UpdateJana Partners criticises Agrium comments in battle for board

27 March 2013 22:58  [Source: ICIS news]

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HOUSTON (ICIS)--In the verbal tug-of-war for shareholder support between Jana Partners and Canadian fertilizer producer Agrium, the activist hedge fund late Wednesday again criticsed the statements made earlier in the day by Agrium officials.

Jana Partners announced that proxy advisory service firm Institutional Shareholder Services (ISS) decided to endorse Jana managing partner Barry Rosenstein and David Bullock, a former executive with United Agri Products for election to the board. Agrium criticised the decision of ISS with Board Chairman Victor Zaleschuk said Jana has not proven its claims and has no basis to be elected to the board.

“In addition to being offside with the equity research community, leading independent governance experts, three other proxy advisory firms and many of Agrium’s largest institutional shareholders, ISS’ decision runs counter to its own published criteria for evaluating short-slate dissident campaigns in Canada,” said Zaleschuk.

Jana took to the offensive by asserting that Agrium has a problem with those who speak against them and urged the company’s leadership to quit speaking for shareholders who will vote on 9 April for the board of directors at the company’s annual meeting in Calgary.

“This is more of the same from Agrium’s board, attacking anyone who dares to challenge them, making unfounded assertions, and claiming to speak for shareholders when they don’t like what they are hearing from them. The truth, while not to Agrium’s liking, is still quite clear,” said Jana Partners.

“The fact is that Agrium called out the cavalry last week to pressure the proxy advisory firms and found only 3% of the shares willing to speak up for them, including a shareholder who had already voiced support for them seven months ago. That is less than half of the shares we own, much less anything close to a decisive percentage.”

Jana has invested approximately $1.2bn (€0.9bn) in Agrium, resulting in 7.5% stake in the fertilizer producer, and has repeatedly stated that the current leadership has misrepresented its performance and called for the company to break its retail sector away from the wholesale fertilizer segment.

Jana asserts the retail distribution, which directly sells seeds, chemicals and fertilizers to farmers, has failed to meet its potential despite spending $4bn on acquisitions.

Shareholders will vote on 9 April for the board of directors and can vote for as many or as few candidates as they want but can only select from Agrium’s or Jana’s proxy card.

($1 = €0.78)


By: Mark Milam



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