The Cutrale and Safra Groups announced that the previously announced tender offer by its affiliate, Cavendish Acquisition Corporation, for all outstanding shares of common stock of Chiquita Brands International at a price of $14.50 per share, net to the seller in cash, without interest and subject to any required with holding taxes, will be extended until 12:00 midnight, New York City time, at the end of the day on Monday, January 5, 2015, unless further extended or terminated.
All other terms and conditions of the tender offer, as amended, including the condition requiring certain antitrust approvals to be obtained, remain unchanged.
Computershare Trust Company, N.A., the depositary for the tender offer, has advised that as of midnight, New York City time, at the end of the day on December 23, 2014, approximately 38,745,924 shares of Chiquita common stock (excluding 1,688,404 shares of Chiquita common stock subject to notices of guaranteed delivery) had been validly tendered (and not validly withdrawn) pursuant to the tender offer, representing approximately 82.24 percent of the outstanding shares of Chiquita common stock.
On December 18, 2014, the Competition Commission of Switzerland notified the parties that Cutrale-Safra's proposed acquisition for joint control of Chiquita has been authorized in Switzerland and accordingly, all applicable consents and approvals for the proposed acquisition required under the applicable antitrust laws in Switzerland have been received. As of December 23, 2014, the parties have received regulatory clearance in the United States of America (under the HSR Act), the European Union, Switzerland, Turkey and Costa Rica.
