JBS in a securities filing offered a one-time dividend payment of about 2.2 billion reais (C$621 million) to coax investors into backing the longstanding plan.

Shareholders will decide whether to accept the proposal at a general meeting yet to be scheduled.

JBS global CEO Gilberto Tomazoni said it is possible that the meeting will take place in 30 days. He believes that by December all steps to complete the transaction will have been taken so that the company’s shares can start trading in New York.

The proposed structure will use a Netherlands-based vehicle called JBS NV and have Class A shares with one voting right and Class B shares with 10 votes, JBS said. JBS NV’s class A common shares would trade in the U.S. and Brazilian depositary receipts would be listed for trading in Sao Paulo.

JBS’ management has repeatedly made the case that a U.S. listing would reduce its cost of capital and help its shares trade at multiples closer to peers such as Tyson Foods and Pilgrim’s Pride, which it controls.

Analysts at Bradesco BBI agreed that the much-awaited move will help close the valuation gap to its main peer in the U.S., referring to Tyson.

Sao Paulo broker Genial said JBS is a “buy” as a proposed listing in the U.S. will help improve its governance standards.

“A dual listing would better align JBS’ corporate structure it to global peers, which we believe could be received positively by investors,” Goldman Sachs said.

JBS in 2007 was the first Brazilian meat packer to go public. That year saw JBS embark on an acquisition spree in the U.S., followed by its purchase of the XL Foods beef packing business in Canada in 2013. In years prior, it had expanded capacity in Brazil and bought plants in Argentina, marking the start of its aggressive internationalization.

The U.S. listing has been in the works for the better part of a decade, but was postponed in part due to a 2017 corporate corruption scandal in Brazil and then again amid the COVID-19 pandemic.

JBS gets the lion’s share of its revenue from the U.S. market, where it processes beef, poultry and pork products for domestic consumption and export.

The JBS USA arm also oversees the company’s operations in Canada, which today include the former XL beef slaughter and packing plant at Brooks, Alta. and case-ready meat plants at Calgary and at Belleville, Ont.

— Reporting for Reuters by Ana Mano and Roberto Samora in Sao Paulo.

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The company’s prospectus to list on Shanghai’s Nasdaq-style STAR Market was posted online by the Shanghai Stock Exchange on Friday, confirming details reported this week by Reuters after the application was filed on Wednesday.

“Syngenta Group will expand and renovate its production facility and implement strategic acquisition to meet growing market needs,” the company said in the document.

Syngenta said in the filing that its application to list on the STAR Market had been approved and it would issue up to 2.79 billion shares.

The flotation, set to be the world’s biggest this year, will value the maker of pesticides and seeds based in Basel, Switzerland, at about $60 billion including debt, or $50 billion without, sources have told Reuters (all figures US$).

The filing means the flotation is likely to take place by the end by 2021, said the sources, who were not authorized to speak to media and declined to be identified.

A secondary listing for Syngenta is also being considered that could take place less than a year after its debut, with exchanges in Zurich, London and New York among the options being examined, the people said.

Proceeds will fund acquisitions, including deals already announced to buy Yangnong Agrochemical and Valagro, the filing said.

Cash raised will also be used on other projects such as advanced agricultural technology research, production expansion, and upgrading and maintaining its facilities.

Funds will also be used to expand further its modern agricultural service platform — which trains farmers in China — and to repay long-term debt, it said.

The Swiss seeds and crop protection giant was bought in 2017 for $43 billion by ChemChina, which was folded into Sinochem Holdings Corp. this year.

The acquisition remains China’s biggest takeover of a foreign company and is aimed at using Syngenta’s top-tier chemicals and patent-protected seeds to drastically improve domestic agricultural output.

Since being taken over, Syngenta has been merged with Israeli agrochemical firm Adama and the fertilizer and seed business of Sinochem.

Syngenta, the world’s No. 1 crop protection maker and No. 3 seed supplier, competes with Germany’s BASF, Bayer and U.S. agrochemicals company Corteva in the speeds and sprays market.

