Overview

The company's operating results for the first quarter of 2009 declined compared to the year-ago period primarily due to lower European exchange rates and temporary higher banana sourcing costs resulting from flooding in Panama and Costa Rica in the fourth quarter of 2008. These were partially offset by improved banana pricing in North America, which sustained significant increases from the prior period and improved results in North American salads as the benefits from the company's 2008 actions related to pricing, cost reductions and network efficiencies have begun to be realized.

Management believes that most of the company's products are well-positioned to withstand the risks of the current global economic slowdown. Many of these products are staple food items that provide both convenience and value to consumers. Overall supply and consumer demand for bananas has remained favorable in each of the company's markets, and the price premium received for Chiquitaฎ branded bananas in Core European markets has largely been sustained. Demand for value-added salads has also remained relatively stable; other than the discontinuation of certain unprofitable products, in the first quarter of 2009, the unit volume of Fresh Express in retail value-added salads was down slightly, in line with overall category trends.

Management also believes that the company has ample liquidity and a solid capital structure. The company has no debt maturities greater than $20 million in any year prior to 2014. At March 31, 2009, the company had total cash of $78 million and $91 million of available borrowing capacity under its revolving credit facility. The company's credit facility provides significant financial covenant flexibility; the company is in compliance with its financial covenants and expects to remain in compliance for at least the next twelve months. See Note 4 to the Condensed Consolidated Financial Statements for further description of the company's debt agreements and financing activities.

The company's results are subject to significant seasonal variations and interim results are not indicative of the results of operations for the full fiscal year. The company's results during the third and fourth quarters are generally weaker than in the first half of the year due to increased availability of competing fruits and resulting lower banana prices. For a further description of the challenges and risks facing the company, see the Overview section of "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Part I - Item 1A - Risk Factors" in the company's 2008 Annual Report on Form 10-K and discussion below.

Operations

Net Sales

Net sales for the first quarter of 2009 were $842 million, down 10% from the first quarter of 2008, due to lower euro exchange rates, which principally affect European banana sales, as well as a reduction of foodservice and retail volumes in North American salad operations as a result of the discontinuation of products and contracts that were not sufficiently profitable.

Operating Income

Operating income was $34 million and $57 million for the first quarters of 2009 and 2008, respectively. The decline in operating income was due primarily to $17 million in temporary incremental banana sourcing costs resulting from flooding in Panama and Costa Rica in the fourth quarter of 2008, lower European exchange rates and higher healthcare and legal costs. These were partially offset by sustained improvements in North American banana pricing; improved results in North American salad operations as a result of the company's actions related to pricing, cost reduction and network efficiencies; and better results in Asia and the Middle East.

The company reports the following three business segments:

• Bananas: The Banana segment includes the sourcing (purchase and production), transportation, marketing and distribution of bananas.

• Salads and Healthy Snacks: The Salads and Healthy Snacks segment includes ready to eat, packaged salads, referred to in the industry as "value-added salads"; fresh vegetable and fruit ingredients used in foodservice; processed fruit ingredient products; and healthy snacking products, including the company's fresh fruit smoothie product, Just Fruit in a Bottle, sold in Europe.

• Other Produce: The Other Produce segment includes the sourcing, marketing and distribution of whole fresh fruits and vegetables other than bananas.

See segment results in Note 11 to the Condensed Consolidated Financial Statements. Beginning in the second quarter of 2008, the company modified its reportable business segments to move Just Fruit in a Bottle to Salads and Healthy Snacks from Other Produce to realign with the company's internal management reporting. Prior period figures have been adjusted to reflect this change. In addition, the company does not allocate certain corporate expenses to the reportable segments; these expenses are included in "Corporate" or "Relocation of European headquarters." The company evaluates the performance of its business segments based on operating income. Intercompany transactions between segments are eliminated. Discontinued operations were previously included in the Banana and Other Produce segments. Prior period figures have also been adjusted to exclude discontinued operations. See Note 13 to the Condensed Consolidated Financial Statements for further information related to discontinued operations.

