Form 11-K/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K/A
AMENDMENT NO. 1
(Mark One)
|
|
|
þ |
|
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Year Ended December 31, 2008
OR
|
|
|
o |
|
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) |
For the Transition Period From to
Commission File Number 1-8520
A. |
|
Full title of the Plan and the address of the Plan, if different from that of the issuer named below: |
TERRA INDUSTRIES INC. EMPLOYEES SAVINGS AND INVESTMENT PLAN
B. |
|
Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office: |
TERRA INDUSTRIES INC.
TERRA CENTRE
600 FOURTH STREET
P.O. BOX 6000
SIOUX CITY, IOWA 51102-6000
REQUIRED INFORMATION
Plan financial statements and schedules are prepared in accordance with the financial reporting
requirements of ERISA and are included therein as listed in the table of contents below.
Table of Contents
All other schedules required by Section 2520.103-10 of the Department of Labors Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income Securities Act of
1974 have been omitted because they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Participants of and
Administrator of the
Terra Industries Inc. Employees Savings and Investment Plan
We have audited the accompanying statement of net assets available for benefits of the Terra
Industries Inc. Employees Savings and Investment Plan as of December 31, 2008 and 2007, and the
related statement of changes in net assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plans management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The
Plan is not required to have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Plans internal control
over financial reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates made by management,
as well as evaluating the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31, 2008 and 2007, and
the changes in net assets available for benefits for the years then ended in conformity with U.S.
generally accepted accounting principles.
Our audit was conducted for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31,
2008, is presented for the purpose of additional analysis and is not a required part of the basic
financial statements, but is supplementary information required by the Department of Labors Rules
and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This schedule is the responsibility of the Plans management. Such schedule has been
subjected to the auditing procedures applied in our audit of the basic 2008 financial statements
and, in our opinion, is fairly stated in all material respects when considered in relation to the
basic financial statements taken as a whole.
BROWN SMITH WALLACE, L.L.C.
Saint Louis, Missouri
June 23, 2009
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2008 AND 2007
|
|
|
|
|
|
|
|
|
|
|
2008 |
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
ASSETS: |
|
|
|
|
|
|
|
|
Investments, at fair value (Note E) |
|
$ |
110,699,856 |
|
|
$ |
161,914,580 |
|
|
|
|
|
|
|
|
|
|
Receivables: |
|
|
|
|
|
|
|
|
Securities sold |
|
|
6,866 |
|
|
|
1,369,974 |
|
|
|
|
|
|
|
|
Total assets |
|
|
110,706,722 |
|
|
|
163,284,554 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES: |
|
|
|
|
|
|
|
|
Securities purchased |
|
|
(6,866 |
) |
|
|
(1,259,222 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets available for benefits, at fair value |
|
|
110,699,856 |
|
|
|
162,025,332 |
|
|
|
|
|
|
|
|
|
|
Adjustments from fair value to contract value for interest in
collective trust relating to fully benefit-responsive investment
contracts |
|
|
1,959,118 |
|
|
|
116,015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSETS AVAILABLE FOR BENEFITS |
|
$ |
112,658,974 |
|
|
$ |
162,141,347 |
|
|
|
|
|
|
|
|
See accompanying notes to the financial statements
2
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2008 AND 2007
|
|
|
|
|
|
|
|
|
|
|
2008 |
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
Additions to net assets attributed to: |
|
|
|
|
|
|
|
|
Investment income: |
|
|
|
|
|
|
|
|
Dividends and interest |
|
$ |
1,937,374 |
|
|
$ |
1,569,135 |
|
Net change in fair value of investments |
|
|
(49,080,819 |
) |
|
|
36,878,654 |
|
|
|
|
|
|
|
|
Total investment income (loss) |
|
|
(47,143,445 |
) |
|
|
38,447,789 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions: |
|
|
|
|
|
|
|
|
Employer |
|
|
2,190,823 |
|
|
|
1,845,380 |
|
Participant |
|
|
5,556,629 |
|
|
|
4,746,901 |
|
|
|
|
|
|
|
|
Total contributions |
|
|
7,747,452 |
|
|
|
6,592,281 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
(39,395,993 |
) |
|
|
45,040,070 |
|
|
|
|
|
|
|
|
|
|
Deductions from net assets attributed to: |
|
|
|
|
|
|
|
|
Benefit payments |
|
|
9,993,191 |
|
|
|
11,553,511 |
|
Administrative expenses |
|
|
93,189 |
|
|
|
118,405 |
|
|
|
|
|
|
|
|
Total |
|
|
10,086,380 |
|
|
|
11,671,916 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) |
|
|
(49,482,373 |
) |
|
|
33,368,154 |
|
|
|
|
|
|
|
|
|
|
Net assets available for benefits: |
|
|
|
|
|
|
|
|
Beginning of year |
|
|
162,141,347 |
|
|
|
128,773,193 |
|
|
|
|
|
|
|
|
End of year |
|
$ |
112,658,974 |
|
|
$ |
162,141,347 |
|
|
|
|
|
|
|
|
See accompanying notes to the financial statements
3
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2008 AND 2007
The following description of the Terra Industries Inc. Employees Savings and Investment Plan
(the Plan) is provided for general information only. Participants should refer to the Plan
Document for more complete information.
