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CF INDUSTRIES REMAINS COMMITTED TO OCI MERGER, EXPLORING DEAL STRUCTURES
Nov. 24, 2015
Dow Jones reports:
Fertilizer maker CF Industries Holdings Inc. and Dutch counterpart OCI NV said Monday they remain "fully committed" to a merger and are evaluating options after the U.S. Treasury unveiled new rules meant to curb such tax-saving "inversion" deals.
The Treasury notice, announced Wednesday, prevents a U.S. company from buying a foreign firm and then moving to a third country so long as the U.S. outfit's shareholders will own more than 60% of the combined entity.
That would seem to complicate Deerfield, Ill.-based CF's plans to buy Netherlands-based OCI's European, North American and global distribution businesses, reincorporate in the U.K. and give CF's investors a 74% stake.
The companies said their evaluation includes exploring alternative structures for the combination, such as using a parent company in The Netherlands rather than one in the United Kingdom. They said any agreement regarding a new structure will require the approval of each company's board of directors and shareholders.
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