Form 11-K
ANNUAL REPORT
PURSUANT
TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark
One)
☒ |
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2021
OR
☐ |
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Commission file number 001-38336
A. |
Full title of the plan and the address of the plan, if different from that of the issuer named below:
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PCS 401(k) Retirement Plan
5296 Harvest Lake Drive
Loveland, CO 80538
B. |
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
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Nutrien Ltd.
Suite 1700, 211 19th Street East
Saskatoon, Saskatchewan
S7K 5R6 Canada
PCS
401(k) Retirement Plan
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULE
December 31, 2021 and 2020
(With Report of Independent Registered Public Accounting Firm Thereon)
1
PCS
401(k) RETIREMENT PLAN
December 31, 2021 and
2020
TABLE OF CONTENTS
2
Report of Independent Registered Public Accounting Firm
Nutrien North American Pension Committee,
Plan Administrator and Management of the
PCS 401(k) Retirement Plan
Loveland, Colorado
Opinion on the Financial Statements
We have audited the accompanying
statements of net assets available for benefits of PCS 401(k) Retirement Plan (the Plan) as of December 31, 2021 and 2020, and the related statement of changes in net assets available for benefits for the year ended December 31, 2021, and
the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of PCS 401(k) Retirement Plan as of
December 31, 2021 and 2020, and the changes in net assets available for benefits for the year ended December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.
Supplemental Information
The supplemental information in the accompanying
schedule of Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year) as of December 31, 2021 has been subjected to audit procedures performed in conjunction with the audit of PCS 401(k) Retirement Plans financial
statements. The supplemental information is the responsibility of the Plans management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and
other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information in the accompanying schedule, we
evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. In our opinion, the supplemental information in the accompanying schedule is fairly stated, in all material respects, in relation to the financial statements as a whole.
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What inspires you, inspires us. |
eidebailly.com 7001 E. Belleview Ave., Ste.
700 | Denver, CO
80237-2733 | TF 866.740.4100 | T 303.770.5700 | F 303.770.7581 | EOE |
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3 |
Basis for Opinion
These
financial statements are the responsibility of the Plans management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting
Oversight Board (United States) (PCAOB) and are required to be independent with respect to PCS 401(k) Retirement Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and
Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. PCS 401(k) Retirement Plan is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the plans
internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material
misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supporting the amounts and disclosures in the financial
statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable
basis for our opinion.
We have served as PCS 401(k) Retirement Plans auditor since 2019.
/s/ Eide Bailly LLP
Denver, Colorado
June 22, 2022
4
PCS
401(k) RETIREMENT PLAN
Statements of Net Assets
Available for Benefits
As at December 31
(US
dollars)
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Note |
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2021 |
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2020 |
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Assets |
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Investments - Plan interest in Nutrien 401(k) Retirement Plan Master
Trust, at fair value |
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5, 6 |
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321,057,700 |
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276,920,555 |
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Receivables: |
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Employer contributions |
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5 |
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599,152 |
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567,766 |
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Employee contributions |
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5 |
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404,917 |
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404,909 |
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Other receivables |
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5 |
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245,297 |
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9,673 |
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Notes receivable from participants |
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5 |
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4,360,025 |
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4,530,233 |
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Total receivables |
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5,609,391 |
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5,512,581 |
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Net assets available for plan benefits |
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326,667,091 |
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282,433,136 |
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(See Notes to the Financial Statements) |
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5
PCS
401(k) RETIREMENT PLAN
Statement of Changes in
Net Assets Available for Benefits
Year ended December 31
(US dollars)
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Note |
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2021 |
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Additions |
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Investment income from Plan interest in Nutrien 401(k) Retirement Plan Master Trust |
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5 |
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Net realized and unrealized appreciation in fair value of investments |
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48,204,555 |
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Interest and dividends |
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1,499,125 |
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49,703,680 |
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Contributions |
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Employer |
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7,601,081 |
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Participant |
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13,075,502 |
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Rollover |
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194,527 |
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20,871,110 |
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Total additions |
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70,574,790 |
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Deductions |
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Distributions paid to participants |
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29,418,727 |
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Administrative expenses, net |
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2 |
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179,679 |
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Total deductions |
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29,598,406 |
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Increase in net assets before plan transfers |
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40,976,384 |
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Affiliated plan transfers and other, net |
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3,257,571 |
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Increase in net assets |
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44,233,955 |
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Net assets available for plan benefits beginning of year |
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282,433,136 |
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Net assets available for plan benefits end of year |
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326,667,091 |
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(See Notes to the Financial Statements) |
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6
PCS
401(k) RETIREMENT PLAN
Notes to the Financial
Statements
December 31, 2021 and 2020
(US
dollars)
The following description of the PCS 401(k) Retirement Plan (the Plan) is provided for general information purposes only. Participants should
refer to the Plan document for a more complete description of the Plans provisions.
