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Published on 2/26/2008 in the Prospect News Special Situations Daily.

Agrium once again extends tender offer for UAP, will refile Hart-Scott-Rodino premerger notification

By Lisa Kerner

Charlotte, N.C., Feb. 26 - Agrium Inc. extended its tender offer for UAP Holding Corp. to midnight ET on March 14 from midnight ET on Feb. 26.

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.

As of 4 p.m. ET on Feb. 25, some 30.15 million shares of UAP Holding common stock had been tendered in the offer.

Agrium will voluntarily withdraw its notification and report form from the Federal Trade Commission on Feb. 26 and will refile it on Feb. 28, giving the company an additional 15 days to provide information and answer questions.

The Hart-Scott-Rodino waiting period is now set to expire at 11:59 p.m. ET on March 14.

According to a company news release, Agrium originally filed its notification and report form on Dec. 10 and refiled it on Dec. 28 and again on Feb. 11.

Agrium said it remains committed to working cooperatively with the FTC as it conducts its review of the proposed acquisition and remains highly confident of a successful close to the transaction.

It was previously reported that 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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