Del Monte is set to be bought up by private equity fund Kohlberg Kravis Roberts (KKR) for $5.3bn (£3.4bn).
The New York-listed food manufacturer is well known in the UK for "the man from Del Monte" adverts, and in the US for its pet food brands.
The long-rumoured sale values the firm at $19 per share - a 5.6% premium to its $17.99 closing price on Wednesday.
However, the sale terms allow Del Monte's management to solicit higher bidders up until 8 January.
The deal - rumoured for the last three months - is set to go ahead despite Del Monte's decision in September to lower its financial forecasts for the second quarter in a row.
"This transaction delivers substantial shareholder value and is a clear endorsement of Del Monte's strategic success and effective execution," said Del Monte's chief executive, Richard G Wolford, in a press statement.
KKR is partnering with two other investment companies for the transaction, who will collectively take on the company's $1.3bn in debts.