6-K

Nutrien Ltd. (NTR)

6-K 2022-02-17 For: 2022-02-16
View Original
Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report ofForeign Issuer

Pursuant to Section 13a-16 or15d-16 of the

Securities Exchange Act of 1934

For the month of: February, 2022

Commission File Number: 001-38336

NUTRIEN LTD.

(Name ofregistrant)

Suite 1700, 211 19th Street East<br><br><br>Saskatoon, Saskatchewan, CanadaS7K 5R6
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F  ☐            Form 40-F  ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

NUTRIEN LTD.
Date: February 16, 2022 By: /s/ Robert A. Kirkpatrick
Name: Robert A. Kirkpatrick
Title: SVP & Corporate Secretary

EXHIBIT INDEX

Exhibit Description of Exhibit
99.1 News Release dated February 16, 2022

EX-99.1

Exhibit 99.1

LOGO News Release
NYSE, TSX: NTR

February 16, 2022 – all amounts are in US dollars except as otherwise noted

Nutrien Delivers Record Results

and ExpectsContinued Growth in 2022

SASKATOON, Saskatchewan -- Nutrien Ltd. (TSX and NYSE: NTR) announced today its fourth quarter 2021 results, with net earnings of $1.2 billion ($2.11 diluted net earnings per share). Fourth-quarter adjusted net earnings^1^ were $2.47 per share and adjusted EBITDA^1^ was $2.5 billion.

“The advantages of Nutrien’s integrated business were demonstrated in 2021 as we delivered record financial results^3^ and made significant progress on our long-term strategic targets, including our key sustainability priorities. We utilized the scale and reliability of our world-class supply chain and the strong execution of our teams to ensure customers had the products and services they needed, when they needed them,” commented Ken Seitz, Nutrien’s Interim President and CEO.

“The outlook for global agriculture and crop input markets is very strong and we are well positioned to deliver significant growth in earnings and free cash flow in 2022. We will continue to advance our strategic priorities and maintain a disciplined approach to deploying capital, using our strong financial position to grow the business and return significant cash to shareholders,” added Mr. Seitz.

Highlights:

Nutrien generated net earnings of $1.2 billion and record adjusted EBITDA of $2.5 billion in the fourth quarter<br>while generating $3.2 billion of net earnings ($5.52 diluted net earnings per share) and record adjusted EBITDA of $7.1 billion ($6.23 adjusted net earnings per share) for the full year of 2021. Cash flow provided by operating activities<br>in the full year was $3.9 billion.
We prioritized the use of cash in 2021 to strengthen and reposition the balance sheet, reducing our long-term debt by<br>$2.1 billion. We deployed $2.1 billion to dividends and share repurchases in 2021 repurchasing 15 million shares during the year under our normal course issuer bid (NCIB). To date, we have repurchased over 22 million shares under<br>our NCIB program. Nutrien’s Board of Directors approved an increase in the quarterly dividend to $0.48 per share and approved the purchase of up to 10 percent of Nutrien’s outstanding common shares over a<br>one-year period through a NCIB. The NCIB is subject to acceptance by the Toronto Stock Exchange.
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Nutrien issued full-year 2022 adjusted EBITDA and adjusted net earnings per share guidance^1^ of $10.0 to $11.2 billion and $10.20 to $11.80 per share. Adjusted net earnings per share guidance includes our plans to allocate a minimum of $2 billion to share repurchases in 2022 on a balanced<br>cadence throughout the year.
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Nutrien Ag Solutions (“Retail”) delivered record adjusted EBITDA in the fourth quarter and surpassed<br>$1.9 billion for the full year of 2021. We exceeded nearly all of our 2023 strategic targets including a record 10.9 percent Retail adjusted EBITDA margin^2^ and increased our proprietary<br>product related gross margin to more than $1 billion in 2021, an increase of 22 percent.
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The reliability and efficiency of our global supply chain and strategic procurement helped drive our Retail normalized<br>comparable store sales^1^ to 7 percent and Retail adjusted EBITDA per US selling location^2^ to $1.5 million during 2021. We closed 14<br>acquisitions during the year and increased our Retail digital platform sales^2^ to $2.1 billion.
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Potash adjusted EBITDA surpassed $1 billion in the fourth quarter and increased 130 percent in the full year of<br>2021 to $2.7 billion. We achieved record sales volumes of 13.6 million tonnes in 2021 due to our capability to quickly ramp up production from our flexible, low-cost network of six mines. We<br>progressed our Potash Next Generation initiatives and produced 1 million tonnes in 2021 using tele-remote and autonomous mining techniques.
--- ---
Nitrogen adjusted EBITDA was $921 million in the fourth quarter of 2021 and increased 114 percent to<br>$2.3 billion in the full year of 2021. We completed our phase 1 brownfield expansion projects on time and on budget, launched a second phase of projects and progressed decarbonization initiatives.
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Phosphate adjusted EBITDA was $196 million in the fourth quarter of 2021 and increased 133 percent to<br>$540 million in the full year of 2021.
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1 This financial measure including related guidance, if applicable, is a non-IFRS financial measure. See the “Non-IFRS Financial Measures” section for further information.

2 This is a supplementary financial measure. See the “Other Financial Measures” section for further information.

3 Net earnings from continuing operations.

1

Market Outlook

Agriculture and Retail

Global inventory for key grains and oilseeds remains historically low due to a combination of weather-related events and<br>strong demand fueled by a greater focus on global food security and recovering feed and bio-energy related markets.
Corn and soybean prices in the US and Brazil remain very strong and prospective crop margins are well above the 10-year average. We expect this will incentivize growers to invest in their crops.
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US growers experienced favorable fall weather conditions that combined with strong crop economics, supported a second<br>consecutive year of strong fall fertilizer application. We expect overall planted area of major crops to be similar to 2021 levels, with corn and soybean acreage in the range of 91 to 93 million and 87 to 89 million, respectively.<br>
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Growers in Brazil planted an additional 4 million acres of soybeans which was a second consecutive year of record<br>planting. However, yields have been impacted by drought conditions in major growing regions. We expect strong crop economics will support total Brazilian planted acreage and crop input demand in 2022. Australian growers continue to experience<br>favorable weather conditions and harvested record wheat production.
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Nutrien is well-positioned on fertilizer and crop protection product inventory to begin the North American planting<br>season. Our Retail adjusted EBITDA guidance assumes there was some pull forward of fertilizer sales volumes due to the strong fall season in North America and that Retail fertilizer margins return to historical average levels after increasing in<br>2021 due to strategic procurement in a rising price environment.
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Crop Nutrient Markets

Global potash prices increased in response to record global demand of 70 million in 2021 and tightness of supply due to<br>competitor mine flooding, new project delays and uncertainty around sanctions imposed on Belarus by the US and Europe. We believe that many of these supply issues will continue into 2022, including additional restrictions imposed on Belarus potash<br>transported through Lithuania. We estimate 2022 global shipments in a range of 68 to 71 million tonnes.
Nutrien expects record potash sales volumes between 13.7 to 14.3 million tonnes in 2022. This forecast assumes sanctions<br>on Belarus have a temporary impact on global supply. If there was a more significant long-term impact on global supply, Nutrien has the capability to further ramp up production by hiring additional employees and incurring some small incremental<br>capital expenditures.
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Nitrogen prices have been supported by strong demand, soaring energy prices in Europe, and government restrictions and<br>geopolitical risks in key export markets. Global urea prices softened in early 2022 during a seasonally slow period, however, ammonia and nitrates prices continue to strengthen due to supply side constraints. North American natural gas prices<br>increased in early 2022 but we expect Henry Hub prices to average between $3.75 and $4.25 per MMBtu in 2022, well below import pricing levels in Europe and Asia.
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We expect to increase Nitrogen sales volumes to 10.8 to 11.3 million tonnes in 2022 with the completion of Phase 1<br>brownfield expansion projects in 2021 and higher anticipated operating rates.
--- ---
Phosphate prices have been supported by the expected reduction in supply from China due to export restrictions and<br>elevated raw material input cost. This is compounded by tight inventories in key import markets such as India.
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2

Financial Outlook and Guidance

Based on market factors detailed above, we are issuing full-year 2022 adjusted EBITDA guidance of $10.0 to $11.2 billion and full-year 2022 adjusted net earnings guidance of $10.20 to $11.80 per share. Adjusted net earnings per share guidance includes our plans to allocate a minimum of $2 billion to share repurchases in 2022 on a balanced cadence throughout the year.

All guidance numbers, including those noted above and related sensitives are outlined in the tales below.

2022 Guidance Ranges 1 High
Adjusted net earnings per share 2 10.20 $ 11.80
Adjusted EBITDA (billions) 2 10.0 $ 11.2
Retail Adjusted EBITDA (billions) 1.7 $ 1.8
Potash Adjusted EBITDA (billions) 5.0 $ 5.5
Nitrogen Adjusted EBITDA (billions) 3.2 $ 3.6
Phosphate Adjusted EBITDA (millions) 500 $ 600
Potash sales tonnes (millions) 3 13.7 14.3
Nitrogen sales tonnes (millions) 3 10.8 11.3
Depreciation and amortization (billions) 2.0 $ 2.1
Effective tax rate on adjusted earnings 25 % 26 %
Sustaining capital expenditures (billions) 4 1.2 $ 1.3
2022 Annual Assumptions & Sensitivities 1 AdjustedEPS ^5^
1/MMBtu change in NYMEX 6 180 $ 0.25
25/tonne change in realized potash selling prices 290 $ 0.40
25/tonne change in realized ammonia selling prices 50 $ 0.07
25/tonne change in realized urea selling prices 80 $ 0.11
2022 FX Rate CAD to 1.26
2022 NYMEX natural gas (US/MMBtu) ~$ 4.00

All values are in US Dollars.

1  See the “Forward-Looking Statements” section.

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

3  Manufactured products only. Nitrogen excludes ESN^®^ products.

4  This is a supplementary financial measure. See the Refer to “Other Financial Measures” section for further information.

