PotashCorp Reports Fourth-Quarter Earnings of $0.26 per Share

        PotashCorp Reports Fourth-Quarter Earnings of $0.26 per Share

PR Newswire

SASKATOON, Jan. 30, 2014

Symbol: POT
Listed: TSX, NYSE

Key Highlights

  *Fourth-quarter earnings of $0.26 per share^1; full-year 2013 earnings of
    $2.04 per share
  *Fourth-quarter results included $60 million in severance-related costs
    from workforce reductions
  *Cash flow from operating activities totaled $3.2 billion for 2013 - our
    third-highest total on record
  *Earnings guidance of $0.30-$0.35 per share for first-quarter 2014;
    $1.40-$1.80 per share for the year

SASKATOON, Jan. 30, 2014 /PRNewswire/ - Potash Corporation of Saskatchewan
Inc. (PotashCorp) today reported fourth-quarter earnings of $0.26 per share
($230 million), a total which included a $60 million charge (approximately
$0.05 per share) for severance-related costs associated with workforce
reductions announced in December. This result was below the $0.48 per share
($421 million) reported during the same period in 2012. Earnings for the year
totaled $2.04 per share, compared to $2.37 per share in 2012.

Challenging fertilizer market conditions impacted our performance. Gross
margins fell as lower prices in all three nutrients more than offset improved
costs and higher sales volumes. Total gross margin for both the quarter ($460
million) and the year ($2.8 billion) fell below 2012 same-period results of
$586 million and $3.4 billion, respectively.

Fourth-quarter earnings before finance costs, income taxes, depreciation and
amortization^2 (EBITDA) of $544 million brought our total for the year to $3.3
billion. The company generated $656 million in cash from operating activities
during the fourth quarter, bringing our full-year result to $3.2 billion,
slightly below the record achieved in 2012.

Earnings from our offshore investments were similarly affected by fertilizer
market conditions. For the quarter, contributions from our investments in Arab
Potash Company Ltd. (APC) in Jordan, Israel Chemicals Ltd. (ICL) in Israel and
Sociedad Quimica y Minera de Chile S.A. (SQM) in Chile added $25 million to
earnings. Total contributions for the year, including a dividend from Sinofert
Holdings Limited (Sinofert) in China, were $276 million. Both totals trailed
those of the previous year. The market value of our investments in these
publicly traded companies was approximately $5.2 billion, or $6 per share, at
market close on January 29, 2014.

"This past quarter was a difficult one," said PotashCorp President and Chief
Executive Officer Bill Doyle. "Pricing headwinds - most notably in potash -
weighed on our performance, although there were signs as the quarter came to a
close that the uncertainty in global markets was beginning to abate. Our focus
remained on those things we can influence and we took important steps to
enhance our competitive position across all three nutrients and prepare the
company to deliver better performance."

Market Conditions

Following a period of limited purchasing activity, potash demand improved
during the fourth quarter of 2013. This was most notable in North America
where favorable crop economics and the need to replenish soil nutrients after
a record harvest led to robust demand as farmers sought to meet their fall
application needs. Shipments from North American producers climbed 30 percent
above the same period in 2012 - totaling 2.3 million tonnes, which nearly
surpassed the fourth-quarter record.

Offshore potash shipments from North American producers improved sharply
during the quarter (up 38 percent) compared to the same period in 2012, when
demand was especially weak. While buyers continued to move cautiously in an
uncertain pricing environment, strong seasonal demand resulted in greater
purchasing activity in spot markets like Brazil and Southeast Asia.
Conversely, shipments to key contract markets continued to be limited,
although totals for the most recent quarter included movements to India (none
in 2012's similar period). Increased supply capability combined with
relatively constrained demand resulted in continued price erosion through the
last three months of 2013.

In nitrogen, ammonia prices were relatively stable through much of the second
half of the year, although well below the comparative period of 2012 due to
increased supply availability from key exporting regions and higher US
production. After weakening through much of the year, urea markets began to
show improvement near the end of the fourth quarter as stronger demand,
limited import activity and perceived product shortages pushed up key
benchmark prices.

Rising export capability and weak Indian imports affected global phosphate
markets for most of 2013. In North America, fourth-quarter shipments from
domestic producers slowed as dealers drew down inventories to help meet fall
fertilizer application requirements. This slowdown was partially offset by
strong demand in Latin America and certain Southeast Asian countries, which
was reflected in increased exports by US producers during the fourth quarter.
Although markets started to strengthen as the year came to a close, prices for
all phosphate products trailed those during the same period in 2012.

Potash

A challenging pricing environment - particularly during the second half of the
year - led to weaker results in our potash segment in 2013. Gross margin for
the quarter ($228 million) and year ($1.6 billion) trailed the comparative
totals in 2012 ($281 million and $2.0 billion, respectively).

Fourth-quarter potash sales volumes surpassed the trailing quarter (up 13
percent) and the comparative period of 2012 (up 34 percent). This rebound was
most pronounced in North America, as our sales volumes to this market reached
0.8 million tonnes, outpacing the 0.6 million tonnes sold during the same
period of 2012. Our offshore sales volumes of 0.9 million tonnes for the
fourth quarter were above the historically low 0.7 million tonnes sold during
the same period in 2012. The majority of Canpotex^3 shipments were to Latin
America (29 percent) and Other Asia (41 percent), with those to India (17
percent) and spot vessels to China (6 percent) accounting for a smaller
percentage. PotashCorp's annual sales volumes reached 8.1 million tonnes,
exceeding the 7.2 million tonnes shipped during full-year 2012. This reflected
an overall improvement in global volumes.

Competitive pressures weighed on all potash markets and led to lower average
realized prices for the fourth quarter ($282 per tonne) and full year ($332
per tonne) relative to the same periods in 2012.

Our per-tonne costs of goods sold, including $32 million in severance-related
costs, improved from last year's fourth quarter primarily due to higher
production levels, a declining Canadian dollar and the absence of higher-cost
Esterhazy tonnes.

Nitrogen

Fourth-quarter nitrogen gross margin totaled $188 million - compared to $206
million generated during the same period in 2012 - as the positive impact of
increased sales volumes was more than offset by lower average realized prices.
For the year, gross margin reached $913 million, 7 percent below the record
achieved in 2012. Favorable natural gas costs and higher production levels
resulted in our US operations generating $126 million of gross margin for the
quarter, while Trinidad contributed $62 million.

Our fourth-quarter sales volumes of 1.5 million tonnes exceeded the 1.1
million tonnes sold during the same period of 2012 as we benefited from
expanded capacity. Sales volumes for the year reached 5.9 million tonnes, 19
percent higher than in 2012, primarily reflecting additional tonnage from our
Geismar facility.

