Viterra Closes Acquisition of Dakota Growers Pasta Company

The all-cash transaction, structured as a tender offer followed by a merger of a Viterra subsidiary and Dakota Growers, was unanimously approved by the Boards of Directors of both companies and originally announced on March 10, 2010.

6 May 2010 --- Viterra Inc. announced that it has closed the acquisition of Dakota Growers Pasta Company, Inc., a leading producer and marketer of dry pasta products in North America.

With the close of the transaction, Viterra will now operate an integrated durum mill and pasta production plant in Carrington, North Dakota and a pasta production plant in New Hope, Minnesota.

The deal represents a total enterprise value of USD$240 million, which includes equity value and anticipated net cash/debt at closing, subject to certain adjustments for transaction costs and other closing adjustments.

The all-cash transaction, structured as a tender offer followed by a merger of a Viterra subsidiary and Dakota Growers, was unanimously approved by the Boards of Directors of both companies and originally announced on March 10, 2010.

President and CEO, Mayo Schmidt said, "We are very pleased to have successfully completed this acquisition and would like to thank stockholders of Dakota Growers for their overwhelming support. Joining our businesses is an excellent opportunity to create further value for our farmers and end use customers, and we look forward to building on our reputation for quality and performance with Dakota Growers' employees."

The acquisition will enhance Viterra's milling capabilities, and enable the company to leverage its relationships with premier food companies and expertise in durum origination and marketing. The company also expects to take advantage of strong industry fundamentals based on growing demand for private label products and lower cost, healthier foods.