5  Assumes 546 million shares outstanding.

6  Nitrogen related impact.

Consolidated Results

Three Months Ended December 31 Twelve Months Ended December 31
(millions of US dollars) **** 2021 2020 % Change **** 2021 2020 % Change
Sales **** 7,267 4,052 79 **** 27,712 20,908 33
Freight, transportation and distribution **** 198 202 (2 ) **** 851 855 -
Cost of goods sold **** 3,863 2,685 44 **** 17,452 14,814 18
Gross margin **** 3,206 1,165 175 **** 9,409 5,239 80
Expenses **** 1,379 762 81 **** 4,628 4,337 7
Net earnings **** 1,207 316 282 **** 3,179 459 593
Adjusted EBITDA ^1^ **** 2,463 768 221 **** 7,126 3,667 94
Diluted net earnings per share **** 2.11 0.55 284 **** 5.52 0.81 581
Adjusted net earnings per share ^1^ **** 2.47 0.24 929 **** 6.23 1.80 246
Cash provided by operating activities **** 3,637 2,778 31 **** 3,886 3,323 17
Free cash flow ^1^ **** 1,549 196 690 **** 4,300 1,830 135
Free cash flow including changes in<br>non-cash<br> <br>operating working capital ^1^ **** 3,183 2,370 34 **** 2,639 2,404 10

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

Net earnings and adjusted EBITDA increased significantly in the fourth quarter and full year of 2021 compared to the same periods in 2020. This was due to higher net realized selling prices across our nutrient businesses, higher potash sales volumes, strong organic and proprietary product sales growth in Retail. In 2020, we recorded a non-cash impairment of $824 million primarily related to our Phosphate business and a gain of $250 million realized in the fourth quarter of 2020 related to the Misr Fertilizers Production Company

3

S.A.E. (“MOPCO”) divestment with no similar transactions in 2021. Cash flow provided by operating activities increased in the fourth quarter and full year of 2021 compared to the same periods in 2020 due primarily to higher net earnings. The COVID-19 pandemic had a limited impact on our results during the fourth quarter and full year of 2021.

Segment Results

Our discussion of segment results set out on the following pages is a comparison of the results for the three and twelve months ended December 31, 2021 to the results for the three and twelve months ended December 31, 2020, unless otherwise noted.

Nutrien Ag Solutions (“Retail”)

(millions of US dollars, except Gross Margin Gross Margin (%)
as otherwise noted) 2020 % Change 2021 2020 % Change 2021 2020
Sales
Crop nutrients 2,035 **** 1,108 84 **** 428 **** 236 81 **** 21 21
Crop protection products 1,113 **** 828 34 **** 414 **** 343 21 **** 37 41
Seed 189 **** 152 24 **** 57 **** 58 (2 ) **** 30 38
Merchandise 270 **** 240 13 **** 45 **** 41 10 **** 17 17
Nutrien Financial 51 **** 37 38 **** 51 **** 37 38 **** 100 100
Services and other 267 **** 290 (8 ) **** 225 **** 207 9 **** 84 71
Nutrien Financial elimination 1 (47 ) (37 ) 27 **** (47 ) (37 ) 27 **** 100 100
3,878 **** 2,618 48 **** 1,173 **** 885 33 **** 30 34
Cost of goods sold 2,705 **** 1,733 56
Gross margin 1,173 **** 885 33
Expenses<br>2 911 **** 768 19
Earnings before financecosts and taxes (“EBIT”) 262 **** 117 124
Depreciation and amortization 178 **** 180 (1 )
EBITDA 440 **** 297 48
Adjustments<br>3 2 **** - n/m
Adjusted EBITDA 442 **** 297 49
1  Represents elimination for the interest and service fees charged by Nutrien Financial to Retail branches.<br>  2  Includes selling expenses of 848 million (2020 – 727 million).<br>  3  See Note 2 to the unaudited condensed consolidated financial statements.
(millions of US dollars, except Gross Margin Gross Margin (%)
as otherwise noted) 2020 % Change 2021 2020 % Change 2021 2020
Sales
Crop nutrients 7,290 **** 5,200 40 **** 1,597 **** 1,130 41 **** 22 22
Crop protection products 6,333 **** 5,602 13 **** 1,551 **** 1,303 19 **** 24 23
Seed 2,008 **** 1,790 12 **** 419 **** 363 15 **** 21 20
Merchandise 1,033 **** 943 10 **** 172 **** 157 10 **** 17 17
Nutrien Financial 189 **** 129 47 **** 189 **** 129 47 **** 100 100
Services and other 1,051 **** 1,241 (15 ) **** 842 **** 774 9 **** 80 62
Nutrien Financial elimination (170 ) (120 ) 42 **** (170 ) (120 ) 42 **** 100 100
17,734 **** 14,785 20 **** 4,600 **** 3,736 23 **** 26 25
Cost of goods sold 13,134 **** 11,049 19
Gross margin 4,600 **** 3,736 23
Expenses<br>1 3,378 **** 2,974 14
EBIT 1,222 **** 762 60
Depreciation and amortization 706 **** 668 6
EBITDA 1,928 **** 1,430 35
Adjustments<br>2 11 **** - n/m
Adjusted EBITDA 1,939 **** 1,430 36

All values are in US Dollars.

1  Includes selling expenses of $3,124 million (2020 – $2,795 million).

2  See Note 2 to the unaudited condensed consolidated financial statements.

4

Adjusted EBITDA increased in the fourth quarter and full year of 2021 due to increased sales and gross margin<br>achieved through market share growth, strong agriculture fundamentals and expansion in South America. Gross margin increases were supported by strategic procurement of crop nutrients and crop protection products in a rising price environment and a<br>22 percent increase in proprietary product related gross margin. Retail cash operating coverage ratio^1^ declined to 58 percent in 2021 due to significantly higher gross margin.<br>
Crop nutrients sales increased in the fourth quarter and full year of 2021 due to record sales volumes and higher<br>selling prices. Gross margin per tonne increased by $31 per tonne in 2021 due to strategic purchasing in a rising price environment and higher proprietary product sales.
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Crop protection products sales increased in the fourth quarter and full year of 2021 due to market share growth,<br>higher prices and increased proprietary product sales across all geographies, especially in Australia where uptake by customers was exceptional. The reliability of our supply chain, growth in proprietary product contribution and strategic<br>procurement supports our ability to deliver on strong grower demand throughout the year.
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Seed sales increased in the fourth quarter primarily due to significant organic growth achieved in South America<br>and Australia following recent expansion initiatives and acquisitions. Gross margin percentage decreased in the fourth quarter due to the timing and mix of seed sales in the US. Seed sales for the full year of 2021 increased in all key regions where<br>we operate due to higher planted acreage, higher prices and significant organic growth in South America. Gross margin percentage for 2021 increased due to price increases, including from our proprietary product.
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Merchandise sales increased in the fourth quarter and full year of 2021 primarily driven by strong grower and<br>rancher purchasing in Australia.
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Nutrien Financial sales increased in the fourth quarter and full year of 2021 due to higher utilization and<br>adoption of our programs. At the end of the fourth quarter of 2021 net receivables in the programs were $2.2 billion, an increase of $0.8 billion compared to the same period in 2020, while credit loss was minimal in 2021 and 2020 due to<br>strong credit evaluation and collection as well as favorable market conditions this past year.
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Services and other sales decreased in the fourth quarter and full year of 2021 compared to the same periods in<br>2020 due to the divestiture of an Australian livestock export business in the fourth quarter of 2020, which more than offset increases in other Australian services and higher US custom application sales. Despite the change in revenue mix, gross<br>margin increased and the impact to gross margin percentage was favorable for both the fourth quarter and full year of 2021.
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Potash

Three Months Ended December 31
(millions of US dollars, except Dollars Tonnes (thousands) Average per Tonne
as otherwise noted) 2021 2020 % Change 2021 2020 % Change 2021 2020 % Change
Manufactured product
Net sales
North America **** 497 199 150 1,002 1,041 (4 ) **** 494 192 157
Offshore **** 923 251 268 2,054 1,613 27 **** 450 156 188
**** 1,420 450 216 3,056 2,654 15 **** 465 170 174
Cost of goods sold **** 305 305 - **** 100 116 (14 )
Gross margin – total **** 1,115 145 669 **** 365 54 576
Expenses<br>^1^ **** 179 49 265 Depreciation and amortization **** 38 46 (17 )
EBIT **** 936 96 875 Gross margin excluding depreciation
Depreciation and amortization **** 117 123 (5 ) and amortization – manufactured ^3^ **** 403 100 302
EBITDA **** 1,053 219 381 Potash cash cost of product
Adjustments<br>^2^ **** - 1 (100 ) manufactured<br>^3^ **** 70 71 (1 )
Adjusted EBITDA **** 1,053 220 379

1  Includes provincial mining taxes of $173 million (2020 – $40 million).

2  See Note 2 to the unaudited condensed consolidated financial statements.

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

1 This financial measure is a non-IFRS financial measure. See the “Non-IFRS Financial Measures” section for further information.

5

Twelve Months Ended December 31
(millions of US dollars, except Dollars Tonnes (thousands) Average per Tonne
as otherwise noted) 2021 2020 % Change 2021 2020 % Change 2021 2020 % Change
Manufactured product
Net sales
North America **** 1,638 908 80 5,159 4,815 7 **** 317 189 68
Offshore **** 2,398 1,238 94 8,466 8,009 6 **** 283 155 83
**** 4,036 2,146 88 13,625 12,824 6 **** 296 167 77
Cost of goods sold **** 1,285 1,183 9 **** 94 92 2
Gross margin – total **** 2,751 963 186 **** 202 75 169
Expenses<br>^1^ **** 512 248 106 Depreciation and amortization **** 36 35 2
EBIT **** 2,239 715 213 Gross margin excluding depreciation
Depreciation and amortization **** 488 452 8 and amortization – manufactured **** 238 110 116
EBITDA **** 2,727 1,167 134 Potash cash cost of product
Adjustments<br>^2^ **** 9 23 (61 ) manufactured **** 63 59 7
Adjusted EBITDA **** 2,736 1,190 130

1  Includes provincial mining taxes of $466 million (2020 – $201 million).

2  See Note 2 to the unaudited condensed consolidated financial statements.

Adjusted EBITDA increased in the fourth quarter and full year of 2021 due to higher net realized selling prices<br>and record sales volumes attributed to our ability to increase production by nearly 1 million tonnes.
Sales volumes were a record for the fourth quarter as we surged production to meet strong global demand and very<br>tight global supply. We achieved this despite weather-related issues that temporarily impacted rail deliveries. North America and Offshore sales volumes in the full year of 2021 were the highest on record underpinned by the reliable supply from our<br>flexible, low-cost network of six mines and integrated transportation and logistics system.
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Net realized selling price increased in the fourth quarter and full year of 2021 due to strong global demand<br>supported by higher crop prices, impacts to global supply caused by competitor outages and project delays as well as uncertainty regarding future sanctions on Belarus.
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Cost of goods sold per tonne decreased in the fourth quarter due to lower depreciation and amortization compared<br>to the same period of 2020 that was caused by production mix and timing of maintenance projects. Cost of goods sold per tonne increased for the full year of 2021 primarily due to higher royalties resulting from increased selling prices, a stronger<br>Canadian dollar and cost inflation for energy and other inputs. ****
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Canpotex Sales by Market