Our average realized price for the fourth quarter was $326 per tonne, well
below the $461 per tonne in 2012's comparable period. Prices for all three
major product categories declined from the historically high levels of 2012.

The total average cost of natural gas used in production for the fourth
quarter, including the impact of our hedged position, was $4.83 per MMBtu, 31
percent below the same period in 2012. This, plus the favorable impact of
additional lower-cost production from Geismar, resulted in a 29 percent
reduction in per-tonne cost of goods sold for the quarter.

Phosphate

Our fourth-quarter phosphate gross margin totaled $44 million, produced almost
entirely by our feed and industrial businesses. This result was well below the
$99 million earned during the same period in 2012 as difficult global
phosphate fertilizer market conditions persisted. Additionally, the
fourth-quarter 2013 total included $17 million in severance-related costs and
$14 million in other non-cash charges, both of which were included in cost of
goods sold. For the year, phosphate gross margin totaled $304 million,
significantly below the $469 million earned in 2012.

Sales volumes reached 0.9 million tonnes, 11 percent above the comparative
quarter in 2012 when rock supply challenges constrained our capability. This
result brought our full-year 2013 total to 3.7 million tonnes, slightly above
2012 levels.

For the fourth quarter, our average realized price of $455 per tonne trailed
the $577 per tonne realized in the same period in 2012. Fertilizer products
experienced the largest decline, with average realized prices down by 28
percent, while prices for our more stable feed and industrial products were
down 8 percent.

Higher production levels and lower input costs for sulfur and ammonia were the
key contributors to our improved per-tonne cost of goods sold in phosphate
(down 13 percent compared to fourth-quarter 2012).

Financial

Provincial mining and other taxes totaled $40 million (compared to $18 million
in fourth-quarter 2012), largely due to the timing of annual potash production
tax accruals.

Capital-related cash expenditures totaled $0.4 billion during the quarter,
bringing our annual total to $1.6 billion. At the close of 2013, our estimated
expenditures relating to our multi-year potash expansion program were 93
percent complete.

Through our announced share repurchase program, we repurchased a total of 7.8
million common shares during the fourth quarter. At the close of 2013, we had
completed approximately 33 percent of the anticipated total buyback under the
program at an average cost of $31.46 per share.

Market Outlook

Even as 2014 begins with a more tempered outlook for crop commodity prices, we
believe the fundamental drivers of fertilizer demand remain supportive. Record
crop production in 2013 has led to a significant agronomic need to replenish
essential soil nutrients. We expect farmers, especially those in more
developed agricultural economies, will strive to increase their soil
productivity in order to maximize returns from each planted acre.

In potash, the uncertainty that persisted over the past six months appears to
be subsiding and we expect global demand to improve. We enter 2014 with
improved market engagement and believe global shipments for the year could be
in the range of 55-57 million tonnes (an increase of approximately 5 percent
from 2013 levels), with those during the first half expected to be
particularly robust. Although we believe conditions are supportive for record
potash demand, achieving such levels will largely depend on consistent buyer
engagement and renewed commitment in key developing agricultural economies to
address nutrient-deficient soils.

In North America, we expect potash demand to be strong entering the planting
season as supportive economics and the need to replenish soil nutrients should
increase requirements at the farm level. We have seen this play out in recent
weeks as dealers with limited inventories seek to ensure tonnage is in place
prior to the spring. We anticipate shipments through the first half of 2014
will outpace those during the same period last year.

In China, we believe improved product affordability and a desire to increase
domestic food production to help counterbalance rising grain imports will
motivate consumption growth. We expect this to result in annual potash imports
slightly above 2013 levels. First-half contracts with major offshore suppliers
- including Canpotex - will likely meet a significant portion of China's
anticipated annual seaborne requirements.

In India, potash shipments against previously contracted tonnage (through the
end of March 2014) continue at revised pricing terms more reflective of
current market conditions. We believe that India's potash requirements will
improve after a prolonged period of deferral, although we do not expect a
significant consumption response in 2014 without changes to the existing
fertilizer subsidy program.

Buyers in key offshore spot markets in Latin America and other Asian countries
continue to be active. We see positive signs that potash demand will remain at
elevated levels in response to agronomic needs and favorable economic
conditions. As a result, we anticipate shipments to these regions will meet or
surpass previous-year levels.

Based on our expectation of improved demand and reduced operational capability
(resulting largely from our operational and workforce changes announced in
December), we believe industry operating rates will rise from 2013 levels
(approximately 81 percent) and could be in the range of 86 percent to 89
percent, contributing to a more stable global potash market.

Financial Outlook

Even as near-term pressure on potash prices appears to have subsided, its
impact is expected to suppress our offshore realizations through the early
part of 2014. In North America, new pricing levels of $350 per short ton ($385
per metric tonne) announced with our winter-fill sales program will result in
a lower realized price than during fourth-quarter 2013.

We expect our 2014 potash sales volumes to approximate 8.2-8.6 million tonnes.
While this estimate assumes a benefit from higher anticipated global
shipments, it will be partially offset by reduced sales from our New Brunswick
facility (the result of a temporary reduction in operational capability) and a
slightly lower Canpotex allocation for the first half of 2014 compared to the
close of 2013 (due to a competitor's recent expansion run).

We believe we are well positioned to achieve our potash cost reduction targets
of $15-$20 per tonne from 2013 levels as we maximize production at our lowest
cost facilities. For 2014, our total will include an estimated $16 million
increase in non-cash costs due to accelerated depreciation at our Penobsquis
mine in New Brunswick along with transition costs of approximately $54 million
related to the ramp-up at Picadilly and Rocanville. Total operational
capability for 2014 is estimated at approximately 9.0 million tonnes with an
ability to draw on inventory should customer demand surpass our current
expectations. Our plans include a Canpotex allocation run at Allan, which
should raise our entitlement for the second half of 2014 from the current
level of approximately 49 percent.

In nitrogen, producers in North America and Trinidad continue to benefit from
lower-cost natural gas relative to key exporting regions in China, Western
Europe and Ukraine. Although recent pricing increases for urea and nitrogen
solutions have improved the near-term outlook in nitrogen, we expect typical
seasonal trends and weaker ammonia prices to result in margins trailing those
of recent years. With a full year of production from Geismar, combined with
the expectation of reduced natural gas curtailments at our operations in
Trinidad, we expect our sales volumes to exceed 2013 levels.

In phosphate, fundamentals in the fertilizer business have improved in early
2014 but continued strength will largely depend on consistent engagement in
key consuming markets, particularly India. We expect margins, especially for
industrial and feed products, to remain relatively stable compared to 2013
levels as improved efficiencies and a shift to a more favorable product mix
help counter potential pricing weakness. While the closure of one of our
chemical plants at White Springs during the second half of 2014 will lower
production slightly, the timing of the curtailment is unlikely to result in
significant lost sales volumes for the year. Our non-cash costs will be
elevated in 2014 (estimated at $43 million) as we accelerate depreciation on
assets impacted by our previously announced operational changes.

