#jeff coakwell

[pupuplatters]

LARICCIA :: Worth Waiting For ~ 6.5

[No label] | NR 13373

Worth Waiting For presents an interesting dichotomy about its creators. The band is named after Joel LaRiccia, who provides arrangements and production and is the band's sole lyricist. However, the supporting musicians are featured prominently on the LP's sleeve (including in beautiful illustrations by Joseph Rutt), and lead vocals are shared by several members (my copy also appears to be autographed by guitarist Jeff Bloomer). Focusing only on the music, Worth Waiting For sounds like a collective effort instead of a showcase for a band leader. The frequent appearance of marimba and percussion keeps things mostly mellow, and the freeform hippie vibe throughout is epitomized by "Friends," containing a gang vocal on the hand-holding chorus and a cheering drum circle in the fade out. The album sounds like it was performed by a Christian rock band playing secular material. Only a couple tunes seem to be overtly religious, but the band’s melodies and vocal stylings often bring to mind songs of praise (the stately bridge of “She Said Yes” is an example). The recording is primitive, to say the least, with the drums sounding particularly lifeless in the AM radio aural stew. A homemade sound can enhance the atmosphere of an album, but it's problematic here. First, the album was recorded in a studio over the course of nearly two years, but the cheap-o sound quality doesn't reflect that level of effort. Second, the sonic mushiness often hampers the album's highlights. The delightful "She Said Yes" shows promise with rich guitar voicings in the intro, tricky rhythmic shifts in the break, a unique Motown-meets-hard-rock feel, and an irresistible chorus, but the mix is flat and muddy, sinking the song's charms like quicksand. Pacing and (lack of) song selection are also issues. Worth Waiting For stumbles out of the gate with "Cinnamon's Song," a syrupy love ballad not representative of the bulk of the record, but it rebounds nicely with "Cotton Roller." This track features a chorus and vocal arrangement that will stick in your head for days and is one of the stronger offerings on the album. "All I Need" is a cold sweat, acid rock barn burner performed with real conviction, examining the rigors of the road and a struggle with faith. It is a winner in spite of its overly busy solo break, which sounds like five guitarists simultaneously trying to out-do each other. Taking a cue from the pop symphonies of the mid-'60s, the ambitious "P.M. Advances" finds the band pivoting between moods with ease, patching a number of musical forms together into a unified whole. After a false ending, a Chuck Berry-style rave-up provides a final shot of adrenaline and a dose of optimism with the repeated line “goodnight but not goodbye.” Instead of occupying the third slot in the song sequence, it would have been more effective at the end of the first side or perhaps as the album's penultimate track (with the closer "I Need You" a good comedown). "Rat Race" is the odd duck, a prog-influenced new wave critique of the 9-to-5 world and one of the few pieces not bearing a prominent Allman Brothers/CSN influence. Generally, the album could have been stronger with a bit of trimming and a slightly larger recording budget. Worth Waiting For requires some sifting, but I think patient fans of the style and era would be satisfied with its high points.

July 2, 2020

[mikemortgage]

Nutrien Enters into Binding Agreement to Acquire Ruralco

ALL AMOUNTS ARE STATED IN AUD (A$)

SASKATOON, Saskatchewan — Nutrien Ltd. (TSX and NYSE: NTR) (Nutrien) announced today that it has entered into a binding agreement with Ruralco Holdings Limited. (ASX: RHL) (Ruralco) to acquire all the shares of Ruralco at a price of A$4.40 per share.

“The combination of our Landmark operations with Ruralco in Australia is expected to provide significant benefits for all stakeholders including delivering excellent value for both Ruralco and Nutrien shareholders. The acquisition is anticipated to be immediately accretive to Nutrien and is expected to have a post-synergy EBITDA multiple of 5.6 based on 2018 results,” stated Nutrien President and CEO Chuck Magro.

The head of Landmark, Rob Clayton, commented that, “The combined business will further strengthen the service and innovation that Landmark delivers to Australian growers. With an outstanding team across Australia and access to Nutrien’s expertise, we will provide enhanced solutions and greater value to help Australian growers in an increasingly competitive global market.”

The Nutrien transaction is to be executed via a scheme of arrangement under Australian law and is subject to customary conditions precedent in transactions of this type, including Ruralco shareholder approval and regulatory approval from the Australia Competition and Consumer Commission and the Australian Foreign Investment Review Board.

