MONTH-IN-BRIEF (Feb 2018)
Mergers & Acquisitions Law
Merger of PotashCorp and Agrium Clears Final FTC Hurdle
By Ben Tarpley, Bass, Berry & Sims
On February 7, 2018, the United States Federal Trade Commission (FTC) announced its approval of a final order (Order) resolving its charges that the merger of the Potash Corporation of Saskatchewan Inc. (PotashCorp) and Agrium Inc. would adversely affect competition in certain North American markets. PotashCorp, a publicly held Saskatoon, Saskatchewan–based corporation that was among the world’s largest producers of potash and other minerals used to produce fertilizer, merged with Agrium, a publicly held Calgary, Alberta–based retail supplier of agricultural products and services, on January 1, 2018, to form Nutrien Ltd., a fertilizer giant with a market capitalization of approximately $34 billion. According to the charges leveled by the FTC, the formation and operation of Nutrien would depress competition in both the North American market for superphosphoric acid (SPA) and a portion of the Ohio market for “65-67 percent concentration nitric acid.” Therefore, pursuant to the Order, Nutrien agreed to divest certain of its assets related to Agrium’s production of nitric acid at its North Bend, Ohio, facility, as well as certain of its assets related to Agrium’s production of SPA at its Conda, Idaho, facility.