Viterra stockholders back Glencore takeover

Shareholders in Canada’s largest grain company have voted almost unanimously in favour of a deal that will see them sell their shares to commodity giant Glencore International.

Votes cast by Viterra shareholders, meeting Tuesday in Calgary, were 99.8 per cent in favour of the deal, which will see them sell their shares to Glencore for $16.25 each.

"The result of today’s vote demonstrates strong support for this transaction from Viterra’s shareholders," Viterra CEO Mayo Schmidt said in a release.

The company’s shareholders, he said, "are being rewarded for their support of our company and its contributions to our employees and communities in which we live and operate."

Hailing the shareholders’ response to the deal, Glencore’s director of agricultural products, Chris Mahoney, said in a separate release that Glencore looks forward to "contributing to the expansion of the grains and oilseeds sector in those communities now served by Viterra, in CanadaAustralia and elsewhere."

The two companies’ next step toward closing the sale is approval by way of an order from the Ontario Superior Court of Justice. That order, the companies said, is "expected to be sought" on Thursday.

"Certain regulatory and other approvals" are also required, Viterra said. The company didn’t specify which approvals, but the federal government hasn’t yet said yea or nay to the deal, as per the Investment Canada Act’s rules on major takeovers by foreign firms.

Glencore said Tuesday it "continues to work within the Investment Canada review process and to pursue regulatory approvals required to complete the transaction."

The federal Competition Bureau and its U.S. counterparts have already indicated they won’t oppose Glencore’s $6.1 billion takeover.

However, the Competition Bureau still must rule on two related deals, in which Glencore will sell certain Viterra assets to Canada’s No. 2 grain handler, Winnipeg’s Richardson International for $800 million, and to Calgary-based fertilizer and ag retail giant Agrium for $1.8 billion.

The Saskatchewan government recently commissioned a report on the proposed deal which sees few problems with the Glencore bid. The report noted the Swiss firm has pledged to expand the Viterra grain handling infrastructure and to base its own North American ag operations in Regina, now home to Viterra’s head office.

The report’s authors at Informa Economics also warned that Agrium, if approved to buy the Viterra assets it wants, could "exert pressure on nitrogen prices, due to vertical integration" of over 50 per cent of Canada’s nitrogen production capacity with the country’s largest ag retail network.

"However, there is no evidence this will occur," and Agrium’s structure, which keeps its wholesale and retail operations separate, makes it "less likely," Informa said.

The Australian Competition and Consumer Commission also has yet to announce whether it approves the Glencore deal, a requirement given Viterra’s grain handling network in South Australia.

Assuming Viterra and Glencore get the Ontario court’s approval and the deal clears all other expected hurdles, the sale is expected to close by the end of July, Viterra said Tuesday.

"However, this date is not certain and may change."

Related stories:
Viterra bid not ‘primarily’ foreign, Harper says, March 26, 2012
Glencore/Viterra marriage clears regulators, May 5, 2012
Farmers ‘likely to benefit’ in Viterra carve-up: Sask. study, May 11, 2012

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