The Plan sponsor, PCS Administration (USA), Inc. (the
Company) is a wholly-owned subsidiary of Nutrien Ltd. (Nutrien). The Plan is a defined contribution plan established for the benefit of all eligible employees of the Company; PCS Phosphate Company, Inc.; PCS Sales (USA),
Inc.; certain employees of White Springs Agricultural Chemicals, Inc.; and certain employees of PCS Nitrogen Inc. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
The trustee of the Plan is Fidelity Management Trust Company (Fidelity or Trustee). The recordkeeper of the Plan at December is
Fidelity Investments Institutional Operations Company, Inc., an affiliate of the Trustee. The Plan is administered by a committee of three or more persons (the Plan Committee) appointed by Nutriens board of directors. The Plan
Committee determines the appropriateness of the Plans investment offerings and monitors investment performance.
All of the Plans
investment assets are held in a trust account at the Trustee and consist of an interest in an investment account of the Nutrien 401(k) Retirement Plan Master Trust (the Master Trust) a master trust established by an affiliate of the
Company on behalf of the Company and administered by the Trustee.
Contributions
Participants may contribute up to 75 percent of eligible compensation each year, as defined in the Plan, subject to certain Internal Revenue Code of
1986, as amended (IRC), limitations. These contributions may be pre-tax contributions ROTH after-tax contributions. Participants who are age 50 and over may
also make catch-up contributions. The Plan has an automatic enrollment provision, under which new participants make a 3 percent pre-tax contribution,
unless they formally waive participation or elect a different participation level. The Plan also has an automatic increase program, which is available for participants to voluntarily elect to have an increase in the deferral rate each year in the
Plan on or after April 2, 2012.
For participants continuing benefit accrual in the PCS U.S. Employees Pension Plan, the Company
matches 50 percent of the first 6 percent of eligible compensation that participants contribute for a maximum match of 3 percent. For Non-Highly Compensation participants as of
January 1, 2019 with frozen benefit accruals in the PCS U.S. Employees Pension Plan, the Company matches 150 percent of the first 6 percent of eligible compensation that participants contribute for a maximum match of
9 percent and the Company provides a non-elective employer contribution of 1 percent of eligible compensation. Catch-up contributions are eligible for the
Company match. Participants may also rollover amounts representing distributions from other qualified defined benefit or contribution plans (rollover contributions), which are not eligible for the Company match.
After the end of each plan year, the Company may make an additional true-up matching contribution to
your account if the aggregate matching contribution allocation for the plan year is less than the amount you would otherwise have received as matching contributions had you contributed at least 6% of eligible compensation for each pay period
throughout the plan year. The amount of the true-up contribution will be the difference between the amount of matching contributions allocated to your account during the plan year and the amount that would
have been allocated for the plan year had you contributed at least 6% of eligible compensation throughout the year.
Participant eligibility and plan entry
Certain employees of the Company, who are either (a) highly compensated and not accruing in the PCS U.S. Employees Pension or
(b) are accruing in the PCS U.S. Employees Pension are eligible to participate in the Plan if they are regular full-time employees hired or rehired on or before January 1, 2020, who are not leased employees and are not represented by
a collective bargaining unit of the Companys participating subsidiaries or affiliated companies or represented by a collective bargaining unit that does not provide for employees participation in the Plan. Regular full-time employees are
enrolled into the Plan as soon as practical after they begin working with the Company. Employees who are not regular full-time employees and are not otherwise ineligible are enrolled into the Plan at which time they complete a year of eligibility
service.
