite-lived intangibles (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of detailed information about intangible assets [line items]
Amortization of intangibles	$ 110	$ 108
Recorded in cost of product sold [member]
Disclosure of detailed information about intangible assets [line items]
Amortization of intangibles	3	3
Selling [member]
Disclosure of detailed information about intangible assets [line items]
Amortization of intangibles	99	103
General and administrative [member]
Disclosure of detailed information about intangible assets [line items]
Amortization of intangibles	$ 8	$ 2

XML

INTANGIBLES AND GOODWILL - Goodwill by cash generating unit (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Disclosure of detailed information about intangible assets [line items]
Goodwill	$ 2,228	$ 2,095
Retail North America [member]
Disclosure of detailed information about intangible assets [line items]
Goodwill	2,090	1,972
Retail Austrailia [member]
Disclosure of detailed information about intangible assets [line items]
Goodwill	130	115
Other [member]
Disclosure of detailed information about intangible assets [line items]
Goodwill	$ 8	$ 8

XML

INTANGIBLES AND GOODWILL (Narrative) (Details) $ in Millions	Dec. 31, 2017 USD ($) yr	Dec. 31, 2016 USD ($)
Trade names [member]
Disclosure of detailed information about intangible assets [line items]
Intangible assets with indefinite useful life | $	$ 19	$ 17
Customer relationships [member]
Disclosure of detailed information about intangible assets [line items]
Remaining amortisation period of intangible assets material to entity | yr	6
Retail North America [member]
Disclosure of detailed information about intangible assets [line items]
Discount rate applied to cash flow projections	11.10%
Growth rate used to extrapolate cash flow projections	2.50%

XML

INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of financial information [line items]
Investments in associates	$ 346	$ 379
Investments in joint ventures	176	162
Investments in associates and joint ventures	$ 522	541
Profertil S.A. [Member]
Disclosure of financial information [line items]
Reporting Period, Joint Venture	Dec. 31, 2017
Ownership interest in Joint Venture	50.00%
Principal place of business of joint ventrues	Argentina
Investments in joint ventures	$ 176	162
Investments in associates and joint ventures	$ 177	163
Misr Fertilizers Production Company S.A.E. [Member]
Disclosure of financial information [line items]
Reporting Period, associates	Sep. 30, 2017
Ownership interest in associates	26.00%
Principal place of business of associate	Egypt
Investments in associates	$ 238	285
Investments in associates and joint ventures	185	206
Other associate [Member]
Disclosure of financial information [line items]
Investments in associates	$ 108	$ 94

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INVESTMENTS IN ASSOCIATES (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Jan. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Jan. 01, 2018
Disclosure of financial information [line items]
Current assets		$ 7,440	$ 6,861
Non-current assets		10,385	10,040
Total assets		17,942	16,963
Current liabilities		6,174	5,452
Total liabilities		11,814	10,789
Proportionate ownership interest in MOPCO		522	541
Carrying amount of interest in MOPCO		346	379
Income statement [abstract]
Sales		13,766	13,457
Net earnings (loss)		315	596
Other comprehensive loss		83	31
Comprehensive income (loss), net of tax		395	620
Misr Fertilizers Production Company S.A.E. [Member]
Disclosure of financial information [line items]
Current assets		158	29
Non-current assets		1,654	1,510
Total assets		1,812	1,539
Current liabilities		238	207
Non-current liabilities		863	538
Total liabilities		1,101	745
Net assets		711	794
Proportionate ownership interest in MOPCO		185	206
Dividend receivable		7	29
Unamortized purchase price adjustment		46	50
Carrying amount of interest in MOPCO		238	285
Income statement [abstract]
Sales		421	128
Net earnings (loss)		81	149
Other comprehensive loss		(158)	(131)
Comprehensive income (loss), net of tax		(77)	18
Proportionate share of MOPCO income (loss)		21	39
Purchase price adjustment amortization		(4)	(4)
Earnings (loss) from MOPCO		17	35
Proportionate share of MOPCO other comprehensive income		(41)	(34)
Proportionate share of MOPCO total comprehensive income		$ (24)	1
Proportion of ownership interest in associate		26.00%
Dividends received from MOPCO		$ 13	$ 0
Canpotex [Member]
Income statement [abstract]
Proportion Of Economic Interest In Associate		8.87%	10.30%
Proportion of ownership interest in associate		33.30%
Canpotex [Member] | The merger [member]
Income statement [abstract]
Proportion Of Economic Interest In Associate				63.82%
Voting interest held in associate	50.00%

