Agrium Appoints David Everitt and Mayo Schmidt, Two New Independent Directors With Extensive Agricultural, Retail and

Agrium Appoints David Everitt and Mayo Schmidt, Two New Independent Directors 
With Extensive Agricultural, Retail and Distribution
Experience, to Its Board of Directors 
Recent Meetings with Shareholders Confirm Overwhelming Support for
Continuation of Agrium's Integrated Strategy 
CALGARY, ALBERTA -- (Marketwire) -- 02/11/13 --  
Agrium Inc. (TSX:AGU) (NYSE:AGU) announced today that it has
appointed David Everitt and Mayo Schmidt to its Board of Directors.  
"Agrium is pleased to welcome two strong, uniquely qualified,
independent directors with extensive agricultural, retail and
distribution experience to its Board," said Victor Zaleschuk, Board
Chair. "David Everitt and Mayo Schmidt each have distinguished track
records in the agricultural sector and have overseen the creation of
significant shareholder value during their careers. Agrium will
benefit from Mr. Everitt's in-depth knowledge of the agricultural
sector, obtained over his 37-year career. Mr. Schmidt is widely
recognized for leading Viterra's transformation from a regionally
based cooperative into Canada's largest agricultural inputs retailer
and a leading global agricultural and food ingredients company."  
Biographies of the New Directors 

--  David Everitt recently retired as President, Agricultural Division for
    North America, Australia, Asian and Global Tractor Sourcing, Turf
    Products and Technology for Deere & Company of Moline, Illinois. He is
    intimately familiar with procurement, marketing and distribution in the
    global agricultural market space. In this role, Mr. Everitt had
    responsibility for global tractor and crop care products. With Deere &
    Company since 1975, Mr. Everitt was previously President, Agricultural
    Division, Europe, Africa, South America and Global Harvesting Equipment
    Sourcing, Senior Vice President and Managing Director, Region II,
    Europe, Africa and CIS and Vice President, Region I, Worldwide
    Agricultural Equipment Division. He is a director of Brunswick
    Corporation and Harsco Corporation, both of which trade on the New York
    Stock Exchange, and is also a board member of the National Business
    Aviation Association, a Washington DC based non-profit industry group. 
--  Mayo Schmidt was President and Chief Executive Officer, and a Director
    of Viterra Inc., a global agri-business with a network of 263
    agricultural retail locations. Prior to its acquisition by Glencore
    International plc on December 18, 2012, Viterra was the only publicly-
    traded agricultural retailer of fertilizer, crop chemicals and seed in
    North America, other than Agrium. During his tenure, Mr. Schmidt
    developed the vision and strategy to transform the Saskatchewan Wheat
    Pool from a regional cooperative to Viterra, a $6.1-billion global
    corporation. Canadian Business Magazine recognized his efforts when it
    named him Chief Executive of the Year in 2009. The hallmarks of Mr.
    Schmidt's leadership at Viterra were strong shareholder value creation
    and growth into new markets, supported by a global intelligence network,
    a strong financial foundation and a steady focus on operational
    excellence. Prior to joining Viterra, he was Executive Vice President,
    Domestic and International Operations, Conagra Foods Inc. Mr. Schmidt is
    a member of the Canadian Council of Chief Executive Officers (open to
    the top 150 Canadian corporations), a member of Washburn University's
    Board of Trustees and the Lincoln Society, and a contributor to Harvard
    University's Private and Public, Scientific, Academic and Consumer Food
    Policy Group. He also serves on the Board of Directors of the Global
    Transportation Hub Authority. 

In advance of announcing these directors, Agrium reached out to JANA
in order to determine whether there was a basis for resolution of the
proxy battle, even though Agrium is confident that JANA will not be
The parties discussed settlement for three days premised upon JANA's
agreement to stand down from its pursuit of a break up of Agrium,
along with its other activist initiatives, in return for JANA naming
one of its director nominees to the Agrium Board of Directors. After
agreeing, at the last minute, JANA reneged and insisted on two
director nominees. As a result, discussions terminated.  
"We are disappointed in JANA's decision to prolong this fight which
it is certain to lose. Shareholders are clearly not supportive of
JANA's initiative to break up Agrium," said Michael Wilson.  
Update on Recent Meetings With Shareholders  
On January 28, Agrium hosted a 4.5 hour meeting with sell-side
analysts in New York. The event and associated presentation were also
made available to the media and investing public via webcast. Hosted
by Agrium's Corporate and Retail executives, the Analyst Day provided
a thorough review of the Company's integrated business strategy, a
deep dive into its Retail Business and a review of JANA's contrived
and flawed ideas about Agrium. Since then, Agrium has met with 67
institutional shareholders across Canada and the United States,
including 80% of Agrium's top 60 actively managed institutional
shareholders. Shareholders overwhelmingly support the continuation of
Agrium's highly successful integrated strategy. 
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 through our Advanced Technologies
business unit. Agrium's 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. 
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 (collectively, the "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, statements
as to management's expectations with respect to, business and
financial prospects, the execution of its business strategy, the
creation of value for shareholders and the future performance and
value of its retail operations. These forward-looking statements are
subject to a number of risks and uncertainties, many of which are
beyond our control, which could cause actual results to differ
materially from such forward-looking statements, and are qualified by
the assumptions that are stated or inherent in such forward-looking
Events or circumstances that could cause actual results to differ
materially from those in the forward-looking statements include, but
are not limited to, the expected combination benefits and costs
savings from recent transactions not being fully realized or not
being realized within the expected time frame, disruptions from the
transactions making it more difficult to maintain relationships with
customers, employees and suppliers, recent or proposed business
acquisitions not being integrated successfully or such integration
being more difficult, time-consuming or costly than expected, delays
or difficulties with the planned increase in potash production
capabilities or expansion of the Egyptian nitrogen facility, general
business and economic conditions, interest rates, exchange rates and
tax rates, weather conditions, crop prices, the supply, demand and
price level for our major products, gas prices and gas availability,
operating rates and production costs, domestic fertilizer consumption
and any changes in government policy in key agriculture markets,
including the application of price controls and tariffs on
fertilizers and the availability of subsidies or changes in their
amounts, changes in development plans, construction progress,
political risks, including civil unrest, actions by armed groups or
conflict, governmental and regulatory requirements and actions by
governmental authorities, including changes in government policy,
changes in environmental, tax and other laws or regulations and the
interpretation thereof and other risk factors detailed from time to
time in Agrium reports filed with the Securities and Exchange
Commission or Canadian securities regulators. 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 U.S.
federal securities laws or applicable Canadian securities
Agrium Inc.
Richard Downey
Vice President, Investor/Corporate Relations
(403) 225-7357 
Agrium Inc.
Todd Coakwell
Manager, Investor Relations
(403) 225-7437 
Agrium Inc.
Mark Thompson
Analyst, Investor Relations
(403) 225-7761
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