General The Plan, established January 1, 1984, is a defined contribution plan covering
eligible employees of Terra Industries Inc. (Terra) and eligible subsidiaries and affiliates
(collectively, the Company). The Plan is subject to the Employee Retirement Income Security
Act of 1974, as amended (ERISA) and is administered by the Benefits Committee (the
Committee) of the Company.
Participation All full-time or part-time employees of the Company (whose customary employment
is at least 1,000 hours of service during a twelve month period) are eligible for Plan
participation upon hire or any time thereafter. Temporary employees are eligible after
completing twelve continuous months of employment that include at least 1,000 hours of service.
Participant Accounts Individual accounts are maintained for each Plan participant. Each
participants account is credited with the participants contributions, the Companys
contributions and an allocation of Plan earnings and is charged with withdrawals and an
allocation of Plan losses and administrative expenses. Allocations are based on participant
earnings or account balances, as defined. The benefit to which a participant is entitled is
the benefit that can be provided from the participants vested account.
Contributions Each year participants may contribute a maximum before-tax, after-tax and Roth
401(k) combined deferral of 25% as defined by the Plan, subject to certain Internal Revenue
Code limitations. The Roth 401(k) deferral contribution was added to the plan effective June
11, 2007. Participants direct their contributions into various investment options offered by
the Plan. Effective January 1, 2005, highly compensated employees were not eligible to make
after-tax contributions.
The Company contributes a matching amount determined by its Board of Directors, equal to 100%
of the participants contributions up to 3% of their annual compensation, and 60% up to an
additional 3% of annual compensation. Fully vested participants may elect to invest the
contributions made by the Company into one or more of the available investment options. Prior
to January 1, 2006, employer contributions for participants not fully vested in the Plan were
automatically invested in the Terra Industries Inc. Common Stock Fund. The Plan was amended
effective January 1, 2005 so that all employees with at least one hour of service on or after
January 1, 2005 are fully vested in employer matching contribution balances and all employer
matching contributions could be invested in any of the Plans investment options at the
participants discretion.
Employees hired on or after July 1, 2003, employees rehired on or after August 1, 2003, and
employees who selected the one-time irrevocable election to stop accruing benefits under the
Terra Industries Inc. Employees Retirement Plan in exchange for future non-elective
contributions receive non-elective contributions from Terra of 3.2% of eligible earnings.
Prior to 2006, fully vested participants could elect to invest the contributions made by the
Company into one or more of the available investment options and non-elective employer
contributions for participants not fully vested in the Plan were automatically invested in the
Terra Industries Inc. Common Stock Fund. Effective January 1, 2006 the Plan was amended to
state that non-elective contributions shall not be automatically invested in the Employer stock
fund, but instead shall be invested under the same direction as a Participants Pre-tax Savings
Account, After-Tax Contribution Account, Employer Matching Contributions Account and Rollover
Account, regardless of whether or not the participant is fully vested.
