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	Country Guideshareholders Archives - Country Guide	</title>
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		<title>Formalize the family farm with shareholder agreements</title>

		<link>
		https://www.country-guide.ca/features/formalize-the-family-farm-with-shareholder-agreements/		 </link>
		<pubDate>Tue, 18 Feb 2025 17:44:10 +0000</pubDate>
				<dc:creator><![CDATA[Ashley Podolinsky, Jon Barnett]]></dc:creator>
						<category><![CDATA[Features]]></category>
		<category><![CDATA[Management]]></category>
		<category><![CDATA[family farm]]></category>
		<category><![CDATA[Other]]></category>
		<category><![CDATA[shareholders]]></category>

		<guid isPermaLink="false">https://www.country-guide.ca/?p=138383</guid>
				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">3</span> <span class="rt-label rt-postfix">minutes</span></span> What if everyone in the farm business could lay out their expectations and at the same time determine what is expected of each to make the business work? And what if you could also design a road map for how each person exits the operation or buys out other parties? A shareholder’s agreement is an [&#8230;] <a class="read-more" href="https://www.country-guide.ca/features/formalize-the-family-farm-with-shareholder-agreements/">Read more</a></p>
<p>The post <a href="https://www.country-guide.ca/features/formalize-the-family-farm-with-shareholder-agreements/">Formalize the family farm with shareholder agreements</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
]]></description>
								<content:encoded><![CDATA[
<p>What if everyone in the farm business could lay out their expectations and at the same time determine what is expected of each to make the business work? And what if you could also design a road map for how each person exits the operation or buys out other parties?</p>



<p>A shareholder’s agreement is an important document that provides a framework for the governance of a corporation, share transfer restrictions and exit provisions, among many other elements. Anyone who may be affected by their outcomes should be involved in drafting the shareholder’s agreement.</p>



<h2 class="wp-block-heading">Corporate governance</h2>



<p>Corporate governance outlines who will be the directors and officers of the corporation. It also stipulates which <a href="https://www.country-guide.ca/features/how-these-canadian-farms-thrive/">decisions</a> will require unanimous shareholders’ approval, such as the sale of specific assets or the majority of <a href="https://www.country-guide.ca/features/legal-considerations-when-transferring-farm-assets/">assets</a>, equipment purchases over a certain amount and how dividends will be paid to shareholders. Simply put, governance is where managerial responsibilities are assigned.</p>



<p>These provisions are frequently overlooked during preparation of a shareholder agreement, often because the farm plans to continue operating the way it always has based on the premise that “it works good enough.”</p>



<p>But shareholders can avoid a lot of tension and gain efficiencies can be gained by taking a deep dive into business operation responsibilities and by working out a plan for <a href="https://www.country-guide.ca/features/how-to-get-started-on-your-farm-succession-plan/">transitioning</a> these responsibilities over time. Milestones such as someone’s age, the date on which a certain number of shares have been transferred, or when the operation attains a certain size, can be used to mark transfer of responsibilities. It’s important to establish a clear date for transferring responsibility.</p>



<h2 class="wp-block-heading">Share transfer restrictions and exit provisions</h2>



<p>A shareholder’s agreement includes restrictions on how a shareholder can deal with their shares. The agreement also outlines the mechanisms for transferring shares to other people.</p>



<p>Typically, shares cannot be transferred without consent of other shareholders unless shares are transferred to an affiliated or related party (e.g., spouse, children), or within a corporation controlled by a shareholder or related family member. Any third party transfers must have consent of the other shareholders. New shareholders should sign a Joinder Agreement which stipulates that they will assume the obligations of the shareholder’s agreement.</p>



<p>Various exit provisions can be included in a shareholder’s agreement, but the most common types are the shotgun clause, right of first refusal or right of first offer, and tag-along, or drag-along, clauses.</p>



<p>A shotgun clause is when one shareholder gives notice to the other shareholders that they will purchase the other shareholders’ shares at a certain price or sell at the same price. The other shareholders can either accept to sell their shares or purchase the shares from the offeror.</p>



<p>Right of first refusal is when a shareholder wants to sell their shares to a third party. Other shareholders have a first right of refusal on the offer prior to shares being sold to a third party.</p>



<p>Right of first offer is when a shareholder must offer to sell shares to other shareholders prior to selling their shares to a third party.</p>



<p>If there are minority shareholders it is beneficial to include tag-along and drag-along rights in an agreement. The tag-along clause allows a minority shareholder to tag along with a majority sale of shares, whereas a drag-along clause allows the majority shareholder to drag along the minority shareholders on a sale of shares.</p>



<p>Based on the situation, other exit provision options can be included in the agreement.</p>



<p>Provisions should also be included for how to handle shares in the event of a shareholder’s employment termination, in the event of death or disability, or separation from a spouse. One option is for the corporation to repurchase the shares in these situations. In the event of death or disability, another option would be for the shares to go to the shareholder’s spouse or child. The best option is whatever protects the corporation.</p>



<p>Life insurance should also be discussed because in the event of the death of a shareholder, life insurance can help the corporation repurchase shares of the deceased shareholder.</p>



<h2 class="wp-block-heading">Farm-specific provisions</h2>



<p>The following are examples of provisions that farm corporations may need to include in their shareholder’s agreement:</p>



<ul class="wp-block-list">
<li>Who will manage the corporation and how management will change over time.</li>



<li>How retirement income will be handled or how a buyout of retired shareholders will be initiated.</li>



<li>Housing or dwellings owned by the corporation.</li>



<li>Measures to protect the exiting shareholder from money owed by the corporation on corporately owned lands.</li>



<li>Release of guarantees and removal from loan agreements over time.</li>



<li>How to deal with unexpected circumstances, such as the death of a shareholder or a key shareholder becoming disabled.</li>



<li>Requirements for life insurance.</li>



<li>These are just a few of the important topics shareholders should discuss.</li>
</ul>



<p>Overall, a shareholder’s agreement outlines various terms upon which the parties agree so that the corporation can continue to operate as effectively as possible. This is especially important when multiple generations are involved. Failing to have a shareholder’s agreement in place will significantly harm the farm operation and the ability to pass it along to further generations.</p>



<p><em>– Jon Barnett and Ashley Podolinsky are lawyers with McKenzie Lake Lawyers located in London, Ont, with offices also in Guelph. Both have extensive experience with agribusiness and succession planning. For details, please view their biographies at <a href="https://www.mckenzielake.com/">mckenzielake.com</a>.</em></p>
<p>The post <a href="https://www.country-guide.ca/features/formalize-the-family-farm-with-shareholder-agreements/">Formalize the family farm with shareholder agreements</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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				<post-id xmlns="com-wordpress:feed-additions:1">138383</post-id>	</item>
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		<title>Bayer under investor pressure to speed up CEO changeover</title>

