[Background and Certain Defined Terms](index=2&type=section&id=Background%20and%20Certain%20Defined%20Terms) [Forward-Looking Statements](index=2&type=section&id=Forward-Looking%20Statements) - The report contains forward-looking statements based on management's current expectations, estimates, assumptions, and projections, which involve risks and uncertainties that could cause actual results to differ materially[4](index=4&type=chunk)[5](index=5&type=chunk) - Factors that could cause differences include those discussed in 'Item 3D. Risk Factors' in the Annual Report on Form 20-F, and new risk factors may emerge that are difficult to predict[4](index=4&type=chunk)[5](index=5&type=chunk) [PART I - FINANCIAL INFORMATION](index=2&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) This section presents Dole plc's unaudited condensed consolidated financial statements, including balance sheets, statements of operations, comprehensive income, cash flows, and stockholders' equity, along with detailed notes explaining the company's accounting policies, financial performance, and position for the periods ended June 30, 2025, and December 31, 2024 [Unaudited Condensed Consolidated Balance Sheets](index=3&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets%20as%20of%20June%2030%2C%202025%20and%20December%2031%2C%202024) Unaudited Condensed Consolidated Balance Sheets | Metric | June 30, 2025 (USD thousands) | December 31, 2024 (USD thousands) | | :--------------------------------------- | :----------------------------- | :------------------------------- | | **ASSETS** | | | | Total current assets | 2,080,669 | 1,884,713 | | Total assets | 4,713,282 | 4,446,363 | | **LIABILITIES AND EQUITY** | | | | Total current liabilities | 1,645,449 | 1,592,103 | | Total liabilities | 3,189,522 | 3,011,445 | | Total equity attributable to Dole plc | 1,376,392 | 1,293,299 | | Total equity | 1,488,362 | 1,399,364 | - Total assets increased by **$266.9 million** (6.0%) from December 31, 2024, to June 30, 2025, primarily driven by an increase in trade receivables and Fresh Vegetables current assets held for sale[9](index=9&type=chunk) - Total liabilities increased by **$178.1 million** (5.9%) over the same period, mainly due to higher accounts payable and long-term debt[9](index=9&type=chunk) [Unaudited Condensed Consolidated Statements of Operations](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations%20for%20the%20Three%20and%20Six%20Months%20ended%20June%2030%2C%202025%20and%20June%2030%2C%202024) Unaudited Condensed Consolidated Statements of Operations | Metric | Three Months Ended June 30, 2025 (USD thousands) | Three Months Ended June 30, 2024 (USD thousands) | Six Months Ended June 30, 2025 (USD thousands) | Six Months Ended June 30, 2024 (USD thousands) | | :------------------------------------------------ | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Revenues, net | 2,428,427 | 2,124,091 | 4,527,831 | 4,245,465 | | Gross profit | 218,300 | 200,586 | 400,493 | 395,263 | | Operating income | 103,219 | 85,888 | 171,124 | 198,021 | | Income from continuing operations | 52,939 | 56,047 | 97,068 | 127,534 | | (Loss) income from discontinued operations, net | (34,950) | 32,018 | (34,920) | 25,967 | | Net income attributable to Dole plc | 9,966 | 80,117 | 48,878 | 150,260 | | Net income per share attributable to Dole plc - basic | 0.10 | 0.85 | 0.51 | 1.58 | - Net income attributable to Dole plc significantly decreased for both the three-month period (from **$80.1 million** to **$10.0 million**) and the six-month period (from **$150.3 million** to **$48.9 million**) year-over-year, primarily due to a loss from discontinued operations in 2025 compared to income in 2024[11](index=11&type=chunk) - Revenues, net, increased by **14.3%** for the three months ended June 30, 2025, and by **6.7%** for the six months ended June 30, 2025, compared to the prior year periods[11](index=11&type=chunk) [Unaudited Condensed Consolidated Statements of Comprehensive Income](index=5&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20for%20the%20Three%20and%20Six%20Months%20ended%20June%2030%2C%202025%20and%20June%2030%2C%202024) Unaudited Condensed Consolidated Statements of Comprehensive Income | Metric | Three Months Ended June 30, 2025 (USD thousands) | Three Months Ended June 30, 2024 (USD thousands) | Six Months Ended June 30, 2025 (USD thousands) | Six Months Ended June 30, 2024 (USD thousands) | | :------------------------------------------ | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Net income | 17,989 | 88,065 | 62,148 | 153,501 | | Total other comprehensive income (loss) | 41,832 | (8,927) | 62,339 | (22,666) | | Comprehensive income attributable to Dole plc | 45,258 | 72,868 | 101,686 | 131,678 | - Total other comprehensive income shifted from a loss of **$8.9 million** in Q2 2024 to an income of **$41.8 million** in Q2 2025, primarily driven by a significant foreign currency translation adjustment gain[12](index=12&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20for%20the%20Six%20Months%20ended%20June%2030%2C%202025%20and%20June%2030%2C%202024) Unaudited Condensed Consolidated Statements of Cash Flows | Cash Flow Activity | Six Months Ended June 30, 2025 (USD thousands) | Six Months Ended June 30, 2024 (USD thousands) | | :------------------------------------------------ | :--------------------------------------- | :--------------------------------------- | | Net cash (used in) provided by operating activities - continuing operations | (60,446) | 5,258 | | Net cash (used in) provided by investing activities - continuing operations | (46,225) | 79,350 | | Net cash provided by (used in) financing activities - continuing operations | 124,180 | (149,391) | | Cash (used in) provided by discontinued operations, net | (28,720) | 16,744 | | Increase (decrease) in cash and cash equivalents | 7,648 | (56,118) | | Cash and cash equivalents at end of period | 339,367 | 220,887 | - Cash flows from operating activities for continuing operations shifted from a **$5.3 million** inflow in H1 2024 to a **$60.4 million** outflow in H1 2025, mainly due to increased seasonal cash outflows for receivables and decreased inflows from payables[15](index=15&type=chunk)[216](index=216&type=chunk) - Cash flows from investing activities for continuing operations decreased significantly from a **$79.4 million** inflow in H1 2024 to a **$46.2 million** outflow in H1 2025, primarily due to the absence of proceeds from the Progressive Produce business sale and higher capital expenditures in 2025[15](index=15&type=chunk)[217](index=217&type=chunk) - Cash flows from financing activities for continuing operations improved from a **$149.4 million** outflow in H1 2024 to a **$124.2 million** inflow in H1 2025, driven by higher net borrowings and the impact of debt refinancing[15](index=15&type=chunk)[218](index=218&type=chunk) [Unaudited Condensed Consolidated Statements of Stockholders' Equity](index=7&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Stockholders%27%20Equity%20for%20the%20Three%20and%20Six%20Months%20ended%20June%2030%2C%202025%20and%20June%2030%2C%202024) Unaudited Condensed Consolidated Statements of Stockholders' Equity | Metric | Balance as of Dec 31, 2024 (USD thousands) | Balance as of Jun 30, 2025 (USD thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | | Common Stock | 950 | 952 | | Additional Paid-In Capital | 801,099 | 798,457 | | Retained Earnings | 657,430 | 690,355 | | Accumulated Other Comprehensive Loss | (166,180) | (113,372) | | Total Equity Attributable to Dole plc | 1,293,299 | 1,376,392 | | Total Equity | 1,399,364 | 1,488,362 | - Total equity attributable to Dole plc increased by **$83.1 million** from December 31, 2024, to June 30, 2025, primarily due to an increase in retained earnings and a reduction in accumulated other comprehensive loss[16](index=16&type=chunk) - Accumulated other comprehensive loss improved from **$(166.2) million** at December 31, 2024, to **$(113.4) million** at June 30, 2025, largely driven by foreign currency translation adjustments[16](index=16&type=chunk)[137](index=137&type=chunk)[138](index=138&type=chunk) [Notes to the Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) [NOTE 1 — NATURE OF OPERATIONS](index=8&type=section&id=NOTE%201%20%E2%80%94%20NATURE%20OF%20OPERATIONS) - Dole plc is a global leader in sourcing, processing, distributing, and marketing fresh fruit and vegetables, offering over 300 products from 100+ countries, distributed in over 85 countries under brands like DOLE[17](index=17&type=chunk)[19](index=19&type=chunk) - The company's Fresh Vegetables division has been classified as discontinued operations and held for sale, with the sale to OG Holdco LLC closing on August 5, 2025, for approximately **$140.0 million**[20](index=20&type=chunk)[21](index=21&type=chunk)[35](index=35&type=chunk) [NOTE 2 — BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=8&type=section&id=NOTE%202%20%E2%80%94%20BASIS%20OF%20PRESENTATION%20AND%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) - The financial statements are prepared in conformity with U.S. GAAP and SEC rules for interim information, including all necessary normal recurring adjustments[22](index=22&type=chunk) - Consolidation includes majority-owned subsidiaries and variable interest entities where Dole is the primary beneficiary, with intercompany transactions eliminated[23](index=23&type=chunk)[24](index=24&type=chunk) - Interim results are subject to seasonal variations and factors like weather, foreign currency fluctuations, and economic conditions, and should be read with the Annual Report on Form 20-F[26](index=26&type=chunk) [NOTE 3 — NEW ACCOUNTING PRONOUNCEMENTS](index=9&type=section&id=NOTE%203%20%E2%80%94%20NEW%20ACCOUNTING%20PRONOUNCEMENTS) - Dole adopted ASU 2023-07 (Segment Reporting) retrospectively for the annual reporting period beginning January 1, 2024, enhancing segment disclosure requirements[28](index=28&type=chunk) - The company is evaluating the potential impact of ASU 2023-09 (Income Tax Disclosures), effective for annual periods beginning after December 15, 2024[29](index=29&type=chunk) - Dole is also evaluating ASU 2024-03 and ASU 2025-01 (Expense Disaggregation Disclosures) and ASU 2025-05 (Credit Losses for Receivables), effective for later periods[30](index=30&type=chunk)[31](index=31&type=chunk) [NOTE 4 — ACQUISITIONS AND DIVESTITURES](index=10&type=section&id=NOTE%204%20%E2%80%94%20ACQUISITIONS%20AND%20DIVESTITURES) - The Fresh Vegetables division was classified as discontinued operations and held for sale after the termination of the Fresh Express Agreement due to regulatory issues[32](index=32&type=chunk)[34](index=34&type=chunk) - An after-tax cumulative loss of **$123.5 million** was recorded as of June 30, 2025, to adjust the Fresh Vegetables division to its estimated fair value less costs to sell[34](index=34&type=chunk) - Dole completed the sale of its **65.0%** stake in Progressive Produce on March 13, 2024, for **$120.3 million** cash, recognizing a **$75.9 million** gain for the six months ended June 30, 2024[39](index=39&type=chunk) Fresh Vegetables Division (Discontinued Operations) Financials | Metric | Three Months Ended June 30, 2025 (USD thousands) | Three Months Ended June 30, 2024 (USD thousands) | Six Months Ended June 30, 2025 (USD thousands) | Six Months Ended June 30, 2024 (USD thousands) | | :------------------------------------------------ | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Revenues, net | 247,242 | 297,505 | 492,235 | 587,795 | | Gross profit | 16,219 | 32,414 | 35,625 | 61,174 | | Operating income from discontinued operations | 6,101 | 21,203 | 14,758 | 37,770 | | Loss on classification as held for sale before income taxes | (50,700) | — | (60,913) | — | | (Loss) income from discontinued operations, net of income taxes | (34,950) | 32,018 | (34,920) | 25,967 | [NOTE 5 — REVENUE](index=13&type=section&id=NOTE%205%20%E2%80%94%20REVENUE) - Revenue primarily consists of product revenue from fresh produce (tropical fruit, diversified produce), health foods, and consumer goods, along with surcharges for additional services[42](index=42&type=chunk) - Service revenue, including third-party freight and royalties, accounted for less than **10%** of total revenue for the reported periods[43](index=43&type=chunk) Disaggregated Revenue by Product/Service Type | Product/Service | Three Months Ended June 30, 2025 (USD thousands) | Three Months Ended June 30, 2024 (USD thousands) | Six Months Ended June 30, 2025 (USD thousands) | Six Months Ended June 30, 2024 (USD thousands) | | :-------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Diversified produce | 1,456,378 | 1,289,146 | 2,684,334 | 2,605,966 | | Tropical fruit | 874,207 | 749,148 | 1,653,776 | 1,464,112 | | Health foods and consumer goods | 40,925 | 34,331 | 76,272 | 68,068 | | Commercial cargo | 47,350 | 44,887 | 94,909 | 90,190 | | Total revenue, net | 2,428,427 | 2,124,091 | 4,527,831 | 4,245,465 | Disaggregated Revenue by Channel | Channel | Three Months Ended June 30, 2025 (USD thousands) | Three Months Ended June 30, 2024 (USD thousands) | Six Months Ended June 30, 2025 (USD thousands) | Six Months Ended June 30, 2024 (USD thousands) | | :-------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Retail | 1,409,126 | 1,254,172 | 2,584,391 | 2,483,019 | | Wholesale | 830,953 | 676,017 | 1,568,885 | 1,374,131 | | Food service | 115,741 | 121,987 | 218,847 | 233,717 | | Commercial cargo | 47,350 | 44,887 | 94,909 | 90,190 | | Revenue from sales to unconsolidated affiliates | 20,886 | 25,440 | 53,329 | 56,651 | | Total revenue, net | 2,428,427 | 2,124,091 | 4,527,831 | 4,245,465 | [NOTE 6 — SEGMENTS](index=13&type=section&id=NOTE%206%20%E2%80%94%20SEGMENTS) - Dole operates through three reportable segments: Fresh Fruit, Diversified Fresh Produce – EMEA, and Diversified Fresh Produce – Americas & ROW, following the exit from the Fresh Vegetables division[45](index=45&type=chunk) - Segment performance is evaluated based on revenue and Adjusted EBITDA, which are regularly reviewed by the Chief Operating Decision Maker (CEO and COO)[49](index=49&type=chunk) Segment Revenue | Segment | Three Months Ended June 30, 2025 (USD thousands) | Three Months Ended June 30, 2024 (USD thousands) | Six Months Ended June 30, 2025 (USD thousands) | Six Months Ended June 30, 2024 (USD thousands) | | :------------------------------------ | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Fresh Fruit | 972,591 | 851,451 | 1,850,736 | 1,675,680 | | Diversified Fresh Produce — EMEA | 1,100,797 | 944,851 | 1,992,884 | 1,798,449 | | Diversified Fresh Produce — Americas & ROW | 386,348 | 356,057 | 749,761 | 832,939 | | Total segment revenue | 2,459,736 | 2,152,359 | 4,593,381 | 4,307,068 | | Total consolidated revenue, net | 2,428,427 | 2,124,091 | 4,527,831 | 4,245,465 | Segment Adjusted EBITDA | Segment | Three Months Ended June 30, 2025 (USD thousands) | Three Months Ended June 30, 2024 (USD thousands) | Six Months