(percentage of sales volumes, except as **** Three Months Ended December 31 **** **** Twelve Months Ended December 31 ****
otherwise noted) 2021 2020 Change 2021 2020 Change
Latin America **** 37 31 6 **** 38 32 6
Other Asian markets ^1^ **** 34 24 10 **** 35 25 10
China **** 12 21 (9 ) **** 11 22 (11 )
Other markets **** 11 7 4 **** 10 7 3
India **** 6 17 (11 ) **** 6 14 (8 )
**** 100 100 **** 100 100

1  All Asian markets except China and India.

6

Nitrogen

(millions of US dollars, except Tonnes (thousands) Average per Tonne^^
as otherwise noted) 2020 % Change 2021 2020 % Change 2021 2020 % Change
Manufactured product
Net sales **** **** ****
Ammonia 519 **** 157 231 790 730 8 **** 656 216 204
Urea 552 **** 230 140 824 853 (3 ) **** 670 270 148
Solutions, nitrates and<br>    sulfates 385 **** 168 129 1,221 1,262 (3 ) **** 316 133 138
1,456 **** 555 162 2,835 2,845 - **** 514 195 164
Cost of goods sold 725 **** 460 58 **** 256 162 58
Gross margin – manufactured 731 **** 95 669 **** 258 33 682
Gross margin – other 1 23 **** 17 35 Depreciation and amortization **** 52 51 2
Gross margin – total 754 **** 112 573 Gross margin excluding depreciation
Income (2 ) (254 ) (99 ) and<br>amortization – manufactured ^3^ **** 310 84 268
EBIT 756 **** 366 107 Ammonia controllable cash cost of
Depreciation and amortization 148 **** 146 1 product manufactured ^3^ **** 45 40 13
EBITDA 904 **** 512 77
Adjustments 2 17 **** (246 ) n/m
Adjusted EBITDA 921 **** 266 246
1 Includes other nitrogen (including ESN® and Rainbow) and<br>purchased products and comprises net sales of 193 million (2020 – 114 million) less cost of goods sold of 170 million (2020 – 97 million).<br>2 See Note 2 to unaudited condensed consolidated financial statements.<br>3 These are non-IFRS financial measures. See the “Non-IFRS<br>Financial Measures” section.
(millions of US dollars, except Tonnes (thousands) Average per Tonne^^
as otherwise noted) 2020 % Change 2021 2020 % Change 2021 2020 % Change
Manufactured product
Net sales
Ammonia 1,393 **** 621 124 2,919 2,778 5 **** 477 224 113
Urea 1,463 **** 933 57 3,059 3,475 (12 ) **** 478 268 78
Solutions, nitrates and<br>    sulfates 1,128 **** 668 69 4,747 4,713 1 **** 238 142 68
3,984 **** 2,222 79 10,725 10,966 (2 ) **** 371 203 83
Cost of goods sold 2,353 **** 1,804 30 **** 219 165 33
Gross margin – manufactured 1,631 **** 418 290 **** 152 38 300
Gross margin – other 1 95 **** 57 67 Depreciation and amortization **** 52 55 (5 )
Gross margin – total 1,726 **** 475 263 Gross margin excluding depreciation
Income (3 ) (225 ) (99 ) and amortization –<br>manufactured **** 204 93 120
EBIT 1,729 **** 700 147 Ammonia controllable cash cost of
Depreciation and amortization 557 **** 599 (7 ) product manufactured **** 50 43 16
EBITDA 2,286 **** 1,299 76
Adjustments 2 22 **** (219 ) n/m
Adjusted EBITDA 2,308 **** 1,080 114

All values are in US Dollars.

1 Includes other nitrogen (including ESN^®^ and Rainbow) and purchased products and comprises net sales of $705 million (2020 – $518 million) less cost of goods sold of $610 million (2020 – $461 million).

2 See Note 2 to unaudited condensed consolidated financial statements.

Adjusted EBITDA increased in the fourth quarter and full year of 2021 primarily due to higher net realized selling<br>prices, which more than offset higher natural gas costs.
Sales volumes decreased slightly in the fourth quarter and full year of 2021 due to more planned plant turnaround<br>activity, temporary production outages and lower inventory volumes at the beginning of 2021 compared to the same period in 2020. Ammonia operating rates reached 97 percent in the fourth quarter and 90 percent for the full year of 2021.<br>
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Net realized selling price in the fourth quarter and full year of 2021 was higher due to higher benchmark prices<br>resulting from the strength in global demand and tight global supply caused by production outages and higher energy prices in key nitrogen exporting regions.
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Cost of goods sold per tonne increased during the fourth quarter and full year of 2021 primarily due to higher<br>natural gas costs.
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7

Natural Gas Prices in Cost of Production

Three Months Ended December 31 Twelve Months Ended December 31
(US dollars per MMBtu, except as otherwise noted) 2021 2020 % Change 2021 2020 % Change
Overall gas cost excluding realized derivative impact **** 6.43 **** 2.71 137 **** 4.60 2.31 99
Realized derivative impact **** (0.03 ) 0.03 n/m **** 0.01 0.05 (80 )
Overall gas cost **** 6.40 **** 2.74 134 **** 4.61 2.36 95
Average NYMEX **** 5.83 **** 2.66 119 **** 3.84 2.08 85
Average AECO **** 3.93 **** 2.10 87 **** 2.84 1.68 69
Natural gas prices in our cost of production increased in the fourth quarter and full year of 2021 as a<br>result of higher North American gas index prices and increased gas costs in Trinidad, where our gas prices are linked to ammonia benchmark prices.
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Phosphate

(millions of US dollars, except Tonnes (thousands) Average per Tonne^^
as otherwise noted) 2020 % Change 2021 2020 % Change 2021 2020 % Change
Manufactured product
Net sales
Fertilizer 377 180 109 **** 509 466 9 **** 741 387 91
Industrial and feed 155 100 55 **** 202 182 11 **** 766 551 39
532 280 90 **** 711 648 10 **** 749 433 73
Cost of goods sold 374 265 41 **** 526 410 28
Gross margin – manufactured 158 15 953 **** 223 23 870
Gross margin – other 1 5 1 400 Depreciation and amortization **** 55 60 (9 )
Gross margin – total 163 16 919 Gross margin excluding depreciation
Expenses 10 (8 ) n/m and<br>amortization – manufactured ^3^ **** 278 83 234
EBIT 153 24 538
Depreciation and amortization 39 39 -
EBITDA 192 63 205
Adjustments 2 4 - n/m
Adjusted EBITDA 196 63 211
1 Includes other phosphate and purchased products and comprises net sales of 61 million (2020 – 40<br>million) less cost of goods sold of 56 million (2020 – 39 million). 2 See Note 2 to the unaudited condensed consolidated financial<br>statements. 3 This is a non-IFRS financial measure. See the<br>“Non-IFRS Financial Measures” section.
(millions of US dollars, except Tonnes (thousands) Average per Tonne^^
as otherwise noted) 2020 % Change 2021 2020 % Change 2021 2020 % Change
Manufactured product
Net sales
Fertilizer 1,108 671 65 **** 1,840 2,048 (10 ) **** 602 328 84
Industrial and feed 520 404 29 **** 779 733 6 **** 667 552 21
1,628 1,075 51 **** 2,619 2,781 (6 ) **** 622 387 61
Cost of goods sold 1,227 1,044 18 **** 469 376 25
Gross margin – manufactured 401 31 n/m **** 153 11 n/m
Gross margin – other 1 20 5 300 Depreciation and amortization **** 58 78 (26 )
Gross margin – total 421 36 n/m Gross margin excluding depreciation
Expenses 36 791 (95 ) and amortization<br>– manufactured **** 211 89 136
EBIT 385 (755 ) n/m
Depreciation and amortization 151 218 (31 )
EBITDA 536 (537 ) n/m
Adjustments 2 4 769 (99 )
Adjusted EBITDA 540 232 133
1 Includes other phosphate and purchased products and comprises net sales of 201 million (2020 – 127<br>million) less cost of goods sold of 181 million (2020 – 122 million). 2 See Note 2 to the unaudited condensed consolidated financial<br>statements.

All values are in US Dollars.

8

Adjusted EBITDA increased in the fourth quarter and full year of 2021 due to higher net realized selling prices,<br>which more than offset higher raw material costs and lower sales volumes for the full year.
Sales volumes increased in the fourth quarter of 2021 due to the timing and sales mix of certain fertilizer<br>products and higher operating rates. Lower inventory levels at the beginning of 2021 and a greater mix of higher P2O5 content sales<br>resulted in slightly lower sales volumes during the full year of 2021. P2O5 production increased in the fourth quarter and full year of<br>2021 due to improved reliability at our Aurora and White Springs plants.
--- ---
Net realized selling price increased in the fourth quarter and full year of 2021 as a result of robust global<br>phosphate demand, tight inventories and higher global raw material costs. Industrial and feed prices increased to a lesser extent than fertilizer in both comparative periods due to a lag in price realizations relative to spot prices.<br>
--- ---
Cost of goods sold per tonne increased in the fourth quarter and full year of 2021 primarily due to significantly<br>higher raw material input costs which more than offset lower depreciation and amortization. Comparative results for the full year of 2020 were also impacted by a $46 million favorable change in estimate related to an asset retirement obligation<br>recorded in the second quarter of 2020.
--- ---

Corporate and Others

(millions of US dollars, except Three Months Ended December 31 Twelve Months Ended December 31
as otherwise<br>noted) **** 2021 **** 2020 % Change **** 2021 **** 2020 % Change
Sales ^1^ **** - **** 12 (100 ) **** - **** 82 (100 )
Cost of goods sold **** - **** 11 (100 ) **** - **** 74 (100 )
Gross margin **** - **** 1 (100 ) **** - **** 8 (100 )
Selling expenses **** 3 **** (7 ) n/m **** (21 ) (24 ) (13 )
General and administrative expenses **** 93 **** 78 19 **** 275 **** 269 2
Share-based compensation expense **** 73 **** 60 22 **** 198 **** 69 187
Impairment of assets **** - **** - - **** - **** 5 (100 )
Other expenses **** 112 **** 76 47 **** 253 **** 230 10
EBIT **** (281 ) (206 ) 36 **** (705 ) (541 ) 30
Depreciation and amortization **** 15 **** 11 36 **** 49 **** 52 (6 )
EBITDA **** (266 ) (195 ) 36 **** (656 ) (489 ) 34
Adjustments<br>^2^ **** 116 **** 111 5 **** 348 **** 203 71
Adjusted EBITDA **** (150 ) (84 ) 79 **** (308 ) (286 ) 8
1 Primarily relates to our non-core Canadian business that was sold in<br>2020.
2 See Note 2 to the unaudited condensed consolidated financial statements.
Share-based compensation expense was higher in the fourth quarter and full year of 2021 compared to the same<br>periods in 2020 due to an increase in our share price resulting in a higher value of share-based awards outstanding.
--- ---
Other expenses were higher in the fourth quarter and full year of 2021 compared to the same periods in 2020 due to<br>higher foreign exchange losses, higher expense related to asset retirement obligations and accrued environment costs for our non-operating sites from changes in our cost and discount rate estimates, and<br>additional cloud computing related expenses recognized in the first half of 2021 due to our change in accounting policy. This was partially offset by lower integration and restructuring related costs.
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Eliminations

Eliminations of gross margin between operating segments for the full year of 2021 were $(89) million compared to a $21 million gross margin recovery for the same period in 2020. We had significant eliminations in 2021 due to higher-margin inventories held by our Retail segment as global commodity benchmark prices increased. Eliminations are not part of the Corporate and Others segment.

