CINCINNATI — Chiquita Brands International, Inc. (NYSE: CQB) today announced the successful completion of the previously announced refinancing of a portion of its capital structure. The related transactions described below reduce the company's interest expense, extend debt maturities and add operating flexibility. The company expects at current rates to save approximately $11 million in annual interest costs in the first year following the refinancing.
The refinancing included execution of an amended and restated $480 million senior secured credit agreement by its operating company, Chiquita Brands, L.L.C., which was led by Cooperatieve Centrale Raiffeisen – Boerenleenbank B.A., "Rabobank Nederland," New York Branch acting as administrative agent, lead arranger and bookrunner, Wells Fargo Securities, LLC acting as co-lead arranger and co-bookrunner, Wells Fargo Bank, National Association acting as the syndication agent and Bank of America, N.A., RB International Finance (USA) LLC and ING Capital LLC acting as co-documentation agents. The credit facility matures in July 2016 and consists of a $150 million revolving credit facility and a $330 million term loan. The proceeds of the new term loan, which initially bear interest at LIBOR plus 3 percent, were used to repay $155 million outstanding under the company's existing term loan and fund the purchase of approximately $133 million principal amount of the company's 8 7/8% Senior Notes due 2015 (CUSIP No. 170032AS5) (the "Notes") as described below. The proceeds of the new term loan will also be used to fund the redemption of the approximately $45 million of Notes that remain outstanding.
The company indicated that its previously announced offer to purchase (the "Offer") any and all of the Notes expired at 8:00 a.m., New York City time, on July 26, 2011 (the "Expiration Date"). The Offer has now expired, and the company received and accepted for purchase all Notes validly tendered from holders of approximately $133 million principal amount of the approximately $177 million aggregate principal amount of outstanding. The total purchase price for the Notes of approximately $138 million, plus approximately $2 million for accrued and unpaid interest, has been delivered to The Depository Trust Company for prompt payment for all validly tendered Notes accepted for purchase in the Offer. Chiquita engaged BofA Merrill Lynch and Barclays Capital as the dealer managers for the Offer. Persons with questions regarding the Offer should contact BofA Merrill Lynch at (888) 292-0070 (toll-free) or (980) 388-9217 (collect) or Barclays Capital at (800) 438-3242 (toll-free) or (212) 528-7581 (collect).
Chiquita also announced that it has delivered a notice to the holders of approximately $45 million of Notes that were not tendered in the Offer that it will redeem any and all of the Notes that remain outstanding after the Offer. The redemption date is August 26, 2011 (the "Redemption Date"). The redemption price for the Notes is 102.958% of the outstanding aggregate principal amount of Notes being redeemed, plus accrued and unpaid interest to, but excluding, the Redemption Date.
ABOUT CHIQUITA BRANDS INTERNATIONAL, INC.
Chiquita Brands International, Inc. (NYSE: CQB) is a leading international marketer and distributor of high-quality fresh and value-added food products – from energy-rich bananas and other fruits to nutritious blends of convenient green salads. 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 more than 21,000 people and has operations in nearly 70 countries worldwide.
This press release is neither an offer to purchase nor a solicitation of an offer to sell any Notes. 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. 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, as amended, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
Source: Chiquita Brands International, Inc.
