JANA Partners LLC turned up the heat again on Agrium by revealing its full case for “value-unlocking structural and operation change” at Agrium. The case was unveiled in a presentation at the 8th Annual New York Value Investing Congress. By revealing its analysis publicly, JANA aims to urge shareholders to review and decide for themselves whether they view Agrium as undervalued, as JANA has continued to claim.
In its analysis, JANA argues that Agrium remains fundamentally undervalued given the strength of its two main businesses, a "retail" distribution business and a "wholesale" fertilizer business. In addition, JANA notes that Agrium's shares have underperformed the weighted average of the company's true pure play peers over multi-year periods. While Agrium's shares have performed well on an absolute basis and in the short-term this year, JANA in its analysis argues this is not a justification for depriving shareholders of what it views as the company's full value creation potential.
JANA's analysis cites structural and operational issues as the sources of the company's underperformance, and notes that such issues likely stem from a lack of true retail distribution experience on the board. From a structural perspective, JANA argues that by pairing retail, which is a stable agricultural distribution business, with wholesale, which is a volatile, commodity-linked fertilizer business, Agrium has obscured Retail's true value while generating no meaningful synergies from this combination. In addition, JANA argues, pairing retail with wholesale prevents each from achieving their optimal capital structure and capital allocation.
Agrium Inc. responded to the statements made by JANA Partners LLC.
“There is nothing new in statements made by JANA today. Agrium remains confident that shareholders will receive far greater value, with less risk, under the company’s current strategy.” said Michael Wilson, Agrium’s president and CEO.
Agrium has had several meetings with JANA since they first contacted Agrium in late May, including meetings in New York in early July and the last meeting held in mid-August. In early August, the Agrium Board unanimously determined it was not in the best interest of shareholders to pursue a spinoff of Retail after having spent two months evaluating the concept.
Agrium has met extensively with shareholders since JANA disclosed its idea to break up Agrium. There is overwhelming shareholder support for the continuation of Agrium’s integrated strategy.