Agrium Comments on JANA Board Move, Says Committed to Strategy

Agrium Inc.

commented today on the announcement by JANA Partners LLC that it plans to run its own slate of nominees for election to Agrium's Board. In a statement, Agrium President and CEO Mike Wilson said: "The facts are straightforward. Agrium remains committed to its highly successful integrated strategy. JANA has been trying for over six months to obtain support for its idea that Agrium should spin off or sell its retail operations. Agrium's shareholders have overwhelmingly rejected JANA's ideas. As a result, we believe JANA's attempt to run its own slate for Agrium's Board is almost certain to fail." "The fundamental question is whether or not a break-up of Agrium would create compelling, sustainable value for its shareholders. As we have made clear, the breakup of Agrium will destroy value rather than create it." "Before reaching the unanimous conclusion to reject a spin off of Retail, the independent directors of the Board spent two months evaluating all of JANA's ideas with our independent financial advisor. Since that time, our management team has devoted an extraordinary amount of time meeting with our analysts and our shareholders, including JANA, to review our integrated strategy and discuss JANA's ideas." "We listen to our shareholders and the overwhelming majority continue to support the company's position. Over the past year, Agrium has implemented three dividend increases, a Cdn$900-million share buyback and supplemented our retail disclosure. Other than JANA, shareholders are not asking Agrium to consider a Retail spin-off or to evaluate any other structural changes. Shareholders have told us that they invest in Agrium in part because they want exposure to retail and the advantages of our integrated model."