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Rentech Comments On Announcement By Engaged Capital And Lone Star

Rentech, Inc. (NASDAQ: RTK) today issued the following statement in response to a press release issued by Engaged Capital, LLC (Engaged) and Lone Star Value Management, LLC (Lone Star) on February 13, 2014.

Rentech is committed to having a highly qualified and experienced board. The Company’s Nominating and Corporate Governance Committee (the Committee) has commenced its annual process to evaluate nominees for Board seats, with the goal of selecting and nominating the most qualified candidates. The Committee is in the process of evaluating a number of candidates, including those identified by Engaged and Lone Star. Engaged and Lone Star have refused to participate in the Committee’s selection process. Following a number of discussions between the Company and Engaged, on January 8, 2014, the Board invited Glenn Welling of Engaged to a meeting with the Committee. Engaged declined this invitation.

To complete its nominating process, the Committee will present its recommendations to the full Board of Directors before the 2014 Annual Meeting of Stockholders, which has not yet been scheduled. The Board will then nominate candidates that it believes will best serve the interests of the Company and all of its shareholders. The Company will provide details of the Board's recommended nominees in its proxy statement and other related materials, to be filed with the Securities and Exchange Commission, and mailed to all stockholders eligible to vote at the 2014 Annual Meeting of Stockholders.

Rentech has also communicated with Engaged and Lone Star regarding their request for an exemption under the Company’s Tax Benefit Preservation Plan, including that Rentech and its outside tax advisors are in the process of evaluating the request. This analysis has been complicated by recent changes in relevant regulations.

Rentech is always open to constructive input from shareholders and continues to actively communicate with its shareholders. Based on those active dialogues, the Company is executing its announced strategy to expand the fibre processing business and progress towards a potential IPO as a master limited partnership based on the fibre business in less than two years. The Company looks forward to communicating further with its shareholders over the coming months about its plan and outlook, and will provide more detailed updates when Rentech releases fourth quarter and full year 2013 financial results on March 11, 2014.

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