6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 6-K

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of: August, 2017                     Commission File Number: 001-14460

AGRIUM INC.

(Name of registrant)

13131 Lake Fraser Drive S.E.

Calgary, Alberta,

Canada T2J 7E8

(Address of Principal Executive Offices)

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):  ☐

The exhibit[s] to this report on Form 6-K shall be incorporated by reference into the registrant’s Registration Statement on Form S-8 (File No. 333-195968) under the Securities Act of 1933, as amended.

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.

	AGRIUM INC.
Date: August 11, 2017	By:	/S/ GARY J. DANIEL
		Name: Gary J. Daniel
		Title: Corporate Secretary &           Senior Legal Counsel

EXHIBIT INDEX

Exhibit	Description of Exhibit
99.1	News Release dated August 9, 2017
99.2	Management’s Discussion and Analysis
99.3	Interim Financial Statements and Notes

EX-99.1

EXHIBIT 99.1

AGRIUM INC.

SECOND QUARTER 2017

NEWS RELEASE

NEWS RELEASE FOR IMMEDIATE RELEASE

Agrium Reports Robust 2^nd Quarter Results; Delivers Record Retail 1^st Half Earnings

August 9, 2017—ALL AMOUNTS ARE STATED IN U.S.$

CALGARY, Alberta — Agrium Inc. (TSX and NYSE: AGU) announced today its 2017 second quarter results, with net earnings to equity holders of Agrium of $557-million ($4.03 diluted earnings per share) compared to net earnings to equity holders of $564-million ($4.08 diluted earnings per share) in the second quarter of 2016. The slight reduction in net earnings was driven by weaker nitrogen and phosphate benchmark prices, which were partially offset by higher Retail earnings, strong potash results and lower fixed costs across our Wholesale business.

Highlights:

• 2017 second quarter guidance relevant earnings were $566-million or $4.09 diluted earnings per share¹.

• Our Retail business achieved a first half EBITDA² record of $821-million supported by strong margins, with EBITDA to sales of 10.3 percent, compared to 9.8 percent last year and the highest since 2008.

• Wholesale grew its second quarter sales volumes and reduced costs across our operations to achieve EBITDA similar to last year, despite a 7 percent decline in North American nitrogen prices this quarter. Record first half potash production achieved with successful post expansion ramp-up.

• Our new urea facility at Borger, Texas was successfully commissioned and reached designed operating rates in the second quarter.

• Agrium has updated our 2017 annual guidance to a range of $4.75 to $5.25 diluted earnings per share (see page 4 for guidance assumptions and further details).

“Agrium continued to deliver robust results this quarter due to our integrated business model and focus on operational improvements and execution. Retail set a first half earnings record with the highest EBITDA to sales in almost a decade, while Wholesale delivered strong operational results, which together allowed us to generate $1.2-billion of EBITDA in the first half of 2017,” commented Chuck Magro, Agrium’s President and CEO. “We look forward to the completion of our merger with PotashCorp which is anticipated near the end of the third quarter of this year and continue to make significant progress on integration preparations,” added Mr. Magro.

¹ Effective tax rate of 28.5 percent for the second quarter of 2017 was used for the adjusted net earnings, guidance relevant earnings and per share calculations. These are non-IFRS measures which represent net earnings (loss) adjusted for certain income (expenses) that are considered to be non-operational in nature. We believe these measures provide meaningful comparison to our guidance by eliminating share-based payments expense (recovery), gains (losses) on foreign exchange and related gains (losses) on non-qualifying derivative hedges and significant non-operating, non-recurring items. Our guidance is forward-looking information. We present guidance relevant earnings (loss) per share to provide an update to this previously disclosed forward-looking information. These should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with IFRS and may not be directly comparable to similar measures presented by other companies.

² Earnings (loss) from continuing operations before finance costs, income taxes, depreciation and amortization and net earnings (loss) from discontinued operations. This is a non-IFRS measure. Refer to section “Non-IFRS Financial Measures” in the Management’s Discussion and Analysis.

1

ADJUSTED NET EARNINGS AND GUIDANCE RELEVANT EARNINGS RECONCILIATIONS

	Three months ended									Six months ended
	June 30, 2017									June 30, 2017
	Net earnings									Net earnings
	(loss) impact									impact
(millions of U.S. dollars, except per share amounts)	Expense			(post-tax)			Per share  (a)			Expense			(post-tax)			Per share  (a)
					558			4.03						548			3.95
Adjustments:
Share-based payments		(3	)		(2	)		(0.01	)		—			—			—
Foreign exchange loss (gain) net of non-qualifying derivatives		(2	)		(1	)		(0.01	)		4			3			0.03
Merger and related costs		15			11			0.08			31			22			0.16
Impact of Egyptian pound devaluation on investee earnings		—			—			—			(16	)		(11	)		(0.08	)
Adjusted net earnings (b)					566			4.09						562			4.06
Gain on sale of assets		—			—			—			(7	)		(5	)		(0.04	)
Guidance relevant earnings (b)					566			4.09						557			4.02

(a) Diluted per share information attributable to equity holders of Agrium

(b) Second quarter and year to date effective tax rate of 28.5 percent was used for the adjusted net earnings, guidance relevant earnings, and per share calculations.

MARKET OUTLOOK

Agriculture and Crop Input Outlook

• 2017 started with excellent growing conditions in Brazil, which produced record yields and depressed international crop prices. However, wet weather across North America impacted crop input applications this spring, and since then dry conditions across much of North America and in Australia have lowered crop yield potential and lent support to crop prices.

• U.S. corn and soybean condition ratings are the lowest since the 2012 drought, which has led some analysts to reduce yield forecasts. Furthermore, global wheat prices have risen due to the reduction in wheat acreage and dry conditions in the U.S. and drought in parts of Australia. Higher wheat prices are expected to result in increased winter wheat planting in the fall of 2017 and are expected to support crop input demand for wheat, which has been pressured by the acreage loss over the past two years.

• The current United States Department of Agriculture (“USDA”) forecast of global grain yields for 2017/18 is near trend-levels, which would be a reduction from the record yields of 2016/17. Based on industry yield estimates, there is likely more downside to the current 2017/18 projections.

• There are indications that pest pressure may be elevated this growing season in parts of the U.S., while in the Western U.S. the season has been delayed. These factors are expected to support demand for crop protection products in the third quarter. However, in regions where dry weather persists, there may be some impact on demand for fungicides.

Nitrogen Outlook

• Global nitrogen capacity additions, and lower than expected demand in China and India so far this year, have weighed on global nitrogen markets. However, nitrogen supplies have been impacted by continued low operating rates in China. The year-over-year reduction in production in these two countries has more than offset increased production in the U.S. and other countries this year.

2

• Indian urea demand started 2017 relatively weak. However, the strong start to the monsoon season and the decision by the Indian government to apply a 5 percent sales tax on fertilizer, rather than the 12 percent implemented on the sale of most goods, should lend support to domestic demand in the second half of the year.

• North American urea prices were the lowest benchmark in the world throughout the second quarter. This led to a significant reduction in imports and even led to some exports offshore. This in turn has tightened the North American nitrogen inventory levels which should support a strong summer fill season. A normal fall application season, weather permitting, would be a significant improvement over last year across much of the Corn Belt and Western Canada.

• Nitrogen prices are expected to continue to be cost-driven in the second half of 2017. Costs for most marginal nitrogen production are flat to higher than year-ago levels, which should limit any downside in prices from current levels.

Potash Outlook

• The global potash supply and demand balance was tight throughout the first half of 2017. Despite high producer shipments this year, we believe there has been little build-up in downstream inventories, which is expected to support the continued strong demand in the second half of the year.

• Year-over-year, potash imports increased by 15 percent in Brazil, 95 percent in India and 17 percent in China in the first half of 2017, adding 2.7 million tonnes of trade in total. In the U.S., offshore imports were more than double the same period last year.

• There has been limited growth in global potash supply so far in 2017, outside of increased production by existing Saskatchewan producers. The additional supply in the second half of the year is expected to be relatively small.

Phosphate Outlook

• Global phosphate prices have been pressured from increased availability from Morocco, China and Russia in 2017, which more than offset increased import demand in Brazil, the U.S. and Pakistan. Furthermore, capacity additions in Morocco and Saudi Arabia are expected to add to global supplies in the second half of the year.

• Global demand in the third quarter is expected to be strong, due to a seasonal increase in the pace of imports into India and Brazil, the key diammonium phosphate (DAP) and monoammonium phosphate (MAP) import destinations, respectively.

• Declining raw material prices have also weighed on finished phosphate prices, particularly the price of ammonia, which has traded as much as 45 percent below April 2017 levels in recent weeks.

3

2017 ANNUAL GUIDANCE

Based on our assumptions set out under the heading “Market Outlook”, Agrium expects to achieve annual diluted earnings per share of $4.75 to $5.25 in 2017 compared to our previous estimate of $4.75 to $5.75 per share. We have lowered the upper end of our annual guidance range due to an expected weak nitrogen pricing environment and the challenging weather conditions this spring which impacted North American Retail crop nutrient margins and sales volumes. We have also narrowed the range width encompassing approximately $100-million of EBITDA variability. Second half earnings for 2017 are expected to have a similar quarterly earnings profile to 2016.

We have updated our Retail EBITDA range from $1.150-billion to $1.20-billion compared to our previous guidance of $1.125-billion to $1.250-billion.

Based on our expected utilization rate for our nitrogen assets, we are updating our nitrogen production range to between 3.5 and 3.6 million tonnes. Our earnings per share guidance assumes NYMEX gas prices will average between $3.00 and $3.30 per MMBtu for 2017.

Agrium’s potash production in 2017 is now expected to range between 2.5 and 2.7 million tonnes.

Total capital expenditures are expected to be in the range of $650-million to $700-million, of which approximately $450-million to $500-million is expected to be sustaining capital expenditures.

Agrium’s annual effective tax rate for 2017 is expected to range between 27 and 29 percent.

This guidance and updated additional measures and related assumptions are summarized in the table below. Guidance excludes the impact of share-based payments expense (recovery), gains (losses) on foreign exchange and non-qualifying derivative hedges, and merger related costs. Volumetric and earnings estimates assume normal seasonal growing and harvest patterns in the geographies where Agrium operates.

2017 ANNUAL GUIDANCE RANGE AND ASSUMPTIONS

	Annual
	Low			High
Diluted EPS (in U.S. dollars)	$	4.75		$	5.25
Guidance assumptions:
Wholesale:
Production tonnes:
Nitrogen (millions)		3.5			3.6
Potash (millions)		2.5			2.7
Retail:
EBITDA (millions of U.S. dollars)	$	1,150		$	1,200
Crop nutrient sales tonnes (millions)		10.0			10.4
Other:
Tax rate		29	%		27	%
Sustaining capital expenditures (millions of U.S. dollars)	$	450		$	500
Total capital expenditures (millions of U.S. dollars)	$	650		$	700

4

August 9, 2017

Unless otherwise noted, all financial information in this Management’s Discussion and Analysis (MD&A) is prepared using accounting policies in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board and is presented in accordance with International Accounting Standard 34 – Interim Financial Reporting. All comparisons of results for the second quarter of 2017 (three months ended June 30, 2017) and for the six months ended June 30, 2017 are against results for the second quarter of 2016 (three months ended June 30, 2016) and six months ended June 30, 2016. All dollar amounts refer to United States (U.S.) dollars except where otherwise stated. The financial measures net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations (EBITDA), cash margin per tonne, cash cost of product sold and cash selling and general and administrative expenses used in this MD&A are not prescribed by IFRS. Our method of calculation may not be directly comparable to that of other companies. We consider these non-IFRS financial measures to provide useful information to both management and investors in measuring our financial performance. These non-IFRS financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with IFRS. Please refer to the section entitled “Non-IFRS Financial Measures” of this MD&A for further details, including a reconciliation of each such measure to its most directly comparable measure calculated in accordance with IFRS.

The following interim MD&A is as of August 9, 2017 and should be read in conjunction with the Condensed Consolidated Interim Financial Statements for the three and six months ended June 30, 2017 (the “Condensed Consolidated Financial Statements”), and the annual MD&A and financial statements for the year ended December 31, 2016 included in our 2016 Annual Report to Shareholders. The Board of Directors carries out its responsibility for review of this disclosure principally through its Audit Committee, comprised exclusively of independent directors. The Audit Committee reviews and, prior to publication, approves this disclosure, pursuant to the authority delegated to it by the Board of Directors. No update is provided to the disclosure in our annual MD&A except for material information since the date of our annual MD&A. In respect of Forward-Looking Statements, please refer to the section titled “Forward-Looking Statements” in this MD&A.

5

2017 Second Quarter Operating Results

CONSOLIDATED NET EARNINGS

Financial Overview

(millions of U.S. dollars, except per share amounts and where noted)	Three months ended June 30,										Six months ended June 30,
	2017		2016		Change			% Change			2017		2016		Change			% Change
Sales		6,319		6,415		(96	)		(1	)		9,039		9,140		(101	)		(1	)
Gross profit		1,527		1,525		2			—			2,085		2,079		6			—
Expenses		671		677		(6	)		(1	)		1,172		1,156		16			1
Net earnings before finance costs, income taxes and net earnings (loss) from discontinued operations		856		848		8			1			913		923		(10	)		(1	)
Net earnings		558		565		(7	)		(1	)		548		568		(20	)		(4	)
Diluted earnings per share		4.03		4.08		(0.05	)		(1	)		3.95		4.09		(0.14	)		(3	)
Effective tax rate (%)		28.5		27.5		1			N/A			28.5		27.5		1			N/A

Sales and Gross Profit

	Three months ended June 30,									Six months ended June 30,
(millions of U.S. dollars)	2017			2016			Change			2017			2016			Change
Sales
Retail		5,707			5,791			(84	)		7,947			8,081			(134	)
Wholesale		848			882			(34	)		1,523			1,531			(8	)
Other		(236	)		(258	)		22			(431	)		(472	)		41
		6,319			6,415			(96	)		9,039			9,140			(101	)
Gross profit
Retail		1,299			1,279			20			1,733			1,681			52
Wholesale		196			201			(5	)		338			354			(16	)
Other		32			45			(13	)		14			44			(30	)
		1,527			1,525			2			2,085			2,079			6

• Retail’s sales primarily decreased in the second quarter and first half of 2017 due to lower crop nutrient prices. Despite this, Retail’s gross profit increased as a result of higher sales volumes in the quarter and increased sales of proprietary products, which have higher margins.

• Except for higher selling prices for potash, we realized lower selling prices for all Wholesale product lines resulting in lower sales and gross profit in the second quarter and first half of 2017. This was partially offset by higher nitrogen and potash sales volumes and lower cost of product sold for potash.

Expenses

• Selling expense was consistent for the second quarter compared to the same period last year. For the first half of 2017, selling expenses increased by $38-million as a result of the recent Retail acquisitions but remained consistent as a percentage of sales.

• We had lower share-based payments expense of approximately $15-million in the second quarter and first half of 2017 due to decreases in our share price.

• Earnings from associates and joint ventures decreased by $18-million in the second quarter primarily due to a reversal of gas provision in Profertil S.A. (“Profertil”) in the prior year. In the first quarter of 2017, we recognized a foreign exchange gain in Misr Fertilizers Production Company S.A.E. (“MOPCO”) from the devaluation of the Egyptian pound. In combination, these two factors resulted in consistent year-over-year results.

6

• Other expenses decreased by approximately $10-million for the second quarter and first half of 2017. In 2016, we incurred losses from the termination of a distribution agreement and cancellation of a Canpotex terminal. There were no similar losses in 2017. We incurred merger and related costs of $15-million in the second quarter and $31-million for first half of 2017.

For further breakdown on Other expenses, see table below:

Other expenses breakdown

	Three months ended									Six months ended
	June 30,									June 30,
(millions of U.S. dollars)	2017			2016			Change			2017			2016			Change
(Gain) loss on foreign exchange and related derivatives		(2	)		6			(8	)		4			8			(4	)
Interest income		(13	)		(16	)		3			(26	)		(29	)		3
Environmental remediation and asset retirement obligations		—			3			(3	)		(1	)		5			(6	)
Bad debt expense		22			21			1			29			29			—
Potash profit and capital tax		3			5			(2	)		6			8			(2	)
Merger and related costs		15			—			15			31			—			31
Other		18			32			(14	)		10			41			(31	)
		43			51			(8	)		53			62			(9	)

Depreciation and Amortization

Depreciation and amortization breakdown

	Three months ended June 30,
	2017								2016
	Cost of				General				Cost of				General
	product				and				product				and
(millions of U.S. dollars)	sold		Selling		administrative		Total		sold		Selling		administrative		Total
Retail		1		69		1		71		1		67		—		68
Wholesale
Nitrogen		26		—		—		26		23		—		—		23
Potash		32		—		—		32		31		—		—		31
Phosphate		17		—		—		17		13		—		—		13
Wholesale Other (a)		4		—		1		5		6		—		1		7
		79		—		1		80		73		—		1		74
Other		—		—		5		5		—		—		3		3
Total		80		69		7		156		74		67		4		145
	Six months ended June 30,
	2017								2016
	Cost of				General				Cost of				General
	product				and				product				and
(millions of U.S. dollars)	sold		Selling		administrative		Total		sold		Selling		administrative		Total
Retail		3		136		3		142		3		130		2		135
Wholesale
Nitrogen		42		—		—		42		36		—		—		36
Potash		61		—		—		61		51		—		—		51
Phosphate		33		—		—		33		23		—		—		23
Wholesale Other (a)		7		—		1		8		7		—		1		8
		143		—		1		144		117		—		1		118
Other		—		—		9		9		—		—		6		6
Total		146		136		13		295		120		130		9		259
(a)    This includes ammonium sulfate, Environmentally Smart Nitrogen® (ESN) and other products.

