CF Industries to complete Terra acquisition

Posted April 15, 2010 at 8:10 a.m.

Tribune staff report | CF Industries Holdings Inc. said it has successfully completed its exchange offer for Terra Industries Inc. common stock and will complete the acquisition of Terra today.


As of the expiration of the subsequent offering period, Terra
stockholders had tendered a total of 92,230,296 shares, representing
approximately 92.2 percent of Terra’s outstanding common stock. The
subsequent offering period expired at 5 p.m. yesterday. All shares that
were validly tendered in the exchange offer have been accepted for
payment.

As CF Industries now owns more than 90 percent of the outstanding
shares of Terra common stock, CF Industries will complete the
acquisition of Terra on April 15 through the short-form merger
procedure under Maryland law, without a vote or meeting of Terra’s
stockholders.

In the merger, each outstanding share of Terra common stock not
tendered and purchased in the exchange offer will be converted into the
right to receive $37.15 in cash and 0.0953 of a share of CF Industries
common stock, less any required withholding taxes and without interest,
which is the same amount per share that was offered and paid in the
exchange offer. As of today, Terra common stock will cease trading on
the New York Stock Exchange.

CF Industries Holdings, Inc., headquartered in Deerfield, is the
holding company for the operations of CF Industries, Inc. CF Industries
is a global leader in nitrogen and phosphate fertilizer manufacturing
and distribution, serving both agricultural and industrial customers.

 

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