Juice maker Cutrale and investment firm Safra last night unveiled a definitive offer to acquire Chiquita Brands International in a new attempt to scuttle the company's plans to combine with Irish rival Fyffes.
Cutrale-Safra is offering $14 in cash per Chiquita share, valuing the company at $658m.
Cutrale-Safra had initially bid $13 per Chiquita share in an unsolicited proposal presented on August 11.
A successful bid would turn billionaires Joseph Safra and José Luis Cutrale into the global kings of breakfast by expanding their share of the world's tropical fruits market and their negotiating clout with supermarkets.
Chiquita and Fyffes agreed to merge in April to create the world's biggest banana supplier.
Cutrale-Safra's definitive offer represents premiums of about 40% to Chiquita's August 8 closing share price and 19% to Chiquita's price based on revamped terms of the tie-up with Fyffes.
Both companies will pay for Chiquita with equity from some of their subsidiaries, with Safra-controlled bank J Safra Sarasin extending a buyback of Chiquita's senior secured notes due in 2021.
"Unlike the proposed combination with Fyffes, the superior Cutrale-Safra offer provides Chiquita shareholders complete certainty with respect to the value of their investment," the consortium said in a statement.
Chiquita jumpedover 5% to $13.83 in New York, extending gains to 36% since Cutrale-Safra unveiled their proposal.
Shares of US-based fruit producer Chiquita have shed two-thirds of their value over the past decade in the wake of geopolitical instability in Latin America, price volatility and uneven demand for fresh produce around the world.
Chiquita, Fyffes, Fresh Del Monte Produce and Dole Food control the $7 billion banana market.
Chiquita's board plans to review Cutrale-Safra's definitive offer, according to a company statement.
Yesterday's definitive offer was submitted along with a merger agreement form for Chiquita's board.
In the statement, Cutrale-Safra said investors recognise "the significant risks and issues inherent in the Chiquita-Fyffes combination," and that available financial data indicates Chiquita could miss some operational goals for the year.
Investors such as Merrion Capital Group questioned whether the offer could persuade Chiquita's board and shareholders to side with Cutrale-Safra.
Cutrale-Safra's definitive bid "is significantly below an offer in excess of $16, which we felt would be required to match the economics of the Fyffes-Chiquita deal," Merrion said yesterday.
"The agreed merger between Chiquita and Fyffes remains superior to the unsolicited takeover offer from Cutrale-Safra," Fyffes Chairman David McCann said in a statement.
He added that the implied present value of the ChiquitaFyffes deal ranges from $15.46 to $20.01 a share.
Faced with declining orange juice consumption globally, Cutrale is expanding into new regions and products after venturing into grain trading in recent years.
The Cutrale family rose to prominence by massively exporting orange juice concentrate to the US after frost destroyed most of Florida's citrus crop in the 1960s.