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INVESTMENTS IN JOINT VENTURES (Details) - USD ($)		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Balance sheet [Abstract]
Current assets		$ 7,440,000,000	$ 6,861,000,000
Non-current assets		10,385,000,000	10,040,000,000
Total assets		17,942,000,000	16,963,000,000
Total liabilities		11,814,000,000	10,789,000,000
Proportionate share of net assets of Profertil		522,000,000	541,000,000
Loans and accrued interest	[1]	4,457,000,000	4,560,000,000
Carrying amount of interest in Profertil		176,000,000	162,000,000
Cash and cash equivalents		466,000,000	412,000,000	$ 515,000,000
Income statement [Abstract]
Sales		13,766,000,000	13,457,000,000
Depreciation and amortization		530,000,000	493,000,000
Income taxes		203,000,000	228,000,000
Profit (loss)		315,000,000	596,000,000
Total comprehensive income (loss)		$ 395,000,000	620,000,000
Profertil S.A. [Member]
Disclosure of financial information [line items]
Ownership interest in Joint Venture		50.00%
Voting right in Joint Venture		50.00%
Balance sheet [Abstract]
Current assets	[2]	$ 226,000,000	176,000,000
Non-current assets		548,000,000	595,000,000
Total assets		774,000,000	771,000,000
Current liabilities	[3]	212,000,000	195,000,000
Non-current liabilities	[4]	209,000,000	251,000,000
Total liabilities		421,000,000	446,000,000
Net assets		353,000,000	325,000,000
Proportionate share of net assets of Profertil		177,000,000	163,000,000
Elimination of unrealized profit		(1,000,000)	(1,000,000)
Carrying amount of interest in Profertil		176,000,000	162,000,000
Cash and cash equivalents		12,000,000	22,000,000
Current financial liabilities		77,000,000	59,000,000
Noncurrent financial liabilities		56,000,000	116,000,000
Income statement [Abstract]
Sales		432,000,000	392,000,000
Depreciation and amortization		22,000,000	26,000,000
Interest expense		21,000,000	24,000,000
Income taxes		20,000,000	39,000,000
Profit (loss)		26,000,000	51,000,000
Total comprehensive income (loss)		26,000,000	51,000,000
Proportionate share of Profertil earnings (loss)		13,000,000	26,000,000
Elimination of unrealized profit		0	1,000,000
Dividend And Interest Received From Joint Ventures		$ 0	$ 108,000,000

[1] Debentures have various provisions that allow redemption prior to maturity, at our optio n, at specified prices.

[2] Includes cash and cash equivalents of $ 12 -million ( 2016 – $ 22 -million)

[3] Includes current financial liabilities (excluding trade and other payables and provisions) of $ 77 -million ( 2016 – $ 59 -million)

[4] Includes non-current financial liabilities (excluding trade and other payables and provisions) of $ 56 -million ( 2016 – $ 116 -million)

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INVESTMENTS IN ASSOCIATES AND JOINT VENTURES - Transactions (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Misr Fertilizers Production Company S.A.E. [Member]
Related Party Transactions [Abstract]
Purchases related party	$ 26	$ 9
Canpotex [Member]
Related Party Transactions [Abstract]
Sales related party	178	162
Amounts receivable related party rransactions	18	29
Profertil S.A. [Member]
Related Party Transactions [Abstract]
Purchases related party	68	61
Amounts owed to related party	$ 11	$ 7

