Chiquita Announces Results of Special Meeting of Shareholders
(Thomson Reuters ONE) -
Chiquita and Fyffes Terminate Transaction Agreement
Chiquita Expects to Enter Into Discussions with Cutrale/Safra Group Regarding
Their $14.50 Per Share Offer
CHARLOTTE, N.C., Oct. 24, 2014 (GLOBE NEWSWIRE) -- Chiquita Brands
International, Inc. (NYSE:CQB) ("Chiquita") today announced that based on the
votes cast at the Company's Special Meeting of Shareholders held today Chiquita
shareholders have not approved the revised transaction agreement with Fyffes plc
(ESM: FFY ID: AIM: FFY LN) ("Fyffes"). Accordingly, each of the parties has
delivered notice to terminate the transaction agreement, and the proposed
combination with Fyffes has lapsed for the purpose of the Irish Takeover Rules.
In addition, Chiquita said that it expects to enter into discussions with the
Cutrale/Safra Group regarding Cutrale / Safra's revised offer to acquire all of
the outstanding stock of Chiquita for $14.50 per in cash.
"We appreciate the consideration and perspectives of all Chiquita shareholders
who participated in this process," said Edward F. Lonergan, President and Chief
Executive Officer of Chiquita. "Given today's results, we have determined to
terminate the agreement with Fyffes and to engage with Cutrale / Safra regarding
its revised offer. I want to thank David McCann and the entire Fyffes team for
their efforts throughout this process. While we are convinced they would have
been a strong merger partner, we will now go forward as competitors. We would
also like to express our gratitude to Chiquita's employees for their hard work
and dedication on behalf of Chiquita and our customers."
Chiquita notes that no definitive agreement with Cutrale / Safra has been
reached and there can be no assurances that any transaction will result from
these discussions. Chiquita does not expect to update the market with any
further information unless and until the Board has reached a final decision.
About Chiquita Brands International, Inc.
Chiquita Brands (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 and 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 nearly 70 countries worldwide. For more
information, please visit www.chiquita.com.
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: the
customary risks experienced by global food companies, such as prices for
commodity and other inputs, currency exchange rate fluctuations, 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, burdensome taxes, additional tax assessments in
foreign jurisdictions, political instability and terrorism; challenges in
implementing the relocation of its corporate headquarters and other North
American corporate functions to Charlotte, North Carolina; challenges in
implementing restructuring and leadership changes announced in August and
October 2012 including its ability to achieve the cost savings and other
benefits from the restructuring; unusual weather events, conditions or crop
risks; continued ability to access the capital and credit markets on
commercially reasonable terms and comply with the terms of its debt instruments;
access to and cost of financing; the risk that any business to be combined with
those of the company cannot be integrated successfully or the anticipated
benefits or synergies cannot be fully realized or may take longer to realize
than anticipated; 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 such 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.
Following the lapse of the proposed combination with Fyffes, under the Irish
Takeover Rules, except with consent of the Irish Takeover Panel, Chiquita must
not, among other things, announce a further offer for Fyffes within 12 months
from the date of this announcement.
Statement Required by the Irish Takeover Rules
The directors of Chiquita accept responsibility for the information contained in
this communication. To the best of the knowledge and belief of the directors of
Chiquita (who have taken all reasonable care to ensure that such is the case),
the information contained in this communication for which they accept
responsibility is in accordance with the facts and does not omit anything likely
to affect the import of such information.
CONTACT: Chiquita Contacts:
Investors
Steve Himes
1 980-636-5636
shimes(at)chiquita.com
Media
Ed Loyd
1 980-636-5145
eloyd(at)chiquita.com
Kelly Sullivan, Averell Withers or Joe Berg
Joele Frank, Wilkinson Brimmer Katcher
1 212-355-4449
This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire 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 GlobeNewswire
[HUG#1865681]
Datum: 24.10.2014 - 15:45 Uhr
Sprache: Deutsch
News-ID 346805
Anzahl Zeichen: 7255
contact information:
Town:
Charlotte
Kategorie:
Business News
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