Minnesota Corn Processors, ADM reach definitive merger agreement

By | July 01, 2002
Marshall, Minn.-based Minnesota Corn Processors, LLC (MCP) announced this month that it has signed a merger agreement with Archer Daniels Midland Company (ADM). The agreement is structured as a cash-for-stock deal whereby ADM will pay to MCP shareholders a price of $2.90 for each Class A unit upon the closing of the merger. The transaction will be accomplished by MCP merging with a subsidiary of ADM.

A proxy statement soliciting votes regarding the proposed merger is tentatively scheduled to be mailed out toward the end of July with a shareholder vote in late August. These dates, however, are not yet confirmed.

"MCP's board of directors have carefully analyzed this transaction and have concluded that this is an attractive offer for our shareholders. The board of directors recommends that the shareholders vote in favor of the transaction," said Jerry Jacoby, chairman of the board of directors of MCP. "ADM has indicated to me that they are looking forward to a long and continuous operation of the corn wet-milling plants."

"This proposed transaction represents the recognition of the value created by MCP in the last several years, particularly since the large financial losses in 1996 and 1997," said L. Dan Thompson, MCP president and CEO. "The price of $2.90 per Class A unit represents a very significant premium over the recent market price of the Class A units which have been trading around $1.00. It is very fair from a financial perspective. Liquidity and value are two of the areas that our MCP shareholders have repeatedly asked us to address. This transaction, if approved by the voting members, will answer those two areas of concern."

The transaction remains subject to a number of conditions, including approval from MCP shareholders and appropriate regulatory agencies.

Informational meetings are tentatively scheduled for the week of August 12, 2002 to provide MCP shareholders the opportunity to ask questions regarding the merger. When these dates are finalized, MCP will send out notices of the time, place and date.