(UPDATED COVERAGE, June 12) The board of directors of Dole Food Co. Inc. is considering an unsolicited bid from the company’s top executive to pay $12 each for all outstanding shares, setting the value of the company at $1.1 billion.
David Murdock, chief executive officer and chairman of the board, made the offer June 10 and the board made it public June 11 in a news release posted on the company’s investors website. Murdock, along with family members, already owns 40% of the stock of the Westlake Village, Calif., company.
The morning after Murdock’s offer, Dole stock jumped 21% to $12.35 in late morning trading. A Los Angeles resident, the 90-year-old Murdock told the Los Angeles Times he hopes to seal the deal by the end of July.
MurdockWhen news of the offer broke, law firms immediately began soliciting Dole shareholders to support investigations to ensure Murdock’s offer and Dole’s board are not violating laws. By June 12 almost a dozen law firms had posted news releases with major metropolitan newspapers seeking clients.
The Wall Street Journal and Los Angeles Times both reported a variety of financial and stock analysts had already declared the possible sale to be good news for shareholders.
Barclays analyst Hale Holden wrote to investors that the proposal has “a relatively high probability of completion.”
Analysts at Janney sent a similar note, calling Murdock’s bid “an attractive transaction that is likely to proceed at or relatively close to this price level” despite “tougher than average near-term trends in bananas.”
Some of the concerns are related to Dole’s move last month to suspend a $200 million share repurchase program it had planned, according to a news release from New York City law firm Wohl & Fruchter. Dole said the money was needed to update its fleet of refrigerated container ocean-going ships. Dole stock dropped 16% in the week after the repurchase program was killed.
Murdock’s offer soon after calling off the share repurchase program “seems like an attempt to exploit the weakness in the stock price,” J. Elazar Fruchter, a partner at the firm, told the Los Angeles Times.
In its news release, Dole assured investors the offer would be carefully examined.
“The company cautions its stockholders, and others considering trading in the company’s securities, as follows: the board of directors has just received Mr. Murdock’s unsolicited proposal; the process of considering the proposal is only in its beginning stages; no decisions whatsoever have been made,” Dole’s board said in the news release.
Dole’s board will form a special committee to consider the offer, according to the release.
For 2012, Dole reported about $4.2 billion in revenue, down 11% from the previous year. The company’s financial reports show losses for the past three quarters.
To address its financial issues, Dole finalized a deal in April for the sale of its global packaged foods business and Asia fresh foods business to the Japanese company Itochu Corp. for $1.7 billion. The operations represented 38% of Dole’s 2012 revenues, according to financial reports, and more than half of its operating income.
If he is successful with his bid, it will be the second time for Murdock to take the company private.
In 2003 he bought 76% of the Dole shares he did not own for $1.43 billion plus assuming another $1 billion in debt. The company posted revenues of $4.4 billion in 2002.
Then, in 2009 Murdock took the company public again.
Murdock was chief executive from July 1985 through June 2007. He returned to toe CEO’s office early this year when David A. DeLorenzo stepped down from the post to help Itochu run its new businesses.