Agrium completes tender offer for UAP, expects to complete acquisition within several days
ALL AMOUNTS ARE STATED IN U.S.$
Agrium U.S.ís tender offer for all of the outstanding common stock of UAP expired at 12:00 midnight, New York City time, on May 2, 2008. As of such time, approximately 52.17 million shares were tendered and not withdrawn in the offer (including approximately 3.04 million shares delivered pursuant to the guaranteed delivery procedure), representing 98.5 percent of UAPís outstanding shares. Agrium U.S. has accepted for payment all tendered shares.
The completion of the tender offer is the first step in Agriumís two-step acquisition of UAP. The second and final step, the merger of UAP with an Agrium subsidiary, is expected to occur within the next several days. In the merger, each of the remaining shares of UAP (other than any shares in respect of which appraisal rights are validly exercised under Delaware law and any shares owned by UAP, Agrium or any of their wholly-owned subsidiaries) will be converted into the right to receive the same $39.00 in cash per share, without interest and less any required withholding taxes, that was paid in the tender offer. Following the merger, UAPís shares will cease to be traded on the NASDAQ Global Select Market.
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