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Stock Market & Financial Investment News

News Breaks
March 10, 2014
11:54 EDTCQB, FDPChiquita Brands rises after merger with Ireland's Fyffes
Shares of international produce distributor Chiquita Brands (CQB) are rising after the company announced that it plans to combine with Irish produce company Fyffes in a stock-for-stock transaction. WHAT'S NEW: Chiquita Brands and Fyffes announced that the boards of both companies have unanimously approved a definitive agreement under which Chiquita will combine with Fyffes in a stock-for-stock transaction. The deal is expected to result in Chiquita shareholders owning approximately 50.7% of the new company, named ChiquitaFyffes, and Fyffes shareholders owning approximately 49.3% on a fully diluted basis. The agreement creates a global company with approximately $4.6B in annual revenues. Chiquita and Fyffes plan to complete the transaction before the end of the year. WHAT'S NOTABLE: During its conference call to discuss the deal, Chiquita Brands said ChiquitaFyffes will be the largest player in the banana market globally after the merger. The company said it will also have strong positions in packaged salads and healthy snacks, melons and pineapples. The new company will have a balanced market presence in North America and Europe, with pro forma revenues of 47% and 46% respectively, and expects to generate 7% of pro forma revenue outside of North America and Europe, primarily in the Middle East, Eastern Europe, Russia and Asia. OTHERS TO WATCH: Fresh Del Monte (FDP) is a producer, marketer and distributor of fruit and vegetables and is a competitor to Chiquita Brands globally. PRICE ACTION: During late morning trading, shares of Chiquita Brands were up about 12% to $12.13. Fresh Del Monte shares were up fractionally to $27.51.
News For CQB;FDP From The Last 14 Days
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October 21, 2014
12:29 EDTCQBChiquita retiterates 'value' of combination with Fyffes
Chiquita Brands reiterated the value of Chiquita's combination with Fyffes and set the record straight regarding the inaccurate and misleading statements made by the Cutrale Group and the Safra Group in an attempt to support its inadequate $14.00 per share offer to acquire Chiquita. The company said, "The strategic benefits of the Chiquita/Fyffes merger are clear and allow Chiquita shareholders to participate in the significant upside potential of the combined organization. Chiquita shareholders will share access to $62M of Fyffes EBITDA and share in $60M of identified, third party reviewed synergies in the combined company with clear and actionable steps identified in each synergy area. Chiquita shareholders will also retain the option to sell ChiquitaFyffes at a premium in the future."
October 20, 2014
10:30 EDTCQBISS recommends Chiquita shareholders vote for combination with Fyffes
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08:52 EDTCQBWynnefield rejects Chiquita-Fyffes proposal
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October 17, 2014
15:51 EDTCQBCutrale-Safra not considering raising $14-per-share Chiquita offer, Reuters says
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14:50 EDTCQBCutrale-Safra not considering raising $14-per-share Chiquita offer, Reuters says
09:43 EDTCQBChiquita to host special shareholder meeting
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October 16, 2014
16:20 EDTCQBChiquita says $14/share Cutrale-Safra bid inadequate, would consider higher bid
Chiquita Brands announced that its board of directors unanimously determined that the offer from the Cutrale Group and the Safra Group announced on October 15, to acquire all of the outstanding stock of Chiquita for $14.00 per share in cash, is inadequate and not in the best interests of Chiquita shareholders. The Chiquita Board of Directors has unanimously reaffirmed its recommendation that Chiquita shareholders vote to approve the definitive transaction agreement between Chiquita and Fyffes, as revised on September 25. In its letter to Cutrale / Safra, Chiquita said, "Of course, our Board is always willing to give fair consideration to an increased offer by Cutrale / Safra."
16:18 EDTCQBChiquita board finds $14.00 per share Cutrale-Safra offer inadequate
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October 15, 2014
10:54 EDTCQBChiquita confirms receipt of revised offer from Cutrale-Safra
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10:53 EDTCQBChiquita confirms receipt of revised offer from Cutrale-Safra
09:57 EDTCQBCutrale-Safra submits offer to acquire Chiquita for $14 per share in cash
Cutrale-Safra announced its definitive offer to acquire all the outstanding stock of Chiquita Brands for $14 per share in cash. Having completed its due diligence, Cutrale-Safra has submitted its offer to the Chiquita Board of Directors, together with a form of merger agreement that Cutrale-Safra would be prepared to execute and deliver concurrently with Chiquita entering into such merger agreement and associated disclosure letters. Cutrale-Safra is also delivering to Chiquita equity and debt commitment letters for the transaction. The offer reflects Cutrale-Safra's assessment and analysis of Chiquita's current condition and prospects. Unlike the proposed combination with Fyffes, the superior Cutrale-Safra offer provides Chiquita shareholders complete certainty with respect to the value of their Chiquita investment. This offer represents a premium of approximately 40% to the market's valuation of the original proposed transaction with Fyffes based on Chiquita's undisturbed closing share price of $10.06 as of August 8, and an approximately 19% premium to the adjusted stock price of $11.80, based upon the revised Fyffes transaction. Moreover, the proposed cash consideration of the Cutrale-Safra offer, including the assumption of Chiquita net debt, represents a multiple of approximately 12.4x EBITDA for the twelve months ended June 30. Cutrale-Safra expects to be able to close its offer promptly following entry into the merger agreement. The Cutrale-Safra offer is not subject to any financing conditions. It will be financed with equity provided by affiliates of the Cutrale Group and Safra Group. Cutrale-Safra has received a commitment letter for facilities to refinance Chiquita's existing credit facilities and a letter agreement pursuant to which Bank Safra Sarasin is obligated to make an offer to purchase Chiquita's 7.875% Senior Secured Notes due 2021 as required by the relevant indenture in connection with the transactions contemplated by the merger agreement. The form of merger agreement is on substantially similar terms to the Fyffes transaction agreement. Cavendish Acquisition will file a copy of the form of merger agreement with the Securities and Exchange Commission by close of business. Cutrale–Safra does not believe there are any regulatory obstacles that would prevent it from closing promptly following entry into the merger agreement.
09:26 EDTCQBCutrale-Safra submits offer to acquire Chiquita for $14/share in cash
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09:12 EDTCQBCutrale-Safra raises offer for Chiquita to $14 per share, Bloomberg reports
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October 14, 2014
16:42 EDTCQBChiquita Brands sees Q3 comparable operating income $10-$12M, conensus (13c)
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October 10, 2014
12:47 EDTCQBChiquita, Fyffes approve revision to agreement terms
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05:17 EDTCQBChiquita Brands CEO acquires 63,511 shares of stock
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