Chiquita has received a bid from Cutrale Group and Safra Group for its takeover

Chiquita has received a bid from Cutrale Group and Safra Group for its takeover

Chiquita Brands International has said it will study the takeover bid for the producer giant from juice maker Cutrale Group and Brazilian investment firm Safra Group.

Yesterday, Cutrale and Safra announced they had put together an offer worth US$13 a share.

The bid valued Chiquita, which has been preparing to merge with Ireland-based fruit group Fyffes, at US$611m. However, The suitors said the bid was "a highly compelling premium" to how the market values the proposed transaction with Fyffes.

The bidders said their offer was a 29% premium on the planned deal, based on Chiquita's closing share price of US$10.06 on Friday.

In response, Chiquita issued a statement to say t will "carefully review and consider the offer to determine the course of action that it believes is in the best interests of the company and its shareholders". Chiquita asked investors to "take no action at this time and to await the board's recommendation".

Chiquita, which is set to own the majority stake in the combined ChiquitaFyffes, added: "We continue to strongly believe in the strategic merits and value provided by the proposed transaction with Fyffes plc."

Cutrale and Safra said they could close their transaction before the end of the year. The companies said that timetable was "within the same timeframe" Chiquita had indicated for the Fyffes deal "but without the execution risk and uncertainty inherent in that transaction".

Show the press release

CHARLOTTE, N.C., Aug. 11, 2014 (GLOBE NEWSWIRE) -- Chiquita Brands International, Inc. (NYSE:CQB), today confirmed that it has received an unsolicited offer from the Cutrale Group and the Safra Group to acquire all of the outstanding common stock of Chiquita at a price of $13.00 per share in cash to Chiquita shareholders.

Consistent with its fiduciary duties, Chiquita's Board of Directors, in consultation with its legal and financial advisors, will carefully review and consider the offer to determine the course of action that it believes is in the best interests of the Company and its shareholders. Chiquita shareholders are advised to take no action at this time and to await the Board's recommendation. Chiquita will have no further comment on the Cutrale Group and the Safra Group's offer until the Board has completed its review.

As previously announced on March 10, 2014, Chiquita entered into a definitive merger agreement with Fyffes plc (ESM: FFY ID: AIM: FFY LN), under which Chiquita would combine with Fyffes in a stock-for-stock transaction. On completion of the transaction, Chiquita shareholders will own approximately 50.7% of ChiquitaFyffes, and Fyffes shareholders owning approximately 49.3% of ChiquitaFyffes, on a fully diluted basis. The agreement creates a global banana and other fresh produce company with approximately $4.6 billion in annual revenues. We continue to strongly believe in the strategic merits and value provided by the proposed transaction with Fyffes plc.

Goldman Sachs is acting as lead financial adviser to Chiquita and Wells Fargo Securities, LLC is acting as financial adviser to the Chiquita Board of Directors.Skadden, Arps, Slate, Meagher & Flom LLP, McCann FitzGerald and Taft Stettinius & Hollister LLP are acting as legal counsel to Chiquita.

Original source: Chiquita