4
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS Continued
FOR THE YEARS ENDED DECEMBER 31, 2008 AND 2007
Effective January 31, 2008 the plan was amended to state that a participant shall not be
permitted to transfer any assets into the Terra Industries Inc. Common Stock Fund if such a
transfer would cause the value of the participants account invested in the fund to exceed 20
percent of the total value of the employees account. A participant whose account was totally
or partially invested in the Terra Industries Inc. Common Stock Fund immediately prior to the
incorporation of this restriction was not required to transfer funds pursuant to this
amendment.
The Company may elect to make an additional contribution, subject to certain limitations as
defined in the Plan, in such amount as its Board of Directors shall determine. No such
additional contributions were made in 2008 or 2007. Employer contributions are reduced by the
amount of any participant forfeitures during the period. Participant forfeitures totaled
$53,661 and $20,187 in 2008 and 2007, respectively.
Vesting Participants are immediately fully vested in their contributions and earnings
(losses) on their voluntary contributions. Effective January 1, 2005, the Plan was amended so
that employer matching contributions vest at 100% for participants with at least one hour of
service on or after January 1, 2005. Employer non-elective contributions continue to vest
ratably over five years of service.
Participant Loans Participants may borrow from their individual contribution accounts subject
to maximum limitations as defined in the Plan. Loan transactions are treated as a transfer to
(from) the investment fund from (to) the Participant Loan fund. Loan terms range from one to
five years or up to thirty years for the purchase of a primary residence. The loans are
secured by the balance in the participants account and bear interest at a reasonable rate
based on the published prime rate. As of December 31, 2008, interest rates on outstanding
loans ranged from 5.25% to 11%. Principal and interest is paid ratably through payroll
deductions. Participant loans totaled $2,888,433 and $3,067,605 for the years ended December
31, 2008 and 2007, respectively.
Payment of Benefits Participants or their beneficiaries are eligible to receive the value of
their vested account balance upon the occurrence of one of the following: early or normal
retirement; termination of employment; death or total disability. Benefits are recorded when
paid.
B. |
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
Basis of Accounting The accompanying financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America, except for
benefits, which are recorded when paid.
As described in Financial Standards Board Staff Position, FSB AAG INV-1 and SOP 94-4-1,
Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies
Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and
Pension Plans (the FSP), investments held by a defined-contribution plan are required to be
reported at fair value. However, contract value is the relevant measurement attributable for
that portion of the net assets available for benefits of a defined-contribution plan
attributable to fully benefit-responsive investment contracts because contract value is the
amount participants would receive if they were to initiate permitted transactions under the
terms of the plan. The plan invests in investment contracts through a collective trust. As
required by the FSP, the Statement of Net Assets Available for Benefits presents the fair value
of the investment in the collective trust as well as the adjustment of the investment in the
collective trust from fair value to contract value relating to the investment contracts. The
Statement of Changes in Net Assets Available for Benefits is presented on a contract value
basis.
5
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS Continued
FOR THE YEARS ENDED DECEMBER 31, 2008 AND 2007
Investment Valuation and Income Recognition The Plans investments are stated at fair value.
Shares of mutual funds are valued at quoted market prices, which represent the net asset value
of shares held by the Plan at year end. The Terra Industries Inc. common stock fund is valued
at its year-end closing price (comprised of year-end quoted market price plus uninvested cash).
Common collective trusts are valued at fair value as determined by the trustee based on the
underlying assets of the trust. Participant loans are valued at cost, which approximates fair
value. In accordance with the policy of stating investments at fair value, the net change in
realized and unrealized appreciation or depreciation in fair value is included in investment
income, which is reflected in the statement of changes in net assets available for benefits.
Dividend income is recorded on the ex-dividend date. Interest income is recorded on the
accrual basis. Investment transactions are recognized on a trade-date basis.
Benefits Payable The Plans policy is to record benefit payments upon distribution of
balances to participants. There were no benefits payable as of December 31, 2008 and 2007.
Administrative Expenses Administrative expenses are comprised of charges relating to routine
services provided by the Plans trustee and recordkeeping agent and fees associated with the
annual audit of the Plans financial statements. Administrative expenses are charged directly
to related investment funds.