Capital expenditures are expected to approximate $1.1 billion in 2014,
excluding capitalized interest.

Based on these factors, PotashCorp forecasts first-quarter 2014 net income per
share in the range of $0.30-$0.35 for the first quarter of 2014 and between
$1.40 and $1.80 per share for full-year 2014. Other annual guidance numbers
are provided in the table below:

Guidance Summary

                    Quarterly: Q1 2014
Earnings per share                       $0.30-$0.35
                       Annual: 2014
Potash sales volumes                8.2-8.6 million tonnes
Potash gross margin                   $1.0-$1.3 billion
Nitrogen and phosphate gross margin   $1.0-$1.2 billion
Capital expenditures                    ~$1.1 billion
Effective tax rate                      26-28 percent
Provincial mining and other taxes*      16-18 percent
Selling and administrative expenses   $225-$235 million
Finance costs                         $165-$175 million
Income from offshore investments**    $160-$180 million
Earnings per share                       $1.40-$1.80

* As a percentage of potash gross margin
** Includes income from dividends and share of equity earnings

Conclusion

"While unexpected events and market uncertainty undermined confidence in
recent months, we are encouraged by the current trends in global fertilizer
markets," said Doyle. "There remains a tremendous nutrient requirement in
soils around the world and farmer economics continue to be supportive to
addressing this need. We are confident in our ability to meet customers'
requirements and remain focused on enhancing our competitive position. As a
company, we are committed to delivering improved results to our stakeholders."

Notes

1. All  references to  per-share amounts  pertain to  diluted net  income  per 
share.
2.See reconciliation  and description  of non-IFRS  measures in  the  attached 
section titled "Selected Non-IFRS Financial Measures and Reconciliations."
3.  Canpotex   Limited  (Canpotex),   the  offshore   marketing  company   for 
Saskatchewan potash producers.

PotashCorp is the world's largest crop nutrient company and plays an integral
role in global food production. The company produces the three essential
nutrients required to help farmers grow healthier, more abundant crops. With
global population rising and diets improving in developing countries, these
nutrients offer a responsible and practical solution to meeting the long-term
demand for food. PotashCorp is the largest producer, by capacity, of potash
and among the largest in nitrogen and phosphate. While agriculture is its
primary market, the company also produces products for animal nutrition and
industrial uses. Common shares of Potash Corporation of Saskatchewan Inc. are
listed on the Toronto Stock Exchange and the New York Stock Exchange.

This release contains forward-looking statements or forward-looking
information (forward-looking statements). These statements can be identified
by expressions of belief, expectation or intention, as well as those
statements that are not historical fact. These statements are based on certain
factors and assumptions including with respect to: foreign exchange rates,
expected growth, results of operations, performance, business prospects and
opportunities and effective tax rates. While the company considers these
factors and assumptions to be reasonable based on information currently
available, they may prove to be incorrect. Forward-looking statements are
subject to risks and uncertainties that are difficult to predict. The results
or events set forth in forward-looking statements may differ materially from
actual results or events. Several factors could cause actual results or events
to differ materially from those expressed in the forward-looking statements,
including, but not limited to the following: risk and uncertainties related to
operating and workforce changes made in response to our industry and the
markets we serve; variations from our assumptions with respect to foreign
exchange rates, expected growth, results of operations, performance, business
prospects and opportunities, and effective tax rates; fluctuations in supply
and demand in the fertilizer, sulfur, transportation and petrochemical
markets; costs and availability of transportation and distribution for our raw
materials and products, including railcars and ocean freight; changes in
competitive pressures, including pricing pressures; adverse or uncertain
economic conditions and changes in credit and financial markets; the results
of sales contract negotiations within major markets; economic and political
uncertainty around the world; timing and impact of capital expenditures; risks
associated with natural gas and other hedging activities; changes in capital
markets; unexpected or adverse weather conditions; changes in currency and
exchange rates; unexpected geological or environmental conditions, including
water inflows; imprecision in reserve estimates; adverse developments in new
and pending legal proceedings or government investigations; acquisitions we
may undertake; strikes or other forms of work stoppage or slowdowns; rates of
return on and the risks associated with our investments; changes in, and the
effects of, government policies and regulations; security risks related to our
information technology systems; and earnings and the decisions of taxing
authorities, which could affect our effective tax rates. Additional risks and
uncertainties can be found in our Form 10-K for the fiscal year ended December
31, 2012 under the captions "Forward-Looking Statements" and "Item 1A - Risk
Factors" and in our other filings with the US Securities and Exchange
Commission and the Canadian provincial securities commissions. Forward-looking
statements are given only as at the date of this release and the company
disclaims any obligation to update or revise the forward-looking statements,
whether as a result of new information, future events or otherwise, except as
required by law.

 PotashCorp will host a Conference Call on Thursday, January 30, 2014 at 1:00
                               pm Eastern Time.

Telephone Conference:   Dial-in numbers:
                       - From Canada and the US:1-877-881-1303
                          - From Elsewhere:1-412-902-6719
Live Webcast:         Visit www.potashcorp.com
                          Webcast participants can submit questions to
                       management online from their audio player pop-up
                          window.

               Potash Corporation of Saskatchewan Inc.    
       Condensed Consolidated Statements of Financial Position    
           (in millions of US dollars except share amounts)    
                             (unaudited)    
                                                                         
                                                 December 31,  December 31,
As at                                                 2013          2012
                                                                         
    Assets                                                             
    Current assets                                                   
    Cash and cash equivalents               $       628    $       562
    Receivables                                    752         1,089
    Inventories                                    728           762
    Prepaid expenses and other current
            assets                                          81            83
                                                        2,189         2,496
    Non-current assets                                               
    Property, plant and equipment               12,233        11,505
    Investments in equity-accounted
            investees                                    1,276         1,254
    Available-for-sale investments               1,722         2,481
    Other assets                                   401           344
    Intangible assets                              137           126
    Total Assets                                 $    17,958    $    18,206
                                                                         
                                                                         
    Liabilities                                                        
    Current liabilities                                              
    Short-term debt and current portion
            of long-term debt (Note 2)              $       967    $       615
    Payables and accrued charges                 1,104         1,188
    Current portion of derivative
            instrument liabilities                          42            51
                                                        2,113         1,854
    Non-current liabilities                                          
    Long-term debt (Note 2)                      2,970         3,466
    Derivative instrument liabilities              129           167
    Deferred income tax liabilities              2,013         1,482
    Pension and other post-retirement
            benefit liabilities                            410           569
    Asset retirement obligations and
            accrued environmental costs                    557           645
    Other non-current liabilities and
            deferred credits                               138           111
    Total Liabilities                                 8,330         8,294
                                                                         
