Sioux City, Iowa-Terra Capital Inc., a wholly-owned subsidiary of Terra Industries Inc., announced on Oct. 27 that it had completed its previously announced cash tender offer and consent solicitation for its outstanding $330,000,000 7.00 percent Senior Notes due 2017. The tender offer expired at midnight, New York City time, on Oct. 26, 2009. As of the expiration date, Terra Capital had received tenders from holders of approximately $317.5 million aggregate principal amount of the 2017 notes, representing roughly 96.2 percent of the outstanding 2017 notes. Holders of the 2017 notes whose notes were validly tendered received $1,153.75 for each $1,000 principal amount of the 2017 notes accepted for purchase, plus any accrued and unpaid interest up to, but not including, Oct. 27. On Oct. 26, Terra Capital announced the closing of its private offering of $600 million aggregate principal amount of Senior Notes due 2019. The notes, which have an interest rate of 7.75 percent per annum and were issued at a price equal to 98.298 percent of their face value, were sold in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended. The notes will be guaranteed on a senior unsecured basis by Terra and certain of its subsidiaries. Terra Capital will use a portion of the net proceeds of the offering, together with available cash, to purchase its existing 7.00 percent Senior Notes due 2017, and to pay related premiums, fees, and expenses, pursuant to a cash tender offer announced on Sept. 24, 2009. Subject to certain conditions, Terra also intends to use a portion of the net proceeds of the offering, together with available cash, to pay a planned special cash dividend or consummate certain previously announced asset acquisitions.
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