AgriBioTech Inc. Has Completed the Sale of the Chemical and Fertilizer Division of Willamette Seed Co.

HENDERSON, Nev.--(BUSINESS WIRE)--Dec. 22, 1998--AgriBioTech Inc. ("ABT") (Nasdaq NM:ABTX) Tuesday announced that the company has completed the sale of certain assets relating to the chemical and fertilizer division, with approximately $20 million in sales, of Willamette Seed Co. to Wilbur-Ellis Co., a San Francisco-based company specializing in the marketing, distribution and formulation of crop protection products, fertilizers and animal feed stuffs primarily in the western region of the United States.

The purchase price of approximately $10.5 million, for fixed assets, inventory and accounts receivable was paid with approximately $7.5 million in cash and the balance was paid through the assumption of trade payables and other selected debt. ABT retains the seed division of Willamette Seed Co.

Sale of the above business will allow ABT to focus on its core forage and turfgrass seed business and provide customers and farmers the opportunity to do fertilizer business with a leading fertilizer and chemical company. The sale is also part of the company's recently announced company-wide integration effort designed to bring ABT's business closer to customers and increase earnings capacity.

The company previously reported (Dec. 8, 1998 news release) on an $11 million equity funding through the sale of "250,000 shares of registered AgriBioTech common stock at $12.50 per share to the State of Wisconsin Investment Board, and the company sold 600,000 units (one common share and one warrant) to three private investors led by Brown Simpson Asset Management, LLC for $13.50/unit."

No warrants were available for purchase, except as part of a unit, in spite of recent implications to the contrary. The common stock and unit were priced using a variety of pricing assumptions/models and independent, non-affiliated third party negotiations. Management believes both the sale of common stock and the sale of units were priced at market as some sophisticated investors chose to invest in only the stock, while others elected to purchase units.

The strategic alternative process (Oct. 8, 1998 news release) is continuing on schedule.

AgriBioTech is a fully integrated full service seed company specializing in the forage and turfgrass seed sector, complete with research and development of proprietary seed varieties, seed processing plants, and a national and international distribution and sales network. The company has completed 33 acquisitions since Jan. 1, 1995 and is the largest forage and cool-season turfgrass seed company in the world, with a current level of annualized net sales of approximately $475 million, after this divestiture of the fertilizer and chemical division of Willamette Seed Co. and including the previously announced pending acquisitions of the alfalfa business and international sorghum units of AgriPro Seeds Inc., Moore Seed Processors, and Production Plus+, which have annualized net sales aggregating approximately $35 million.

The statements discussed in this news release include forward-looking statements that involve a number of risks and uncertainties. These include the company's historical lack of profitability, need to manage its growth, intense competition in the seed industry, seasonality of quarterly results, weather conditions, volatile stock price and other risks detailed from time to time in the company's Securities and Exchange Commission reports.