April 9, 2013
, Managing Partner of JANA Partners, today made the following statement at the Annual General Meeting of Agrium Inc. ("Agrium") (TSX / NYSE: AGU) shareholders.
We are Agrium's largest shareholder by far and no one has a greater interest in seeing Agrium succeed than we do. That's why we pushed for change at Agrium, and we're proud that this push led to significant improvements including the company's first large share repurchase in years, a dividend that increased by four-and-a-half times, and improved disclosure after years of reducing disclosure.
We are also gratified that as of the voting deadline on Friday, we had received 59 million votes for one or more of our nominees, including it appeared enough votes for
and me to be elected to the board of directors.
We have learned however that after the vote deadline, enough votes for us were apparently revoked to change the outcome. We don't know why otherwise the company would have started lobbying people after the deadline to change their votes.
Usually when an election is over and you have more votes than the other side you have won. Not in the case, however. Apparently offering to pay
a share was not enough to lock it up.
We intend to investigate the vote changes after the voting deadline and of course the vote buying, and to pursue all appropriate remedies.
From the beginning we attempted to work behind the scenes and collaboratively with management, as we always do. This proved impossible as rather than real analysis from the company we were simply told that our ideas had zero validity and zero support. This obviously has proved to be untrue, as the company has already adopted many of them and we have received significant shareholder support.