7
Vesting
Participants are immediately vested in their employee and employer contributions in their account balances.
Distributions
Distributions from the Plan may
be made to a participant upon death, total disability, retirement, financial hardship, or termination of employment. In-service withdrawals are also permitted after a participant attains age 591⁄2. Company contributions, if any, are subject to certain forfeiture provisions.
Upon termination of employment, a participant whose vested account balance is greater than $5,000 may elect to receive a distribution of his or her
account balance, leave the vested account balance in the Plan until a date not to exceed April 1 of the year following the year in which the participant reaches age 701⁄2 or request a direct rollover. A participant with a vested account balance between $1,000 and $5,000 (including the value of the Participants Rollover Account) which has not elected to have such
distribution paid directly to an eligible retirement plan specified by the Participant in a direct rollover or to receive the distribution directly in accordance with Article 11, will automatically have the distribution directly rollover to the
individual retirement account designated by the Committee. If the Participants vested account balance is $1,000 or less (including the value of the Participants Rollover Account), the Committee may direct that the amount be automatically
distributed.
For all participant-driven distributions, any portion of a participants account that is invested in Nutrien common stock may be
distributed in cash or in common shares of Nutrien, at the election of the participant.
Participants may make withdrawals, not to exceed their pre-tax contributions, to satisfy one of the immediate and heavy financial needs as described in the Plan document.
The designated beneficiary is entitled to a death benefit distribution equal to the participants vested account balance.
Notes receivable from participants
Participants may borrow from their fund accounts up to a maximum amount equal to the lesser of $50,000 or 50 percent of their account balance. Loan
terms range from one to five years or up to 20 years for the purchase of a primary residence. The loans are secured by the balance in the participants account. Loans bear interest based on prevailing terms where the loan was made. Interest
rate is established at the inception of the loan and is set at one percentage point higher than the prime lending rate as posted in Reuters as of the first business day of the calendar month in which the loan is made. The interest rate is fixed and
does not change for the duration of the loan. Principal and interest are paid ratably through payroll deductions. A participant may generally have no more than one outstanding loan at any one time. As of December 31, 2021, participant loans
have maturities through 2041 at interest rates ranging from 3.0 percent to 7.5 percent.
Participant accounts
Individual accounts are maintained for each Plan participant. Each participants account is credited with the participants contribution, the
Companys matching contribution, the Companys discretionary performance contribution when applicable, and allocations of Plan earnings. These accounts are also charged with withdrawals and an allocation of Plan losses and administrative
expenses. Allocations are based on participant earnings or account balances, as defined in the Plan. The benefit to which a participant is entitled is the benefit that can be provided to the participants account.
Investment options
Participants direct the
investment of their account balances and contributions into various investment options offered by the Plan. The Plan currently offers Nutrien common stock, a selection of mutual and common collective trust funds, short term funds and one pooled
investment stable value fund. Dividends distributed by a participants investment in Nutrien Common Stock are reinvested in Nutrien common stock. The Nutrien stock purchase account is a money market fund that is used in the recordkeeping of the
purchases and sales of fractional shares of Nutrien common stock and is not available as a participant-directed investment option.
Participants who
are enrolled in the Plan under the automatic enrollment provision and who have not otherwise made an investment election, will have their contributions and the Company contributions invested in the Plans default fund, which has
been designated as State Street Target Retirement date funds based on the retirement date closest to the year that the participant might retire, based on the participants current age and assuming a normal retirement age of 65.
8
COVID-19
Due to the impact of the COVID-19 pandemic we have assessed our accounting estimates and other matters that
require the use of forecasted financial information. The assessment included estimates of the unknown future impacts of the pandemic using information that is reasonably available at this time. Based on the current assessment, there was not a
material impact on these consolidated financial statements.
