PotashCorp.com

Q3 2016 Conference CallOctober 27, 2016

Forward-looking Statements

Slide #2

This presentation contains “forward-looking statements" (within the meaning of the US Private Securities Litigation Reform Act of 1995) or “forward-looking information”(within the meaning of applicable Canadian securities legislation) that relate to future events or our future performance. These statements can be identified by expressions of belief, expectation or intention, as well as those statements that are not historical fact. These statements often contain words such as “should,” “could,” “expect,” “forecast,” “may,”“anticipate,” “believe,” “intend,” “estimates,” “plans” and similar expressions. These statements are based on certain factors and assumptions as set forth in this document, including with respect to: foreign exchange rates, expected growth, results of operations, performance, business prospects and opportunities, including the proposed merger of equals with Agrium, and effective tax rates. While we consider these factors and assumptions to be reasonable based on information currently available, they may prove to be incorrect. Forward-looking statements are subject to risks and uncertainties that are difficult to predict. The results or events set forth in forward-looking statements may differ materially from actual results or events. Several factors could cause actual results or events to differ materially from those expressed in forward-looking statements including, but not limited to, the following: our proposed merger of equals transaction with Agrium, including the failure to satisfy all required conditions, including required regulatory, Canadian court and securityholder approvals, or to satisfy or obtain waivers with respect to all other closing conditions in a timely manner and on favorable terms or at all; the occurrence of any event, change or other circumstances that could give rise to the termination of the arrangement agreement; certain costs that we may incur in connection with the proposed merger of equals; certain restrictions in the arrangement agreement on our ability to take action outside the ordinary course of business without the consent of Agrium; the effect of the announcement of the proposed merger of equals on our ability to retain customers, suppliers and personnel and on our operating future business and operations generally; risks related to diversion of management time from ongoing business operations due to the proposed merger of equals; failure to realize the anticipated benefits of the proposed merger of equals and to successfully integrate Agrium and PotashCorp; the risk that our credit ratings may be downgraded or there may be adverse conditions in the credit markets; variations from our assumptions with respect to foreign exchange rates, expected growth, results of operations, performance, business prospects and opportunities, and effective tax rates; fluctuations in supply and demand in the fertilizer, sulfur and petrochemical markets; changes in competitive pressures, including pricing pressures; risks and uncertainties related to any operating and workforce changes made in response to our industry and the markets we serve, including mine and inventory shutdowns; adverse or uncertain economic conditions and changes in credit and financial markets; economic and political uncertainty around the world; changes in capital markets; the results of sales contract negotiations; unexpected or adverse weather conditions; changes in currency and exchange rates; risks related to reputational loss; the occurrence of a major safety incident; inadequate insurance coverage for a significant liability; inability to obtain relevant permits for our operations; catastrophic events or malicious acts, including terrorism; certain complications that may arise in our mining process, including water inflows; risks and uncertainties related to our international operations and assets; our ownership of non-controlling equity interests in other companies; our prospects to reinvest capital in strategic opportunities and acquisitions; risks associated with natural gas and other hedging activities; security risks related to our information technology systems; imprecision in reserve estimates; costs and availability of transportation and distribution for our raw materials and products, including railcars and ocean freight; changes in, and the effects of, government policies and regulations; earnings and the decisions of taxing authorities which could affect our effective tax rates; increases in the price or reduced availability of the raw materials that we use; our ability to attract, develop, engage and retain skilled employees; strikes or other forms of work stoppage or slowdowns; rates of return on, and the risks associated with, our investments and capital expenditures; timing and impact of capital expenditures; the impact of further innovation; adverse developments in new and pending legal proceedings or government investigations; and violations of our governance and compliance policies. These risks and uncertainties are discussed in more detail under the headings “Risk Factors” and “Management’s Discussion and Analysis of Results and Operations and Financial Condition” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2015, the joint information circular of the company and Agrium, filed as Exhibit 99.1 to the company’s Current Report on Form 8-K dated October 6, 2016 and with Canadian provincial securities commissions, in connection with the proposed merger of equals with Agrium and in other documents and reports subsequently filed by us with the US Securities and Exchange Commission and the Canadian provincial securities commissions. Forward-looking statements are given only as of the date hereof and we disclaim any obligation to update or revise any forward-looking statements in this release, whether as a result of new information, future events or otherwise, except as required by law.

Performance

Key Highlights

• Third-quarter earnings of $0.10 per share1

• Record third-quarter potash sales volumes

• Potash spot prices increased by ~15 percent since end of second quarter

• Canpotex sold out for fourth-quarter 2016

• Expect global potash shipments of 61-64 million tonnes in 2017

• Market value of investments2 approximately $4.0 billion, or $5 per PotashCorp share3

• Announced agreement to combine in merger of equals with Agrium

1 All references to per-share amounts pertain to diluted net income per share2 Arab Potash Company, Israel Chemicals Ltd., Sinofert Holdings Limited, and Sociedad Quimica y Minera de Chile S.A. 3 As of market close on October 26, 2016

Source: PotashCorp

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Lower Prices Primary Contributor to Weaker Gross Margin

Quarterly Gross Margin Comparison (Q3-15 vs. Q3-16)

Q3 2015

Potash Nitrogen Phosphate Q32016

0

150

300

450

600

$505

$190

-$188

-$92

-$35

Gross Margin - US$ MillionsPotash• Lower realizations reflect the significant price decline

experienced in the first half of 2016

• Strong engagement in nearly all markets led to record third-quarter sales volumes

