SWP Bid For Agricore Bests JRI

WINNIPEG - Apr 13/07 - SNS -- Agricore United's board of directors have informed James Richardson International Limited (JRI) that the Saskatchewan Wheat Pool's (SWP) revised take-over bid is a superior offer.

JRI now has until April 20 to match or improve upon the sweetened SWP bid for the company.

The SWP bid for each Agricore common share amounts to (a) CDN $20 in cash or (b) 2.2076 SWP 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 SWP common share for each limited voting common share of Agricore United.

The maximum amount of cash payable by SWP pursuant to the April 13 Offer would be $842.6 million and the maximum number of SWP common shares issuable by SWP would be 39.9 million. The consideration offered by SWP for each preferred share is unchanged at $24.00 in cash plus accrued and unpaid dividends.

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 SWP. In this event, Agricore United must pay a termination fee of $24 million to JRI.