BANANA SEGMENT

Net sales for the segment were $485 million and $528 million for the first quarters of 2009 and 2008, respectively, a decline of 8%. The decline in segment sales was principally a result of lower European exchange rates and lower pricing in Core European and Trading markets (defined below). These were partially offset by higher pricing in North America, where price increases from prior periods were sustained.

Higher sourcing and logistics costs resulted from flooding in Panama and Costa Rica in the fourth quarter of 2008. This flooding affected approximately 1,300 hectares (3,200 acres) of the company's owned production, as well as the production of certain of the company's independent growers. For the full year 2009, the company expects to incur approximately $25 million of temporary incremental purchased fruit and logistics costs as replacement volume is sourced from other independent growers; of this amount, approximately $17 million was incurred in the first quarter. Affected areas are expected to return to normal production in 2010. Additionally, certain Latin American countries such as Costa Rica and Ecuador have increased government-mandated exit prices in 2009, which are expected to continue to affect the cost of purchased fruit compared to 2008.

In the company's Banana segment, operating income was $44 million and $61 million for the first quarters of 2009 and 2008, respectively.

Banana segment operating income declined due to:

• $18 million from lower average European currency exchange rates, after $11 million in higher currency hedging results.

• $17 million from incremental sourcing and logistics cost to replace banana production affected by flooding in Panama and Costa Rica in the fourth quarter of 2008.

• $6 million higher sourcing and logistics costs, after $13 million of lower fuel hedging results.

• $5 million from lower pricing in Core European markets.

• $4 million from lower pricing in Trading markets.

• $2 million from a 6% decrease in volume sold in the Core European markets as the company discontinued some contracts that were no longer sufficiently profitable, particularly in the U.K., and sold its farming operations in the Ivory Coast.

These items were partly offset by:

• $26 million from improved pricing in North America.

• $5 million from improved pricing and volumes in Asia and the Middle East as well as favorable Yen exchange rates.

• $4 million pre-tax gain from the January 2009 sale of the company's operations in the Ivory Coast. (An additional income tax benefit related to the sale is included in "Income tax benefit" in the Condensed Consolidated Income Statement.)

• $3 million from lower brand support, mainly in Europe.

The percentage changes in the company's banana prices in 2009 compared to 2008 were as follows:

                   North America 1                       16.7 %

                   Core European Markets 2
                   U.S. dollar basis 3                  (13.4 )%
                   Local currency                        (1.3 )%

                   Asia Pacific and the Middle East 4
                   U.S. dollar basis                     16.7 %

                   Trading Markets 5
                   U.S. dollar basis                    (20.1 )%

The company's banana sales volumes (in 40-pound box equivalents) were as follows:

                                                   Q1     Q1      %
              (In millions, except percentages)   2009   2008   Change
              North America 6                     15.0   15.2     (1.3 )%
              Core European Markets 2             11.9   12.6     (5.6 )%
              Asia and the Middle East 4           6.1    4.9     24.5 %
              Trading Markets 5                    1.5    1.2     25.0 %


              Total                               34.5   33.9      1.8 %

1 North America pricing includes fuel-related and other surcharges.

2 The company's Core European markets include the 27 member states of the European Union, Switzerland, Norway and Iceland.

3 Prices on a U.S. dollar basis do not include the impact of hedging.

4 The company primarily operates through joint ventures in these regions, and most business is invoiced in U.S. dollars.

5 The company's Trading markets are mainly European and Mediterranean countries that do not belong to the European Union. Prior period figures include reclassifications for comparative purposes.

6 Total volume sold includes all banana varieties, such as Chiquita-to-Go, Chiquita minis, organic bananas and plantains.

The average spot and hedged euro exchange rates were as follows:

                                                   Q1       Q1       %
            (Dollars per euro)                    2009     2008    Change
            Euro average exchange rate, spot     $ 1.31   $ 1.49    (12.1 )%
            Euro average exchange rate, hedged     1.35     1.45     (6.9 )%

The company has entered into put option contracts and collars to hedge its risks associated with euro exchange rate movements. Put options require an upfront premium payment. These put options can reduce the negative earnings and cash flow impact on the company of a significant future decline in the value of the euro, without limiting the benefit the company would receive from a stronger euro. Foreign currency hedging benefits included in the Condensed Consolidated Statements of Income were $6

million for the first quarter of 2009 compared to costs of $5 million for the first quarter of 2008. In order to minimize the volatility that changes in fuel prices could have on its operating results, the company also enters into forward contracts for bunker fuel used in its core shipping operations. See Note 5 to the Condensed Consolidated Financial Statements for further information on the company's hedging instruments.

