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The Commission has approved a divestiture petition from Agrium Inc. related to Agrium’s recent acquisition of UAP Holding Corporation. Under the terms of the FTC consent order arising from its challenge to the transaction, Agrium is required to sell five UAP farm stores located in Michigan and two Agrium stores, in Maryland and Virginia, to a Commission-approved buyer within 180 days of acquiring UAP. The divestitures are intended to remedy competitive concerns raised by the acquisition in the market for the retail sale of bulk fertilizer and related services by farm stores located in six geographic markets in or near the towns of Croswell, Richmond, Imlay City, Vestaburg, and Standish, Michigan; and Pocomoke City/Girdletree, Maryland. Through its petition, Agrium requested approval to divest the Farm Supply Assets to Helena Chemical Company.

As proposed by Agrium, Helena would acquire all of the Farm Supply Assets excluding Agrium’s Keller, Virginia store, which the FTC order requires be sold with Agrium’s Snow Hill, Maryland store, because the Keller location supplies the Snow Hill store in the relevant Pocomoke/Girdletree, Maryland market with essential custom-blended fertilizer. Agrium contended that Helena does not need the Keller location because it already has a farm supply store located nearby in Tasley, Virginia, that could supply the Snow Hill store. In its petition, Agrium stated that the order provides that the Farm Supply Assets to be divested need not include assets “not needed by an Acquirer” if the Commission approves the divestiture without the assets. After consulting with Helena, the Commission has approved Agrium’s proposed divestiture by vote of 4-0, and has excluded the Keller assets from the Farm Supply Assets Package. (Docket No. C-4219; the staff contact is Elizabeth A. Piotrowski, Bureau of Competition, 202-326-2623; see press release dated August 22, 2008 at http://www.ftc.gov/opa/2008/08/agrium.shtm.)

Copies of the documents mentioned in this release are available from the FTC’s Web site at http://www.ftc.gov and from the FTC’s Consumer Response Center, Room 130, 600 Pennsylvania Avenue, N.W., Washington, DC 20580. Call toll-free: 1-877-FTC-HELP.

(FYI 51.2008.wpd)