The company employs 49,000 people globally and generated sales of $23.1 billion in 2020. Its biggest markets are the U.S. and Brazil, while it is growing rapidly in China.

Syngenta reported first-quarter sales of $7.1 billion, 20 per cent higher year-on-year, with earnings before interest, tax, depreciation and amortization (EBITDA) rising 19 per cent to $1.5 billion.

Net profit rose 72 per cent in the first quarter, the prospectus said.

— Reporting for Reuters by John Revill in Zurich, Meg Shen in Hong Kong and Dominque Patton in Beijing.

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Farmers Edge, founded in 2005 in Pilot Mound, Man. by agronomists Wade Barnes and Curtis MacKinnon, has carved out a niche using field-centric data, artificial intelligence and its FarmCommand data management platform.

CEO Wade Barnes called it an exciting day during an online press conference Wednesday marking the event from the firm’s Winnipeg headquarters.

“It’s a transformational day for Farmers Edge and a huge change for all of agriculture as we see the digitization of the most important industry in the world,” Barnes said.

Barnes added that the company will use the new funding — totalling $125,001,000, based on 7,353,000 common shares issued at $17 per share — to build on its vision of digital farming.

“We’ll be scaling up our teams to grow the business,” he said. “We’ll also be developing new products.”

In many ways the IPO process represents the maturation of any company, he said, but added that it accomplished some specific things for Farmers Edge.

Most of the venture capital that’s been raised over the past few years has now been converted into shares, he noted.

“It leaves us with a really clean balance sheet, and lots of dry powder to go out and grow the business organically,” he said. “This is at a time when digital agriculture is growing rapidly.”

Responding to questions from financial journalists during the virtual question-and-answer session following company presentations, David Patrick, Farmers Edge’s chief financial officer, said interest was strong in the offering.

“Our underwriting partners told us there was about nine times the interest as there were available shares,” he said.

By 2 p.m. on the day of the IPO, share prices had already climbed to $19.64, rising $2.64 from the IPO price of $17 per share.

The company initially aimed to sell a 16 per cent stake with shares priced between $10 and $17 each, according to Feb. 9 sale documents.

National Bank of Canada and Canadian Imperial Bank of Commerce led a group of five investment banks on the IPO, and have an option to acquire an additional 15 per cent of the offering.

The company will trade on the TSX under the symbol FDGE.

— Gord Gilmour is editor of the Manitoba Co-operator in Winnipeg.

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The Swiss company, bought by state-owned ChemChina for $43 billion in 2017, posted a two per cent rise in sales to $12.04 billion for the six months ended June 30, while earnings before interest, tax, depreciation and amortization (EBITDA) increased seven per cent to $2.22 billion (all figures US$).

Syngenta said it had overcome low grain prices, which reduced the ability of farmers to invest in fertilizers and pesticides, and disruptions caused by the COVID-19 pandemic by controlling costs and maintaining supplies.

CEO Erik Fyrwald said an IPO of Syngenta was still being planned.

“The commitment was within five years of when we closed the deal with ChemChina. That was in June of 2017. So mid-year of 2022 would be the five year mark,” Fyrwald told reporters.

“We believe we are on track to achieve that.”

ChemChina, which owns 100 per cent of Syngenta, wants to list the Basel company on China’s technology-focused STAR market, Reuters reported in December.

Syngenta Group, which was created from a merger of Syngenta, Israel’s ADAMA and the agricultural business of Sinochem, is now looking at ways to restructure the debts it took on following the ChemChina takeover.

“We have no specific actionable plan that we want to relate to. But the restructuring of the debt is also at the heart of the IPO,” chief financial officer Chen Lichtenstein said.

The company, which competes with Germany’s Bayer and BASF, said the rest of the year remained “challenging,” although crop prices could rise due to extreme weather events, Fyrwald said.