    Shareholders' Equity                                               
    Share capital (Note 3)                          1,600         1,543
         Unlimited authorization of common
            shares without par value; issued and
            outstanding
            856,116,325 and 864,900,513 at
            December 31, 2013 and 2012,
            respectively                                                  
       Contributed surplus                               219           299
    Accumulated other comprehensive income            673         1,399
    Retained earnings                               7,136         6,671
    Total Shareholders' Equity                        9,628         9,912
    Total Liabilities and Shareholders'
       Equity                                       $    17,958    $    18,206
(See Notes to the Condensed Consolidated
Financial Statements)                                                     
                                                                         
                                                                          

                  Potash Corporation of Saskatchewan Inc.
                Condensed Consolidated Statements of Income
            (in millions of US dollars except per-share amounts)
                                 (unaudited)
                                                                    
                                   Three Months Ended  Twelve Months Ended
                                      December 31          December 31
                                    2013       2012     2013      2012
                                                                    
Sales (Note 4)                     $   1,541   $  1,642 $    7,305  $   7,927
Freight, transportation and
distribution                          (137)     (113)     (572)     (494)
Cost of goods sold                    (944)     (943)   (3,943)   (4,023)
Gross Margin                            460       586     2,790     3,410
Selling and administrative
expenses                               (66)      (53)     (231)     (219)
Provincial mining and other taxes      (40)      (18)     (194)     (180)
Share of earnings of
equity-accounted investees               21        58       195       278
Dividend income                           7        38        92       144
Impairment of available-for-sale
investment                                -         -         -     (341)
Other expenses                         (15)      (52)      (36)      (73)
Operating Income                        367       559     2,616     3,019
Finance costs                          (37)      (25)     (144)     (114)
Income Before Income Taxes              330       534     2,472     2,905
Income taxes (Note 5)                 (100)     (113)     (687)     (826)
Net Income                         $     230   $    421 $    1,785  $   2,079
                                                                    
Net Income per Share (Note 6)                                        
  Basic                           $    0.27   $   0.49 $     2.06  $    2.42
  Diluted                         $    0.26   $   0.48 $     2.04  $    2.37
                                                                    
Dividends Declared per Share       $    0.35   $   0.21 $     1.33  $    0.70
(See Notes to the Condensed
Consolidated Financial
Statements)                                                          
                                                                    
                                                                    
                                                                    
                   Potash Corporation of Saskatchewan Inc.
          Condensed Consolidated Statements of Comprehensive Income
                         (in millions of US dollars)
                                 (unaudited)

                                   Three Months Ended  Twelve Months Ended
                                      December 31          December 31
(Net of related income taxes)        2013       2012     2013      2012
                                                                    
Net Income                         $     230   $    421 $    1,785  $   2,079
Other comprehensive (loss) income                                    
   Items that will not be
  reclassified to net income:                                       
     Net actuarial gain (loss) on
   defined benefit plans ^(1)          14        22       164      (62)
   Items that may be reclassified
  subsequently to net income:                                       
     Available-for-sale
   investments ^(2)                                                
       Net fair value (loss) gain
    during the period               (22)        47     (759)       216
       Reclassification to income
       of unrealized loss on
    impaired investment                -         -         -       341
  Cash flow hedges                                                  
       Net fair value loss during
    the period ^(3)                    -       (4)         -      (20)
       Reclassification to income
    of net loss ^(4)                   8        14        33        50
  Other                                (1)       (2)         -       (4)
Other Comprehensive (Loss) Income       (1)        77     (562)       521
Comprehensive Income              $     229   $    498 $    1,223  $   2,600
                                                                    

^(1) Net of income taxes of $(5) (2012 - $(17)) for the three months ended
December 31, 2013 and $(92) (2012 - $31) for the twelve months ended December
31, 2013.
^(2) Available-for-sale investments are comprised of shares in Israel
Chemicals Ltd. and Sinofert Holdings Limited.
^(3) Cash flow hedges are comprised of natural gas derivative instruments and
were net of income taxes of $NIL (2012 - $(4)) for the three months ended
December 31, 2013 and $NIL (2012 - $7) for the twelve months ended December
31, 2013.
^(4) Net of income taxes of $(4) (2012 - $(8)) for the three months ended
December 31, 2013 and $(18) (2012 - $(32)) for the twelve months ended
December 31, 2013.
(See Notes to the Condensed Consolidated Financial Statements)




                                          Potash Corporation of Saskatchewan Inc.
                                   Condensed Consolidated Statement of Changes in Equity
                                                (in millions of US dollars)
                                                        (unaudited)
                                                                                                        
                                              Accumulated Other Comprehensive Income                             
                                             Net
                                   unrealized       Net         Net               Total                     
                                     gain on      loss on    actuarial         Accumulated                  
                                   available-   derivatives    gain               Other                     
                                                       designated       on
                Share   Contributed   for-sale        as        defined         Comprehensive  Retained   Total
                                                        cash flow     benefit
               Capital    Surplus    investments    hedges     plans^(1)  Other     Income      Earnings  Equity
                                                                                                        
Balance -
December 31,
2012           $   1,543 $         299 $       1,539 $       (138) $         - $   (2) $         1,399 $    6,671 $   9,912
Net income            -            -            -            -          -      -              -     1,785    1,785
Other
comprehensive
(loss) income         -            -        (759)           33        164      -          (562)         -    (562)
Share
repurchase
(Note 3)           (25)         (82)            -            -          -      -              -     (338)    (445)
Dividends
declared              -            -            -            -          -      -              -   (1,146)  (1,146)
Effect of
share-based
compensation                                                                                             
  including
  issuance of
  common
 shares             52            2            -            -          -      -              -         -       54
Shares issued
for dividend                                                                                             
  reinvestment
 plan               30            -            -            -          -      -              -         -       30
Transfer of
net actuarial
gain on                                                                                                  
  defined
  benefit
 plans               -            -            -            -      (164)      -          (164)       164        -
Balance -
December 31,
2013           $   1,600 $         219 $         780 $       (105) $         - $   (2) $           673 $    7,136 $   9,628
                                                                                                        

^(1) Any amounts incurred during a period were closed out to retained earnings
at each period-end. Therefore, no balance exists at the beginning or end of
period.
(See Notes to the Condensed Consolidated Financial Statements)





                   Potash Corporation of Saskatchewan Inc.
                Condensed Consolidated Statements of Cash Flow
                         (in millions of US dollars)
                                 (unaudited)
                                                                        
                                    Three Months Ended  Twelve Months Ended
                                       December 31          December 31
                                     2013       2012     2013      2012
                                                                     
