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Pinnacle acquires Kansas company

Pinnacle Agriculture Holdings LLC reports that it has successfully acquired Max Birney Aerial Spraying Inc. (Max Birney). Max Birney will operate as part of Pinnacle’s AgOne Application Services brand (AgOne). Located in Copeland, Kansas, Max Birney was founded in 1980 as a full-service chemical application company, providing satellite-guided ground and aerial crop applications of fertilizers, pesticides, and fungicides.

The new AgOne location will be managed by former owner, Max Birney, and will remain located at 2151 190th Road, Copeland, Kansas 67837. All employees of Max Birney will retain their current positions under the new ownership.

“Our decision to team up with Pinnacle was primarily based on their commitment to customers and employees,” said Birney. “They follow core principles that put the customer first, and that is very important to me. We are delighted about expanding our product and service offerings to bring added value to our growers.”

“Pinnacle and AgOne are very pleased with the recent acquisition of this well-respected business and welcomes its staff to our family,” said Jason White, area operations manager. “We are excited to be in Kansas and for the opportunity to service its growers who we feel will be pleased with the complement of products and services that will be offered. Max and his team have a great track record for service and stewardship, and we are confident that the farmers they have served so well will experience a smooth transition and continue to receive efficient, competitive and timely service.”

President and CEO of Pinnacle, Kenny Cordell, said, "We realize that aerial application is in great demand among the growers of the High Plains. We are excited to join forces with Max in our initial launch into this space, and we are confident that with his knowledge and experience, we will continue to grow this service."

The new AgOne location will continue to provide ground and aerial application services, supplemented by industry leading agronomy and a complete slate of seed, custom fertilizer blends, crop protection products, and award-winning precision agriculture services through its proprietary OptiGro® system.

Pinnacle Agriculture Holdings is an agricultural retail distribution business created through acquisitions and greenfield retail establishments. The company operates through its Sanders, Providence Agriculture, AgOne Application Services and Innvictis brands, serving growers across 17 states. Pinnacle is multifaceted in its operations, which include seed production and sales, agricultural chemical distribution, bulk handling of fertilizer, precision agriculture services and general merchandise for the farming, livestock and wildlife industries.

Compass Minerals acquires Canadian micronutrient company

Compass Minerals, Overland Park, Kan., reported on March 20 that it has signed a definitive agreement to acquire Wolf Trax Inc., a micronutrient company headquartered in Winnipeg, Manitoba. The all-cash transaction is valued at C$95 million (US$85 million), subject to customary post-closing adjustments. Compass Minerals will fund the purchase with cash on hand.

“Wolf Trax® brand products are well recognized by fertilizer customers for the differentiated technology they bring to the application of micronutrients,” said Fran Malecha, Compass Minerals president and CEO. “This acquisition will position us for future growth with new products that serve a greater diversity of crops and geographies in a fast-growing segment of the plant nutrition market.”

Compass Minerals said Wolf Trax brand micronutrients are formulated to coat and adhere to each prill of dry fertilizer, providing a more precise and effective way of delivering nutrients such as boron, zinc, copper, and manganese directly to the plant. Wolf Trax generated sales of approximately C$20 million in 2013.

“Both Wolf Trax products and Compass Minerals’ sulfate of potash products offer customers a compelling value proposition,” said Malecha. “With Wolf Trax’s strong product development and value-added sales capabilities, we will become the go-to source for premium plant nutrition products.”

In addition to sulfate of potash specialty fertilizer which it sells to customers worldwide, Compass Minerals also produces magnesium chloride and salt, including highway deicing salt marketed to customers in North America and the United Kingdom. The company also produces consumer deicing and water conditioning products, ingredients used in consumer and commercial foods, and other mineral-based products for consumer, agricultural, and industrial applications.

ICL workers protest layoffs, executive pay

Over 1,000 Israel Chemicals Ltd.’s workers protested on March 20 outside of the company’s headquarters in Tel Aviv against planned layoffs at the company as part of a restructuring plan. The union protested the payment of millions of dollars to senior management at a time when the company was planning to fire workers. ICL published its 2013 results and with it figures on salaries paid to senior management. ICL CEO Stefan Burgos received over $5 million in compensation, making him the highest paid executive at an Israeli company and 51 percent higher than his predecessor Akiva Mozes. The union charges the management with wanting to lay off as many as 1,000 workers. Management said that the restructuring plan will lead to 500 to 600 layoffs over the next two-to-three years along with other cost saving measures.