• Depreciation and amortization expense increased in the second quarter and first half of 2017 primarily due to the expansion at our Borger nitrogen facility and increased depreciation at the Conda phosphate mine.

7

Effective Tax Rate

• The effective tax rate of 28.5 percent for each of the second quarter and first half of 2017 was higher than the tax rate of 27.5 percent for each of the same periods in 2016 due to a decrease in certain U.S. manufacturing tax deductions.

BUSINESS SEGMENT PERFORMANCE

Retail

	Three months ended June 30,
(millions of U.S. dollars, except where noted)	2017		2016		Change
Sales		5,707		5,791		(84	)
Cost of product sold		4,408		4,512		(104	)
Gross profit		1,299		1,279		20
EBIT		700		676		24
EBITDA		771		744		27
Selling and general and administrative expenses		602		598		4

• Retail reported a record first half EBITDA, and the second highest ever second quarter EBITDA. EBITDA to sales increased to 10.3 percent for the first half of 2017 compared to 9.8 percent for the same period last year. These results were in part driven by strong performance from our higher margin proprietary product lines. Total proprietary product sales as a percentage of total product line sales grew to 19 percent this quarter compared to 17 percent in the same period last year.

• Retail selling, general and administrative expenses were up slightly over last year due to acquisitions made over the prior year.

• Retail North America EBITDA increased in the second quarter despite the impact from challenging weather conditions this spring, with excess moisture impacting the application season in many areas, and drought conditions in the U.S. southern plains. On a regional basis, EBITDA in the U.S. this quarter was up 4 percent over the same period last year, while Canadian results were slightly lower. EBITDA for our Retail International operations also increased for the current quarter, as Australia continued to deliver strong performance with EBITDA up 27 percent over last year, despite dry conditions across most of Australia this year. South American results were down slightly primarily due to lower crop protection product margins.

Retail sales and gross profit by product line

	Three months ended June 30,
	Sales							Gross profit							Gross profit (%)
(millions of U.S. dollars, except where noted)	2017		2016		Change			2017		2016		Change			2017		2016
Crop nutrients		1,989		2,190		(201	)		419		433		(14	)		21		20
Crop protection products		2,236		2,250		(14	)		485		471		14			22		21
Seed		1,080		926		154			199		181		18			18		20
Merchandise		175		162		13			27		28		(1	)		15		17
Services and other		227		263		(36	)		169		166		3			74		63

Crop nutrients

• Total crop nutrient sales decreased by 9 percent compared to the prior year, due to the decline in nitrogen and phosphate prices this quarter. Nutrient sales volumes were up 3 percent in North America this quarter due to the acquisitions made over the past year, as well as a catch up in sales volumes that had been delayed from the first quarter. International volumes were lower primarily due to dry weather conditions in Australia.

8

• Total nutrient gross profit declined by 3 percent due to lower fertilizer margins this year. North American crop nutrient margins on a per tonne basis were down 7 percent this quarter due to localized pricing pressure in key U.S. growing regions this spring, partly associated with adverse weather conditions during the application and seeding season.

Crop protection products

• Total crop protection sales were similar to last year’s level. Sales were impacted by the delays in applications as growers were more focused on completing seeding than on applying crop protection products this quarter. The reduction in U.S. wheat acreage, combined with the late spring snowfall, followed by drought conditions in the southern U.S. wheat crop, negatively impacted crop protection product applications this quarter.

• Gross profit was 3 percent higher than the prior period due to higher proprietary product line sales and strong margins. Gross margin as a percentage of sales increased by 1 percent, due to new products and strong demand for our Loveland proprietary product line.

Seed

• Total seed sales increased significantly – up 17 percent compared to the second quarter of 2016. After normalizing for program changes on technology fees and agency revenues, the increase in sales was approximately 10 percent. The improvement was due to increased wholesale seed sales, higher volumes and the increase in soybean acres in the U.S., which tends to favor Agrium’s proprietary seed sales.

• Total gross profit increased 10 percent or $18-million this quarter. Seed gross profit as a percentage of sales declined by 2 percent due to additional technology fees, an increase in wholesale seed sales and the switch out of corn into soybeans.

Merchandise

• Merchandise sales increased 8 percent, due to strong general merchandise sales in Australia.

Services and other

• Sales for services and other decreased due to lower livestock export shipments in Australia compared to the same period last year.

Wholesale

	Three months ended June 30,
(millions of U.S. dollars, except where noted)	2017		2016		Change
Sales		848		882		(34	)
Sales volumes (tonnes 000’s)		2,751		2,736		15
Cost of product sold		652		681		(29	)
Gross profit		196		201		(5	)
EBIT		175		180		(5	)
EBITDA		255		254		1
Expenses		21		21		—

• Wholesale gross profit this quarter was marginally lower than the same period last year due to lower global prices for nitrogen and phosphate products and higher reported depreciation related to the recent expansion at our Borger nitrogen facility and higher depreciation at the Conda phosphate mine. This was partially offset by overall cost reductions, as well as stronger results from our potash operations, which benefited from higher selling prices, higher sales volumes and lower cost of product sold per tonne. EBITDA in the current quarter was similar to 2016.

9

Wholesale NPK product information

	Three months ended June 30,
	Nitrogen							Potash							Phosphate
	2017		2016		Change			2017		2016		Change			2017		2016		Change
Gross profit (U.S. dollar millions)		113		148		(35	)		44		16		28			8		5		3
Sales volumes (tonnes 000’s)		1,181		1,168		13			714		697		17			279		305		(26	)
Selling price ($/tonne)		312		337		(25	)		210		194		16			492		526		(34	)
Cost of product sold ($/tonne)		216		210		6			149		172		(23	)		464		508		(44	)
Gross margin ($/tonne)		96		127		(31	)		61		22		39			28		18		10

Nitrogen

• Nitrogen gross profit was down 24 percent compared to the same period last year due to lower North American nitrogen prices and higher average natural gas input costs. Average realized selling prices for urea and ammonia were down 7 percent compared to the same period last year.

• Total sales volumes were up 1 percent over the same period last year, despite wet conditions across Western Canada and portions of the U.S. during the quarter. Sales volumes for ammonia and other nitrogen products were higher than last year, while urea sales volumes declined slightly due to strong first quarter 2017 demand in Western Canada.

• Cost of product sold per tonne increased slightly compared to the same period last year due to higher natural gas input costs, which were partly offset by overall lower fixed costs.

• In the second quarter of 2017, we successfully commissioned and have achieved designed operating rates of the new urea facility at our Borger nitrogen operations. The new facility has a 610,000 tonne urea production capacity, including 100,000 tonne urea equivalent of Diesel Exhaust Fluid. Further, commissioning of both rail and truck load out systems was completed this quarter, including shipment of multiple unit trains.

Natural gas prices: North American indices and North American Agrium prices

	Three months ended June 30,
(U.S. dollars per MMBtu)	2017		2016
Overall gas cost excluding realized derivative impact		2.34		1.28
Realized derivative impact		0.18		0.48
Overall gas cost		2.52		1.76
Average NYMEX		3.13		1.95
Average AECO		2.05		0.97

Potash

• Potash gross profit almost tripled compared to the same period last year, due to a combination of higher selling prices and higher production and sales volumes.

• Sales volumes were 2 percent higher in the current period, with international volumes up 31 percent on strong global demand. The strong demand from international markets this quarter led to lower product availability for domestic markets, resulting in domestic volumes being 14 percent lower than the same period last year.

• Average realized selling prices increased 8 percent over the past year with realized North American prices up 16 percent on strong demand and tighter inventories.

• Our cost of product sold per tonne was 13 percent lower than the same period last year due to higher production and sales volumes, reducing fixed costs on a per tonne basis, and a higher proportion of sales to Canpotex, which do not incur freight charges. Gross margins were up $39 per tonne or almost 3 times higher than last year’s levels, while cash margins came in at $106 per tonne this quarter.

10

Phosphate

• Phosphate gross profit was slightly higher than the same period last year due to lower input costs. This was partially offset by lower realized phosphate prices and a reduction in total sales volumes.

• Sales volumes were down 9 percent compared to the same period last year. This is mostly due to lower opening inventory levels this quarter resulting from strong demand pull in the first quarter of 2017.

• Overall gross margin per tonne this quarter improved by $10 compared to 2016. This was related to a 9 percent decline in cost of product sold per tonne due to lower input costs and fixed cost improvements.

Wholesale Other

Wholesale Other: gross profit breakdown

	Three months ended June 30,
(millions of U.S. dollars)	2017		2016		Change
Ammonium sulfate		20		20		—
ESN		9		12		(3	)
Other		2		—		2
		31		32		(1	)

• Gross profit from Wholesale Other was lower than the same period last year driven by a combination of lower realized selling prices and slightly higher input costs for ESN.

Expenses

• Wholesale expenses remained flat in the second quarter compared to last year as lower earnings from associates and joint ventures were offset by lower expenses. Lower earnings from associates and joint ventures were due to a reversal in 2016 of a gas provision in Profertil, while lower expenses were due to cost savings initiatives and one-time expenses, which include the losses from the termination of a distribution agreement and cancellation of a Canpotex terminal, incurred in 2016.

Other

EBITDA for our Other non-operating business unit for the second quarter of 2017 was a net expense of $14-million, compared to a net expense of $5-million for the second quarter of 2016. The variance was primarily due to:

• Lower gross profit recovery of $13-million as a result of a lower decrease in intersegment inventories held by Retail at the end of second quarter.

• Merger and related costs of $15-million.

• This is partially offset by a lower share-based payments expense of approximately $15-million primarily due to a decrease in Agrium’s share price.

11

FINANCIAL CONDITION

The following are changes to working capital on our Consolidated Balance Sheets for the six months ended June 30, 2017 compared to December 31, 2016.

(millions of U.S. dollars, except where noted)	June 30, 2017		December 31, 2016		$ Change			% Change			Explanation of the change in the balance
Current assets
Cash and cash equivalents		319		412		(93	)		(23	%)	See discussion under the section “Liquidity and Capital Resources”.
Accounts receivable		3,803		2,208		1,595			72	%	Sales during the spring season resulted in higher Retail trade and vendor rebates receivable.
Income taxes receivable		62		33		29			88	%	The first half tax installments paid exceeded the first half provision.
Inventories		2,846		3,230		(384	)		(12	%)	Inventory drawdown due to increased seasonal sales activity.
Prepaid expenses and deposits		112		855		(743	)		(87	%)	Drawdown of prepaid inventory due to increased seasonal sales activity in the spring.
Other current assets		130		123		7			6	%	—
Current liabilities
Short-term debt		1,227		604		623			103	%	Increased financing for working capital requirements.
Accounts payable		4,155		4,662		(507	)		(11	%)	Reductions in customer prepayments during the spring application season and reductions in accruals related to Wholesale capital expansion projects more than offset increased Retail balances related to seasonal inventory purchases.
Income taxes payable		4		17		(13	)		(76	%)	—
Current portion of long-term debt		10		110		(100	)		(91	%)	Decrease relates to $100-million 7.7 percent debentures paid in 2017.
Current portion of other provisions		48		59		(11	)		(19	%)	—
Working capital		1,828		1,409		419			30	%

LIQUIDITY AND CAPITAL RESOURCES

Agrium generally expects that it will be able to meet its working capital requirements, capital resource needs and shareholder returns through a variety of sources, including available cash on hand, cash provided by operations, short-term borrowings from the issuance of commercial paper, and borrowings from our credit facilities, as well as long-term debt and equity capacity from the capital markets.

As of June 30, 2017, we have sufficient current assets to meet our current liabilities.

12

Summary of Consolidated Statements of Cash Flows

Below is a summary of our cash provided by or used in operating, investing and financing activities as reflected in the Consolidated Statements of Cash Flows:

	Six months ended June 30,
(millions of U.S. dollars)	2017			2016			Change
Cash provided by operating activities		63			438			(375	)
Cash used in investing activities		(432	)		(574	)		142
Cash provided by (used in) financing activities		269			(25	)		294
Effect of exchange rate changes on cash and cash equivalents		7			(47	)		54
Decrease in cash and cash equivalents		(93	)		(208	)		115

Cash provided by operating activities	•       Lower cash provided by operating activities from net changes in non-cash working capital of $516-million, primarily due to the timing of payments to suppliers related to our Retail business unit. This was partially offset by lower final tax payments made in comparison to the prior year.
Cash used in investing activities	•       Lower cash used in investing activities due to reduced business acquisition activity in our Retail business unit and lower spending on Borger expansion project in comparison to the prior year.
Cash provided by (used in) financing activities	•       Cash provided by financing activities from increased borrowings of short-term debt to finance seasonal working capital requirements, partially offset by repayment of long-term debt.

Capital Spending and Expenditures ^(a)

	Three months ended June 30,				Six months ended June 30,
(millions of U.S. dollars)	2017		2016		2017		2016
Retail
Sustaining		37		28		84		75
Investing		29		10		42		19
		66		38		126		94
Acquisitions (b)		44		81		74		175
		110		119		200		269
Wholesale
Sustaining		55		102		81		151
Investing		37		87		92		155
		92		189		173		306
Other
Sustaining		2		1		2		2
Investing		4		2		6		2
		6		3		8		4
Total
Sustaining		94		131		167		228
Investing		70		99		140		176
		164		230		307		404
Acquisitions (b)		44		81		74		175
		208		311		381		579

(a) This excludes capitalized borrowing costs.

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

• Our total capital expenditures decreased in the second quarter and first half of 2017 compared to the same period last year as we completed the construction of our Borger expansion project at the end of 2016. In 2017, pre-commissioning and commissioning costs were incurred related to this project.

• We expect Agrium’s capital expenditures for the remainder of 2017 to approximate $350-million to $400-million. We anticipate that we will be able to finance the announced projects through a combination of cash provided from operating activities and existing credit facilities.

13

Short-term Debt

• Our short-term debt of $1.2-billion at June 30, 2017 is outlined in note 5 of our Summarized Notes to the Condensed Consolidated Financial Statements.

• Our short-term debt increased by $623-million during the first half of 2017, which in turn contributed to a decrease in our unutilized short-term financing capacity to $2.2-billion at June 30, 2017.

Capital Management

• Our revolving credit facilities require that we maintain specific interest coverage and debt-to-capital ratios, as well as other non-financial covenants as defined in our credit agreements. We were in compliance with all covenants at June 30, 2017. Our ability to comply with these covenants has not changed since December 31, 2016.

OUTSTANDING SHARE DATA

Agrium had 138,177,162 outstanding shares at August 4, 2017. At August 4, 2017, the number of shares issuable pursuant to stock options outstanding (issuable assuming full conversion, where each option granted can be exercised for one common share) was approximately 1,380,868.

SELECTED QUARTERLY INFORMATION

(millions of U.S. dollars, except per share amounts)	2017 Q2		2017 Q1			2016 Q4		2016 Q3			2016 Q2		2016 Q1		2015 Q4		2015 Q3
Sales		6,319		2,720			2,280		2,245			6,415		2,725		2,407		2,524
Gross profit		1,527		558			748		568			1,525		554		900		696
Net earnings (loss)		558		(10	)		67		(39	)		565		3		200		99
Earnings (loss) per share attributable to equity holders of Agrium:
Basic and diluted		4.03		(0.08	)		0.49		(0.29	)		4.08		0.02		1.45		0.72
Dividends declared		121		120			121		120			122		121		121		120
Dividends declared per share		0.875		0.875			0.875		0.875			0.875		0.875		0.875		0.875

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

NON-IFRS FINANCIAL MEASURES

Financial measures that are not specified, defined or determined under IFRS are non-IFRS measures unless they are presented in our Consolidated Financial Statements. The following table outlines our non-IFRS financial measures, their definitions and why management uses the measures.