		<link>
		https://www.country-guide.ca/daily/bayer-under-investor-pressure-to-speed-up-ceo-changeover/		 </link>
		<pubDate>Wed, 01 Feb 2023 01:28:18 +0000</pubDate>
				<dc:creator><![CDATA[Ludwig Burger, Patricia Weiss]]></dc:creator>
						<category><![CDATA[Crops]]></category>
		<category><![CDATA[Reuters]]></category>
		<category><![CDATA[Bayer]]></category>
		<category><![CDATA[CEO]]></category>
		<category><![CDATA[Chemicals]]></category>
		<category><![CDATA[shareholders]]></category>

		<guid isPermaLink="false">https://www.country-guide.ca/daily/bayer-under-investor-pressure-to-speed-up-ceo-changeover/</guid>
				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">2</span> <span class="rt-label rt-postfix">minutes</span></span> Frankfurt &#124; Reuters &#8212; A top-10 shareholder in Bayer on Tuesday called on the group&#8217;s supervisory board to replace CEO Werner Baumann quickly, adding to investor pressure to restore trust and revive the German drugmaker&#8217;s sagging share price. Despite recent improvements in the company&#8217;s agriculture business and drug development prospects, Bayer shares have been weighed [&#8230;] <a class="read-more" href="https://www.country-guide.ca/daily/bayer-under-investor-pressure-to-speed-up-ceo-changeover/">Read more</a></p>
<p>The post <a href="https://www.country-guide.ca/daily/bayer-under-investor-pressure-to-speed-up-ceo-changeover/">Bayer under investor pressure to speed up CEO changeover</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
]]></description>
								<content:encoded><![CDATA[<p><em>Frankfurt | Reuters &#8212;</em> A top-10 shareholder in Bayer on Tuesday called on the group&#8217;s supervisory board to replace CEO Werner Baumann quickly, adding to investor pressure to restore trust and revive the German drugmaker&#8217;s sagging share price.</p>
<p>Despite recent improvements in the company&#8217;s agriculture business and drug development prospects, Bayer shares have been weighed down by <a href="https://www.agcanada.com/daily/u-s-supreme-court-again-nixes-bayer-challenge-to-weedkiller-suits">litigation</a> related to a product it acquired through its <a href="https://www.agcanada.com/daily/with-deal-to-close-this-week-bayer-to-retire-monsanto-name">2018 takeover</a> of Monsanto. Shareholders have also cited a lack of market trust in its top management.</p>
<p>&#8220;When it comes to CEO succession we say: the sooner the better,&#8221; Markus Manns, a portfolio manager at Union Investment, one of Bayer&#8217;s 10 biggest shareholders, told Reuters.</p>
<p>The demand comes within days of another major German portfolio manager saying that supervisory board chairperson Norbert Winkeljohann must speed up the search for the successor to Baumann, who has led the company for nearly seven years.</p>
<p>Ingo Speich, head of sustainability and corporate governance at Deka, was quoted in Saturday&#8217;s <em>Frankfurter Allgemeine Sonntagszeitung</em> newspaper as saying Baumann had lost market credibility and so could no longer initiate strategic changes.</p>
<p>The mutual funds firm is among Bayer&#8217;s 20 largest shareholders.</p>
<p>&#8220;The Bayer stock is in a crisis of trust which the executive board is responsible for,&#8221; Speich told Reuters on Tuesday.</p>
<p>&#8220;Bayer has to take investor demands more seriously going forward. The Bayer stock is currently reacting more strongly to news from investors than to operating results. That&#8217;s a clear sign that something is wrong,&#8221; Speich added.</p>
<p>Union Investment&#8217;s Manns cautioned that the non-executive supervisory board may need time to find a qualified candidate.</p>
<p>&#8220;I&#8217;m sure the board is aware of the urgency of this personnel issue,&#8221; said Manns.</p>
<p>Baumann, who engineered the troubled Monsanto deal, was given a new contract in 2020 that runs until 2024 and said at the time he would leave the company when that term expires.</p>
<p>A spokesperson said Bayer was always open to a constructive dialogue with shareholders and declined to comment further.</p>
<p>Bayer is also facing demands from activist investor Bluebell Capital Partners to break up the company, including selling off its consumer health unit and later separating its pharmaceuticals and agricultural businesses.</p>
<p>Another activist investment fund, hedge fund veteran Jeffrey Ubben&#8217;s Inclusive Capital Partners, said this month it had also acquired a stake in Bayer, whose products include painkiller Aspirin, Yasmin contraceptives and stroke prevention pill Xarelto.</p>
<p>A stalwart of German industry with a nearly 160-year history, Bayer has lost over 40 per cent of its market value since the Monsanto deal, which was followed by a string of lawsuits over allegations that Monsanto&#8217;s Roundup herbicide causes cancer.</p>
<p><em>&#8212; Reporting for Reuters by Ludwig Burger and Patricia Weiss in Frankfurt</em>.</p>
<p>The post <a href="https://www.country-guide.ca/daily/bayer-under-investor-pressure-to-speed-up-ceo-changeover/">Bayer under investor pressure to speed up CEO changeover</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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				<post-id xmlns="com-wordpress:feed-additions:1">124576</post-id>	</item>
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		<title>U.S. regulator rejects CN&#8217;s voting trust to buy Kansas City Southern</title>

		<link>
		https://www.country-guide.ca/daily/u-s-regulator-rejects-cns-voting-trust-to-buy-kansas-city-southern/		 </link>
		<pubDate>Tue, 31 Aug 2021 23:44:56 +0000</pubDate>
				<dc:creator><![CDATA[Abhijith Ganapavaram, Shreyasee Raj]]></dc:creator>
						<category><![CDATA[Crops]]></category>
		<category><![CDATA[Reuters]]></category>
		<category><![CDATA[Canadian National]]></category>
		<category><![CDATA[Canadian Pacific]]></category>
		<category><![CDATA[CN]]></category>
		<category><![CDATA[CP]]></category>
		<category><![CDATA[Kansas City Southern]]></category>
		<category><![CDATA[KCS]]></category>
		<category><![CDATA[merger]]></category>
		<category><![CDATA[shareholders]]></category>
		<category><![CDATA[Surface Transportation Board]]></category>