— Reporting for Reuters by Oliver Hirt, writing by John Revill.

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Speaking on a conference call with analysts following the company’s second-quarter results, Tomazoni said the focus is turning toward the Wall Street listing now that the worst of the COVID-19 outbreak appears to have passed.

“In the last quarter we said we would prioritize the protection of our people and tackle the operating challenges imposed by the pandemic,” he said.

“Now things are more under control. We have learned to deal with the challenges. We are again discussing the listing.”

Despite the volatility caused by the pandemic, JBS late Thursday posted quarterly net profits that were nearly twice as high as the average of analysts’ estimates, buoyed by a strong performance in its beef and pork divisions at home and in the United States.

Regarding the timing for the U.S. listing, Tomazoni said “it cannot happen this year” given the steps needed to complete such an undertaking.

JBS managers also said the company will cut financial expenses by an estimated US$100 million this year.

Chief financial officer Guilherme Cavalcanti noted, hypothetically, that if JBS exchanged all of its debt for a 10-year bond, it could reduce financial expenses by a further US$100 million given its good credit rating.

In the second quarter, JBS’ leverage ratio fell to 1.75x in U.S. dollars, its lowest in history.

“In terms of financial performance, this was a quarter to remember,” Banco BTG Pactual analysts said in a note to clients on Friday.

— Reporting for Reuters by Ana Mano and Paula Arend Laier.

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The dispute stems from a 15 billion-real (C$4.6 billion) deal in 2017 for Jackson Widjaja, a member of the second-richest family in Indonesia, which Forbes estimates is worth US$9.6 billion, to take over Brazilian pulp maker Eldorado Brasil Celulose SA.

Widjaja’s pulp business Paper Excellence agreed to buy Eldorado from J+F Investimentos, the Batistas’ holding company which also controls JBS. The deal in now in arbitration in Brazil after the two groups could not complete the second stage of the acquisition.

On Monday, JBS accused Paper Excellence of unleashing a lobbying campaign in the United States against its interests, according to a Brazilian court filing.

JBS said in the filing, made in a civil case in Brazil, that Paper Excellence hired lobbyists to argue against it getting U.S. subsidies meant for farmers suffering from the fallout of the trade war with China, and successfully persuaded some members of Congress to send letters to the Department of Agriculture to withhold payments to it.

The lobbyists also urged investigations into JBS, given the Batista brothers’ confession to bribing almost 2,000 politicians in a Brazilian corruption case, and sought to prevent a U.S. listing by the meatpacker, according to the filing.

In a statement to Reuters, Paper Excellence denied the accusations, and said these are bad faith allegations to “attack the company, its shareholders and workers.”

The company said it is focused on completing the Eldorado deal.

Even so, court documents, lobbying records and interviews with people on both sides of the dispute show Widjaja’s Paper Excellence lobbied against JBS in the U.S. following their dispute over the Eldorado deal.

The lobbying has raised pressure on the Batista brothers, who are still waiting for a final decision of Brazil’s Supreme Court expected in June on whether their plea deal and immunity from prosecution should be annulled or maintained.

Over the past few months, some lawmakers have written letters to the Trump administration asking for an investigation into JBS and subsidy payments to it. Reuters could not determine whether those letters were a result of lobbying by Paper Excellence.

A JBS executive told Reuters the company is proceeding with its plans to list its international operations in the United States, but without raising new money from investors.

JBS’s Brooks, Alta. beef packing plant, one of Canada’s largest, is among the JBS operations that have been expected to be included in such an IPO.

The initial IPO plans, drafted four years ago, have failed because of a veto from Brazil’s development bank BNDES, and difficult market conditions. BNDES is a shareholder in JBS.

The executive denied that the changes in the listing plans were a result of the lobbying pressure, and said the company expects the transaction in the first half of the year.

JBS declined to comment on the IPO and the U.S. lobbying.

