Notable Mergers and Acquisitions of the Day 6/23: AGU/CF, ASH, LH/MGRM

June 23, 2009 9:59 AM EDT

• Agrium Inc. (NYSE: AGU) today announced that CF Industries Holdings, Inc.'s (NYSE: CF) stockholders have tendered approximately 30.14 million CF shares, or 62% of the total outstanding CF shares, into its offer of $40.00 in cash plus one Agrium share per CF share as of the offer's expiration date last night at 12:00 midnight, New York City time. Agrium has extended the expiration date of the offer until 12:00 midnight, New York City time, July 22, 2009.
  
  Agrium President and CEO Mike Wilson said, "CF stockholders have sent a resounding message to CF's Board that they support Agrium's offer. CF stockholders clearly understand that the Agrium offer is far superior to any alternative articulated by CF, including remaining independent or paying a premium for Terra. These are extraordinarily strong results, particularly given that CF's poison pill and other defense mechanisms are still in place and we urge CF's Board to respect this clear message from its stockholders."
  
  Wilson added, "As we have previously stated on many occasions, a combined Agrium/CF would be a terrific company and Agrium is ready to meet immediately with CF and prepared to expeditiously execute a fully financed, binding merger agreement. We appreciate the support shown by CF stockholders and will continue to press forward to complete this compelling combination."
  
  
• Late last night, Ashland Inc. (NYSE: ASH) today announced it has signed a definitive agreement to sell its global marine services business, known for many years as Drew Marine, to J. F. Lehman & Co. in a transaction valued at approximately $120 million before tax. Ashland's after-tax proceeds will be used to reduce debt.
  
  "This transaction will be a win for all parties," said James J. O'Brien, Ashland chairman and chief executive officer. "For Ashland, this reflects our strategy to strengthen our core specialty chemical businesses while reducing our investment in non-core or non-strategic businesses. For J. F. Lehman & Co., the acquisition of Drew Marine represents an opportunity to acquire a leading global brand with strong market positions and prospects for growth. I believe the outlook for the marine business and its employees will be much stronger as part of an organization that is targeting growth in the maritime industry."
  
  "We are extremely excited with the prospect of owning the Drew Marine business and anticipate welcoming their employees to the J.F. Lehman & Co. family. We are confident this transaction will prove beneficial for all constituents involved," said John F. Lehman, chairman, J.F. Lehman & Co. Louis N. Mintz, partner, added, "As the leading supplier of specialty chemicals and services to the maritime industry, Drew Marine represents an outstanding fit with our established investment criteria. We are looking forward to teaming with Drew Marine's management and employees to continue their long history of technical excellence and dedication to customer service."
  
  
• Laboratory Corporation of America Holdings (NYSE: LH) and Monogram Biosciences, Inc. (NASDAQ: MGRM) have entered into a definitive agreement and plan of merger under which LabCorp will acquire all of the outstanding shares of Monogram in a cash tender offer for $4.55 per share for an implied total equity value of approximately $106.7 million, or a total enterprise value of approximately $155 million at March 31, 2009, including net indebtedness.
  
  "The transaction announced today is a significant step in the execution of LabCorp's strategy of leadership in personalized medicine," said David P. King, Chairman and Chief Executive Officer of LabCorp. "Monogram Biosciences, Inc. has an excellent clinical reputation, a market leading infectious disease test, a market leading companion diagnostic, an exciting technology platform for oncology and offers LabCorp a substantial growth opportunity. By utilizing LabCorp's national infrastructure to build on Monogram's already strong sales, we will advance our leadership in infectious disease and cancer testing, companion diagnostics and personalized medicine. We look forward to providing improved offerings to both our and Monogram's current customers."
  
  The acquisition is expected to be approximately $0.12 dilutive to LabCorp's 2009 earnings per share (EPS), including approximately $0.04 of transaction related costs, and slightly accretive to 2010 EPS.

To see all the Mergers & Acquisitions for today in real-time go to http://www.streetinsider.com/Mergers+and+Acquisitions

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