		<guid isPermaLink="false">https://www.country-guide.ca/daily/u-s-regulator-rejects-cns-voting-trust-to-buy-kansas-city-southern/</guid>
				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">3</span> <span class="rt-label rt-postfix">minutes</span></span> Reuters &#8212; The U.S. rail regulator on Tuesday rejected a voting trust structure that would have allowed Canadian National Railway (CN) to proceed with its US$29 billion proposed acquisition of U.S. peer Kansas City Southern. The decision was a blow to the deal that would create the first direct railway linking Canada, the U.S. and [&#8230;] <a class="read-more" href="https://www.country-guide.ca/daily/u-s-regulator-rejects-cns-voting-trust-to-buy-kansas-city-southern/">Read more</a></p>
<p>The post <a href="https://www.country-guide.ca/daily/u-s-regulator-rejects-cns-voting-trust-to-buy-kansas-city-southern/">U.S. regulator rejects CN&#8217;s voting trust to buy Kansas City Southern</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
]]></description>
								<content:encoded><![CDATA[<p><em>Reuters</em> &#8212; The U.S. rail regulator on Tuesday rejected a voting trust structure that would have allowed Canadian National Railway (CN) to proceed with its US$29 billion proposed acquisition of U.S. peer Kansas City Southern.</p>
<p>The decision was a blow to the deal that would create the first direct railway linking Canada, the U.S. and Mexico.</p>
<p>The voting trust would temporarily own Kansas City Southern without CN exerting control. It would have allowed KCS shareholders to receive and keep the $325 per share in cash and stock CN was offering, even if the combination was subsequently rejected by the regulator, the U.S. Surface Transportation Board (all figures US$ except where noted).</p>
<p>The STB said it left the door open for the companies to seek full review of their proposed merger. Regulatory experts said the process would be uncertain and could last more than a year. The companies did not immediately respond to requests for comment on their next steps.</p>
<p>KCS has an alternative suitor, Canadian Pacific Railway (CP), whose $25 billion deal to buy the company in March was later trumped later by CN.</p>
<p>Canadian Pacific&#8217;s proposed voting trust was approved in May, and this month the company presented a new $27 billion cash-and-stock bid for Kansas City Southern, confident the STB would reject CN&#8217;s voting trust.</p>
<p>CP did not immediately respond to a request for comment, but CP CEO Keith Creel said in a release that the company&#8217;s Aug. 10 offer to KCS &#8220;still stands.&#8221;</p>
<p>The STB&#8217;s ruling, Creel said, &#8220;clearly shows that the CN-KCS merger proposal is illusory and not achievable&#8221; and &#8220;knowing this, we believe (CP&#8217;s offer) recognizes the premium value of KCS while providing regulatory certainty (and) ought to be deemed a superior proposal.&#8221;</p>
<p>KCS shares closed on Tuesday down 4.39 per cent at $280.67. CN shares closed up 7.36 per cent at $148.40, indicating relief from shareholders that the acquisition now looks unlikely. CP shares dropped 4.55 per cent to C$86.69, highlighting trepidation among its shareholders over paying up for a deal with KCS.</p>
<p>After the STB decision, a CN shareholder, hedge fund TCI Management, sent a letter to the company&#8217;s board urging it to cancel its deal with KCS and replace CEO Jean-Jacques Ruest with Jim Vena, a veteran of both CN and Union Pacific. Vena could not be immediately reached for comment.</p>
<p>&#8220;The board must take responsibility for the company&#8217;s recent underperformance and failure,&#8221; TCI said in the letter. The fund, run by hedge fund veteran Chris Hohn, has a 5.2 per cent stake in CN and is also CP&#8217;s largest shareholder.</p>
<p>The STB said that even though the overlap of CN&#8217;s and KCS&#8217;s networks was confined to about 113 km between Baton Rouge and New Orleans, the two railways operated parallel lines in the central portion of the U.S. and could be under less pressure to compete if the voting trust was approved.</p>
<p>&#8220;The board finds that applicants have not demonstrated that their use of a voting trust would be consistent with the public interest,&#8221; the STB said in a statement.</p>
<p>U.S. President Joe Biden has issued sweeping executive orders aimed at promoting competition in the U.S. economy. One order encouraged the STB to consider Amtrak&#8217;s statutory rights when assessing whether a rail merger is in the public interest.</p>
<p>Passenger railroad Amtrak, majority owned by the U.S. government, had opposed CN&#8217;s voting trust, saying its pledge to divest the Baton Rouge to New Orleans line will harm future passenger service in Louisiana.</p>
<p><em>&#8212; Reporting for Reuters by Shreyasee Raj and Abhijith Ganapavaram in Bangalore and Greg Roumeliotis in New York. Includes files from Glacier FarmMedia Network staff</em>.</p>
<p>The post <a href="https://www.country-guide.ca/daily/u-s-regulator-rejects-cns-voting-trust-to-buy-kansas-city-southern/">U.S. regulator rejects CN&#8217;s voting trust to buy Kansas City Southern</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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				<post-id xmlns="com-wordpress:feed-additions:1">114644</post-id>	</item>
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		<title>U.S. railway&#8217;s board sticks with CN&#8217;s bid</title>

		<link>
		https://www.country-guide.ca/daily/u-s-railways-board-sticks-with-cns-bid/		 </link>
		<pubDate>Thu, 19 Aug 2021 22:14:07 +0000</pubDate>
				<dc:creator><![CDATA[Dave Bedard]]></dc:creator>
						<category><![CDATA[Crops]]></category>
		<category><![CDATA[Canada]]></category>
		<category><![CDATA[CN]]></category>
		<category><![CDATA[competition]]></category>
		<category><![CDATA[CP]]></category>
		<category><![CDATA[Kansas City Southern]]></category>
		<category><![CDATA[merger]]></category>
		<category><![CDATA[Mexico]]></category>
		<category><![CDATA[rail]]></category>
		<category><![CDATA[regulators]]></category>
		<category><![CDATA[shareholders]]></category>