Ended June 30, 2025 (USD thousands) | Six Months Ended June 30, 2024 (USD thousands) | | :------------------------------------ | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Fresh Fruit | 72,756 | 70,619 | 136,087 | 140,054 | | Diversified Fresh Produce – EMEA | 48,984 | 42,695 | 76,644 | 68,654 | | Diversified Fresh Produce – Americas & ROW | 15,378 | 12,107 | 29,209 | 26,812 | | Total consolidated Adjusted EBITDA | 137,118 | 125,421 | 241,940 | 235,520 | [NOTE 7 — OTHER (EXPENSE) INCOME, NET](index=16&type=section&id=NOTE%207%20%E2%80%94%20OTHER%20%28EXPENSE%29%20INCOME%2C%20NET) Other (Expense) Income, Net Components | Component | Three Months Ended June 30, 2025 (USD thousands) | Three Months Ended June 30, 2024 (USD thousands) | Six Months Ended June 30, 2025 (USD thousands) | Six Months Ended June 30, 2024 (USD thousands) | | :------------------------------------------------ | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Rental income | 2,024 | 2,057 | 3,836 | 4,115 | | Unrealized (loss) gain on foreign currency denominated borrowings | (19,093) | 2,507 | (23,447) | 5,487 | | Debt refinancing expenses | (3,182) | — | (3,182) | — | | Other (expense) income, net | (18,716) | 6,377 | (19,064) | 13,999 | - Other (expense) income, net, shifted from income to expense in 2025, primarily due to higher net unrealized losses on foreign currency denominated borrowings and nonrecurring debt refinancing expenses[55](index=55&type=chunk)[177](index=177&type=chunk)[178](index=178&type=chunk) [NOTE 8 — RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES](index=16&type=section&id=NOTE%208%20%E2%80%94%20RECEIVABLES%20AND%20ALLOWANCES%20FOR%20CREDIT%20LOSSES) Trade Receivables, Net | Metric | June 30, 2025 (USD thousands) | December 31, 2024 (USD thousands) | | :-------------------------------------------------------------------------------- | :----------------------------- | :------------------------------- | | Trade receivables, net of allowances for credit losses | 657,055 | 473,511 | | Allowances for credit losses | (21,313) | (19,493) | - Dole utilizes third-party trade receivables sales arrangements, with **$255.0 million** under recourse provisions as of June 30, 2025, to manage liquidity[58](index=58&type=chunk)[59](index=59&type=chunk) Grower Advances, Net | Metric | June 30, 2025 (USD thousands) | December 31, 2024 (USD thousands) | | :-------------------------------- | :----------------------------- | :------------------------------- | | Net advances to growers and suppliers | 135,406 | 125,800 | | Allowance for expected credit losses | (40,630) | (37,000) | - Grower advances are categorized as short-term working capital or long-term term advances, with **$12.6 million** past due as of June 30, 2025 and December 31, 2024[61](index=61&type=chunk)[62](index=62&type=chunk)[63](index=63&type=chunk) [NOTE 9 — INCOME TAXES](index=18&type=section&id=NOTE%209%20%E2%80%94%20INCOME%20TAXES) Income Tax Expense and Effective Tax Rate | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------ | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Income from continuing operations before income taxes and equity earnings (USD thousands) | 69,942 | 76,101 | 123,357 | 180,987 | | Income tax expense (USD thousands) | (25,504) | (25,460) | (43,082) | (59,861) | | Effective tax rate | 36.5% | 33.5% | 34.9% | 33.1% | - The effective tax rate varies significantly due to the mix and seasonality of earnings in Ireland and various foreign jurisdictions, including impacts from U.S. GILTI, Subpart F income, and Pillar Two[68](index=68&type=chunk)[182](index=182&type=chunk) - A foreign subsidiary is under tax audit for 2017 with a **$20.0 million** assessment, which Dole is appealing, believing the likelihood of payment is remote[72](index=72&type=chunk)[185](index=185&type=chunk) [NOTE 10 — INVENTORY](index=19&type=section&id=NOTE%2010%20%E2%80%94%20INVENTORY) - Inventories are valued at the lower of cost or net realizable value, with costs determined primarily on a first-in, first-out basis for fresh produce[75](index=75&type=chunk) Inventory, Net of Allowances | Inventory Category | June 30, 2025 (USD thousands) | December 31, 2024 (USD thousands) | | :------------------------------------ | :----------------------------- | :------------------------------- | | Finished products | 267,360 | 295,700 | | Raw materials, work in progress, and packaging materials | 100,207 | 62,300 | | Crop growing costs | 20,394 | 29,300 | | Agricultural and other operating supplies | 27,812 | 42,600 | | Inventories, net of allowances | 415,773 | 430,000 | - Inventories, net of allowances, decreased by **$14.2 million** from December 31, 2024, to June 30, 2025, mainly due to a decrease in finished products and agricultural supplies, partially offset by an increase in raw materials[76](index=76&type=chunk) [NOTE 11 — ASSETS HELD FOR SALE AND ACTIVELY MARKETED PROPERTY](index=19&type=section&id=NOTE%2011%20%E2%80%94%20ASSETS%20HELD%20FOR%20SALE%20AND%20ACTIVELY%20MARKETED%20PROPERTY) - Dole continuously reviews assets for sale that do not meet strategic direction or economic return criteria, classifying them as held for sale or actively marketed property[77](index=77&type=chunk) Assets Held for Sale and Actively Marketed Property | Asset Type | June 30, 2025 (USD thousands) | December 31, 2024 (USD thousands) | | :-------------------------------- | :----------------------------- | :------------------------------- | | Assets held for sale | 2,491 | 1,419 | | Actively marketed property | 45,391 | 45,778 | - A gain of **$7.0 million** was recognized in the six months ended June 30, 2025, from the sale of actively marketed Hawaii land in the Fresh Fruit segment[80](index=80&type=chunk) [NOTE 12 — DEBT](index=21&type=section&id=NOTE%2012%20%E2%80%94%20DEBT) Total Debt, Net | Metric | June 30, 2025 (USD thousands) | December 31, 2024 (USD thousands) | | :------------------------------------ | :----------------------------- | :------------------------------- | | Total debt, gross | 1,105,734 | 967,146 | | Unamortized debt discounts and debt issuance costs | (7,815) | (9,531) | | Total debt, net | 1,097,919 | 957,615 | | Long-term debt, net | 998,876 | 866,075 | - On May 1, 2025, Dole entered into an Amended and Restated Credit Agreement, refinancing previous facilities with a new **$600.0 million** Corporate Revolving Credit Facility, a **$250.0 million** New Term Loan A, and a **$350.0 million** Farm Credit Term Loan[84](index=84&type=chunk) - The refinancing resulted in a net expense of **$3.2 million** for the three and six months ended June 30, 2025, recorded in other (expense) income, net[87](index=87&type=chunk) - As of June 30, 2025, Dole had **$342.7 million** available for cash borrowings under the Corporate Revolving Credit Facility and an additional **$223.7 million** available from other local bank lines of credit[88](index=88&type=chunk)[91](index=91&type=chunk) [NOTE 13 — EMPLOYEE BENEFIT PLANS](index=23&type=section&id=NOTE%2013%20%E2%80%94%20EMPLOYEE%20BENEFIT%20PLANS) Net Periodic Benefit Cost (Income) - Three Months Ended June 30 | Component | U.S. Pension Plans (2025) | U.S. Pension Plans (2024) | International Pension Plans (2025) | International Pension Plans (2024) | OPRB Plans (2025) | OPRB Plans (2024) | | :------------------------------------ | :------------------------ | :------------------------ | :--------------------------------- | :--------------------------------- | :---------------- | :---------------- | | Service cost | $47 | $51 | $1,015 | $945 | $0 | $0 | | Interest cost | 1,961 | 2,087 | 3,079 | 2,975 | 176 | 178 | | Expected return on plan assets | (2,705) | (2,998) | (2,110) | (2,082) | 0 | 0 | | Net periodic pension (income) cost | (715) | (866) | 1,985 | 762 | 235 | 194 | Net Periodic Benefit Cost (Income) - Six Months Ended June 30 | Component | U.S. Pension Plans (2025) | U.S. Pension Plans (2024) | International Pension Plans (2025) | International Pension Plans (2024) | OPRB Plans (2025) | OPRB Plans (2024) | | :------------------------------------ | :------------------------ | :------------------------ | :--------------------------------- | :--------------------------------- | :---------------- | :---------------- | | Service cost | $93 | $103 | $2,030 | $2,240 | $0 | $0 | | Interest cost | 3,923 | 4,198 | 6,158 | 5,928 | 352 | 357 | | Expected return on plan assets | (5,411) | (5,995) | (4,220) | (4,164) | 0 | 0 | | Net periodic pension income (cost) | (1,432) | (1,726) | 3,830 | 2,425 | 470 | 389 | - The non-service components of net periodic pension cost (income) are classified within other (expense) income, net, in the condensed consolidated statements of operations[93](index=93&type=chunk) [NOTE 14 — DERIVATIVE FINANCIAL INSTRUMENTS](index=23&type=section&id=NOTE%2014%20%E2%80%94%20DERIVATIVE%20FINANCIAL%20INSTRUMENTS) - Dole uses foreign currency exchange forward and option contracts, interest rate swaps, and bunker fuel contracts to hedge exposures to foreign currency, interest rate, and fuel price fluctuations[94](index=94&type=chunk)[96](index=96&type=chunk)[99](index=99&type=chunk) Aggregate Notional Amounts of Derivative Instruments (June 30, 2025) | Instrument Type | Aggregate Notional Amount | | :-------------------------------- | :------------------------ | | Foreign currency forward contracts (USD) | $111.9 million | | Foreign currency forward contracts (Euro) | €272.0 million | | Foreign currency forward contracts (GBP) | £19.9 million | | Interest rate swap contracts | $645.0 million | | Bunker fuel hedges | 14.3 thousand metric tons | - A de-designation gain of **$1.0 million** was recognized in the three and six months ended June 30, 2025, due to certain interest rate swaps where forecasted interest payments are no longer probable, following the debt refinancing[98](index=98&type=chunk) - As of June 30, 2025, approximately **$2.3 million** of net deferred loss from derivative instruments is expected to be reclassified from accumulated other comprehensive loss into earnings over the next 12 months[105](index=105&type=chunk) [NOTE 15 — FAIR VALUE MEASUREMENTS](index=26&type=section&id=NOTE%2015%20%E2%80%94%20FAIR%20VALUE%20MEASUREMENTS) - Fair value measurements are categorized into Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs)[106](index=106&type=chunk)[107](index=107&type=chunk) Fair Value Measurements as of June 30, 2025 (USD thousands) | Instrument | Balance Sheet Classification | Level 1 | Level 2 | Level 3 | Total | | :-------------------------- | :--------------------------- | :------ | :-------- | :-------- | :------ | | Foreign currency forward contracts | Other receivables, net | — | 1,012 | — | 1,012 | | Foreign currency forward contracts | Accrued liabilities | — | (24,094) | — | (24,094) | | Interest rate swap contracts | Other assets | — | 13,679 | — | 13,679 | | Rabbi Trust investments | Short-term investments | — | — | 6,216 | 6,216 | | Contingent consideration | Contingent consideration | — | — | (4,745) | (4,745) | | Total | | $— | $(10,314) | $14,570 | $4,256 | - The fair values of derivative instruments are determined using Level 2 inputs, while Rabbi Trust investments and contingent consideration are valued using Level 3 unobservable inputs[111](index=111&type=chunk)[112](index=112&type=chunk)[113](index=113&type=chunk) [NOTE 16 — CONTINGENCIES](index=30&type=section&id=NOTE%2016%20%E2%80%94%20CONTINGENCIES) - Dole provides guarantees for subsidiary obligations, totaling **$58.0 million** in letters of credit, bank guarantees, and surety bonds, and **$9.5 million** for equity method investees as of June 30, 2025[121](index=121&type=chunk)[122](index=122&type=chunk) - The company is involved in DBCP lawsuits with claimed damages of approximately **$17.8 billion**, but management believes the probable loss is not material due to substantial defenses and settlement efforts[125](index=125&type=chunk)[126](index=126&type=chunk)[127](index=127&type=chunk) - A legal dispute with Shell Oil Company regarding cleanup costs at a former Shell site resulted in a jury verdict for BHC (a Dole subsidiary) to bear **$133.3 million** of **$266.6 million** in costs, which BHC has appealed[128](index=128&type=chunk) [NOTE 17 — STOCKHOLDERS' EQUITY](index=31&type=section&id=NOTE%2017%20%E2%80%94%20STOCKHOLDERS%27%20EQUITY) - As of June 30, 2025, Dole had **95.2 million** shares of common stock outstanding, with **5.1 million** shares available for future grant under the 2021 Omnibus Incentive Compensation Plan[130](index=130&type=chunk)[131](index=131&type=chunk) - Total stock-based compensation expense was **$1.8 million** for Q2 2025 and **$3.2 million** for H1 2025, with **$11.8 million** in unrecognized compensation cost for unvested awards[133](index=133&type=chunk) Dividends Declared Per Share | Quarter | Date Declared | Amount (per share) | | :------ | :------------ | :----------------- | | Q4 2024 | 2/25/2025 | $0.08 | | Q1 2025 | 5/9/2025 | $0.085 | - Accumulated other comprehensive loss improved from **$(166.2) million** at December 31, 2024, to **$(113.4) million** at June 30, 2025, primarily due to foreign currency translation gains[137](index=137&type=chunk)[138](index=138&type=chunk) [NOTE 18 — INVESTMENTS IN UNCONSOLIDATED AFFILIATES](index=34&type=section&id=NOTE%2018%20%E2%80%94%20INVESTMENTS%20IN%20UNCONSOLIDATED%20AFFILIATES) Investments in Unconsolidated Affiliates | Metric | June 30, 2025 (USD thousands) | December 31, 2024 (USD thousands) | | :------------------------------------ | :----------------------------- | :------------------------------- | | Total investments in unconsolidated affiliates | 138,128 | 129,322 | | Equity method investments | 131,600 | 126,200 | | Investments without significant influence | 6,500 | 3,100 | - Equity method earnings increased to **$8.5 million** for Q2 2025 and **$16.8 million** for H1 2025, up from **$5.4 million** and **$6.4 million** respectively in 2024[143](index=143&type=chunk) - A **$6.9 million** gain was recognized in H1 2025 from the divestiture of a portion of ownership shares in a U.S. equity method investment, which was part of a non-cash transaction[142](index=142&type=chunk)[188](index=188&type=chunk) [NOTE 19 – EARNINGS (LOSS) PER SHARE](index=35&type=section&id=NOTE%2019%20%E2%80%93%20EARNINGS%20%28LOSS%29%20PER%20SHARE) Earnings (Loss) Per Share Attributable to Dole plc | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Basic EPS - Continuing operations | $0.47 | $0.51 | $0.88 | $1.31 | | Basic EPS - Discontinued operations | $(0.37) | $0.34 | $(0.37) | $0.27 | | Basic EPS - Net income | $0.10 | $0.85 | $0.51 | $1.58 | | Diluted EPS - Net income | $0.10 | $0.84 | $0.51 | $1.57 | - Basic and diluted net income per share attributable to Dole plc significantly decreased year-over-year, primarily due to the loss from discontinued operations in 2025[147](index=147&type=chunk) [NOTE 20 — SUBSEQUENT EVENTS](index=36&type=section&id=NOTE%2020%20%E2%80%94%20SUBSEQUENT%20EVENTS) - On July 4, 2025, the U.S. One Big Beautiful Bill Act (OBBBA) was