SC 13D/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
Agrium Inc.
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(Name of Issuer)
Common Stock, $.01 Par Value
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(Title of Class of Securities)
008916108
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(CUSIP Number)
Roger Barton
5650 Yonge Street, 5th Floor
Toronto, Ontario M2M 4H5
(416) 730-5321
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
October 11, 2000
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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1. Name of Reporting Person:
Ontario Teachers' Pension Plan Board
2. Check the Appropriate Box if a Member of a Group: (a) |_|
(b) |_|
3. SEC Use Only
4. Source of Funds: 00-Other
5. Check box if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e): |_|
6. Citizenship or Place of Organization: Ontario, Canada
Number of 7. Sole Voting Power: 6,357,974
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each 9. Sole Dispositive Power: 6,357,974
Reporting
Person 10. Shared Dispositive Power: -0-
With
11. Aggregate Amount Beneficially Owned by Each Reporting Person: 6,357,974
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares: |_|
13. Percent of Class Represented by Amount in Row (11): 5.6%
14. Type of Reporting Person: EP
Pursuant to Rule 13d-2(a) of Regulation 13D-G of the General Rules and
Regulations under the Securities Exchange Act of 1934, as amended (the "Act"),
Ontario Teachers' Pension Plan Board ("Teachers") hereby amends its Schedule 13D
Statement dated December 29, 1997, as amended by Amendment No.1 dated April
27,1998, as amended by Amendment No.2 dated January 7, 1999, as amended by
Amendment No.3 dated February 25, 1999, as amended by Amendment No.4 dated
October 26, 1999 and as amended by Amendment No.5 dated March 20, 2000 (the
"Schedule 13D"), relating to the Common Stock, $.01 par value (the "Stock"), of
Agrium, Inc. (the "Issuer"). Unless otherwise indicated, all defined terms used
herein shall have the same meanings respectively ascribed to them in the
Schedule 13D.
Item 2. IDENTITY AND BACKGROUND.
Items 2(a)- (c) are hereby amended and restated in their entirety as
follows:
(a) This Schedule 13D is being filed by Teachers. Teachers is sometimes
hereinafter referred to as the "Reporting Person."
(b) - (c) Teachers is an Ontario, Canada corporation, the principal
business of which is the administration of a pension plan and management of a
pension fund for Ontario teachers. The principal office and business address of
Teachers is 5650 Yonge Street, 5th Floor, Toronto, Ontario M2M 4H5.
The name, residence or business address, and present principal
occupation or employment of each director, executive officer and controlling
person of Teachers is set forth in Schedule A hereto and is incorporated by
reference.
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Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Item 3 is hereby amended and restated in its entirety as follows:
The source and amount of the funds used or to be used by the Reporting
Person to purchase shares of the Stock are as follows:
SOURCE OF FUNDS AMOUNT OF FUNDS
Pension Fund Assets 121,098,604.86(1)
(1) This figure represents the total amount expended by Teachers for all
purchases of shares of the Stock. For shares of Stock purchased on or before
December 19, 1997, Canadian dollar amounts are converted to U.S. dollar amounts
based on the exchange rate for December 19, 1997. For all purchases after
December 19, 1997 to the date of this Amendment, the exchange rate on the date
of such purchase is used.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a)-(c) of Item 5 are hereby amended and restated in their entirety as
follows:
(a)-(b) At the close of business on October 17, 2000, Teachers beneficially
owned 6,357,974 shares of Stock pursuant to Rule 13d-3. Pursuant to information
provided by the Toronto Stock Exchange combined with a press release issued by
Issuer on September 29, 2000, 114,098,608 shares of Stock were outstanding as of
the close of business October 17, 2000. Based on such information, the 6,357,974
shares of Stock beneficially owned by Teachers as of the close of business on
October 17, 2000 represent approximately 5.6% of the shares of the Stock
outstanding.
Teachers has sole voting and dispositive power over all of the 6,357,974 shares
of Stock beneficially owned by it.
Except as described above, neither Teachers nor, to the best knowledge of
Teachers, any of the persons listed in Schedule A hereto beneficially owns any
shares of the Stock, other than Andrew Jones who beneficially owns 9 shares of
the Stock, which constitutes a de minimis percentage of the outstanding shares
of the Stock.
(c) Neither Teachers nor, to the best knowledge of Teachers, any of the
persons listed in Schedule A hereto effected any transactions in the shares of
the Stock in the past sixty days other than the following transactions which
were effected by Teachers on the Toronto Stock Exchange (unless otherwise
specified):
Date of Transaction Number of Purchase (P) Price per
Shares or Sale (S) Share (1)
-------------------------------------------------------------------------
8/23/00 (12,200) S $8.84
8/24/00 (12,200) S $8.84
8/25/00 (9,700) S $9.16
8/28/00 (5,400) S $9.59
8/28/00 (7,300) S $9.65
8/29/00 (7,800) S $9.32
8/30/00 (9,800) S $9.51
8/31/00 (3,900) S $9.77
8/31/00 (5,800) S $9.67
9/6/00 20,000 P $9.71
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9/6/00 (44,900) S $9.61
9/7/00 12,900 P $9.94
9/8/00 2,700 P $10.19
9/8/00 4,500 P $10.24
9/8/00 6,000 P $10.25
9/11/00 6,100 P $10.19
9/11/00 1,400 P $10.21
9/11/00 6,100 P $10.24
9/12/00 2,400 P $10.23
9/12/00 5,400 P $10.22
9/12/00 2,200 P $10.21
9/12/00 800 P $10.21
9/13/00 800 P $10.07
9/15/00 (53,800) S $10.21
9/19/00 (5,600) S (2) $10.15
9/20/00 (22,400) S (2) $10.08
9/21/00 10,000 P $10.15
9/22/00 (11,500) S (2) $9.90
9/26/00 (17,300) S (2) $9.51
10/11/00 600 P $10.14
(1) Shares of the Stock were purchased and sold with Canadian dollars. The
prices per share of the Stock listed reflect the U.S. dollar equivalent on the
date of the transaction and are net of commissions.
