Item 2.05 Costs Associated with Exit or Disposal Activities
On August 27, 2009, the Company's Board of Directors made a determination that the Company will exit from the business conducted by the Company's Australia/New Zealand Operations. This determination was the completion of the process, announced on February 27, 2009, to examine a range of strategic and operating choices for its Australia/New Zealand Operations as part of a continuing program to maximize the Company's asset values and returns In connection with its decision to the exit from the Australia/New Zealand Operations, the Company will incur material cash and non-cash charges, including asset impairment. The Company is evaluating such amounts but is unable at this time to make a determination of an estimate of amounts required under paragraphs
(b), (c) and (d) of Item 2.05. For consolidated financial statement reporting purposes, commencing with the 4thquarter of the Company's 2009 fiscal year (which ended on August 31, 2009), the Company will begin reporting its Australia/New Zealand Operations as discontinued operations. The charges arising from the decision to exit this business will be recorded in the Company's results from discontinued operations beginning with the 4th quarter of fiscal year 2009. The Company has developed plans to sell the Australia/New Zealand Operations and currently expects to complete such sale within the next three to six months. On August 13, 2009, the Company announced that it had entered into a contract to sell Penford New Zealand Limited and on September 2, 2009, the Company completed that sale. The Company is currently negotiating with various parties who have expressed interest in purchasing all or parts of the Australian assets remaining in the Company's Australia/New Zealand Operations. The timing and completion of any such sale or sales remain subject to significant risks and uncertainties. Item 2.06 Material Impairments
The information contained in Item 2.05 above is hereby incorporated in this Item 2.06 by reference. On August 27, 2009, the Company's Board of Directors concluded that an additional impairment charge will be required with respect to the Company's Australia/New Zealand Operations; however, the Company is unable at this time to make a determination of the amounts required by paragraphs
(b) and (c) of Item 2.06. As previously reported, at the end of the second quarter of fiscal 2009 the Company recorded a non-cash impairment charge of $13.8 million with respect to its Australia/ New Zealand Operations.

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