Schedule I

12 Months Ended

Dec. 31, 2012

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Condensed Financial Information of Parent Company Only Disclosure

Condensed Balance Sheets

	December 31,
(In thousands)	2012		2011
ASSETS
Current assets:
Cash and equivalents	$	2,601	$	—
Other receivables	359		—
Other current assets	628		266
Total current assets	3,588		266
Investments in and accounts with subsidiaries	647,471		1,071,132
Other assets	18,919		23,332
Total assets	$	669,978	$	1,094,730
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Long-term debt due within one year	$	—	$	—
Accounts payable and accrued liabilities	15,363		15,354
Total current liabilities	15,363		15,354
Long-term debt:
7½% Senior Notes, due 2014	106,438		106,438
4.25% Convertible Notes, due 2016	153,082		143,367
Other liabilities	24,693		29,501
Total liabilities	299,576		294,660
Commitments and contingencies	—		—
Shareholders' equity	370,402		800,070
Total liabilities and shareholders' equity	$	669,978	$	1,094,730

Condensed Statements of Operations

(In thousands)	2012			2011			2010
Net sales	$	—		$	—		$	—
Cost of Sales	(521		)	—			—
Selling, general and administrative1	(52,400		)	(47,529		)	(53,363		)
Equity in earnings (losses) of subsidiaries	(220,010		)	(63,937		)	163,413
Operating income (loss)	(272,931		)	(111,466		)	110,050
Interest expense	(27,167		)	(39,702		)	(43,010		)
Interest expense to subsidiary	—			(8,917		)	(11,030		)
Dividend income from subsidiary	—			144,136			—
Other income (expense), net	320			(9,415		)	(255		)
Income (loss) before income taxes	(299,778		)	(25,364		)	55,755
Income tax (expense) benefit	(105,239		)	82,200			1,600
Net income (loss)	$	(405,017	)	$	56,836		$	57,355

¹    Reclassifications were made for comparative purposes.

Condensed Statements of Comprehensive Income

(In thousands)	2012			2011			2010
Net income (loss)	$	(405,017	)	$	56,836		$	57,355
Other comprehensive income (loss), net of tax where applicable:
Change in fair value of available-for-sale investment	1,222			(224		)	(126		)
Other comprehensive income (loss) of investments in and accounts with subsidiaries	(33,437		)	(8,526		)	17,425
Comprehensive income (loss)	$	(437,232	)	$	48,086		$	74,654

Condensed Statements of Cash Flow

(In thousands)	2012		2011		2010
Cash flow from operations	$	—	$	—	$	—
Available for sale investments sold	2,601		—		—
Cash flow from investing	2,601		—		—
Cash flow from financing	—		—		—
Change in cash and equivalents	2,601		—		—
Balance at beginning of period	—		—		—
Balance at end of period	$	2,601	$	—	$	—

Notes to Condensed Financial Information of Registrant

1. Generally, all cash is owned and managed by Chiquita Brands L.L.C. ("CBL"), the main operating subsidiary of the company, acting as agent for Chiquita Brands International, Inc. ("CBII"). In the fourth quarter of 2012, CBII established a bank account to facilitate selling an available for sale investment. The investment was sold in December 2012 and January 2013, after which the cash resulting from the sale was transferred to CBL and the bank account was closed.

2. For purposes of these condensed financial statements, CBII's investments in its subsidiaries are accounted for by the equity method.

3. In September 2006, the board of directors suspended the payment of dividends on CBII's common stock. Any future payments of such dividends would require approval of the board of directors. Many of the company's debt instruments, including the 7.875% Notes and the ABL Facility, which are described in Note 6 and 7 below, impose limitations on CBII's ability to pay dividends on its common stock.

4. On February 12, 2008, CBII issued $200 million of 4.25% convertible senior notes due 2016 ("Convertible Notes") for approximately $194 million of net proceeds, which were used to repay subsidiary debt. The Convertible Notes pay interest semiannually at a rate of 4.25% per annum, beginning August 15, 2008. The Convertible Notes are unsecured, unsubordinated obligations of CBII and rank equally with other existing CBII debt and any other unsecured, unsubordinated indebtedness CBII may incur.

