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CF Industries continues to push for nominees' election to Terra board
By Lisa Kerner
Charlotte, N.C., Nov. 13 - CF Industries Holdings, Inc. said that while it respects Terra Industries Inc.'s directors up for re-election, it believes shareholders should show support for CF Industries' offer to buy Terra by replacing those directors with CF Industries' three nominees on Nov. 20.
If Terra's board chooses to re-appoint its directors under Maryland law without enlarging the board, CF Industries chairman, president and chief executive officer Stephen R. Wilson said "we would not be in a position to object."
Wilson made his comments in a letter to Terra on Friday.
As previously reported, Terra rejected CF Industries' purchase offer of $32 per share in cash and 0.1034 of a share of CF Industries common stock for each share of Terra common stock held.
CF Industries also announced on Friday that RiskMetrics Group/ISS recommended that Terra shareholders vote for CF Industries' nominees.
"This validates what we have been hearing from Terra stockholders, and is an important step that advances our proposal to acquire Terra," Wilson said in a news release.
On Thursday, Agrium Inc. told CF Industries shareholders that its last offer - recently rejected by CF Industries' board - was Agrium's best and final offer for the company.
Agrium said it is offering $45 in cash and one common share of Agrium for each CF Industries share, or total consideration of approximately $4.9 billion.
In March 2009, Agrium, a Calgary, Alta., fertilizer company, began its unsolicited exchange offer for CF Industries after CF Industries rejected its 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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