Total Produce, Dole Food Company To Combine Under Dole Plc - Quick Facts

(RTTNews) - Total Produce Plc (TOT.L), Dole Food Company (DOLE), and affiliates of Castle & Cooke have entered into a binding transaction agreement to combine under a newly created, U.S. listed company, Dole plc. Total Produce shareholders will receive 82.5% of Dole plc shares and the C&C shareholders will receive 17.5% of Dole plc shares. Total Produce Plc said the deal is anticipated to create significant value equivalent to at least 2.15 euros per Total Produce share based on an agreed floor valuation of $215 million for the 17.5% stake in Dole plc owned by the C&C shareholders on a fully diluted basis immediately prior to the completion of the transaction.

As per the deal, Dole plc is required to complete an IPO and a related listing on a major U.S. stock exchange. Dole plc plans to raise equity capital with a target amount of between $500 and $700 million. Upon completion of the U.S. listing of Dole plc, Total Produce will cease to be listed on Euronext Dublin and the London Stock Exchange.

Immediately following the transaction, existing Total Produce shareholders are expected to own approximately 55% of Dole plc on a fully diluted basis and the C&C shareholders are expected to own approximately 10% of Dole plc, with the remainder to be held by investors participating in the equity capital raise.