9

Finance Costs, Income Tax Expense (Recovery) and

Other Comprehensive Income

(millions of US dollars, except Three Months Ended December 31 Twelve Months Ended December 31
as otherwise<br>noted) **** 2021 2020 % Change **** 2021 2020 % Change
Finance costs **** 246 119 107 **** 613 520 18
Income tax expense (recovery) **** 374 (32 ) n/m **** 989 (77 ) n/m
Other comprehensive income **** 72 280 (74 ) **** 78 194 (60 )
Finance costs in the fourth quarter and full year of 2021 were higher compared to the same periods in 2020 mainly<br>due to a loss of $142 million on early extinguishment of long-term debt, which primarily represents interest that we would have paid in future years if the long-term debt was not extinguished.
--- ---
Income tax expense in the fourth quarter and full year of 2021 **** was higher as a result of significantly<br>higher earnings in 2021 compared to the same periods in 2020. In addition, in 2020, discrete tax recoveries of $80 million primarily related to recoveries of prior year taxes due to US legislative changes.
--- ---
Other comprehensive income is primarily driven by changes in the currency translation of our foreign<br>operations and share price movement of our investment in Sinofert Holdings Ltd. In 2020, we had a higher gain on translation of our Retail operations in Australia as the Australian dollar strengthened relative to the US dollar. In 2021, the<br>Australian dollar weakened relative to the US dollar resulting in lower other comprehensive income.
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10

Forward-Looking Statements

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

All of the forward-looking statements are qualified by the assumptions that are stated or inherent in such forward-looking statements, including the assumptions referred to below and elsewhere in this document. Although we believe that these assumptions are reasonable, having regard to our experience and our perception of historical trends, this list is not exhaustive of the factors that may affect any of the forward-looking statements and the reader should not place undue reliance on these assumptions and such forward-looking statements. Current conditions, economic and otherwise, render assumptions, although reasonable when made, subject to greater uncertainty. The additional key assumptions that have been made include, among other things, assumptions with respect to our ability to successfully complete, integrate and realize the anticipated benefits of our already completed and future acquisitions and divestitures, and that we will be able to implement our standards, controls, procedures and policies in respect of any acquired businesses and to realize the expected synergies; that future business, regulatory and industry conditions will be within the parameters expected by us, including with respect to prices, margins, demand, supply, product availability, supplier agreements, availability and cost of labor and interest, exchange and effective tax rates; assumptions with respect to global economic conditions and the accuracy of our market outlook expectations for 2022 and in the future; our expectations regarding the impacts, direct and indirect, of the COVID-19 pandemic on our business, customers, business partners, employees, supply chain, other stakeholders and the overall economy; the adequacy of our cash generated from operations and our ability to access our credit facilities or capital markets for additional sources of financing; our ability to identify suitable candidates for acquisitions and divestitures and negotiate acceptable terms; our ability to maintain investment grade ratings and achieve our performance targets; our ability to successfully negotiate sales contracts; and our ability to successfully implement new initiatives and programs.

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

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

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

11

Terms & Definitions

For the definitions of certain financial and non-financial terms used in this document, as well as a list of abbreviated company names and sources, see the “Terms and Definitions” section of our 2020 Annual Report. All references to per share amounts pertain to diluted net earnings (loss) per share, “n/m” indicates information that is not meaningful, and all financial amounts are stated in millions of US dollars, unless otherwise noted.

About Nutrien

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

For Further Information:

Investor Relations:

Jeff Holzman

Vice President, Investor Relations

(306) 933-8545

Investors@nutrien.com

MediaRelations:

Megan Fielding

Vice President, Brand & Culture Communications

(403) 797-3015

Contact us at: www.nutrien.com

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

Such data is not incorporated by reference herein.

Nutrien will host a Conference Call on Thursday,February 17, 2022 at 10:00 am Eastern Time.

In order to expedite access to our conference call, each participant will be required to pre-register for the event:
Online: http://www.directeventreg.com/registration/event/3664097.
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Via Phone:<br>1-888-869-1189 Conference ID 3664097.
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Once the registration is complete, a confirmation will be sent providing the dial in number and both the Direct Event<br>Passcode and your unique Registrant ID to join this call. For security reasons, please do not share your information with anyone else.
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Live Audio Webcast: Visit<br>http://www.nutrien.com/investors/events/2021-q4-earnings-conference-call
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12

Appendix A - Selected Additional Financial Data

Selected Retail measures Three Months Ended December 31 Twelve Months Ended December 31
2021 2020 2021 2020
Proprietary products margin as a percentage ofproduct line margin (%)
Crop nutrients **** 12 14 **** 21 25
Crop protection products **** 14 11 **** 34 32
Seed **** 39 37 **** 44 46
All products **** 11 11 **** 23 23
Crop nutrients sales volumes (tonnes – thousands)
North America **** 2,119 2,063 **** 9,848 9,746
International **** 702 622 **** 3,535 2,986
Total **** 2,821 2,685 **** 13,383 12,732
Crop nutrients selling price per tonne
North America **** 725 413 **** 556 421
International **** 708 413 **** 512 367
Total **** 721 413 **** 545 408
Crop nutrients gross margin per tonne
North America **** 154 89 **** 133 99
International **** 144 85 **** 82 55
Total **** 152 88 **** 119 89
Financial performance measures 2021 2020
Retail adjusted EBITDA margin (%) ^1,2^ **** 11 10
Retail adjusted EBITDA per US selling location (thousands of US dollars) ^1, 2, 3^ **** 1,481 1,075
Retail adjusted average working capital to sales (%) ^1, 3^ **** 13 15
Retail adjusted average working capital to sales excluding Nutrien Financial (%) ^1, 4^ **** - 5
Nutrien Financial adjusted net interest margin (%)<br>^1, 4^ **** 6.6 5.3
Retail cash operating coverage ratio (%) ^1,4^ **** 58 62
Retail normalized comparable store sales (%) ^4^ **** 7 6
1   Rolling four quarters ended December 31, 2021 and 2020.
2   These are supplementary financial measures. See the “Other Financial Measures” section.
3   Excluding acquisitions.
4   These are non-IFRS financial measures. See the “Non-IFRS Financial Measures” section.
Nutrien Financial
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(millions of US dollars) <31 days<br><br><br>past due 31–90 days<br><br><br>past due >90 days<br><br><br>past due GrossReceivables Allowance ^1^ NetReceivables
North America 1,410 45 12 47 1,514 (26 ) **** 1,488
International 537 47 26 54 664 (2 ) **** 662
Nutrien Financial receivables 1,947 92 38 101 2,178 (28 ) **** 2,150
1   Bad debt expense on the above receivables for the twelve months ended December 31, 2021 was 10 million (2020 – 26 million) in the Retail<br>segment.
2   Gross receivables include 1,792 million (2020 – 1,147 million) very low risk of default and 386 million (2020 – 270 million) of low risk of<br>default.

All values are in US Dollars.

13

Selected Nitrogen measures Three Months Ended December 31 Twelve Months Ended December 31
**** 2021 2020 **** 2021 2020
Sales volumes (tonnes – thousands)
Fertilizer **** 1,578 1,740 **** 6,028 6,750
Industrial and feed **** 1,257 1,105 **** 4,697 4,216
Net sales (millions of US dollars)
Fertilizer **** 861 359 **** 2,364 1,467
Industrial and feed **** 595 196 **** 1,620 755
Net selling price per tonne
Fertilizer **** 545 206 **** 392 217
Industrial and feed **** 473 178 **** 345 179
Production measures Three Months Ended December 31 Twelve Months Ended December 31
**** 2021 2020 **** 2021 2020
Potash production (Product tonnes – thousands) **** 3,641 2,784 **** 13,790 12,595
Potash shutdown weeks ^1^ **** - - **** 14 38
Ammonia production – total ^2^ **** 1,641 1,584 **** 5,996 6,063
Ammonia production – adjusted ^2, 3^ **** 1,069 1,035 **** 3,932 4,102
Ammonia operating rate (%) ^3^ **** 97 94 **** 90 93
P2O5 production (P2O5 tonnes – thousands) **** 409 361 **** 1,518 1,444
P2O5 operating rate (%) **** 95 84 **** 89 85
1   Represents weeks of full production shutdown, excluding the impact of any periods of reduced operating<br>rates and planned routine annual maintenance shutdowns and announced workforce reductions.
2   All figures are provided on a gross production basis in thousands of product tonnes.
3   Excludes Trinidad and Joffre.

14

Appendix B - Non-IFRS Financial Measures

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

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

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

Adjusted EBITDA (Consolidated)

Most directly comparableIFRS financial measure: Net earnings (loss).

Definition: Adjusted EBITDA is calculated as net earnings (loss) before finance costs, income taxes, depreciation and amortization, share-based compensation and certain foreign exchange gain/loss (net of related derivatives). We also adjust this measure for the following other income and expenses that are excluded when management evaluates the performance of our day-to-day operations: integration and restructuring related costs, impairment or reversal of impairment of assets, COVID-19 related expenses, gain or loss on disposal of certain businesses and investments, and IFRS adoption transition adjustments. In 2021, we amended our calculation of adjusted EBITDA to adjust for the impact of integration and restructuring related costs and cloud computing transition adjustment. There were no similar expenses in the comparative period.

