Davis Polk advised the joint book-running managers in connection with a Rule 144A/Regulation S offering of $500 million aggregate principal amount of 3.400% senior secured notes due 2021 and $750 million aggregate principal amount of 4.500% senior secured notes due 2026 of CF Industries, Inc. The notes are fully and unconditionally guaranteed by CF Industries Holdings, Inc., the parent company of CF Industries, Inc. and certain domestic subsidiaries of CF Industries, Inc.

In addition, Davis Polk advised the joint lead arrangers in connection with an amendment to CF Industries, Inc.’s existing revolving credit facility, which reduced the aggregate commitments under the facility from $1.5 billion to $750 million, modified certain covenants and provided for the addition of security, among other changes.

CF Industries, Inc., based in Deerfield, Illinois, is one of the largest manufacturers and distributors of nitrogen fertilizer and other nitrogen products in the world. Its products include ammonia, granular urea, urea ammonium nitrate solution, ammonium nitrate, diesel exhaust fluid, urea liquor, nitric acid and aqua ammonia. Its principal customers are cooperatives, independent fertilizer distributors, farmers and industrial users.

The Davis Polk capital markets team included partner Michael Kaplan, counsel Marcel Fausten and associate Eugene Baek. The credit team included partner Jason Kyrwood and associate David S. Wheelock. Partner Michael Farber and associate Peter Benesch provided tax advice. Counsel Loyti Cheng provided environmental advice. Real estate advice was provided by counsel Susan D. Kennedy and associate Kimberly (KyungEun) Won. All members of the Davis Polk team are based in the New York office.