2. |
SIGNIFICANT ACCOUNTING POLICIES |
Basis of accounting
The accompanying
financial statements have been prepared using the accrual basis of accounting.
Use of estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP)
requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of changes in net
assets during the reporting period. Actual results could differ from those estimates.
Distributions
Distributions are recorded when paid. There were no amounts allocated to accounts of participants who had elected to withdraw from the Plan but had not
yet been paid at December 31, 2021 and 2020.
Valuation of investments and income recognition
As of December 31, 2021 and 2020, the Plans investments, including the investment in the Master Trust, are reported at fair value. The fair
value of the Master Trust has been determined based on the fair value of the underlying investments of the Master Trust. Fair value is the price that would be received to sell an asset in an orderly transaction between market participants at the
measurement date.
A three-level hierarchy is used to disclose assets and liabilities measured at fair value. Assets and liabilities are classified
in their entirety based on the lowest level of input significant to the fair value measurement.
The three levels are defined as follows:
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Level 1 Observable inputs based on quoted prices (unadjusted) in active markets for identical assets or
liabilities. |
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Level 2 Observable inputs based on quoted prices for similar assets and liabilities in active markets, quoted
prices for identical assets and liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability, or inputs derived from or corroborated by observable market data by correlation or other means.
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Level 3 Unobservable inputs that reflect an entitys own assumptions about what inputs a market
participant would use in pricing the asset or liability based on the best information available in the circumstances. |
The
following describes the valuation methods and assumptions used by the Plan to estimate the fair values of the investments held by the Plan. There have been no changes in the methodologies used at December 31, 2021 and 2020.
Common Stock:
Nutrien common stock is valued
at the closing price reported on the active market on which the individual securities are traded.
Common Collective Trust:
As a practical expedient, the fair value of the trust is based on the NAV of units held by the Plan on the last business day of the year, as determined by
the issuer of the trust based on the fair value of the underlying investments. This trust shares the common goal of growth and preservation of principal. It indirectly invests in a mix of US and international common stocks, and fixed income
securities through holdings in various mutual funds. There are currently no redemption restrictions or unfunded commitments on these investments. Redemption is permitted daily with no restrictions or notice periods and there are no unfunded
commitments.
9
Stable Value Fund The Goldman Sachs Collective Trust (the Collective Trust)
is stated at contract value, as the investment contract in this fund is fully benefit-responsive. Contract value of the stable value funds is the value at which participants ordinarily transact and is the sum of participant and Company
contributions, plus accrued interest thereon less withdrawals. As a practical expedient, the fair value of participation units in the stable value fund is based upon the NAV of such fund as reported, in the audited financial statements of the stable
value fund. NAV is determined to be contract value, the value at which participants ordinarily transact. Redemption is permitted daily with no restrictions or notice periods and there are no unfunded commitments.
The preceding methods described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair
values. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine fair value of certain financial instruments could
result in a different fair value measurement at the reporting date.
Purchases and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net realized and unrealized appreciation in fair value of investments includes the Plans gains and losses on
investments bought and sold as well as held during the year.
Management fees and operating expenses charged to the Plan for investments in the
common collective trusts, mutual funds and pooled investment stable value fund are deducted from income earned on a daily basis and are not separately charged to an expense. Consequently, management fees and operating expenses are reflected as a
reduction of investment return for such investments.
Notes receivable from participants
Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent participant loans are
recorded as distributions based on the terms of the Plan.
Administrative revenue (expense)
Administrative expenses of the Plan are paid by the Plan or the Plan sponsor, as provided in the Plan document. Investment management fees for certain
investments are included as a reduction of investment return and not reflected separately in the statement of changes in net assets available for benefits. Administrative revenues arise when investment managers return a portion of the investment
fees to the Trustee to offset the administrative expenses. Any excess resulting from this revenue sharing remains in an unallocated account from which future Plan expenses can be paid.