		<guid isPermaLink="false">https://www.country-guide.ca/daily/u-s-railways-board-sticks-with-cns-bid/</guid>
				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">3</span> <span class="rt-label rt-postfix">minutes</span></span> The board of directors for a U.S. railway facing takeover bids from each of Canada&#8217;s big two railways is sticking with Canadian National Railway&#8217;s (CN) proposal. The board for Kansas City Southern (KCS), in a release Aug. 12, said it unanimously agrees an upgraded Aug. 10 cash-and-stock bid from Canadian Pacific Railway (CP) &#8220;does not [&#8230;] <a class="read-more" href="https://www.country-guide.ca/daily/u-s-railways-board-sticks-with-cns-bid/">Read more</a></p>
<p>The post <a href="https://www.country-guide.ca/daily/u-s-railways-board-sticks-with-cns-bid/">U.S. railway&#8217;s board sticks with CN&#8217;s bid</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
]]></description>
								<content:encoded><![CDATA[<p>The board of directors for a U.S. railway facing takeover bids from each of Canada&#8217;s big two railways is sticking with Canadian National Railway&#8217;s (CN) proposal.</p>
<p>The board for Kansas City Southern (KCS), in a release Aug. 12, said it unanimously agrees an upgraded Aug. 10 cash-and-stock bid from Canadian Pacific Railway (CP) &#8220;does not constitute a &#8216;company superior proposal'&#8221; and will continue to recommend its shareholders vote in favour of a deal with CN.</p>
<p>The recommendation from KCS&#8217; board doesn&#8217;t yet end the tug-of-war between CN and CP for control of KCS, with either outcome creating a North American railway stretching coast-to-coast in Canada and south through the U.S. Midwest to Gulf ports in both the U.S. and Mexico.</p>
<p>CP and KCS in March <a href="https://www.agcanada.com/daily/canadian-pacific-to-buy-kansas-city-southern-in-bet-on-trade">reached a deal</a> for a friendly $25 billion combination, in which KCS shareholders would get $90 cash and 0.498 CP shares per KCS share (all figures US$). CN on April 20 <a href="https://www.agcanada.com/daily/rail-shippers-pick-sides-as-cp-cn-bid-for-kansas-city-southern">announced its own</a> $33.6 billion bid, worth US$200 cash and 1.059 CN shares per KCS share. KCS on May 21 <a href="https://www.agcanada.com/daily/sources-put-cn-very-near-deal-for-kansas-city-southern">formally walked away</a> from CP&#8217;s bid and announced a &#8220;definitive&#8221; deal with CN.</p>
<p>CP then countered on Aug. 10 with a new $31 billion bid, at $90 cash plus 2.884 CP shares per KCS share.</p>
<p>While lower than CN&#8217;s bid overall, CP said its new bid is &#8220;substantially similar to (the terms of) the CN merger agreement, but offers significantly higher regulatory certainty than the proposed CN merger and significantly higher value than our previously agreed combination.&#8221;</p>
<p>CN&#8217;s proposal, meanwhile, remains subject to the U.S. Surface Transportation Board&#8217;s (STB) approval of a CN-KCS voting trust, in which affected shareholders temporarily assign voting rights to a third-party trustee. CP&#8217;s use of a voting trust for its March bid got STB approval on May 6.</p>
<p>The STB said last week it will rule on the proposed CN-KCS voting trust by the end of this month. With no ruling yet issued, KCS &#8212; which had planned to hold a special meeting of shareholders Thursday to vote on the deal &#8212; instead announced Thursday it will postpone that meeting to Sept. 3.</p>
<p>CP on Thursday hailed KCS&#8217; decision to postpone the meeting, saying it &#8220;appropriately will allow stockholders to have access to all the information needed before voting on the CN-KCS merger proposal, including the critical decision by the (STB) on (CN&#8217;s) proposed voting trust.&#8221;</p>
<p>Also, CP said, postponing the vote means KCS shareholders &#8220;won&#8217;t become locked into a CN-KCS combination and then unable to consider other, better options like CP&#8217;s Aug. 10 proposal, which remains outstanding.&#8221;</p>
<p>KCS said Thursday it and CN are &#8220;confident that the (CN-KCS) voting trust meets all the standards and the public interest test set forth by the STB and believe that it should be approved.&#8221;</p>
<h4>&#8216;Customer access&#8217;</h4>
<p>CP and its supporters contend that a CN-KCS merger does not create an &#8220;end-to-end&#8221; combination of rail lines, as both CN and KCS operate lines between Baton Rouge and New Orleans &#8212; an overlap CN has proposed to remedy by selling the 112-km KCS line between the two Louisiana communities.</p>
<p>CP said that proposed divestiture still &#8220;does not address many shippers and stations that are today served by both KCS and CN in markets like Omaha/Council Bluffs, Jackson, Miss., Springfield, Ill., and St. Louis.&#8221;</p>
<p>Selling the Louisiana line, CP said, also &#8220;does not address geographic competition between CN and KCS in numerous areas where each of them competes to handle similar commodities to/from different shippers, terminals, and transloads in the same region.&#8221;</p>
<p>Further, CP said, &#8220;it does not address the impact a CN/KCS combination would have on customer access to CP routes serving the upper (U.S.) Midwest and Canada.&#8221;</p>
<p>Also, CP said, &#8220;during the year and a half when CN would be seeking to close their acquisition of KCS, competition in this corridor would be diminished as CN and KCS managers each would know that their railroads&#8217; profits flowed to the same owner — CN.&#8221;</p>
<p>CP also contended that if CN is allowed to hold KCS in trust for 3-1/2 years, it would leave CN as &#8220;the winner whether it competes or not&#8221; and shippers would &#8220;lose competition during that entire period regardless of the outcome of the (STB) approval process.&#8221;</p>
<p>KCS, in a presentation to investors earlier this month, said &#8220;only 39&#8221; CN and KCS customers in the U.S. would see a reduction in the number of available railroads from three-to-two or two-to-one &#8212; and all those customers are &#8220;on or near&#8221; the Louisiana track CN proposes to sell.</p>
<p>Further, KCS said, the &#8220;vast majority&#8221; of the 406 other rail customers in the U.S. areas CP cites will continue to have access to four or more railroads. <em>&#8212; Glacier FarmMedia Network</em></p>
<p>The post <a href="https://www.country-guide.ca/daily/u-s-railways-board-sticks-with-cns-bid/">U.S. railway&#8217;s board sticks with CN&#8217;s bid</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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		<title>CN challenges CP with Kansas City Southern bid</title>

		<link>
		https://www.country-guide.ca/daily/cn-challenges-cp-with-kansas-city-southern-bid/		 </link>
		<pubDate>Wed, 21 Apr 2021 01:24:27 +0000</pubDate>
				<dc:creator><![CDATA[Shreyasee Raj]]></dc:creator>
						<category><![CDATA[Crops]]></category>
		<category><![CDATA[Reuters]]></category>
		<category><![CDATA[CN]]></category>
		<category><![CDATA[CP]]></category>
		<category><![CDATA[CUSMA]]></category>
		<category><![CDATA[Kansas City Southern]]></category>
		<category><![CDATA[Louisiana]]></category>
		<category><![CDATA[Other]]></category>
		<category><![CDATA[railway]]></category>
		<category><![CDATA[shareholders]]></category>
		<category><![CDATA[STB]]></category>

