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[CASTLE & COOKE LETTERHEAD]
NEWS RELEASE
Contact: Dean R. Estrada
(310) 209-3804
CASTLE & COOKE, INC. ANNOUNCES THAT THIRD PARTY, AFTER EXTENSIVE REVIEW,
DETERMINES OFFER AT INCREASED PRICE
IS NOT JUSTIFIED
FLEXI-VAN OFFER EXPIRES THURSDAY, JULY 6
LOS ANGELES, California, July 4, 2000 -- Castle & Cooke, Inc. announced today
that a significant real estate group which had requested and received
information for the purpose of considering an offer to acquire the Company at a
price in excess of the $19.25 per share offered by Flexi-Van Leasing, Inc. has
declined to make a proposal. The third party, which has requested its name
remain confidential, conducted an extensive review of Castle & Cooke's business
and financial prospects with the assistance of its financial advisors and
attorneys and with the cooperation of Castle & Cooke and its special committee
of independent directors. After this review, the real estate company advised
Castle & Cooke that it saw no justification for an offer at a higher price than
the $19.25 currently being offered by Flexi-Van.
Castle & Cooke chairman David H. Murdock stated "I am pleased that this
extensive review by a large sophisticated real estate company with the financial
ability to make a proposal further confirms that my offer price is fair in view
of the Company's business and prospects. I look forward to completing the tender
offer and encourage those shareholders who have been confused by rumors of a
possible competing bid to tender their shares before the expiration of the
tender offer on Thursday, July 6, 2000."
The offer by a subsidiary of Flexi-Van Leasing, Inc. to acquire the shares of
Castle & Cooke, Inc. which Flexi-Van does not already own at a price of $19.25
per share was
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previously approved by the unanimous vote of a special committee of
independent directors, following the advice of the committee's financial
advisor. A settlement of certain litigation challenging the offer is being
submitted for court approval on July 5, 2000. In addition to other
conditions, the offer is subject to more than 75% of the shares not already
owned by Flexi-Van and its affiliates being validly tendered and not
withdrawn.
Castle's announcement was in response to an inquiry about rumors that a third
party had requested information for the purpose of considering a proposal to
acquire the Company. A Castle & Cooke spokesman confirmed that the Company had
cooperated fully with the request for information after the third party had
executed a confidentiality agreement.
Castle & Cooke, Inc. is a developer of residential and commercial real estate in
Hawaii, California, North Carolina, Arizona, Georgia and Florida. The company
also owns and operates two of the world's highest-rated resorts on the island of
Lana'i in Hawaii.
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