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

Three Months Ended December 31 Twelve Months Ended December 31
(millions of US dollars) **** 2021 **** 2020 **** 2021 2020
Net earnings **** 1,207 **** 316 **** 3,179 459
Finance costs **** 246 **** 119 **** 613 520
Income tax expense (recovery) **** 374 **** (32 ) **** 989 (77 )
Depreciation and amortization **** 497 **** 499 **** 1,951 1,989
EBITDA ^1^ **** 2,324 **** 902 **** 6,732 2,891
Share-based compensation expense **** 73 **** 60 **** 198 69
Foreign exchange loss, net of related derivatives **** 38 **** 15 **** 39 19
Integration and restructuring related (recovery) costs **** (4 ) 22 **** 43 60
Impairment of assets **** 21 **** 1 **** 33 824
COVID-19 related expenses ^2^ **** 11 **** 18 **** 45 48
Loss on disposal of business **** - **** - **** - 6
Net gain on disposal of investment in MOPCO **** - **** (250 ) **** - (250 )
Cloud computing transition adjustment ^3^ **** - **** - **** 36 -
Adjusted EBITDA **** 2,463 **** 768 **** 7,126 3,667

1 EBITDA is calculated as net earnings (loss) before finance costs, income taxes, and depreciation and amortization.

2 COVID-19 related expenses primarily consist of increased cleaning and sanitization costs, the purchase of personal protective equipment, discretionary supplemental employee costs, and costs related to construction delays from access limitations and other government restrictions.

3 Cloud computing transition adjustment relates to cloud computing costs in prior years that no longer qualify for capitalization based on an agenda decision issued by the IFRS Interpretations Committee in April 2021.

15

Adjusted Net Earnings and Adjusted Net Earnings Per Share

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

Definition: Adjusted net earnings and related per share information are calculated as **** net earnings (loss) before share-based compensation and certain foreign exchange gain/loss (net of related derivatives), net of tax. We also adjust this measure for the following other income and expenses (net of tax) that are excluded when management evaluates the performance of our day-to-day operations: certain integration and restructuring related costs, impairment or reversal of impairment of assets, COVID-19 related expenses (including those recorded under finance costs), gain or loss on disposal of certain businesses and investments, IFRS adoption transition adjustments and gain/loss on early extinguishment of debt. We generally apply the annual forecasted effective tax rate to our adjustments during the year and, at year-end, we apply the actual effective tax rate. If the effective tax rate is significantly different from our forecasted effective tax rate due to adjustments or discrete tax impacts, we apply a tax rate that excludes those items. For material adjustments, we apply a tax rate specific to the adjustment. In 2021, we amended our calculation of adjusted net earnings to adjust for the impact of integration and restructuring related costs, cloud computing transition adjustment, and gain/loss on early extinguishment of debt. There were no similar expenses in the comparative period.

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

Three Months Ended<br><br><br>December 31, 2021 Twelve Months Ended<br><br><br>December 31, 2021
(millions of US dollars, except as otherwise<br>noted) **** Increases(Decreases) **** Post-Tax **** PerDilutedShare **** **** Increases(Decreases) Post-Tax PerDilutedShare
Net earnings attributable to equity holders of<br><br><br>Nutrien 1,201 2.11 3,153 5.52
Adjustments:
Share-based compensation expense 73 56 0.10 198 151 0.27
Foreign exchange loss, net of related derivatives 38 29 0.05 39 30 0.05
Integration and restructuring related (recovery)<br>costs (4 ) (3 ) (0.01 ) 43 33 0.06
Impairment of assets 21 16 0.03 33 25 0.04
COVID-19 related expenses 11 8 0.01 45 34 0.06
Cloud computing transition adjustment - - - 36 27 0.05
Loss on early extinguishment of debt 142 104 0.18 142 104 0.18
Adjusted net earnings 1,411 **** 2.47 **** 3,557 6.23
Three Months Ended<br><br><br>December 31, 2020 Twelve Months Ended<br><br><br>December 31, 2020
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(millions of US dollars, except as otherwise<br>noted) Increases<br>(Decreases) Post-Tax Per<br>Diluted<br>Share Increases<br>(Decreases) Post-Tax Per<br>Diluted<br>Share
Net earnings attributable to equity holders of<br><br><br>Nutrien 316 0.55 459 0.81
Adjustments:
Share-based compensation expense 60 36 0.06 69 50 0.09
Foreign exchange loss, net of<br>related derivatives 15 9 0.02 19 14 0.02
Integration and restructuring related costs 22 13 0.03 60 44 0.08
Impairment of assets 1 1 - 824 657 1.15
COVID-19 related expenses 22 13 0.02 67 49 0.09
Loss on disposal of business - - - 6 4 -
Net gain on disposal of investment in MOPCO (250 ) (250 ) (0.44 ) (250 ) (250 ) (0.44 )
Adjusted net earnings 138 0.24 1,027 1.80

16

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

Adjusted EBITDA and adjusted net earnings per share guidance are forward-looking non-IFRS financial measures. We do not provide a reconciliation of such forward-looking measures to the most directly comparable financial measures calculated and presented in accordance with IFRS due to unknown variables and the uncertainty related to future results. These unknown variables may include unpredictable transactions of significant value that may be inherently difficult to determine without unreasonable efforts. Guidance for adjusted EBITDA and adjusted net earnings per share excludes the impacts of share-based compensation, certain foreign exchange gain/loss (net of related derivatives), integration and restructuring related costs, impairment or reversal of impairment of assets, COVID-19 related expenses (including those recorded under finance costs), gain or loss on disposal of certain businesses and investments, IFRS adoption transition adjustments, and gain/loss on early extinguishment of debt.

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

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

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

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

Three Months Ended December 31 Twelve Months Ended December 31
(millions of US dollars) **** 2021 **** 2020 **** 2021 **** 2020
Cash provided by operating activities **** 3,637 **** 2,778 **** 3,886 **** 3,323
Sustaining capital expenditures **** (454 ) (408 ) **** (1,247 ) (919 )
Free cash flow including changes in non-cash<br>operating<br>working capital **** 3,183 **** 2,370 **** 2,639 **** 2,404
Changes in non-cash<br>operating working capital **** 1,634 **** 2,174 **** (1,661 ) 574
Free cash flow **** 1,549 **** 196 **** 4,300 **** 1,830

Gross Margin Excluding Depreciation and Amortization Per Tonne - Manufactured

Most directly comparable IFRS financial measure: Gross margin.

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

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

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

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

Definition: Total Potash COGS for the period excluding depreciation and amortization expense and inventory and other adjustments divided by the production tonnes for the period.

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

17

Three Months Ended December 31 Twelve Months Ended December 31
(millions of US dollars, except as otherwise noted) **** 2021 **** 2020 **** 2021 **** 2020
Total COGS – Potash **** 305 **** 305 **** 1,285 **** 1,183
Change in inventory **** 64 **** 18 **** 22 **** (10 )
Other adjustments ^1^ **** 1 **** (7 ) **** (6 ) (12 )
COPM **** 370 **** 316 **** 1,301 **** 1,161
Depreciation and amortization included in COPM **** (115 ) (119 ) **** (430 ) (424 )
Cash COPM **** 255 **** 197 **** 871 **** 737
Production tonnes (tonnes – thousands) **** 3,641 **** 2,784 **** 13,790 **** 12,595
Potash cash COPM per tonne **** 70 **** 71 **** 63 **** 59
1 Other adjustments include unallocated production overhead that is recognized as part of cost of goods sold but is<br>not included in the measurement of inventory and changes in inventory balances.

Ammonia Controllable Cash COPM Per Tonne

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

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

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

Three Months Ended December 31 Twelve Months Ended December 31
(millions of US dollars, except as otherwise noted) **** 2021 **** 2020 **** 2021 **** 2020
Total Manufactured COGS – Nitrogen **** 725 **** 460 **** 2,353 **** 1,804
Total Other COGS – Nitrogen **** 170 **** 97 **** 610 **** 461
Total COGS – Nitrogen **** 895 **** 557 **** 2,963 **** 2,265
Depreciation and amortization in COGS **** (126 ) (127 ) **** (473 ) (522 )
Cash COGS for products other than ammonia **** (519 ) (325 ) **** (1,740 ) (1,342 )
Ammonia
Total cash COGS before other adjustments **** 250 **** 105 **** 750 **** 401
Other adjustments<br>^1^ **** (30 ) (6 ) **** (96 ) (52 )
Total cash COPM **** 220 **** 99 **** 654 **** 349
Natural gas and steam costs **** (186 ) (71 ) **** (515 ) (235 )
Controllable cash COPM **** 34 **** 28 **** 139 **** 114
Production tonnes (net tonnes ^2^ – thousands) **** 758 **** 704 **** 2,769 **** 2,649
Ammonia controllable cash COPM per tonne **** 45 **** 40 **** 50 **** 43
1  Other adjustments include unallocated production overhead that is recognized as part of cost of goods sold<br>but is not included in the measurement of inventory and changes in inventory balances.
2  Ammonia tonnes available for sale, as not upgraded to other Nitrogen<br>products.

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

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

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

18

Rolling four quarters ended December 31, 2021
(millions of US dollars, except as otherwise noted) **** Q1 2021 **** Q2 2021 **** Q3 2021 **** Q4 2021 **** Average/Total
Current assets 9,160 9,300 8,945 9,924
Current liabilities (7,530 ) (7,952 ) (5,062 ) (7,828 )
Working capital 1,630 1,348 3,883 2,096
Working capital from certain recent acquisitions - - - -
Adjusted working capital 1,630 1,348 3,883 2,096 2,239
Nutrien Financial working capital (1,221 ) (3,072 ) (2,820 ) (2,150 )
Adjusted working capital excluding Nutrien Financial 409 (1,724 ) 1,063 (54 ) (77)
Sales 2,972 7,537 3,347 3,878
Sales from certain recent acquisitions - - - -
Adjusted sales 2,972 7,537 3,347 3,878 17,734
Nutrien Financial revenue (25 ) (59 ) (54 ) (51 )
Adjusted sales excluding Nutrien Financial 2,947 7,478 3,293 3,827 17,545
Adjusted average working capital to sales (%) 13
Adjusted average working capital to sales excluding Nutrien Financial (%) **** -
Rolling four quarters ended December 31, 2020
(millions of US dollars, except as otherwise noted) Q1 2020 Q2 2020 Q3 2020 Q4 2020 Average/Total
Current assets 8,423 8,230 7,324 8,013
Current liabilities (6,135 ) (6,200 ) (4,108 ) (6,856 )
Working capital 2,288 2,030 3,216 1,157
Working capital from certain recent acquisitions (108 ) 63 - -
Adjusted working capital 2,180 2,093 3,216 1,157 2,162
Nutrien Financial working capital (795 ) (2,108 ) (1,711 ) (1,392 )
Adjusted working capital excluding Nutrien Financial 1,385 (15 ) 1,505 (235 ) 660
Sales 2,661 6,764 2,742 2,618
Sales from certain recent acquisitions (348 ) (338 ) - -
Adjusted sales 2,313 6,426 2,742 2,618 14,099
Nutrien Financial revenue (16 ) (40 ) (36 ) (37 )
Adjusted sales excluding Nutrien Financial 2,297 6,386 2,706 2,581 13,970
Adjusted average working capital to sales (%) 15
Adjusted average working capital to sales excluding Nutrien Financial (%) 5
Nutrien Financial Adjusted Net Interest Margin<br><br><br><br> <br>Definition: Nutrien Financial revenue less deemed interest expense divided<br>by average Nutrien Financial receivables outstanding for the last four rolling quarters.<br> <br><br><br><br>Why we use the measure and why it is useful to investors: Used by credit rating agencies and other users to evaluate financial performance of<br>Nutrien Financial.

