Out Fox The $treet

The prior weekend, it was announced that Morgan Stanley (MS) had agreed to provide CF Industries (CF) with $2.5B in financing for the potential takeover of Terra Industries (TRA). Considering that we've been bullish on this deal and negative on MS for not being more aggressive in lending, this appears to be a game changer in both ways. Also, Bloomberg reported that this $2.5B deal is the largest leveraged lender commitment this year. It should provide plenty of fees for MS and signals a turn in MS that we find appealing. Especially considering they have chosen a very juicy sector to start loading up on. Even though the deal possibly won't go through as the drama in the numerous deals in the fertilizer sector continue to unfold. Morgan Stanley’s outstanding loans and lending commitments to non-investment grade companies peaked at $43 billion as of Aug. 31, 2007, before shrinking to $18.5 billion as of Sept. 30 of this year, according to the firm’s quarterly financial statement...

Terra Industries (TRA) announces a $7.50 special dividend to be paid sometime in Q4 assuming they successfully complete some debt deals consisting principally of a $600M debt financing that pays for a portion of the special dividend. 4:17PM Terra Industries announces plans for $750 million special cash dividend ($7.50/share) and is commencing tender offer for 7.00% senior notes due 2017 ( TRA ) 36.49 +0.34 : The co announces that it plans to return an aggregate of approximately $750 million in cash to shareholders through a special cash dividend of $7.50 per share, expected to be declared and paid in the fourth quarter of 2009. Terra also announced that Terra Capital, Inc. is commencing a tender offer and consent solicitation to purchase any and all outstanding 7.00% Senior Notes due 2017 of the Company (the "2017 Notes") for cash at a price equal to 104.5% of par, including a consent fee. In addition, Terra plans to raise up to $600 million of capital through a debt financ...

Just last week on the 5th, CF Industries (CF) upped their bid for Terra Industries (TRA) from its prior bid of 0.4129 to 0.4539 shares to 0.465 CF shares. The deal currently values TRA at nearly $39 share (.465 x $83 CF share) or 30% above its Friday closing price of $29.91. How could the TRA BOD turn down that sweet offer? Many reasons exist for turning down a premium offer such as shareholder growth would be higher as an independent compared to being part of a conglomerate, shareholders want cash for various reasons including the premium can be wiped out if the aquiorors price drops after announcing the deal, or the premium just isn't large enough to cash out. In this case, the BOD is definitely leaning to the later but it just doesn't add up. Both companies have similar revenue, income, and growth prospects. TRA shareholders are basically getting a big company with the same basic growth - analysts list both companies with identical 5 year growth rates. The main wrinkle in ...

After the market dipped from its highs in the first 30 minutes today, Stone Fox added Terra Industries (TRA) and Sterlite Industries India (SLT). The very positive jobs report likely sets the market up for an eventual run to the 1,200 -1,300 which is where the market was before it fell off the cliff with the Lehman Brothers blowup. TRA is a nitrogen fertilizer company trading at $30 with a .465 share offer from CF. The deal was just recently upped and values TRA at over $38. The market doesn't believe the deal will be completed, but I'll post later why the BOD of TRA almost has to accept the deal. Even if not accepted, Stone Fox wanted more investments in this industry. SLT is a copper and power generation play in India. With the big push by India to upgrade infrastructure and increase power generation, this company is in the sweet spot. They also recently raised $1.5B for investments.