Ceres Announces that Leading Independent Proxy Advisory Firm ISS Recommends Shareholders Vote AGAINST VN Capital’s Advisory Resolutions
TORONTO, July 11, 2013 – Ceres Global Ag Corp. (“Ceres” or the “Corporation”) announced today that Institutional Shareholder Services (“ISS”) has recommended that Ceres shareholders vote AGAINST the advisory resolutions proposed by VN Capital Management LLC (“VN Capital”).
ISS is a leading independent provider of proxy research to institutional investors around the world.
ISS concluded in its report that “…the dissident has not made a compelling case for change at this point…” ISS called VN Capital’s proposals “pre-mature”, and cited the costs, disruption to the business, as well as the “risk and uncertainty of assembling a capable management team”, as reasons for Ceres shareholders to vote AGAINST VN Capital’s advisory resolutions.
ISS also noted that Ceres had been responsive to VN Capital’s proposals by conducting the Special Committee review, initiating a process to add two additional independent directors to the Board, and the appointment of an independent chair.
Brian Little, Director and Chair of the Special Committee responded, saying “We are gratified to receive ISS’ independent third-party endorsement of Ceres Board’s diligent and thorough process, and the Special Committee’s recommendation to vote AGAINST VN Capital’s advisory resolutions.”
“VN Capital’s assertions and fundamental premise for bringing this action are incorrect. They have initiated a costly and disruptive process without offering a viable alternative plan for shareholders,” said Gary Selke, Chairman & CEO.
Shareholders are urged to vote their BLUE proxy AGAINST the VN Capital resolutions, prior to 11:00 am (Toronto time) on July 22, 2013. Any shareholder requiring assistance in voting their proxy should contact Canadian Stock Transfer Company Inc., Investor Relations Inquiry at (416) 682- 3860 or toll free at 1-800-387-0825.
About Ceres Global Ag Corp.
Ceres Global Ag Corp. is a Toronto-based asset management corporation with two main investment areas: its Grain Handling and Storage unit, anchored by its 100% ownership of Riverland Ag Corp.; and its Commodity Logistics unit, containing its 25% interest in Stewart Southern Railway Inc. and its planned development of the Northgate, SK Commodity Logistics Hub. Ceres also has significant capital available to invest in these and related businesses. Riverland Ag Corp. is a collection of 11 grain storage and handling assets in Minnesota, North Dakota, New York, Wisconsin and Ontario having aggregate storage capacity of approximately 52 million bushels. Stewart Southern Railway Inc. is a short line rail company that operates in Southeastern Saskatchewan. The Northgate Commodity Logistics Hub is a $90 million grain, oil and oilfield supplies transloading site being developed in conjunction with Scoular Grain and several potential energy company partners, connected to the Burlington Northern Santa Fe Railroad, and expected to open in the fall of 2013 subject to receipt of all remaining necessary permits and approvals and finalization of agreement with project partners. Ceres common shares trade on the Toronto Stock Exchange under the symbol “CRP”.
Chief Financial Officer
Bayfield Strategy, Inc.