DEERFIELD, Ill. -- CF Industries Holdings Inc. Friday announced that its board of directors has rejected Agrium Inc.'s latest revised offer to acquire all outstanding shares of CF Industries.



Following a review of Agrium's latest revised offer with management and its legal and financial advisors, the CF Industries board of directors concluded that the offer continues to substantially undervalue the company and is not in the best interests of CF Industries and its stockholders.



Agrium's latest revision to its offer added $5.00 in cash per share, which is only $0.58 above the $4.42 per share increase in CF Industries' cash position during the first quarter of this year. Since February 24, 2009, the day before Agrium made its initial offer, the overall stock market is up significantly, and there has been an increase of 36.9% in the average stock price for the peer group(1). With the latest revised offer, the nominal value of Agrium's offer has increased by only 22.5% since it was first made.



"Our board and management team are committed to providing superior value to our stockholders," said Stephen R. Wilson, chairman, president and chief executive officer of CF Industries. "Agrium has not significantly changed the terms of its offer since it was first made and the board believes that the offer continues to substantially undervalue CF Industries. The board concluded that the continued execution of its strategic plan, including the company's proposed business combination with Terra Industries, will deliver superior value to CF Industries stockholders."



Morgan Stanley and Rothschild are acting as financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP is acting as legal counsel to CF Industries.



CF Industries Holdings, Inc., headquartered in Deerfield, Ill., is the holding company for the operations of CF Industries, Inc. CF Industries, Inc. is a major producer and distributor of nitrogen and phosphate fertilizer products.



SOURCE: CF Industries Holdings Inc. via Business Wire.