enacted, and management is assessing its potential impacts on the company's financial statements[149](index=149&type=chunk) - The sale of the Fresh Vegetables division to OG Holdco LLC closed on August 5, 2025, for approximately **$140.0 million**, including **$90.0 million** cash and a **$50.0 million** seller note, plus a potential **$10.0 million** earn-out[150](index=150&type=chunk) - On August 8, 2025, the Board declared a cash dividend of **$0.085** per share for Q2 2025, payable on October 6, 2025[151](index=151&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=36&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on Dole plc's financial condition and results of operations, highlighting key performance drivers, segment-specific results, and liquidity. It covers the company's strategic overview, the impact of the Fresh Vegetables division exit, the Progressive Produce sale, and the current economic environment [Executive Overview](index=37&type=section&id=Executive%20Overview) - Dole is a global leader in fresh fruits and vegetables, operating through three reportable segments: Fresh Fruit, Diversified Fresh Produce – EMEA, and Diversified Fresh Produce – Americas & ROW[153](index=153&type=chunk)[154](index=154&type=chunk)[155](index=155&type=chunk)[156](index=156&type=chunk) - The Fresh Vegetables division has been classified as discontinued operations, with its sale completed on August 5, 2025, for approximately **$140.0 million**[157](index=157&type=chunk)[158](index=158&type=chunk) - The sale of the Progressive Produce business on March 13, 2024, generated **$120.3 million** in cash and a **$75.9 million** gain, with proceeds used for debt prepayment[159](index=159&type=chunk) [Current Economic and Market Environment](index=38&type=section&id=Current%20Economic%20and%20Market%20Environment) - The economic and market environment remains volatile, posing risks from evolving global trade policies (tariffs), geopolitical conflicts, changing central bank monetary policies (higher interest rates, volatile FX rates), weather events, and evolving regulatory environments[161](index=161&type=chunk) - Dole is implementing mitigation strategies, including price increases, operational efficiencies, and strategic investments, but the full impact of these factors is uncertain and difficult to predict[161](index=161&type=chunk) [Operating Results](index=38&type=section&id=Operating%20Results) Consolidated Operating Results (Three Months Ended June 30) | Metric | 2025 (USD thousands) | 2024 (USD thousands) | Change (USD thousands) | Change (%) | | :------------------------------------------------ | :------------------- | :------------------- | :--------------------- | :--------- | | Revenues, net | 2,428,427 | 2,124,091 | 304,336 | 14.3% | | Gross profit | 218,300 | 200,586 | 17,714 | 8.8% | | Operating income | 103,219 | 85,888 | 17,331 | 20.2% | | Income from continuing operations | 52,939 | 56,047 | (3,108) | (5.5%) | | (Loss) income from discontinued operations, net | (34,950) | 32,018 | (66,968) | (209.2%) | | Net income attributable to Dole plc | 9,966 | 80,117 | (70,151) | (87.6%) | Consolidated Operating Results (Six Months Ended June 30) | Metric | 2025 (USD thousands) | 2024 (USD thousands) | Change (USD thousands) | Change (%) | | :------------------------------------------------ | :------------------- | :------------------- | :--------------------- | :--------- | | Revenues, net | 4,527,831 | 4,245,465 | 282,366 | 6.7% | | Gross profit | 400,493 | 395,263 | 5,230 | 1.3% | | Operating income | 171,124 | 198,021 | (26,897) | (13.6%) | | Income from continuing operations | 97,068 | 127,534 | (30,466) | (23.9%) | | (Loss) income from discontinued operations, net | (34,920) | 25,967 | (60,887) | (234.5%) | | Net income attributable to Dole plc | 48,878 | 150,260 | (101,382) | (67.5%) | - Revenue growth for both periods was driven by positive operational performance across all segments and favorable foreign currency translation, partially offset by divestitures[167](index=167&type=chunk)[168](index=168&type=chunk) - Cost of sales increased due to higher trading activity, unfavorable foreign currency translation, and increased Fresh Fruit sourcing and shipping costs (e.g., Tropical Storm Sara impact, vessel disruption)[170](index=170&type=chunk)[171](index=171&type=chunk) - Selling, marketing, general and administrative expenses increased due to unfavorable foreign currency translation, higher employee wages/salaries, and professional fees[172](index=172&type=chunk)[173](index=173&type=chunk) - Other (expense) income, net, decreased to an expense in 2025, primarily due to higher net unrealized losses on foreign currency denominated borrowings and debt refinancing expenses[177](index=177&type=chunk)[178](index=178&type=chunk) - Interest expense decreased due to lower base interest rates and lower average borrowings in 2025[179](index=179&type=chunk) - Equity method earnings increased significantly in 2025, driven by improved performance in joint ventures and a **$6.9 million** gain from a partial divestiture of an equity method investment[187](index=187&type=chunk)[188](index=188&type=chunk) - Discontinued operations reported a significant loss in 2025, primarily due to a **$50.7 million** (Q2) and **$60.9 million** (H1) pre-tax loss on classification as held for sale for the Fresh Vegetables division[189](index=189&type=chunk)[190](index=190&type=chunk) [Segment Operating Results](index=45&type=section&id=Segment%20Operating%20Results) Segment Revenue Operational Change (Three Months Ended June 30) | Segment | June 30, 2024 (USD thousands) | Foreign Exchange Translation (USD thousands) | Acquisitions/Divestitures (USD thousands) | Operational Change (USD thousands) | June 30, 2025 (USD thousands) | | :------------------------------------ | :---------------------------- | :----------------------------------------- | :---------------------------------------- | :--------------------------------- | :---------------------------- | | Fresh Fruit | 851,451 | 348 | — | 120,792 | 972,591 | | Diversified Fresh Produce – EMEA | 944,851 | 57,707 | (9,558) | 107,797 | 1,100,797 | | Diversified Fresh Produce – Americas & ROW | 356,057 | (882) | — | 31,173 | 386,348 | Segment Adjusted EBITDA Operational Change (Three Months Ended June 30) | Segment | June 30, 2024 (USD thousands) | Foreign Exchange Translation (USD thousands) | Acquisitions/Divestitures (USD thousands) | Operational Change (USD thousands) | June 30, 2025 (USD thousands) | | :------------------------------------ | :---------------------------- | :----------------------------------------- | :---------------------------------------- | :--------------------------------- | :---------------------------- | | Fresh Fruit | 70,619 | (210) | 262 | 2,085 | 72,756 | | Diversified Fresh Produce – EMEA | 42,695 | 2,544 | 11 | 3,734 | 48,984 | | Diversified Fresh Produce – Americas & ROW | 12,107 | (124) | 180 | 3,215 | 15,378 | - Fresh Fruit revenue increased due to higher worldwide volumes and pricing of bananas and pineapples, but Adjusted EBITDA decreased for the six-month period due to higher fruit and shipping costs (e.g., Tropical Storm Sara, vessel disruption)[201](index=201&type=chunk)[202](index=202&type=chunk)[203](index=203&type=chunk)[204](index=204&type=chunk) - Diversified Fresh Produce – EMEA saw revenue and Adjusted EBITDA increases, driven by strong performance in the U.K., Spain, Scandinavia, and the Netherlands, along with favorable foreign currency