Ruralco has 105,052,247 ordinary shares outstanding and 1,449,648 outstanding performance rights, share rights and matched shares that will vest prior to the record date resulting in a purchase price of A$469 million.

Ruralco is a company listed on the Australian Securities Exchange (ASX: RHL) which is available at the ASX website www.asx.com.

About Nutrien

Nutrien is the world’s largest provider of crop inputs and services, playing a critical role in helping growers increase food production in a sustainable manner. We produce and distribute 27 million tonnes of potash, nitrogen and phosphate products world-wide. With this capability and our leading agriculture retail network, we are well positioned to supply the needs of our customers. We operate with a long-term view and are committed to working with our stakeholders as we address our economic, environmental and social priorities. The scale and diversity of our integrated portfolio provides a stable earnings base, multiple avenues for growth and the opportunity to return capital to shareholders.

About Landmark

Landmark has been part of rural Australia and its agricultural industry for more than 150 years and has a strong track record of investment, which has increased since its acquisition by Nutrien. Landmark provides solutions to farmers through a national network that services 100,000 clients in over 200 locations. Landmark’s team of experts are committed to a core mission of adding profitably and sustainability to the Australian farmer. Landmark operates across merchandise, livestock, wool, real estate, insurance and finance.

About Ruralco

Ruralco is one of Australia’s leading agriservices businesses, with over 500 locations nationally and employing over 2,000 staff under a variety of brands. Ruralco services Australian farmers through the provision of an extensive range of ag supplies through both its owned stores and CRT, Australia’s largest independent retailing group, and provides agronomic advice and agency services that help maximise the returns of production. Ruralco is also a leading distributor of water products, provider of water infrastructure services, and broker of water entitlements to the Australian agricultural sector.

Forward-Looking Statements

Certain statements and other information included in this press release constitute “forward looking information” within the meaning of applicable Canadian securities legislation or constitute “forward-looking statements” within the meaning of applicable U.S. securities legislation (collectively, the “forward-looking statements”). All statements in this press release, other than those relating to historical information or current condition, are forward-looking statements, including, but not limited to, estimates, forecasts and statements as to management’s expectations with respect to, among other things, business and financial prospects, financial multiples and accretion estimates, future trends, plans, strategies, objectives and expectations, including with respect to future operations following the proposed acquisition of Ruralco. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from such forward-looking statements.

Events or circumstances that could cause actual results to differ materially from those in the forward-looking statements, include, but are not limited to, the rejection of the transaction by the Ruralco shareholders, or the possible delay in the completion of the steps required to be taken for the eventual combination of the two companies, including the possibility that approvals or clearances required to be obtained from regulatory and other agencies and bodies will not be obtained in a timely manner or will be obtained on conditions that may require divestiture of assets expected to be acquired, the businesses of Nutrien and Ruralco, or any other recent business acquisitions, may not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected, the expected combination benefits and synergies and costs savings from the Nutrien/Ruralco transaction may not be fully realized or not realized within the expected time frame, disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees and suppliers, general business and economic conditions, interest rates, exchange rates and tax rates, weather conditions, crop prices, the supply, demand and price level for our major products, gas prices and gas availability, operating rates and production costs, domestic fertilizer consumption and any changes in government policy in key agriculture markets, including the application of price controls and tariffs on fertilizers and the availability of subsidies or changes in their amounts, changes in development plans, construction progress, political risks, including civil unrest, actions by armed groups or conflict, governmental and regulatory requirements and actions by governmental authorities, including changes in government policy, changes in environmental, tax and other laws or regulations and the interpretation thereof and other risk factors detailed from time to time in Nutrien reports filed with the SEC.

Nutrien disclaims any intention or obligation to update or revise any forward-looking statements in this press release as a result of new information or future events, except as may be required under applicable U.S. federal securities laws or applicable Canadian securities legislation.

View source version on businesswire.com: https://www.businesswire.com/news/home/20190226006308/en/

Contacts

FOR FURTHER INFORMATION: Investor and Media Relations: Richard Downey Vice President, Investor & Corporate Relations Tel: (403) 225-7357

Investor Relations: Jeff Holzman Senior Director, Investor Relations Tel: (306) 933-8545 Todd Coakwell Director, Investor Relations Tel: (403) 225-7437 Contact us at: www.Nutrien.com

Media enquiries – Australia: Andrew Butcher Joint Managing Partner Bespoke Approach Tel: +61 3 9654 0735 Mob: +61 400 841 088 Email: abutcher@bespokeapproach.com

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