Terra Industries Declares First Quarter Dividend
2010年3月30日 - 1:14AM
ビジネスワイヤ(英語)
Terra Industries, Inc. (NYSE: TRA) (“Terra”) today announced
that its Board of Directors declared a dividend of $0.10 per common
share, payable April 22, 2010, to holders of record as of April 1,
2010.
As announced on March 12, 2010, Terra entered into a merger
agreement with CF Industries Holdings, Inc. (“CF Industries”),
pursuant to which Terra stockholders will receive $37.15 in cash
and 0.0953 of a share of CF Industries common stock for each Terra
common share. Pursuant to the merger agreement with CF Industries,
if the merger between CF Industries and Terra is consummated prior
to the April 22, 2010 payment date for the first quarter dividend,
CF Industries will pay the first quarter dividend on behalf of
Terra on the payment date.
About Terra
Terra Industries Inc., with 2009 revenues of $1.6 billion, is a
leading North American producer and marketer of nitrogen
products.
Important Information
This communication is neither an offer to purchase nor the
solicitation of an offer to sell any securities. In connection with
the exchange offer by CF Industries Holdings, Inc. (“CF
Industries”) referred to in this communication, Terra Industries
Inc. (“Terra”) has filed a Solicitation/Recommendation Statement on
Schedule 14D-9 with the Securities and Exchange Commission (the
“SEC”) and expects to file amendments thereto. Investors and
security holders are urged to read the Solicitation/Recommendation
Statement on Schedule 14D-9 and any other relevant documents filed
with the SEC (when available) because they will contain important
information. Investors and security holders may obtain a free
copy of the Solicitation/Recommendation Statement on Schedule 14D-9
and other documents that Terra files with the SEC (when available)
at the SEC’s Web site at www.sec.gov and Terra’s Web site at
www.terraindustries.com. In addition, the
Solicitation/Recommendation Statement on Schedule 14D-9 and other
documents filed by Terra with the SEC (when available) may be
obtained from Terra free of charge by directing a request to Terra
Industries Inc., Attn: Investor Relations, Terra Industries Inc.,
600 Fourth Street, P.O. Box 6000, Sioux City, IA 51102-6000.
Forward-Looking Statements
Certain statements in this communication may constitute
“forward-looking” statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Statements made in
connection with the exchange offer referred to in this
communication are not subject to the safe harbor protections
provided to forward-looking statements under the Private Securities
Litigation Reform Act of 1995. Forward-looking statements are based
upon assumptions as to future events that may not prove to be
accurate. Actual outcomes and results may differ materially from
what is expressed or forecasted in these forward-looking
statements. As a result, these statements speak only as of the date
they were made and Terra undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise, except as
otherwise required by law. Words such as “expects,” “intends,”
“plans,” “projects,” “believes,” “estimates,” and similar
expressions are used to identify these forward-looking statements.
The forward-looking statements contained herein include statements
about the exchange offer by CF Industries and the proposed merger
of a wholly owned subsidiary of CF Industries into Terra.
Forward-looking statements are not guarantees of future performance
and involve risks, uncertainties and assumptions that are difficult
to predict. These risks, uncertainties and assumptions include,
among others:
- the possibility that various
conditions to the consummation of the CF Industries exchange offer
and merger may not be satisfied or waived,
- uncertainty as to how many
shares of Terra common stock will be tendered into the CF
Industries exchange offer,
- the risk that competing offers
will be made,
- that risk that the CF Industries
exchange offer and merger will not close within the anticipated
time periods,
- the risk that disruptions from
the CF Industries transactions will harm Terra’s relationships with
its customers, employees and suppliers,
- the diversion of management time
on issues related to the CF Industries exchange offer and
merger,
- the outcome of any legal
proceedings challenging the CF Industries exchange offer or
merger,
- the amount of the costs, fees,
expenses and charges related to the CF Industries
transactions,
- changes in financial and capital
markets,
- general economic conditions
within the agricultural industry,
- competitive factors and price
changes (principally, sales prices of nitrogen and methanol
products and natural gas costs),
- changes in product mix,
- changes in the seasonality of
demand patterns,
- changes in weather
conditions,
- changes in environmental and
other government regulations,
- changes in agricultural
regulations and
- changes in the securities
trading markets.
Additional information as to these factors can be found in
Terra’s 2009 Annual Report/10-K and in Terra’s subsequent Quarterly
Reports on Form 10-Q (when available), in each case in the sections
entitled “Business,” “Risk Factors,” “Legal Proceedings,” and
“Management’s Discussion and Analysis of Financial Condition and
Results of Operations,” and in the Notes to the consolidated
financial statements.
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