Operating Activities                                                  
Net income                          $     230   $    421 $    1,785  $   2,079
                                                                     
Adjustments to reconcile net income
to cash provided by operating
activities                                                            
    Depreciation and amortization       177       144       666       578
    Share-based compensation              2         3        27        24
     Net distributed
     (undistributed) earnings of
    equity-accounted investees           47        23      (15)      (67)
     Impairment of
    available-for-sale investment         -         -         -       341
     Realized excess tax benefit
     related to share-based
    compensation                          3        23        18        30
     Provision for deferred income
    tax                                  86        26       397       392
     Pension and other
    post-retirement benefits            (6)         3      (16)      (68)
     Asset retirement obligations
     and accrued environmental
    costs                                14       (6)       (2)       (2)
     Other long-term liabilities
    and miscellaneous                    13        18        67        51
    Subtotal of adjustments             336       234     1,142     1,279
                                                                     
     Changes in non-cash operating
    working capital                                                  
    Receivables                         114       272       276       188
    Inventories                         (1)      (70)        28       (7)
     Prepaid expenses and other
    current assets                        3      (11)       (1)      (32)
    Payables and accrued charges       (26)        26      (18)     (282)
     Subtotal of changes in
     non-cash operating working
    capital                              90       217       285     (133)
Cash provided by operating
activities                               656       872     3,212     3,225
                                                                     
Investing Activities                                                  
Additions to property, plant and
equipment                              (414)     (628)   (1,624)   (2,133)
Other assets and intangible assets         8      (34)         -      (71)
Cash used in investing activities      (406)     (662)   (1,624)   (2,204)
                                                                     
Financing Activities                                                  
Repayment of and finance costs on
long-term debt obligations                 -         -     (254)       (2)
Proceeds from (repayment of)
short-term debt obligations              357        41       101     (460)
Dividends                              (297)     (174)     (997)     (467)
Repurchase of common shares            (245)         -     (411)         -
Issuance of common shares                  8        24        39        40
Cash used in financing activities      (177)     (109)   (1,522)     (889)
Increase in Cash and Cash
Equivalents                               73       101        66       132
Cash and Cash Equivalents,
Beginning of Period                      555       461       562       430
Cash and Cash Equivalents, End of
Period                              $     628   $    562 $      628  $     562
                                                                     
Cash and cash equivalents comprised
of:                                                                   
   Cash                           $     129   $     64 $      129  $      64
   Short-term investments              499       498       499       498
                                   $     628   $    562 $      628  $     562
                                                                     
Supplemental cash flow disclosure                                     
   Interest paid                  $      68   $     95 $      191  $     209
   Income taxes paid              $      76   $     93 $      189  $     676
(See Notes to the Condensed
Consolidated Financial Statements)                                    

                   Potash Corporation of Saskatchewan Inc.
           Notes to the Condensed Consolidated Financial Statements
           For the Three and Twelve Months Ended December 31, 2013
            (in millions of US dollars except as otherwise noted)
                                 (unaudited)

1. Significant Accounting Policies

With its subsidiaries, Potash Corporation of Saskatchewan Inc. ("PCS") -
together known as "PotashCorp" or "the company" except to the extent the
context otherwise requires - forms an integrated fertilizer and related
industrial and feed products company. The company's accounting policies are in
accordance with International Financial Reporting Standards, as issued by the
International Accounting Standards Board ("IFRS"). The accounting policies
used in preparing these unaudited condensed consolidated financial statements
are consistent with those used in the preparation of the company's 2012 annual
consolidated financial statements except as described in Note 1 of the
company's 2013 First Quarter Quarterly Report on Form 10-Q.

These unaudited condensed consolidated financial statements include the
accounts of PCS and its subsidiaries; however, they do not include all
disclosures normally provided in annual consolidated financial statements and
should be read in conjunction with the company's 2012 annual consolidated
financial statements. The company's 2013 annual consolidated financial
statements will include additional information under IFRS in its Annual
Integrated Report in February 2014.

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

2. Long-Term Debt

During the first quarter of 2013, the company fully repaid $250 of 4.875
percent 10-year senior notes at maturity. During the second quarter of 2013,
the company classified as current the $500 aggregate principal amount of 5.250
percent senior notes due May 15, 2014.

3. Share Capital

On July 24, 2013, the company's Board of Directors authorized a share
repurchase program of up to $2,000 of PotashCorp's outstanding common shares
(5 percent of its outstanding common shares) through a normal course issuer
bid. Shares may be repurchased from time to time on the open market commencing
August 2, 2013 through August 1, 2014 at prevailing market prices. The timing
and amount of purchases under the program are dependent upon the availability
and alternate uses of capital, market conditions, applicable US and Canadian
regulations and other factors.

Under this program, the company had repurchased for cancellation 7,845,100
common shares during the three months ended December 31, 2013, at a cost of
$250 and an average price per share of $31.86. The repurchase resulted in a
reduction of share capital of $14, and the excess of net cost over the average
book value of the shares was recorded as a reduction of contributed surplus of
$3 and a reduction of retained earnings of $233. During the twelve months
ended December 31, 2013, a total of 14,145,100 common shares were repurchased
at a cost of $445 and an average price per share of $31.46, resulting in a
reduction of share capital of $25, a reduction of contributed surplus of $82
and a reduction of retained earnings of $338.

4. Segment Information

The company has three reportable operating segments: potash, nitrogen and
phosphate. Inter-segment sales are made under terms that approximate market
value. The accounting policies of the segments are the same as those described
in Note 1.

                                                                  
                             Three Months Ended December 31, 2013
                                                          All
                    Potash   Nitrogen  Phosphate  Others   Consolidated
                                                                  
Sales - third        
party               $     564 $      494 $       483 $       - $        1,541
Freight,
transportation
and distribution
- third party           (60)      (23)       (54)        -         (137)
Net sales - third
party                    504       471        429        -             
Cost of goods
sold - third
party                  (276)     (298)      (370)        -         (944)
Margin (cost) on
inter-segment
sales                      -        15       (15)        -             -
Gross margin             228       188         44        -           460
Depreciation and
amortization         (52)      (40)       (80)      (5)         (177)
Cash flows for
additions to
property, plant
and equipment            279        72         60        3           414
                                                                  
                             Three Months Ended December 31, 2012
                                                          All
                    Potash   Nitrogen  Phosphate  Others   Consolidated
                                                                  
Sales - third        
party               $     554 $      546 $       542 $       - $        1,642
Freight,
transportation
and distribution
- third party           (41)      (21)       (51)        -         (113)
Net sales - third
party                    513       525        491        -             
Cost of goods
sold - third
party                  (232)     (334)      (377)        -         (943)
Margin (cost) on
inter-segment
sales                      -        15       (15)        -             -
Gross margin             281       206         99        -           586
Depreciation and
amortization         (34)      (35)       (73)      (2)         (144)
Cash flows for
additions to
property, plant
and equipment            395       118         73       42           628
                                                                  