EU Banana Import Regulation

Since 2006, bananas imported into the European Union ("EU") from Latin America, the company's primary source of fruit, have been subject to a tariff of €176 per metric ton. Banana imports from Africa, Caribbean, and Pacific sources are allowed to enter the EU tariff-free (in 2006 and 2007, subject to a limit of 775,000 metric tons, but since January 2008 in unlimited quantities). In Chiquita's case, this tariff has resulted in approximately $75 million annually in net higher tariff-related costs compared to 2005. This tariff regime has been challenged by several countries through proceedings in the World Trade Organization ("WTO"), claiming violations of the EU's WTO obligations not to discriminate against, or raise restrictions on, bananas from Latin America. Under decisions adopted in December 2008, the WTO ruled that the EU's banana importing practices violate international trade rules.

WTO negotiations regarding potential tariff reductions are underway among the parties to the trade dispute. In July 2008, the European Commission reached a tentative agreement to reduce the tariff to €114 per metric ton over 8 years. Since the collapse of the "Doha Round" of global trade talks in July 2008, the EU has declined to finalize that agreement. There can be no assurance that the WTO rulings and negotiations will result in changes to the EU regime, or that any resulting changes will favorably impact the company's results.

SALADS AND HEALTHY SNACKS SEGMENT

Net sales for the segment were $281 million and $335 million for the first quarters of 2009 and 2008, respectively, a decline of 16%. The decline in segment sales resulted primarily from a reduction of foodservice volume in North America due to the company's cancellation of contracts and rationalization of products that were not sufficiently profitable. The company expects the foodservice volume decline to have a temporary negative impact on the segment's cost structure until the volume can be replaced with more profitable retail and foodservice volume. Volume of retail value-added salads in the first quarter of 2009 declined 6% from the first quarter of 2008 due to the discontinuation of products that were not sufficiently profitable, primarily Verdelli-branded products. Excluding the planned discontinuation of Verdelli and other less profitable products, the Fresh Express branded value-added salad product volume was lower by only 1%. Pricing of retail value-added salads in the first quarter of 2009 was flat with the first quarter of 2008.

In the company's Salads and Healthy Snacks segment, operating income was $13 million and $4 million for the first quarters of 2009 and 2008, respectively, as the company realized pricing gains, improved efficiencies and reduced per-unit manufacturing costs, as well as the benefits of strong lettuce yields late in the first quarter of 2009.

Salads and Healthy Snacks segment operating results improved due to:

• $9 million of lower costs from improved network efficiencies and lower raw product costs, including the effects of favorable lettuce yields late in the first quarter of 2009 partially offset by net increases in costs resulting from product mix.

• $4 million of lower selling, general, administrative and innovation costs.

These items were partly offset by:

• $4 million from reduction of volume, primarily in foodservice.

OTHER PRODUCE SEGMENT

Other Produce segment sales were $75 million and $73 million in the first quarters of 2009 and 2008, respectively. Segment operating income was $2 million and $3 million for the first quarters of 2009 and 2008, respectively. The 2009 first quarter included $1 million in legal expense related to the favorable resolution of a claim. Seasonal advances to growers of other produce were $78 million and $35 million, net of allowances, at March 31, 2009 and 2008, respectively. Seasonal advances, which are repaid as produce is sold, typically peak in the first quarter of the year. The year-on-year increase in advances to growers of other produce resulted from a strategy to purchase products from independent growers that in earlier years had been produced by owned operations in Chile, as well as higher volumes of certain products. The company expects grower advances to decline in future growing seasons.

