Cedar Falls, Iowa
February 25, 2003
Ag Services of America, Inc.
(NYSE:ASV) and American Securities Capital Partners, L.P. (ASCP)
announced today the signing of a definitive agreement providing
for an investment of up to $70 million in Ag Services by ASCP.
The agreement provides that ASCP will invest up to $70 million
in Ag Services over a three-year period. The first tranche of
$35 million is expected in the first quarter of the Company's
fiscal year, which ends on May 31, 2003, subject to shareholder
approval and other closing conditions. Two additional tranches
of $17.5 million each will be made in the two following years,
subject to certain Company performance thresholds and other
closing conditions. The last tranche of $17.5 million can be
terminated if it is not needed to support the Company's growth
plans. ASCP will be purchasing Ag Services' 8.375% convertible
preferred stock, which may be redeemed after seven years and is
convertible to common stock at a price of $8.50 per share. ASCP
will have voting control of Ag Services after the initial
funding of $35 million occurs. A definitive proxy statement will
be mailed in connection with a shareholder meeting seeking to
approve this transaction. Ag Services' board of directors',
including the three founders, have agreed to vote their shares,
currently representing approximately 23% of Ag Services, in
favor of this transaction.
Additionally, Ag Services announced an increase of $100 million
to its current revolving line of credit. This increases the
current credit facility to $200 million and allows additional
loan commitments to be made for the 2003 crop season. The
Company also continues to work towards finalizing a long-term
replacement of its current, secured credit facility.
American Securities Capital Partners is the private-equity
investment arm of American Securities, a family office founded
in 1947 by the late William Rosenwald, to manage his share of
his family's Sears Roebuck fortune. ASCP manages more than $1
billion of committed capital in private equity and is currently
investing its third private-equity investment fund with outside
investors, which has $650 million of capital committed.
Ag Services of America, Inc.
is based in Cedar Falls, Iowa, and is a leading supplier of crop
input financing and agricultural inputs, including seed,
chemicals and fertilizers to primarily corn and soybean growers
in the U.S. The Company's one-stop shopping business model
includes competitive and flexible financing packages through its
AgriFlex Credit(R) program combined with the most comprehensive
offering of agricultural inputs from national sources such as
Asgrow, BASF, Dekalb, Dow AgroSciences, DuPont, Garst, Monsanto,
Syngenta and Pioneer Hi-Bred. The Company also administers
additional financing programs for various suppliers,
manufacturers and distributors in the agricultural industry and
provides ancillary services such as crop insurance and grain
marketing.
AgriFlex Credit is a registered
trademark of Ag Services of America, Inc. All other trademarks
or product names are the property of their respective owners.
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