Chiquita Sells $425 Million in Senior Secured Notes and Refinaces Senior Secured Credit

Charlotte, NC-

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By ANUK Staff

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2.6.13

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Chiquita Brands International, Inc. announced the completion of its sale of $425 million of 7.875% senior secured notes due 2021, and the entry into a new $200 million senior secured credit agreement. Furthermore, the company has repaid all of the obligations under its existing secured credit agreement and 7 1/2% Senior Notes, according to a press release.

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The notes were offered to qualified institutional buyers in the U.S. pursuant to regulations and outside the U.S. to certain non-U.S. persons in accordance with Regulation S under the Securities Act. The notes and the related subsidiary guarantees have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements.

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The notes were co-issued by Chiquita Brands L.L.C., the company's main operating subsidiary, and unconditionally guaranteed at closing by each of the company's existing direct and indirect domestic subsidiaries, other than de minimis subsidiaries, and certain of the company's future direct and indirect domestic subsidiaries.

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The secured credit facility has a maximum borrowing capacity of $200.0 million, including a revolving credit facility and a $7.5 million term loan, subject to a borrowing base calculation based on advance rates against the value of the company's domestic accounts receivable, foreign accounts receivable, certain inventory, and certain domestic machinery and equipment. The facility is set to mature before five years from the date of closing and 60 days prior to the maturity of existing 4.25% Convertible Senior Notes due 2016, unless such notes have been refinanced.

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Chiquita

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