Non-IFRS financial measure	Definition	Why we use the measure and why it is useful to investors
Cash margin per tonne Cash cost of product sold, cash selling and general and administrative expenses	Selected financial measures excluding depreciation and amortization	Assists management and investors in understanding the costs and underlying economics of our operations and in assessing our operating performance and our ability to generate free cash flow from our business units and overall as a company.
EBITDA	Net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations	EBITDA is frequently used by investors and analysts for valuation purposes when multiplied by a factor to estimate the enterprise value of a company. EBITDA is also used in determining annual incentive compensation for certain management employees and in calculating certain of our debt covenants.

14

Wholesale potash cash gross margin per tonne

(millions of U.S. dollars)	Three months ended June 30, 2017
Potash gross margin per tonne		61
Depreciation and amortization in cost of product sold per tonne		45
Potash cash gross margin per tonne		106

Cash selling and general and administrative expenses

	Three months ended June 30,
(millions of U.S. dollars)	Retail				Wholesale				Consolidated
	2017		2016		2017		2016		2017		2016
Selling		574		570		6		8		575		574
Depreciation and amortization in selling expense		69		67		—		—		69		67
Cash selling		505		503		6		8		506		507
General and administrative		28		28		7		8		61		62
Depreciation and amortization in general and administrative		1		—		1		1		7		4
Cash general and administrative		27		28		6		7		54		58
Cash selling and general and administrative expenses
	Six months ended June 30,
(millions of U.S. dollars)	Retail				Wholesale				Consolidated
	2017		2016		2017		2016		2017		2016
Selling		1,022		980		13		16		1,026		988
Depreciation and amortization in selling expense		136		130		—		—		136		130
Cash selling		886		850		13		16		890		858
General and administrative		53		50		13		16		121		117
Depreciation and amortization in general and administrative		3		2		1		1		13		9
Cash general and administrative		50		48		12		15		108		108
Cash cost of product sold
	Three months ended June 30,
(millions of U.S. dollars)	Retail				Wholesale				Consolidated
	2017		2016		2017		2016		2017		2016
Cost of product sold		4,408		4,512		652		681		4,792		4,890
Depreciation and amortization in cost of product sold		1		1		79		73		80		74
Cash cost of product sold		4,407		4,511		573		608		4,712		4,816
	Six months ended June 30,
(millions of U.S. dollars)	Retail				Wholesale				Consolidated
	2017		2016		2017		2016		2017		2016
Cost of product sold		6,214		6,400		1,185		1,177		6,954		7,061
Depreciation and amortization in cost of product sold		3		3		143		117		144		118
Cash cost of product sold		6,211		6,397		1,042		1,060		6,810		6,943

15

Consolidated and business unit EBITDA

	Three months ended June 30,
(millions of U.S. dollars)	Retail		Wholesale		Other			Consolidated
2017
Net earnings									558
Finance costs related to long-term debt									52
Other finance costs									24
Income taxes									222
EBIT		700		175		(19	)		856
Depreciation and amortization		71		80		5			156
EBITDA		771		255		(14	)		1,012
2016
Net earnings									565
Finance costs related to long-term debt									50
Other finance costs									20
Income taxes									213
EBIT		676		180		(8	)		848
Depreciation and amortization		68		74		3			145
EBITDA		744		254		(5	)		993
Consolidated and business unit EBITDA
	Six months ended June 30,
(millions of U.S. dollars)	Retail		Wholesale		Other			Consolidated
2017
Net earnings									548
Finance costs related to long-term debt									99
Other finance costs									47
Income taxes									219
EBIT		679		306		(72	)		913
Depreciation and amortization		142		144		9			295
EBITDA		821		450		(63	)		1,208
2016
Net earnings									568
Finance costs related to long-term debt									102
Other finance costs									38
Income taxes									215
EBIT		653		299		(29	)		923
Depreciation and amortization		135		118		6			259
EBITDA		788		417		(23	)		1,182

CRITICAL ACCOUNTING ESTIMATES

We prepare our Condensed Consolidated Financial Statements in accordance with IFRS, which requires us to make judgments, assumptions and estimates in applying accounting policies. For further information on the Company’s critical accounting estimates, refer to the section “Critical Accounting Estimates” in our 2016 annual MD&A, which is contained in our 2016 Annual Report. Since the date of our 2016 annual MD&A, there have not been any material changes to our critical accounting estimates.

CHANGES IN ACCOUNTING POLICIES

The accounting policies applied in our Condensed Consolidated Financial Statements for the six months ended June 30, 2017 are the same as those applied in our audited annual financial statements in our 2016 Annual Report.

BUSINESS RISKS

The information presented in the “Enterprise Risk Management” section on pages 52—56 in our 2016 annual MD&A and under the heading “Risk Factors” on pages 23—38 in our Annual Information Form for the year ended December 31, 2016 has not changed materially since December 31, 2016.

CONTROLS AND PROCEDURES

There have been no changes in our internal control over financial reporting during the three months ended June 30, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

16

PUBLIC SECURITIES FILINGS

Additional information about our Company, including our 2016 Annual Information Form is filed with the Canadian securities regulatory authorities through SEDAR at www.sedar.com and with the U.S. securities regulatory authorities through EDGAR at www.sec.gov.

FORWARD-LOOKING STATEMENTS

Certain statements and other information included in this document constitute “forward-looking information” and/or “financial outlook” within the meaning of applicable Canadian securities legislation or constitute “forward-looking statements” within the meaning of applicable U.S. securities legislation (collectively, the “forward-looking statements”). All statements in this news release other than those relating to historical information or current conditions are forward-looking statements, including, but not limited to, statements as to management’s expectations with respect to: 2017 updated annual guidance, including expectations regarding our diluted earnings per share and Retail EBITDA; capital spending expectations for 2017; expectations regarding performance of our business segments in 2017; expectations regarding completion of previously announced expansion projects (including timing and volumes of production associated therewith) and acquisitions; our market outlook for 2017, including nitrogen, potash and phosphate outlook and including anticipated supply and demand for our products and services, expected market and industry conditions with respect to crop nutrient application rates, planted acres, crop mix, prices and the impact of currency fluctuations and import and export volumes; and the proposed merger with PotashCorp, including timing of completion thereof. 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 Agrium believes that these assumptions are reasonable, this list is not exhaustive of the factors that may affect any of the forward-looking statements and the reader should not place an undue reliance on these assumptions and such forward-looking statements. The additional key assumptions that have been made include, among other things, assumptions with respect to Agrium’s ability to successfully integrate and realize the anticipated benefits of its already completed and future acquisitions and that we will be able to implement our standards, controls, procedures and policies at any acquired businesses to realize the expected synergies; that future business, regulatory and industry conditions will be within the parameters expected by Agrium, including with respect to prices, margins, product availability and supplier agreements; the completion of our expansion projects on schedule, as planned and on budget; assumptions with respect to global economic conditions and the accuracy of our market outlook expectations for 2017 and in the future; 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 negotiate acceptable terms; our ability to maintain our investment grade rating and achieve our performance targets; the receipt, on time, of all necessary permits, utilities and project approvals with respect to our expansion projects and that we will have the resources necessary to meet the projects’ approach; the receipt, on a timely basis, of regulatory approvals in respect of the proposed merger with PotashCorp and satisfaction of other closing conditions relating thereto. Also refer to the discussion under the heading “Key Assumptions and Risks in Respect of Forward-Looking Statements” in our 2016 annual MD&A and under the heading “Market Outlook” herein, with respect to further material assumptions associated with our forward-looking statements.

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; 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 major products may vary from what we currently anticipate; governmental and regulatory requirements and actions by governmental authorities, including changes in government policy, government ownership requirements, changes in environmental, tax and other laws or regulations and the interpretation thereof, and political risks, including civil unrest, actions by armed groups or conflict, regional natural gas supply restrictions, as well as counterparty and sovereign risk; delays in completion of turnarounds at our major facilities; gas supply interruptions at the Egyptian Misr Fertilizers Production Company S.A.E. nitrogen facility expansion in Egypt; the risk of additional capital expenditure cost escalation or delays in respect of our expansion projects; the risks that are inherent in the nature of the proposed merger with PotashCorp, including the failure to obtain required regulatory approvals and failure to satisfy all other closing conditions in accordance with the terms of the proposed merger with PotashCorp, in a timely manner or at all; and other risk factors detailed from time to time in Agrium reports filed with the Canadian securities regulators and the Securities and Exchange Commission in the U.S. including those disclosed under the heading “Risk Factors” in our Annual Information Form for the year ended December 31, 2016 and under the headings “Enterprise Risk Management” and “Key Assumptions and Risks in respect of Forward-Looking Statements” in our 2016 annual MD&A.

The purpose of our expected diluted earnings per share and Retail EBITDA guidance range is to assist readers in understanding our expected and targeted financial results, and this information may not be appropriate for other purposes.

Agrium 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 U.S. federal securities laws or applicable Canadian securities legislation.

17

OTHER

Agrium Inc. is a major global producer and distributor of agricultural products, services and solutions. Agrium produces nitrogen, potash and phosphate fertilizers, with a combined wholesale nutrient capacity of over 11 million tonnes and with significant competitive advantages across our product lines. We supply key products and services directly to growers, including crop nutrients, crop protection, seed, as well as agronomic and application services, thereby helping growers to meet the ever growing global demand for food and fiber. Agrium retail-distribution has an unmatched network of approximately 1,500 facilities and over 3,300 crop consultants who provide advice and products to our grower customers to help them increase their yields and returns on hundreds of different crops. With a focus on sustainability, the company strives to improve the communities in which it operates through safety, education, environmental improvement and new technologies such as the development of precision agriculture and controlled release nutrient products. Agrium is focused on driving operational excellence across our businesses, pursuing value-enhancing growth opportunities and returning capital to shareholders. For more information visit: www.agrium.com

A WEBSITE SIMULCAST of the 2017 2^nd Quarter Conference Call will be available in a listen-only mode beginning Thursday, August 10, 2017 at 8:00 a.m. MT (10:00 a.m. ET). Please visit the following website: www.agrium.com.

FOR FURTHER INFORMATION:

Investor/Media Relations:

Richard Downey, Vice President, Investor & Corporate Relations

(403) 225-7357

Todd Coakwell, Director, Investor Relations

(403) 225-7437

Louis Brown, Analyst, Investor Relations

(403) 225-7761

Contact us at: www.agrium.com

18

AGRIUM INC.

Condensed Consolidated Interim Statements of Operations

(Unaudited)

			Three months ended June 30,						Six months ended June 30,
(millions of U.S. dollars, unless otherwise stated)	Notes		2017			2016			2017			2016
Sales				6,319			6,415			9,039			9,140
Cost of product sold				4,792			4,890			6,954			7,061
Gross profit				1,527			1,525			2,085			2,079
Expenses
Selling				575			574			1,026			988
General and administrative				61			62			121			117
Share-based payments				(3	)		13			—			17
Earnings from associates and joint ventures				(5	)		(23	)		(28	)		(28	)
Other expenses		4		43			51			53			62
Earnings before finance costs and income taxes				856			848			913			923
Finance costs related to long-term debt				52			50			99			102
Other finance costs				24			20			47			38
Earnings before income taxes				780			778			767			783
Income taxes				222			213			219			215
Net earnings				558			565			548			568
Attributable to
Equity holders of Agrium				557			564			546			566
Non-controlling interests				1			1			2			2
Net earnings				558			565			548			568
Earnings per share attributable to equity holders of Agrium
Basic and diluted earnings per share				4.03			4.08			3.95			4.09
Weighted average number of shares outstanding for basic and diluted earnings per share (millions of common shares)				138			138			138			138

See accompanying notes.

Basis of preparation and statement of compliance

These condensed consolidated interim financial statements (“interim financial statements”) were approved for issuance by the Audit Committee on August 9, 2017. We prepared these interim financial statements in accordance with International Accounting Standard 34 Interim Financial Reporting. These interim financial statements do not include all information and disclosures normally provided in annual financial statements and should be read in conjunction with our audited annual financial statements and related notes contained in our 2016 Annual Report, available at www.agrium.com.

The accounting policies applied in these interim financial statements are the same as those applied in our audited annual financial statements in our 2016 Annual Report.

19

AGRIUM INC.

Condensed Consolidated Interim Statements of Comprehensive Income

(Unaudited)

			Three months ended June 30,						Six months ended June 30,
(millions of U.S. dollars)	Notes		2017			2016			2017			2016
Net earnings				558			565			548			568
Other comprehensive income (loss)
Items that are or may be reclassified to earnings
Cash flow hedges		3
Effective portion of changes in fair value				(7	)		17			(30	)		(6	)
Deferred income taxes				3			(4	)		8			3
Associates and joint ventures
Share of comprehensive (loss) income				(22	)		(1	)		(51	)		1
Deferred income taxes				2			—			10			—
Foreign currency translation
Gains (losses)				100			(26	)		165			153
Reclassifications to earnings				1			—			6			—
				77			(14	)		108			151
Items that will never be reclassified to earnings
Post-employment benefits
Actuarial losses				—			(24	)		(3	)		(24	)
Deferred income taxes				—			7			1			7
				—			(17	)		(2	)		(17	)
Other comprehensive income (loss)				77			(31	)		106			134
Comprehensive income				635			534			654			702
Attributable to
Equity holders of Agrium				633			533			651			700
Non-controlling interests				2			1			3			2
Comprehensive income				635			534			654			702

See accompanying notes.

20

AGRIUM INC.

Condensed Consolidated Interim Balance Sheets

(Unaudited)

			June 30,						December 31,
(millions of U.S. dollars)	Notes		2017			2016			2016
Assets
Current assets
Cash and cash equivalents				319			307			412
Accounts receivable				3,803			3,638			2,208
Income taxes receivable				62			95			33
Inventories				2,846			2,605			3,230
Prepaid expenses and deposits				112			131			855
Other current assets				130			124			123
				7,272			6,900			6,861
Property, plant and equipment				7,028			6,832			6,818
Intangibles				561			635			566
Goodwill				2,115			2,023			2,095
Investments in associates and joint ventures				513			665			541
Other assets				55			52			48
Deferred income tax assets				20			44			34
				17,564			17,151			16,963
Liabilities and shareholders’ equity
Current liabilities
Short-term debt		5		1,227			1,069			604
Accounts payable				4,155			3,830			4,662
Income taxes payable				4			128			17
Current portion of long-term debt		5		10			107			110
Current portion of other provisions				48			74			59
				5,444			5,208			5,452
Long-term debt		5		4,400			4,412			4,398
Post-employment benefits				134			162			141
Other provisions				336			338			322
Other liabilities				51			54			68
Deferred income tax liabilities				601			491			408
				10,966			10,665			10,789
Shareholders’ equity
Share capital				1,770			1,762			1,766
Retained earnings				5,939			5,839			5,634
Accumulated other comprehensive loss				(1,116	)		(1,119	)		(1,231	)
Equity holders of Agrium				6,593			6,482			6,169
Non-controlling interests				5			4			5
Total equity				6,598			6,486			6,174
				17,564			17,151			16,963

See accompanying notes.

21

AGRIUM INC.

Condensed Consolidated Interim Statements of Cash Flows

(Unaudited)

			Three months ended						Six months ended
			June 30,						June 30,
(millions of U.S. dollars)	Notes		2017			2016			2017			2016
Operating
Net earnings				558			565			548			568
Adjustments for
Depreciation and amortization				156			145			295			259
Earnings from associates and joint ventures				(5	)		(23	)		(28	)		(28	)
Share-based payments				(3	)		13			—			17
Unrealized loss (gain) on derivative financial instruments				12			(61	)		7			22
Unrealized foreign exchange loss (gain)				—			83			—			(41	)
Interest income				(13	)		(16	)		(26	)		(29	)
Finance costs				76			70			146			140
Income taxes				222			213			219			215
Other				4			(7	)		(7	)		(1	)
Interest received				14			15			27			29
Interest paid				(63	)		(51	)		(147	)		(140	)
Income taxes paid				(15	)		(24	)		(54	)		(165	)
Dividends from associates and joint ventures				4			1			9			2
Net changes in non-cash working capital				(1,062	)		(828	)		(926	)		(410	)
Cash (used in) provided by operating activities				(115	)		95			63			438
Investing
Business acquisitions, net of cash acquired				(44	)		(81	)		(74	)		(175	)
Capital expenditures				(164	)		(230	)		(307	)		(404	)
Capitalized borrowing costs				(4	)		(7	)		(12	)		(12	)
Purchase of investments				(17	)		(18	)		(50	)		(41	)
Proceeds from sale of investments				21			46			49			64
Proceeds from sale of property, plant and equipment				12			6			21			10
Other				(4	)		(5	)		(8	)		(8	)
Net changes in non-cash working capital				(45	)		(8	)		(51	)		(8	)
Cash used in investing activities				(245	)		(297	)		(432	)		(574	)
Financing
Short-term debt		5		551			426			615			222
Repayment of long-term debt		5		(2	)		(4	)		(105	)		(6	)
Dividends paid				(120	)		(122	)		(241	)		(241	)
Cash provided by (used in) financing activities				429			300			269			(25	)
Effect of exchange rate changes on cash and cash equivalents				(12	)		(67	)		7			(47	)
Increase (decrease) in cash and cash equivalents				57			31			(93	)		(208	)
Cash and cash equivalents – beginning of period				262			276			412			515
Cash and cash equivalents – end of period				319			307			319			307

See accompanying notes.