translation[205](index=205&type=chunk)[206](index=206&type=chunk)[207](index=207&type=chunk)[208](index=208&type=chunk) - Diversified Fresh Produce – Americas & ROW revenue increased in Q2 2025 due to volume growth in North American commodities and higher South American apple exports, but decreased for H1 2025 due to the Progressive Produce disposal[209](index=209&type=chunk)[211](index=211&type=chunk) - Diversified Fresh Produce – Americas & ROW Adjusted EBITDA increased, driven by strong performance in southern hemisphere exports (apples, citrus) and North American markets (kiwis, citrus, avocados)[210](index=210&type=chunk)[212](index=212&type=chunk) [Liquidity and Capital Resources](index=50&type=section&id=Liquidity%20and%20Capital%20Resources) - Dole's primary cash flow sources are operating activities, debt issuance, and bank borrowings, with sufficient liquidity expected to fund future capital expenditures, debt service, and dividends[214](index=214&type=chunk)[215](index=215&type=chunk) Net Debt Reconciliation | Metric | June 30, 2025 (USD thousands) | December 31, 2024 (USD thousands) | | :------------------------------------ | :----------------------------- | :------------------------------- | | Cash and cash equivalents | 316,911 | 330,017 | | Total gross debt | (1,105,734) | (967,146) | | Net debt | (788,823) | (637,129) | Total Available Liquidity | Metric | June 30, 2025 (USD thousands) | December 31, 2024 (USD thousands) | | :-------------------------- | :----------------------------- | :------------------------------- | | Cash and cash equivalents | 316,911 | 330,017 | | Lines of credit | 566,050 | 803,706 | | Total available liquidity | 882,961 | 1,133,723 | - Net debt increased to **$(788.8) million** at June 30, 2025, from **$(637.1) million** at December 31, 2024, reflecting higher gross debt[222](index=222&type=chunk) - Total available liquidity decreased to **$883.0 million** at June 30, 2025, from **$1,133.7 million** at December 31, 2024, primarily due to lower available lines of credit[226](index=226&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=51&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section states that there have been no material changes to the disclosures regarding quantitative and qualitative market risk from those presented in the company's Annual Report on Form 20-F - No material changes to market risk disclosures have occurred since the Annual Report on Form 20-F[231](index=231&type=chunk) [Item 4. Controls and Procedures](index=51&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms that management, under the supervision of the CEO and CFO, evaluated the effectiveness of the company's disclosure controls and procedures as of June 30, 2025, and concluded they were effective. No material changes in internal control over financial reporting occurred during the period - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of June 30, 2025[232](index=232&type=chunk) - No material changes in internal control over financial reporting occurred during the six months ended June 30, 2025[232](index=232&type=chunk) [PART II - OTHER INFORMATION](index=53&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=53&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to Note 16 'Contingencies' for details on legal proceedings and civil/criminal investigations. It notes that while these matters may incur significant costs and distract management, they are not expected to have a material adverse effect on Dole's results of operations, financial condition, or cash flows - Dole is involved in various legal proceedings and investigations, which are detailed in Note 16 'Contingencies'[234](index=234&type=chunk) - Despite potential significant costs and management distraction, these matters are not expected to have a material adverse effect on Dole's financial results or condition[234](index=234&type=chunk) [Item 1A. Risk Factors](index=53&type=section&id=Item%201A.%20Risk%20Factors) This section directs users to consider the risk factors discussed in Part I, 'Item 3D. Risk Factors' of the Annual Report on Form 20-F, noting that there have been no material changes or additions to these risks other than as updated and supplemented in the current report - Users should consider risk factors from the Annual Report on Form 20-F, as no material changes or additions have occurred beyond those updated in this report[235](index=235&type=chunk)[236](index=236&type=chunk) [Item 5. Other Information](index=53&type=section&id=Item%205.%20Other%20Information) This section states that there is no other information to report under Item 5 - No other information is reported under this item[237](index=237&type=chunk)

Core Insights - The article compares Mission Produce, Inc. (AVO) and Dole plc (DOLE) in the fresh produce market, highlighting AVO's focus on avocados and DOLE's diversified portfolio [1][9] - AVO is expanding aggressively in response to rising avocado demand, particularly in Asia and Europe, while DOLE leverages its scale and diverse product range to maintain market dominance [2][10] Group 1: Company Strategies - Mission Produce has established a vertically integrated model that controls sourcing, ripening, distribution, and marketing, ensuring product quality and reliability [4][8] - AVO's geographic expansion and supply-chain agility are key strategies, with recent gains in Europe and the U.K. reflecting investments in local infrastructure [5][6] - Dole's strength lies in its diversification across various produce categories, allowing it to serve diverse consumer segments and remain resilient amid market fluctuations [11][13] Group 2: Financial Performance - AVO's fiscal 2025 sales are estimated to grow by 8.1%, but EPS is expected to decline by 20.3%, with annual sales and earnings projected to decrease by 8% and 20.3% year-over-year in fiscal 2026 [14] - Dole's fiscal 2025 sales are expected to grow by 1.8%, with EPS indicating a slight decline of 0.8%, while annual sales and earnings are projected to increase by 3.1% and 18.8% year-over-year in fiscal 2026 [14] Group 3: Valuation and Market Position - AVO trades at a forward P/E of 27.87X, significantly higher than DOLE's 9.93X, reflecting its higher growth positioning [10][21] - AVO's recent stock performance shows a total return of 16.1% over the past three months, outperforming DOLE's decline of 1.7% [19] - The valuation gap indicates that investors view AVO as a higher-growth, specialized business, while DOLE's lower multiple may appeal to value-focused investors [23][25] Group 4: Market Outlook - AVO is positioned for continued leadership in the avocado market and long-term growth in the broader fresh produce category, appealing to health-conscious consumers [8][26] - Dole remains a global heavyweight with impressive scale and stability, offering income-oriented appeal through dividends and a lower valuation [27][28]

Core Viewpoint - Dole plc (NYSE: DOLE) appears to be an attractive investment opportunity, trading at approximately 5.5 times EBITDA, while being a leader in its core categories and a well-known brand in the industry [1]. Company Analysis - Dole is recognized as a leader in its primary market segments, which enhances its competitive positioning [1]. - The current valuation of Dole at 5.5x EBITDA suggests potential undervaluation compared to industry peers [1]. Industry Context - The article indicates a general focus on value investing, which may align with current market trends favoring established brands with strong fundamentals [1].