The Internal Revenue Service (IRS) has determined and informed the Company by a letter dated March 15, 2018, that the Plan and related
trust were designed in accordance with the applicable regulations of the IRC. Subsequent to this issuance of the determination letter, the Plan was amended. However, the Company and Plan management believe that the Plan is currently designed and
operated in compliance with the applicable requirements of the IRC, and the Plan and related trust continue to be tax-exempt. Therefore, no provision for income taxes has been included in the Plans
financial statements.
The Plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2021,
and 2020 there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions. However, there
are currently no audits for any tax periods in progress.
Although it has not expressed any intention to do so, the Company has the right under the Plan document to discontinue its contributions at any time and
to terminate the Plan subject to the provisions set forth in ERISA. The Plan provides that, upon termination, the net assets should be allocated among the Plans participants and beneficiaries in accordance with the provisions of the Plan.
Participants would become 100 percent vested in the employer contribution portion of their accounts.
10
5. |
INTEREST IN MASTER TRUST |
All of the Plans investments are held in the Master Trust, which was established for the investment of assets of the Plan and two other retirement
plans sponsored by the Plan Sponsor. Each participating retirement plan has an interest in the Master Trust. Use of the Master Trust permits the commingling of Plan assets with the assets of the participating plans for investment and administrative
purposes. Although assets of the plans are commingled in the Master Trust, the Trustees maintain supporting records for the purpose of allocating the net gain or loss of the investment account to the participating plans.
The net assets and investments of the Master Trust at December 31, 2021 and 2020, are summarized as follows:
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2021 |
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2020 |
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Master Trust |
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Plans Share |
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Master Trust |
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Plans Share |
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Investments, at fair value |
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1,970,106,531 |
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321,057,700 |
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1,718,782,912 |
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276,920,555 |
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Receivables: |
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Employer contributions |
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5,815,173 |
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599,152 |
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4,906,505 |
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567,766 |
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Employee contributions |
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2,369,288 |
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404,917 |
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2,106,847 |
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404,909 |
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Other receivables |
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245,297 |
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245,297 |
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9,673 |
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9,673 |
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Notes receivable from participants |
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22,151,974 |
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4,360,025 |
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21,459,870 |
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4,530,233 |
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Total |
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2,000,688,263 |
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326,667,091 |
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1,747,265,807 |
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282,433,136 |
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The net investment income of the Master Trust for the years ended December 31, 2021 and 2020, are summarized as
follows:
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2021 |
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2020 |
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Net change in fair value of investments |
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256,392,921 |
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220,211,051 |
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Interest and dividends |
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5,497,042 |
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5,698,186 |
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Net investment income of Master Trust |
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261,889,963 |
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225,909,237 |
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Plans interest in Master Trust investment income |
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49,703,680 |
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34,464,639 |
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Fair value of Plan investments by hierarchy level
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Master Trust Investment Assets at Fair Value as at December 31, 2021 |
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Level 1 |
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Level 2 |
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Level 3 |
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Total |
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Plans Share |
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Nutrien common stock |
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131,049,412 |
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- |
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- |
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131,049,412 |
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43,613,225 |
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Short-term funds |
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275,668 |
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- |
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- |
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275,668 |
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20,209 |
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Investment assets at fair value |
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131,325,080 |
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- |
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- |
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131,325,080 |
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43,633,434 |
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Investment measured at NAV - Common Collective Trust
1 |
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1,763,342,339 |
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267,771,990 |
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Investment measured at NAV - Stable Value Fund
1 |
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75,439,112 |
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9,652,276 |
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Total |
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1,970,106,531 |
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321,057,700 |
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1 In accordance with GAAP, investments measured at NAV as a practical expedient have not been classified in the fair value hierarchy. The
fair value amounts presented are intended to permit reconciliation to the amount presented in the statements of net assets available for benefits.