19

Rolling four quarters ended December 31, 2021
(millions of US dollars, except as otherwise noted) **** Q1 2021 **** **** Q2 2021 **** **** Q3 2021 **** **** Q4 2021 **** **** Total/Average
Nutrien Financial revenue 25 59 54 51
Deemed interest expense ^1^ (6 ) (8 ) (10 ) (12 )
Net interest 19 51 44 39 **** 153
Average Nutrien Financial receivables 1,221 3,072 2,820 2,150 **** 2,316
Nutrien Financial adjusted net interest margin (%) **** 6.6
1  Average borrowing rate applied to the notional debt required to fund the<br>portfolio of receivables from customers monitored and serviced by Nutrien Financial.
Rolling four quarters ended December 31, 2020
(millions of US dollars, except as otherwise noted) Q1 2020 Q2 2020 Q3 2020 Q4 2020 Total/Average
Nutrien Financial revenue 16 40 36 37
Deemed interest expense ^1^ (5 ) (15 ) (15 ) (14 )
Net interest 11 25 21 23 80
Average Nutrien Financial receivables 795 2,108 1,711 1,392 1,502
Nutrien Financial adjusted net interest margin (%) 5.3
1   Average borrowing rate applied to the notional debt required to fund the portfolio of receivables from customers<br>monitored and serviced by Nutrien Financial.<br> <br><br> <br>Retail Cash Operating Coverage Ratio<br><br><br><br> <br>Definition: Retail selling, general and administrative, and other expenses,<br>excluding depreciation and amortization expense, divided by Retail gross margin excluding depreciation and amortization expense in cost of goods sold, for the last four rolling quarters.<br><br><br><br> <br>Why we use the measure and why it is useful to investors: To<br>understand the costs and underlying economics of our Retail operations and to assess our Retail operating performance and ability to generate free cash flow.
Rolling four quarters ended December 31, 2021
(millions of US dollars, except as otherwise noted) Q1 2021 Q2 2021 Q3 2021 Q4 2021 Total
Selling expenses 667 863 746 848 **** 3,124
General and administrative expenses 39 41 45 43 **** 168
Other expenses 15 34 17 20 **** 86
Operating expenses 721 938 808 911 **** 3,378
Depreciation and amortization in operating expenses (175 ) (166 ) (180 ) (173 ) **** (694)
Operating expenses excluding depreciation and<br>amortization 546 772 628 738 **** 2,684
Gross margin 652 1,858 917 1,173 **** 4,600
Depreciation and amortization in cost of goods sold 2 3 2 5 **** 12
Gross margin excluding depreciation and amortization 654 1,861 919 1,178 **** 4,612
Cash operating coverage ratio (%) **** 58
Rolling four quarters ended December 31, 2020
(millions of US dollars, except as otherwise noted) Q1 2020 Q2 2020 Q3 2020 Q4 2020 Total
Selling expenses 635 764 669 727 2,795
General and administrative expenses 38 30 34 33 135
Other expenses (income) 16 32 (12 ) 8 44
Operating expenses 689 826 691 768 2,974
Depreciation and amortization in operating expenses (153 ) (161 ) (167 ) (177 ) (658)
Operating expenses excluding depreciation and<br>amortization 536 665 524 591 2,316
Gross margin 541 1,627 683 885 3,736
Depreciation and amortization in cost of goods sold 2 2 3 3 10
Gross margin excluding depreciation and amortization 543 1,629 686 888 3,746
Cash operating coverage ratio (%) 62

20

Retail Normalized Comparable Store Sales

Most directly comparable IFRS financial measure: Retail sales from comparable base as a component of total Retail sales.

Definition: Prior year comparable store sales adjusted for published potash, nitrogen and phosphate benchmark prices and foreign exchange rates used in the current year. 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.

Why we use the measure and why it is useful to investors: To evaluate sales growth by adjusting for fluctuations in commodity prices and foreign exchange rates. Includes locations we have owned for more than 12 months.

Twelve Months Ended December 31
(millions of US dollars, except as otherwise noted) **** 2021 **** 2020
Sales from comparable base
Prior period **** 14,785 **** 13,282
Adjustments<br>^1^ **** (476 ) -
Revised prior period **** 14,309 **** 13,282
Current period **** 17,511 **** 13,546
Comparable store sales (%) **** 22 **** 2
Prior period normalized for benchmark prices and foreign<br>exchange rates **** 16,350 **** 12,784
Normalized comparable store sales (%) **** 7 **** 6
1 Adjustments relate to prior period sales related to closed locations or businesses that no longer exist in the<br>current period in order to provide a comparable base in our calculation.

Appendix C – Other Financial Measures

Supplementary Financial Measures

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

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

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

Retail digital platform sales: Grower and employee sales in North America entered directly into the digital platform.

Retail digital platform sales to total sales: Grower and employee sales in North America entered directly into the digital platform as a percentage of total sales in North America.

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

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

21

Unaudited In millions of US dollars except as otherwise noted

Condensed Consolidated Financial Statements

Condensed ConsolidatedStatements of Earnings

Three Months Ended        December 31 Twelve Months EndedDecember 31
Note **** 2021 **** 2020 **** 2021 **** 2020
SALES 2 **** 7,267 **** 4,052 **** 27,712 **** 20,908
Freight, transportation and distribution **** 198 **** 202 **** 851 **** 855
Cost of goods sold **** 3,863 **** 2,685 **** 17,452 **** 14,814
GROSS MARGIN **** 3,206 **** 1,165 **** 9,409 **** 5,239
Selling expenses **** 855 **** 732 **** 3,142 **** 2,813
General and administrative expenses **** 148 **** 117 **** 477 **** 429
Provincial mining taxes **** 173 **** 41 **** 466 **** 204
Share-based compensation expense **** 73 **** 60 **** 198 **** 69
Impairment of assets **** 21 **** 1 **** 33 **** 824
Other expenses (income) 3 **** 109 **** (189 ) **** 312 **** (2 )
EARNINGS BEFORE FINANCE COSTS AND INCOME TAXES **** 1,827 **** 403 **** 4,781 **** 902
Finance costs **** 246 **** 119 **** 613 **** 520
EARNINGS BEFORE INCOME TAXES **** 1,581 **** 284 **** 4,168 **** 382
Income tax expense (recovery) **** 374 **** (32 ) **** 989 **** (77 )
NET EARNINGS **** 1,207 **** 316 **** 3,179 **** 459
Attributable to
Equity holders of Nutrien **** 1,201 **** 316 **** 3,153 **** 459
Non-controlling<br>interest **** 6 **** - **** 26 **** -
NET EARNINGS **** 1,207 **** 316 **** 3,179 **** 459
NET EARNINGS PER SHARE ATTRIBUTABLE TO EQUITYHOLDERS OF NUTRIEN (“EPS”) ****
Basic **** 2.11 **** 0.55 **** 5.53 **** 0.81
Diluted **** 2.11 **** 0.55 **** 5.52 **** 0.81
Weighted average shares outstanding for basic EPS **** 568,027,000 **** 569,180,000 **** 569,664,000 **** 569,657,000
Weighted average shares outstanding for diluted EPS **** 569,653,000 **** 569,393,000 **** 571,289,000 **** 569,686,000
Condensed Consolidated Statements of ComprehensiveIncome ****
Three Months EndedDecember 31 Twelve Months EndedDecember 31
(Net of related income taxes) **** 2021 **** 2020 **** 2021 **** 2020
NET EARNINGS **** 1,207 **** 316 **** 3,179 **** 459
Other comprehensive income
Items that will not be reclassified to net earnings:
Net actuarial gain on defined benefit plans **** 95 **** 72 **** 95 **** 75
Net fair value (loss) gain on investments **** (35 ) 18 **** 81 **** (7 )
Items that have been or may be subsequently reclassified to<br><br><br>net earnings:
Gain (loss) on currency translation of foreign operations **** 14 **** 194 **** (115 ) 142
Other **** (2 ) (4 ) **** 17 **** (16 )
OTHER COMPREHENSIVE INCOME **** 72 **** 280 **** 78 **** 194
COMPREHENSIVE INCOME **** 1,279 **** 596 **** 3,257 **** 653
Attributable to
Equity holders of Nutrien **** 1,273 **** 596 **** 3,232 **** 653
Non-controlling<br>interest **** 6 **** - **** 25 **** -
COMPREHENSIVE INCOME **** 1,279 **** 596 **** 3,257 **** 653
(See Notes to the Condensed Consolidated Financial Statements)

22

Unaudited In millions of US dollars except as otherwise noted

Condensed Consolidated Statements of Cash Flows

Three Months EndedDecember 31 **** Twelve Months EndedDecember 31 ****
2021 **** 2020 2021 **** 2020
OPERATING ACTIVITIES
Net earnings 1,207 **** 316 3,179 **** 459
Adjustments for:
Depreciation and amortization 497 **** 499 1,951 **** 1,989
Share-based compensation expense 73 **** 60 198 **** 69
Impairment of assets 21 **** 1 33 **** 824
Loss on early extinguishment of debt 142 **** - 142 **** -
Net gain on disposal of investment in Misr Fertilizers<br><br><br>Production Company S.A.E. (“MOPCO”) - **** (250 ) - **** (250 )
Provision for (recovery of) deferred income tax 66 **** 90 (31 ) (9 )
Cloud computing transition adjustment - **** - 36 **** -
Other long-term assets, liabilities and<br>miscellaneous (3 ) (112 ) 39 **** (333 )
Cash from operations before working capital changes 2,003 **** 604 5,547 **** 2,749
Changes in non-cash operating working capital:
Receivables 1,432 **** 1,600 (1,669 ) 145
Inventories (1,652 ) (1,068 ) (1,459 ) 85
Prepaid expenses and other current assets (1,092 ) (946 ) (227 ) (10 )
Payables and accrued charges 2,946 **** 2,588 1,694 **** 354
CASH PROVIDED BY OPERATING ACTIVITIES 3,637 **** 2,778 3,886 **** 3,323
INVESTING ACTIVITIES
Capital expenditures ^1^ (568 ) (535 ) (1,783 ) (1,549 )
Business acquisitions, net of cash acquired (18 ) (17 ) (88 ) (233 )
Proceeds from disposal of investment in MOPCO - **** 540 - **** 540
Other 121 **** 17 64 **** 38
CASH (USED IN) PROVIDEDBY INVESTING ACTIVITIES (465 ) 5 (1,807 ) (1,204 )
FINANCING ACTIVITIES
Transaction costs related to debt - **** - (7 ) (15 )
Proceeds from (repayment of) short-term debt, net 307 **** (1,493 ) 1,344 **** (892 )
Proceeds from long-term debt (3 ) 21 86 **** 1,541
Repayment of long-term debt (2,207 ) (2 ) (2,212 ) (509 )
Repayment of principal portion of lease liabilities (78 ) (71 ) (320 ) (274 )
Dividends paid to Nutrien’s shareholders (266 ) (259 ) (1,045 ) (1,030 )
Repurchase of common shares (885 ) - (1,035 ) (160 )
Issuance of common shares 12 **** - 200 **** -
Other - **** - (14 ) -
CASH USED IN FINANCINGACTIVITIES (3,120 ) (1,804 ) (3,003 ) (1,339 )
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND<br><br><br>CASH EQUIVALENTS 4 **** 10 (31 ) 3
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 56 **** 989 (955 ) 783
CASH AND CASH EQUIVALENTS – BEGINNING OF PERIOD 443 **** 465 1,454 **** 671
CASH AND CASHEQUIVALENTS – END OF PERIOD 499 **** 1,454 499 **** 1,454
Cash and cash equivalents comprised of:
Cash 428 **** 1,375 428 **** 1,375
Short-term investments 71 **** 79 71 **** 79
499 **** 1,454 499 **** 1,454
SUPPLEMENTAL CASH FLOWS INFORMATION
Interest paid 172 **** 164 491 **** 498
Income taxes paid 79 **** 64 435 **** 156
Total cash outflow for leases 94 **** 79 393 **** 345

