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Murdock raises
offer again
for Castle
The company says the
By Russ Lynch
move settles lawsuits
Star-BulletinDavid H. Murdock today raised his offer for Castle & Cooke Inc. to $19.25 a share, up 75 cents, or 4 percent, from the $18.50 a share he offered May 22. The company said the change was made to settle a disagreement with some shareholders who had sued, saying the offer approved by the Castle & Cooke board was not high enough.
Investors sent the company's share price up 2 percent to close at $19.06, up 37 cents, on the New York Stock Exchange. The stock has risen more than 50 percent this year.
Murdock, who is chairman and chief executive of the company and owns about 27 percent of the stock, aims to acquire the other 73 percent and take the mainland-Hawaii home-building and resort company private. He originally offered $17 a share on March 29 but later raised it after an independent committee of directors said $18.50 was appropriate.
The company issued a statement saying Murdock has reached a tentative settlement with shareholders, who had sought to delay his tender offer until the value of the company could be thrashed out in court.
They said the value of the company, particularly its 88,000 acres of land on Lanai and the two luxury hotels there, was higher than the value estimate that was accepted by the board of directors.
Warren Price III, a Honolulu attorney representing Hawaii shareholder Archie D. Soden, confirmed that there is a tentative settlement. Two other Hawaii shareholders also brought action -- Crandon Capital Partners and Ruth White. They could not be reached for comment.
Five mainland shareholders also sued. One of them, Daniel A. Breen III of Furtherfield Partners LP in Houston, said he was aware of the settlement but, like Price, he would not say more because the matter is still subject to court approval.
The July 6 deadline for shareholders to accept or reject Murdock's proposal was still in effect today. Castle & Cooke said the new offer will be filed with the Securities & Exchange Commission and distributed to shareholders "in due course, subject to the tentative settlement terms being finalized."
Murdock says his offer is now worth about $615 million, adding together the price he will pay for the shares and the Castle & Cooke debt he has promised to assume.
Murdock's plan provides that the purchase will go ahead if he is offered a majority of the shares he does not already own. If that happens, shares he is not offered will be converted into rights to receive $19.25 cash per share, the Castle & Cooke statement said.
Los Angeles-based Castle & Cooke was spun off in 1995 from Dole Food Co., which Murdock also leads. Castle & Cooke has raw land and commercial properties in Hawaii, as well as its residential developments and the Lanai resorts, and also develops real estate in California, Arizona, Georgia and Florida.
