Terra Industries Inc. Investor Files Lawsuit Against TRA Board of Directors

A lawsuit has been filed in Iowa State Court on behalf of current investors in Terra Industries Inc. (Public, NYSE:TRA), who purchased their TRA shares before February 15, 2010, over alleged breach of their fiduciary duties.

On February 15, 2010, Terra Industries Inc. (NYSE: TRA) announced that its Board of Directors has unanimously approved a definitive merger agreement under which Yara International ASA (OSLO: YAR.OL) will acquire all of the outstanding shares of Terra common stock for US$41.10 per share in cash or at a transaction value of approximately US$4.1 billion. According to Terra Industries Inc. the offer represents a 23.6% premium over Terra Industries Inc.'s closing price on February 12, 2010, the last trading day prior to its February 15, 2010announcement.

But Terra Industries Inc shares (TRA) traded in Dec 2009 at over $43 per share, and reached in 2008 almost $55 per share.

According to the complaint the plaintiff alleges that the consideration to be received by Terra Industries Inc stockholders in connection with the Yara International ASA merger is inadequate and that the individual defendants breached their fiduciary duties of care and loyalty by, among other things, approving the Yara International ASA merger on the basis of such allegedly inadequate consideration and under certain circumstances of certain alleged self-dealing.