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OTHER ASSETS (Details) - USD ($) $ in Millions		Dec. 31, 2017	Dec. 31, 2016
Current assets [abstract]
Other non-financial assets		$ 2	$ 2
Other current assets		120	123
Non current assets [Abstract]
Other financial assets		32	28
Other non-financial assets		26	20
Other assets		58	48
Marketable Securities [Member]
Current assets [abstract]
Other financial assets	[1]	118	121
Reveivables
Non current assets [Abstract]
Other financial assets	[2]	$ 22	28
Interest rate		3.40%
Unsecured term loan receivable annual repayment amount		$ 8
Derivative financial instruments [Member]
Non current assets [Abstract]
Other financial assets		$ 10	$ 0
U.S. Equity Securities [Member]
Current assets [abstract]
Percentage Of Total Marketable Securities		10.00%
U.S. Government Debt Securities [Member]
Current assets [abstract]
Percentage Of Total Marketable Securities		36.00%
U.S. Corporate Debt Securities [Member]
Current assets [abstract]
Percentage Of Total Marketable Securities		45.00%

[1] Comprised primarily of U.S. equities ( 10 percent), U.S. Government debt ( 36 percent) and U.S. corporate debt ( 45 percent).

[2] Unsecured term loan receivable bearing interest at 3.4 percent per annum, repayable $ 8 -million annually until 2020.

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DEBT (Details) - USD ($)		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016
Current liabilities [abstract]
Short-term debt		$ 867,000,000	$ 604,000,000
Non-current liabilities [abstract]
Borrowings	[1]	4,457,000,000	4,560,000,000
Unamortized transaction costs		(49,000,000)	(52,000,000)
Current portion of long-term debt		(11,000,000)	(110,000,000)
Long-term debt	[1]	4,397,000,000	4,398,000,000
Debt capacity available		$ 3,501,000,000
Commerical paper [Member]
Current liabilities [abstract]
Maturity date		2018
Interest rate (%)	[2]	1.88%
Short-term debt	[3]	$ 565,000,000	306,000,000
Non-current liabilities [abstract]
Debt capacity available		$ 2,500,000,000
Credit facilities [Member]
Current liabilities [abstract]
Interest rate (%)	[2]	8.89%
Short-term debt	[4],[5]	$ 302,000,000	298,000,000
Floating rate bank loans [Member]
Non-current liabilities [abstract]
Borrowings	[1]	$ 0	10,000,000
7.7% debentures [Member]
Current liabilities [abstract]
Maturity date		2017
Interest rate (%)		7.70%
Non-current liabilities [abstract]
Borrowings	[1]	$ 0	100,000,000
6.75% debentures [Member]
Current liabilities [abstract]
Maturity date		2019
Interest rate (%)		6.75%
Non-current liabilities [abstract]
Borrowings	[1]	$ 500,000,000	500,000,000
3.15% debentures [Member]
Current liabilities [abstract]
Maturity date		2022
Interest rate (%)		3.15%
Non-current liabilities [abstract]
Borrowings	[1]	$ 500,000,000	500,000,000
3.5% debentures [Member]
Current liabilities [abstract]
Maturity date		2023
Interest rate (%)		3.50%
Non-current liabilities [abstract]
Borrowings	[1]	$ 500,000,000	500,000,000
3.375% debentures [Member]
Current liabilities [abstract]
Maturity date		2025
Interest rate (%)		3.375%
Non-current liabilities [abstract]
Borrowings	[1]	$ 550,000,000	550,000,000
7.8% debentures [Member]
Current liabilities [abstract]
Maturity date		2027
Interest rate (%)		7.80%
Non-current liabilities [abstract]
Borrowings	[1]	$ 125,000,000	125,000,000
4.125% debentures [Member]
Current liabilities [abstract]
Maturity date		2035
Interest rate (%)		4.125%
Non-current liabilities [abstract]
Borrowings	[1]	$ 450,000,000	450,000,000
7.125% debentures [Member]
Current liabilities [abstract]
Maturity date		2036
Interest rate (%)		7.125%
Non-current liabilities [abstract]
Borrowings	[1]	$ 300,000,000	300,000,000
6.125% debentures [Member]
Current liabilities [abstract]
Maturity date		2041
Interest rate (%)		6.125%
Non-current liabilities [abstract]
Borrowings	[1]	$ 500,000,000	500,000,000
4.9% debentures [Member]
Current liabilities [abstract]
Maturity date		2043
Interest rate (%)		4.90%
Non-current liabilities [abstract]
Borrowings	[1]	$ 500,000,000	500,000,000
5.25% debentures [Member]
Current liabilities [abstract]
Maturity date		2045
Interest rate (%)		5.25%
Non-current liabilities [abstract]
Borrowings	[1]	$ 500,000,000	500,000,000
Other [Member]
Non-current liabilities [abstract]
Borrowings	[1]	32,000,000	25,000,000
US Denominated debt [Member]
Current liabilities [abstract]
Short-term debt		164,000,000	236,000,000
Euro-denominated debt [Member]
Current liabilities [abstract]
Short-term debt		47,000,000	53,000,000
Other debt [Member]
Current liabilities [abstract]
Short-term debt		$ 91,000,000	$ 9,000,000
Multi-jurisdictional credit facility [Member]
Current liabilities [abstract]
Maturity date		2020
Non-current liabilities [abstract]
Debt capacity available		$ 2,500,000,000

