NOT FOR RELEASE IN THE UNITED STATES OR TO US WIRE SERVICES

Viterra Inc. (TSX:VT) is pleased to announce that it will raise $450 million in
equity through a bought deal subscription receipt offering (the "Offering") by
way of a private placement to exempt purchasers.   The transaction will be
executed through TD Securities Inc. and Genuity Capital Markets (the
"Underwriters") acting as joint bookrunners.  Proceeds of the offering will
provide a portion of the funding that may be required should Viterra determine
that it will proceed with the acquisition of shares of ABB Grain Ltd., via a
scheme of arrangement.


The price of the issue is $8.00 per subscription receipt.  Each subscription
receipt represents the right of the holder to receive, for no additional
consideration, one common share of Viterra upon the acquisition closing of ABB
Grain Ltd.  The Underwriters have received an indication from Alberta Investment
Management Corporation to subscribe for half of the Offering.  The completion of
the private placement is subject to the approval of the Toronto Stock Exchange.


On April 27, 2009, Viterra confirmed that it was in discussions regarding a
possible strategic transaction with ABB Grain Ltd ("ABB"). The discussions are
ongoing and the parties are engaged in continuing negotiations and due diligence
activities. No transaction has been agreed to at this time.


President and Chief Executive Officer, Mayo Schmidt says, "We feel it is
important to put ourselves in a position to act quickly should due diligence and
negotiations result in a strategic transaction.  Having this offering
underwritten illustrates the market's confidence in this team's ability to
carefully assess opportunities and execute strategies that deliver value for
shareholders."


The subscription receipts and resulting Common Shares will be subject to an
aggregate hold period in Canada of four months after the Closing Date and will
not be freely tradable by holders during that time.


Closing of the subscription receipt offering is expected to take place on or
about May 13, 2009.   The common shares have not been and will not be registered
in the United States under the Securities Act of 1933, as amended and may not be
offered or sold in the United States except in accordance with an exemption from
registration.


In the event a definitive agreement is not entered into with ABB and publicly
announced by June 30, 2009, acquisition closing does not occur before November
30, 2009, or the acquisition is terminated at an earlier time, holders of the
subscription receipts will receive refund of the full purchase price of the
subscription receipt, together with their pro rata share of interest earned
thereon between the Closing Date and the Termination Date (less applicable
withholding tax, if any).


For U.S. Shareholders

The securities offered hereby have not and will not be registered under the
United States Securities Act of 1933, as amended (the "1933 Act") and may not be
offered or sold in the United States or to U.S. persons (as defined in
Regulation S under the 1933 Act) unless the securities have been registered
under the 1933 Act, or are otherwise exempt from such registration.


Forward-Looking Information

This release contains forward looking statements that involve certain risks and
uncertainties which could cause actual results to differ materially from future
results expressed or implied by such statements. Important factors that could
affect these statements include, without limitation, weather conditions;
producer's decisions regarding total planted acreage, crop selection, and
utilization levels of farm inputs such as fertilizers and pesticides; Canadian
grain export levels; changes in government policy and transportation
deregulation; world agricultural commodity prices and markets; changes in
competitive forces including pricing pressures; and global political and
economic conditions, including grain subsidy actions of the United States and
European Union.


Viterra Inc. is Canada's leading agribusiness, with extensive operations and
distribution capabilities across Western Canada, and with operations in the
United States, Japan, Singapore and Geneva. The Company is diversified into
sales and services of crop inputs and equipment, grain handling and marketing,
livestock feed, agri-food processing and financial products. These operations
are complemented by value-added businesses and strategic alliances, which allow
Viterra to leverage its pivotal position between Prairie farmers and destination
customers. The Company's common shares are listed on the Toronto Stock Exchange
under the symbol VT.


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