The Convertible Notes are convertible at an initial conversion rate of 44.5524 shares of common stock per $1,000 in principal amount of the Convertible Notes, equivalent to an initial conversion price of $22.45 per share of common stock. The conversion rate is subject to adjustment based on certain dilutive events.

Holders of the Convertible Notes may tender their notes for conversion between May 15 and August 14, 2016 without limitation. Prior to May 15, 2016, holders of the Convertible Notes may tender the notes for conversion only under certain circumstances, in accordance with their terms. Upon conversion, the Convertible Notes may be settled in shares, in cash or in any combination thereof at CBII's option, unless CBII makes an "irrevocable net share settlement election," in which case any Convertible Notes tendered for conversion will be settled with a cash amount equal to the principal portion together with shares of CBII's common stock to the extent that the obligation exceeds such principal portion. It is CBII's intent and policy to settle any conversion of the Convertible Notes as if it had elected to make the net share settlement in the manner set forth above. CBII initially reserved 11.8 million shares to cover conversions of the Convertible Notes.

Beginning February 19, 2014, CBII may call the Convertible Notes for redemption under certain circumstances relating to CBII's common stock trading price.

The company's Convertible Notes are required to be accounted for in two components: (i) a debt component included in "Long-term debt" recorded at the estimated fair value upon issuance of a similar debt instrument without the debt-for-equity conversion feature; and (ii) an equity component included in "Shareholders' equity" representing the estimated fair value of the conversion feature at the date of issuance. This separation results in the debt being carried at a discount compared to the principal. This discount is then accreted to the carrying value of the debt component using the effective interest rate method over the expected life of the Convertible Notes (through the maturity date). The effective interest rate on the debt component for each of the years ended December 31, 2012, 2011 and 2010 was 12.50%.

Debt and equity components of the Convertible Notes are as follows:

	December 31,
(In thousands)	2012			2011
Principal amount of debt component1	$	200,000		$	200,000
Unamortized discount	(46,918		)	(56,633		)
Net carrying amount of debt component	$	153,082		$	143,367
Equity component	$	84,904		$	84,904
Issuance costs and income taxes	(3,210		)	(3,210		)
Equity component, net of issuance costs and income taxes	$	81,694		$	81,694

¹  As of December 31, 2012 and 2011, the Convertible Notes' "if-converted" value did not exceed their principal amount because the company's common stock price was below the conversion price of the Convertible Notes.

Interest expense related to the Convertible Notes was as follows:

	December 31,
(In thousands)	2012		2011		2010
4.25% coupon interest	$	8,500	$	8,500	$	8,500
Amortization of deferred financing fees	469		469		469
Amortization of discount on the debt component	9,715		8,606		7,623
	$	18,684	$	17,575	$	16,592

5. In 2011, and in conjunction with entering into CBL's Credit Facility, CBII's 8⁷/8% Senior Notes due in 2015 were retired through the purchase of $133 million in a tender offer at 103.333% of their par value and the call of the remaining $44 million for redemption at 102.958% of their par value. In December 2011, $50 million of its 7½% Senior Notes due 2014 were redeemed at the price of 101.250% of their par value (plus interest to the redemption date). (see Note 10 to the Consolidated Financial Statements included in Exhibit 13). These repurchased Senior Notes were held by CBL as permitted investments under the terms of its senior secured credit facility until 2011 when the repurchased Senior Notes were retired. Prior to 2011, the repurchased Senior Notes were included on the Condensed Balance Sheets as "Long-term debt due to subsidiary" with the related interest expense paid or due to CBL on the Condensed Statements of Operations as "Interest expense to subsidiary." These amounts are eliminated in consolidation in the Consolidated Financial Statements included in Exhibit 13. Amounts previously held by CBL, premiums and fees paid by CBL to retire the 8⁷/8% Senior Notes and a portion of the 7½% Senior Notes were received by CBII as a dividend from CBL, which was permitted by CBL's senior secured credit facility and was not considered to be a fixed charge under CBL's financial maintenance covenants under that senior secured credit facility.