Report of Foreign Issuer (6-k)
15 November 2014 - 7:40AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Issuer
Pursuant to Section 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
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For the month of: November, 2014 |
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Commission File Number: 001-14460 |
AGRIUM INC.
(Name of
registrant)
13131 Lake Fraser Drive S.E.,
Calgary, Alberta,
Canada
T2J 7E8
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form
20-F ¨ Form 40-F þ
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7): ¨
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
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AGRIUM INC. |
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Date: November 14, 2014 |
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By: |
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/s/ Gary J. Daniel |
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Name: |
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Gary J. Daniel |
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Title: |
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Corporate Secretary & |
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Senior Legal Counsel |
EXHIBIT INDEX
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Exhibit |
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Description of Exhibit |
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1. |
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News Release dated November 13, 2014 |
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NEWS RELEASE
FOR IMMEDIATE RELEASE |
Agrium prices offering of $500-million, 30 year debentures
November 13, 2014 ALL AMOUNTS ARE STATED IN U.S.$
CALGARY, Alberta Agrium Inc. (TSX and NYSE: AGU) today agreed to issue and sell $500-million aggregate principal amount of 5.25 percent debentures due
January 15, 2045. The debentures will be issued at a price of 99.491 percent of the aggregate principal amount. The offering is expected to close on or about November 18, 2014, subject to customary closing conditions. The debentures,
registered under the multi-jurisdictional disclosure system in Canada and the United States, will only be offered and sold in the United States.
Agrium
intends to use the net proceeds from this offering to reduce short term debt and for general corporate purposes. The debentures will be unsecured and rank equally with Agriums existing senior unsecured debt.
The joint book-running managers for the offering are Merrill Lynch, Pierce, Fenner & Smith Incorporated, RBC Capital Markets, LLC and Scotia Capital
(USA) Inc.
A preliminary prospectus supplement dated November 13, 2014, under Agriums short form base shelf prospectus dated April 24,
2014 and under Agriums related effective Registration Statement on Form F-10, in respect of the offering of the debentures has been filed with the Canadian securities regulatory authorities in each of the provinces of Canada and with the
United States Securities and Exchange Commission under the multi-jurisdictional disclosure system. A final prospectus supplement in respect of the offering of the debentures will be filed with the same regulatory authorities in Canada and the United
States.
About Agrium
Agrium Inc. is a major Retail
supplier of agricultural products and services in North America, South America and Australia and a leading global Wholesale producer and marketer of all three major agricultural nutrients and the premier supplier of
specialty fertilizers in North America. Agriums strategy is to provide the crop inputs and services needed to feed a growing world. We focus on maximizing shareholder returns by driving continuous improvements to our base businesses,
pursuing value-added growth opportunities across the crop input value chain and returning capital to shareholders.
Advisory
Agrium Inc. has filed a registration statement (including a base shelf prospectus and a prospectus supplement) with the United States Securities and
Exchange Commission (the SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus supplement and the accompanying base shelf prospectus and other documents Agrium has filed with the SEC
that are incorporated by reference therein for more complete information about Agrium and the offering to which this communication relates. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov.
Alternatively, the prospectus supplement and the accompanying base shelf prospectus may be obtained by contacting Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322, RBC Capital Markets, LLC toll-free at
1-866-375-6829 or Scotia Capital (USA) Inc. toll-free at 1-800-372-3930.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
Forward-Looking Statements
Certain statements and
other information included in this press release constitute forward-looking information within the meaning of applicable Canadian securities legislation or constitute forward-looking statements within the meaning of
applicable U.S. securities legislation (together, forward-looking statements). All statements in this press release, other than those relating to historical information or current conditions, are forward-looking statements, including,
but not limited to, forecasts and statements as to managements expectations with respect to, among other things, the intended use of proceeds of the offering and the timing of closing of the offering. Such forward-looking statements involve
known and unknown risks and uncertainties, many of which are beyond our control, as well as various assumptions and business sensitivities, including those risk factors referred to in the preliminary prospectus supplement referenced in this press
release and those referred to under the heading Risk Factors in Agriums managements discussion and analysis for the year ended December 31, 2013, which may cause actual results, performance or achievements of Agrium,
which includes the offering being delayed or not completed, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Agrium disclaims any intention or obligation to
update or revise any forward-looking statements in this press release as a result of new information or future events, except as may be required under applicable Canadian securities legislation or applicable U.S. federal securities law. These
forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and perception of historical trends, current conditions and expected future developments as well as other factors we believe are
appropriate in the circumstances. All of the forward-looking statements contained herein are qualified by these cautionary statements and by the assumptions that are stated or inherent in such forward-looking statements. Although we believe these
assumptions are reasonable, undue reliance should not be placed on these assumptions and such forward-looking statements.
FOR FURTHER INFORMATION:
Investor/Media Relations:
Richard Downey, Vice
President, Investor & Corporate Relations
(403) 225-7357
Todd Coakwell, Director, Investor Relations
(403) 225-7437
Louis Brown, Analyst, Investor Relations
(403) 225-7761
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