11
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|
|
|
|
|
|
Master Trust Investment Assets at Fair Value as at December 31, 2020 |
|
|
|
|
|
|
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
|
Plans Share |
|
|
|
|
|
|
|
Nutrien common stock |
|
|
93,702,227 |
|
|
|
- |
|
|
|
- |
|
|
|
93,702,227 |
|
|
|
33,120,415 |
|
|
|
|
|
|
|
Short-term funds |
|
|
395,876 |
|
|
|
- |
|
|
|
- |
|
|
|
395,876 |
|
|
|
11,330 |
|
|
|
|
|
|
|
Investment assets at fair value |
|
|
94,098,103 |
|
|
|
- |
|
|
|
- |
|
|
|
94,098,103 |
|
|
|
33,131,745 |
|
|
|
|
|
|
|
Investment measured at NAV - Common Collective Trust
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,556,728,197 |
|
|
|
233,935,438 |
|
|
|
|
|
|
|
Investment measured at NAV - Stable Value Fund 1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
67,956,612 |
|
|
|
9,853,372 |
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,718,782,912 |
|
|
|
276,920,555 |
|
1 In accordance with GAAP, investments measured at NAV as a practical expedient have not been classified in the fair value hierarchy. The
fair value amounts presented are intended to permit reconciliation to the amount presented in the statements of net assets available for benefits.
Change in
fair values levels
The availability of observable market data is monitored to assess the appropriate classification of financial instruments
within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require transfer of financial instruments from one fair value level to another. In such instances, the transfer is reported at the end of the
reporting period.
Plan management evaluated the significance of transfers between levels based upon the nature of the financial instrument and size
of the transfer relative to total net assets available for plan benefits. For the year ended December 31, 2021 and 2020, there were no significant transfers in or out of levels 1, 2, or 3.
The Goldman Sachs Stable Value Collective Trust Institutional Series Class 1 is a stable value fund (the Fund) that is a separate
investment trust within the Collective Trust. The Fund is invested in stable value investment contracts and in fixed income instruments which underlie stable value contracts as well as in money market instruments. Investments underlying stable value
contracts may be purchased directly or accessed via commingled vehicles and accounts that invest in such instruments. The objective of the Fund is to earn a high level of return that is consistent with providing the stability of principal and
maintaining a stable value of one dollar per unit.
Certain events limit the ability of the Plan to transact at contract value with the Collective
Trust issuer. Such events include the following: (a) a material amendment to the Collective Trust or Fund documents or administration that would have a material adverse effect on the provider; (b) amendments to a participating trusts
plan documents or plan administration that would have a material adverse impact on the provider; (c) additions of competing Investment options or changes to the participating trusts competing investment options or equity wash provisions
or restrictions; (d) complete or partial termination of a participating trusts plan or merger of a plan with another plan or the participating trust ceases to be an eligible trust; (e) a redemption resulting from an event initiated
or directed by a participating trusts plan sponsor (employer-initiated event) such as the removal of a group of employees from coverage under the participating plan (such as a group layoff or early retirement incentive program), or
the closing or sale of a subsidiary, employing unit or affiliate or the bankruptcy or insolvency of the plan sponsor; (f) changes in law or regulation applicable to the Fund, the participating trust or plan or account or contract issuer;
(g) the delivery of any communication to plan participants designed to influence a participant not to invest in the account; and (h) other events or circumstances provided for in the contract. The Plan administrator does not believe the
occurrence of any such value event, which would limit the Plans ability to transact at contract value with participants, is probable.
Stable
value contracts also define certain termination events that permit the provider to terminate the contract at market value and the Fund will receive the market value of the covered assets as of the date of termination. Thus, if the market value of
the covered assets is less than the contract value on the termination date, the contract does not require the issuer to pay any excess of contract value over market value. As a result, this type of termination will result in a market value
adjustment, which could cause the Fund to be unable to maintain a stable NAV of one dollar per unit. Issuer termination events vary by contract and typically may include some or all of the following: (a) the Fund or the Collective Trust is
fully or partially terminated or fails to be exempt from federal income taxation; (b) the Fund merges with another fund or entity; (c) a security is sold or subject to a lien other than as permitted under the contract; (d) the
termination or replacement or change in control as defined in the contract of the Trustee or investment adviser without the issuers consent; (e) there is a material change in law, regulation, ruling, or accounting requirement
applicable to the Fund or the contract issuer; (f) the bankruptcy of the Fund; (g) the amendment of the Declaration of Trust or change in the investment objectives or administration of the Fund without the issuers consent;
(h) the level of impaired securities as defined in the contract exceeds an agreed upon amount of the Fund assets; and (i) other events or circumstances provided for in the contract. In addition, if the Fund defaults in its
contractual obligations or representations under the contract (including non-compliance with investment guidelines) and such default is not cured within any applicable cure period, then the contract may be
terminated by the issuer and the Fund will receive the market value as of the date of termination.
