CF Industries Holdings, Inc. (NYSE:CF) today announced the
Hart-Scott-Rodino premerger waiting period applicable to CF Industries'
proposed business combination with Terra Industries Inc. (NYSE:TRA)
expired at 11:59 P.M. on August 5, 2009. CF Industries has now satisfied
the regulatory conditions regarding its proposed business combination
with Terra.
“With the expiration of the premerger waiting period, we now can
promptly close a business combination with Terra,” said Stephen R.
Wilson, chairman, president and chief executive officer of CF
Industries. “We look forward to Terra agreeing to this business
combination which is clearly in the best interests of both CF Industries
and Terra stockholders.”
Completion of the proposed business combination is subject to the
negotiation of a definitive merger agreement; stockholder approval; and
the satisfaction of customary closing conditions.
Morgan Stanley and Rothschild are acting as financial advisors and
Skadden, Arps, Slate, Meagher & Flom LLP is acting as legal counsel to
CF Industries.
Information for Investors, Employees, Customers and the Agribusiness
Community is available at www.transactioninfo.com/cfindustries
or www.cfindustries.com.
About CF Industries
CF Industries Holdings, Inc., headquartered in Deerfield, Illinois, is
the holding company for the operations of CF Industries, Inc. CF
Industries, Inc. is a major producer and distributor of nitrogen and
phosphate fertilizer products. CF Industries operates world-scale
nitrogen fertilizer plants in Donaldsonville, Louisiana and Medicine
Hat, Alberta, Canada; conducts phosphate mining and manufacturing
operations in Central Florida; and distributes fertilizer products
through a system of terminals, warehouses, and associated transportation
equipment located primarily in the Midwestern United States. The company
also owns a 50 percent interest in KEYTRADE AG, a global fertilizer
trading organization headquartered near Zurich, Switzerland. Additional
information on CF Industries is found on the company's website at www.cfindustries.com.
Additional Information
This press release relates to the offer (the “Offer”) by CF Industries
Holdings, Inc. (“CF Industries”) through its direct wholly-owned
subsidiary, Composite Acquisition Corporation (“Composite Acquisition”),
to exchange each issued and outstanding share of common stock (the
“Terra common stock”) of Terra Industries Inc. (“Terra”) for 0.4235
shares of CF Industries common stock. This press release is for
informational purposes only and does not constitute an offer to
exchange, or a solicitation of an offer to exchange, Terra common stock,
nor is it a substitute for the Tender Offer Statement on Schedule TO or
the preliminary Prospectus/Offer to Exchange included in the
Registration Statement on Form S-4 (Reg. No.