Chiquita Brands International, Inc : Chiquita Announces Commencement of Senior Secured Notes Offering and Proposed Refinancing of Current Credit Facility
(Thomson Reuters ONE) -
CHIQUITA ANNOUNCES COMMENCEMENT OF SENIOR SECURED NOTES OFFERING AND PROPOSED
REFINANCING OF CURRENT CREDIT FACILITY
CHARLOTTE - January 28, 2013 - Chiquita Brands International, Inc. (NYSE: CQB)
today announced that it proposes to offer $425 million aggregate principal
amount of senior secured notes due 2021 in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as
amended (the "Securities Act") and outside the United States to certain non-U.S.
persons in accordance with Regulation S under the Securities Act. The notes and
the related subsidiary guarantees will not be registered under the Securities
Act and may not be offered or sold in the United States without registration or
an applicable exemption from the registration requirements. The net proceeds
from the offering, together with borrowings under a new $200 million asset-based
revolving credit facility to be entered into by the company concurrently with
and conditioned upon closing of the note offering, will be used to repay its
current credit facility, consisting of a $150.0 million senior secured revolving
credit facility (of which $40 million was outstanding, excluding letters of
credit, at December 31, 2012) and $305.3 million remaining at December 31, 2012
under a senior secured term loan due 2016, and to repay the $106.4 million
outstanding of its 7 1/2% Senior Notes due 2014.
The notes will be co-issued by Chiquita Brands L.L.C., the company's main
operating subsidiary, and unconditionally guaranteed by each of the issuer's
present and future direct and indirect domestic subsidiaries other than de
minimus subsidiaries. The notes and the guarantees will be secured, subject to
certain exceptions and permitted liens, on a first-priority basis by the
issuers' and guarantors' existing and after-acquired material domestic real
estate, stock of certain subsidiaries, subject to limitations, and certain
intellectual property. Subject to certain permitted liens, the notes and the
guarantees will also be secured on a second-priority basis by a lien on
substantially all of the issuers' and the guarantors' other domestic assets,
including present and future receivables, inventory and equipment.
This press release is neither an offer to sell nor the solicitation of an offer
to buy the notes, the subsidiary guarantees or any other securities and shall
not constitute an offer, solicitation or sale in any jurisdiction in which, or
to any person to whom, such an offer, solicitation or sale is unlawful.
Consummation of the offering is subject to a number of market and other
conditions. No assurance can be given that any such refinancing can or will be
completed on terms that are acceptable to the company, if at all.
ABOUT CHIQUITA BRANDS INTERNATIONAL, INC.
Chiquita Brands International, Inc. (NYSE: CQB) is a leading international
marketer and distributor of nutritious, high-quality fresh and value-added food
products - from energy-rich bananas, blends of convenient green salads, other
fruits to healthy snacking products. The company markets its healthy, fresh
products under the Chiquita® and Fresh Express® premium brands and other related
trademarks. With annual revenues of more than $3 billion, Chiquita employs
approximately 20,000 people and has operations in approximately 70 countries
worldwide.
CONTACTS:
Steve Himes, 980-636-5636, shimes(at)chiquita.com, (Investors & Analysts)
Tiffany Breaux, 980-636-5029, tbreaux(at)chiquita.com, (Media)
FORWARD-LOOKING STATEMENTS
This press release contains certain statements that are "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. These statements are subject to a number of assumptions, risks and
uncertainties, many of which are beyond the control of Chiquita, including:
challenges in implementing restructuring and leadership changes announced in
August and October 2012 including the company's ability to achieve the cost
savings and other benefits anticipated from the restructuring; challenges in
implementing the relocation of Chiquita's corporate headquarters, and other
North American corporate functions, to Charlotte, North Carolina; industry and
competitive conditions (all of which may be more unpredictable in light of
continuing uncertainty in the global economic environment), government
regulations, food safety issues and product recalls affecting the company or the
industry, labor relations, taxes, political instability and terrorism; the
customary risks experienced by global food companies, such as prices for
commodity and other inputs, currency exchange rate fluctuations; unusual weather
events, conditions or crop risks; the company's continued ability to access the
capital and credit markets on commercially reasonable terms and comply with the
terms of its credit agreements; access to and cost of financing; and the outcome
of pending litigation and governmental investigations involving the company, as
well as the legal fees and other costs incurred in connection with these items.
Any forward-looking statements made in this press release speak as of the date
made and are not guarantees of future performance. Actual results or
developments may differ materially from the expectations expressed or implied in
the forward-looking statements, and the company undertakes no obligation to
update any such statements. Additional information on factors that could
influence Chiquita's financial results is included in its SEC filings, including
its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current
Reports on Form 8-K.
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Chiquita Brands International, Inc via Thomson Reuters ONE
[HUG#1673538]
Unternehmensinformation / Kurzprofil:
Datum: 28.01.2013 - 13:21 Uhr
Sprache: Deutsch
News-ID 223534
Anzahl Zeichen: 6782
contact information:
Town:
Cincinnati
Kategorie:
Business News
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