12
Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment
in the Collective Trust at contract value. The average crediting interest rate was 1.31 (2020 1.56 percent) percent for the year ended December 31, 2021, which was based on the interest rates of the underlying portfolio of assets. The average
yield for the year ended December 31, 2021 was 1.39 percent (2020 - .66 percent). The participants in the Plan are able to redeem from the Collective Trust immediately. The Collective Trust has no redemption restrictions and there is no
redemption notice period required for participants.
8. |
RELATED PARTY AND PARTY-IN-INTEREST
TRANSACTIONS |
Certain Plan investments are shares of investment funds administered by Fidelity Investments Institutional
Operations Company, Inc., an affiliate of the Trustee, investment manager and recordkeeper. These transactions qualify as exempt party-in-interest transactions. Fees
paid by the Plan for the investment management services were included as a reduction of the return earned on each fund.
At December 31, 2021 and
2020, the Plan held approximately 579,963 and 687,716 shares, respectively, of Nutrien common stock, with a fair value of $43,613,225 and $33,120,415, respectively. During the year ended December 31, 2021, the Plan recorded dividend income of
$1,120,421.
9. |
RISKS AND UNCERTAINTIES |
The Plan utilizes various investment instruments, including mutual funds, a pooled investment stable value fund, a common collective trust, short term
funds and common stock. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible
that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements. As of December 31, 2021, there was a significant concentration of
participant-directed investments in the common stock of Nutrien (14 percent) and three target retirement collective investment trust funds (37 percent).
10. |
RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 |
The following is a reconciliation of the financial statements as of December 31, 2021 and 2020 to the Form 5500:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 |
|
|
2020 |
|
|
|
|
Statements of net assets available for benefits: |
|
|
|
|
|
|
|
|
|
|
|
Net assets available for benefits per the financial statements |
|
|
326,667,091 |
|
|
|
282,433,136 |
|
|
|
|
Adjustment from contract value to fair value for fully
benefit-responsive stable value fund |
|
|
47,718 |
|
|
|
326,812 |
|
|
|
|
Net assets per the Form 5500 |
|
|
326,714,809 |
|
|
|
282,759,948 |
|
|
|
|
Statement of changes in net assets available for benefits: |
|
|
|
|
|
|
|
|
|
|
|
Increase in net assets per the financial statements |
|
|
44,233,955 |
|
|
|
|
|
|
|
|
Net change in adjustment from contract value to fair value |
|
|
(279,094 |
) |
|
|
|
|
|
|
|
Net income and transfers per the Form 5500 |
|
|
43,954,861 |
|
|
|
|
|
The Plans management has evaluated subsequent events through June 22, 2022, the date the financial statements were available to be issued, to
ensure that the financial statements include appropriate disclosure or recognition of events that occurred subsequent to December 31, 2021.