• Lower per-tonne costs due to higher proportion of production from Saskatchewan mines; lower royalties

Nitrogen• Lower realizations due to weaker benchmark pricing

• Higher sales volumes reflect increased Lima production

• Lower costs due primarily to reduced Trinidad gas prices

Phosphate• Lower realizations due primarily to weaker fertilizer

benchmark pricing

• Lower per-tonne costs due to reduced input costs and absence of notable charges

Source: PotashCorp

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Nitrogen Key Contributor to Weaker Gross Margin; Potash Markets Turning in Q3

Quarterly Gross Margin Comparison (Q2-16 vs. Q3-16)

Q2 2016

Potash Nitrogen Phosphate Q32016

0

100

200

300

$243

$190

-$17-$61

+$25

Gross Margin - US$ MillionsPotash• Spot prices increased ~15 percent during the quarter, but

not expected to benefit realizations until late Q4

• Stronger third-quarter sales volumes due to improved engagement in nearly all markets

• Higher costs due to third-quarter maintenance activities

Nitrogen• Lower realizations due to weaker benchmark pricing

• Relatively flat sales volumes and costs

Phosphate• Lower realizations due primarily to weaker fertilizer

benchmark pricing

• Higher sales volumes due to improved North American demand

• Lower per-tonne costs due to reduced input costs and absence of notable charges

Source: PotashCorp

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Source: PotashCorp

2017Q1 Q2

2016

Picadilly Mine in Care & Maintenance

2.0 mmt of nameplate capacity

Announced Inventory Shutdowns

at Allan & Lanigan

Q3

Reduced quarterly dividend

to $0.10/share

Reduced quarterly dividendto $0.25/share

Q4 Q1

2017

Rocanville Ramp-upExpect Canpotex allocation

increase for 2H 2017

Hammond Warehouse/ Distribution Centre Complete

enhancing US distribution

Commitment to a Proactive Approach; Merger Expected to Close Mid-2017

Recent and Upcoming Event Timeline

Announced Merger of Equals with Agrium

Expect up to $500M in annual synergies

Shareholder Vote on Merger

with Agrium

Q2 Q3

Merger Regulatory Review Process

Expect to be complete in mid-2017

Slide #7

Integration Planning Process

Outlook

Jan-15 Mar-15 May-15 Jul-15 Sep-15 Nov-15 Jan-16 Mar-16 May-16 Jul-16 Sep-1680%

100%

120%

140%

160%

180%

* Based on corn, soybean and wheat prices (weighted by global consumption).

** Based on urea, DAP and KCl prices (weighted by global consumption).

Fertilizer Affordability IndexFertilizer Represents Good Value for Farmers

Source: Bloomberg, Fertilizer Week

Fertilizer Represents Good Value for Farmers

Crop Price Index* as a % of Fertilizer Price Index**

110% 142%Average Ratio (Crop Index as % of Fertilizer

Index)

Slide #9

Potash Shipments by Region

Source: Fertecon, CRU, Industry Publications, PotashCorp

Expect Demand of 61-64 Million Tonnes in 2017

14 15 16F 17F 14 15 16F 17F 14 15 16F 17F 14 15 16F 17F 14 15 16F 17F0

5

10

15

20

India

Note: Shaded bars represent shipment forecast range as of October 27, 2016.

4.2 – 4.7mmt• Lower farm retail prices and agronomic need expected to support consumption growth

Other Asia

8.8 – 9.3mmt• Demand supported by good crop economics, lower inventories and improved moisture conditions

North America

9.3 – 9.8mmt• Supportive nutrient prices and significant removal of nutrients following record crop expected to support demand

Latin America

11.5 – 12.0mmt• Agronomic need and favorable crop economics expected to support demand growth

China

14.5 – 15.5mmt• Lower inventories and strong consumption expected to support more timely contract settlements

2017

H

ighl

ight

s

Million Tonnes KCl

Previous Record:6.3mmt (2010)

Previous Record:9.5mmt (2014)

Previous Record:11.1mmt (1997)

Previous Record:11.7mmt (2014)

Previous Record:15.8mmt (2015)

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2016 Guidance1

1 As at October 27, 20162 Does not include capitalized interest3 As a percentage of potash gross margin, excluding New Brunswick severance costs4 Includes income from dividends and share of equity earnings

Source: PotashCorp

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Potash sales volumes 8.5-8.7 million tonnes

Potash gross margin $400-$500 million

Nitrogen and phosphate gross margin $400-$450 million

Capital expenditures 2 ~$800 million

Effective tax rate 14-16 percent

Provincial mining and other taxes 3 23-25 percent

Selling and administrative expenses $215-$225 million

Finance costs $210-$220 million

Income from equity investments 4 $125-$135 million

Annual foreign exchange rate assumption CDN$1.32 per US$

Annual EPS sensitivity to foreign exchange US$ strengthens vs. CDN$ by $0.02 = +$0.01 EPS

Annual earnings per share $0.40-$0.45

PotashCorp.com

PotashCorp.com

Contact Us

Investorsir@potashcorp.com(306) 933-8500

Denita StannSenior VP, Investor & Public Relations

Jeff HolzmanSenior Director, Investor Relations & Sustainability

Ryan Shacklock Director, Investor Relations

Tim McMillanManager, Investor Relations

Mediapr@potashcorp.com(306) 933-8849

Randy BurtonDirector, Public Relations & Communications

PotashCorp.com