PRINTABLE VERSION   EMAIL TO A FRIEND   RSS FEEDS 16:08 UK, 12th Mar 2010, by Agrimoney.com
CF, at last, wins $4.7bn Terra takeover deal

CF Industries hailed the creation of a slump-resistant chemicals group after winning an agreed $4.7bn takeover of rival Terra Industries, more than a year after launching its pursuit.

CF said its focus on agricultural customers, combined with Terra's foot in the industrial sector, would ensure the merged group "greater strength and resilience through industry cycles".

The statement, amid a sector recovery from a sharp slump in farmers' use of nutrients, came as Terra agreed a takeover pitched at $37.15 in cash and 0.0953 CF shares, a bid worth about $46.30 at Friday's stockmarket prices.

"We are excited to begin working together to become a more competitive global fertilizer player with enhanced scale, a broader strategic platform and enhanced access to capital markets," Stephen Wilson, the CF chairman and chief executive, said.

Henry Slack, the Terra chairman, said that shareholders in the Iowa-based group were receiving "an excellent return on their investment".

Yara walks

The sealing of the agreement follows an announcement earlier by Norway's Yara International that it would not lift its $4.1bn offer, which Terra agreed last month before CF lodged its counterbid.

"Terra would be a perfect fit to Yara and attractive at our proposed valuation," Jorgen Ole Haslestad, the Yara chief executive, said.

"But we will not increase our offer that was first accepted by the Terra board."

Terra's switch entitles Yara to a $123m break fee.

Earlier, Canada's Agrium also ditched its bid for CF, which had been conditional on the US group not sealing a Terra deal.

Market reaction 

The tie-up is yet dependent on a vote by Terra shareholders, unless 90% of them tender their stock to CF before a deadline of April 2 when the acquisition is waved through.

However, Friday's statement made no mention of a vote by CF investors.

CF shares fell 5.0% to $95.55 in morning trade in New York, with shares in Terra, which many investors hoped would receive a sweetened bid from Yara, shedding 1.6% to $46.12.

Yara shares stood 6.5% higher at NOK254.70 in Oslo, with Agrium soaring 6.8% to Can$72.96 in Toronto.

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