As Agrium-Jana spat intensifies, stage is set for proxy fight

Tue Feb 12, 2013 10:41am EST
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* Proxy battle is now 'near certainty' says analyst

* Agrium names two new independent board members

* Jana says Agrium is refusing to embrace actual change

* Agrium shares dip in early trading on TSX and NYSE

By Euan Rocha and Thyagaraju Adinarayan

Feb 12 (Reuters) - The drawn out battle between Agrium Inc and its largest shareholder Jana Partners looked set for a bruising proxy battle on Tuesday, a day after the activist hedge fund rejected Agrium's call for a truce.

The fertilizer maker and farm products retailer threw down the gauntlet late on Monday by nominating David Everitt and Mayo Schmidt as independent board members, passing over five nominees that Jana has proposed for election to Agrium's board.

"We believe that a proxy battle, as opposed to a negotiated settlement, is becoming a near certainty," said Ben Isaacson, an analyst with Scotiabank, in a note to clients.

The two sides have been locked in a war of words as Jana, a New York based hedge fund that owns 6 percent of Agrium, made a range of demands, including that Agrium spin off its retail arm and boost the level of industry experience on its board.   Continued...