22

AGRIUM INC.

Condensed Consolidated Interim Statements of Shareholders’ Equity

(Unaudited)

								Other comprehensive income (loss)
	Millions										Comprehensive
	of							Cash			loss of			Foreign						Equity			Non-
(millions of U.S. dollars, except per share data)	common shares		Share capital		Retained earnings			flow hedges			associates and joint ventures			currency translation			Total			holders of Agrium			controlling interests			Total equity
December 31, 2015		138		1,757		5,533			(56	)		(17	)		(1,214	)		(1,287	)		6,003			4			6,007
Net earnings		—		—		566			—			—			—			—			566			2			568
Other comprehensive income (loss), net of tax
Post-employment benefits		—		—		(17	)		—			—			—			—			(17	)		—			(17	)
Other		—		—		—			(3	)		1			153			151			151			—			151
Comprehensive income (loss), net of tax		—		—		549			(3	)		1			153			151			700			2			702
Dividends ($1.75 per share)		—		—		(243	)		—			—			—			—			(243	)		—			(243	)
Non-controlling interest transactions		—		—		—			—			—			—			—			—			(2	)		(2	)
Share-based payment transactions		—		5		—			—			—			—			—			5			—			5
Reclassification of cash flow hedges, net of tax		—		—		—			17			—			—			17			17			—			17
June 30, 2016		138		1,762		5,839			(42	)		(16	)		(1,061	)		(1,119	)		6,482			4			6,486
December 31, 2016		138		1,766		5,634			(25	)		(51	)		(1,155	)		(1,231	)		6,169			5			6,174
Net earnings		—		—		546			—			—			—			—			546			2			548
Other comprehensive income (loss), net of tax
Post-employment benefits		—		—		(2	)		—			—			—			—			(2	)		—			(2	)
Other		—		—		—			(22	)		(41	)		170			107			107			1			108
Comprehensive income (loss), net of tax		—		—		544			(22	)		(41	)		170			107			651			3			654
Dividends ($1.75 per share)		—		—		(241	)		—			—			—			—			(241	)		—			(241	)
Non-controlling interest transactions		—		—		2			—			—			(2	)		(2	)		—			(3	)		(3	)
Share-based payment transactions		—		4		—			—			—			—			—			4			—			4
Reclassification of cash flow hedges, net of tax		—		—		—			10			—			—			10			10			—			10
June 30, 2017		138		1,770		5,939			(37	)		(92	)		(987	)		(1,116	)		6,593			5			6,598

See accompanying notes.

23

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

1. Corporate Management

Corporate information

Agrium Inc. (“Agrium”) is incorporated under the laws of Canada with common shares listed under the symbol “AGU” on the New York Stock Exchange (NYSE) and the Toronto Stock Exchange (TSX). Our Corporate head office is located at 13131 Lake Fraser Drive S.E., Calgary, Canada. We conduct our operations globally from our Wholesale head office in Calgary and our Retail head office in Loveland, Colorado, United States. In these financial statements, “we”, “us”, “our” and “Agrium” mean Agrium Inc., its subsidiaries and joint arrangements.

We categorize our operating segments within the Retail and Wholesale business units as follows:

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

• North America including the United States and Canada

• International including Australia and South America

• Wholesale: Produces, markets and distributes crop nutrients and industrial products as follows:

• Nitrogen: Manufacturing in Alberta and Texas

• Potash: Mining and processing in Saskatchewan

• Phosphate: Production facilities in Alberta and production and mining facilities in Idaho

• Wholesale Other: Producing blended crop nutrients and Environmentally Smart Nitrogen^® (ESN) polymer-coated nitrogen crop nutrients, and operating joint ventures and associates

Additional information on our operating segments is included in note 2.

Seasonality in our business results from increased demand for our products during planting seasons. Sales are generally higher in spring and fall.

24

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

2. Operating Segments

Segment information by business unit	Three months ended June 30,
	2017												2016
	Retail			Wholesale			Other (a)			Total			Retail			Wholesale			Other (a)			Total
Sales - external		5,694			625			—			6,319			5,780			635			—			6,415
- inter-segment		13			223			(236	)		—			11			247			(258	)		—
Total sales		5,707			848			(236	)		6,319			5,791			882			(258	)		6,415
Cost of product sold		4,408			652			(268	)		4,792			4,512			681			(303	)		4,890
Gross profit		1,299			196			32			1,527			1,279			201			45			1,525
Gross profit (%)		23			23						24			22			23						24
Expenses
Selling		574			6			(5	)		575			570			8			(4	)		574
General and administrative		28			7			26			61			28			8			26			62
Share-based payments		—			—			(3	)		(3	)		—			—			13			13
(Earnings) loss from associates and joint ventures		(4	)		(3	)		2			(5	)		(3	)		(21	)		1			(23	)
Other expenses		1			11			31			43			8			26			17			51
Earnings (loss) before finance costs and income taxes		700			175			(19	)		856			676			180			(8	)		848
Finance costs		—			—			76			76			—			—			70			70
Earnings (loss) before income taxes		700			175			(95	)		780			676			180			(78	)		778
Depreciation and amortization		71			80			5			156			68			74			3			145
Finance costs		—			—			76			76			—			—			70			70
EBITDA (b)		771			255			(14	)		1,012			744			254			(5	)		993

(a) Includes inter-segment eliminations

(b) EBITDA is net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations.

25

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information by business unit	Six months ended June 30,
	2017												2016
	Retail			Wholesale			Other (a)			Total			Retail			Wholesale			Other (a)			Total
Sales - external		7,921			1,118			—			9,039			8,058			1,082			—			9,140
- inter-segment		26			405			(431	)		—			23			449			(472	)		—
Total sales		7,947			1,523			(431	)		9,039			8,081			1,531			(472	)		9,140
Cost of product sold		6,214			1,185			(445	)		6,954			6,400			1,177			(516	)		7,061
Gross profit		1,733			338			14			2,085			1,681			354			44			2,079
Gross profit (%)		22			22						23			21			23						23
Expenses
Selling		1,022			13			(9	)		1,026			980			16			(8	)		988
General and administrative		53			13			55			121			50			16			51			117
Share-based payments		—			—			—			—			—			—			17			17
(Earnings) loss from associates and joint ventures		(10	)		(19	)		1			(28	)		(7	)		(22	)		1			(28	)
Other (income) expenses		(11	)		25			39			53			5			45			12			62
Earnings (loss) before finance costs and income taxes		679			306			(72	)		913			653			299			(29	)		923
Finance costs		—			—			146			146			—			—			140			140
Earnings (loss) before income taxes		679			306			(218	)		767			653			299			(169	)		783
Depreciation and amortization		142			144			9			295			135			118			6			259
Finance costs		—			—			146			146			—			—			140			140
EBITDA		821			450			(63	)		1,208			788			417			(23	)		1,182

(a) Includes inter-segment eliminations

26

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information – Retail	Three months ended June 30,
	2017									2016
	North America			International			Retail (a)			North America			International			Retail (a)
Sales - external		5,031			663			5,694			5,038			742			5,780
- inter-segment		13			—			13			11			—			11
Total sales		5,044			663			5,707			5,049			742			5,791
Cost of product sold		3,876			532			4,408			3,893			619			4,512
Gross profit		1,168			131			1,299			1,156			123			1,279
Expenses
Selling		486			88			574			484			86			570
General and administrative		21			7			28			20			8			28
Earnings from associates and joint ventures		(4	)		—			(4	)		(2	)		(1	)		(3	)
Other expenses (income)		11			(10	)		1			16			(8	)		8
Earnings before income taxes		654			46			700			638			38			676
Depreciation and amortization		67			4			71			63			5			68
EBITDA		721			50			771			701			43			744

(a) Included within the Retail business unit is a separate Financial Services operating segment with total sales of $8-million (2016 – $4-million) and EBITDA of $7-million (2016 – $4-million).

27

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information – Retail	Six months ended June 30,
	2017									2016
	North America			International			Retail (a)			North America			International			Retail (a)
Sales - external		6,789			1,132			7,921			6,835			1,223			8,058
- inter-segment		26			—			26			23			—			23
Total sales		6,815			1,132			7,947			6,858			1,223			8,081
Cost of product sold		5,327			887			6,214			5,399			1,001			6,400
Gross profit		1,488			245			1,733			1,459			222			1,681
Expenses
Selling		850			172			1,022			821			159			980
General and administrative		39			14			53			35			15			50
Earnings from associates and joint ventures		(9	)		(1	)		(10	)		(6	)		(1	)		(7	)
Other expenses (income)		4			(15	)		(11	)		22			(17	)		5
Earnings before income taxes		604			75			679			587			66			653
Depreciation and amortization		133			9			142			124			11			135
EBITDA		737			84			821			711			77			788

(a) Included within the Retail business unit is a separate Financial Services operating segment with total sales of $14-million (2016 – $4-million) and EBITDA of $15-million (2016 – $4-million).

28

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information – Wholesale	Three months ended June 30,
	2017												2016
	Nitrogen		Potash		Phosphate		Wholesale Other (a)			Wholesale			Nitrogen		Potash			Phosphate			Wholesale Other (a)			Wholesale
Sales - external		277		116		86		146			625			296		85			110			144			635
- inter-segment		91		34		51		47			223			98		50			50			49			247
Total sales		368		150		137		193			848			394		135			160			193			882
Cost of product sold		255		106		129		162			652			246		119			155			161			681
Gross profit		113		44		8		31			196			148		16			5			32			201
Expenses
Selling		3		2		1		—			6			3		2			1			2			8
General and administrative		3		1		1		2			7			3		1			1			3			8
Earnings from associates and joint ventures		—		—		—		(3	)		(3	)		—		—			—			(21	)		(21	)
Other expenses (income)		6		5		2		(2	)		11			16		14			(1	)		(3	)		26
Earnings (loss) before income taxes		101		36		4		34			175			126		(1	)		4			51			180
Depreciation and amortization		26		32		17		5			80			23		31			13			7			74
EBITDA		127		68		21		39			255			149		30			17			58			254

(a) Includes ammonium sulfate, ESN and other products

29

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information – Wholesale	Six months ended June 30,
	2017												2016
	Nitrogen		Potash		Phosphate		Wholesale Other (a)			Wholesale			Nitrogen		Potash		Phosphate		Wholesale Other (a)			Wholesale
Sales - external		459		206		176		277			1,118			469		133		190		290			1,082
- inter-segment		149		76		95		85			405			175		93		100		81			449
Total sales		608		282		271		362			1,523			644		226		290		371			1,531
Cost of product sold		418		203		256		308			1,185			401		196		265		315			1,177
Gross profit		190		79		15		54			338			243		30		25		56			354
Expenses
Selling		6		3		2		2			13			7		4		2		3			16
General and administrative		5		2		2		4			13			7		3		2		4			16
Earnings from associates and joint ventures		—		—		—		(19	)		(19	)		—		—		—		(22	)		(22	)
Other expenses (income)		15		7		4		(1	)		25			22		20		3		—			45
Earnings before income taxes		164		67		7		68			306			207		3		18		71			299
Depreciation and amortization		42		61		33		8			144			36		51		23		8			118
EBITDA		206		128		40		76			450			243		54		41		79			417

(a) Includes ammonium sulfate, ESN and other products

30

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Gross profit by product line	Three months ended June 30,																Six months ended June 30,
	2017								2016								2017								2016
	Sales			Cost of product sold			Gross profit		Sales			Cost of product sold			Gross profit		Sales			Cost of product sold			Gross profit		Sales			Cost of product sold			Gross profit
Retail
Crop nutrients		1,989			1,570			419		2,190			1,757			433		2,703			2,143			560		3,029			2,462			567
Crop protection products		2,236			1,751			485		2,250			1,779			471		3,108			2,493			615		3,081			2,489			592
Seed		1,080			881			199		926			745			181		1,462			1,209			253		1,302			1,070			232
Merchandise		175			148			27		162			134			28		309			260			49		279			232			47
Services and other (a)		227			58			169		263			97			166		365			109			256		390			147			243
		5,707			4,408			1,299		5,791			4,512			1,279		7,947			6,214			1,733		8,081			6,400			1,681
Wholesale
Nitrogen		368			255			113		394			246			148		608			418			190		644			401			243
Potash		150			106			44		135			119			16		282			203			79		226			196			30
Phosphate		137			129			8		160			155			5		271			256			15		290			265			25
Ammonium sulfate, ESN and other		193			162			31		193			161			32		362			308			54		371			315			56
		848			652			196		882			681			201		1,523			1,185			338		1,531			1,177			354
Other inter-segment eliminations		(236	)		(268	)		32		(258	)		(303	)		45		(431	)		(445	)		14		(472	)		(516	)		44
Total		6,319			4,792			1,527		6,415			4,890			1,525		9,039			6,954			2,085		9,140			7,061			2,079
Wholesale share of joint ventures
Nitrogen		46			36			10		40			37			3		70			55			15		65			58			7
Total Wholesale including proportionate share in joint ventures		894			688			206		922			718			204		1,593			1,240			353		1,596			1,235			361

(a) Includes financial services products

31

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Selected volumes and per tonne information	Three months ended June 30,
	2017								2016
	Sales tonnes (000’s)		Selling price ($/tonne)		Cost of product sold ($/tonne)		Margin ($/tonne)		Sales tonnes (000’s)		Selling price ($/tonne)		Cost of product sold ($/tonne)		Margin ($/tonne)
Retail
Crop nutrients
North America		4,249		415		321		94		4,133		462		361		101
International		648		351		323		28		715		390		366		24
Total crop nutrients		4,897		406		320		86		4,848		452		363		89
Wholesale
Nitrogen
North America
Ammonia		414		412						394		443
Urea		459		281						503		303
Other		308		223						271		249
Total nitrogen		1,181		312		216		96		1,168		337		210		127
Potash
North America		377		254						440		219
International		337		161						257		152
Total potash		714		210		149		61		697		194		172		22
Phosphate		279		492		464		28		305		526		508		18
Ammonium sulfate		111		290		109		181		114		296		120		176
ESN and other		466								452
Total Wholesale		2,751		308		237		71		2,736		322		248		74
Wholesale share of joint ventures
Nitrogen		82		556		434		122		133		305		285		20
Total Wholesale including proportionate share in joint ventures		2,833		315		242		73		2,869		322		251		71

32

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Selected volumes and per tonne information	Six months ended June 30,
	2017								2016
	Sales tonnes (000’s)		Selling price ($/tonne)		Cost of product sold ($/tonne)		Margin ($/tonne)		Sales tonnes (000’s)		Selling price ($/tonne)		Cost of product sold ($/tonne)		Margin ($/tonne)
Retail
Crop nutrients
North America		5,739		413		320		93		5,653		459		364		95
International		1,000		332		303		29		1,155		376		351		25
Total crop nutrients		6,739		401		318		83		6,808		445		362		83
Wholesale
Nitrogen
North America
Ammonia		640		396						624		427
Urea		820		294						822		316
Other		493		230						463		256
Total nitrogen		1,953		311		214		97		1,909		338		210		128
Potash
North America		755		251						703		217
International		595		156						450		163
Total potash		1,350		209		151		58		1,153		196		170		26
Phosphate		567		479		452		27		525		553		505		48
Ammonium sulfate		199		276		115		161		171		294		118		176
ESN and other		918								904
Total Wholesale		4,987		305		237		68		4,662		328		252		76
Wholesale share of joint ventures
Nitrogen		159		439		347		92		216		301		270		31
Total Wholesale including proportionate share in joint ventures		5,146		309		241		68		4,878		327		253		74

33

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

3. Risk Management

Commodity price risk

Natural gas derivative financial instruments outstanding (notional amounts in millions of MMBtu)
	June 30,									December 31,
	2017									2016
	Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)			Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)
Designated as hedges
AECO swaps		42		2017 – 2019		2.97		(43	)		48		2017 – 2018		2.90		(21	)
								(43	)								(21	)

(a) U.S. dollars per MMBtu

	Fair value of assets (liabilities)
Maturities of natural gas derivative contracts	2017			2018			2019
AECO swaps		(16	)		(23	)		(4	)

Impact of change in fair value of natural gas derivative financial instruments	June 30,		December 31,
	2017		2016
A $10-million impact to other comprehensive income requires movement in gas prices per MMBtu		0.16		0.29

The underlying risk of the derivative contracts is identical to the hedged risk; accordingly we have established a ratio of 1:1 for all natural gas hedges. Due to a strong correlation between AECO future contract prices and our delivered cost, we did not experience any ineffectiveness on our hedges, and accordingly we have recorded the full change in the fair value of natural gas derivative contracts designated as hedges to other comprehensive income.

