Potash-Agrium Merger Creates New Canadian Agricultural Giant

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CALGARY — Potash Corp. of Saskatchewan and Agrium have agreed to merge in a deal that would create a global agricultural giant worth an estimated US$36 billion.

The deal announced Monday brings together Saskatoon-based PotashCorp's huge fertilizer mining operations — the world's largest by capacity — with Calgary-based Agrium's extensive global direct-to-farmer retail network.

"I wouldn't be doing this deal if I didn't think that this was the right time or the right deal,'' Agrium CEO Chuck Magro told a conference call with financial analysts.

"I look at the strategic fit and I look at combining the world's largest fertilizer with the world's largest ag retailer. That makes an awful lot of sense to me.''

potash corp
The Potash Corporation of Saskatchewan's recently suspended Picadilly mine near Sussex, N.B., on Thursday, January 28, 2016. The PotashCorp announced the loss of over 400 jobs as a result of the indefinite suspension of operations at the mine. (Photo: The Canadian Press/Darren Calabrese)

The new firm would have close to 20,000 employees, with operations in 18 countries.

News of the deal comes as the fertilizer industry struggles with a steep drop in prices in recent years following a ramp-up of production and the breakup of a Russia-Belarus potash trading cartel in 2013.

PotashCorp reported an averaged realized price in the second quarter of US$154 per tonne compared with US$273 per tonne a year ago, and well off the 2008 peak of around US$900 a tonne.

The companies said they expected to generate up to US$500 million in annual operating savings with US$250 million in the first year and the full amount by the end of the second.

"The integrated platform established through our combination will greatly benefit customers and suppliers, and support even greater career development opportunities for employees,'' PotashCorp CEO Jochen Tilk said in a statement.

Tilk would serve as executive chairman of the merged company, while Magro would be CEO. Agrium chief financial officer Steve Douglas would serve as chief integration officer.

agrium
Agrium's headquarters is pictured in Calgary, on Wednesday, May 7, 2014. Potash Corp. of Saskatchewan and Agrium have agreed to merge in a deal that would create a global agricultural giant worth an estimated US$36 billion. (Photo: The Canadian Press/Larry MacDougal)

Under the agreement, PotashCorp shareholders would receive 0.4 of a share of the new company for each common share of PotashCorp they own, while Agrium shareholders would receive 2.23 shares for each Agrium share they own.

PotashCorp shareholders would own roughly 52 per cent of the yet-to-be-named company, while Agrium shareholders would own 48 per cent on a fully diluted basis.

Analysts expect the combined company would be better able to control fertilizer output and may lead to mine closures.

Potash companies have already made moves this year to cut costs and production, with PotashCorp shutting its recently opened Picadilly mine in New Brunswick in January and temporarily closing some Saskatchewan mines. U.S.-based Mosaic Co. has closed its potash mine near Colonsay, Sask., until market conditions improve.

"I wouldn't be doing this deal if I didn't think that this was the right time or the right deal."
— Agrium CEO Chuck Magro

The industry has looked for consolidation in the past, with PotashCorp pushing for a US$8.7-billion takeover of K+S Group last year that was rebuffed by the German fertilizer group.

PotashCorp itself was the target of a US$38.6-billion takeover bid by BHP Billiton in 2010, but the Canadian government ultimately blocked the offer as not having enough net benefit for Canada.

Analysts expect the deal to face less scrutiny than the BHP proposal because both companies are Canadian, but it will still have to go through regulatory and Competition Bureau approvals.

The Saskatchewan government formed PotashCorp in 1975 as a Crown corporation before it was privatized in 1989. Agrium was founded in 1931 as part of Cominco and became a publicly traded company in 1993.

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