[1] Debentures have various provisions that allow redemption prior to maturity, at our optio n, at specified prices.

[2] Weighted average rates at December 31, 2017

[3] Program maximum U.S. $ 2.5 -billion. Amounts borrowed under the commercial paper program reduce our borrowing capacity under the multi-jurisdictional credit facility.

[4] Short-term debt is unsecured and consists of U.S. dollar-denominated debt of $ 164 -million, euro-denominated debt of $ 47 -million and other debt of $ 91 -million ( 2016 – $ 236 -million, $ 53 -million and $ 9 -million).

[5] Total capacity available on our multi-jurisdictional credit facility, which expires in 2020 , is $ 2.5 -billion.

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DEBT - Capacity available (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Disclosure Of Detailed Information About Borrowings [Line Items]
Debt capacity available	$ 3,501
Short-term debt	(867)	$ (604)
Letters of credit issued	(1)
Remaining debt capacity available	2,633
Multi-jurisdictional credit facility [Member]
Disclosure Of Detailed Information About Borrowings [Line Items]
Debt capacity available	2,500
European facilities [Member]
Disclosure Of Detailed Information About Borrowings [Line Items]
Debt capacity available	240
South American facilities [Member]
Disclosure Of Detailed Information About Borrowings [Line Items]
Debt capacity available	211
Australian facilities [Member]
Disclosure Of Detailed Information About Borrowings [Line Items]
Debt capacity available	50
Accounts receivable securitization [Member]
Disclosure Of Detailed Information About Borrowings [Line Items]
Debt capacity available	$ 500

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DEBT - Continuity (Details) $ in Millions	12 Months Ended
	Dec. 31, 2017 USD ($)
Short-term borrowings [member]
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Liabilities arising from financing activities	$ 604
Cash flows reported as financing activities	258
Other adjustments	0
Foreign currency translation	5
Liabilities arising from financing activities	867
Long-term borrowings [member]
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Liabilities arising from financing activities	4,508	[1]
Cash flows reported as financing activities	(110)	[1]
Other adjustments	10	[1]
Foreign currency translation	0	[1]
Liabilities arising from financing activities	$ 4,408	[1]

[1] Includes current portion

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ACCOUNTS PAYABLE (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Accounts Payable [Abstract]
Trade	$ 2,576	$ 2,235
Customer prepayments	1,532	1,449
Accrued liabilities	728	670
Other taxes	28	32
Accrued interest	70	72
Dividends	121	121
Derivative financial liabilities	62	7
Share-based payments	89	76
Accounts payable	$ 5,206	$ 4,662