Currency risk

Foreign exchange derivative financial instruments outstanding (notional amounts in millions of U.S. dollars)
	June 30, 2017									December 31, 2016
Sell/Buy	Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)			Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)
Forwards
USD/CAD		220		2017		1.31		2			—		—		—		—
CAD/USD		132		2017		1.31		(1	)		180		2017		1.34		—
EUR/USD		14		2017		0.91		(1	)		—		2017		0.94		—
USD/AUD		17		2017		1.33		—			14		2017		1.32		(1	)
AUD/USD		46		2017		1.32		(1	)		22		2017		1.34		1
CNY/AUD		16		2017		6.74		—			23		2017		7.16		—
Options
USD/CAD – buy USD puts		42		2017		1.30		1			—		—		—		—
USD/CAD – sell USD calls		56		2017		1.37		—			—		—		—		—
CAD/USD – buy USD calls		—		2017		1.33		—			—		—		—		—
CAD/USD – sell USD puts		—		2017		1.32		(6	)		—		—		—		—
								(6	)								—

(a) Foreign currency per U.S. dollar

34

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

	June 30,						December 31,
	2017						2016
	Fair value				Carrying		Fair value				Carrying
	Level 1		Level 2		value		Level 1		Level 2		value
Financial instruments measured at fair value on a recurring basis
Cash and cash equivalents		—		319		319		—		412		412
Accounts receivable – derivatives		—		3		3		—		2		2
Other current financial assets – marketable securities		18		107		125		22		99		121
Other non-current financial assets – derivatives		—		2		2		—		—		—
Accounts payable – derivatives		—		36		36		—		7		7
Other financial liabilities – derivatives		—		18		18		—		16		16
Financial instruments measured at amortized cost
Current portion of long-term debt
Debentures		—		—		—		—		101		100
Fixed and floating rate debt		—		10		10		—		10		10
Long-term debt
Debentures		—		4,829		4,374		—		4,600		4,373
Fixed and floating rate debt		—		26		26		—		25		25

There have been no transfers between Level 1 and Level 2 fair value measurements in the six months ended June 30, 2017. We do not measure any of our financial instruments using Level 3 inputs.

4. Expenses

	Three months ended						Six months ended
Other expenses	June 30,						June 30,
	2017			2016			2017			2016
(Gain) loss on foreign exchange and related derivatives		(2	)		6			4			8
Interest income		(13	)		(16	)		(26	)		(29	)
Environmental remediation and asset retirement obligations		—			3			(1	)		5
Bad debt expense		22			21			29			29
Potash profit and capital tax		3			5			6			8
Merger and related costs		15			—			31			—
Other		18			32			10			41
		43			51			53			62

5. Debt

					June 30,		December 31,
	Maturity		Rate  (%) (a)		2017		2016
Short-term debt
Commercial paper		2017		1.49		1,089		306
Credit facilities				4.24		138		298
						1,227		604

(a) Weighted average rates at June 30, 2017

35

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

	Short-term debt		Long-term debt (a)
December 31, 2016		604		4,508
Cash flows reported as financing activities		615		(105	)
Non-cash changes
Other adjustments		—		8
Foreign currency translation		8		(1	)
June 30, 2017		1,227		4,410

(a) Includes current portion

6. Additional Information

Planned Merger with Potash Corporation of Saskatchewan Inc. (“PotashCorp”)

Agrium and PotashCorp entered into an agreement dated September 11, 2016 (the “Arrangement Agreement”), under which the companies will combine in a merger of equals into a newly incorporated parent entity, which will be named Nutrien, to be formed to manage and hold the combined businesses of both Agrium and PotashCorp. The Arrangement Agreement will be implemented by a proposed plan of arrangement (the “Arrangement”). Under the Arrangement, Agrium shareholders will receive 2.23 Nutrien shares for each Agrium share held, and PotashCorp shareholders will receive 0.40 of a Nutrien share for each PotashCorp share held. Following the completion of the Arrangement Agreement, Agrium and PotashCorp will become wholly-owned subsidiaries of Nutrien and Nutrien will continue the operations of Agrium and PotashCorp on a combined basis. Each of the share-based payment awards for each of Agrium and PotashCorp, whether vested or unvested, that are outstanding immediately prior to the completion of the Arrangement will convert into a Nutrien award.

On November 3, 2016, shareholders of both Agrium and PotashCorp approved the Arrangement. The Arrangement is anticipated to be completed near the end of the third quarter of 2017, subject to customary closing conditions including receipt of regulatory and court approvals.

The estimated costs to be incurred by Agrium and PotashCorp with respect to the Arrangement and related matters are expected to aggregate approximately $140-million.

The Arrangement Agreement contains provisions that restrict Agrium’s and PotashCorp’s ability to pursue alternatives to the Arrangement and, in specified circumstances, Agrium or PotashCorp could be required to pay the other party a non-completion fee of $485-million or $50-million as reimbursement for related expenses. The Arrangement Agreement also restricts Agrium and PotashCorp from increasing dividends or repurchasing their shares before completion of the Arrangement.

Additional information and the full text of the Arrangement Agreement and the Arrangement are included in Agrium and PotashCorp’s joint proxy circular filed on SEDAR on October 6, 2016.

Starpharma Holdings Limited

In June 2017, we acquired Starpharma Holdings Limited’s agrochemical business that is focused on the development of a proprietary polymer technology and is based in Melbourne, Australia. Our purchase price was $26-million (AUD$35-million).

Property, plant and equipment

We have completed our expansion project at our Borger nitrogen facility. We transferred $662-million from assets under construction to buildings and improvements, and machinery and equipment when the assets became available for use.

36

EX-99.2

EXHIBIT 99.2

AGRIUM INC.

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE AND SIX MONTHS ENDED

JUNE 30, 2017

August 9, 2017

Unless otherwise noted, all financial information in this Management’s Discussion and Analysis (MD&A) is prepared using accounting policies in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board and is presented in accordance with International Accounting Standard 34 – Interim Financial Reporting. All comparisons of results for the second quarter of 2017 (three months ended June 30, 2017) and for the six months ended June 30, 2017 are against results for the second quarter of 2016 (three months ended June 30, 2016) and six months ended June 30, 2016. All dollar amounts refer to United States (U.S.) dollars except where otherwise stated. The financial measures net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations (EBITDA), cash margin per tonne, cash cost of product sold and cash selling and general and administrative expenses used in this MD&A are not prescribed by IFRS. Our method of calculation may not be directly comparable to that of other companies. We consider these non-IFRS financial measures to provide useful information to both management and investors in measuring our financial performance. These non-IFRS financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with IFRS. Please refer to the section entitled “Non-IFRS Financial Measures” of this MD&A for further details, including a reconciliation of each such measure to its most directly comparable measure calculated in accordance with IFRS.

The following interim MD&A is as of August 9, 2017 and should be read in conjunction with the Condensed Consolidated Interim Financial Statements for the three and six months ended June 30, 2017 (the “Condensed Consolidated Financial Statements”), and the annual MD&A and financial statements for the year ended December 31, 2016 included in our 2016 Annual Report to Shareholders. The Board of Directors carries out its responsibility for review of this disclosure principally through its Audit Committee, comprised exclusively of independent directors. The Audit Committee reviews and, prior to publication, approves this disclosure, pursuant to the authority delegated to it by the Board of Directors. No update is provided to the disclosure in our annual MD&A except for material information since the date of our annual MD&A. In respect of Forward-Looking Statements, please refer to the section titled “Forward-Looking Statements” in this MD&A.

1

2017 Second Quarter Operating Results

CONSOLIDATED NET EARNINGS

Financial Overview

(millions of U.S. dollars, except per share amounts and where noted)	Three months ended June 30,										Six months ended June 30,
	2017		2016		Change			% Change			2017		2016		Change			% Change
Sales		6,319		6,415		(96	)		(1	)		9,039		9,140		(101	)		(1	)
Gross profit		1,527		1,525		2			—			2,085		2,079		6			—
Expenses		671		677		(6	)		(1	)		1,172		1,156		16			1
Net earnings before finance costs, income taxes and net earnings (loss) from discontinued operations		856		848		8			1			913		923		(10	)		(1	)
Net earnings		558		565		(7	)		(1	)		548		568		(20	)		(4	)
Diluted earnings per share		4.03		4.08		(0.05	)		(1	)		3.95		4.09		(0.14	)		(3	)
Effective tax rate (%)		28.5		27.5		1			N/A			28.5		27.5		1			N/A

Sales and Gross Profit

	Three months ended June 30,									Six months ended June 30,
(millions of U.S. dollars)	2017			2016			Change			2017			2016			Change
Sales
Retail		5,707			5,791			(84	)		7,947			8,081			(134	)
Wholesale		848			882			(34	)		1,523			1,531			(8	)
Other		(236	)		(258	)		22			(431	)		(472	)		41
		6,319			6,415			(96	)		9,039			9,140			(101	)
Gross profit
Retail		1,299			1,279			20			1,733			1,681			52
Wholesale		196			201			(5	)		338			354			(16	)
Other		32			45			(13	)		14			44			(30	)
		1,527			1,525			2			2,085			2,079			6

• Retail’s sales primarily decreased in the second quarter and first half of 2017 due to lower crop nutrient prices. Despite this, Retail’s gross profit increased as a result of higher sales volumes in the quarter and increased sales of proprietary products, which have higher margins.

• Except for higher selling prices for potash, we realized lower selling prices for all Wholesale product lines resulting in lower sales and gross profit in the second quarter and first half of 2017. This was partially offset by higher nitrogen and potash sales volumes and lower cost of product sold for potash.

Expenses

• Selling expense was consistent for the second quarter compared to the same period last year. For the first half of 2017, selling expenses increased by $38-million as a result of the recent Retail acquisitions but remained consistent as a percentage of sales.

• We had lower share-based payments expense of approximately $15-million in the second quarter and first half of 2017 due to decreases in our share price.

• Earnings from associates and joint ventures decreased by $18-million in the second quarter primarily due to a reversal of gas provision in Profertil S.A. (“Profertil”) in the prior year. In the first quarter of 2017, we recognized a foreign exchange gain in Misr Fertilizers Production Company S.A.E. (“MOPCO”) from the devaluation of the Egyptian pound. In combination, these two factors resulted in consistent year-over-year results.

2

• Other expenses decreased by approximately $10-million for the second quarter and first half of 2017. In 2016, we incurred losses from the termination of a distribution agreement and cancellation of a Canpotex terminal. There were no similar losses in 2017. We incurred merger and related costs of $15-million in the second quarter and $31-million for first half of 2017.

For further breakdown on Other expenses, see table below:

Other expenses breakdown

	Three months ended									Six months ended
	June 30,									June 30,
(millions of U.S. dollars)	2017			2016			Change			2017			2016			Change
(Gain) loss on foreign exchange and related derivatives		(2	)		6			(8	)		4			8			(4	)
Interest income		(13	)		(16	)		3			(26	)		(29	)		3
Environmental remediation and asset retirement obligations		—			3			(3	)		(1	)		5			(6	)
Bad debt expense		22			21			1			29			29			—
Potash profit and capital tax		3			5			(2	)		6			8			(2	)
Merger and related costs		15			—			15			31			—			31
Other		18			32			(14	)		10			41			(31	)
		43			51			(8	)		53			62			(9	)

Depreciation and Amortization

Depreciation and amortization breakdown

	Three months ended June 30,
	2017								2016
	Cost of				General				Cost of				General
	product				and				product				and
(millions of U.S. dollars)	sold		Selling		administrative		Total		sold		Selling		administrative		Total
Retail		1		69		1		71		1		67		—		68
Wholesale
Nitrogen		26		—		—		26		23		—		—		23
Potash		32		—		—		32		31		—		—		31
Phosphate		17		—		—		17		13		—		—		13
Wholesale Other (a)		4		—		1		5		6		—		1		7
		79		—		1		80		73		—		1		74
Other		—		—		5		5		—		—		3		3
Total		80		69		7		156		74		67		4		145
	Six months ended June 30,
	2017								2016
	Cost of				General				Cost of				General
	product				and				product				and
(millions of U.S. dollars)	sold		Selling		administrative		Total		sold		Selling		administrative		Total
Retail		3		136		3		142		3		130		2		135
Wholesale
Nitrogen		42		—		—		42		36		—		—		36
Potash		61		—		—		61		51		—		—		51
Phosphate		33		—		—		33		23		—		—		23
Wholesale Other (a)		7		—		1		8		7		—		1		8
		143		—		1		144		117		—		1		118
Other		—		—		9		9		—		—		6		6
Total		146		136		13		295		120		130		9		259
(a)    This includes ammonium sulfate, Environmentally Smart Nitrogen® (ESN) and other products.

• Depreciation and amortization expense increased in the second quarter and first half of 2017 primarily due to the expansion at our Borger nitrogen facility and increased depreciation at the Conda phosphate mine.

3

Effective Tax Rate

• The effective tax rate of 28.5 percent for each of the second quarter and first half of 2017 was higher than the tax rate of 27.5 percent for each of the same periods in 2016 due to a decrease in certain U.S. manufacturing tax deductions.

BUSINESS SEGMENT PERFORMANCE

Retail

	Three months ended June 30,
(millions of U.S. dollars, except where noted)	2017		2016		Change
Sales		5,707		5,791		(84	)
Cost of product sold		4,408		4,512		(104	)
Gross profit		1,299		1,279		20
EBIT		700		676		24
EBITDA		771		744		27
Selling and general and administrative expenses		602		598		4

• Retail reported a record first half EBITDA, and the second highest ever second quarter EBITDA. EBITDA to sales increased to 10.3 percent for the first half of 2017 compared to 9.8 percent for the same period last year. These results were in part driven by strong performance from our higher margin proprietary product lines. Total proprietary product sales as a percentage of total product line sales grew to 19 percent this quarter compared to 17 percent in the same period last year.

• Retail selling, general and administrative expenses were up slightly over last year due to acquisitions made over the prior year.

• Retail North America EBITDA increased in the second quarter despite the impact from challenging weather conditions this spring, with excess moisture impacting the application season in many areas, and drought conditions in the U.S. southern plains. On a regional basis, EBITDA in the U.S. this quarter was up 4 percent over the same period last year, while Canadian results were slightly lower. EBITDA for our Retail International operations also increased for the current quarter, as Australia continued to deliver strong performance with EBITDA up 27 percent over last year, despite dry conditions across most of Australia this year. South American results were down slightly primarily due to lower crop protection product margins.

Retail sales and gross profit by product line

	Three months ended June 30,
	Sales							Gross profit							Gross profit (%)
(millions of U.S. dollars, except where noted)	2017		2016		Change			2017		2016		Change			2017		2016
Crop nutrients		1,989		2,190		(201	)		419		433		(14	)		21		20
Crop protection products		2,236		2,250		(14	)		485		471		14			22		21
Seed		1,080		926		154			199		181		18			18		20
Merchandise		175		162		13			27		28		(1	)		15		17
Services and other		227		263		(36	)		169		166		3			74		63

Crop nutrients

• Total crop nutrient sales decreased by 9 percent compared to the prior year, due to the decline in nitrogen and phosphate prices this quarter. Nutrient sales volumes were up 3 percent in North America this quarter due to the acquisitions made over the past year, as well as a catch up in sales volumes that had been delayed from the first quarter. International volumes were lower primarily due to dry weather conditions in Australia.

4

• Total nutrient gross profit declined by 3 percent due to lower fertilizer margins this year. North American crop nutrient margins on a per tonne basis were down 7 percent this quarter due to localized pricing pressure in key U.S. growing regions this spring, partly associated with adverse weather conditions during the application and seeding season.

Crop protection products

• Total crop protection sales were similar to last year’s level. Sales were impacted by the delays in applications as growers were more focused on completing seeding than on applying crop protection products this quarter. The reduction in U.S. wheat acreage, combined with the late spring snowfall, followed by drought conditions in the southern U.S. wheat crop, negatively impacted crop protection product applications this quarter.

• Gross profit was 3 percent higher than the prior period due to higher proprietary product line sales and strong margins. Gross margin as a percentage of sales increased by 1 percent, due to new products and strong demand for our Loveland proprietary product line.

Seed

• Total seed sales increased significantly – up 17 percent compared to the second quarter of 2016. After normalizing for program changes on technology fees and agency revenues, the increase in sales was approximately 10 percent. The improvement was due to increased wholesale seed sales, higher volumes and the increase in soybean acres in the U.S., which tends to favor Agrium’s proprietary seed sales.

