Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
short-term credit facilitiesfinancial
Short-term credit facilities are temporary loans or lines of credit that a company can draw on for everyday needs like payroll, inventory or unexpected bills, typically repaid within a year. Think of them as a business overdraft or credit card that smooths cash flow between income and expenses; investors watch them because reliance on short-term borrowing reveals how healthy a company’s cash position is and can affect earnings, interest costs and financial risk.
general corporate purposesfinancial
"General corporate purposes" refer to the broad range of activities and expenses a company can use its funds for to support its overall operations and growth. This can include things like paying bills, investing in new projects, or strengthening its financial position. For investors, understanding this term helps clarify how a company plans to use its resources to sustain and expand its business over time.
unsecuredfinancial
Unsecured describes a loan, bond, or claim that is not backed by specific assets or collateral; if the borrower fails to pay, creditors must rely on the borrower’s general promise rather than seizing a pledged asset. For investors this usually means higher risk and potentially higher yield, because unsecured holders stand behind secured creditors in repayment priority—think of lending money to someone without a pledged item to repossess if they don’t pay.
prospectus supplementregulatory
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
registration statement on Form F-10regulatory
A registration statement on Form F-10 is a standardized filing used to register and offer securities to investors in Canada, combining the required prospectus disclosure with ongoing public reporting information from eligible issuers. It matters to investors because it provides a single, organized source of verified financial and business details they need to judge the risks and value of an offering—similar to a product label that lists ingredients and warnings before purchase—and signals the company can legally sell shares in that market.
multijurisdictional disclosure systemregulatory
A multijurisdictional disclosure system is a regulatory framework that lets a company file one set of official documents and have them accepted by regulators in multiple countries, rather than preparing separate filings for each place. For investors, it means faster, more consistent access to a company’s financial reports and material news across borders, reducing delays and making it easier to compare information the way a single, shared form simplifies multiple applications.
securities and exchange commissionregulatory
A national government agency that enforces rules for buying, selling and disclosing information about stocks and other investments, acting like a referee and scorekeeper for financial markets. It requires companies to share clear, regular financial and business information and investigates fraud or rule-breaking, which matters to investors because those rules and disclosures help ensure fair prices, reduce hidden risks and make it easier to compare investment choices.
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SASKATOON, Saskatchewan--(BUSINESS WIRE)--
Nutrien Ltd. (TSX and NYSE: NTR) today announced the pricing of US$500 million aggregate principal amount of 4.850 percent senior notes due May 29, 2031 and US$500 million aggregate principal amount of 5.350 percent senior notes due May 29, 2036 (together, the “senior notes”). The offering is expected to close on or about May 29, 2026, subject to customary closing conditions.
Nutrien intends to use the net proceeds from this offering to repay its US$500 million aggregate principal amount of 4.000% senior notes upon their maturity on December 15, 2026, to reduce outstanding indebtedness under its short-term credit facilities, to finance working capital and for general corporate purposes. The senior notes will be unsecured and rank equally with Nutrien’s existing senior unsecured debt. The joint book-running managers for the offering are CIBC World Markets Corp., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, and Scotia Capital (USA) Inc.
The offering will be made by way of a prospectus supplement dated May 26, 2026, to Nutrien’s short form base shelf prospectus dated March 30, 2026, filed with the securities regulatory authorities in each of the provinces of Canada, which forms a part of and is included in Nutrien’s registration statement on Form F-10, filed in the United States with the Securities and Exchange Commission (the “SEC”) under the multijurisdictional disclosure system in Canada and the United States. The senior notes will not be offered or sold in Canada or to residents of Canada pursuant to the prospectus supplement, but may be offered and sold in, or to residents of, certain provinces of Canada pursuant to an exemption from the prospectus requirements under Canadian securities laws. A final prospectus supplement in respect of the offering of the senior notes will be filed with the securities regulatory authorities in Canada and the SEC.
About Nutrien
Nutrien is a leading global provider of crop inputs and services. We operate a world-class network of production, distribution and ag retail facilities that positions us to efficiently serve the needs of growers. We focus on creating long-term value by prioritizing investments that strengthen the advantages of our business across the ag value chain and by maintaining access to the resources and the relationships with stakeholders needed to achieve our goals.
Advisory
The senior notes are being offered in the United States pursuant to an effective registration statement (including a base shelf prospectus) filed with the SEC. Nutrien has filed a preliminary prospectus supplement related to the offering of the senior notes. Before you invest, you should read the preliminary prospectus supplement, the accompanying base shelf prospectus and other documents that are incorporated by reference therein for more complete information about Nutrien and this offering.
The preliminary prospectus supplement and the accompanying base shelf prospectus are available for free on the SEC website at www.sec.gov. Alternatively, the documents may be obtained by contacting CIBC World Markets Corp., 300 Madison Avenue, 8th Floor, New York, NY 10017, Attention: Execution Management, by email at DLCIBCUSEMG@cibc.com or by telephone at +1-800-282-0822 ;J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com or by telephone at +1-212-834-4533; Morgan Stanley & Co. LLC, 180 Varick Street, New York, NY 10014, Attention: Prospectus Department, by email at prospectus@morganstanley.com or by telephone at +1-866-718-1649, and Scotia Capital (USA) Inc., 250 Vesey Street, New York, NY 10281, Attention: Debt Capital Markets, by telephone at +1-800-372-3930.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the senior notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
Forward-Looking Statements
Certain statements and other information included in this press release constitute “forward-looking information” or “forward-looking statements” (collectively, “forward-looking statements”) under applicable securities laws (such statements are often accompanied by words such as “should”, “could”, “expect”, “may”, “anticipate”, “forecast”, “believe”, “intend”, “estimate”, “plan” or other similar words). All statements in this press release, other than those relating to historical information or current conditions, are forward-looking statements, including, but not limited to, forecasts and statements as to management’s expectations with respect to, among other things, the intended use of proceeds of the offering and the timing of closing of the offering. Such forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond our control, as well as various assumptions and business sensitivities, including those risk factors referred to in the preliminary prospectus supplement referenced in this press release and those referred to under the heading “Risk factors” in Nutrien’s annual information form for the year ended December 31, 2025 and under the heading “Key enterprise risks” in Nutrien’s management’s discussion and analysis for the year ended December 31, 2025, which may cause actual results, performance or achievements of Nutrien, which includes the offering being delayed or not completed, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Nutrien disclaims any intention or obligation to update or revise any forward-looking statements in this press release as a result of new information or future events, except as may be required under applicable Canadian securities legislation or applicable U.S. federal securities law. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and perception of historical trends, current conditions and expected future developments as well as other factors we believe are appropriate in the circumstances. All of the forward-looking statements contained herein are qualified by these cautionary statements and by the assumptions that are stated or inherent in such forward-looking statements. Although we believe these assumptions are reasonable, undue reliance should not be placed on these assumptions and such forward-looking statements.
