The Deal
Thursday, November 26, 
1:49 am

CF Industries sweetens Terra bid

Posted on November 1, 2009 at 9:15 PM
Filed under: Acquisitions | Corporate Strategy
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Here's another update in a three-way fertilizer M&A battle. Deerfield, Ill.-based CF Industries Holdings Inc. (NYSE:CF) is now offering to acquire Terra Industries Inc. (NYSE:TRA) for $32 in cash and .1034 of a share of CF Industries common stock for each Terra share (including the $7.50 per share special dividend declared by Terra). The new offer is valued around $4.1 billion, $200 million higher than the previous offer.

Morgan Stanley (NYSE:MS) committed $2.5 billion to provide the funds required for the transaction. CF chairman, president and CEO Stephen Wilson wrote in a letter to Terra's board:

Unless a merger agreement is entered into by November 30, 2009, our financing commitment would expire. We have the right to extend the financing commitment until December 31, 2009, subject to there not having been a disruption in the financing markets. Accordingly, we reserve the right to withdraw our offer if a merger agreement is not entered into by November 30, 2009.

Terra has been rejecting CF's overtures since January. In February, Canada's Agrium Inc. (NYSE:AGU), the largest fertilizer retailer to U.S. farmers, announced its unsolicited bid for CF Industries. Agrium is bidding $4.7 billion for CF.

There's a lot of twists and turns in this takeover battle, including asset purchases and suggested board of directors replacements. The Deal Pipeline (subscription required) has more details on what this new offer means. To catch up on the fertilizer M&A soap opera, see The Deal Pipeline stories below. - Baz Hiralal


Plot thickens in battle among CF, Agrium and Terra
Agrium sells unit to Terra


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