Fertilizer maker and input retailer Agrium has again extended its offer to buy UAP, a major North American input retailer, while its proposal awaits approval from U.S. antitrust regulators.
The offer, which was previously set to expire at midnight on Monday, will now be open until midnight (ET) March 14.
A waiting period under the U.S. government’s Antitrust Improvements (Hart-Scott-Rodino) Act has yet to expire or be shortened by U.S. regulators, Calgary-based Agrium said Monday.
The company also said it will withdraw its notification and report form to the U.S. Federal Trade Commission and re-file a revised version on Thursday.
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The company, by doing so, hopes to avoid a formal “second request” for more information from the FTC, which could set the process back to later this summer — although there’s no assurance the FTC wouldn’t make a second request anyway, it noted.
Informal talks between Agrium and FTC staff indicate “significant progress has been made in reducing the areas about which the (FTC) might have competitive concerns” about the proposed takeover, Agrium said.
The friendly US$2.65 billion all-cash deal, as proposed, would make Colorado-based UAP an Agrium subsidiary. It would also make Agrium the biggest North American retailer of crop inputs and services, with broader geographic coverage as the two companies combine their “complementary footprints,” as they explained when the deal was announced in December.
About 30.15 million UAP shares — less than 60 per cent — have been tendered into Agrium’s offer and not withdrawn, Agrium said Monday afternoon. That’s down from 44.42 million UAP shares in early January.
UAP shares (Nasdaq: UAPH) were trading at around US$38.58 Wednesday afternoon, compared to Agrium’s offer of US$39 per share.
Canada’s commissioner of competition announced last month he would not intervene in the Agrium/UAP deal, which leaves the two companies waiting on the green light from U.S. regulators. The two companies have until Sept. 2 to complete a deal before they must go back to their boards of directors for approval of a new offer.
UAP runs about 370 distribution and storage facilities and three formulation plants, selling chemicals, fertilizer and seed to farmers, commercial growers and regional-level dealers across North America.
UAP’s Canadian wing, based at Dorchester, Ont., includes warehouses in B.C., Quebec and Ontario and product lines of herbicides, fungicides, insecticides, nutrients, adjuvants, inoculants, growth regulators and other specialty products.
