Agricore/SWP

[mb_rancher]

Agricore United Board Determines That Revised Saskatchewan Wheat Pool Offer is a Superior Proposal

APR 13, 2007 - 12:23 ET

WINNIPEG, MANITOBA--(CCNMatthews - April 13, 2007) - Agricore United (TSX:AU) today announced that it has received a definitive offer (the "April 13 Offer") from Saskatchewan Wheat Pool Inc. (SaskPool) improving its previously announced offer to acquire all of the outstanding limited voting common shares and preferred shares of Agricore United.

Under the April 13 Offer, SaskPool would increase the consideration offered for each limited voting common share of Agricore United to, at the election of each holder, (a) $20 in cash or (b) 2.2076 SaskPool common shares or (c) any combination thereof, subject in each case to pro ration. Assuming full pro ration, each holder of limited voting common shares would be entitled to receive $14.00 in cash and 0.6623 of a SaskPool common share for each limited voting common share of Agricore United. The maximum amount of cash payable by SaskPool pursuant to the April 13 Offer would be $842.6 million and the maximum number of SaskPool common shares issuable by SaskPool would be 39.9 million. The consideration offered by SaskPool for each preferred share is unchanged at $24.00 in cash plus accrued and unpaid dividends. The April 13 Offer is conditional upon acceptance by Agricore United.

The Board of Directors of Agricore United, following the recommendation of its Special Committee and consultation with legal and financial advisors, has determined that the April 13 Offer is a "Superior Proposal" under the acquisition agreement with James Richardson International Limited (JRI). Agricore United has provided notice of this determination to JRI. JRI has until April 20, 2007 to match or improve upon the April 13 Offer. If JRI chooses not to match or improve upon the April 13 Offer, Agricore United may terminate the JRI acquisition agreement to accept the April 13 Offer from SaskPool. In this event, Agricore United must pay a termination fee of $24 million to JRI.

Agricore United is one of Canada's leading agri-businesses with headquarters in Winnipeg, Manitoba and extensive operations and distribution capabilities across western Canada, as well as operations in the United States and Japan. Agricore United uses its technology, services and logistics expertise to leverage its network of facilities and connect agricultural customers to domestic and international customers and suppliers. The company's operations are diversified into sales of crop inputs and services, grain merchandising, livestock production services and financial services. Agricore United's limited voting common shares are traded on the Toronto Stock Exchange under the symbol "AU".

[sumdumguy]

I wonder who is borrowing SWP all the money, considering its track record? Really wonder.

[Ron]

Buddy who works for agric speculated SWP is banking on the sale of 6 concrete elevators to Cargil to create cashflow, anything else they can strip and sell? Get rid of one competitor and keep some of the assets?
We are trying to open up the cwb as the same time as the private industry is working towards a monopoly?
HOLY CRAP, maybe the CWB is funding SWP to buy out agricore and get the hard assets they want.
I think I will have another beer and think about conspiracy theories for a while. (Just because you are paranoid doesnt mean they arent out to get you)

[kamichel]

I smell something fishy also. SWP cannot turn a profit yet they can merge with another company and pay double what the shares are worth. Should us farmers now all sell our SWP shares at the current price so that the bondholders who borrowed SWP all the money in the first place can have the entire company? I am also having a beer.

[kamichel]

Hey maybe a good chance here to build some ethanol and biofuel plants into some of the extra ellevators.

[rbrunel]

check out what this has done to AU shares. 19.50 or so. Thanks god my trading account hasn't been completed yet.

[Braveheart]

I still think the Chinese are behind the financing of SWP. They are capable of anything. After all they kidnapped Jack Bauer.

[chuckChuck]

Don't worry folks have another beer or coffee. This is all being done to serve the farmers better. All the efficiencies gained by this proposed merger are going to be passed on to farmers through lower handling fees. With less competition, the combined company can focuss more on passing profits back to farmers. It is good thing that Harper and Strahl are also disabling the Wheat Board because the Wheat Board is just another impediment to ability of the open market to serve the needs of farmers.

[wilagro]

The SWP proposal is probably a better "fit", but I still regard the whole amalgamation thing as a union of two crooked companies who are joining forces to royally screw the farmers better.

Could I be wrong on this?

[charliep]

Regardless of the winner, there should be lots of grain company assets for sale. Will be interesting to see who steps up to the plate to purchase them. If the grain handling business is as profitable as you indicate, there should be lots of investors including a revised CWB.

[Fransisco]

Charlie's right, and they won't need taxpayers money. With such a solid buisness plan the stockmarket will supply them with all the capital they will need. (chuckle)

[rodb]

Wilagro

This is a tough pill to swallow as SWP was the organization along with the rest of the radical left that caused Western Canada to take a pittance for the Crow Benefit. They fought it so long and so hard as they had the most to loose at the time,that we all lost.


We finally have the merger of all the co-operative grain companies. This seems sad as we had the CWB to protect us from the companies that we owned. They did it so well that we are down to a company that we have token ownership and token control. With the left wing dragging the carcass of the CWB to the brink of the prepuces by not allowing change, the CWB will disappear as did the co-operatve grain companies.

Maybe you and your buddies should buy some of the assets that will be for sale and give them to the CWB and then you can perpetuate the 70 year old thinking that goes on at the CWB.

[wilagro]

"Maybe you and your buddies should buy some of the assets that will be for sale and give them to the CWB and then you can perpetuate the 70 year old thinking that goes on at the CWB"

Forget it, the CWB is toast.

As far as the Crow Benifit, I took the money which was about 1/20 th of what we should have received, but had no choice. Darned fools. It wasn't just the SWP that wanted the Crow killed, the Alberta gov't spent millions lobbying for its demise. Ernie Isley was our Ag minister at the time, IMO another darned fool..

[rodb]

Killing the "Crow" was the last thing on SWP mind. Alberta wanted it gone but it became a line item in the budget for the Liberals and it was gone. Ernie may have been there lobbying for end but with a goal getting an equitable settlement and allowing compettive advantage to work.

You are lucky that you got 1/20th. We had all our own land in things that didn't qualify and most of our landlords pocketed the money.But that is water under the bridge.

[GALAXIE500]

Well boys this is my theory on the SWP/AGRICORE merger. In my opinion I think we should look at the ceo of the pool, remember who he used to work for? Thats right , Conagra! Now call me crazy, but wouldn't it be the easy way for our good ol boys to the south to sneak in the back door after swp, agricore haved merged and then buy out the entire outfit? Lets also remember that good ol Mayo hired on a few of his Conagra buddies over the years. Just my thoughts and theories.