Company Press Release
June 23, 2000
KENILWORTH, NJ--David H. Murdock, Chairman of Flexi-Van Leasing, Inc., has announced a tentative settlement with
the plaintiffs in the purported class action litigation stemming from Flexi-Van's tender offer for shares of Castle
& Cooke, Inc. The settlement, which remains subject to court approval and execution of a binding settlement
agreement, provides for a $0.75 increase in the offer price from $18.50 to $19.25 per share. The new price of $19.25
represents a premium of approximately 60% and generates an additional $123 million in enterprise value over the
pre-offer market price of $12.06 on March 29, 2000. This higher per share consideration offered places the total
enterprise value, which includes the assumption of debt, of Castle & Cooke, Inc. at approximately $615 million.
Flexi-Van, the largest shareholder of Castle & Cooke, Inc., with approximately 26.4% of the outstanding shares,
commenced a tender offer on May 31, 2000 in order to acquire all of the remaining outstanding shares of Castle
& Cooke, Inc. which it did not already own. The previous offer price of $18.50 per share, which represented
a premium of 53% over the pre-offer market price of the Castle & Cooke shares, had been unanimously approved
by the Castle & Cooke board pursuant to the recommendation of a special committee of independent directors,
and was deemed fair from a financial point of view by Bear Stearns & Co., Inc.
Mr. Murdock stated, ``I believe that resolving the issues in this manner is in the best interests of everyone involved.
The shareholders are now able to achieve liquidity for their shares at the higher price provided by the settlement,
and we can now focus on completing the offer.''
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Contact:
Flexi-Van Leasing, Inc., Kenilworth
908/276-8000 FAX: 908/276-7666
For Flexi-Van Leasing, Inc.
Scott A. Griswold, 310/208-6055