CORPORATE

The company's corporate expenses were $20 million and $11 million for the first quarters of 2009 and 2008, respectively. Corporate expenses increased primarily due to increased self-insured healthcare costs, legal fees and costs associated with incremental workforce reductions.

RELOCATION OF EUROPEAN HEADQUARTERS

In late October 2008, the company committed to relocate its European headquarters from Belgium to Switzerland, which the company believes will optimize its long-term tax structure. The company approved a collective dismissal agreement ("Social Plan") in accordance with Belgian legal and labor requirements, which defined the severance benefits for employees who were not eligible for relocation or elected not to relocate. The relocation affects approximately 100 employees and is expected to conclude in 2009. The relocation does not affect employees in sales offices, ports and other field offices throughout Europe. In connection with the relocation, the company expects to incur total costs of approximately $19-23 million. Through March 31, 2009, the company has recorded aggregate costs of $12 million, of which $5 million were incurred in the first quarter of 2009, $5 million were incurred in the fourth quarter of 2008, and $2 million were incurred prior to the company's commitment to the relocation plan. See Note 2 to the Condensed Consolidated Financial Statements for further description.

INTEREST AND TAXES

Interest expense from continuing operations was $16 million and $27 million for the first quarters of 2009 and 2008, respectively. Interest expense includes $9 million in the first quarter of 2008 for the write-off of deferred financing fees as a result of refinancing the company's credit facility.

Effective January 1, 2009, the company retrospectively adopted FASB Staff Position ("FSP") No. APB 14-1, "Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (including partial cash settlement)," which changed the accounting method for the company's $200 million of 4.25% Convertible Senior Notes due 2016. FSP No. APB 14-1 required the company to decrease the carrying amount of the debt and to increase interest expense and equity; incremental interest expense as a result of the adoption was $2 million and $1 million in the first quarters of 2009 and 2008, respectively, but does not change the amount of cash paid for interest. See Note 4 to the Condensed Consolidated Financial Statements for a full description of the impact of FSP No. APB 14-1.

The company's effective tax rate varies from period to period due to the level and mix of income generated in its various domestic and foreign jurisdictions. The company currently does not generate U.S. federal taxable income. The company's taxable earnings are substantially from foreign operations being taxed in jurisdictions at a net effective rate lower than the U.S. statutory rate. No U.S. taxes have been accrued on foreign earnings because those earnings have been or are expected to be permanently invested in foreign operating assets.

In total, income taxes were a net benefit of $5 million and $1 million in the first quarters of 2009 and 2008, respectively, including $7 million and $5 million of gross income tax benefits, respectively. Approximately $4 million of the gross income tax benefits in the first quarter of 2009 related to the sale of

the company's operations in the Ivory Coast. The remainder of the gross income tax benefits in the first quarters of 2009 and 2008 primarily resulted from the resolution of tax contingencies in various jurisdictions. See Note 8 to the Condensed Consolidated Financial Statements for further discussion of income taxes.

Financial Condition - Liquidity and Capital Resources

The company believes that its cash level, cash flow generated by operating subsidiaries and borrowing capacity will provide sufficient cash reserves and liquidity to fund the company's working capital needs, capital expenditures and debt service requirements.

Management also believes that the company has ample liquidity and a solid capital structure. The company has no debt maturities greater than $20 million in any year prior to 2014. At March 31, 2009, the company had total cash of $78 million and $91 million of available borrowing capacity under its revolving credit facility, which provides significant financial covenant flexibility and is placed with a syndicate of commercial banks. The company borrowed $38 million in the first quarter of 2009 under its revolving credit facility for normal seasonal working capital needs. In April 2009, the company repaid $10 million of this balance and the company expects to repay the remaining outstanding amounts in the second quarter of 2009, consistent with past practice. The company is in compliance with the financial covenants of its credit facility and expects to remain in compliance for at least twelve months from the date of this filing. See Note 4 to the Condensed Consolidated Financial Statements for further description of the company's debt agreements and financing activities.

The company's balance of cash and equivalents was $78 million at March 31, 2009. Cash and equivalents are comprised of either bank deposits or amounts invested in money market funds. A subsidiary of the company has an €11 million ($15 million) uncommitted credit line for bank guarantees to be used primarily for payments due under import licenses and duties in European Union countries. At March 31, 2009, the company had an equal amount of cash equivalents in a compensating balance arrangement related to this uncommitted credit line.

