Agrium Inc. announced today the preliminary results of its substantial issuer bid to repurchase up to C$900,000,000 of its shares. Agrium will take up and pay for approximately 8.72 million common shares at a price of C$103.00 per share under the offer. The shares purchased represent approximately six percent of the shares currently outstanding (undiluted). After giving effect to the repurchase, Agrium will have approximately 149 million shares issued and outstanding.
The purchase price paid per share is expected to be $103.00, a one percent discount to the closing price on the Toronto Stock Exchange of $103.95 on Oct. 19, 2012, the date the bid expired, and a 1.5 percent premium to the volume-weighted average price during the tender period of $101.47.
“The strong shareholder response and resulting successful completion of this significant share repurchase program demonstrates Agrium’s continued commitment to delivering superior shareholder returns. The Substantial Issuer Bid provided a means to return the excess capital from the agreement to sell the minority interest in the Medicine Hat nitrogen facility in a prompt and attractive manner, particularly for those shareholders with a preference for near-term liquidity. Meanwhile, all of our shareholders will continue to enjoy the benefits of our increased dividend and growth in the business,” said Mike Wilson, Agrium President and CEO.
Agrium’s board has also announced its intention to double Agrium’s dividend to U.S.$2.00 per share on an annualized basis and move to a quarterly payment schedule (U.S. $0.50 per quarter), as of the next scheduled dividend in January, 2013.
“This is the third significant increase to our dividend since December of last year. The increased dividend and $900 million substantial issuer bid are an indication of our confidence that our integrated business model will continue to deliver strong results for the benefit of shareholders. Agrium is committed to continuing to deliver value-added growth across the value chain and we remain confident we can achieve our future growth objectives while also continuing to grow our dividend over time,” said Wilson.
Agrium authorized the C$900 million substantial issuer bid on August 2, 2012 in conjunction with Agrium’s agreement for Glencore International plc to sell Viterra Inc.’s minority position in a nitrogen facility located in Medicine Hat, Alberta to CF Industries Holdings, Inc., on Agrium’s behalf, for C$915-million, subject to closing adjustments.
Agrium had agreed to purchase the minority position from Glencore following its acquisition of Viterra. The Medicine Hat nitrogen sales transaction is expected to leave Agrium with surplus capital when completed and is expected to enhance the attractiveness of Agrium’s prior agreement to acquire the majority of Viterra’s agri-retail business.
Agrium says it has been one of the best performing stocks in North America. The company’s share price in U.S. dollars has increased 56 percent year-to-date and by 87 percent over the past three years on the NYSE, versus 14 percent and 31 percent respectively for the S&P 500.
Morgan Stanley Canada Limited and Morgan Stanley & Co. LLC acted as dealer managers in connection with the offer in Canada and the United States, respectively, and as financial advisor to Agrium.
Shareholders had the opportunity to tender shares until 5:00 p.m. Eastern Time on Oct. 19, 2012, by electing an auction tender at a price of their choice between $95.00 and $107.00 per share or, alternatively, by electing a purchase price tender at which they could sell their shares at the purchase price determined by the corporation.