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OTHER PROVISIONS (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Other Provisions [Line Items]
Other Provisions - beginning	$ 381
Additional provisions or changes in estimates	225
Draw-downs	(34)
Reversals	(2)
Accretion	8	$ 7
Other adjustments	1
Foreign currency translation	6
Other Provisions - ending	585	381
Current portion	63	59
Non-current portion	522	322
Environmental remediation [member]
Other Provisions [Line Items]
Other Provisions - beginning	141
Additional provisions or changes in estimates	23
Draw-downs	(20)
Reversals	0
Accretion	2
Other adjustments	0
Foreign currency translation	3
Other Provisions - ending	149	$ 141
Current portion	22
Non-current portion	$ 127
Description of expected timing of outflows, other provisions	2018 and 2042
Environmental remediation [member] | Bottom of range [member]
Other Provisions [Line Items]
Disount Rate Applied To Obligations Estimate	0.65%	0.65%
Environmental remediation [member] | Top of range [member]
Other Provisions [Line Items]
Disount Rate Applied To Obligations Estimate	4.00%	4.00%
Environmental remediation [member] | Conda Idaho phosphate facility [Member]
Other Provisions [Line Items]
Other Provisions - ending	$ 42
Provision for decommissioning, restoration and rehabilitation costs [member]
Other Provisions [Line Items]
Other Provisions - beginning	231
Additional provisions or changes in estimates	177
Draw-downs	(10)
Reversals	0
Accretion	6
Other adjustments	0
Foreign currency translation	3
Other Provisions - ending	407	$ 231
Current portion	17
Non-current portion	$ 390
Provision for decommissioning, restoration and rehabilitation costs [member] | Bottom of range [member]
Other Provisions [Line Items]
Disount Rate Applied To Obligations Estimate	1.22%	1.22%
Provision for decommissioning, restoration and rehabilitation costs [member] | Top of range [member]
Other Provisions [Line Items]
Disount Rate Applied To Obligations Estimate	4.55%	4.55%
Provision for decommissioning, restoration and rehabilitation costs [member] | Conda Idaho phosphate facility [Member]
Other Provisions [Line Items]
Other Provisions - ending	$ 162
Provision for decommissioning, restoration and rehabilitation costs [member] | Redwater, Alberta facility [Member]
Other Provisions [Line Items]
Other Provisions - ending	195
Other provisions [member]
Other Provisions [Line Items]
Other Provisions - beginning	9
Additional provisions or changes in estimates	25
Draw-downs	(4)
Reversals	(2)
Accretion	0
Other adjustments	1
Foreign currency translation	0
Other Provisions - ending	29	$ 9
Current portion	24
Non-current portion	$ 5

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OTHER LIABILITIES (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Miscellaneous liabilities [abstract]
Derivative financial instruments	$ 28	$ 16
Other	32	13
Other financial liabilities	60	29
Share-based payments	46	39
Other liabilities	$ 106	$ 68

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DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE (Details) - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016
Disclosure Of Noncurrent Assets Held For Sale And Discontinued Operations [abstract]
Description of non-current asset or disposal group held for sale which were sold or reclassified		On January 12, 2018, we completed the agreements with third parties to dispose of our Conda phosphate operations (“CPO”) and North Bend nitrogen assets (“North Bend”).
Operating information [abstract]
Sales	[1]	$ 299	$ 278
Expenses	[1]	308	270
(Loss) earnings before income taxes	[1]	(9)	8
Income tax recovery	[1]	(10)	(4)
Earnings before measurement of assets held for sale	[1]	1	12
Loss on measurement of assets held for sale	[1],[2]	(311)	0
Income tax recovery on loss on measurement of assets held for sale	[1]	(123)	0
Net (loss) earnings from discontinued operations	[1]	(187)	12
Cash flow information [abstract]
Operating activities	[1]	24	30
Investing activities	[1]	(20)	(23)
Cash used in discontinued operations	[1]	$ 4	$ 7

[1] No cumulative income or expenses are included in other comprehensive income related to CPO.

[2] The write-down of CPO assets when classified as held for sale is predominately related to property, plant and equipment.

