PotashCorp Announces US$2 Billion Share Repurchase Program

Symbol: POT

Listed: TSX, NYSE

SASKATOON, SK, Nov. 16 /CNW/ - Potash Corporation of Saskatchewan Inc. (PotashCorp) today announced that its Board of Directors has approved the commencement of a share repurchase program authorizing up to US$2 billion in repurchases of PotashCorp's outstanding common shares over a one-year period through a normal course issuer bid.

The Toronto Stock Exchange (the "TSX") has accepted PotashCorp's notice with respect to the program and purchases under the program may commence on November 18, 2010 and will terminate not later than November 17, 2011. Subject to market conditions, our current intention is to complete the share repurchases by December 31, 2010.

Based on the closing price of the common shares of PotashCorp on the New York Stock Exchange (the "NYSE") on November 15, 2010, PotashCorp could repurchase approximately 14.57 million common shares or approximately 4.9% of the "public float" (as such term is defined in the TSX Company Manual) of common shares under the program. Common shares repurchased under the program will be cancelled.

Purchases under the program may be made through the facilities of the TSX, the NYSE or other published markets by means of open market transactions or by such other means as may be permitted by the TSX and applicable U.S. securities laws, including the safe harbor provided by Rule 10b-18 under the Securities Exchange Act of 1934 ("Rule 10b-18"). The price PotashCorp will pay for any common shares will be the market price at the time of purchase or such other price as may be permitted by the TSX and Rule 10b-18. The actual number of common shares that may be repurchased under the program and the timing of any such repurchases will be determined by PotashCorp and will be subject to the limitations imposed by the rules and regulations of the TSX and Rule 10b-18 (including the average daily trading volume (ADTV) limitations and the TSX's 12-month public float limitation). As at November 15, 2010, the company had 297,848,379 common shares outstanding and the public float (as such term is defined in the TSX Company Manual) was 296,721,059 common shares. The ADTV of the company's shares on the TSX (for the 6 months ended October 31, 2010) and the NYSE (for the preceding four calendar weeks as of the date hereof) was 1,099,784 common shares and 8,259,929 common shares, respectively.

    
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Potash Corporation of Saskatchewan Inc. is the world's largest fertilizer enterprise by capacity producing the three primary plant nutrients and a leading supplier to three distinct market categories: agriculture, with the largest capacity in the world in potash, third largest in each of nitrogen and phosphate; animal nutrition, with the world's largest capacity in phosphate feed ingredients; and industrial chemicals, as the largest global producer of industrial nitrogen products and the world's largest capacity for production of purified industrial phosphoric acid. PotashCorp's common shares 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 are based on certain factors and assumptions including expectations regarding foreign exchange rates, results of operations, business prospects, growth, evaluations and opportunities and effective income tax rates. While the company considers these factors and assumptions to be reasonable based on information currently available, they may prove to be incorrect. Several factors could cause actual results to differ materially from those expressed in the forward-looking statements, including, but not limited to: fluctuations in supply and demand in fertilizer, sulfur, transportation and petrochemical markets; changes in competitive pressures, including pricing pressures; the recent global financial crisis and conditions and changes in credit markets; the results of sales contract negotiations with China and India; timing and amount of capital expenditures; risks associated with natural gas and other hedging activities; changes in capital markets and corresponding effects on the company's investments; changes in currency and exchange rates; unexpected geological or environmental conditions, including water inflow; strikes and other forms of work stoppage or slowdowns; changes in and the effects of, government policy and regulations; and earnings, exchange rates and the decisions of taxing authorities, all of 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, 2009 under captions "Forward-Looking Statements" and "Item 1A - Risk Factors" and in our other filings with the US Securities and Exchange Commission and 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.

    
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For further information: Investors: Denita Stann, Senior Director, Investor Relations, Phone: [phone], Fax: [phone], Email: [email protected]; Media: Bill Johnson, Director, Public Affairs, Phone: [phone], Fax: [phone], Email: [email protected]; Web Site: www.potashcorp.com