Thursday, May 5th, 2011 - Agrium

Agrium Inc. (TSX: AGU) (NYSE: AGU) announced today that Cargill, Incorporated ("Cargill") has received clearance from Australia's Foreign Investment Review Board ("FIRB") for Cargill's proposed acquisition of AWB Limited's ("AWB") Commodity Management Business from Agrium. FIRB has notified Cargill that there are no objections to the proposed acquisition. This follows the Australian Competition and Consumer Commission's approval of the acquisition.

As a result, the condition precedent to the Commodities Management Sale Agreement between Agrium and Cargill in relation to regulatory approvals is now satisfied.

On December 15, 2010, Agrium reached a definitive agreement with Cargill pursuant to which Cargill agreed to acquire a majority of the commodity management businesses of AWB. Further details of this transaction will be provided upon closing, which is expected within the next two weeks.

"We are pleased that all the necessary approvals have now been obtained to complete this transaction. This will allow us to focus our efforts in Australia on what we do best, bringing value to our grower customers through our retail Landmark business," said Agrium's President and CEO, Mr. Mike Wilson. "Likewise, we believe Australian grain growers will further benefit from Cargill's expertise in grain handling and international marketing," added Mr. Wilson.

Contact Profile


Agrium Inc. is a major Retail supplier of agricultural products and services in North America, South America and Australia and a leading global Wholesale producer and marketer of all three major agricultural nutrients and the premier supplier of specialty fertilizers in North America through our Advanced Technologies business unit. Agrium's strategy is to grow across the value chain through acquisition, incremental expansion of its existing operations and through the development, commercialization and marketing of new products and international opportunities. Our strategy places particular emphasis on growth opportunities that both increase and stabilize our earnings profile in the continuing transformation of Agrium.

About Cargill
Cargill is an international producer and marketer of food, agricultural, financial and industrial products and services. Founded in 1865, Cargill is a privately held company that employs 131,000 people in 66 countries. They help customers succeed through collaboration and innovation, and are committed to sharing their global knowledge and experience to help meet economic, environmental and social challenges. Cargill Australia was established in 1967 to serve the country's large grain export industry and has since extended its involvement into several other agricultural and industrial areas. These areas include oilseed and meat processing, grain and oilseed storage and flour milling. For more information, go to:

Forward-Looking Statements
Certain statements and other information included in this press release constitute "forward looking information" within the meaning of applicable Canadian securities legislation or constitute "forward-looking statements" within the meaning of applicable U.S. securities legislation (collectively, the "forward-looking statements"). All statements in this press release, other than those relating to historical information or current conditions, are forward-looking statements, including, but not limited to, statements as to management's expectations with respect to business and financial prospects, plans, strategies, objectives and expectations, including with respect to future operations of Agrium, the expected synergies to be realized by Agrium in connection with the transaction, including the expected timing of Agrium realizing such synergies and the proceeds to be received from the sale or wind-down of AWB's commodity management businesses, including the timing of the release of working capital from Harvest Finance. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from such forward-looking statements.

Events or circumstances that could cause actual results to differ materially from those in the forward-looking statements, include, but are not limited to: divestiture of commodity management assets may be unsuccessful or more time consuming or costly than initially realized and the proceeds of such divestiture may be less than expected; disruption from the transaction making it more difficult to maintain relationships with customers, employees and suppliers; failure to consummate the announced transaction; general business and economic conditions and other risk factors detailed from time to time in Agrium reports filed with the Canadian securities regulators and the Securities and Exchange Commission in the United States. In addition, the business of AWB is subject to certain risks and uncertainties that will apply equally to Agrium's operation of AWB's business, and to Agrium on a consolidated basis, now that the acquisition of AWB has been completed and events or circumstances arising from such risks and uncertainties could equally cause Agrium's actual results to differ materially from those outlined in forward-looking statements. These risks and uncertainties include, but are not limited to, those arising due to the following factors: AWB is exposed to both Australian and international weather patterns and natural disasters and associated changes in agricultural activity; AWB's business units are exposed to fluctuations in market prices for agricultural commodities and freight; AWB's earnings can be impacted by market dynamics and trading strategy; AWB's commodity business could be negatively impacted by a loss of accreditation in Australia; AWB is subject to dispute and litigation risk (including as a result of being named in litigation commenced by the Iraqi Government relating to the United Nations Oil-For-Food Programme), as well as counterparty and sovereign risk; that AWB has not been subject to Canadian and U.S. internal control and regulatory compliance standards to which Agrium is subject and, as a result, AWB may have had internal control and compliance failures in the past; and AWB is subject to refinancing requirements and is exposed to interest rate changes.

Agrium disclaims any intention or obligation to update or revise any forward-looking statements in this press release as a result of new information or future events, except as may be required under applicable U.S. federal securities laws or applicable Canadian securities legislation.

Agrium Inc. - Investor/Media Relations
Richard Downey
Senior Director, Investor Relations
(403) 225-7357

Agrium Inc. - Investor/Media Relations
Todd Coakwell
Manager, Investor Relations
(403) 225-7437

Media enquiries - Australia
Ian Desborough
Corporate Affairs at AWB
(61) 03 9209 2335
Richard Downey Senior Director, Investor Relations
P: (403) 225-7357





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