CF Industries Holdings, Inc. to Exercise Right to Purchase All Publicly Traded Units of Terra Nitrogen Company, L.P.

DEERFIELD, Ill.–(BUSINESS WIRE)–CF Industries Holdings, Inc. (NYSE: CF) announced today that its wholly
owned subsidiary Terra Nitrogen GP Inc. (TNGP) has elected to exercise
its right to purchase all of the 4,612,562 publicly traded common units
of Terra Nitrogen Company, L.P. (TNCLP) (NYSE: TNH) on April 2, 2018,
for a cash purchase price of $84.033 per unit in accordance with the
terms of TNCLP’s partnership agreement. As of the April 2, 2018,
purchase date, all rights of the holders of the units will terminate,
with the exception of the right to receive payment of the purchase price.

“Purchasing all of the publicly traded common units of TNCLP will allow
CF to simplify our corporate structure and significantly reduce
administrative costs associated with operating TNCLP,” said Tony Will,
president and chief executive officer, CF Industries Holdings, Inc. “It
will be another positive step forward in our ongoing effort to reduce
CF’s controllable costs.”

The purchase price of $84.033 per unit was determined under the terms of
TNCLP’s partnership agreement as the average of the daily closing prices
per common unit for the 20 consecutive trading days beginning with
January 5, 2018 and ending with February 2, 2018.

The estimated purchase price of all of the 4,612,562 publicly traded
common units of TNCLP is approximately $390 million. CF intends to fund
the purchase with cash on hand. Upon completion of the purchase, TNCLP
units will cease to be publicly traded or listed on the New York Stock
Exchange.

About CF Industries Holdings, Inc.

CF Industries Holdings, Inc., headquartered in Deerfield, Illinois,
through its subsidiaries is a global leader in the manufacturing and
distribution of nitrogen products, serving both agricultural and
industrial customers. CF Industries operates world-class nitrogen
manufacturing complexes in Canada, the United Kingdom and the United
States, and distributes plant nutrients through a system of terminals,
warehouses, and associated transportation equipment located primarily in
the Midwestern United States. The company also owns a 50 percent
interest in an ammonia facility in The Republic of Trinidad and Tobago.
CF Industries routinely posts investor announcements and additional
information on the company’s website at www.cfindustries.com and
encourages those interested in the company to check there frequently.

Forward-Looking Statements

All statements in this communication by CF Industries Holdings, Inc.
(together with its subsidiaries, the “Company”), other than those
relating to historical facts, are forward-looking statements.
Forward-looking statements can generally be identified by their use of
terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,”
“intend,” “may,” “plan,” “predict,” “project,” “will” or “would” and
similar terms and phrases, including references to assumptions.
Forward-looking statements are not guarantees of future performance and
are subject to a number of assumptions, risks and uncertainties, many of
which are beyond the Company’s control, which could cause actual results
to differ materially from such statements. These statements may include,
but are not limited to, statements about strategic plans and statements
about future financial and operating results.

Important factors that could cause actual results to differ materially
from those in the forward-looking statements include, among others, the
cyclical nature of the Company’s business and the agricultural sector;
the global commodity nature of the Company’s fertilizer products, the
impact of global supply and demand on the Company’s selling prices, and
the intense global competition from other fertilizer producers;
conditions in the U.S. and European agricultural industry; the
volatility of natural gas prices in North America and Europe;
difficulties in securing the supply and delivery of raw materials,
increases in their costs or delays or interruptions in their delivery;
reliance on third party providers of transportation services and
equipment; the significant risks and hazards involved in producing and
handling the Company’s products against which the Company may not be
fully insured; the Company’s ability to manage its indebtedness;
operating and financial restrictions imposed on the Company by the
agreements governing the Company’s senior secured indebtedness; risks
associated with the Company’s incurrence of additional indebtedness; the
Company’s ability to maintain compliance with covenants under the
agreements governing its indebtedness; downgrades of the Company’s
credit ratings; risks associated with cyber security; weather
conditions; risks associated with the Company’s ability to utilize its
tax net operating losses and other tax assets, including the risk that
the use of such tax benefits is limited by an “ownership change” (as
defined under the Internal Revenue Code and related Internal Revenue
Service pronouncements); risks associated with changes in tax laws and
disagreements with taxing authorities; risks associated with expansions
of the Company’s business, including unanticipated adverse consequences
and the significant resources that could be required; potential
liabilities and expenditures related to environmental, health and safety
laws and regulations and permitting requirements; future regulatory
restrictions and requirements related to greenhouse gas emissions; the
seasonality of the fertilizer business; the impact of changing market
conditions on the Company’s forward sales programs; risks involving
derivatives and the effectiveness of the Company’s risk measurement and
hedging activities; the Company’s reliance on a limited number of key
facilities; risks associated with the operation or management of the
strategic venture with CHS Inc. (the “CHS Strategic Venture”), risks and
uncertainties relating to the market prices of the fertilizer products
that are the subject of the supply agreement with CHS Inc. over the life
of the supply agreement, and the risk that any challenges related to the
CHS Strategic Venture will harm the Company’s other business
relationships; risks associated with the Company’s Point Lisas Nitrogen
Limited joint venture; acts of terrorism and regulations to combat
terrorism; risks associated with international operations; and
deterioration of global market and economic conditions.

More detailed information about factors that may affect the Company’s
performance and could cause actual results to differ materially from
those in any forward-looking statements may be found in CF Industries
Holdings, Inc.’s filings with the Securities and Exchange Commission,
including CF Industries Holdings, Inc.’s most recent annual and
quarterly reports on Form 10-K and Form 10-Q, which are available in the
Investor Relations section of the Company’s web site. Forward-looking
statements are given only as of the date of this communication and the
Company disclaims any obligation to update or revise the forward-looking
statements, whether as a result of new information, future events or
otherwise, except as required by law.

Contacts

CF Industries Holdings, Inc.
Media
Chris Close
Director,
Corporate Communications
847-405-2542
[email protected]
or
Investors
Martin
Jarosick
Vice President, Investor Relations
847-405-2045
[email protected]