Workers have been implementing sanctions on a rotating basis at ICL’s six subsidiaries. Hardest hit has been Rotem Amfert which has been shut down for the past week. Rotem Amfert CEO Nissim Arad issued an open letter to workers earlier this week saying that the shut down is causing tremendous damage to the company. He noted that Rotem Amfert’s position in the world market will be impacted and customers will turn elsewhere. Arad said that management has been trying for months to negotiate with the workers but of no avail and the union has failed to understand the gravity of the situation.

The Rotem Amfert workers have been the most militant as they are facing immediate layoffs. Management is trying to immediately fire 23 workers and a total of 127 in the coming weeks. ICL management said that it has offered a generous severance package and called on the workers to return to the negotiating table.

LSB settles emissions case

LSB Industries Inc., the largest merchant manufacturer of concentrated nitric acid in North America, and four of its subsidiaries have agreed to reduce harmful emissions of nitrogen oxides (NOx) by meeting emission limits that are among the lowest for the industry in the nation at plants in Alabama, Arkansas, Oklahoma and Texas, the U.S. Environmental Protection Agency (EPA) and Department of Justice have announced.

EPA estimates that the measures required by the settlement will reduce NOx emissions by more than 800 tons per year, directly benefitting surrounding communities, which include low-income and minority populations living near the Arkansas and Texas plants. The companies estimate that it will cost between $6.3 and $11.7 million to implement the measures required by the settlement.

“This case is about cleaner air for people living in communities near manufacturing plants,” said Cynthia Giles, Assistant Administrator of EPA’s Office of Enforcement and Compliance Assurance. “LSB Industries has committed to dramatic cuts in air pollution and ensuring they are in compliance with the law. We expect others in the industry to recognize the imperative to adopt reforms and reduce pollution in communities where they operate.”

LSB and its four nitric acid producing subsidiaries will also pay a total penalty of $725,000 to resolve alleged violations of the Clean Air Act and applicable Oklahoma state law. In addition to paying the penalty, the companies must continuously monitor emissions and make any necessary operational improvements such as installing new pollution controls or upgrading current controls to meet the new NOx limits.

The settlement applies to the ten nitric acid manufacturing plants owned or operated by the following Oklahoma City-based LSB subsidiaries: El Dorado Chemical Co., in El Dorado, Ark. (four plants); Cherokee Nitrogen Co. in Cherokee, Ala. (two plants); El Dorado Nitrogen Co. in Pryor, Okla. (three plants); and El Dorado Nitrogen Co. in Baytown, Texas (one plant).

The complaint, filed concurrently with the settlement, alleges that the Cherokee, El Dorado and Pryor subsidiaries constructed or made modifications to their plants that resulted in increased emissions of NOx without first obtaining pre-construction permits and installing pollution controls. The complaint does not allege any violations regarding the Texas facility.

The companies have also agreed to spend $150,000 to remediate and reforest ten acres of land with acidified soils located near El Dorado, Ark. NOx emissions, such as those from nitric acid plants, can contribute to soil acidification. The project will help to minimize erosion, reduce stormwater runoff, improve habitat for wildlife and capture carbon dioxide, a greenhouse gas.

The States of Oklahoma and Alabama are co-plaintiffs in today’s settlement and will receive a portion of the total penalty as follows: $206,250 will be paid to the Oklahoma Department of Environmental Quality and $156,250 will be paid to the Alabama Department of Environmental Management.

Rentech activist shareholders seek special meeting

Concerned Rentech Shareholders, a group led by Engaged Capital LLC and Lone Star Value Management LLC, together one of the largest stockholders of Rentech Inc., said March 20, that they intend to solicit fellow shareholders of RTK for the written requests to call a special meeting of shareholders to amend the company’s charter. The amendment seeks to require the company to obtain the approval of shareholders prior to issuing dilutive equity or equity-linked securities greater than 5 percent of the outstanding shares of the company, except in limited circumstances such as a public offering.

"It appears the board and management of RTK are planning a dilutive capital raise against, we believe, strong shareholder opposition. It is clear to us that management and the board are acting contrary to the shareholders’ interests and further disenfranchising shareholders and entrenching themselves. A special meeting of shareholders to consider the amendment proposal, is urgently required to reign in the company’s poor capital allocation that, in our view, has become a hallmark of this board and management team. Shareholders have the right to an opportunity to stop future issuances of equity or equity-linked capital before the board acts unilaterally and without the support of the company’s owners. The special meeting will give shareholders the voice they need to make sure this board and management team cannot act recklessly with our capital." stated Glenn Welling, chief investment officer of Engaged Capital.

