Company Press Release
July 17, 2000
LOS ANGELES, CA -- Castle & Cooke, Inc. (NYSE:CCS) and Flexi-Van Leasing, Inc. announced Saturday the successful
completion of the tender offer for Castle & Cooke, Inc., pursuant to which Castle Acquisition Company, Inc.,
a wholly owned subsidiary of Flexi-Van Leasing, Inc., now owns approximately 15,182,000 shares or 89% of Castle
& Cooke, Inc. In the tender offer, Castle Acquisition Company, Inc. received tenders of approximately 85% of
the Castle & Cooke shares not already owned by Flexi-Van Leasing, Inc. and its affiliates, based on the approximately
10,681,000 shares which were tendered.
In accordance with the terms of the merger agreement, shares tendered have been accepted and will be paid for promptly.
It is anticipated that the depositary will begin mailing payments to shareholders who have tendered on Tuesday,
July 18, 2000.
In addition to the acceptance of the shares already received by Castle Acquisition Company, Inc., a supplemental
offering period of five business days, terminating on July 21, 2000, will be provided as required by the merger
agreement. During the supplemental offering period, shareholders who desire to tender their shares not already
tendered may do so and will receive $19.25 per share promptly following valid tender of such shares. Any shares
tendered will not have withdrawal rights. After this additional period, Castle & Cooke, Inc. and Flexi-Van
Leasing, Inc. intend to prepare and mail materials relating to the merger of Castle Acquisition Company, Inc. with
and into Castle & Cooke, Inc. The merger is expected to occur late in August or early in September, 2000.
David H. Murdock, Chairman of Flexi-Van Leasing, Inc. and Castle & Cooke, Inc., stated, ``The success of the
offer, as evidenced by the shares tendered and accepted today, is an acknowledgement by Castle & Cooke's shareholders
of the fairness of the offer. I look forward to continuing to work with the Castle & Cooke management team
in the years to come. I am pleased that shareholders will no longer have uncertainty about the outcome of the proposal
and those that have tendered will receive prompt payment for their shares at the substantial premium price of $19.25
per share. I encourage any shareholders who have not yet tendered their shares to take advantage of the 5 additional
day period and not face a delay in payment for their shares.''
Any questions concerning the subsequent offering period and how to participate should be addressed to Georgeson
Shareholder Communications, Inc. at (800) 223-2064 (toll free) in the United States or at (212) 440-9800 (collect)
elsewhere.
Castle & Cooke, Inc. is a developer of residential and commercial real estate in Hawaii, California, North
Carolina, Georgia and Florida. The company also owns and operates two of the world's highest-rated resorts on the
island of Lana'i in Hawaii.
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Contact:
Castle & Cooke, Inc.
Dean R. Estrada, 310/209-3804