Terra Industries continues to reject CF Industries' offer to combine

By Lisa Kerner

Charlotte, N.C., Aug. 25 - Terra Industries Inc. turned down CF Industries Holdings, Inc.'s latest offer to combine the two companies.

CF Industries offered to acquire Terra for a fixed exchange ratio of 0.465 shares of CF Industries for each Terra common share.

According to a letter from Terra to CF Industries on Tuesday, CF Industries' most recent proposal "continues to run counter to Terra's strategic objectives, substantially undervalues Terra both absolutely and relative to CF, and would deliver less value to our shareholders than would owning Terra on a stand-alone basis."

Terra's board of directors continues to recommend that the company's shareholders reject CF Industries' exchange offer that ends on Aug. 31.

CF Industries said it is confident that Terra shareholders will support the "full and fair" offer by voting for CF Industries' nominees at Terra's annual meeting.

As of Aug. 20, a total of 11,464,039 shares of Terra common stock had been tendered into the offer, a prior CF Industries news release said.

As previously reported, Agrium Inc., a Calgary, Alta., fertilizer company, extended its tender offer for CF Industries to midnight ET on Sept. 22 from Aug. 19. CF Industries stockholders had tendered approximately 10.5 million shares into the offer as of 5 p.m. ET on Aug. 14, according to an Agrium news release.

In exchange for each CF Industries share, shareholders will receive $40 in cash plus one Agrium share.

CF Industries rejected Agrium's offer in favor of pursuing a deal with Terra, a Sioux City, Iowa, nitrogen products company.

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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