Financial Data and Key Metrics Changes - Group revenue increased by 4.2% to $2.1 billion on a like-for-like basis, while adjusted EBITDA decreased by 2% to $104.8 million [4][5] - Adjusted net income was $33.1 million, with adjusted EPS down to $0.35 from $0.43 in Q1 2024, primarily due to the decrease in adjusted EBITDA [5][17] - The company announced a 6.25% increase in dividend to $0.85 per share, marking the first dividend increase since 2021 [5][23] Business Line Data and Key Metrics Changes - Fresh Fruit segment reported adjusted EBITDA of $63.3 million, exceeding expectations despite challenges from Tropical Storm Sarah [6][18] - Diversified EMEA segment achieved adjusted EBITDA of $27.7 million, with strong growth driven by the UK, Spain, and the Netherlands [9][19] - Diversified Americas segment saw a like-for-like revenue decline of 6.8%, primarily due to lower export pricing for Southern Hemisphere products [20] Market Data and Key Metrics Changes - North America experienced good volume growth in bananas, while European markets showed stable performance with volume growth in bananas and improved pineapple performance [8][9] - The company noted a favorable balance in supply and demand for bananas and pineapples, with expectations of robust demand continuing throughout the year [9] Company Strategy and Development Direction - The company is focused on exploring internal and external investment opportunities to drive growth, particularly in the Diversified EMEA segment [10][25] - Capital allocation will be influenced by the outcome of the fresh vegetable division's strategic review, with ongoing projects in automation technology and facility expansions [40][44] - The company aims to maintain a baseline capital expenditure of approximately $100 million while anticipating increased spending related to reinvestments in Honduras [25][22] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in navigating macroeconomic challenges, revising full-year adjusted EBITDA guidance upwards to at least $380 million [24][52] - The company is monitoring evolving international trade dynamics and believes existing trade deals will remain favorable [24] - Management acknowledged potential short-term disruptions but emphasized the resilience of the business model [25] Other Important Information - The company completed a €1.2 billion refinancing of its credit facility, enhancing financial flexibility [5][21] - Free cash flow from continuing operations was an outflow of £131.6 million, primarily due to seasonal working capital trends [22] Q&A Session Summary Question: Follow-up on EBITDA guidance and tariff impacts - Management indicated that the EBITDA guidance reflects better-than-expected Q1 performance and considers current tariffs [28][29] Question: Fresh vegetables business exit strategy - Management is actively working on a strategic exit for the fresh vegetables business, emphasizing the complexity of the process [31][33] Question: Capital allocation policy and growth initiatives - Management stated that all capital allocation options are on the table, with a focus on internal development projects and potential acquisitions [39][41] Question: Performance drivers in Diversified Americas - Management highlighted strong performance in North American distribution and handling businesses, with a return to normal market conditions in South America [46][48] Question: Incremental CapEx for reinvestment in Honduras - Management estimated additional CapEx for reinvestment in Honduras to be around $10 million to $12 million, aimed at improving yields and flood protections [49]

Financial Data and Key Metrics Changes - Group revenue increased by 4.2% to $2.1 billion on a like-for-like basis, while adjusted EBITDA decreased by 2% to $104.8 million [4][5] - Adjusted net income was $33.1 million, with adjusted EPS at $0.35 per share, down from $0.43 in Q1 2024 [5][17] - The company announced a 6.25% increase in dividend to $0.85 per share, marking the first dividend increase since 2021 [5][23] Business Line Data and Key Metrics Changes - Fresh Fruit segment reported adjusted EBITDA of $63.3 million, exceeding expectations despite challenges from Tropical Storm Sarah [6][18] - Diversified EMEA segment achieved adjusted EBITDA of $27.7 million, with strong growth driven by the UK, Spain, and the Netherlands [9][19] - Diversified Americas segment saw a like-for-like revenue decline of 6.8%, primarily due to lower export pricing for Southern Hemisphere products [20] Market Data and Key Metrics Changes - North American operations showed good volume growth in bananas, with stable performance in Europe despite challenging pricing conditions [6][8] - The company noted a favorable balance in supply and demand for bananas and pineapples, with expectations of robust demand continuing throughout the year [9][10] Company Strategy and Development Direction - The company is focused on exploring internal and external investment opportunities to drive growth, particularly in the Diversified EMEA segment [10][42] - There is an ongoing evaluation of the fresh vegetables business, with a commitment to finding a strategic outcome that benefits all stakeholders [32][34] - The company aims to maintain a capital expenditure level in line with depreciation expenses, while also planning for increased CapEx related to reinvestments in Honduras [26][40] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in navigating macroeconomic challenges, revising full-year adjusted EBITDA guidance upwards to at least $380 million [24][50] - The company is monitoring evolving international trade dynamics and believes existing trade deals will remain favorable [25][26] - Management highlighted the importance of a resilient and diverse business model in facing current economic volatility [24][50] Other Important Information - The company completed a €1.2 billion refinancing of its credit facility, enhancing financial flexibility [5][21] - Free cash flow from continuing operations was an outflow of £131.6 million, expected to unwind as the year progresses [22] Q&A Session Summary Question: Follow-up on EBITDA guidance and tariff impacts - Management acknowledged the complexity of forecasting in the current environment, attributing the guidance raise to better-than-expected Q1 performance and favorable foreign exchange translation [30][31] Question: Fresh vegetables business exit strategy - Management confirmed ongoing efforts to find a strategic exit for the fresh vegetables business, emphasizing the complexity of the process and the importance of stakeholder interests [32][34] Question: Capital allocation policy and growth initiatives - Management stated that all capital allocation options are on the table, with a focus on internal development projects and potential acquisitions [40][42] Question: Performance drivers in Diversified Americas - Management highlighted strong performance in North American distribution and handling businesses, with a return to normal market conditions in South America [46][47] Question: Incremental CapEx for Honduras reinvestment - Management indicated that additional CapEx for reinvestment in Honduras would be in the range of $10 million to $12 million, aimed at improving yields and flood protections [48]

Company Performance - Dole reported quarterly earnings of $0.35 per share, missing the Zacks Consensus Estimate of $0.39 per share, and down from $0.43 per share a year ago, representing an earnings surprise of -10.26% [1] - The company posted revenues of $2.1 billion for the quarter ended March 2025, surpassing the Zacks Consensus Estimate by 4.54%, but down from $2.12 billion year-over-year [2] - Over the last four quarters, Dole has surpassed consensus EPS estimates two times and topped consensus revenue estimates four times [2] Stock Performance - Dole shares have increased approximately 9% since the beginning of the year, contrasting with the S&P 500's decline of -3.8% [3] - The current consensus EPS estimate for the coming quarter is $0.48 on revenues of $2.14 billion, and for the current fiscal year, it is $1.33 on revenues of $8.39 billion [7] Industry Outlook - The Agriculture - Operations industry, to which Dole belongs, is currently in the top 36% of over 250 Zacks industries, indicating a favorable outlook [8] - Empirical research shows a strong correlation between near-term stock movements and trends in earnings estimate revisions, suggesting that industry performance can significantly impact stock performance [5][8]