CRS said the written support of shareholders who own at least 10 percent of the issued and outstanding shares of the company is required in order to call a special meeting of shareholders to consider the amendment proposal. Once this special meeting is called, CRS plans to send proxy materials to shareholders soliciting votes in favor of the amendment proposal as described in the solicitation statement. CRS has made a preliminary filing with the United States Securities and Exchange Commission of a solicitation statement to call a special meeting of shareholders to amend the charter of the company.

Israel Corp. considers reducing ICL stake

Israel Corp. is considering the sale of up to 7 percent of its stake in Israel Chemicals Ltd. (ICL) as part of a planned offering on the New York Stock Exchange.

The holding company, which holds a majority interest in ICL, said it was considering the sale of shares to an international financial company, which would then sell or distribute them or sell them directly or a combination of both options. The Israel Corp. board of directors instructed management to proceed with plans for such a sale. Israel Corp. holds a 52.3 percent stake in ICL. ICL shares currently trade only on the Tel Aviv Stock Exchange.

"The purpose of the deal is to increase the flexibility of the company’s capital structure and create the necessary infrastructure, and reduce the company’s net debt," Israel Corp. said in a statement. The holding company added that it considers its holdings in ICL as a strategic investment. Israel Corp. said that if the deal is consummated it would take place during 2014. However the company said that the board had not yet decided on a deal, its structure, or the exact number of ICL shares to be offered, and there is no assurance that the deal will in fact be completed.

In a related development, ICL released its official fourth-quarter and annual results after pre-releasing them in February. Strong competition in the global fertilizer market and a drop in potash and bromine prices led to a sharp drop in fourth-quarter net profits, which fell 43 percent to $119 million from $208 million in the corresponding quarter in 2012. Fourth-quarter revenues totaled $1.42 billion versus $1.3 billion last year.

Dead Sea Works files lawsuit over royalties

Dead Sea Works, a subsidiary of Israel Chemicals (ICL), has filed a legal case over the alleged violation of its concession by the State of Israel. The company charges that the decision of Israel’s Finance Minister last year to establish a committee to determine the level of royalties to be paid is a gross violation of its concession. The company is demanding payment for damages it has already sustained and any future damage as a result of the government decision.

The committee appointed last year is headed by Professor Eitan Sheshinski, and is due to issue its report later this year and make recommendations of the level of royalties to be paid by companies in the mining field. According to Dead Sea Works, the committee’s activities run counter to two central conditions in its concession: one that sets the level of royalties to be paid and another that determines that in the event of a disagreement over the level the two sides will resort to arbitration.

ICL is currently in arbitration with the Israeli Finance Ministry involving a March 2011 suit filed by the ministry against ICL and its Dead Sea Works subsidiary demanding $291 million plus interest for the back payment of royalties from the company from the production of potash at the Dead Sea. The Finance Ministry charges that Dead Sea Works failed to transfer to the ministry all data pertaining to the mining operations of potash under the terms of the company’s concession. The ministry said that this prevented it from presenting the court with an exact amount in the suit that pertains to royalties from 2000-2009.

ICL has denied any wrong doing and rejects claims that it owes the state money. A final decision on that arbitration is due in the coming months.

The Week in Fertilizer Stocks

The Week in Fertilizer Stocks


Producer Symbol Price Week Ago Year Ago
Agrium AGU 93.43 96.70 103.75
CF Industries CF 251.53 264.13 203.91
CVR Partners UAN 20.97 21.01 25.00
Intrepid Potash IPI 15.04 16.35 19.24
Mosaic MOS 47.66 50.00 61.76
PotashCorp POT 34.14 35.25 41.02
Rentech Nitrogen RNF 18.04 19.29 37.35
Terra Nitrogen TNH 159.31 166.37 225.30
Distribution/Retail
Andersons Inc. ANDE 55.45 57.63 49.95
Deere & Co. DE 87.98 88.23 91.34
Scotts SMG 58.60 57.63 46.93

Ukrainian billionaire arrested

Ukrainian billionaire Dmytro Firtash, 48, was arrested March 12 in Vienna by Austrian police under a warrant issued by the U.S. Federal Bureau of Investigation. The warrant alleges he paid bribes and formed a criminal organization. Firtash has made his money in several ways, including trading natural gas with the Russians and he has close ties with businessmen in that country as well as the former pro-Russian Ukrainian government. He is also heavily invested in several additional businesses, including nitrogen maker Ostchem, as well as Ukrainian media and banking. The DF Group, which is under his control, reportedly employs some 100,000 in Ukraine. The U.S. is expected to seek extradition back to the states. The arrest does not appear to have anything to do with the current Russia-Ukraine crisis, however, observers note that it may send a signal to Russia of what may be in store if the U.S. imposes additional sanctions.