AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 15th, 2014 • Chiquita Brands International Inc • Agricultural production-crops • New York
Contract Type FiledOctober 15th, 2014 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER, dated as of October ___, 2014 (this “Agreement”), is made and entered into by and among CAVENDISH GLOBAL LIMITED, an England and Wales company (“Parent”), CAVENDISH ACQUISITION CORPORATION, a New Jersey corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”), CHIQUITA BRANDS INTERNATIONAL, INC., a New Jersey corporation (the “Company”), and, solely for purposes of Article IX, BURLINGTOWN UK LTD and ERICHTON INVESTMENTS LTD. (each, a “Guarantor” and collectively, the “Guarantors”). Parent, Merger Sub and the Company are referred to individually as a “Party” and collectively as the “Parties.”