Agrium extends tender offer; 62% of CF Industries' shares tendered

By Lisa Kerner

Charlotte, N.C., June 23 - Agrium Inc. extended its tender offer for CF Industries Holdings, Inc. to midnight ET on July 22 from Monday.

CF Industries stockholders had tendered approximately 30.14 million shares, or 62% of the total outstanding CF Industries shares, into the offer as of midnight ET on Monday, Agrium said.

In exchange for each CF Industries share, shareholders will receive $40 in cash plus one Agrium share, according to an Agrium news release.

"These are extraordinarily strong results, particularly given that CF's poison pill and other defense mechanisms are still in place and we urge CF's board to respect this clear message from its stockholders," Agrium president and chief executive officer Mike Wilson said in a company news release.

Agrium said it has sufficient cash resources and committed financing underwritten by Royal Bank of Canada and Bank of Nova Scotia to fund the cash portion of the offer.

On March 16, Agrium, a Calgary, Alta., fertilizer company, began the unsolicited exchange offer after CF Industries rejected Agrium's offer to acquire the company in favor of pursuing a deal with Terra Industries Inc.

Terra, a Sioux City, Iowa, nitrogen products company, rejected CF Industries' unsolicited offer as well as its prior offer in January.

"Contrary to Agrium's assertions, the tender offer results do not change the facts that Agrium's offer substantially undervalues CF Industries, our shareholders do not support the price in the offer, and the offer has significant regulatory issues," CF Industries chairman, president and CEO Stephen R. Wilson said in a statement released on Tuesday.

CF Industries said it remains committed to its proposed strategic business combination with Terra. Its exchange offer for all of the outstanding shares of Terra ends at 5 p.m. ET on Friday.

On Monday, CF Industries announced that the Canadian Competition Bureau said it will not challenge CF Industries' proposed business combination with Terra.

Deerfield, Ill.-based CF Industries Holdings is the holding company for CF Industries, Inc., a producer and distributor of nitrogen and phosphate fertilizer products.

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