Use of Estimates The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of net assets available for benefits
and reported changes in net assets available for benefits during the reporting period. Actual
results could differ from these estimates.
Risks and Uncertainties The Plan utilizes various investment instruments. Investment
securities, in general, are exposed to various risks, such as interest rate, credit, and
overall market volatility. Due to the level of risk associated with certain investment
securities, it is reasonably possible that changes in the values of investment securities will
occur in the near term and that such changes could materially affect the amounts reported in
the statements of net assets available for plan benefits.
Although it has expressed no intent to do so, the Company specifically reserves the right to
amend or terminate the Plan or to discontinue contributions at any time and to terminate the
Plan subject to the provisions of ERISA.
D. |
|
FEDERAL INCOME TAX STATUS |
The Internal Revenue Service has determined and informed the Company by letter dated May 28,
2002, that the Plan and related trust are designed in accordance with applicable sections of
the Internal Revenue Code. Although the Plan has been amended since receiving the
determination letter, the Plan administrator believes that the Plan is designed and is
currently being operated in compliance with the applicable provisions of the Internal Revenue
Code and the Plan continues to be tax exempt. Therefore, no provision for income taxes has
been included in the Plans financial statements.
6
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS Continued
FOR THE YEARS ENDED DECEMBER 31, 2008 AND 2007
Financial Accounting Standards Board Statement No. 157, Fair Value Measurements (FASB Statement
No. 157), establishes a framework for measuring fair value. That framework provides a fair
value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.
The hierarchy given the highest priority to unadjusted quoted prices in active markets for
identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable
inputs (level 3 measurements). The three levels of the fair value hierarchy under FASB
Statement No. 157 are described below:
|
Level 1 |
|
Inputs to the valuation methodology are unadjusted quoted prices for
identical assets or liabilities in active markets that the Plan has the ability to
access. |
|
|
Level 2 |
|
Inputs to the valuation methodology include: |
|
|
|
Quoted prices for similar assets in active markets; |
|
|
|
Quoted prices for identical or similar assets in inactive markets; |
|
|
|
Inputs other than quoted prices that are observable for the asset; |
|
|
|
Inputs that are derived principally from or corroborated by observable
market data by correlation or other means. |
|
|
|
If the asset has a specified (contractual) term, the Level 2 input must
be observable for substantially the full term of the asset. |
|
Level 3 |
|
Inputs to the valuation methodology are unobservable and significant to
the fair value measurement. |
The assets fair value measurement level within the fair value hierarchy is based on the lowest
level of any input that is significant to the fair value measurement. Valuation techniques
used need to maximize the use of observable inputs and minimize the use of unobservable inputs.
Following is a description of the valuation methodologies used for assets measured at fair
value.
Mutual funds: Valued at net asset value of shares held by the plan reported on the active
market for which the fund is traded.
Common stock: Valued at the closing price reported on the active market for which the
individual securities are traded.
Participant loans: Valued at amortized cost, which approximates fair value.
Common collective trusts: Valued at reported net asset value, which approximates fair value.
The methods described above may produce a fair value calculation that may not be indicative of
net realizable value or reflective of future fair values. Furthermore, while the Plan believes
its valuation methods are appropriate and consistent with other market participants, the use of
different methodologies or assumptions to determine the fair value of certain financial
instruments could result in a different fair value measurement at the reporting date.