13
PCS
401(k) RETIREMENT PLAN
Schedule H, Line 4i
Schedule of Assets (Held at End of Year)
As at December 31, 2021
Employer Identification Number: 562111626
Plan Number:
002
(US dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(e) Current |
|
|
|
|
|
|
(a) |
|
(b) Identity of Issuer |
|
(c) Description of Investments |
|
(d) Cost ** |
|
|
Value |
|
|
|
|
|
|
|
|
Shares of registered investment companies: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement Income Non-Lending Series Fund Class P |
|
|
|
|
|
|
8,857,681 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2020 Non-Lending Series Fund Class P |
|
|
|
|
|
|
16,848,191 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2025 Non-Lending Series Fund Class P |
|
|
|
|
|
|
46,462,642 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2030 Non-Lending Series Fund Class P |
|
|
|
|
|
|
39,600,991 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2035 Non-Lending Series Fund Class P |
|
|
|
|
|
|
32,861,848 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2040 Non-Lending Series Fund Class P |
|
|
|
|
|
|
24,939,137 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2045 Non-Lending Series Fund Class P |
|
|
|
|
|
|
15,250,454 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2050 Non-Lending Series Fund Class P |
|
|
|
|
|
|
12,571,440 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2055 Non-Lending Series Fund Class P |
|
|
|
|
|
|
5,418,906 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2060 Non-Lending Series Fund Class P |
|
|
|
|
|
|
2,985,271 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Target Retirement 2065 Non-Lending Series Fund Class P |
|
|
|
|
|
|
986,308 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Global Equity Index Non-Lending Series Fund Class C |
|
|
|
|
|
|
2,201,787 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Global Equity ex USA Index Non-Lending Series Fund Class C |
|
|
|
|
|
|
2,038,557 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street Russel Small/Mid Cap Index Non-Lending Series Fund Class K |
|
|
|
|
|
|
9,641,718 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street S&P 500 Index Non-Lending Series Fund Class K |
|
|
|
|
|
|
29,977,974 |
|
|
|
|
|
|
|
|
State Street Global Advisors |
|
State Street U.S. Bond Index Non-Lending Series Fund Class M |
|
|
|
|
|
|
3,593,427 |
|
|
|
|
|
|
|
|
Global Trust Company |
|
AQR U.S. Enhanced Equity Collective Investment Fund Class W |
|
|
|
|
|
|
5,205,539 |
|
|
|
|
|
|
|
|
Global Trust Company |
|
Mawer International Equity Collective Investment Fund Class W |
|
|
|
|
|
|
1,358,426 |
|
|
|
|
|
|
|
|
SEI Trust Company |
|
Aristotle Small/Mid Cap Equity CIT Class W |
|
|
|
|
|
|
1,709,760 |
|
|
|
|
|
|
|
|
Goldman Sachs |
|
Goldman Sachs Stable Value Collective Trust Institutional Series Class 1 |
|
|
|
|
|
|
9,652,276 |
|
|
|
|
|
|
|
|
PGIM Inc. |
|
Prudential Core Plus Bond Fund Class 6 |
|
|
|
|
|
|
5,261,933 |
|
|
|
|
|
|
* |
|
Fidelity Management Trust Company |
|
Fidelity Government Money Market Fund |
|
|
|
|
|
|
16,913 |
|
|
|
|
|
|
* |
|
Nutrien Ltd. common stock |
|
Common stock, 579,963 shares |
|
|
|
|
|
|
43,613,225 |
|
|
|
|
|
|
* |
|
Nutrien Stock Purchase Account |
|
Money market |
|
|
3,296 |
|
|
|
3,296 |
|
|
|
|
|
|
|
|
Investments subtotal |
|
|
|
|
|
|
|
|
321,057,700 |
|
|
|
|
|
|
* |
|
Various participants |
|
Notes receivable from participants, bearing interest at rates ranging from 3.0 percent to 7.5 percent, secured by the related participants vested account balance, maturing
through 2041. |
|
|
|
|
|
|
4,360,025 |
|
|
|
|
|
|
|
|
Total assets held at end of year |
|
|
|
|
|
|
|
|
325,417,725 |
|
* Identified party-in-interest.
** Cost information is not required for participant-directed investments and, therefore, is not included.
14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Agrium U.S. Inc. has duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
|
|
|
|
|
|
|
|
|
|
|
|
|
PCS 401(k) Retirement Plan (Name of
Plan) |
|
|
|
|
|
|
|
|
|
|
/s/ Roxane Schwaner |
Date: June 22, 2022 |
|
|
|
|
|
Name: Roxane Schwaner Title:
Director, US Pension and Benefits |
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