Deal turns south at the Ritz

A turning point in the relationship between Widjaja and the Batistas was an August 2018 meeting. By then, Widjaja had bought 49 per cent of Eldorado and the two sides were meeting at the urging of a Brazilian judge to negotiate terms for the remainder of the business.

At the meeting at the Ritz Carlton hotel in Los Angeles, the Batistas’ representatives said the company’s value had changed since they first signed the deal and the price should be higher, if six more months were required to close the deal, according to an audio recording of the meeting reviewed by Reuters. Widjaja can be heard saying the new valuation numbers were “shocking.”

After the meeting Widjaja told Claudio Cotrim, his top Brazil executive, he would rather “spend millions on lawyers than give them (Batistas) another cent,” Cotrim said.

In a statement to Reuters, J+F said it did not ask for additional money within the original contract.

Paper Excellence designed a strategy with three pillars to counter the Batistas once it was clear that there would be litigation, Cotrim said. The first was the arbitration, which should have a decision by August. The second was appointing executives to the board of Eldorado during the arbitration period. The third involved a public relations campaign, with the hiring of PR firms.

Last year, Paper Excellence hired Jeff Miller, a former Republican Florida Congressman, as a lobbyist, according to lobbying reports to Congress filed in 2019.

Although Paper Excellence has no farming activities in the U.S., Miller’s firm worked in “efforts related to subsidies in 2018 farm bill benefiting foreign companies” and “USDA trade mitigation benefiting foreign companies,” according to lobbying records.

Paper Excellence declined to comment on why it hired Miller.

Last month, Miller joined another Washington lobbying firm, Mercury Public Affairs, known for lobbying for companies such as China’s ZTE and firms owned by Russian oligarch Oleg Deripaska. Mercury said Miller did not bring his contract with Paper Excellence to his new employer.

But since last December, Mercury’s co-chairman and former Louisiana senator David Vitter, has been lobbying House congressional aides asking for an investigation of the JBS listing in the United States, alleging potential risk to investors, according to emails reviewed by Reuters and confirmed by Mercury.

In Monday’s court filing, JBS alleged that Mercury was hired indirectly by Paper Excellence but did not offer proof.

Paper Excellence and Mercury deny the allegation.

— Tatiana Bautzer reports on Brazil’s financial sector for Reuters from Sao Paulo.

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A company spokesman said K+S was considering selling a stake in its Bethune, Sask. potash mine — which the company values at nearly five billion euros (C$7.32 billion) — or bringing in an industry partner. It ruled out an outright sale of the facility.

He added that K+S was also considering all options for its salt business in North and South America, which includes the Morton Salt brand.

The group was favouring a stake sale, which could be done via an initial public offering, the spokesman added.

K+S has slashed production this year in response to weak demand for potash, following the lead of rivals such as Nutrien.

The group said it had become clear that ongoing cost cuts alone were not enough to reach a target to cut net debt as a multiple of EBITDA to about 2.7 times by end-2020 from 4.3 times recently.

K+S in 2015 fended off a 7.9 billion-euro takeover approach from Nutrien, at the time called PotashCorp, of 41 euros per share.

— Reporting for Reuters by Ludwig Burger.

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The company said it expects to have a capital structure that allows it to compete “on equal footing” with international rivals, adding that tax rates were not the main reason for the potential listing.

While JBS said it would not move its headquarters, the filing noted that the “choice of a country to constitute the vehicle that will be listed” was part of the process of listing its overseas operations.

In the filing, JBS also denied an earlier report by Brazilian newspaper Folha de Sao Paulo that cited an alleged June plan, mentioning a potential change of headquarters to the Netherlands or Luxembourg.

Two years ago, a transaction proposed by JBS that included transferring its international operations to Ireland was blocked by the Brazilian development bank BNDES, a relevant shareholder in the company.

Among the international JBS operations that have previously been proposed for inclusion in such an IPO is the company’s Brooks, Alta. beef packing plant, one of Canada’s largest, with capacity to process up to 4,200 head of cattle per day.