                             Twelve Months Ended December 31, 2013
                                                          All
                    Potash   Nitrogen  Phosphate  Others   Consolidated
                                                                  
Sales - third        
party               $   2,963 $    2,275 $     2,067 $       - $        7,305
Freight,
transportation
and distribution
- third party          (256)     (101)      (215)        -         (572)
Net sales - third
party                  2,707     2,174      1,852        -             
Cost of goods
sold - third
party                (1,134)   (1,316)    (1,493)        -       (3,943)
Margin (cost) on
inter-segment
sales                      -        55       (55)        -             -
Gross margin           1,573       913        304        -         2,790
Depreciation and
amortization        (196)     (161)      (294)     (15)         (666)
Cash flows for
additions to
property, plant
and equipment          1,151       184        238       51         1,624
                                                                  
                             Twelve Months Ended December 31, 2012
                                                          All
                    Potash   Nitrogen  Phosphate  Others   Consolidated
                                                                  
Sales - third        
party               $   3,285 $    2,350 $     2,292 $       - $        7,927
Freight,
transportation
and distribution
- third party          (206)      (97)      (191)        -         (494)
Net sales - third
party                  3,079     2,253      2,101        -             
Cost of goods
sold - third
party                (1,116)   (1,341)    (1,566)        -       (4,023)
Margin (cost) on
inter-segment
sales                      -        66       (66)        -             -
Gross margin           1,963       978        469        -         3,410
Depreciation and
amortization        (169)     (138)      (261)     (10)         (578)
Cash flows for
additions to
property, plant
and equipment          1,424       379        245       85         2,133



5. Income Taxes

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

                                    Three Months Ended Twelve Months Ended
                                       December 31         December 31
                                       2013    2012      2013    2012
Income tax expense                     $   100  $   113   $    687  $   826
Actual effective tax rate on                 25%     19%       26%     25%
ordinary earnings                   
Actual effective tax rate                    30%     21%       28%     28%
including discrete items            
Discrete tax adjustments that             $    18  $    10   $     55  $    27
impacted the tax rate               

Significant items to note include the following:

• The actual effective tax rate on ordinary earnings for the fourth quarter of
2013 increased compared to the same period last year due to a different income
weighting between jurisdictions.

• In 2013, a tax expense of $8 (recovery of $1 in the fourth quarter) was
recorded to adjust the 2012 income tax provision to the income tax returns
filed for that year.

• In fourth-quarter 2013, a net tax expense of $13 was recorded to adjust the
deferred tax asset related to foreign tax loss carryforwards to the amount
expected to be realized upon utilization.

• In fourth-quarter 2013, a deferred tax expense of $10 was recorded as a
result of a planned distribution of earnings from a foreign jurisdiction.

• In second-quarter 2013, a deferred tax expense of $11 was recorded as a
result of a Canadian income tax rate increase.

• In 2012, a tax expense of $17 ($NIL in the fourth quarter) was recorded to
adjust the 2011 income tax provision to the income tax returns filed for that
year.

• In second-quarter 2012, a non-tax deductible impairment of the company's
available-for-sale investment in Sinofert Holdings Limited was recorded. This
increased the 2012 actual effective tax rate including discrete items by 3
percent for the year.

6. Net Income Per Share

Net income per share was calculated on the following weighted average number
of shares:

                          Three Months Ended         Twelve Months Ended
                              December 31                December 31
                          2013         2012         2013         2012
Basic                 861,331,000  862,757,000  864,596,000  860,033,000
Diluted                 868,015,000  875,959,000  873,982,000  875,907,000

Diluted net income per share was calculated based on the weighted average
number of shares issued and outstanding during the period, incorporating the
following adjustments. The denominator was: (1) increased by the total of the
additional common shares that would have been issued assuming exercise of all
stock options with exercise prices at or below the average market price for
the period; and (2) decreased by the number of shares that the company could
have repurchased if it had used the assumed proceeds from the exercise of
stock options to repurchase them on the open market at the average share price
for the period. For performance-based stock option plans, the number of
contingently issuable common shares included in the calculation was based on
the number of shares, if any, that would be issuable if the end of the
reporting period were the end of the performance period and the effect were
dilutive.

7. Operating and Workforce Changes

The company implemented operating and workforce changes in the US, Canada and
Trinidad which resulted in the following for the year ending December 31,
2013:

• Termination benefit costs of $60 and a provision of $56 at December 31,
2013. The provision is expected to be settled in 2014.

• Curtailment gains  of $11 in the company's US defined benefit plans due to
significant reductions in plan participants.

                   Potash Corporation of Saskatchewan Inc.
                           Selected Financial Data
                                 (unaudited)

                                     Three Months Ended     Twelve Months
                                                       Ended
                                     December 31          December 31
                                   2013       2012     2013      2012
                                                                  
Potash Sales (tonnes -
thousands)                                                         
     Manufactured Product                                         
     North America                836       588     3,185    2,590
     Offshore                     929       729     4,915    4,640
     Manufactured Product           1,765     1,317     8,100    7,230
                                                                  
Potash Net Sales                                                   
     (US $ millions)                                              
     Sales                   $     564 $    $ 554  $ $ 2,963 $   3,285
          Freight,
          transportation and
     distribution                (60)      (41)     (256)    (206)
     Net Sales               $     504 $    $ 513  $ $ 2,707 $   3,079
                                                                  
     Manufactured Product                                         
     North America           $     287 $      263  $   1,210 $   1,231
     Offshore                     211       247     1,482    1,835
      Other miscellaneous and
     purchased product                  6         3        15       13
     Net Sales                   $     504 $      513  $   2,707 $   3,079
                                                                  
Manufactured Product                                               
      Average Realized Sales
     Price per MT                                                 
     North America           $     343 $      447  $     380 $      475
     Offshore                $     227 $      339  $     302 $     396
     Average                 $     282 $      387  $     332 $      424
     Cost of Goods Sold per MT   $   (150) $    (172)  $   (136) $   (152)
     Gross Margin per MT         $     132 $      215  $     196 $     272
                                                             
                                                             
                                                             
                   Potash Corporation of Saskatchewan Inc.
                          Selected Financial Data
                                (unaudited)
                                                                  
                                     Three Months Ended     Twelve Months
                                                       Ended
                                     December 31          December 31
                                   2013       2012     2013      2012
                                                                  
