Calgary, Alberta, Canada
July 31, 2009
Viterra Inc. (“Viterra”) fully endorses the newly appointed
Executive Committee that has been put in place at
ABB Grain Ltd. (ASX:ABB),
(“ABB”), following the retirement of Michael Iwaniw, Managing
Director.
Over the next six weeks leading up to the date of the Scheme
meeting, an Executive Committee comprised of Terry O’Connor,
Acting Chief Operating Officer and Chief Financial Officer
Kingsley David will manage ABB and will
report to a sub-committee of the Board comprised of Perry Gunner
(Chairman) and Kevin Osborn.
President and Chief Executive Officer, Mayo Schmidt says, “I
have had the pleasure of spending time with Mr. O’Connor and Mr.
David over the past several months. They are strongly qualified
individuals with significant
experience in their areas of expertise.”
Terry O’Connor joined ABB in 2003 and has been involved in the
agri-industry for almost 30 years. His experience includes
importing to and exporting from Australasia to destinations
around the world. Terry O’Connor has been instrumental in the
Company’s integration following the merger of AusBulk in 2004.
Terry is responsible for managing the New Zealand operations and
providing business opportunities resulting in sustained growth
for ABB.
Kingsley David, is a Fellow of CPA Australia (FCPA) with over 20
years experience in finance, the last nine with ABB. He has been
Chief Financial Officer for the past two years and previously
Deputy Chief Financial Officer.
Kingsley has been involved in ABB’s growth initiatives and
international expansion and with various merger and acquisitions
activities.
Should the combination of ABB and Viterra be approved, a new
leader with a deep perspective of the Australian marketplace
will be appointed to lead the Australian, New Zealand and South
East Asian operations. This individual will become a member of
Viterra’s CEO Council, a group of senior Viterra executives that
is charged with the development of the business and strategic
plans for the organization under the direction of the President
and Chief Executive Officer.
Schmidt added, “We are confident in this transaction and the
merits of bringing these two great companies together. We are
very pleased by the feedback we have received from the
investment community and from growers. ABB Directors have
unanimously recommended that ABB shareholders vote in favour of
the transaction, in the absence of a superior offer. At the same
time, as noted in the Scheme booklet, the Independent Expert has
concluded that the Scheme is fair and reasonable and therefore
in the best interests of ABB shareholders.”
Board Appointments
Viterra is also pleased to confirm that four directors from ABB
have been named to join Viterra’s Board of Directors should the
combination of the two companies proceed. The appointments would
be effective following the implementation of the Scheme.
The additions, which include two Australian growers, will expand
the perspective of the Viterra Board ensuring that it has the
benefit of the Australian experience in the development of the
Company’s future global direction. Its corporate governance
model will be enhanced with the addition of a Deputy Chairman
position which will be filled with one of the ABB nominees.
“These appointments will facilitate significant Australian
oversight and influence with respect to the strategic
decision-making of the new company. We look forward to their
future contributions should ABB shareholders
positively endorse this transaction.” said Thomas Birks,
Chairman of the Board of Directors of Viterra.
The appointments include:
Mr Perry Gunner,
B.AgSc, Grad. Dip. Bus. Admin
Mr. Gunner is the Chair of ABB’s Board and serves on its
Nomination and Remuneration Committees. He is a Director of
Australian Vintage Ltd. and Freedom Nutritional Foods
Limited and a previous Director of AusBulk Ltd.
Mr Max Venning, MAICD
Mr. Venning is the Deputy Chair of ABB’s Board, and serves
on Nomination and Grower Links Committees. A grower from
Bute, South Australia, he is also a previous director of
AusBulk Ltd. and United Grower Holdings Ltd.
Mr Paul Daniel, FAICD
Mr. Daniel currently serves on the Finance and Audit
Committees of ABB’s Board. He is a previous director of
Direct Fertilizers Ltd and is a grower from Balaklava, South
Australia.
Mr Kevin Osborn, FAICD, FFTA, FPNA
Mr. Osborn is the Chair of ABB’s Finance and Audit
Committees of the Board, and a member of the Corporate Risk
and Compliance and Remuneration Committees. He is Deputy
Chairman of Bendigo and Adelaide Bank Ltd and director of
Leaders Institute of SA Inc.
The combination of ABB and Viterra
is subject to shareholder and court approval of the Scheme (as
well as other conditions). The Scheme booklet will be mailed to
all ABB shareholders. A shareholder vote will take place on
September 9, 2009.
Viterra Inc. is Canada's leading agribusiness, with extensive
operations and distribution capabilities across Western Canada,
and with operations in the United States, Japan, Singapore and
Geneva. The Company is diversified into sales and services of
crop inputs and equipment, grain handling and marketing,
livestock feed, agri-food processing and financial products.
These operations are complemented by value-added businesses and
strategic alliances, which allow Viterra to leverage its pivotal
position between Prairie farmers and destination customers. The
Company's common shares are listed on the TSX under the symbol
VT.
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