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Published on 1/16/2009 in the Prospect News Special Situations Daily.

Terra Industries receives unsolicited offer from CF Industries

By Lisa Kerner

Charlotte, N.C., Jan. 16 - CF Industries Holdings, Inc. is seeking to acquire Terra Industries Inc. in an exchange transaction valued at $2.1 billion, it was announced on Friday.

Terra shareholders would receive 0.4235 shares of CF Industries for each share of Terra they own.

According to CF Industries, the offer represents a 23% premium over Terra's closing price on Jan. 15.

Terra said its board of directors will review the unsolicited proposal with its advisers, including Credit Suisse Securities (USA) LLC, and asked shareholders to refrain from taking any action at this time.

Together, CF Industries and Terra would become a leading fertilizer producer with the ability to expand globally, CF Industries said.

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

Terra is an international producer of nitrogen products located in Sioux City, Iowa.


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