Average Natural Gas Cost in
Production per MMBtu              $    4.83 $     7.01  $    5.38 $    5.91
Nitrogen Sales (tonnes -
thousands)                                                         
     Manufactured Product                                         
        Ammonia ^(1)                 543       425     2,163    2,033
     Urea                         270       235     1,070    1,105
          Solutions/Nitric
     acid/Ammonium nitrate        685       437     2,663    1,808
     Manufactured Product           1,498     1,097     5,896    4,946
                                                                  
      Fertilizer sales tonnes
     ^(1)                             472       304     1,833    1,521
      Industrial/Feed sales
     tonnes                         1,026       793     4,063    3,425
     Manufactured Product           1,498     1,097     5,896    4,946
                                                                  
Nitrogen Net Sales                                                 
     (US $ millions)                                              
        Sales ^(2, 3)           $     523 $      590  $   2,417 $   2,503
          Freight,
          transportation and
     distribution                (24)      (21)     (104)     (97)
     Net Sales               $     499 $      569  $   2,313 $   2,406
                                                                  
     Manufactured Product                                         
        Ammonia ^(2)            $     244 $      287  $   1,143 $   1,152
     Urea                          96       112       443      568
          Solutions/Nitric
     acid/Ammonium nitrate        149       107       638      445
      Other miscellaneous and
     purchased product ^(3)            10        63        89      241
     Net Sales                   $     499 $    $ 569  $   2,313 $   2,406
                                                                  
     Fertilizer net sales ^(2)   $     156 $      142  $     722 $     738
     Industrial/Feed net sales        333       364     1,502    1,427
      Other miscellaneous and
     purchased product ^(3)            10        63        89      241
     Net Sales                   $     499 $      569  $   2,313 $   2,406
                                                                  
Manufactured Product                                               
      Average Realized Sales
     Price per MT                                                 
     Ammonia                 $     449 $      675  $     529 $     566
        Urea                    $     356 $      475  $     414 $     514
        Solutions/Nitric        $     218 $      247  $     240 $     247
          acid/Ammonium nitrate
     Average                 $     326 $      461  $     377 $     438
          Fertilizer average
     price per MT            $     331 $      467  $     396 $     485
          Industrial/Feed
     average price per MT    $     325 $      458  $     370 $     417
     Average                 $     326 $      461  $     377 $     438
     Cost of Goods Sold per MT   $   (204) $    (288)  $   (225) $   (254)
     Gross Margin per MT         $     122 $      173  $     152 $     184
                                                                  
^(1) Includes inter-segment
ammonia sales (tonnes -
thousands)                              48        30       184      139
^(2) Includes inter-segment
ammonia net sales of              $      27 $       23  $     106 $      94
^(3) Includes inter-segment
other miscellaneous and
purchased
product net sales of              $       1 $       21  $      33 $      59
                                                             
                                                             
                                                             
                  Potash Corporation of Saskatchewan Inc.
                          Selected Financial Data
                                (unaudited)
                                                                  
                                     Three Months Ended     Twelve Months
                                                       Ended
                                     December 31          December 31
                                   2013       2012     2013      2012
                                                                  
Phosphate Sales (tonnes -
thousands)                                                         
     Manufactured Product                                         
     Fertilizer                   637       541     2,496    2,473
     Feed and Industrial          297       297     1,184    1,170
     Manufactured Product             934       838     3,680    3,643
                                                                  
Phosphate Net Sales                                                
     (US $ millions)                                              
     Sales                   $     483 $      542  $   2,067 $   2,292
          Freight,
          transportation and
     distribution                (54)      (51)     (215)    (191)
     Net Sales               $     429 $      491  $   1,852 $   2,101
                                                                  
     Manufactured Product                                         
     Fertilizer              $     244 $      287  $   1,079 $   1,291
     Feed and Industrial          181       197       749      778
      Other miscellaneous and
     purchased product                  4         7        24       32
     Net Sales                   $     429 $      491  $   1,852 $   2,101
                                                                  
Manufactured Product                                               
      Average Realized Sales
     Price per MT                                                 
     Fertilizer              $     383 $      529  $     433 $     522
     Feed and Industrial     $     608 $      663  $     632 $     665
     Average                 $     455 $      577  $     497 $     568
     Cost of Goods Sold per MT   $   (401) $    (463)  $   (415) $   (444)
     Gross Margin per MT         $      54 $      114  $      82 $     124




                   Potash Corporation of Saskatchewan Inc.
                           Selected Additional Data
                                 (unaudited)
                                                                 
Exchange Rate (Cdn$/US$)                                          
                                                  2013       2012
                                                                 
December 31                                        1.0636     0.9949
Fourth-quarter average
conversion rate                                    1.0399     0.9875
                                                                 
                               Three Months Ended    Twelve Months Ended
                                  December 31            December 31
                                2013       2012     2013       2012
                                                                 
Production                                                        
Potash production (KCl Tonnes
- thousands)                     1,940     1,763      7,792      7,724
Potash shutdown weeks ^(1)          10        22         42         77
Nitrogen production (N Tonnes
- thousands)                       798       573      2,952      2,602
Phosphate production (P[2]O[5
]Tonnes - thousands)               505       504      2,058      1,983
Phosphate P[2]O[5] operating
rate [ ]                           85%       85%        87%        84%
                                                                 
Shareholders                                                      
PotashCorp's total
shareholder return                  6%       -6%       -16%         0%
                                                                 
Customers                                                         
Product tonnes involved in
customer complaints
(thousands)                         27        10         43         64
                                                                 
Community                                                         
Taxes and royalties ($
millions) ^ (2)                     84       133        568        654
                                                                 
Employees                                                         
Annualized turnover rate
(excluding retirements) ^(3)        7%        3%         5%         5%
                                                                 
Safety                                                            
Total site recordable injury
rate (per 200,000 work hours)
^ (4)                             0.86      1.22       1.06       1.29
                                                                 
Environment                                                       
Environmental incidents ^ (5)        4         1         17         19
                                                                 
                                                                 
                                                         December     December
                                                     31,        31,
As at                                              2013       2012
                                                                 
Number of employees                                               
        Potash                                     2,912      2,759
        Nitrogen                                     789        788
        Phosphate                                  1,637      1,792
        Other                                        449        440
        Total                                      5,787      5,779

^(1) Represents weeks of full production shutdown; excludes the impact of any
     periods of reduced operating rates and planned routine annual maintenance
     shutdowns.
^(2) Taxes and royalties = current income tax expense - investment tax credits
     - realized excess tax benefit related to share-based compensation +
     potash production tax + resource surcharge + royalties + municipal taxes
     + other miscellaneous taxes (calculated on an accrual basis).
^(3) Results in 2013 include a portion of the impact of our announced
     workforce reduction and the remaining impact will be reflected in 2014.
^(4) As defined in our 2012 Annual Integrated Report. Total site includes
     PotashCorp employees, contractors and others on site.
^(5) Total of reportable quantity releases, permit excursions and provincial
     reportable spills (as defined in our 2012 Annual Integrated Report).
    