• Total gross profit increased 10 percent or $18-million this quarter. Seed gross profit as a percentage of sales declined by 2 percent due to additional technology fees, an increase in wholesale seed sales and the switch out of corn into soybeans.

Merchandise

• Merchandise sales increased 8 percent, due to strong general merchandise sales in Australia.

Services and other

• Sales for services and other decreased due to lower livestock export shipments in Australia compared to the same period last year.

Wholesale

	Three months ended June 30,
(millions of U.S. dollars, except where noted)	2017		2016		Change
Sales		848		882		(34	)
Sales volumes (tonnes 000’s)		2,751		2,736		15
Cost of product sold		652		681		(29	)
Gross profit		196		201		(5	)
EBIT		175		180		(5	)
EBITDA		255		254		1
Expenses		21		21		—

• Wholesale gross profit this quarter was marginally lower than the same period last year due to lower global prices for nitrogen and phosphate products and higher reported depreciation related to the recent expansion at our Borger nitrogen facility and higher depreciation at the Conda phosphate mine. This was partially offset by overall cost reductions, as well as stronger results from our potash operations, which benefited from higher selling prices, higher sales volumes and lower cost of product sold per tonne. EBITDA in the current quarter was similar to 2016.

5

Wholesale NPK product information

	Three months ended June 30,
	Nitrogen							Potash							Phosphate
	2017		2016		Change			2017		2016		Change			2017		2016		Change
Gross profit (U.S. dollar millions)		113		148		(35	)		44		16		28			8		5		3
Sales volumes (tonnes 000’s)		1,181		1,168		13			714		697		17			279		305		(26	)
Selling price ($/tonne)		312		337		(25	)		210		194		16			492		526		(34	)
Cost of product sold ($/tonne)		216		210		6			149		172		(23	)		464		508		(44	)
Gross margin ($/tonne)		96		127		(31	)		61		22		39			28		18		10

Nitrogen

• Nitrogen gross profit was down 24 percent compared to the same period last year due to lower North American nitrogen prices and higher average natural gas input costs. Average realized selling prices for urea and ammonia were down 7 percent compared to the same period last year.

• Total sales volumes were up 1 percent over the same period last year, despite wet conditions across Western Canada and portions of the U.S. during the quarter. Sales volumes for ammonia and other nitrogen products were higher than last year, while urea sales volumes declined slightly due to strong first quarter 2017 demand in Western Canada.

• Cost of product sold per tonne increased slightly compared to the same period last year due to higher natural gas input costs, which were partly offset by overall lower fixed costs.

• In the second quarter of 2017, we successfully commissioned and have achieved designed operating rates of the new urea facility at our Borger nitrogen operations. The new facility has a 610,000 tonne urea production capacity, including 100,000 tonne urea equivalent of Diesel Exhaust Fluid. Further, commissioning of both rail and truck load out systems was completed this quarter, including shipment of multiple unit trains.

Natural gas prices: North American indices and North American Agrium prices

	Three months ended June 30,
(U.S. dollars per MMBtu)	2017		2016
Overall gas cost excluding realized derivative impact		2.34		1.28
Realized derivative impact		0.18		0.48
Overall gas cost		2.52		1.76
Average NYMEX		3.13		1.95
Average AECO		2.05		0.97

Potash

• Potash gross profit almost tripled compared to the same period last year, due to a combination of higher selling prices and higher production and sales volumes.

• Sales volumes were 2 percent higher in the current period, with international volumes up 31 percent on strong global demand. The strong demand from international markets this quarter led to lower product availability for domestic markets, resulting in domestic volumes being 14 percent lower than the same period last year.

• Average realized selling prices increased 8 percent over the past year with realized North American prices up 16 percent on strong demand and tighter inventories.

• Our cost of product sold per tonne was 13 percent lower than the same period last year due to higher production and sales volumes, reducing fixed costs on a per tonne basis, and a higher proportion of sales to Canpotex, which do not incur freight charges. Gross margins were up $39 per tonne or almost 3 times higher than last year’s levels, while cash margins came in at $106 per tonne this quarter.

6

Phosphate

• Phosphate gross profit was slightly higher than the same period last year due to lower input costs. This was partially offset by lower realized phosphate prices and a reduction in total sales volumes.

• Sales volumes were down 9 percent compared to the same period last year. This is mostly due to lower opening inventory levels this quarter resulting from strong demand pull in the first quarter of 2017.

• Overall gross margin per tonne this quarter improved by $10 compared to 2016. This was related to a 9 percent decline in cost of product sold per tonne due to lower input costs and fixed cost improvements.

Wholesale Other

Wholesale Other: gross profit breakdown

	Three months ended June 30,
(millions of U.S. dollars)	2017		2016		Change
Ammonium sulfate		20		20		—
ESN		9		12		(3	)
Other		2		—		2
		31		32		(1	)

• Gross profit from Wholesale Other was lower than the same period last year driven by a combination of lower realized selling prices and slightly higher input costs for ESN.

Expenses

• Wholesale expenses remained flat in the second quarter compared to last year as lower earnings from associates and joint ventures were offset by lower expenses. Lower earnings from associates and joint ventures were due to a reversal in 2016 of a gas provision in Profertil, while lower expenses were due to cost savings initiatives and one-time expenses, which include the losses from the termination of a distribution agreement and cancellation of a Canpotex terminal, incurred in 2016.

Other

EBITDA for our Other non-operating business unit for the second quarter of 2017 was a net expense of $14-million, compared to a net expense of $5-million for the second quarter of 2016. The variance was primarily due to:

• Lower gross profit recovery of $13-million as a result of a lower decrease in intersegment inventories held by Retail at the end of second quarter.

• Merger and related costs of $15-million.

• This is partially offset by a lower share-based payments expense of approximately $15-million primarily due to a decrease in Agrium’s share price.

7

FINANCIAL CONDITION

The following are changes to working capital on our Consolidated Balance Sheets for the six months ended June 30, 2017 compared to December 31, 2016.

(millions of U.S. dollars, except where noted)	June 30, 2017		December 31, 2016		$ Change			% Change			Explanation of the change in the balance
Current assets
Cash and cash equivalents		319		412		(93	)		(23	%)	See discussion under the section “Liquidity and Capital Resources”.
Accounts receivable		3,803		2,208		1,595			72	%	Sales during the spring season resulted in higher Retail trade and vendor rebates receivable.
Income taxes receivable		62		33		29			88	%	The first half tax installments paid exceeded the first half provision.
Inventories		2,846		3,230		(384	)		(12	%)	Inventory drawdown due to increased seasonal sales activity.
Prepaid expenses and deposits		112		855		(743	)		(87	%)	Drawdown of prepaid inventory due to increased seasonal sales activity in the spring.
Other current assets		130		123		7			6	%	—
Current liabilities
Short-term debt		1,227		604		623			103	%	Increased financing for working capital requirements.
Accounts payable		4,155		4,662		(507	)		(11	%)	Reductions in customer prepayments during the spring application season and reductions in accruals related to Wholesale capital expansion projects more than offset increased Retail balances related to seasonal inventory purchases.
Income taxes payable		4		17		(13	)		(76	%)	—
Current portion of long-term debt		10		110		(100	)		(91	%)	Decrease relates to $100-million 7.7 percent debentures paid in 2017.
Current portion of other provisions		48		59		(11	)		(19	%)	—
Working capital		1,828		1,409		419			30	%

LIQUIDITY AND CAPITAL RESOURCES

Agrium generally expects that it will be able to meet its working capital requirements, capital resource needs and shareholder returns through a variety of sources, including available cash on hand, cash provided by operations, short-term borrowings from the issuance of commercial paper, and borrowings from our credit facilities, as well as long-term debt and equity capacity from the capital markets.

As of June 30, 2017, we have sufficient current assets to meet our current liabilities.

8

Summary of Consolidated Statements of Cash Flows

Below is a summary of our cash provided by or used in operating, investing and financing activities as reflected in the Consolidated Statements of Cash Flows:

	Six months ended June 30,
(millions of U.S. dollars)	2017			2016			Change
Cash provided by operating activities		63			438			(375	)
Cash used in investing activities		(432	)		(574	)		142
Cash provided by (used in) financing activities		269			(25	)		294
Effect of exchange rate changes on cash and cash equivalents		7			(47	)		54
Decrease in cash and cash equivalents		(93	)		(208	)		115

Cash provided by operating activities	•       Lower cash provided by operating activities from net changes in non-cash working capital of $516-million, primarily due to the timing of payments to suppliers related to our Retail business unit. This was partially offset by lower final tax payments made in comparison to the prior year.
Cash used in investing activities	•       Lower cash used in investing activities due to reduced business acquisition activity in our Retail business unit and lower spending on Borger expansion project in comparison to the prior year.
Cash provided by (used in) financing activities	•       Cash provided by financing activities from increased borrowings of short-term debt to finance seasonal working capital requirements, partially offset by repayment of long-term debt.

Capital Spending and Expenditures ^(a)

	Three months ended June 30,				Six months ended June 30,
(millions of U.S. dollars)	2017		2016		2017		2016
Retail
Sustaining		37		28		84		75
Investing		29		10		42		19
		66		38		126		94
Acquisitions (b)		44		81		74		175
		110		119		200		269
Wholesale
Sustaining		55		102		81		151
Investing		37		87		92		155
		92		189		173		306
Other
Sustaining		2		1		2		2
Investing		4		2		6		2
		6		3		8		4
Total
Sustaining		94		131		167		228
Investing		70		99		140		176
		164		230		307		404
Acquisitions (b)		44		81		74		175
		208		311		381		579

(a) This excludes capitalized borrowing costs.

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

• Our total capital expenditures decreased in the second quarter and first half of 2017 compared to the same period last year as we completed the construction of our Borger expansion project at the end of 2016. In 2017, pre-commissioning and commissioning costs were incurred related to this project.

• We expect Agrium’s capital expenditures for the remainder of 2017 to approximate $350-million to $400-million. We anticipate that we will be able to finance the announced projects through a combination of cash provided from operating activities and existing credit facilities.

9

Short-term Debt

• Our short-term debt of $1.2-billion at June 30, 2017 is outlined in note 5 of our Summarized Notes to the Condensed Consolidated Financial Statements.

• Our short-term debt increased by $623-million during the first half of 2017, which in turn contributed to a decrease in our unutilized short-term financing capacity to $2.2-billion at June 30, 2017.

Capital Management

• Our revolving credit facilities require that we maintain specific interest coverage and debt-to-capital ratios, as well as other non-financial covenants as defined in our credit agreements. We were in compliance with all covenants at June 30, 2017. Our ability to comply with these covenants has not changed since December 31, 2016.

OUTSTANDING SHARE DATA

Agrium had 138,177,162 outstanding shares at August 4, 2017. At August 4, 2017, the number of shares issuable pursuant to stock options outstanding (issuable assuming full conversion, where each option granted can be exercised for one common share) was approximately 1,380,868.

SELECTED QUARTERLY INFORMATION

(millions of U.S. dollars, except per share amounts)	2017 Q2		2017 Q1			2016 Q4		2016 Q3			2016 Q2		2016 Q1		2015 Q4		2015 Q3
Sales		6,319		2,720			2,280		2,245			6,415		2,725		2,407		2,524
Gross profit		1,527		558			748		568			1,525		554		900		696
Net earnings (loss)		558		(10	)		67		(39	)		565		3		200		99
Earnings (loss) per share attributable to equity holders of Agrium:
Basic and diluted		4.03		(0.08	)		0.49		(0.29	)		4.08		0.02		1.45		0.72
Dividends declared		121		120			121		120			122		121		121		120
Dividends declared per share		0.875		0.875			0.875		0.875			0.875		0.875		0.875		0.875

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

NON-IFRS FINANCIAL MEASURES

Financial measures that are not specified, defined or determined under IFRS are non-IFRS measures unless they are presented in our Consolidated Financial Statements. The following table outlines our non-IFRS financial measures, their definitions and why management uses the measures.

Non-IFRS financial measure	Definition	Why we use the measure and why it is useful to investors
Cash margin per tonne Cash cost of product sold, cash selling and general and administrative expenses	Selected financial measures excluding depreciation and amortization	Assists management and investors in understanding the costs and underlying economics of our operations and in assessing our operating performance and our ability to generate free cash flow from our business units and overall as a company.
EBITDA	Net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations	EBITDA is frequently used by investors and analysts for valuation purposes when multiplied by a factor to estimate the enterprise value of a company. EBITDA is also used in determining annual incentive compensation for certain management employees and in calculating certain of our debt covenants.

10

Wholesale potash cash gross margin per tonne

(millions of U.S. dollars)	Three months ended June 30, 2017
Potash gross margin per tonne		61
Depreciation and amortization in cost of product sold per tonne		45
Potash cash gross margin per tonne		106

Cash selling and general and administrative expenses

	Three months ended June 30,
(millions of U.S. dollars)	Retail				Wholesale				Consolidated
	2017		2016		2017		2016		2017		2016
Selling		574		570		6		8		575		574
Depreciation and amortization in selling expense		69		67		—		—		69		67
Cash selling		505		503		6		8		506		507
General and administrative		28		28		7		8		61		62
Depreciation and amortization in general and administrative		1		—		1		1		7		4
Cash general and administrative		27		28		6		7		54		58
Cash selling and general and administrative expenses
	Six months ended June 30,
(millions of U.S. dollars)	Retail				Wholesale				Consolidated
	2017		2016		2017		2016		2017		2016
Selling		1,022		980		13		16		1,026		988
Depreciation and amortization in selling expense		136		130		—		—		136		130
Cash selling		886		850		13		16		890		858
General and administrative		53		50		13		16		121		117
Depreciation and amortization in general and administrative		3		2		1		1		13		9
Cash general and administrative		50		48		12		15		108		108
Cash cost of product sold
	Three months ended June 30,
(millions of U.S. dollars)	Retail				Wholesale				Consolidated
	2017		2016		2017		2016		2017		2016
Cost of product sold		4,408		4,512		652		681		4,792		4,890
Depreciation and amortization in cost of product sold		1		1		79		73		80		74
Cash cost of product sold		4,407		4,511		573		608		4,712		4,816
	Six months ended June 30,
(millions of U.S. dollars)	Retail				Wholesale				Consolidated
	2017		2016		2017		2016		2017		2016
Cost of product sold		6,214		6,400		1,185		1,177		6,954		7,061
Depreciation and amortization in cost of product sold		3		3		143		117		144		118
Cash cost of product sold		6,211		6,397		1,042		1,060		6,810		6,943

11

Consolidated and business unit EBITDA

	Three months ended June 30,
(millions of U.S. dollars)	Retail		Wholesale		Other			Consolidated
2017
Net earnings									558
Finance costs related to long-term debt									52
Other finance costs									24
Income taxes									222
EBIT		700		175		(19	)		856
Depreciation and amortization		71		80		5			156
EBITDA		771		255		(14	)		1,012
2016
Net earnings									565
Finance costs related to long-term debt									50
Other finance costs									20
Income taxes									213
EBIT		676		180		(8	)		848
Depreciation and amortization		68		74		3			145
EBITDA		744		254		(5	)		993
Consolidated and business unit EBITDA
	Six months ended June 30,
(millions of U.S. dollars)	Retail		Wholesale		Other			Consolidated
2017
Net earnings									548
Finance costs related to long-term debt									99
Other finance costs									47
Income taxes									219
EBIT		679		306		(72	)		913
Depreciation and amortization		142		144		9			295
EBITDA		821		450		(63	)		1,208
2016
Net earnings									568
Finance costs related to long-term debt									102
Other finance costs									38
Income taxes									215
EBIT		653		299		(29	)		923
Depreciation and amortization		135		118		6			259
EBITDA		788		417		(23	)		1,182

CRITICAL ACCOUNTING ESTIMATES

We prepare our Condensed Consolidated Financial Statements in accordance with IFRS, which requires us to make judgments, assumptions and estimates in applying accounting policies. For further information on the Company’s critical accounting estimates, refer to the section “Critical Accounting Estimates” in our 2016 annual MD&A, which is contained in our 2016 Annual Report. Since the date of our 2016 annual MD&A, there have not been any material changes to our critical accounting estimates.

CHANGES IN ACCOUNTING POLICIES

The accounting policies applied in our Condensed Consolidated Financial Statements for the six months ended June 30, 2017 are the same as those applied in our audited annual financial statements in our 2016 Annual Report.

BUSINESS RISKS

The information presented in the “Enterprise Risk Management” section on pages 52—56 in our 2016 annual MD&A and under the heading “Risk Factors” on pages 23—38 in our Annual Information Form for the year ended December 31, 2016 has not changed materially since December 31, 2016.

