Todhunter International, producer and distributor of the Cruzan line of rums from the Virgin Islands, today reported that it has received from Angostura Limited, the company's majority owner, an offer to purchase US$10m of newly-issued shares in itself.

Todhunter added that there remains a possibility it may be offered the chance by Angostura to go private, although no such offer by Angostura has yet been made.

A statement said that the share issue purchase price will be the greater of the closing quotation of the company's stock on the American Stock Exchange (AMEX) on the date immediately preceding the closing date of the transaction, or the average of the closing quotations of the company's stock on AMEX for the 30 days immediately preceding the closing date

Angostura will pay all of Todhunter International's normal expenses related to this transaction. The proceeds would be used by the company principally to assist in the funding of the growth initiatives for Cruzan Rum.

"The stock purchase is subject to approval of the transaction by the Board of Directors of the Company. The Board has asked the Special Committee of independent directors, previously formed to explore the possibility of entering into a going-private transaction, to review the fairness of the offer," a statement said.

Meanwhile, at its Annual Shareholders' Meeting,  Jay S. Maltby, D. Chris Mitchell, and Edward F. McDonnell were re-elected to the Board to serve terms through the date of the 2007 Annual Shareholders' Meeting, and Michael E. Carballo was elected to the Board of Directors to serve a term through the date of the 2006 Annual Shareholders' Meeting.

At the Board of Directors Meeting, the board re-appointed Leonard G. Rogers, Donald L. Kasun and Edward F. McDonnell as members of the Audit Committee.