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Published on 3/14/2008 in the Prospect News Special Situations Daily.

Agrium extends tender offer for UAP Holding; merger slowed by FTC concerns

By Lisa Kerner

Charlotte, N.C., March 14 - Agrium Inc. once again extended its tender offer for UAP Holding Corp., this time to midnight ET on April 30 from March 14.

As of 5 p.m. ET on March 13, some 31.34 million shares of UAP Holding common stock had been tendered in the offer.

All of the conditions for completion of the offer have not been met, Agrium said, including the expiration of the Hart-Scott-Rodino waiting period.

Agrium intends to voluntarily withdraw its notification and report form from the Federal Trade Commission on March 14.

The company will continue to work with the Federal Trade Commission to address the agency's concerns related to about 12 of UAP Holding's 370 stores.

Agrium plans to re-file its notification and report form when the concerns have been fully addressed or remedied, according to a company news release.

Despite the delay, Agrium said it believes the transaction will close by early summer.

It was previously reported that Agrium originally filed its notification and report form on Dec. 10 and refiled it on Dec. 28, Feb. 11 and Feb. 26.

Agrium agreed to acquire UAP Holding for $2.65 billion, including debt.

UAP Holding, located in Greeley, Colo., is the holding company of UAP Inc., an independent distributor of agricultural and non-crop products in the United States and Canada.

Agrium is a retail supplier of agricultural products and services in North America and South America and a producer of agricultural nutrients and industrial products. The company is based in Calgary, Alta.


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