(RTTNews) - Thursday, in another step in the long drawn-out acquisition battle, agricultural nutrients maker Agrium Inc. (AGU:
News ,AGU.TO:
News ) sent a letter to stockholders of CF Industries Holdings Inc. (CF:
News ), seeking their response to Agrium's 'best' and 'final' offer to acquire CF Industries.
On November 5, Agrium once again sweetened its hostile offer to buy fertilizer maker CF Industries, its third offer revising the cash portion, this time offering $45 in cash plus one Agrium share per CF share. The offer has a total value of $92.99 per share based on its closing stock price on November 4, which marks an increase of $5.00, or 12.5%, in the cash consideration.
The company said that its new offer represents a 106% premium to CF's January 15, 2009, price of $47.23, and a premium of over 75% to CF's closing price of $55.58 on February 24, 2009, the day before Agrium announced its initial proposal.
As CF rebuffed its efforts and ignored shareholders' strong support for nearly nine months, Agrium said it was making the offer directly to CF shareholders.
The company also urged CF's shareholders to tender their shares so as to convey to the CF board that they want the deal at the current price.
Agrium said "This is CF stockholders' final opportunity to make it clear to the CF board that you want to receive a premium rather than pay one. We urge you to tender your shares by the offer's expiration at midnight on November 18, 2009, to send an unambiguous message that you want this deal with Agrium at this price."
Further, Agrium assured CF's stockholders that it would consider all options, including nominating a slate of directors to the CF board and litigation, if a resounding majority of stockholders tender to its offer and CF refuses to act.
Agrium also said that it has received anti-trust clearance from Canadian authorities and will clear the U.S. regulatory approval shortly.
CF's board, after reviewing Agrium's latest revised proposal with management and its legal and financial advisors, concluded that the offer continues to substantially undervalue the company and is not in the best interests of CF Industries and its stockholders.
Just as Agrium is interested in CF, the fertilizer producer has been approaching Terra with revised offers. Since January 2009, CF Industries has made six separate proposals to acquire Terra, each of which was unanimously rejected by Terra Board as not in the best interests of Terra shareholders. CF also launched a fight to unseat Terra's board and is seeking to replace three members of Terra's board.
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