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SAN DIEGO and WEST LAKE VILLAGE, Calif.,
Aug. 12, 2013 /PRNewswire/ --
Shareholder rights attorneys at Robbins Arroyo LLP are investigating the acquisition of Dole Food Company, Inc. (NYSE: DOLE) ("Dole Food") by company Chairman and CEO,
David H. Murdock. On
August 12, 2013, Dole Food and Mr. Murdock announced the signing of a definitive merger agreement under which, Mr. Murdock, through his affiliates, will acquire all of the outstanding shares of common stock of the company not already owned by him for
$13.50 per share in cash.
Is the Merger Best for Dole Food and Its Shareholders?
Robbins Arroyo LLP's investigation focuses on whether the board of directors at Dole Food is undertaking a fair process to obtain maximum value and adequately compensate its shareholders in the merger. The
$13.50 merger consideration represents a premium of only 32.4% based on Dole Food's closing price on
June 10, 2013, the last trading day prior to the announcement of Mr. Murdock's initial offer of
$12.00 per share. The 32.4% premium is substantially below the average premium of 48.62% for comparable transactions over the past three years. In addition, Dole Food has traded as high as
September 12, 2012, well above the offer price.
In addition, on
July 25, 2013, the company announced its financial results which exceeded analyst earnings per share and net income expectations in the second quarter 2013, and exceeded sales expectations in the first and second quarter of 2013. In particular, Dole Food released its financial results for the second quarter 2013, reflecting a 10% increase in revenue compared to the same quarter 2012 and a 12% increase in fresh fruit revenue for the same quarter 2012.
Given these facts, Robbins Arroyo is examining whether Mr. Murdock's offer is inadequate and in his interests rather than in the best interests of the shareholders.