		<guid isPermaLink="false">https://www.country-guide.ca/daily/cn-challenges-cp-with-kansas-city-southern-bid/</guid>
				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">3</span> <span class="rt-label rt-postfix">minutes</span></span> Reuters &#8212; Canadian National Railway said on Tuesday it had offered to buy Kansas City Southern railroad for about US$33.7 billion, sending shares of the U.S. rail company soaring as investors anticipated a bidding war with Canadian Pacific Railway. CP had agreed a deal to acquire Kansas City Southern for about $25 billion last month [&#8230;] <a class="read-more" href="https://www.country-guide.ca/daily/cn-challenges-cp-with-kansas-city-southern-bid/">Read more</a></p>
<p>The post <a href="https://www.country-guide.ca/daily/cn-challenges-cp-with-kansas-city-southern-bid/">CN challenges CP with Kansas City Southern bid</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
]]></description>
								<content:encoded><![CDATA[<p><em>Reuters</em> &#8212; Canadian National Railway said on Tuesday it had offered to buy Kansas City Southern railroad for about US$33.7 billion, sending shares of the U.S. rail company soaring as investors anticipated a bidding war with Canadian Pacific Railway.</p>
<p>CP had agreed a deal to acquire Kansas City Southern for about $25 billion <a href="https://www.agcanada.com/daily/canadian-pacific-to-buy-kansas-city-southern-in-bet-on-trade">last month</a> (all figures US$). Either combination would create a North American railway spanning the United States, Mexico and Canada as supply chains recover from pandemic-led disruptions.</p>
<p>The acquisition interest in Kansas City Southern also follows the ratification of the Canada-U.S.-Mexico Agreement (CUSMA) last year that removed the threat of trade tensions, which had escalated under former U.S. President Donald Trump.</p>
<p>Kansas City said it would evaluate CN&#8217;s offer. If it found it could lead to a better deal, CP will be given the opportunity to raise its bid.</p>
<p>Meanwhile, CP said CN&#8217;s cash-and-stock offer of $325 per share at a 26.8 per cent premium to Kansas City Southern&#8217;s share price at the end of Monday&#8217;s trading, was &#8220;illusory and inferior.&#8221;</p>
<p>The proposal was &#8220;massively complex and likely to fail&#8221; and it would reduce competition and negatively impact shippers, the company said.</p>
<p>&#8220;We are surprised by this move given the healthy valuation Canadian Pacific had already offered to Kansas City Southern shareholders,&#8221; Stephens analyst Justin Long wrote in a client note.</p>
<p>Kansas City Southern shares closed up 15.3 per cent to $295.50, indicating most investors deemed it unlikely the company would stick with CP&#8217;s offer.</p>
<p>However, Chilton Investment Co., which has a less than one per cent stake in the U.S. railroad, preferred a deal with CP, citing regulatory hurdles.</p>
<p>&#8220;There&#8217;s more overlap with Canadian National deal, which makes it harder to get (regulatory) approval. The Surface Transportation Board (STB) doesn&#8217;t like overlap,&#8221; Chilton CEO Richard Chilton said.</p>
<p>CN CEO Jean-Jacques Ruest said the two companies have &#8220;highly complementary networks with limited overlap.&#8221; They only run parallel for about 105 km, between Baton Rouge and New Orleans.</p>
<p>Kansas City Southern has domestic and international rail operations in North America, focused on the north-south freight corridor connecting markets in the central United States with industrial cities in Mexico. Calgary-based CP is Canada&#8217;s No. 2 railroad operator, behind CN.</p>
<p>The STB updated its merger regulations in 2001 to introduce a requirement that Class I railways have to show a deal is in the public interest.</p>
<p>Yet it provided an exemption to Kansas City Southern given its small size, potentially limiting the scrutiny that its acquisition will be subjected to.</p>
<p>CP agreed in its talks with Kansas City Southern to bear most of the risk of the deal not going through. It will buy Kansas City Southern shares and place them in an independent voting trust, insulating the acquisition target from its control until the STB clears the deal.</p>
<p>Were the STB to reject the combination, CP would have to sell the shares of Kansas City Southern, but the current shareholders would keep their proceeds.</p>
<p>CN said it was willing to match these terms. It said its offer does not require approval from its shareholders because of how much cash it has, eliminating a condition in CP&#8217;s offer.</p>
<p>CP said its rival&#8217;s proposal would create the third largest Class 1 railroad, while it would remain the smallest of the six U.S. Class 1 railroads by revenue.</p>
<p>Bill Gates&#8217; Cascade Investment, which is Canadian National&#8217;s biggest investor with a 14.25 per cent stake, said it supports the combination.</p>
<p>A private equity consortium led by Blackstone Group and Global Infrastructure Partners made an unsuccessful offer last year to acquire Kansas City Southern.</p>
<p>But it was CP&#8217;s announcement of a deal with Kansas City Southern that spurred CN into action, as it raised the prospect of losing out to its rival, according to people familiar with the matter.</p>
<p><em>&#8212; Reporting for Reuters by Shreyasee Raj, Ankit Ajmera and Nivedita Balu in Bangalore; additional reporting by Greg Roumeliotis in New York</em>.</p>
<p>The post <a href="https://www.country-guide.ca/daily/cn-challenges-cp-with-kansas-city-southern-bid/">CN challenges CP with Kansas City Southern bid</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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		<title>JBS to seek damages from founders</title>

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		https://www.country-guide.ca/daily/jbs-to-seek-damages-from-founders/		 </link>
		<pubDate>Fri, 30 Oct 2020 23:06:14 +0000</pubDate>
				<dc:creator><![CDATA[Ana Mano]]></dc:creator>
						<category><![CDATA[Beef Cattle]]></category>
		<category><![CDATA[Livestock]]></category>
		<category><![CDATA[Markets]]></category>
		<category><![CDATA[Reuters]]></category>
		<category><![CDATA[BNDES]]></category>
		<category><![CDATA[Brazil]]></category>
		<category><![CDATA[J+F Investimentos]]></category>
		<category><![CDATA[JBS]]></category>
		<category><![CDATA[Joesley Batista]]></category>
		<category><![CDATA[lawsuit]]></category>
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		<category><![CDATA[Wesley Batista]]></category>