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BUSINESS ACQUISITIONS (Details) $ in Millions	12 Months Ended
	Dec. 31, 2017 USD ($) Farms	Dec. 31, 2016 USD ($)
Disclosure Of Business Combinations [Line Items]
Number of farm centres | Farms	44
Description of primary reasons for business combination	Benefits of the acquisitions include expansion of geographical coverage for the sale of crop input products, acquisition of existing customer base and workforce, the value of synergies between Agrium and the acquired businesses, and cost savings opportunities.
Goodwill	$ 2,228	$ 2,095
Sales from the date of acquisition	97
Estimated sales if acquisitions occurred at the beginning of the year	328
Net earnings (loss)	3
Proforma net earnings	25
Acquisitions 2017 [Member]
Disclosure Of Business Combinations [Line Items]
Working Capital	17
Property, plant and equipment	40
Intangibles	27
Goodwill	122
Other non-current assets	8
Deferred income tax liabilities	(11)
Total consideration	$ 203
Acquisitions 2016 [Member]
Disclosure Of Business Combinations [Line Items]
Working Capital		62
Property, plant and equipment		119
Intangibles		25
Goodwill		105
Other non-current assets		31
Deferred income tax liabilities		0
Total consideration		$ 342

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COMMITMENTS - Operating leases (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Disclosure Of Finance Lease And Operating Lease By Lessee [Line Items]
Future minimum lease payments for operating leases	$ 621	$ 593
Not later than one year [member]
Disclosure Of Finance Lease And Operating Lease By Lessee [Line Items]
Future minimum lease payments for operating leases	147	139
One to five years
Disclosure Of Finance Lease And Operating Lease By Lessee [Line Items]
Future minimum lease payments for operating leases	317	283
Later than five years [member]
Disclosure Of Finance Lease And Operating Lease By Lessee [Line Items]
Future minimum lease payments for operating leases	$ 157	$ 171

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COMMITMENTS (Details) $ in Millions	12 Months Ended
	Dec. 31, 2017 USD ($) MWh t
Capital Commitments [Abstract]
Phosphate rock supply contract commitment	$ 59
Carseland facility [Member]
Capital Commitments [Abstract]
Contract expiry date	Dec. 31, 2026
Description of commitment to purchase power supply.	Our Carseland facility has a power co-generation agreement, expiring on December 31, 2026, for which we are able to purchase 60 megawatt-hours of power per hour.
Maximum commitment to purchase megawatt-hours of power per hour | MWh	60
CPO [Member]
Capital Commitments [Abstract]
Percent of the ammonia requirements	100.00%
Percent of the monoammonium phosphate	100.00%
Production of monoammonium phosphate | t	330,000
Profertil [Member]
Capital Commitments [Abstract]
Contract expiry date	Dec. 31, 2019
Gas contracts as a percent of total requirement	100.00%
Percentage of gas supplied	70.00%
2018 [member]
Operating commitment [abstract]
Long-term debt - interest	$ 219
Natural gas and other	235	[1],[2]
Power, sulfuric acid and other	170	[3],[4]
Purchase commitments	735	[5]
Derivative Financial Instruments - Foreign exchange	10
Derivative Financial Instruments - Natural gas	52
Other operating commitments	61
Total operating commitments	1,482
Capital Commitments [Abstract]
Long-term debt - principal repayments	0
Asset retirement obligations	17
Environmental remediation liabilities	22
Contractual capital commitments	39
Operating and capital contractual commitments	1,521
2019 [member]
Operating commitment [abstract]
Long-term debt - interest	185
Natural gas and other	99	[1],[2]
Power, sulfuric acid and other	77	[3],[4]
Purchase commitments	112	[5]
Derivative Financial Instruments - Foreign exchange	0
Derivative Financial Instruments - Natural gas	28
Other operating commitments	43
Total operating commitments	544
Capital Commitments [Abstract]
Long-term debt - principal repayments	500
Asset retirement obligations	17
Environmental remediation liabilities	35
Contractual capital commitments	552
Operating and capital contractual commitments	1,096
2020 [member]
Operating commitment [abstract]
Long-term debt - interest	183
Natural gas and other	22	[1],[2]
Power, sulfuric acid and other	78	[3],[4]
Purchase commitments	127	[5]
Derivative Financial Instruments - Foreign exchange	0
Derivative Financial Instruments - Natural gas	0
Other operating commitments	13
Total operating commitments	423
Capital Commitments [Abstract]
Long-term debt - principal repayments	0
Asset retirement obligations	27
Environmental remediation liabilities	12
Contractual capital commitments	39
Operating and capital contractual commitments	462
2021 [member]
Operating commitment [abstract]
Long-term debt - interest	183
Natural gas and other	12	[1],[2]
Power, sulfuric acid and other	80	[3],[4]
Purchase commitments	142	[5]
Derivative Financial Instruments - Foreign exchange	0
Derivative Financial Instruments - Natural gas	0
Other operating commitments	13
Total operating commitments	430
Capital Commitments [Abstract]
Long-term debt - principal repayments	0
Asset retirement obligations	6
Environmental remediation liabilities	5
Contractual capital commitments	11
Operating and capital contractual commitments	441
2022 [member]
Operating commitment [abstract]
Long-term debt - interest	179
Natural gas and other	0	[1],[2]
Power, sulfuric acid and other	86	[3],[4]
Purchase commitments	148	[5]
Derivative Financial Instruments - Foreign exchange	0
Derivative Financial Instruments - Natural gas	0
Other operating commitments	13
Total operating commitments	426
Capital Commitments [Abstract]
Long-term debt - principal repayments	500
Asset retirement obligations	7
Environmental remediation liabilities	6
Contractual capital commitments	513
Operating and capital contractual commitments	$ 939