— Reporting for Reuters by Tatiana Bautzer in Sao Paulo.

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The coffee-and-doughnut chain announced Wednesday it’s now testing three types of breakfast sandwiches at “select” stores in Canada using Los Angeles-based processor Beyond Meat’s breakfast sausage patty.

The chain, owned by Toronto-based Restaurant Brands International, said it could roll out the breakfast sandwich, farmers’ breakfast wrap and a fully vegan breakfast sandwich at its 4,000-odd restaurants across Canada by the end of the summer “if market tests confirm their potential.”

Beyond Meat’s breakfast sausage patty itself is nothing new to the Canadian fast food market. A+W, which added Beyond Meat burgers to its Canadian menu in July last year, followed up in March this year by launching Beyond Meat breakfast sandwiches nationwide.

Tim Hortons’ test launch, however, comes in the wake of Beyond Meat’s initial public offering (IPO) and the May 2 trading launch of the latter company’s shares on the Nasdaq.

Beyond Meat stock, which closed Tuesday at $79.68, spiked to $93 in trading Wednesday following Tim Hortons’ announcement and closed at $86.92 (all figures US$).

“A national launch would allow us to further our mission of making delicious plant-based products more readily accessible to Canadians nationwide,” Beyond Meat CEO Ethan Brown said in Tim Hortons’ release.

Tim Hortons billed the Beyond Meat sandwiches as allowing “vegans and meat lovers alike” to “enjoy the taste and satisfaction of a breakfast classic they know and love, without sacrifice.”

Beyond Meat has also made inroads in the Canadian retail market in recent months, selling its burger patties through grocery chains including Sobeys, Safeway, Save On, Metro, Whole Foods, IGA and Co-op stores, and in the Canadian restaurant market through chains including Earl’s and Quesada.

The U.S. processor has seen some pushback from Canada’s meat sector, however.

Quebec’s Union des producteurs agricoles (UPA) and cattle producer group Producteurs de bovins du Quebec last week said they would approach the Canadian Food Inspection Agency to prohibit the use of the word “meat” in marketing vegetable protein products.

In an opinion piece Friday on UPA’s website, the organization’s chairman Marcel Groleau argued that the Beyond Meats of the world see strong market potential in “polarization” of the food sector. — Glacier FarmMedia Network

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The exit comes against the backdrop of rising tensions between the two companies after Tyson CEO Noel White said in February that the company would develop its own plant-based protein products, Axios reported earlier Wednesday, citing multiple sources.

Tyson’s stake was noticeably absent in Beyond Meat’s amended initial public offering filing on the list of stakeholders who own more than five per cent.

Beyond Meat filed on Monday to raise up to $183.8 million in an IPO, seeking a valuation of up to $1.21 billion (all figures US$).

Based on that valuation, Tyson’s stake would have been worth about $79 million. It was not immediately clear how much Tyson sold its stake for, while the Axios report said there must have been multiple buyers.

“Tyson Ventures is pleased with the investment in Beyond Meat and has decided the time is right to exit… (Tyson) plans to launch an alternative protein product soon with market testing anticipated this summer,” Tyson spokesman Worth Sparkman told Reuters.

Beyond Meat did not immediately respond to a request for comment.

Beyond Meat, which provides its plant-based burgers to some fast-food chains including Carl’s Jr. in the U.S. and A+W in Canada, no longer wanted the Tyson Ventures representative in its board meetings, partly over fears that the company might try to interfere with potential mergers and acquisitions, according to the Axios report.

Tyson’s shares fell 1.6 per cent in afternoon trading.

Retailer Walmart said earlier in the day it would create its own an end-to-end supply chain of Angus beef, potentially competing with Tyson.

Los Angeles-based Beyond Meat on Tuesday also announced its Beyond Burgers’ entry into the Canadian retail grocery market will take place by the end of next month.

— Reporting for Reuters by Uday Sampath in Bangalore. Includes files from Glacier FarmMedia Network staff.

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