		<guid isPermaLink="false">https://www.country-guide.ca/daily/jbs-to-seek-damages-from-founders/</guid>
				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">2</span> <span class="rt-label rt-postfix">minutes</span></span> Sao Paulo &#124; Reuters &#8212; Shareholders in JBS SA on Friday cleared the way for the Brazilian food processor to sue its own controlling stakeholders and certain former managers, a rare victory for shareholder activism in Latin America&#8217;s largest economy. The vote was a win for JBS&#8217;s top minority shareholder, national development bank BNDES, which [&#8230;] <a class="read-more" href="https://www.country-guide.ca/daily/jbs-to-seek-damages-from-founders/">Read more</a></p>
<p>The post <a href="https://www.country-guide.ca/daily/jbs-to-seek-damages-from-founders/">JBS to seek damages from founders</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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								<content:encoded><![CDATA[<p><em>Sao Paulo | Reuters &#8212;</em> Shareholders in JBS SA on Friday cleared the way for the Brazilian food processor to sue its own controlling stakeholders and certain former managers, a rare victory for shareholder activism in Latin America&#8217;s largest economy.</p>
<p>The vote was a win for JBS&#8217;s top minority shareholder, national development bank BNDES, which has been trying to hold Wesley and Joesley Batista, the heirs of the company&#8217;s founder, accountable for a plunge in JBS&#8217; stock in 2017 after they confessed to bribing multiple government officials.</p>
<p>BNDESPar, the development bank&#8217;s investment arm, which is JBS&#8217;s No. 2 shareholder with a 22 per cent stake, declined to comment on the vote. JBS said it will comply with the shareholders&#8217; decision, without elaborating.</p>
<p>J+F Investimentos, the biggest JBS shareholder, which would be a target of the complaint approved on Friday, said the resolution passed solely thanks to BNDESPar, which proposed it in the first place. Previously, BNDESPar secured an arbitration court ruling barring J+F from participating in today&#8217;s vote.</p>
<p>Two sources familiar with approval of the resolution said some other minority shareholders had sought to split their vote, siding with BNDESPar in terms of suing JBS&#8217;s former managers but not J+F, since they are already pursuing the parent company in a separate arbitration proceeding.</p>
<p>In addition to the Batista brothers, neither of whom have board or management roles at JBS or J+F anymore, the meatpacker will now be compelled to sue Florisvaldo Caetano de Oliveira, a former JBS employee allegedly involved in bribing some officials, and former JBS general counsel Francisco de Assis e Silva.</p>
<p>The brothers are the two shareholders of J+F.</p>
<p>One of the sources said that it would be inappropriate for a company to sue its own corporate parent, a recourse reserved for shareholders. After today&#8217;s vote, however, JBS has the option of joining an ongoing arbitration against its parent, the person said, adding this would be the simplest course of action.</p>
<p>A third source said lawsuits pitting a company against its own parent are rare but added that JBS now faces a 90-day deadline to figure out a way to do so.</p>
<p>&#8220;Normally a company does not pursue it, and the burden falls on a minority shareholder,&#8221; the person said.</p>
<p>BNDESPar, which helped fund JBS&#8217;s expansion through a series of acquisitions, opted to push for the resolution after a plea-bargain deal exposed the bribery ring, which along with the Batista brothers implicated politicians, including former Brazilian President Michel Temer.</p>
<p><strong>&#8212; Ana Mano</strong> <em>reports on commodities for Reuters from Sao Paulo</em>.</p>
<p>The post <a href="https://www.country-guide.ca/daily/jbs-to-seek-damages-from-founders/">JBS to seek damages from founders</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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				<post-id xmlns="com-wordpress:feed-additions:1">108776</post-id>	</item>
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		<title>Proxy advisers split over endorsing Bayer management</title>

		<link>
		https://www.country-guide.ca/daily/proxy-advisers-split-over-endorsing-bayer-management/		 </link>
		<pubDate>Wed, 15 Apr 2020 19:38:10 +0000</pubDate>
				<dc:creator><![CDATA[Reuters]]></dc:creator>
						<category><![CDATA[Crops]]></category>
		<category><![CDATA[Reuters]]></category>
		<category><![CDATA[AGM]]></category>
		<category><![CDATA[Bayer]]></category>
		<category><![CDATA[EPA]]></category>
		<category><![CDATA[glyphosate]]></category>
		<category><![CDATA[IARC]]></category>
		<category><![CDATA[Monsanto]]></category>
		<category><![CDATA[shareholders]]></category>

		<guid isPermaLink="false">https://www.country-guide.ca/daily/proxy-advisers-split-over-endorsing-bayer-management/</guid>
				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">2</span> <span class="rt-label rt-postfix">minutes</span></span> Frankfurt &#124; Reuters &#8212; Shareholder advisory groups are divided over whether to endorse the management and directors at German drugs and pesticides company Bayer, according to recommendations submitted by proxy voting firms. Bayer is due to host its annual general meeting on April 28 but the company still faces potentially huge litigation risks stemming from [&#8230;] <a class="read-more" href="https://www.country-guide.ca/daily/proxy-advisers-split-over-endorsing-bayer-management/">Read more</a></p>
<p>The post <a href="https://www.country-guide.ca/daily/proxy-advisers-split-over-endorsing-bayer-management/">Proxy advisers split over endorsing Bayer management</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
]]></description>
								<content:encoded><![CDATA[<p><em>Frankfurt | Reuters &#8212;</em> Shareholder advisory groups are divided over whether to endorse the management and directors at German drugs and pesticides company Bayer, according to recommendations submitted by proxy voting firms.</p>
<p>Bayer is due to host its annual general meeting on April 28 but the company still faces potentially huge litigation risks stemming from its US$63 billion purchase of Monsanto in 2018.</p>
<p>One leading shareholder advisory firm, ISS, on Tuesday backed a motion to support the actions of the management and supervisory board.</p>
<p>&#8220;Qualified support for both discharge proposals is warranted as there does not appear to be any evidence that the boards have not fulfilled their fiduciary duties for the 2019 fiscal year,&#8221; it said.</p>
<p>Another large advisory group, Glass Lewis, said on April 6 that investors should abstain because of ongoing proceedings regarding pesticide Roundup, acquired via the takeover of Monsanto.</p>
<p>Shares in Bayer have shed more than a quarter of their value since mid-2018 when the company lost a U.S. lawsuit claiming that glyphosate-based Roundup causes cancer.</p>
<p>Bayer denies that glyphosate or Roundup cause cancer and is appealing. The company has received tentative backing from some legal and regulatory experts.</p>
<p>The U.S. Environmental Protection Agency (EPA) also reaffirmed this year that glyphosate was safe.</p>
<p>In December, the U.S. Justice Department said in a so-called amicus brief that a federal appeals court should reverse the lower court verdict finding Bayer liable in a Californian Roundup case.</p>
<p>Major regulators, including those overseeing European and U.S pesticide markets, have deemed it safe but the World Health Organization&#8217;s International Agency for Research on Cancer (IARC) concluded in 2015 that glyphosate probably causes cancer.</p>
<p>Glass Lewis said the ongoing proceedings could have a bearing on how the boards&#8217; performance is viewed, so recommended that shareholders abstain from voting on a ratification proposal.</p>
<p>&#8220;We continue to believe that shareholders are not currently in a position to meaningfully assess whether the ratification of the acts of management board members for the past fiscal year is currently in their best interests,&#8221; it said.</p>
<p><em>&#8212; Reporting for Reuters by Edward Taylor</em>.</p>
<p>The post <a href="https://www.country-guide.ca/daily/proxy-advisers-split-over-endorsing-bayer-management/">Proxy advisers split over endorsing Bayer management</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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		<title>Bayer shareholders vent ire over Monsanto-linked stock rout</title>