7
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS Continued
FOR THE YEARS ENDED DECEMBER 31, 2008 AND 2007
The following tables sets forth by level, within the fair value hierarchy, the Plans assets at
fair value as of December 31, 2008:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets at Fair Value as of December 31, 2008 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
Mutual funds |
|
$ |
55,880,329 |
|
|
$ |
|
|
|
$ |
|
|
Common collective trusts |
|
|
|
|
|
|
42,380,344 |
|
|
|
|
|
Common stock |
|
|
11,509,868 |
|
|
|
|
|
|
|
|
|
Participant loans |
|
|
|
|
|
|
|
|
|
|
2,888,433 |
|
|
|
|
|
|
|
|
|
|
|
Total Assets at Fair Value |
|
$ |
67,390,197 |
|
|
$ |
42,380,344 |
|
|
$ |
2,888,433 |
|
|
|
|
|
|
|
|
|
|
|
The table below sets forth a summary of changes in the fair value of the Plans level 3 assts
for the year ended December 31, 2008:
|
|
|
|
|
|
|
Fair Value |
|
|
|
Measurements Using |
|
|
|
Significant |
|
|
|
Unobservable Inputs |
|
|
|
(Level 3) |
|
|
|
Participant loans |
|
Beginning Balance |
|
$ |
3,067,605 |
|
Total gains or losses (realized
and unrealized) included in
changes in net assets |
|
|
|
|
Purchases, sales, issuances and
settlements (net) |
|
|
(179,172 |
) |
|
|
|
|
Ending Balance |
|
$ |
2,888,433 |
|
|
|
|
|
The Plans investments are held in a bank-administered trust fund. The following table
separately identifies investments that represent 5% or more of the Plans net assets.
8
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS Continued
FOR THE YEARS ENDED DECEMBER 31, 2008 AND 2007
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2008 |
|
|
2007 |
|
Investments at Fair Value as Determined by Quoted
Market Price |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Terra Industries Inc. Common Stock Fund |
|
$ |
11,509,868 |
|
|
$ |
34,422,924 |
|
|
|
|
|
|
|
|
|
|
Mutual Funds: |
|
|
|
|
|
|
|
|
Dodge & Cox Stock Fund |
|
|
6,210,176 |
|
|
|
11,208,624 |
|
American Funds Growth Fund of America |
|
|
9,396,336 |
|
|
|
15,920,008 |
|
Vanguard Wellington Fund |
|
|
10,944,924 |
|
|
|
15,896,513 |
|
ABN AMRO Mid Cap |
|
|
|
|
|
|
9,799,284 |
|
|
|
|
|
|
|
|
|
|
Investments at Contract Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wells Fargo Collective Stable Return Fund |
|
|
34,983,527 |
|
|
|
33,374,942 |
|
Wells Fargo
Collective/BGI S&P 500 Index High Balance |
|
|
8,352,372 |
|
|
|
8,352,372 |
|
During 2008 and 2007, the Plans investments, including investments bought, sold and held
during the year, appreciated (depreciated) in value as follows:
|
|
|
|
|
|
|
|
|
|
|
Years Ended December 31, |
|
|
|
2008 |
|
|
2007 |
|
Net appreciation (depreciation) in fair value of investments: |
|
|
|
|
|
|
|
|
Investments at Fair Value as Determined by Quoted
Market Price |
|
|
|
|
|
|
|
|
Terra Industries Common Stock Fund |
|
$ |
(19,855,419 |
) |
|
$ |
29,909,512 |
|
Mutual funds |
|
|
(27,851,045 |
) |
|
|
4,673,252 |
|
|
|
|
|
|
|
|
Net change in fair value |
|
|
(47,706,464 |
) |
|
|
34,582,764 |
|
|
|
|
|
|
|
|
|
|
Investments at Contract Value |
|
|
|
|
|
|
|
|
Common collective trusts |
|
|
(1,374,355 |
) |
|
|
2,295,890 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (depreciation) appreciation in fair value of investments |
|
$ |
(49,080,819 |
) |
|
$ |
36,878,654 |
|
|
|
|
|
|
|
|
9
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS Continued
FOR THE YEARS ENDED DECEMBER 31, 2008 AND 2007
F. |
|
RELATED PARTY TRANSACTIONS |
Plan investments include the Terra Industries Inc. Common Stock Fund which holds 690,454 shares
of Terra Industries Inc. Common Stock with a fair value of $11,509,868 and 388,740 shares of
Wells Fargo Short Term Investment plus accrued interest with a fair value of $389,327 at
December 31, 2008. At December 31, 2007 it held 720,748 shares of Terra Industries Inc. Common
Stock with a fair value of $34,422,924 and 1,628,950 shares of Wells Fargo Short Term
Investment plus accrued interest with a fair value of $1,630,797. Terra Industries Inc. is the
Plan sponsor and therefore, these transactions qualify as party-in-interest transactions.