CONTROLS AND PROCEDURES

There have been no changes in our internal control over financial reporting during the three months ended June 30, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

12

PUBLIC SECURITIES FILINGS

Additional information about our Company, including our 2016 Annual Information Form is filed with the Canadian securities regulatory authorities through SEDAR at www.sedar.com and with the U.S. securities regulatory authorities through EDGAR at www.sec.gov.

FORWARD-LOOKING STATEMENTS

Certain statements and other information included in this document constitute “forward-looking information” and/or “financial outlook” within the meaning of applicable Canadian securities legislation or constitute “forward-looking statements” within the meaning of applicable U.S. securities legislation (collectively, the “forward-looking statements”). All statements in this news release other than those relating to historical information or current conditions are forward-looking statements, including, but not limited to, statements as to management’s expectations with respect to: 2017 updated annual guidance, including expectations regarding our diluted earnings per share and Retail EBITDA; capital spending expectations for 2017; expectations regarding performance of our business segments in 2017; expectations regarding completion of previously announced expansion projects (including timing and volumes of production associated therewith) and acquisitions; our market outlook for 2017, including nitrogen, potash and phosphate outlook and including anticipated supply and demand for our products and services, expected market and industry conditions with respect to crop nutrient application rates, planted acres, crop mix, prices and the impact of currency fluctuations and import and export volumes; and the proposed merger with PotashCorp, including timing of completion thereof. 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 Agrium believes that these assumptions are reasonable, this list is not exhaustive of the factors that may affect any of the forward-looking statements and the reader should not place an undue reliance on these assumptions and such forward-looking statements. The additional key assumptions that have been made include, among other things, assumptions with respect to Agrium’s ability to successfully integrate and realize the anticipated benefits of its already completed and future acquisitions and that we will be able to implement our standards, controls, procedures and policies at any acquired businesses to realize the expected synergies; that future business, regulatory and industry conditions will be within the parameters expected by Agrium, including with respect to prices, margins, product availability and supplier agreements; the completion of our expansion projects on schedule, as planned and on budget; assumptions with respect to global economic conditions and the accuracy of our market outlook expectations for 2017 and in the future; 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 negotiate acceptable terms; our ability to maintain our investment grade rating and achieve our performance targets; the receipt, on time, of all necessary permits, utilities and project approvals with respect to our expansion projects and that we will have the resources necessary to meet the projects’ approach; the receipt, on a timely basis, of regulatory approvals in respect of the proposed merger with PotashCorp and satisfaction of other closing conditions relating thereto. Also refer to the discussion under the heading “Key Assumptions and Risks in Respect of Forward-Looking Statements” in our 2016 annual MD&A and under the heading “Market Outlook” herein, with respect to further material assumptions associated with our forward-looking statements.

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; 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 major products may vary from what we currently anticipate; governmental and regulatory requirements and actions by governmental authorities, including changes in government policy, government ownership requirements, changes in environmental, tax and other laws or regulations and the interpretation thereof, and political risks, including civil unrest, actions by armed groups or conflict, regional natural gas supply restrictions, as well as counterparty and sovereign risk; delays in completion of turnarounds at our major facilities; gas supply interruptions at the Egyptian Misr Fertilizers Production Company S.A.E. nitrogen facility expansion in Egypt; the risk of additional capital expenditure cost escalation or delays in respect of our expansion projects; the risks that are inherent in the nature of the proposed merger with PotashCorp, including the failure to obtain required regulatory approvals and failure to satisfy all other closing conditions in accordance with the terms of the proposed merger with PotashCorp, in a timely manner or at all; and other risk factors detailed from time to time in Agrium reports filed with the Canadian securities regulators and the Securities and Exchange Commission in the U.S. including those disclosed under the heading “Risk Factors” in our Annual Information Form for the year ended December 31, 2016 and under the headings “Enterprise Risk Management” and “Key Assumptions and Risks in respect of Forward-Looking Statements” in our 2016 annual MD&A.

The purpose of our expected diluted earnings per share and Retail EBITDA guidance range is to assist readers in understanding our expected and targeted financial results, and this information may not be appropriate for other purposes.

Agrium 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 U.S. federal securities laws or applicable Canadian securities legislation.

13

EX-99.3

EXHIBIT 99.3

AGRIUM INC.

CONSOLIDATED

INTERIM FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED

JUNE 30, 2017

AGRIUM INC.

Condensed Consolidated Interim Statements of Operations

(Unaudited)

			Three months ended June 30,						Six months ended June 30,
(millions of U.S. dollars, unless otherwise stated)	Notes		2017			2016			2017			2016
Sales				6,319			6,415			9,039			9,140
Cost of product sold				4,792			4,890			6,954			7,061
Gross profit				1,527			1,525			2,085			2,079
Expenses
Selling				575			574			1,026			988
General and administrative				61			62			121			117
Share-based payments				(3	)		13			—			17
Earnings from associates and joint ventures				(5	)		(23	)		(28	)		(28	)
Other expenses		4		43			51			53			62
Earnings before finance costs and income taxes				856			848			913			923
Finance costs related to long-term debt				52			50			99			102
Other finance costs				24			20			47			38
Earnings before income taxes				780			778			767			783
Income taxes				222			213			219			215
Net earnings				558			565			548			568
Attributable to
Equity holders of Agrium				557			564			546			566
Non-controlling interests				1			1			2			2
Net earnings				558			565			548			568
Earnings per share attributable to equity holders of Agrium
Basic and diluted earnings per share				4.03			4.08			3.95			4.09
Weighted average number of shares outstanding for basic and diluted earnings per share (millions of common shares)				138			138			138			138

See accompanying notes.

Basis of preparation and statement of compliance

These condensed consolidated interim financial statements (“interim financial statements”) were approved for issuance by the Audit Committee on August 9, 2017. We prepared these interim financial statements in accordance with International Accounting Standard 34 Interim Financial Reporting. These interim financial statements do not include all information and disclosures normally provided in annual financial statements and should be read in conjunction with our audited annual financial statements and related notes contained in our 2016 Annual Report, available at www.agrium.com.

The accounting policies applied in these interim financial statements are the same as those applied in our audited annual financial statements in our 2016 Annual Report.

1

AGRIUM INC.

Condensed Consolidated Interim Statements of Comprehensive Income

(Unaudited)

			Three months ended June 30,						Six months ended June 30,
(millions of U.S. dollars)	Notes		2017			2016			2017			2016
Net earnings				558			565			548			568
Other comprehensive income (loss)
Items that are or may be reclassified to earnings
Cash flow hedges		3
Effective portion of changes in fair value				(7	)		17			(30	)		(6	)
Deferred income taxes				3			(4	)		8			3
Associates and joint ventures
Share of comprehensive (loss) income				(22	)		(1	)		(51	)		1
Deferred income taxes				2			—			10			—
Foreign currency translation
Gains (losses)				100			(26	)		165			153
Reclassifications to earnings				1			—			6			—
				77			(14	)		108			151
Items that will never be reclassified to earnings
Post-employment benefits
Actuarial losses				—			(24	)		(3	)		(24	)
Deferred income taxes				—			7			1			7
				—			(17	)		(2	)		(17	)
Other comprehensive income (loss)				77			(31	)		106			134
Comprehensive income				635			534			654			702
Attributable to
Equity holders of Agrium				633			533			651			700
Non-controlling interests				2			1			3			2
Comprehensive income				635			534			654			702

See accompanying notes.

2

AGRIUM INC.

Condensed Consolidated Interim Balance Sheets

(Unaudited)

			June 30,						December 31,
(millions of U.S. dollars)	Notes		2017			2016			2016
Assets
Current assets
Cash and cash equivalents				319			307			412
Accounts receivable				3,803			3,638			2,208
Income taxes receivable				62			95			33
Inventories				2,846			2,605			3,230
Prepaid expenses and deposits				112			131			855
Other current assets				130			124			123
				7,272			6,900			6,861
Property, plant and equipment				7,028			6,832			6,818
Intangibles				561			635			566
Goodwill				2,115			2,023			2,095
Investments in associates and joint ventures				513			665			541
Other assets				55			52			48
Deferred income tax assets				20			44			34
				17,564			17,151			16,963
Liabilities and shareholders’ equity
Current liabilities
Short-term debt		5		1,227			1,069			604
Accounts payable				4,155			3,830			4,662
Income taxes payable				4			128			17
Current portion of long-term debt		5		10			107			110
Current portion of other provisions				48			74			59
				5,444			5,208			5,452
Long-term debt		5		4,400			4,412			4,398
Post-employment benefits				134			162			141
Other provisions				336			338			322
Other liabilities				51			54			68
Deferred income tax liabilities				601			491			408
				10,966			10,665			10,789
Shareholders’ equity
Share capital				1,770			1,762			1,766
Retained earnings				5,939			5,839			5,634
Accumulated other comprehensive loss				(1,116	)		(1,119	)		(1,231	)
Equity holders of Agrium				6,593			6,482			6,169
Non-controlling interests				5			4			5
Total equity				6,598			6,486			6,174
				17,564			17,151			16,963

See accompanying notes.

3

AGRIUM INC.

Condensed Consolidated Interim Statements of Cash Flows

(Unaudited)

			Three months ended						Six months ended
			June 30,						June 30,
(millions of U.S. dollars)	Notes		2017			2016			2017			2016
Operating
Net earnings				558			565			548			568
Adjustments for
Depreciation and amortization				156			145			295			259
Earnings from associates and joint ventures				(5	)		(23	)		(28	)		(28	)
Share-based payments				(3	)		13			—			17
Unrealized loss (gain) on derivative financial instruments				12			(61	)		7			22
Unrealized foreign exchange loss (gain)				—			83			—			(41	)
Interest income				(13	)		(16	)		(26	)		(29	)
Finance costs				76			70			146			140
Income taxes				222			213			219			215
Other				4			(7	)		(7	)		(1	)
Interest received				14			15			27			29
Interest paid				(63	)		(51	)		(147	)		(140	)
Income taxes paid				(15	)		(24	)		(54	)		(165	)
Dividends from associates and joint ventures				4			1			9			2
Net changes in non-cash working capital				(1,062	)		(828	)		(926	)		(410	)
Cash (used in) provided by operating activities				(115	)		95			63			438
Investing
Business acquisitions, net of cash acquired				(44	)		(81	)		(74	)		(175	)
Capital expenditures				(164	)		(230	)		(307	)		(404	)
Capitalized borrowing costs				(4	)		(7	)		(12	)		(12	)
Purchase of investments				(17	)		(18	)		(50	)		(41	)
Proceeds from sale of investments				21			46			49			64
Proceeds from sale of property, plant and equipment				12			6			21			10
Other				(4	)		(5	)		(8	)		(8	)
Net changes in non-cash working capital				(45	)		(8	)		(51	)		(8	)
Cash used in investing activities				(245	)		(297	)		(432	)		(574	)
Financing
Short-term debt		5		551			426			615			222
Repayment of long-term debt		5		(2	)		(4	)		(105	)		(6	)
Dividends paid				(120	)		(122	)		(241	)		(241	)
Cash provided by (used in) financing activities				429			300			269			(25	)
Effect of exchange rate changes on cash and cash equivalents				(12	)		(67	)		7			(47	)
Increase (decrease) in cash and cash equivalents				57			31			(93	)		(208	)
Cash and cash equivalents – beginning of period				262			276			412			515
Cash and cash equivalents – end of period				319			307			319			307

See accompanying notes.

4

AGRIUM INC.

Condensed Consolidated Interim Statements of Shareholders’ Equity

(Unaudited)

								Other comprehensive income (loss)
	Millions										Comprehensive
	of							Cash			loss of			Foreign						Equity			Non-
(millions of U.S. dollars, except per share data)	common shares		Share capital		Retained earnings			flow hedges			associates and joint ventures			currency translation			Total			holders of Agrium			controlling interests			Total equity
December 31, 2015		138		1,757		5,533			(56	)		(17	)		(1,214	)		(1,287	)		6,003			4			6,007
Net earnings		—		—		566			—			—			—			—			566			2			568
Other comprehensive income (loss), net of tax
Post-employment benefits		—		—		(17	)		—			—			—			—			(17	)		—			(17	)
Other		—		—		—			(3	)		1			153			151			151			—			151
Comprehensive income (loss), net of tax		—		—		549			(3	)		1			153			151			700			2			702
Dividends ($1.75 per share)		—		—		(243	)		—			—			—			—			(243	)		—			(243	)
Non-controlling interest transactions		—		—		—			—			—			—			—			—			(2	)		(2	)
Share-based payment transactions		—		5		—			—			—			—			—			5			—			5
Reclassification of cash flow hedges, net of tax		—		—		—			17			—			—			17			17			—			17
June 30, 2016		138		1,762		5,839			(42	)		(16	)		(1,061	)		(1,119	)		6,482			4			6,486
December 31, 2016		138		1,766		5,634			(25	)		(51	)		(1,155	)		(1,231	)		6,169			5			6,174
Net earnings		—		—		546			—			—			—			—			546			2			548
Other comprehensive income (loss), net of tax
Post-employment benefits		—		—		(2	)		—			—			—			—			(2	)		—			(2	)
Other		—		—		—			(22	)		(41	)		170			107			107			1			108
Comprehensive income (loss), net of tax		—		—		544			(22	)		(41	)		170			107			651			3			654
Dividends ($1.75 per share)		—		—		(241	)		—			—			—			—			(241	)		—			(241	)
Non-controlling interest transactions		—		—		2			—			—			(2	)		(2	)		—			(3	)		(3	)
Share-based payment transactions		—		4		—			—			—			—			—			4			—			4
Reclassification of cash flow hedges, net of tax		—		—		—			10			—			—			10			10			—			10
June 30, 2017		138		1,770		5,939			(37	)		(92	)		(987	)		(1,116	)		6,593			5			6,598

See accompanying notes.

5

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

1. Corporate Management

Corporate information

Agrium Inc. (“Agrium”) is incorporated under the laws of Canada with common shares listed under the symbol “AGU” on the New York Stock Exchange (NYSE) and the Toronto Stock Exchange (TSX). Our Corporate head office is located at 13131 Lake Fraser Drive S.E., Calgary, Canada. We conduct our operations globally from our Wholesale head office in Calgary and our Retail head office in Loveland, Colorado, United States. In these financial statements, “we”, “us”, “our” and “Agrium” mean Agrium Inc., its subsidiaries and joint arrangements.

We categorize our operating segments within the Retail and Wholesale business units as follows:

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

• North America including the United States and Canada

• International including Australia and South America

• Wholesale: Produces, markets and distributes crop nutrients and industrial products as follows:

• Nitrogen: Manufacturing in Alberta and Texas

• Potash: Mining and processing in Saskatchewan

• Phosphate: Production facilities in Alberta and production and mining facilities in Idaho

• Wholesale Other: Producing blended crop nutrients and Environmentally Smart Nitrogen^® (ESN) polymer-coated nitrogen crop nutrients, and operating joint ventures and associates

Additional information on our operating segments is included in note 2.

Seasonality in our business results from increased demand for our products during planting seasons. Sales are generally higher in spring and fall.

6

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

2. Operating Segments

Segment information by business unit	Three months ended June 30,
	2017												2016
	Retail			Wholesale			Other (a)			Total			Retail			Wholesale			Other (a)			Total
Sales - external		5,694			625			—			6,319			5,780			635			—			6,415
- inter-segment		13			223			(236	)		—			11			247			(258	)		—
Total sales		5,707			848			(236	)		6,319			5,791			882			(258	)		6,415
Cost of product sold		4,408			652			(268	)		4,792			4,512			681			(303	)		4,890
Gross profit		1,299			196			32			1,527			1,279			201			45			1,525
Gross profit (%)		23			23						24			22			23						24
Expenses
Selling		574			6			(5	)		575			570			8			(4	)		574
General and administrative		28			7			26			61			28			8			26			62
Share-based payments		—			—			(3	)		(3	)		—			—			13			13
(Earnings) loss from associates and joint ventures		(4	)		(3	)		2			(5	)		(3	)		(21	)		1			(23	)
Other expenses		1			11			31			43			8			26			17			51
Earnings (loss) before finance costs and income taxes		700			175			(19	)		856			676			180			(8	)		848
Finance costs		—			—			76			76			—			—			70			70
Earnings (loss) before income taxes		700			175			(95	)		780			676			180			(78	)		778
Depreciation and amortization		71			80			5			156			68			74			3			145
Finance costs		—			—			76			76			—			—			70			70
EBITDA (b)		771			255			(14	)		1,012			744			254			(5	)		993

(a) Includes inter-segment eliminations

(b) EBITDA is net earnings (loss) before finance costs, income taxes, depreciation and amortization, and net earnings (loss) from discontinued operations.