                   Potash Corporation of Saskatchewan Inc.
           Selected Non-IFRS Financial Measures and Reconciliations
            (in millions of US dollars except percentage amounts)
                                 (unaudited)

The following information is included for convenience only. Generally, a
non-IFRS financial measure is a numerical measure of a company's performance,
financial position or cash flows that either excludes or includes amounts that
are not normally excluded or included in the most directly comparable measure
calculated and presented in accordance with IFRS. EBITDA, adjusted EBITDA,
adjusted EBITDA margin, cash flow prior to working capital changes and free
cash flow are not measures of financial performance (nor do they have
standardized meanings) under IFRS. In evaluating these measures, investors
should consider that the methodology applied in calculating such measures may
differ among companies and analysts.

The company uses both IFRS and certain non-IFRS measures to assess
performance. Management believes these non-IFRS measures provide useful
supplemental information to investors in order that they may evaluate
PotashCorp's financial performance using the same measures as management.
Management believes that, as a result, the investor is afforded greater
transparency in assessing the financial performance of the company. These
non-IFRS financial measures should not be considered as a substitute for, nor
superior to, measures of financial performance prepared in accordance with
IFRS.

A. EBITDA, ADJUSTED EBITDA AND ADJUSTED EBITDA MARGIN

Set forth below is a reconciliation of "EBITDA" and "adjusted EBITDA" to net
income and "adjusted EBITDA margin" to net income as a percentage of sales,
the most directly comparable financial measures calculated and presented in
accordance with IFRS.

                        Three Months Ended        Twelve Months Ended
                           December 31              December 31
                                         
                        2013     2012       2013       2012
Net income              $  230   $  421    $  1,785   $  2,079
Finance costs              37      25        144       114
Income taxes              100     113        687       826
Depreciation and
amortization              177     144        666       578
EBITDA                  $  544   $  703    $  3,282   $  3,597
Termination
benefit costs              60       -         60         -
Impairment of
available-for-sale
investment                  -       -          -       341
Adjusted EBITDA         $  604   $  703    $  3,342   $  3,938

EBITDA is calculated as net income before finance costs, income taxes and
depreciation and amortization. Adjusted EBITDA is calculated as net income
before finance costs, income taxes, depreciation and amortization, termination
benefit costs and certain impairment charges. PotashCorp uses EBITDA and
adjusted EBITDA as supplemental financial measures of its operational
performance. Management believes EBITDA and adjusted EBITDA to be important
measures as they exclude the effects of items which primarily reflect the
impact of long-term investment and financing decisions, rather than the
performance of the company's day-to-day operations. As compared to net income
according to IFRS, these measures are limited in that they do not reflect the
periodic costs of certain capitalized tangible and intangible assets used in
generating revenues in the company's business, or the charges associated with
impairments. Management evaluates such items through other financial measures
such as capital expenditures and cash flow provided by operating activities.
The company believes that these measurements are useful to measure a company's
ability to service debt and to meet other payment obligations or as a
valuation measurement.

                       Three Months Ended           Twelve Months Ended
                           December 31                December 31
                       2013      2012        2013       2012
Sales                 $  1,541   $  1,642    $  7,305   $  7,927
Freight,
transportation
and
distribution            (137)     (113)      (572)     (494)
Net sales             $  1,404   $  1,529    $  6,733   $  7,433
                                                       
Net income as
a percentage
of sales                  15%       26%        24%       26%
Adjusted
EBITDA margin             43%       46%        50%       53%



Adjusted EBITDA margin is calculated as adjusted EBITDA divided by net sales
(sales less freight, transportation and distribution). Management believes
comparing EBITDA to net sales earned (net of costs to deliver product) is an
important indicator of efficiency. In addition to the limitations given above
in using adjusted EBITDA as compared to net income, adjusted EBITDA margin as
compared to net income as a percentage of sales is also limited in that
freight, transportation and distribution costs are incurred and valued
independently of sales; adjusted EBITDA also includes earnings from equity
investees whose sales are not included in consolidated sales. Management
evaluates these items individually on the consolidated statements of income.


                   Potash Corporation of Saskatchewan Inc.
           Selected Non-IFRS Financial Measures and Reconciliations
                         (in millions of US dollars)
                                 (unaudited)

B. CASH FLOW

Set forth below is a reconciliation of "cash flow prior to working capital
changes" and "free cash flow" to cash provided by operating activities, the
most directly comparable financial measure calculated and presented in
accordance with IFRS.

                       Three Months Ended        Twelve Months Ended
                        December 31                  December 31
                    2013       2012         2013         2012
Cash flow prior
to working
capital changes
^                  $    566   $    655    $    2,927   $    3,358
Changes in
non-cash
operating
working capital                                          
  Receivables         114       272          276         188
  Inventories         (1)      (70)           28         (7)
   Prepaid
   expenses and
   other current
  assets                3      (11)          (1)        (32)
   Payables and
   accrued
  charges            (26)        26         (18)       (282)
Changes in
non-cash
operating
working capital         90       217          285       (133)
Cash provided by
operating
activities         $    656   $    872    $    3,212   $    3,225
Additions to
property, plant
and equipment        (414)     (628)      (1,624)     (2,133)
Other assets and
intangible
assets                   8      (34)            -        (71)
Changes in
non-cash
operating
working capital       (90)     (217)        (285)         133
Free cash flow     $    160   $    (7)    $    1,303   $    1,154



Management uses cash flow prior to working capital changes as a supplemental
financial measure in its evaluation of liquidity. Management believes that
adjusting principally for the swings in non-cash working capital items due to
seasonality or other timing issues assists management in making long-term
liquidity assessments. The company also believes that this measurement is
useful as a measure of liquidity or as a valuation measurement.

The company uses free cash flow as a supplemental financial measure in its
evaluation of liquidity and financial strength. Management believes that
adjusting principally for the swings in non-cash operating working capital
items due to seasonality or other timing issues, additions to property, plant
and equipment, and changes to other assets assists management in the long-term
assessment of liquidity and financial strength. Management also believes that
this measurement is useful as an indicator of its ability to service its debt,
meet other payment obligations and make strategic investments. Readers should
be aware that free cash flow does not represent residual cash flow available
for discretionary expenditures.













SOURCE Potash Corporation of Saskatchewan Inc.

Contact:

Investors
Denita Stann
Vice President, Investor and Public Relations
Phone: (306) 933-8521
Fax: (306) 933-8844
Email:ir@potashcorp.com

Media
Bill Johnson
Senior Director, Public Affairs
Phone: (306) 933-8849
Fax: (306) 933-8844
Email:pr@potashcorp.com

Website:www.potashcorp.com
 
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