Operating cash flow was a use of cash of $27 million and $13 million for the quarters ended March 31, 2009 and 2008, respectively. Operating cash flow decreased from the year-ago period primarily due to lower operating income compared to the prior period. Overall, working capital is expected to be a source of cash in 2009 compared to a use of cash in 2008.

Capital expenditures were $11 million and $12 million for the quarters ended March 31, 2009 and 2008, respectively.

At current fuel prices the company also has significant obligations under its bunker fuel hedging arrangements. At March 31, 2009, the liability for bunker fuel forward (swap) contracts was $66 million, of which $19 million is expected to settle in the next twelve months, with the remainder settling through 2011. The ultimate amounts due, if any, for bunker fuel forward contracts will depend upon fuel prices at the dates of settlement. Bunker fuel hedging gains and losses are recognized when the hedging contracts settle. Because fuel hedging obligations arise from a decline in fuel prices, the company expects that any realized obligation would be offset by a decrease in the cost of underlying fuel purchases and, as a result, that operating cash flows or seasonal working capital borrowing capacity will be sufficient to cover these obligations, if any. See further discussion of the company's hedging activities under "Item 3 - Quantitative and Qualitative Disclosures About Market Risk".

The company has not made dividend payments since 2006, and any future dividends would require approval by the board of directors. Under the Credit Facility, CBL may distribute cash to CBII, the parent company, for routine CBII operating expenses, interest payments on CBII's 7 1/2% and 8 7/8% Senior

Notes, the Convertible Notes and payment of certain other specified CBII liabilities. At March 31, 2009, distributions to CBII, other than for normal overhead expenses, interest on the 7 1/2% and 8 7/8 % Senior Notes and interest on the Convertible Notes, were limited to approximately $75 million annually.

Risks of International Operations

The company has international operations in many foreign countries, including those in Central America, the Philippines and parts of Africa. The company's activities are subject to risks inherent in operating in these countries, including government regulation, currency restrictions and other restraints, burdensome taxes, risks of expropriation, threats to employees, political instability, terrorist activities, including extortion, and risks of U.S. and foreign governmental action in relation to the company. Should such circumstances occur, the company might need to curtail, cease or alter its activities in a particular region or country.

See "Part II, Item 1 - Legal Proceedings" in this Quarterly Report on Form 10-Q and Note 12 to the Condensed Consolidated Financial Statements for a further description of legal proceedings and other risks, including, in particular,
(i) the plea agreement with the U.S. Department of Justice relating to payments made by the company's former Colombian subsidiary to a Colombian paramilitary group and subsequent civil litigation and investigations relating to the Colombian payments and (ii) customs proceedings in Italy.

Critical Accounting Policies and Estimates

There have been no material changes to the company's critical accounting policies and estimates described in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the company's Annual Report on Form 10-K for the year ended December 31, 2008, except as described in Notes 4 and 6 to the Condensed Consolidated Financial Statements, which describe the company's accounting policy for measuring convertible debt instruments as a result of the adoption of FSP No. APB 14-1 and the company's accounting policy for measuring fair value with respect to nonfinancial assets and nonfinancial liabilities as a result of the adoption of Statement of Financial Accounting Standards No. 157, "Fair Value Measurements," respectively.

New Accounting Pronouncements

See Notes 4, 6 and 14 to the Condensed Consolidated Financial Statements for information on the new accounting pronouncements relevant to the company.

* * * * *

This quarterly report contains certain statements that are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of Chiquita, including: the customary risks experienced by global food companies, such as prices for commodity and other inputs, currency exchange rate fluctuations, industry and competitive conditions (all of which may be more unpredictable in light of uncertainty in the global economic environment), government regulations, food safety and product recalls affecting the company or the industry, labor relations, taxes, political instability and terrorism; unusual weather conditions and crop risks; access to and cost of financing; any negative operating or other impacts from the relocation of the company's European

. . .