7

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information by business unit	Six months ended June 30,
	2017												2016
	Retail			Wholesale			Other (a)			Total			Retail			Wholesale			Other (a)			Total
Sales - external		7,921			1,118			—			9,039			8,058			1,082			—			9,140
- inter-segment		26			405			(431	)		—			23			449			(472	)		—
Total sales		7,947			1,523			(431	)		9,039			8,081			1,531			(472	)		9,140
Cost of product sold		6,214			1,185			(445	)		6,954			6,400			1,177			(516	)		7,061
Gross profit		1,733			338			14			2,085			1,681			354			44			2,079
Gross profit (%)		22			22						23			21			23						23
Expenses
Selling		1,022			13			(9	)		1,026			980			16			(8	)		988
General and administrative		53			13			55			121			50			16			51			117
Share-based payments		—			—			—			—			—			—			17			17
(Earnings) loss from associates and joint ventures		(10	)		(19	)		1			(28	)		(7	)		(22	)		1			(28	)
Other (income) expenses		(11	)		25			39			53			5			45			12			62
Earnings (loss) before finance costs and income taxes		679			306			(72	)		913			653			299			(29	)		923
Finance costs		—			—			146			146			—			—			140			140
Earnings (loss) before income taxes		679			306			(218	)		767			653			299			(169	)		783
Depreciation and amortization		142			144			9			295			135			118			6			259
Finance costs		—			—			146			146			—			—			140			140
EBITDA		821			450			(63	)		1,208			788			417			(23	)		1,182

(a) Includes inter-segment eliminations

8

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information – Retail	Three months ended June 30,
	2017									2016
	North America			International			Retail (a)			North America			International			Retail (a)
Sales - external		5,031			663			5,694			5,038			742			5,780
- inter-segment		13			—			13			11			—			11
Total sales		5,044			663			5,707			5,049			742			5,791
Cost of product sold		3,876			532			4,408			3,893			619			4,512
Gross profit		1,168			131			1,299			1,156			123			1,279
Expenses
Selling		486			88			574			484			86			570
General and administrative		21			7			28			20			8			28
Earnings from associates and joint ventures		(4	)		—			(4	)		(2	)		(1	)		(3	)
Other expenses (income)		11			(10	)		1			16			(8	)		8
Earnings before income taxes		654			46			700			638			38			676
Depreciation and amortization		67			4			71			63			5			68
EBITDA		721			50			771			701			43			744

(a) Included within the Retail business unit is a separate Financial Services operating segment with total sales of $8-million (2016 – $4-million) and EBITDA of $7-million (2016 – $4-million).

9

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information – Retail	Six months ended June 30,
	2017									2016
	North America			International			Retail (a)			North America			International			Retail (a)
Sales - external		6,789			1,132			7,921			6,835			1,223			8,058
- inter-segment		26			—			26			23			—			23
Total sales		6,815			1,132			7,947			6,858			1,223			8,081
Cost of product sold		5,327			887			6,214			5,399			1,001			6,400
Gross profit		1,488			245			1,733			1,459			222			1,681
Expenses
Selling		850			172			1,022			821			159			980
General and administrative		39			14			53			35			15			50
Earnings from associates and joint ventures		(9	)		(1	)		(10	)		(6	)		(1	)		(7	)
Other expenses (income)		4			(15	)		(11	)		22			(17	)		5
Earnings before income taxes		604			75			679			587			66			653
Depreciation and amortization		133			9			142			124			11			135
EBITDA		737			84			821			711			77			788

(a) Included within the Retail business unit is a separate Financial Services operating segment with total sales of $14-million (2016 – $4-million) and EBITDA of $15-million (2016 – $4-million).

10

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information – Wholesale	Three months ended June 30,
	2017												2016
	Nitrogen		Potash		Phosphate		Wholesale Other (a)			Wholesale			Nitrogen		Potash			Phosphate			Wholesale Other (a)			Wholesale
Sales - external		277		116		86		146			625			296		85			110			144			635
- inter-segment		91		34		51		47			223			98		50			50			49			247
Total sales		368		150		137		193			848			394		135			160			193			882
Cost of product sold		255		106		129		162			652			246		119			155			161			681
Gross profit		113		44		8		31			196			148		16			5			32			201
Expenses
Selling		3		2		1		—			6			3		2			1			2			8
General and administrative		3		1		1		2			7			3		1			1			3			8
Earnings from associates and joint ventures		—		—		—		(3	)		(3	)		—		—			—			(21	)		(21	)
Other expenses (income)		6		5		2		(2	)		11			16		14			(1	)		(3	)		26
Earnings (loss) before income taxes		101		36		4		34			175			126		(1	)		4			51			180
Depreciation and amortization		26		32		17		5			80			23		31			13			7			74
EBITDA		127		68		21		39			255			149		30			17			58			254

(a) Includes ammonium sulfate, ESN and other products

11

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Segment information – Wholesale	Six months ended June 30,
	2017												2016
	Nitrogen		Potash		Phosphate		Wholesale Other (a)			Wholesale			Nitrogen		Potash		Phosphate		Wholesale Other (a)			Wholesale
Sales - external		459		206		176		277			1,118			469		133		190		290			1,082
- inter-segment		149		76		95		85			405			175		93		100		81			449
Total sales		608		282		271		362			1,523			644		226		290		371			1,531
Cost of product sold		418		203		256		308			1,185			401		196		265		315			1,177
Gross profit		190		79		15		54			338			243		30		25		56			354
Expenses
Selling		6		3		2		2			13			7		4		2		3			16
General and administrative		5		2		2		4			13			7		3		2		4			16
Earnings from associates and joint ventures		—		—		—		(19	)		(19	)		—		—		—		(22	)		(22	)
Other expenses (income)		15		7		4		(1	)		25			22		20		3		—			45
Earnings before income taxes		164		67		7		68			306			207		3		18		71			299
Depreciation and amortization		42		61		33		8			144			36		51		23		8			118
EBITDA		206		128		40		76			450			243		54		41		79			417

(a) Includes ammonium sulfate, ESN and other products

12

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Gross profit by product line	Three months ended June 30,																Six months ended June 30,
	2017								2016								2017								2016
	Sales			Cost of product sold			Gross profit		Sales			Cost of product sold			Gross profit		Sales			Cost of product sold			Gross profit		Sales			Cost of product sold			Gross profit
Retail
Crop nutrients		1,989			1,570			419		2,190			1,757			433		2,703			2,143			560		3,029			2,462			567
Crop protection products		2,236			1,751			485		2,250			1,779			471		3,108			2,493			615		3,081			2,489			592
Seed		1,080			881			199		926			745			181		1,462			1,209			253		1,302			1,070			232
Merchandise		175			148			27		162			134			28		309			260			49		279			232			47
Services and other (a)		227			58			169		263			97			166		365			109			256		390			147			243
		5,707			4,408			1,299		5,791			4,512			1,279		7,947			6,214			1,733		8,081			6,400			1,681
Wholesale
Nitrogen		368			255			113		394			246			148		608			418			190		644			401			243
Potash		150			106			44		135			119			16		282			203			79		226			196			30
Phosphate		137			129			8		160			155			5		271			256			15		290			265			25
Ammonium sulfate, ESN and other		193			162			31		193			161			32		362			308			54		371			315			56
		848			652			196		882			681			201		1,523			1,185			338		1,531			1,177			354
Other inter-segment eliminations		(236	)		(268	)		32		(258	)		(303	)		45		(431	)		(445	)		14		(472	)		(516	)		44
Total		6,319			4,792			1,527		6,415			4,890			1,525		9,039			6,954			2,085		9,140			7,061			2,079
Wholesale share of joint ventures
Nitrogen		46			36			10		40			37			3		70			55			15		65			58			7
Total Wholesale including proportionate share in joint ventures		894			688			206		922			718			204		1,593			1,240			353		1,596			1,235			361

(a) Includes financial services products

13

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Selected volumes and per tonne information	Three months ended June 30,
	2017								2016
	Sales tonnes (000’s)		Selling price ($/tonne)		Cost of product sold ($/tonne)		Margin ($/tonne)		Sales tonnes (000’s)		Selling price ($/tonne)		Cost of product sold ($/tonne)		Margin ($/tonne)
Retail
Crop nutrients
North America		4,249		415		321		94		4,133		462		361		101
International		648		351		323		28		715		390		366		24
Total crop nutrients		4,897		406		320		86		4,848		452		363		89
Wholesale
Nitrogen
North America
Ammonia		414		412						394		443
Urea		459		281						503		303
Other		308		223						271		249
Total nitrogen		1,181		312		216		96		1,168		337		210		127
Potash
North America		377		254						440		219
International		337		161						257		152
Total potash		714		210		149		61		697		194		172		22
Phosphate		279		492		464		28		305		526		508		18
Ammonium sulfate		111		290		109		181		114		296		120		176
ESN and other		466								452
Total Wholesale		2,751		308		237		71		2,736		322		248		74
Wholesale share of joint ventures
Nitrogen		82		556		434		122		133		305		285		20
Total Wholesale including proportionate share in joint ventures		2,833		315		242		73		2,869		322		251		71

14

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

Selected volumes and per tonne information	Six months ended June 30,
	2017								2016
	Sales tonnes (000’s)		Selling price ($/tonne)		Cost of product sold ($/tonne)		Margin ($/tonne)		Sales tonnes (000’s)		Selling price ($/tonne)		Cost of product sold ($/tonne)		Margin ($/tonne)
Retail
Crop nutrients
North America		5,739		413		320		93		5,653		459		364		95
International		1,000		332		303		29		1,155		376		351		25
Total crop nutrients		6,739		401		318		83		6,808		445		362		83
Wholesale
Nitrogen
North America
Ammonia		640		396						624		427
Urea		820		294						822		316
Other		493		230						463		256
Total nitrogen		1,953		311		214		97		1,909		338		210		128
Potash
North America		755		251						703		217
International		595		156						450		163
Total potash		1,350		209		151		58		1,153		196		170		26
Phosphate		567		479		452		27		525		553		505		48
Ammonium sulfate		199		276		115		161		171		294		118		176
ESN and other		918								904
Total Wholesale		4,987		305		237		68		4,662		328		252		76
Wholesale share of joint ventures
Nitrogen		159		439		347		92		216		301		270		31
Total Wholesale including proportionate share in joint ventures		5,146		309		241		68		4,878		327		253		74

15

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

3. Risk Management

Commodity price risk

Natural gas derivative financial instruments outstanding (notional amounts in millions of MMBtu)
	June 30,									December 31,
	2017									2016
	Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)			Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)
Designated as hedges
AECO swaps		42		2017 – 2019		2.97		(43	)		48		2017 – 2018		2.90		(21	)
								(43	)								(21	)

(a) U.S. dollars per MMBtu

	Fair value of assets (liabilities)
Maturities of natural gas derivative contracts	2017			2018			2019
AECO swaps		(16	)		(23	)		(4	)

Impact of change in fair value of natural gas derivative financial instruments	June 30,		December 31,
	2017		2016
A $10-million impact to other comprehensive income requires movement in gas prices per MMBtu		0.16		0.29

The underlying risk of the derivative contracts is identical to the hedged risk; accordingly we have established a ratio of 1:1 for all natural gas hedges. Due to a strong correlation between AECO future contract prices and our delivered cost, we did not experience any ineffectiveness on our hedges, and accordingly we have recorded the full change in the fair value of natural gas derivative contracts designated as hedges to other comprehensive income.

Currency risk

Foreign exchange derivative financial instruments outstanding (notional amounts in millions of U.S. dollars)
	June 30, 2017									December 31, 2016
Sell/Buy	Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)			Notional		Maturities		Average contract price (a)		Fair value of assets (liabilities)
Forwards
USD/CAD		220		2017		1.31		2			—		—		—		—
CAD/USD		132		2017		1.31		(1	)		180		2017		1.34		—
EUR/USD		14		2017		0.91		(1	)		—		2017		0.94		—
USD/AUD		17		2017		1.33		—			14		2017		1.32		(1	)
AUD/USD		46		2017		1.32		(1	)		22		2017		1.34		1
CNY/AUD		16		2017		6.74		—			23		2017		7.16		—
Options
USD/CAD – buy USD puts		42		2017		1.30		1			—		—		—		—
USD/CAD – sell USD calls		56		2017		1.37		—			—		—		—		—
CAD/USD – buy USD calls		—		2017		1.33		—			—		—		—		—
CAD/USD – sell USD puts		—		2017		1.32		(6	)		—		—		—		—
								(6	)								—

(a) Foreign currency per U.S. dollar

16

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

	June 30,						December 31,
	2017						2016
	Fair value				Carrying		Fair value				Carrying
	Level 1		Level 2		value		Level 1		Level 2		value
Financial instruments measured at fair value on a recurring basis
Cash and cash equivalents		—		319		319		—		412		412
Accounts receivable – derivatives		—		3		3		—		2		2
Other current financial assets – marketable securities		18		107		125		22		99		121
Other non-current financial assets – derivatives		—		2		2		—		—		—
Accounts payable – derivatives		—		36		36		—		7		7
Other financial liabilities – derivatives		—		18		18		—		16		16
Financial instruments measured at amortized cost
Current portion of long-term debt
Debentures		—		—		—		—		101		100
Fixed and floating rate debt		—		10		10		—		10		10
Long-term debt
Debentures		—		4,829		4,374		—		4,600		4,373
Fixed and floating rate debt		—		26		26		—		25		25

There have been no transfers between Level 1 and Level 2 fair value measurements in the six months ended June 30, 2017. We do not measure any of our financial instruments using Level 3 inputs.

4. Expenses

	Three months ended						Six months ended
Other expenses	June 30,						June 30,
	2017			2016			2017			2016
(Gain) loss on foreign exchange and related derivatives		(2	)		6			4			8
Interest income		(13	)		(16	)		(26	)		(29	)
Environmental remediation and asset retirement obligations		—			3			(1	)		5
Bad debt expense		22			21			29			29
Potash profit and capital tax		3			5			6			8
Merger and related costs		15			—			31			—
Other		18			32			10			41
		43			51			53			62

5. Debt

					June 30,		December 31,
	Maturity		Rate  (%) (a)		2017		2016
Short-term debt
Commercial paper		2017		1.49		1,089		306
Credit facilities				4.24		138		298
						1,227		604

(a) Weighted average rates at June 30, 2017

17

AGRIUM INC.

Summarized Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended June 30, 2017

(millions of U.S. dollars, unless otherwise stated)

(Unaudited)

	Short-term debt		Long-term debt (a)
December 31, 2016		604		4,508
Cash flows reported as financing activities		615		(105	)
Non-cash changes
Other adjustments		—		8
Foreign currency translation		8		(1	)
June 30, 2017		1,227		4,410

(a) Includes current portion

6. Additional Information

Planned Merger with Potash Corporation of Saskatchewan Inc. (“PotashCorp”)

Agrium and PotashCorp entered into an agreement dated September 11, 2016 (the “Arrangement Agreement”), under which the companies will combine in a merger of equals into a newly incorporated parent entity, which will be named Nutrien, to be formed to manage and hold the combined businesses of both Agrium and PotashCorp. The Arrangement Agreement will be implemented by a proposed plan of arrangement (the “Arrangement”). Under the Arrangement, Agrium shareholders will receive 2.23 Nutrien shares for each Agrium share held, and PotashCorp shareholders will receive 0.40 of a Nutrien share for each PotashCorp share held. Following the completion of the Arrangement Agreement, Agrium and PotashCorp will become wholly-owned subsidiaries of Nutrien and Nutrien will continue the operations of Agrium and PotashCorp on a combined basis. Each of the share-based payment awards for each of Agrium and PotashCorp, whether vested or unvested, that are outstanding immediately prior to the completion of the Arrangement will convert into a Nutrien award.

On November 3, 2016, shareholders of both Agrium and PotashCorp approved the Arrangement. The Arrangement is anticipated to be completed near the end of the third quarter of 2017, subject to customary closing conditions including receipt of regulatory and court approvals.

The estimated costs to be incurred by Agrium and PotashCorp with respect to the Arrangement and related matters are expected to aggregate approximately $140-million.

The Arrangement Agreement contains provisions that restrict Agrium’s and PotashCorp’s ability to pursue alternatives to the Arrangement and, in specified circumstances, Agrium or PotashCorp could be required to pay the other party a non-completion fee of $485-million or $50-million as reimbursement for related expenses. The Arrangement Agreement also restricts Agrium and PotashCorp from increasing dividends or repurchasing their shares before completion of the Arrangement.

Additional information and the full text of the Arrangement Agreement and the Arrangement are included in Agrium and PotashCorp’s joint proxy circular filed on SEDAR on October 6, 2016.

Starpharma Holdings Limited

In June 2017, we acquired Starpharma Holdings Limited’s agrochemical business that is focused on the development of a proprietary polymer technology and is based in Melbourne, Australia. Our purchase price was $26-million (AUD$35-million).

Property, plant and equipment

We have completed our expansion project at our Borger nitrogen facility. We transferred $662-million from assets under construction to buildings and improvements, and machinery and equipment when the assets became available for use.

18