1 Includes additions to property, plant and equipment and intangible assets for the three months ended December 31, 2021 of $528 and $40 (2020 – $496 and $39), respectively, and for the twelve months ended December 31, 2021 of $1,676 and $107 (2020 – $1,423 and $126), respectively.

(See Notes to the Condensed Consolidated Financial Statements)

23

Unaudited In millions of US dollars except as otherwise noted

Condensed Consolidated Statements of Changes in Shareholders’ Equity

Accumulated Other Comprehensive<br>(Loss) Income (“AOCI”)
Number of<br>Common<br>Shares Share<br>Capital Contributed<br>Surplus Loss on<br>Currency<br>Translation<br>of Foreign<br>Operations Other Total<br>AOCI Retained<br>Earnings Equity<br>Holders<br><br><br>of<br> <br>Nutrien<br>(Note 1) Non-<br>Controlling<br>Interest<br>(Note 1) Total<br>Equity
BALANCE – DECEMBER 31, 2019 572,942,809 15,771 248 (204 ) (47 ) (251 ) 7,101 22,869 38 22,907
Net earnings - - - - - - 459 459 - 459
Other comprehensive income - - - 142 52 194 - 194 - 194
Shares repurchased (3,832,580 ) (105 ) (55 ) - - - - (160 ) - (160 )
Dividends declared - - - - - - (1,029 ) (1,029 ) - (1,029 )
Effect of share-based compensation including issuance of common shares 150,177 7 12 - - - - 19 - 19
Transfer of net loss on cash flow hedges - - - - 13 13 - 13 - 13
Transfer of net actuarial gain on defined benefit<br>plans - - - - (75 ) (75 ) 75 - - -
BALANCE – DECEMBER 31, 2020 569,260,406 15,673 205 (62 ) (57 ) (119 ) 6,606 22,365 38 22,403
BALANCE – DECEMBER 31, 2020 **** 569,260,406 **** **** 15,673 **** **** 205 **** **** (62 ) **** (57 ) **** (119 ) **** 6,606 **** **** 22,365 **** **** 38 **** **** 22,403 ****
Net earnings **** - **** **** - **** **** - **** **** - **** **** - **** **** - **** **** 3,153 **** **** 3,153 **** **** 26 **** **** 3,179 ****
Other comprehensive (loss) income **** - **** **** - **** **** - **** **** (114 ) **** 193 **** **** 79 **** **** - **** **** 79 **** **** (1 ) **** 78 ****
Shares repurchased **** (15,982,154 ) **** (442 ) **** (47 ) **** - **** **** - **** **** - **** **** (616 ) **** (1,105 ) **** - **** **** (1,105 )
Dividends declared **** - **** **** - **** **** - **** **** - **** **** - **** **** - **** **** (1,046 ) **** (1,046 ) **** - **** **** (1,046 )
Non-controlling interest transactions **** - **** **** - **** **** - **** **** - **** **** - **** **** - **** **** - **** **** - **** **** (16 ) **** (16 )
Effect of share-based compensation including issuance of common shares **** 4,424,437 **** **** 226 **** **** (9 ) **** - **** **** - **** **** - **** **** - **** **** 217 **** **** - **** **** 217 ****
Transfer of net gain on cash flow hedges **** - **** **** - **** **** - **** **** - **** **** (11 ) **** (11 ) **** - **** **** (11 ) **** - **** **** (11 )
Transfer of net actuarial gain on defined benefit plans **** - **** **** - **** **** - **** **** - **** **** (95 ) **** (95 ) **** 95 **** **** - **** **** - **** **** - ****
Share cancellation **** (210,173 ) **** - **** **** - **** **** - **** **** - **** **** - **** **** - **** **** - **** **** - **** **** - ****
BALANCE – DECEMBER 31, 2021 **** 557,492,516 **** **** 15,457 **** **** 149 **** **** (176 ) **** 30 **** **** (146 ) **** 8,192 **** **** 23,652 **** **** 47 **** **** 23,699 ****

(See Notes to the Condensed Consolidated Financial Statements)

24

Unaudited In millions of US dollars except as otherwise noted

Condensed Consolidated Balance Sheets

December 31 December 31
As at 2021 2020
Note 1
ASSETS
Current assets
Cash and cash equivalents **** 499 **** 1,454
Receivables **** 5,366 **** 3,626
Inventories **** 6,328 **** 4,930
Prepaid expenses and other current assets **** 1,653 **** 1,460
**** 13,846 **** 11,470
Non-current assets
Property, plant and equipment **** 20,016 **** 19,660
Goodwill **** 12,220 **** 12,198
Other intangible assets **** 2,340 **** 2,388
Investments **** 703 **** 562
Other assets **** 829 **** 914
TOTAL ASSETS **** 49,954 **** 47,192
LIABILITIES
Current liabilities
Short-term debt **** 1,560 **** 159
Current portion of long-term debt **** 545 **** 14
Current portion of lease liabilities **** 286 **** 249
Payables and accrued charges **** 10,052 **** 8,058
**** 12,443 **** 8,480
Non-current liabilities
Long-term debt **** 7,521 **** 10,047
Lease liabilities **** 934 **** 891
Deferred income tax liabilities **** 3,165 **** 3,149
Pension and other post-retirement benefit liabilities **** 419 **** 454
Asset retirement obligations and accrued environmental costs **** 1,566 **** 1,597
Other non-current<br>liabilities **** 207 **** 171
TOTAL LIABILITIES **** 26,255 **** 24,789
SHAREHOLDERS’ EQUITY
Share capital **** 15,457 **** 15,673
Contributed surplus **** 149 **** 205
Accumulated other comprehensive loss **** (146 ) (119 )
Retained earnings **** 8,192 **** 6,606
Equity holders of Nutrien **** 23,652 **** 22,365
Non-controlling<br>interest **** 47 **** 38
TOTAL SHAREHOLDERS’ EQUITY **** 23,699 **** 22,403
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY **** 49,954 **** 47,192
(See Notes to the Condensed Consolidated Financial Statements)
--- ---

25

Unaudited In millions of US dollars except as otherwise noted

Notes to the Condensed Consolidated Financial Statements

As at and for theThree and Twelve Months Ended December 31, 2021

NOTE 1  BASIS OF PRESENTATION

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

Our accounting policies are in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. The accounting policies and methods of computation used in preparing these unaudited condensed consolidated financial statements are materially consistent with those used in the preparation of our 2020 annual consolidated financial statements. These unaudited condensed consolidated financial statements include the accounts of Nutrien and its subsidiaries; however, they do not include all disclosures normally provided in annual consolidated financial statements and should be read in conjunction with our 2020 annual consolidated financial statements. Our 2021 annual consolidated financial statements, which are expected to be issued in February 2022, will include additional information under IFRS.

Certain immaterial 2020 figures have been reclassified in the condensed consolidated statements of changes in shareholders’ equity and condensed consolidated balance sheets.

In management’s opinion, the unaudited condensed consolidated financial statements include all adjustments necessary to fairly present such information in all material respects.

