BEIJING, Nov 19, 2009 (MARKETWIRE via COMTEX) -- Agria Corporation (NYSE: GRO) (the "Company" or "Agria"), today
announced its intention to participate in PGG Wrightson's (NZX ticker
PGW) fully underwritten pro rata renounceable rights issue.
PGG Wrightson announced today its intention to raise NZ$180.7 million
through a fully underwritten pro rata renounceable rights issue. PGG
Wrightson's shareholders will be entitled to subscribe for nine new
shares for every eight shares held by such shareholders on the record
date of November 26, 2009. The issue price for the new shares is
NZ$0.45 per share. A Simplified Disclosure Prospectus for the issue
has been registered by PGG Wrightson with the New Zealand Companies
Office and is available on its company's website
www.pggwrightson.co.nz. Copies of the prospectus will be mailed to
eligible PGG Wrightson shareholders from November 27, 2009 to
November 30, 2009.
Agria will be eligible to participate in the rights issue with
respect to the 41.1 million shares it will receive by way of the
placement announced on October 16, 2009, which will entitle Agria to
subscribe for 46.2 million shares in the rights offer at an aggregate
price of NZ$20.8 million.
The share issue and related agreements will result in a realignment
of shareholdings between PGG Wrightson's existing cornerstone
shareholders, Rural Portfolio Investments Limited (RPI) and Pyne Gould
Corporation Limited (PGC), and Agria.
RPI currently has a shareholding of 27.5 percent and has undertaken
to sell to Agria 56.8 million of the rights due to it under the
rights issue. Agria intends to take up these rights at an aggregate
issue price of NZ$25.6 million. Of their remaining rights, RPI has
indicated to PGG Wrightson that they will take up at least 2.7
million rights. Upon completion of the rights issue, it is expected
that RPI will have an equity interest of at least 11.8 percent in PGG
Wrightson.
PGC, which currently has a shareholding of 20.7 percent of PGG
Wrightson, has committed to take up all of its entitlement under the
issue. Upon completion of the issue, PGC will have an equity interest
of approximately 18.3 percent in PGG Wrightson. The reduction from
the present holding of 20.7 percent to 18.3 percent reflects dilution
resulting from the placement of PGG Wrightson shares to Agria
referred to above.
As a result of Agria's participation in the rights issue and
intention to exercise rights purchased from RPI, Agria is expected to
reach a shareholding of 19.0 percent in PGG Wrightson. Agria will be
entitled to nominate up to two directors to PGG Wrightson's Board
following the completion of the rights offer.
Agria also intends to subscribe for convertible redeemable notes
(CRNs) in PGG Wrightson to the amount of approximately NZ$32.5
million. The CRNs placement is expected to be completed in January
2010. The proceeds from the CRNs will be invested as new capital
into PGG Wrightson Finance Limited, a wholly-owned subsidiary of PGG
Wrightson, to enhance its regulatory capital and provide greater
liquidity for its future growth.
The New Zealand Government has approved Agria's investment, following
a review by the New Zealand Overseas Investment Office.
About Agria Corporation
Agria Corporation (NYSE: GRO) is an innovative China-based
agri-solutions provider focusing on research and development,
production and distribution of three different types of upstream
agricultural products. Its diversified portfolio of products
comprises corn seeds, sheep breeding and seedlings, including
proprietary products. For more information about Agria Corporation,
please visit www.agriacorp.com.
Safe Harbor Statement:
This announcement contains forward-looking statements. These
statements are made under the "safe harbor" provisions of the U.S.
Private Securities Litigation Reform Act of 1995. These
forward-looking statements can be identified by terminology such as
"will," "expects," "anticipates," "future," "intends," "plans,"
"believes," "estimates," "confident" and similar statements. Agria
may also make written or oral forward-looking statements in its
periodic reports to the U.S. Securities and Exchange Commission on
Forms 20-F and 6-K, etc., in its annual report to shareholders, in
press releases and other written materials and in oral statements
made by its officers, directors or employees to third parties.
Statements that are not historical facts, including statements about
Agria's beliefs and expectations, are forward-looking statements.
Forward-looking statements involve inherent risks and uncertainties.
A number of important factors could cause actual results to differ
materially from those contained in any forward-looking statement.
Potential risks and uncertainties include, but are not limited to,
those risks outlined in Agria's filings with the U.S. Securities and
Exchange Commission. All information provided in this press release
is as of the date of this announcement unless otherwise stated, and
Agria does not undertake any obligation to update any forward-looking
statement, except as required under applicable law.
Contacts:
In China:
John Layburn
Chief Strategy and Compliance Officer
China Tel: 86-10-8438 1031
john.layburn@agriacorp.com
In the U.S.:
David Pasquale
Senior Vice President
U.S. Tel: +914-337-1117
david.pasquale@agriacorp.com
SOURCE: Agria Corporation
mailto:john.layburn@agriacorp.com
mailto:david.pasquale@agriacorp.com