Certain Plan investments are shares of mutual funds managed by Wells Fargo. Wells Fargo is the
trustee as designated by the Plan and, therefore, these transactions qualify as
party-in-interest transactions.
10
TERRA INDUSTRIES INC.
EMPLOYEES SAVINGS AND INVESTMENT PLAN
PN 333
EIN #52-1145429
SUPPLEMENTAL SCHEDULE
FORM 5500, SCHEDULE H, PART IV, LINE 4(i)
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2008
|
|
|
|
|
|
|
|
|
Column C |
|
|
|
Column B |
|
Description of investment including |
|
Column E |
|
Identity of issue, borrower, |
|
collateral, rate of interest, maturity date, |
|
Current |
|
lessor or similar party |
|
par or maturity value |
|
Value |
|
|
|
|
|
|
|
|
Common collective trusts: |
|
|
|
|
|
|
*Wells Fargo |
|
Collective Stable Return 3,654,013.680 shares |
|
$ |
34,983,527 |
|
*Wells Fargo |
|
Collective/BGI S&P 500 Index High Balance 123,704.300 shares |
|
|
5,048,372 |
|
*Wells Fargo |
|
Short Term Investment Fund 388,740.320 shares |
|
|
389,327 |
|
|
|
|
|
|
|
|
Mutual funds: |
|
|
|
|
|
|
PIMCO Funds |
|
Total Return Fund 696,223.572 shares |
|
|
7,059,707 |
|
American Funds |
|
Growth Fund of America 462,418.087 shares |
|
|
9,396,336 |
|
Vanguard |
|
Vanguard Wellington 448,011.641 shares |
|
|
10,944,924 |
|
Lord Abbett |
|
Mid-Cap Value 203,277.958 shares |
|
|
2,120,189 |
|
Dodge & Cox |
|
Stock Fund 83,503.784 shares |
|
|
6,210,176 |
|
Davis |
|
New York Venture 44,677.381 shares |
|
|
1,055,280 |
|
American Funds |
|
Europacific Growth 160,497.710 shares |
|
|
4,423,317 |
|
ABN AMRO |
|
Mid Cap 355,745.173 shares |
|
|
5,595,872 |
|
*Wells Fargo |
|
Small Cap Opportunities 206,816.886 shares |
|
|
4,378,313 |
|
*Wells Fargo |
|
Dow Jones Target Today Fund 117,076.359 shares |
|
|
1,114,567 |
|
*Wells Fargo |
|
Dow Jones Target 2010 Fund 111,536.041 shares |
|
|
1,228,012 |
|
*Wells Fargo |
|
Dow Jones Target 2020 Fund 132,046.876 shares |
|
|
1,435,350 |
|
*Wells Fargo |
|
Dow Jones Target 2030 Fund 31,714.834 shares |
|
|
450,739 |
|
*Wells Fargo |
|
Dow Jones Target 2040 Fund 44,146.867 shares |
|
|
467,547 |
|
|
|
|
|
|
|
|
Common stock: |
|
|
|
|
|
|
*Terra Industries Inc. |
|
Common stock 690,454 shares |
|
|
11,509,868 |
|
|
|
|
|
|
|
|
Loans: |
|
|
|
|
|
|
*Loans to Participants |
|
Principal
balance of $2,888,433 bearing interest rates ranging from 5.25% to
11% and maturing from April 2009 to February 2027 |
|
|
2,888,433 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
110,699,856 |
|
|
|
|
|
|
|
11
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the members of the Terra
Industries Inc. Employee Benefit Committee have duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
|
|
|
|
|
|
TERRA INDUSTRIES INC. EMPLOYEES
SAVINGS AND INVESTMENT PLAN
|
|
|
Date: June 26, 2009 |
By: |
/s/ Daniel D. Greenwell
|
|
|
|
Daniel D. Greenwell, Senior Vice President |
|
|
|
and Chief Financial Officer |
|
EXHIBIT INDEX
|
|
|
Exhibit 23
|
|
Consent of Independent Registered Public Accounting Firm |