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Well it look like Sask Pool is convinced change is coming

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    Well it look like Sask Pool is convinced change is coming

    I NEED A LITTLE TIME TO GET MY HEAD AROUND THIS DEVELOPMENT

    Sask Pool makes bid to buy Agricore United to create $1.2-billion company
    November 7, 2006 - 17:44

    REGINA (CP) - Saskatchewan Wheat Pool Inc. (TSX:SWP) is making a hostile bid to buy Agricore United (TSX:AU) in a deal that would combine Canada's two biggest grain handlers into one business worth more than $1.2 billion.

    The stock-and-cash proposal revealed late Tuesday by Regina-based SaskPool would create a company with $4.3 billion in annual revenues with major operations in the three prairie provinces.

    The complex bid has a value of about $581 million based on Tuesday share prices for both companies.

    If accepted by shareholders of Agricore, a company twice the size of SaskPool, the takeover offer would lead to cost savings - and perhaps some streamlining and job cuts.

    But the merged company would still have meaningful operations in Winnipeg and Regina, with an additional office in Alberta, the company said in an announcement after stock markets closed.

    Under the offer, SaskPool is offering a share swap deal that would see each Agricore limited voting share exchanged for 1.35 common shares of SaskPool, valuing each Agricore share at $9.32 at Tuesday's closing stock price.

    SaskPool would also offer to buy Agricore convertible debentures for stock and will pay $24 in cash for each preferred share.

    The Regina company says it hopes to create a lower-cost combined company through "significant" efficiencies including estimated improvements of $60 million a year. However, it did not say whether jobs would be cut or grain handling operations streamlined.

    "Our proposal would give Saskatchewan Wheat Pool and Agricore a stronger and more diversified presence amidst the growing demands of a highly competitive marketplace," said SaskPool president and CEO Mayo Schmidt. "We are attempting to create a significant agri-business with decades of expertise, superior assets and a truly unique home grown Canadian advantage. By combining operations we will create the scale and scope of operations to enhance Western Canada's position in a global environment."

    Sask Pool appears to be going around Agricore's board of directors and management in making the offer directly to shareholders.

    The deal was initially presented to Agricore's chief executive and its chairman on Oct. 24. Sask Pool said it decided to announce the offer Tuesday because it didn't want until Agricore United held its next board meeting in mid-December.

    "We are presenting this offer directly to Agricore security holders for their consideration. We believe strongly in the significant benefits this transaction will provide for our respective farmers and destination customers, the industry and our respective shareholders. We believe the advantages are simply too important to ignore," said Pool board chairman Terry Baker, who farms in west-central Saskatchewan.

    Baker added that Sask Pool's board of directors fully supports the initiative.

    The announcement came after the close of stock trading Tuesday. Earlier, SaskPool shares closed at $6.91, a drop of six cents on the Toronto Stock Exchange.

    Agricore shares fell five cents to $8.24.

    Agricore had sales last year of nearly $2.8 billion and earned a profit of just over $12.5 million, with a workforce of 2,800.

    SaskPool had 1,388 employees at the end of 2005, produced revenues of nearly $1.4 billion and a profit of $12.1 million.

    #2
    What's ADM going to say about this? If Sask Pool goes direct to shareholders, how many of those are old Manitoba Pool, Alberta Pool and UGG people? Not sure if the latter will want a bunch of Sask Pool shares, not me anyway (unless it's a sweeeet deal).

    Comment


      #3
      I'm not one against change, but this is no good for the producer.

      We need all the competition we can possibly have. The Pool having that much control over us will not be good.

      We make progress by possibly having the chance to market all of our Wheat & Barley by Dual Marketing, and now this. This will not benefit the producer I assure you.

      Comment


        #4
        CRUSHER, I'm with you I'm not to interested in owning Sask Pool shares at any price.

        But it looks to me like Sask Pool is trying to buy AU on the cheap.

        If you have no pressing reason to sell, why accept the first lowball offer.

        Maybe $16 cash per common and $40 cash for preferred.

        I doubt ADM is very impressed with the offer.

        Comment


          #5
          Adam Smith: Your bang on everytime.

          In my opinion, if this specific deal doesn't fly at least we know what our corporate Agribusiness leaders are planning for the future. Eventually, in one form or another the merger of these companies will happen.

          And now that we finally have a government in office that listens to market-minded farmers, I assume they will not stand in the way of free market forces at will and will not listen to the "lefties" out there that will say this is bad for farmers.

          The long battle the WCWGA and WCBGA has waged in fighting for these industry chnages is starting to pay off bigtime. Creating marketing choice and freedom will force morre efficiencies upon both us the farmer, and upon the grain companies, but it will be a win win situation for us all.

          Comment


            #6
            I haven't spoke to any of the AU directors since this news became public but if they are doing their job correctly they should be telling management to be communicating with every shareholder and explainig to them that Agricore United is worth much more than Sask Pool is offering,
            and encouraging them to reject this offer.

            I would suspect most investors will quicky see this as a very inadequte offer by the Pool. I don't want to say it's insulting but it's close.

            Comment


              #7
              SO do a reverse takeover bid...

              one that involves CASH ... not with buy now and with money down... Reads like a commercial for the BRICK FURNITURE WAREHOUSE..

              Comment


                #8
                above shd read:

                not with buy now with no money down

                I am morphing into Charlie

                Comment


                  #9
                  If this has legs, it'll be interesting to see what the Competition Bureau does. Remember, AU was forced to divest a number of country elevators and a terminal because of market concentration. And the JRI/SWP terminal joint venture was blocked. I really doubt the Competition Bureau will allow this to go very far....

                  Comment


                    #10
                    It is interesting to note that at one point there was a merger in the works for MPE SWP and AWP. SWP wouldn't agree as a result we ended up with MPE and AWP merging and eventually UGG taking them over. Interesting how it all unfolds. ADM will never go along with this deal, and they have a controlling interest.

                    Comment


                      #11
                      Agstar:

                      What is your definition of controlling interest?

                      Comment


                        #12
                        No matter how much things change, some things stay the same. SWP hasn't changed over the years. They always had this idea that the only way to gain market share was to buy out or eliminate the competition. They were never able to gain more market share by actually competing, offering higher prices than the competition or giving better service than their competitors. As per usual this move will not benefit farmers it will cost us mega bucks in the long run.

                        Comment


                          #13
                          I guess it must be interesting to talk about at the SWP board table but I can assure you - this ain't gonna happen.

                          SWP and AU combined have about 48% of the handling/shipping capacity in the country, about 77% of west coast terminal capacity and 61% of Thunder Bay terminal capacity; if they were to merge there would be only 3 terminal operators left in Vancouver - SWP/AU, Cgl, JRI - plus the potential of another if the UGG terminal is ever sold and operated.

                          I can't imagine a scenario where the Competition Bureau would allow this to go ahead without major divestments (which takes away the reason to combine assets in the first place).

                          Comment


                            #14
                            Is it just me or is this a really short sighted response to the change that is coming? Wouldn't a major investment in processing be a more logical move?

                            Or are the boys around the Sask Pool no different than the CWB Board of Directors, they both suffer from an embarrassing case Cargill envey.

                            Comment


                              #15
                              Wasn't it delusions of grandeur what got them into financial troubles before?

                              - Grain terminal in Gdansk, Poland
                              - Grain terminal in Manzanillo, Mexico
                              - Robin's donuts
                              - "Cadillac" high throughput elevators that needed to turn 12 times to payback (industry average = 6 times)
                              - Don Loewen saying he wanted SWP to become as big as ConAgra

                              Comment

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