NOTE 2  SEGMENT INFORMATION

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

26

Unaudited In millions of US dollars except as otherwise noted
Three Months Ended December 31, 2021
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Retail Potash Nitrogen Phosphate Corporateand Others Eliminations Consolidated
Sales   – third party **** 3,847 **** 1,358 **** 1,476 **** **** 586 **** **** - **** **** - **** **** 7,267 ****
– intersegment **** 31 **** 128 **** 292 **** **** 65 **** **** - **** **** (516 ) **** - ****
Sales   – total **** 3,878 **** 1,486 **** 1,768 **** **** 651 **** **** - **** **** (516 ) **** 7,267 ****
Freight, transportation and distribution **** - **** 66 **** 119 **** **** 58 **** **** - **** **** (45 ) **** 198 ****
Net sales **** 3,878 **** 1,420 **** 1,649 **** **** 593 **** **** - **** **** (471 ) **** 7,069 ****
Cost of goods sold **** 2,705 **** 305 **** 895 **** **** 430 **** **** - **** **** (472 ) **** 3,863 ****
Gross margin **** 1,173 **** 1,115 **** 754 **** **** 163 **** **** - **** **** 1 **** **** 3,206 ****
Selling expenses **** 848 **** 1 **** 2 **** **** 1 **** **** 3 **** **** - **** **** 855 ****
General and administrative expenses **** 43 **** 2 **** 7 **** **** 3 **** **** 93 **** **** - **** **** 148 ****
Provincial mining taxes **** - **** 173 **** - **** **** - **** **** - **** **** - **** **** 173 ****
Share-based compensation expense **** - **** - **** - **** **** - **** **** 73 **** **** - **** **** 73 ****
Impairment of assets **** - **** - **** 17 **** **** 4 **** **** - **** **** - **** **** 21 ****
Other expenses (income) **** 20 **** 3 **** (28 ) **** 2 **** **** 112 **** **** - **** **** 109 ****
Earnings (loss) before finance costs and income taxes **** 262 **** 936 **** 756 **** **** 153 **** **** (281 ) **** 1 **** **** 1,827 ****
Depreciation and amortization **** 178 **** 117 **** 148 **** **** 39 **** **** 15 **** **** - **** **** 497 ****
EBITDA ^1^ **** 440 **** 1,053 **** 904 **** **** 192 **** **** (266 ) **** 1 **** **** 2,324 ****
Integration and restructuring related costs **** 2 **** - **** - **** **** - **** **** (6 ) **** - **** **** (4 )
Share-based compensation expense **** - **** - **** - **** **** - **** **** 73 **** **** - **** **** 73 ****
Impairment of assets **** - **** - **** 17 **** **** 4 **** **** - **** **** - **** **** 21 ****
COVID-19 related expenses **** - **** - **** - **** **** - **** **** 11 **** **** - **** **** 11 ****
Foreign exchange loss, net of related derivatives **** - **** - **** - **** **** - **** **** 38 **** **** - **** **** 38 ****
Adjusted EBITDA **** 442 **** 1,053 **** 921 **** **** 196 **** **** (150 ) **** 1 **** **** 2,463 ****
Assets – at December 31, 2021 **** 22,387 **** 13,148 **** 11,093 **** **** 1,699 **** **** 2,266 **** **** (639 ) **** 49,954 ****
1  EBITDA is calculated as net earnings (loss) before finance costs, income taxes, and depreciation and<br>amortization.
Three Months Ended December 31, 2020
Retail Potash Nitrogen Phosphate Corporate<br>and Others Eliminations Consolidated
Sales   – third party 2,608 467 647 318 12 - 4,052
– intersegment 10 57 147 56 - (270 ) -
Sales   – total 2,618 524 794 374 12 (270 ) 4,052
Freight, transportation and distribution - 74 125 54 - (51 ) 202
Net sales 2,618 450 669 320 12 (219 ) 3,850
Cost of goods sold 1,733 305 557 304 11 (225 ) 2,685
Gross margin 885 145 112 16 1 6 1,165
Selling expenses 727 2 8 2 (7 ) - 732
General and administrative expenses 33 2 1 3 78 - 117
Provincial mining taxes - 40 - - 1 - 41
Share-based compensation expense - - - - 60 - 60
Impairment of assets - 1 - - - - 1
Other expenses (income) 8 4 (263 ) (13 ) 75 - (189 )
Earnings (loss) before finance costs and income taxes 117 96 366 24 (206 ) 6 403
Depreciation and amortization 180 123 146 39 11 - 499
EBITDA 297 219 512 63 (195 ) 6 902
Integration and restructuring related costs - - 4 - 18 - 22
Share-based compensation expense - - - - 60 - 60
Impairment of assets - 1 - - - - 1
COVID-19 related expenses - - - - 18 - 18
Foreign exchange loss, net of related derivatives - - - - 15 - 15
Net gain on disposal of investment in<br>MOPCO - - (250 ) - - - (250 )
Adjusted EBITDA 297 220 266 63 (84 ) 6 768
Assets – at December 31, 2020 ¹ 20,526 12,032 10,612 1,462 2,983 (423 ) 47,192
1  In 2021, we reassessed the appropriate segment wherein certain assets related to<br>transportation, distribution and logistics should be categorized. After our evaluation was complete, we determined the assets should be categorized in the Potash, Nitrogen and Phosphate segments.

27

Unaudited In millions of US dollars except as otherwise noted
Twelve Months Ended December 31, 2021
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Retail Potash Nitrogen Phosphate Corporateand Others Eliminations Consolidated
Sales   – third party **** 17,665 **** 4,021 **** 4,216 **** **** 1,810 **** **** - **** **** - **** **** 27,712 ****
– intersegment **** 69 **** 386 **** 921 **** **** 236 **** **** - **** **** (1,612 ) **** - ****
Sales   – total **** 17,734 **** 4,407 **** 5,137 **** **** 2,046 **** **** - **** **** (1,612 ) **** 27,712 ****
Freight, transportation and distribution **** - **** 371 **** 448 **** **** 217 **** **** - **** **** (185 ) **** 851 ****
Net sales **** 17,734 **** 4,036 **** 4,689 **** **** 1,829 **** **** - **** **** (1,427 ) **** 26,861 ****
Cost of goods sold **** 13,134 **** 1,285 **** 2,963 **** **** 1,408 **** **** - **** **** (1,338 ) **** 17,452 ****
Gross margin **** 4,600 **** 2,751 **** 1,726 **** **** 421 **** **** - **** **** (89 ) **** 9,409 ****
Selling expenses **** 3,124 **** 9 **** 24 **** **** 6 **** **** (21 ) **** - **** **** 3,142 ****
General and administrative expenses **** 168 **** 8 **** 15 **** **** 11 **** **** 275 **** **** - **** **** 477 ****
Provincial mining taxes **** - **** 466 **** - **** **** - **** **** - **** **** - **** **** 466 ****
Share-based compensation expense **** - **** - **** - **** **** - **** **** 198 **** **** - **** **** 198 ****
Impairment of assets **** - **** 7 **** 22 **** **** 4 **** **** - **** **** - **** **** 33 ****
Other expenses (income) **** 86 **** 22 **** (64 ) **** 15 **** **** 253 **** **** - **** **** 312 ****
Earnings (loss) before finance costs and income taxes **** 1,222 **** 2,239 **** 1,729 **** **** 385 **** **** (705 ) **** (89 ) **** 4,781 ****
Depreciation and amortization **** 706 **** 488 **** 557 **** **** 151 **** **** 49 **** **** - **** **** 1,951 ****
EBITDA **** 1,928 **** 2,727 **** 2,286 **** **** 536 **** **** (656 ) **** (89 ) **** 6,732 ****
Integration and restructuring related costs **** 10 **** - **** - **** **** - **** **** 33 **** **** - **** **** 43 ****
Share-based compensation expense **** - **** - **** - **** **** - **** **** 198 **** **** - **** **** 198 ****
Impairment of assets **** - **** 7 **** 22 **** **** 4 **** **** - **** **** - **** **** 33 ****
COVID-19 related expenses **** - **** - **** - **** **** - **** **** 45 **** **** - **** **** 45 ****
Foreign exchange loss, net of related derivatives **** - **** - **** - **** **** - **** **** 39 **** **** - **** **** 39 ****
Cloud computing transition adjustment **** 1 **** 2 **** - **** **** - **** **** 33 **** **** - **** **** 36 ****
Adjusted EBITDA **** 1,939 **** 2,736 **** 2,308 **** **** 540 **** **** (308 ) **** (89 ) **** 7,126 ****
Assets – at December 31, 2021 **** 22,387 **** 13,148 **** 11,093 **** **** 1,699 **** **** 2,266 **** **** (639 ) **** 49,954 ****
Twelve Months Ended December 31, 2020
Retail Potash Nitrogen Phosphate Corporate<br>and Others Eliminations Consolidated
Sales   – third party 14,748 2,265 2,572 1,241 82 - 20,908
– intersegment 37 248 628 202 - (1,115 ) -
Sales   – total 14,785 2,513 3,200 1,443 82 (1,115 ) 20,908
Freight, transportation and distribution - 367 460 241 - (213 ) 855
Net sales 14,785 2,146 2,740 1,202 82 (902 ) 20,053
Cost of goods sold 11,049 1,183 2,265 1,166 74 (923 ) 14,814
Gross margin 3,736 963 475 36 8 21 5,239
Selling expenses 2,795 9 27 6 (24 ) - 2,813
General and administrative expenses 135 7 8 10 269 - 429
Provincial mining taxes - 201 1 - 2 - 204
Share-based compensation expense - - - - 69 - 69
Impairment of assets - 23 27 769 5 - 824
Other expenses (income) 44 8 (288 ) 6 228 - (2 )
Earnings (loss) before finance costs and income taxes 762 715 700 (755 ) (541 ) 21 902
Depreciation and amortization 668 452 599 218 52 - 1,989
EBITDA 1,430 1,167 1,299 (537 ) (489 ) 21 2,891
Integration and restructuring related costs - - 4 - 56 - 60
Share-based compensation expense - - - - 69 - 69
Impairment of assets - 23 27 769 5 - 824
COVID-19 related expenses - - - - 48 - 48
Foreign exchange loss, net of related derivatives - - - - 19 - 19
Loss on disposal of business - - - - 6 - 6
Net gain on disposal of investment in<br>MOPCO - - (250 ) - - - (250 )
Adjusted EBITDA 1,430 1,190 1,080 232 (286 ) 21 3,667
Assets – at December 31, 2020 20,526 12,032 10,612 1,462 2,983 (423 ) 47,192

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Unaudited In millions of US dollars except as otherwise noted

NOTE 3  OTHER EXPENSES (INCOME)

Twelve Months Ended<br><br><br>December 31
2020 2021 2020
Integration and restructuring related (recovery) costs (4 ) 22 **** 43 **** 60
Foreign exchange loss, net of related derivatives 38 **** 17 **** 42 **** 18
Earnings of equity-accounted investees (46 ) (27 ) **** (89 ) (73 )
Bad debt expense (recovery) 4 **** (3 ) **** 26 **** 6
COVID-19 related expenses 11 **** 18 **** 45 **** 48
Loss on disposal of business - **** - **** - **** 6
Net gain on disposal of investment in MOPCO - **** (250 ) **** - **** (250 )
Cloud computing transition adjustment - **** - **** 36 **** -
Other expenses 106 **** 34 **** 209 **** 183
109 **** (189 ) **** 312 **** (2 )
In the fourth quarter of 2020, as a result of our strategic decision to dispose of our investment in MOPCO, we received<br>cash consideration of 540 for the disposal of the investment and settlement of legal claims. This resulted in a pre-tax gain of 250 recorded in other (income) expenses.<br>  NOTE 4  SHARE CAPITAL<br>  Share Repurchase Programs ****
Twelve Months Ended        December 31
2020 2021 2020
Number of common shares repurchased for cancellation 13,522,057 **** - **** 15,982,154 **** 3,832,580
Average price per share (US dollars) 70.64 **** - **** 69.17 **** 41.96
Total cost 955 **** - **** 1,105 **** 160

All values are in US Dollars.

As of February 15, 2022, an additional 6,204,241 common shares were repurchased for cancellation at a cost of $445 and an average price per share of $71.70.

On February 16, 2022, our Board of Directors approved a share repurchase program of up to a maximum of 10 percent of our outstanding common shares for cancellation. Subject to the acceptance by the Toronto Stock Exchange, the 2022 normal course issuer bid (“NCIB”) will commence following the expiration of our current NCIB on February 28, 2022 and will expire after a one-year period.

Dividends Declared

On February 16, 2022, our Board of Directors declared an increase to our quarterly dividend to $0.48 per share payable on April 14, 2022, to shareholders of record on March 31, 2022. The total estimated dividend to be paid is $265.

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