[1] Commitments include our proportionate share of commitments of joint ventures. Profertil has long-term gas contracts denominated in U.S. dollars and expiring in 2019 , which account for approximately 100 percent of Profertil’s gas requirements. YPF S.A., our joint venture partner in Profertil, supplies approximately 70 percent of the gas under these contracts.

[2] Our minimum commitments for North American natural gas purchases, which include both floating rate and fixed rate contracts, are calculated using the prevailing NYMEX forward prices for U.S. facilities and AECO forward prices for Canadian facilities at December 31, 2017 .

[3] O ur Carseland facility has a power co-generation agreement, exp ir ing on December 31, 2026 , for which we are able to purchase 60 megawatt-hours of power per hour. The price for the power is based on a fixed charge adjusted for inflation and a variable charge based on the cost of natural gas pro vided to the facility for power generation.

[4] Our phosphate rock supply agreement includes a minimum commitment to purchase phosphate rock until 2018 , with a potential to nominate additional volumes and extend to 2020 . In 2016 , we decided not to nominate any additional volumes past 2018 . The purchase price is based on a formula that tracks finished product pricing and key published phosphate input costs. We entered into a freight contract to import phosp hate rock extending to 2019 , with a total commitment of $ 59 -million at December 31, 2017 .

[5] As part of our agreement to s ell CPO, we entered into long-term strategic supply and offtake agreement s which extends to 2023. Under the terms of the supply and offtake agreements, we will supply 100 percent of the ammonia requirements of CPO and purchase 100 percent of the monoammonium phosphate (MAP) pro duct produced at CPO. The MAP production is estimated at 330,000 to nnes per year.

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CONTINGENT LIABILITIES (Details)	12 Months Ended
	Dec. 31, 2017
Disclosure of contingent liabilities [abstract]
Manitoba mining properties, reason for non-disclosure	Agrium has substantially completed the investigation phase of remediation and is currently in discussions with the Province of Manitoba regarding remedial alternatives selection. Concurrence and approval from the Province of a remedial design are expected within the next 12 to 36 months. For this matter, we have not disclosed information about the amount accrued for site remediation because disclosure of such information would seriously prejudice our position in discussions with the Province. There were no significant developments in 2017.

