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Published on 7/20/2009 in the Prospect News Special Situations Daily.

Agrium's tender offer for CF Industries now set to end Aug. 19

By Lisa Kerner

Charlotte, N.C., July 20 - Agrium Inc. extended its tender offer for CF Industries Holdings, Inc. to midnight ET on Aug. 19 from July 22.

CF Industries stockholders had tendered approximately 10.4 million shares into the offer as of midnight ET on July 17, according to an Agrium news release.

In exchange for each CF Industries share, shareholders will receive $40 in cash plus one Agrium share.

"Despite the fact that CF continues to ignore a clear mandate to conclude a transaction, we will continue to press CF to execute a mutually beneficial merger agreement," Agrium president and chief executive officer Mike Wilson said in the release.

"Our offer remains far superior to any alternative articulated by CF, including remaining independent or paying a premium for Terra [Industries Inc.]," Wilson said.

According to Agrium, its offer is not subject to a financing condition and the company has sufficient cash resources and committed financing underwritten by Royal Bank of Canada and the Bank of Nova Scotia to fund the cash portion of the offer.

On March 16, Agrium, a Calgary, Alta., fertilizer company, began the unsolicited exchange offer after CF Industries rejected Agrium's offer to acquire the company in favor of pursuing a deal with Terra.

Terra, a Sioux City, Iowa, nitrogen products company, rejected CF Industries' unsolicited offer as well as its prior offer in January.

CF Industries' exchange offer for all of the outstanding shares of Terra ended on Aug. 7.

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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