Costa Group Holdings Ltd said on Monday U.S. private equity firm Paine Schwartz Partners (PSP) reduced its non-binding takeover offer for shares it does not already own, valuing the horticulture company at A$1.49 billion ($958.4 million).

Under the proposal, Costa's shareholders would receive A$3.20 apiece for the remaining 85.16% stake PSP does not already own, lower than the A$3.50 apiece offer received in July.

The latest offer still represents a 8.8% premium to Costa's last closing price.

Costa, Australia's leading grower, packer and marketer of fresh fruit and vegetables, said it is considering the lower offer and is continuing to engage with PSP regarding the terms and conditions. PSP did not immediately respond to a Reuters request for comment.

PSP paid A$2.60 a share for a 13.78% stake in Costa in October, which it increased to 14.84% in late March.

Last month, Costa reported a decline in its half-year net profit, and said it expects quality to deteriorate across the citrus category later in the season, likely leading to A$30 million hit to full-year earnings.

PSP has also indicated that this offer is the "best and final price" at which the PSP-led consortium can deliver the proposed transaction, Costa said in a statement.

Costa had given PSP access to its books on a non-exclusive basis for eight weeks after receiving the initial offer in July.

($1 = 1.5547 Australian dollars)

(Reporting by Himanshi Akhand in Bengaluru; Editing by Lisa Shumaker and Stephen Coates)