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		https://www.country-guide.ca/daily/bayer-shareholders-vent-ire-over-monsanto-linked-stock-rout/		 </link>
		<pubDate>Fri, 26 Apr 2019 20:29:52 +0000</pubDate>
				<dc:creator><![CDATA[Ludwig Burger, Patricia Weiss]]></dc:creator>
						<category><![CDATA[Crops]]></category>
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		<category><![CDATA[Bayer]]></category>
		<category><![CDATA[cancer]]></category>
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		<category><![CDATA[liability]]></category>
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		<category><![CDATA[Roundup]]></category>
		<category><![CDATA[shareholders]]></category>
		<category><![CDATA[Werner Baumann]]></category>

		<guid isPermaLink="false">https://www.country-guide.ca/daily/bayer-shareholders-vent-ire-over-monsanto-linked-stock-rout/</guid>
				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">2</span> <span class="rt-label rt-postfix">minutes</span></span> Bonn &#124; Reuters &#8212; Bayer shareholders vented their anger over its stock price slump on Friday as litigation risks mount from the German drugmaker&#8217;s US$63 billion takeover of seed and chemical firm Monsanto. Several large investors said they will not support aspirin invesotr Bayer&#8217;s management in a key vote scheduled for the end of its [&#8230;] <a class="read-more" href="https://www.country-guide.ca/daily/bayer-shareholders-vent-ire-over-monsanto-linked-stock-rout/">Read more</a></p>
<p>The post <a href="https://www.country-guide.ca/daily/bayer-shareholders-vent-ire-over-monsanto-linked-stock-rout/">Bayer shareholders vent ire over Monsanto-linked stock rout</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
]]></description>
								<content:encoded><![CDATA[<p><em>Bonn | Reuters &#8212;</em> Bayer shareholders vented their anger over its stock price slump on Friday as litigation risks mount from the German drugmaker&#8217;s US$63 billion takeover of seed and chemical firm Monsanto.</p>
<p>Several large investors said they will not support aspirin invesotr Bayer&#8217;s management in a key vote scheduled for the end of its annual general meeting.</p>
<p>Bayer&#8217;s management, led by chief executive Werner Baumann, could see an embarrassing plunge in approval ratings, down from 97 per cent at last year&#8217;s AGM, which was held shortly before the Monsanto takeover closed in June.</p>
<p>A vote to ratify the board&#8217;s actions features prominently at every German AGM. Although it has no bearing on management&#8217;s liability, it is seen as a key gauge of shareholder sentiment.</p>
<p>&#8220;Due to the continued negative development at Bayer, high legal risks and a massive share price slump, we refuse to ratify the management board and supervisory board&#8217;s actions during the business year,&#8221; Janne Werning, representing Germany&#8217;s Union Investment, a top-20 shareholder, said in prepared remarks.</p>
<p>About 30 billion euros (C$45 billion) have been wiped off Bayer&#8217;s market value since August, when a <a href="https://www.agcanada.com/daily/monsanto-ruled-liable-in-u-s-cancer-trial">U.S. jury found</a> the pesticide and drugs group liable because Monsanto had not warned of alleged cancer risks linked to its herbicide Roundup.</p>
<p>Bayer suffered a similar defeat <a href="https://www.agcanada.com/daily/u-s-jury-says-bayer-must-pay-80-million-to-man-in-roundup-cancer-trial">last month</a> and more than 13,000 plaintiffs are claiming damages.</p>
<p>Bayer is appealing or plans to appeal the verdicts.</p>
<p>Deutsche Bank&#8217;s asset managing arm DWS said shareholders should have been consulted before the takeover, which was agreed in 2016 and closed in June last year.</p>
<p>&#8220;You are pointing out that the lawsuits have not been lost yet. We and our customers, however, have already lost something &#8212; money and trust,&#8221; Nicolas Huber, head of corporate governance at DWS, said in prepared remarks for the AGM.</p>
<p>He said DWS would abstain from the shareholder vote of confidence in the executive and non-executive boards.</p>
<p>Two people familiar with the situation told Reuters this week that Bayer&#8217;s largest shareholder, BlackRock, plans to either abstain from or vote against ratifying the management board&#8217;s actions.</p>
<p>Asset management firm Deka, among Bayer&#8217;s largest German investors, has also said it would cast a no vote.</p>
<p>Baumann said Bayer&#8217;s true value was not reflected in the current share price.</p>
<p>&#8220;There&#8217;s no way to make this look good. The lawsuits and the first verdicts weigh heavily on our company and it&#8217;s a concern for many people,&#8221; he said, adding it was the right decision to buy Monsanto and that Bayer was vigorously defending itself.</p>
<p>This month, shareholder advisory firms Institutional Shareholder Services (ISS) and Glass Lewis recommended investors not to give the executive board their seal of approval.</p>
<p><em>&#8212; Reporting for Reuters by Patricia Weiss and Ludwig Burger.</em></p>
<p>The post <a href="https://www.country-guide.ca/daily/bayer-shareholders-vent-ire-over-monsanto-linked-stock-rout/">Bayer shareholders vent ire over Monsanto-linked stock rout</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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				<post-id xmlns="com-wordpress:feed-additions:1">96306</post-id>	</item>
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		<title>Margarita Louis-Dreyfus seals share buyout</title>

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		https://www.country-guide.ca/daily/margarita-louis-dreyfus-seals-share-buyout/		 </link>
		<pubDate>Mon, 28 Jan 2019 21:07:20 +0000</pubDate>
				<dc:creator><![CDATA[Reuters]]></dc:creator>
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		<category><![CDATA[Louis Dreyfus]]></category>
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		<category><![CDATA[valuation]]></category>