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ACCOUNTING POLICIES, JUDGMENTS, ASSUMPTIONS AND ESTIMATES (Narrative (Details)	12 Months Ended
	Dec. 31, 2017
Disclosure of significant accounting policies [abstract]
Explanation of new standards or interpretations not applied	Recent accounting pronouncements The IASB has issued the following accounting pronouncements, which we have either adopted or will adopt in the future, and which could have a material impact. IFRS 15 Revenue from Contracts with Customers Revenue from Contracts with Customers establishes a new model for revenue earned from a contract with a customer. The standard provides specific guidance on identifying separate performance obligations in the contract and allocating the transaction price to the separate performance obligations in an amount that reflects the total consideration to which an entity expects to be entitled during the term of the contract. The standard also requires additional disclosures about the nature, amount, timing and uncertainty of revenue and related cash flows. Agrium will adopt the standard on the effective date of January 1, 2018. Agrium will adopt the standard using the modified retrospective approach with the cumulative-effect of the adjustment recognized at the date of adoption, subject to allowable and elected practical expedients. In adopting IFRS 15, we completed a review of all our contracts with customers. Since our contracts are primarily short-term in nature and generally do not include significant multiple deliverable components, there will be no material impact of adoption. In addition, our accounting for variable consideration before adoption was substantially similar to the requirements of IFRS 15. We expect that our consolidated financial statements will include expanded disclosures about revenues from contracts with customers and are drafting the relevant disclosures to reflect the requirements of the new standard. In addition to ensuring that the accounting and disclosure requirements of IFRS 15 are met, we also continue to address any system and process changes necessary to compile the information to meet the recognition and disclosure requirements of the standard. We have also assessed the impact of the standard on internal controls over financial reporting and plan to make modifications to our controls on adoption. IFRS 16 Leases Leases applies a single model for all recognized leases, which requires recognition of lease-related assets and liabilities and the related interest and depreciation expense in the consolidated financial statements. Agrium will adopt the standard on the effective date of January 1, 2019. We have completed a lease inventory and review of existing lease agreements and have considered other agreements that could contain leases. We are currently evaluating transition and implementation impacts and will continue to do so in 2018. We are assessing the adoption application guidance and have not chosen a method for adoption. However, we expect that adoption will result in a material increase in our assets and liabilities and will result in material reclassifications of interest and depreciation expense within our consolidated statement of operations. However, we are not able now to provide a precise estimate of the impact. Once we complete further phases of our review, we will estimate and quantify the impact on our consolidated financial statements. Other recent pronouncements We adopted the following accounting pronouncements without material impact. New or amended Standard/ interpretationDescriptionAgrium’s date and method of adoptionNewIFRIC 23Uncertainty over Income Tax Treatments provides additional guidance when there is uncertainty over income tax treatments under IAS 12. Agrium will adopt beginning January 1, 2019.AmendedVariousIAS 7 Statement of Cash Flows IAS 12 Income Taxes IFRS 2 Share-based Payment IFRIC 22 Foreign Currency Transactions and Advance ConsiderationWe adopted amendments to IAS 7 and IAS 12 on January 1, 2017. We expect to adopt IFRS 2 and IFRIC 22 beginning January 1, 2018.
Trade names [member]
Disclosure of accounting policies [line items]
Useful lives or amortisation rates, intangible assets other than goodwill	5 – 10 years
Customer relationships [member]
Disclosure of accounting policies [line items]
Useful lives or amortisation rates, intangible assets other than goodwill	7 – 10 years
Technology [member]
Disclosure of accounting policies [line items]
Useful lives or amortisation rates, intangible assets other than goodwill	3 – 7 years
Other [member]
Disclosure of accounting policies [line items]
Useful lives or amortisation rates, intangible assets other than goodwill	5 – 20 years
Buildings and improvements [member]
Disclosure of accounting policies [line items]
Useful lives or depreciation rates, property, plant and equipment	4 – 60 years
Machinery and equipment [member]
Disclosure of accounting policies [line items]
Useful lives or depreciation rates, property, plant and equipment	1 – 60 years
Other [member]
Disclosure of accounting policies [line items]
Useful lives or depreciation rates, property, plant and equipment	1 – 45 years