Chiquita shareholders vote to reject merger with Fyffes

CHARLOTTE, N.C. — Chiquita shareholders voted to reject a merger with Irish fruit company Fyffes during a special meeting in uptown Friday morning. If the merger had gone through, the company's headquarters was in jeopardy of leaving Charlotte, just a few years after moving to the Queen City.

The meeting took less than 10 minutes and after the votes were announced, Chiquita's CEO Ed Lonegrin said the board strongly believed a merger with Fyffes was a good strategic opportunity and thanked the Fyffes team for their work.

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Brazilian companies Cutrale and Safra said Thursday that they were again raising their bid for the banana producer to $681 million. After the shareholders rejected the Fyffes merger Friday morning, Chiquita said they would continue discussions with the Brazilian companies.

Chiquita Brands International Inc. said Thursday that it will review the latest offer. It has repeatedly rejected offers from investment firm Safra Group and juice company Cutrale Group, preferring to merge with Fyffes in an all-stock deal.

Early Friday morning before the shareholders meeting, Kerrii B. Anderson, Chairwoman of the Chiquita Board of Directors and Lonergan said, "Chiquita's Board continues to believe in the long-term value of the ChiquitaFyffes merger and does not believe that the $14.50 offer from Cutrale/Safra is superior to the potential combination. The Board intends to convene the Special Meeting as scheduled at 9 a.m. in Charlotte to allow shareholders to vote on the ChiquitaFyffes merger. The Board also determined that if shareholders do not approve the combination with Fyffes, the Board intends to continue discussions with Cutrale/Safra."

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ChiquitaFyffes would have been the world's largest banana supplier, and the companies planned to incorporate in Dublin to take advantage of lower tax rates. Chiquita is now based in Charlotte, North Carolina.

The latest bid from Safra and Cutrale is for $14.50 per Chiquita share, up from an offer of $14 per share earlier this month. They had bid $13 per share in August.

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On Monday proxy advisory firm Institutional Shareholder Services recommended that Chiquita investors support the Fyffes deal because it is the best option for shareholders. ISS had previously said shareholders should vote against the deal because Chiquita might get a better offer elsewhere.

Chiquita shares rose 97 cents, or 7.6 percent, to $13.71 in late morning trading. The stock has ranged from $9.24 to $14.43 in the past 12 months.

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