I M C Global (NYSE:IGL)
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The Mosaic Company and Cargill Fertilizer, LLC Announce Filing of
Registration Statement to Register Guarantees in Connection With IMC Global's
and Phosphate Resource Partners' Consent Solicitation on All of Their
Outstanding Public Debt Securities
LAKE FOREST, Ill., Sept. 27 /PRNewswire-FirstCall/ -- The Mosaic Company and
Cargill Fertilizer, LLC today announced the filing of a Registration Statement
on Form S-4 with the U.S. Securities and Exchange Commission as part of a
proposed consent solicitation on all of the outstanding public debt securities
(the Securities) of IMC Global Inc. (NYSE:IGL) and Phosphate Resource Partners
Limited Partnership (NYSE:PLP). The proposed consent solicitation relates to 10
series of debt securities totaling approximately $1.8 billion in outstanding
principal amount. The consent solicitation is being proposed in connection
with the previously announced combination of IMC Global with the fertilizer
businesses of Cargill, Incorporated (Cargill) which will create The Mosaic
Company, a new, public company, and will result in IMC Global becoming a wholly
owned subsidiary of Mosaic. As part of the combination, Cargill Fertilizer,
LLC, which is now a Cargill subsidiary, will become a wholly owned subsidiary
of The Mosaic Company.
Approval of the proposed amendments to the Securities is not necessary for or a
condition to the consummation of the combination. IMC Global has also entered
into a merger agreement with PLP, pursuant to which PLP will merge with and
become a wholly owned subsidiary of IMC Global. Approval of the proposed
amendments also is not necessary for or a condition to the consummation of the
PLP merger. The proposed amendments to the Securities are being sought
primarily to provide Mosaic with the greater operational flexibility to more
effectively integrate IMC Global and the Cargill fertilizer businesses
following the completion of the combination.
In return for the consents, Mosaic and Cargill Fertilizer, LLC intend to offer
guarantees of the obligations of IMC Global and PLP under the Securities. In
addition, IMC intends to offer payments to consenting holders of three series
of the Securities (IMC's 10.875% Senior Notes due 2008, 11.250% Senior Notes
due 2011 and 10.875% Senior Notes due 2013).
IMC Global and PLP will not launch the consent solicitation until the
Registration Statement containing the solicitation materials has been declared
effective by the SEC, at which time the solicitation materials will be mailed
to holders of the Securities. Following the launch of the consent
solicitation, holders of the Securities will be able to obtain the solicitation
materials from Bondholder Communications Group, which will act as the
information agent for the consent solicitation, and may direct questions
concerning the consent solicitation to Goldman, Sachs & Co. which will act as
the solicitation agent for the consent solicitation. Holders of the Securities
should not deliver consents prior to the time that the Registration Statement
is declared effective and the solicitation materials are mailed. None of IMC
Global, PLP, Cargill, the solicitation agent or the information agent makes any
recommendation as to whether or not holders of the Securities should deliver
their consents, and no one has been authorized by any of them to make such a
recommendation.
The Registration Statement relating to the guarantees has been filed with the
SEC but has not yet become effective. The guarantees may not be sold nor may
consents be accepted prior to the time the Registration Statement becomes
effective. This news release does not constitute an offer to sell the
guarantees or the solicitation of consents. The guarantees will not be sold
and consents will not be solicited in any state or jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or jurisdiction.
This news release contains forward-looking statements that are based on current
expectations. These statements are not guarantees of future performance and
are subject to risks and uncertainties that could cause actual results and
company plans and objectives to differ materially from those expressed in the
forward-looking statements.
About IMC Global Inc.
From multiple mines and plants in North America, IMC Global serves world
agriculture as the largest producer and marketer of concentrated phosphates and
potash crop nutrients. It also is a leading global provider of phosphorus and
potassium feed ingredients for the animal nutrition industry. IMC Global has
5,000 employees and customers in nearly 50 countries. With products essential
for life, IMC Global "feeds the land that feeds the world." For more
information, visit http://www.imcglobal.com/ .
About Phosphate Resource Partners Limited Partnership
PLP is engaged in the production and sale of phosphate crop nutrients and
animal feed ingredients. For more information, visit the PLP Web site at
http://phosplp.com/ .
About Cargill Crop Nutrition
Cargill Crop Nutrition is a business unit of Cargill, Incorporated, an
international provider of food, agricultural and risk management products and
services. With 101,000 employees in 60 countries, Cargill is committed to
using its knowledge and experience to collaborate with customers to help them
succeed. For more information, visit http://www.cargill.com/ or
http://www.cargillfertilizer.com/ .
DATASOURCE: IMC Global Inc.
CONTACT: Investor and Media, Douglas Hoadley of IMC Global,
+1-847-739-1826,
Web site: http://phosplp.com/
http://www.cargill.com/
http://www.cargillfertilizer.com/
http://www.imcglobal.com/