Dole Food Co. has named a four-member committee from its board of directors to act on an acquisition proposal from chief executive officer David Murdock.
Murdock requested the appointment of an independent group of directors when he made his offer June 10.
Andrew Conrad is chairing the special committee, according to a news release. Dole did not name the other members. The group’s financial advisor is Lazard Ltd.; legal counsel is Sullivan & Cromwell LLP.
Neither Murdock’s proposal nor any alternative is assured of acceptance, according to the release.
Murdock made an unsolicited bid of $12 each for all outstanding shares, setting the value of the company at $1.1 billion. Murdock would assume Dole debt, according to documents filed with the Securities and Exchange Commission. If an agreement is not executed by July 31 he will withdraw his offer, according to the SEC filing.
The offer drew some opposition. Lawsuits in Delaware and California said Murdock was low-balling shareholders. The offer provides only $645 million cash to shareholders, even though the bid is for $1.1 billion, according to Bloomberg News.