8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): December 6, 2005

Chiquita Brands International, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

New Jersey	1-1550	04-1923360
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
250 East Fifth Street, Cincinnati, Ohio		45202
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 513-784-8000

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.05 Costs Associated with Exit or Disposal Activities.

On December 6, 2005, Chiquita Brands International, Inc. (the "Company") announced that it would close two fresh cut fruit processing facilities located in Manteno, Illinois and Kansas City, Missouri, by February 2006 as part of a supply chain optimization plan. The plan is expected to eliminate redundancies in fresh-cut processing capacity in the Midwestern United States, improve plant utilization and reduce costs. The redundancies result from the acquisition of the Fresh Express business in June 2005, which added two fresh cut fruit facilities – one in Franklin Park, Illinois and one in Kansas City – to the Company’s previously owned facility in Manteno.

The closure of the Manteno facility will result in a charge of approximately $7 million. Of this amount, approximately $5 million is a non-cash charge related primarily to asset disposals that will be recorded in the fourth quarter of 2005, and approximately $2 million will be recorded in the first quarter of 2006 related t o the estimated net future cash payments under non-cancelable lease obligations associated with the exited facility and related equipment. The closure of the Kansas City facility will result in an approximately $4 million adjustment to goodwill through purchase price accounting, which will be recorded in the fourth quarter of 2005. Substantially all of this adjustment is non-cash and relates to asset disposals.

Reference is made to the Company’s press release describing the plant closings, attached as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release of the Company issued on December 6, 2005

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Chiquita Brands International, Inc.
December 6, 2005	By:	/s/Robert W. Olson
		Name: Robert W. Olson
		Title: Senior Vice President, General Counsel and Secretary

Exhibit Index

Exhibit No.	Description
99.1	Press Release

EX-99.1

Exhibit 99.1

[LOGO] Chiquita
Brands
International

News Release
Contact: Michael Mitchell, 513-784-8959, mmitchell@chiquita.com

CHIQUITA BRANDS INTERNATIONAL TO CONSOLIDATE MIDWEST
FRESH-CUT FRUIT PROCESSING CAPACITY
Supply Chain Optimization Plan Expected to Eliminate Redundancy,
Improve Utilization and Reduce Costs

CINCINNATI – Dec. 6, 2005 – Chiquita Brands International, Inc. (NYSE: CQB) today announced that it will close processing facilities in Manteno, Ill., and Kansas City, Mo., by February 2006 as part of a supply chain optimization plan. This plan is expected to eliminate redundancies in fresh-cut fruit processing capacity in the Midwestern United States, improve plant utilization and reduce costs.

This consolidation effort is one component of Chiquita’s previously announced integration plan, which aims to achieve $20 million in annual cost synergies within three years after the acquisition of Fresh Express. The company expects this consolidation to deliver approximately $3 million in annualized cost savings, which will begin to be realized in the second quarter 2006.

“This is an important step toward reaching profitability in this strategic value-added fruit category, which we believe holds significant long-term growth potential for Chiquita,” said Fernando Aguirre, chairman and chief executive officer.

“Over the past several months, we carefully analyzed our national fresh-cut fruit operations, where, as a result of the Fresh Express acquisition, we now have three Midwestern plants – two in the Chicago area and one in Kansas City,” Aguirre said. “While it’s never easy to make a decision that results in fewer jobs, our analysis clearly determined that closing two of these facilities and shifting production to others would improve plant utilization throughout our supply chain and drive down operating costs – while continuing to provide the freshness, quality and value that our customers demand.”

– more –

Chiquita Brands International
Midwest Plant Consolidation
Page 2 of 2

As a result of the closure of the pre-acquisition Chiquita plant at Manteno, the company will incur a charge of approximately $7 million, of which an approximately $5 million noncash charge will be recorded in the fourth quarter 2005 and a $2 million charge, primarily for noncancelable lease obligations, will be recorded in the first quarter 2006. The closure of the pre-acquisition Fresh Express plant at Kansas City will result in a $4 million adjustment to goodwill through purchase price accounting, which will be recorded in the fourth quarter 2005. Substantially all of this adjustment is noncash and relates to asset disposals.

The approximately 100 employees at the company’s Kansas City and Manteno facilities will be eligible to apply for open positions at other Chiquita operations. Employees displaced by this consolidation will be eligible for severance and outplacement services based on level of position and length of service. At minimum, employees will receive pay for their normal work schedule for 60 days following this announcement.

Chiquita Brands International, Inc. (www.chiquita.com) is a leading international marketer and distributor of high-quality fresh and value-added produce, which is sold under the Chiquita^® premium brand, Fresh Express^® and other related trademarks. The company is one of the largest banana producers in the world and a major supplier of bananas in Europe and North America. In June 2005, Chiquita acquired Fresh Express, the U.S. market leader in value-added salads, a fast-growing food category for grocery retailers, foodservice providers and quick-service restaurants.

# # #