MOLINE, Ill. -- Deere & Company and LESCO Inc. announced today that they have entered into a definitive merger agreement for Deere to acquire LESCO for $14.50 per common share in cash.

LESCO, a Cleveland, Ohio-based company, is a leading supplier of consumable products, such as fertilizer, seed and chemicals, for lawn maintenance professionals and golf course superintendents. Upon closing, the company will become part of John Deere Landscapes, a leading wholesale distributor of irrigation, nursery, lighting and landscape materials in the United States.



"This plan is consistent with Deere's growth aspirations," said Nate Jones, president, Commercial & Consumer Division. "We seek business opportunities that bring new customers to John Deere and that offer new products and services to our existing customers. We have a strong commitment to serve professional landscaping and golf course customers."



Jeffrey Rutherford, LESCO's president and chief executive officer, said, "We are pleased to announce this transaction, and we believe it enables shareholders to receive the benefit of our efforts to increase shareholder value. In addition, customers of both LESCO and John Deere benefit because of this decision. LESCO, a strong leader in its segment of the market, now joins with John Deere to provide a more complete set of products and services."



The transaction will roughly double the number of store
locations for John Deere Landscapes with the addition of LESCO's 332 stores, strengthening its presence across the U.S. and especially in the eastern seaboard states.



"Commercial landscape and lawn care professionals seek business partners who assist them in growing their businesses," said Dave Werning, president of John Deere Landscapes. "The addition of LESCO to our company will enable John Deere Landscapes to continue helping customers be more profitable and productive."



The combination of LESCO and John Deere Landscapes will significantly increase the volume of consumable products sold by John Deere Landscapes; will expand the customer base for both LESCO and John Deere Landscapes products and services; and will complement John Deere's work in the Golf & Turf One Source business, which focuses on bringing total solutions to those who maintain golf course properties.



The transaction is subject to customary closing conditions, including approval of LESCO's shareholders and regulatory approval, and is expected to close during the second calendar quarter of 2007. LESCO's board of directors has unanimously approved the merger agreement and recommends that LESCO's shareholders adopt the merger agreement.



Merrill Lynch & Co. acted as financial advisors to Deere & Company in connection with this transaction. William Blair & Company and Western Reserve Partners LLC served LESCO as financial advisors.



LESCO Inc. is a leading provider of products for the professional green and pest control industries. LESCO serves customers worldwide, through 332 LESCO Service Center locations, 114 LESCO Stores-on-Wheels vehicles, and other direct sales efforts.



Deere & Company is the world's leading manufacturer of agricultural and forestry equipment, a major manufacturer of construction equipment, and a leading supplier of equipment used in lawn, grounds and turf care. John Deere also manufactures and markets engines used in heavy equipment and provides landscape and worldwide financial services. Since it was founded in 1837, the company has extended its heritage of integrity, quality, commitment and innovation around the globe.



SOURCE: Deere & Company news release.