-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Gihit+J/xtclcPpHqk7rlCfsf/4kYZjMxbk3R2bewW7RsUvhGtc1Yfs/0MIBZZC0 37cArXo3DHaQP/knnZD+1Q== 0000950131-96-001879.txt : 19960503 0000950131-96-001879.hdr.sgml : 19960503 ACCESSION NUMBER: 0000950131-96-001879 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960430 ITEM INFORMATION: Other events FILED AS OF DATE: 19960502 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TERRA INDUSTRIES INC CENTRAL INDEX KEY: 0000722079 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MISCELLANEOUS NONDURABLE GOODS [5190] IRS NUMBER: 521145429 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08520 FILM NUMBER: 96555281 BUSINESS ADDRESS: STREET 1: TERRA CENTRE 600 4TH ST STREET 2: P.O. BOX 6000 CITY: SIOUX CITY STATE: IA ZIP: 51102-6000 BUSINESS PHONE: 7122771340 MAIL ADDRESS: STREET 1: TERRA CENTER STREET 2: 600 4TH ST P O BOX 6000 CITY: SIOUX CITY STATE: IA ZIP: 51102-6000 FORMER COMPANY: FORMER CONFORMED NAME: INSPIRATION RESOURCES CORP DATE OF NAME CHANGE: 19920517 8-K 1 FORM 8-K ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 1996 TERRA INDUSTRIES INC. (Exact name of registrant as specified in its charter) MARYLAND 1-8520 52-1145429 (State or other jurisdiction of (Commission File (I.R.S. Employer incorporation or organization) Number) Identification No.) TERRA CENTRE 600 FOURTH STREET P.O. BOX 6000 SIOUX CITY, IOWA 51102-6000 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (712) 277-1340 ================================================================================ ITEM 5. Other Events. ------------ On April 30, 1996, Terra Industries Inc. issued the press release contained in Exhibit 1 hereto, which is incorporated by reference herein. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TERRA INDUSTRIES INC. By: /s/ George H. Valentine ------------------------------------- George H. Valentine Senior Vice President, General Counsel and Corporate Secretary Date: May 2, 1996 2 EXHIBIT 1 TERRA INDUSTRIES ANNOUNCES STOCK REPURCHASE AND DIVIDEND INCREASE; ELECTS NEW CHAIRMAN Sioux City, Iowa (April 30, 1996) -- At their meeting today, the Board of Directors of Terra Industries Inc. (NYSE symbol: TRA) authorized the repurchase of up to 8.5 million common shares on the open market and through privately negotiated transactions over the next 15 months. Terra currently has 81.4 million common shares outstanding. Minorco, Terra's majority stockholder, has indicated it will not sell any of its shares. Thus, based on the current shares outstanding, after the repurchase is completed, Minorco's ownership position in Terra would be 58%. The Board also declared a $.01 increase in the regular quarterly dividend on common stock to $.04 per share. The payment date is June 12, 1996 to shareholders of record on May 28, 1996. According to Burton M. Joyce, Terra's President and CEO, "We are pleased to be able to take these very positive actions to enhance the value of our shareholders' investment in Terra. With strong cash flow, we have the resources to invest in Terra's future growth, in a share repurchase program and in a dividend increase. With a positive longer-term outlook, agriculture -- and companies in that sector, such as Terra -- should have a bright future." In separate action, Terra's Board elected William R. Loomis, Jr. to the position of Chairman of the Board. He succeeds Reuben F. Richards who retired as Chairman effective at today's annual meeting of shareholders. Loomis is a Managing Director of Lazard Freres & Co. LLC and was elected to Terra's Board of Directors in February 1996. A graduate of Harvard Business School, he began his career with Citibank, N.A., and moved to Lehman Brothers in 1976, before joining Lazard in 1978. Loomis is a member of the Board of Directors of Minorco, S.A. He resides in Greenwich, Connecticut, with his wife and four children. Terra Industries Inc., with 1995 revenues of $2.3 billion, is a leading marketer and producer of nitrogen fertilizer, crop protection products, seed and services for agricultural, turf, ornamental and other growers. Terra also produces nitrogen products and methanol for industrial customers. # # # Note: Terra Industries' news releases are available at no charge through PR Newswire's "Company News On-Call" fax service. To obtain a Terra news release, call 800-758-5804, code 437906. -----END PRIVACY-ENHANCED MESSAGE-----