(2) Private transactions
To the best of the knowledge of Teachers, none of the persons named in Item
2 herein has effected any transactions in shares of the Stock during the past
sixty days.
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After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
DATED: October 18, 2000
ONTARIO TEACHERS' PENSION PLAN
BOARD, an Ontario, Canada corporation
By: /s/ Roger Barton
-----------------------------
Name: Roger Barton
Title: Vice President, General Counsel
and Secretary
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Schedule A
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<TABLE>
Residence or Principal Occupation
Name Business Address Employment
---- ---------------- ----------
<S> <C> <C>
Claude Lamoureux 5650 Yonge Street President and Chief Executive Office
5th Floor of Teachers
Toronto, Ontario
M2M 4H5
Robin Korthals 121 King Street West Chair
(Chairperson) Suite 2525
Toronto, Ontario
M5H 3T9
Jalynn Bennett 247 Davenport Road President of Jalynn H. Bennett
(Director) Suite 303 Associates, a strategic planning
Toronto, Ontario consulting firm whose principal
M5R 1J9 business address and office are the
same as for Ms. Bennett
David Lennox 55 Lombard Street Retired Secretary for Ontario
(Director) Suite 413 Teachers' Federation, a
Toronto, Ontario teachers' union
M5C 2R7
Ann Finlayson 440 Markham Street Self-employed journalist, speaker,
(Director) Toronto, Ontario freelance editor and consultant
M6G 2L2
Lucy Greene 1736 Caughey Lane Retired Human Resources Executive for
(Director) Penetang, Ontario Sun Life Assurance Company of Canada
L9M 1X4
Geof Clarkson P.O. Box 251 Retired Partner with Ernst & Young
(Director) Toronto-Dominion Centre
Toronto, Ontario
M5K 1J7
Gary Porter 820-439 University Ave. Self-employed Chartered Accountant
(Director) Toronto, Ontario
M5G 1Y8
Ralph Lean, Q.C. Cassels Brock & Blackwell Corporate & Commerical Lawyer
(Director) 40 King Street West
Suite 2100
Toronto, Ontario
M5H 3C2
John S. Lane, C.F.A. 77 Dawlish Avenue Retired Senior Vice President,
(Director) Toronto, Ontario Investments Sun Life Assurance
M4N 1H2 Company of Canada
Robert Bertram 5650 Yonge Street Executive Vice President, Investments of
5th Floor Teachers
Toronto, Ontario
M2M-4H5
Allan Reesor 5650 Yonge Street Executive Vice President, Member Services
5th Floor and Chief Information Officer of
Toronto, Ontario Teachers
M2M-4H5
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John Brennan 5650 Yonge Street Vice President, Human Resources and
5th Floor Public Affairs of Teachers
Toronto, Ontario
M2M-4H5
Andrew Jones 5650 Yonge Street Vice President, Finance of Teachers
5th Floor
Toronto, Ontario
M2M-4H5
Peter Maher 5650 Yonge Street Vice President, Internal Audit of
5th Floor Teachers
Toronto, Ontario
M2M-4H5
Roger Barton 5650 Yonge Street Vice President, General Counsel and
5th Floor Secretary of Teachers
Toronto, Ontario
M2M-4H5
Rosemarie McClean 5650 Yonge Street Vice President, Client Services of
5th Floor Teachers
Toronto, Ontario
M2M-4H5
Morgan McCague 5650 Yonge Street Senior Vice President, Quantitative
5th Floor Investments of Teachers
Toronto, Ontario
M2M-4H5
Neil Petroff 5650 Yonge Street Senior Vice President, International Equity Indexes,
5th Floor Fixed Income and Foreign Exchange of
Toronto, Ontario Teachers
M2M-4H5
Brian Gibson 5650 Yonge Street Senior Vice President, Active Equities of Teachers
5th Floor
Toronto, Ontario
M2M-4H5
Dean Metcalf 5650 Yonge Street Vice President, Merchant Banking of
5th Floor Teachers
Toronto, Ontario
M2M-4H5
Russ Bruch 5650 Yonge Street Vice President, New Business Development of
5th Floor Teachers
Toronto, Ontario
M2M-4H5
Leo de Bever 5650 Yonge Street Senior Vice President, Research & Economics
5th Floor of Teachers
Toronto, Ontario
M2M-4H5
Phil Nichols 5650 Yonge Street Vice President, MIS Member Services of Teachers
5th Floor
Toronto, Ontario
M2M-4H5
Barbara Trott 5650 Yonge Street Vice President, International Equity Indexes of
5th Floor Teachers
Toronto, Ontario
M2M-4H5
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Marcus Dancer 5650 Yonge Street Vice President, Canadian Core Portfolios of
5th Floor Teachers
Toronto, Ontario
M2M-4H5
Sean Rogister 5650 Yonge Street Vice President, Fixed Income of Teachers
5th Floor
Toronto, Ontario
M2M-4H5
</TABLE>
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