		<guid isPermaLink="false">https://www.country-guide.ca/daily/margarita-louis-dreyfus-seals-share-buyout/</guid>
				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">2</span> <span class="rt-label rt-postfix">minutes</span></span> Paris &#124; Reuters &#8211;&#8211; Margarita Louis-Dreyfus has completed a purchase of minority shares in agricultural commodity trader Louis Dreyfus Company, ending a long-running tussle with other family members. The buyout was completed on Jan. 25 and increased the stake of Margarita Louis-Dreyfus&#8217; Akira trust to 96.2 per cent of Louis Dreyfus Company Holdings B.V., she [&#8230;] <a class="read-more" href="https://www.country-guide.ca/daily/margarita-louis-dreyfus-seals-share-buyout/">Read more</a></p>
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								<content:encoded><![CDATA[<p><em>Paris | Reuters &#8211;</em>&#8211; Margarita Louis-Dreyfus has completed a purchase of minority shares in agricultural commodity trader Louis Dreyfus Company, ending a long-running tussle with other family members.</p>
<p>The buyout was completed on Jan. 25 and increased the stake of Margarita Louis-Dreyfus&#8217; Akira trust to 96.2 per cent of Louis Dreyfus Company Holdings B.V., she said in a statement.</p>
<p>&#8220;With a stable ownership structure in place, a clear strategy for our next growth phase and a strong management team, we are well positioned to write our next chapter and fulfill our purpose to create fair and sustainable value for the long term,&#8221; she said.</p>
<p>Financial terms of the buyout were not disclosed.</p>
<p>Margarita Louis-Dreyfus, who chairs Louis Dreyfus&#8217; holding firm, announced in November she had secured financing for the share purchase, with a spokeswoman indicating it consisted of a bank loan.</p>
<p>Minority family shareholders asked in 2015 to sell a 16.6 per cent stake to Margarita Louis-Dreyfus&#8217; Akira trust in a buyout estimated at US$800-$900 million.</p>
<p>Disagreement over the valuation of the stake brought the parties to court before they agreed to go to arbitration.</p>
<p>The obligation to purchase the shares, under a long-term arrangement established by Margarita Louis-Dreyfus&#8217; husband Robert before his death in 2009, had increased financial pressure on the chairwoman as it coincided with a period of lower group profits and financial trouble at its Brazilian sugar subsidiary Biosev.</p>
<p>The family holding vehicle controls about 90 per cent of the Louis Dreyfus operating company, with the rest owned by staff.</p>
<p>Like other agricultural traders, Louis Dreyfus has sought to overcome declining margins for traditional buying and selling of crops by restructuring its activities.</p>
<p>After selling its metal trading business last year, it plans to exit the dairy sector by the middle of this year.</p>
<p>LDC&#8217;s announcement in September of the departure of both its chief executive and finance chief added to rumours about instability at the firm.</p>
<p>New CEO Ian McIntosh, however, has said the group&#8217;s performance improved during the second half, helped by healthy margins in soybeans.</p>
<p><em>&#8212; Reporting for Reuters by Gus Trompiz</em>.</p>
<p>The post <a href="https://www.country-guide.ca/daily/margarita-louis-dreyfus-seals-share-buyout/">Margarita Louis-Dreyfus seals share buyout</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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		<title>Louis Dreyfus top shareholder gets finance to buy out minorities</title>

		<link>
		https://www.country-guide.ca/daily/louis-dreyfus-top-shareholder-gets-finance-to-buy-out-minorities/		 </link>
		<pubDate>Wed, 07 Nov 2018 10:45:21 +0000</pubDate>
				<dc:creator><![CDATA[Gus Trompiz]]></dc:creator>
						<category><![CDATA[Reuters]]></category>
		<category><![CDATA[business]]></category>
		<category><![CDATA[Louis Dreyfus]]></category>
		<category><![CDATA[Other]]></category>
		<category><![CDATA[shareholders]]></category>

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				<description><![CDATA[<p><span class="rt-reading-time" style="display: block;"><span class="rt-label rt-prefix">Reading Time: </span> <span class="rt-time">2</span> <span class="rt-label rt-postfix">minutes</span></span> Paris &#124; Reuters – Margarita Louis-Dreyfus, top shareholder of commodity giant Louis Dreyfus Company (LDC), said she had secured financing for a deal that requires her to buy out family minorities, a move that has created uncertainty over the firm&#8217;s funding. Minority family shareholders asked in 2015 to sell 16.6 percent of LDC&#8217;s holding company [&#8230;] <a class="read-more" href="https://www.country-guide.ca/daily/louis-dreyfus-top-shareholder-gets-finance-to-buy-out-minorities/">Read more</a></p>
<p>The post <a href="https://www.country-guide.ca/daily/louis-dreyfus-top-shareholder-gets-finance-to-buy-out-minorities/">Louis Dreyfus top shareholder gets finance to buy out minorities</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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								<content:encoded><![CDATA[<p><em>Paris | Reuters</em> – Margarita Louis-Dreyfus, top shareholder of commodity giant <a href="https://www.agcanada.com/daily/dreyfus-posts-profit-rise-in-challenging-market">Louis Dreyfus Company</a> (LDC), said she had secured financing for a deal that requires her to buy out family minorities, a move that has created uncertainty over the firm&#8217;s funding.</p>
<p>Minority family shareholders asked in 2015 to sell 16.6 percent of LDC&#8217;s holding company to Margarita Louis-Dreyfus&#8217; Akira trust in a buyout estimated at $800-$900 million.</p>
<p>The obligation to purchase the shares, under a long-term arrangement established by Margarita Louis-Dreyfus&#8217; husband Robert before his death in 2009, has increased doubts about the group&#8217;s finances as it has coincided with a period of lower group profit and financial trouble at its Brazilian sugar subsidiary Biosev.</p>
<p>&#8220;I am very pleased to have completed this (financing) process, reconfirming my commitment to safeguarding the Louis-Dreyfus heritage and shaping its long-term future,&#8221; Margarita Louis-Dreyfus said in a statement, without giving details of the financing.</p>
<p>An LDC spokeswoman later added that the financing consisted of &#8220;a bank loan&#8221;.</p>
<p>She declined to give further details on either the loan or the terms of the share buyout, citing confidentiality requirements.</p>
<p>The spokeswoman&#8217;s response indicates that the Akira trust would not be using its portion of a $411 million dividend to LDC shareholders this year to contribute to covering the cost of the share buyout.</p>
<p>LDC awarded this year a $411 million dividend to its shareholders, including a special $100 million payment for the divestment of the group&#8217;s lucrative metal trading unit.</p>
<p>But the Akira trust&#8217;s portion of the dividend would represent less than half of the expected cost of the buyout, based on the holding company&#8217;s book value.</p>
<p>LDC does not intend to depart from its dividend practice, consisting of a payout of up to 50 percent of net earnings and ad-hoc special dividends related to divestments, Margarita Louis-Dreyfus added in the statement.</p>
<p>She also said she would &#8220;keep all options open in terms of strategic partnerships, if appropriate for the business&#8221; to support LDC&#8217;s growth, reiterating similar comments she has made in recent years.</p>
<p>The tough period for Louis Dreyfus has fuelled speculation about its future at a time when agricultural traders have faced declining margins, leading to U.S.-based Bunge becoming a takeover target.</p>
<p>LDC&#8217;s announcement in September of the departure of both its chief executive and finance chief added to rumours about instability at the firm.</p>
<p>Louis Dreyfus, whose roots lie in eastern France, has stressed that results were steadily improving after a restructuring push and Margarita Louis-Dreyfus said in the statement that &#8220;we are on track for solid results in 2018 and beyond.&#8221;</p>
<p>The post <a href="https://www.country-guide.ca/daily/louis-dreyfus-top-shareholder-gets-finance-to-buy-out-minorities/">Louis Dreyfus top shareholder gets finance to buy out minorities</a> appeared first on <a href="https://www.country-guide.ca">Country Guide</a>.</p>
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