Q1 2025 Financial Highlights - Revenue reached $2.1 billion, a decrease of 1% year-over-year[10,33] - Adjusted EBITDA was $105 million, a decrease of 5% year-over-year[10,33] - Adjusted Diluted EPS was $0.35, a decrease of 18% year-over-year[10,33] - Revenue increased by 4% on a Like-For-Like (LFL) basis[10,14] Segment Performance - Fresh Fruit revenue increased by 6.5% year-over-year to $878 million, but Adjusted EBITDA decreased by 8.8% to $63.3 million[35,37,39] - Diversified Fresh Produce – EMEA revenue increased by 4.5% year-over-year to $892 million, with Adjusted EBITDA increasing by 6.6% to $27.7 million[35,44] - Diversified Fresh Produce – Americas & ROW revenue decreased by 23.8% year-over-year to $363 million, with Adjusted EBITDA decreasing by 5.9% to $13.8 million[35,49] Capital Allocation and Outlook - Free Cash Flow from Continuing Operations was $(52.8) million[53] - Net Debt stood at $(742) million, with Net Leverage at 1.9x[54] - The company expects Adjusted EBITDA from Continuing Operations to be at least $380 million for FY'25[60]

[Background and Certain Defined Terms](index=1&type=section&id=Background%20and%20Certain%20Defined%20Terms) This section provides foundational context and defines specific terminology used throughout the report [Forward-Looking Statements](index=1&type=section&id=Forward-Looking%20Statements) This section outlines statements regarding future expectations and risks, subject to various uncertainties and factors that could cause actual results to differ materially [PART I - FINANCIAL INFORMATION](index=1&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This part presents the company's unaudited condensed consolidated financial statements and related disclosures for the reporting period [Item 1. Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) This section provides Dole plc's unaudited condensed consolidated financial statements, including balance sheets, statements of operations, comprehensive income, cash flows, and stockholders' equity, along with comprehensive notes [Unaudited Condensed Consolidated Balance Sheets](index=2&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets) This table presents the company's financial position, detailing assets, liabilities, and equity at specific reporting dates | Metric | March 31, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :----------------------------------- | :------------------------------ | :------------------------------ | | **Assets** | | | | Cash and cash equivalents | 254,878 | 330,017 | | Trade accounts receivable, net | 619,534 | 473,511 | | Inventories, net | 432,993 | 430,090 | | Current assets of fresh vegetable business held for sale | 318,837 | 332,042 | | Total current assets | 1,962,733 | 1,884,713 | | Property, plant and equipment, net | 1,079,824 | 1,082,056 | | Goodwill | 438,334 | 429,590 | | DOLE brand | 306,280 | 306,280 | | Total assets | 4,516,936 | 4,446,363 | | **Liabilities** | | | | Accounts payable | 670,897 | 648,586 | | Current liabilities of fresh vegetable business held for sale | 206,407 | 244,669 | | Total current liabilities | 1,559,088 | 1,592,103 | | Long-term debt, net | 933,983 | 866,075 | | Total liabilities | 3,038,684 | 3,011,445 | | **Stockholders' Equity** | | | | Total equity attributable to Dole plc | 1,337,814 | 1,293,299 | | Total equity | 1,445,138 | 1,399,364 | | Total liabilities, redeemable non-controlling interests and equity | 4,516,936 | 4,446,363 | - As of March 31, 2025, total assets were **$4.517 billion**, an increase from **$4.446 billion** as of December 31, 2024. Total liabilities increased to **$3.039 billion**, while equity attributable to Dole plc rose to **$1.338 billion**[9](index=9&type=chunk) [Unaudited Condensed Consolidated Statements of Operations](index=3&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations) This table details the company's revenues, costs, and profitability for the three-month periods, highlighting key operational performance metrics | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | Change (thousand USD) | Change (%) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | :-------------------- | :--------- | | Net revenue | 2,099,404 | 2,121,374 | (21,970) | (1.0%) | | Cost of sales | (1,917,211) | (1,926,697) | 9,486 | (0.5%) | | Gross profit | 182,193 | 194,677 | (12,484) | (6.4%) | | Selling, marketing, general and administrative expenses | (118,412) | (118,950) | 538 | (0.5%) | | Gain on disposal of businesses | 361 | 73,950 | (73,589) | (99.5%) | | Operating income | 67,905 | 112,133 | (44,228) | (39.4%) | | Income before income taxes and equity in earnings from continuing operations | 53,415 | 104,886 | (51,471) | (49.1%) | | Income tax expense from continuing operations | (17,578) | (34,401) | 16,823 | (48.9%) | | Income from continuing operations | 44,129 | 71,487 | (27,358) | (38.3%) | | Net income | 44,159 | 65,436 | (21,277) | (32.5%) | | Net income attributable to Dole plc | 38,912 | 70,143 | (31,231) | (44.5%) | | Basic net income per share | 0.41 | 0.74 | (0.33) | (44.6%) | - For the three months ended March 31, 2025, net revenue decreased **1.0%** year-over-year to **$2.099 billion**, and gross profit declined **6.4%** to **$182.193 million**[10](index=10&type=chunk)[157](index=157&type=chunk) - Operating income significantly decreased **39.4%** to **$67.905 million**, primarily due to a **99.5%** reduction in gain on disposal of businesses[10](index=10&type=chunk)[157](index=157&type=chunk) - Net income attributable to Dole plc decreased **44.5%** year-over-year to **$38.912 million**, with basic net income per share at **$0.41**, a **44.6%** decrease[10](index=10&type=chunk)[157](index=157&type=chunk) [Unaudited Condensed Consolidated Statements of Comprehensive Income](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) This table presents the company's net income and other comprehensive income (loss) components, reflecting changes in equity from non-owner sources | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Net income | 44,159 | 65,436 | | Other comprehensive income (loss), net of tax: | | | | Net unrealized (loss) gain on derivatives | (12,000) | 5,247 | | Foreign currency translation adjustments | 32,507 | (18,986) | | Total other comprehensive income (loss) | 20,507 | (13,739) | | Comprehensive income | 64,666 | 51,697 | | Comprehensive income attributable to Dole plc | 56,428 | 58,810 | - For the three months ended March 31, 2025, comprehensive income was **$64.666 million**, an increase from **$51.697 million** in the prior year period[11](index=11&type=chunk) - This increase was primarily driven by a positive foreign currency translation adjustment of **$32.507 million**, offsetting an increase in net unrealized losses on derivatives[11](index=11&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flows](index=5&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This table summarizes the company's cash inflows and outflows from operating, investing, and financing activities for the reporting periods | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Net cash flow from continuing operating activities | (78,789) | (34,956) | | Net cash flow from continuing investing activities | (31,838) | 96,499 | | Net cash flow from continuing financing activities | 53,267 | (98,686) | | Effect of exchange rate changes | 5,954 | (5,630) | | Net cash flow from discontinued operations | (23,791) | 5,371 | | Net decrease in cash and cash equivalents | (75,197) | (37,402) | | Cash and cash equivalents at end of period | 256,522 | 239,603 | - For the three months ended March 31, 2025, net cash outflow from continuing operating activities increased to **$78.789 million**, mainly due to higher working capital outflows from the timing of accounts receivable collections and seasonal accounts payable payments[14](index=14&type=chunk)[194](index=194&type=chunk)[195](index=195&type=chunk) - Net cash outflow from continuing investing activities was **$31.838 million**, compared to an inflow of **$96.499 million** in the prior year, primarily due to the prior year's gain from the Progressive Produce divestiture and increased capital expenditures, including **$36 million** for the repurchase of two finance-leased vessels[14](index=14&type=chunk)[194](index=194&type=chunk)[196](index=196&type=chunk) - Net cash inflow from continuing financing activities was **$53.267 million**, a significant improvement from the **$98.686 million** outflow in the prior year, driven by increased net borrowings[14](index=14&type=chunk)[194](index=194&type=chunk) [Unaudited Condensed Consolidated Statements of Stockholders' Equity](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) This table outlines changes in the company's stockholders' equity, including net income, dividends, and other comprehensive income, for the reporting periods | Metric | March 31, 2025 (thousand USD) | March 31, 2024 (thousand USD) | | :----------------------------------- | :---------------------------- | :---------------------------- | | Total equity attributable to Dole plc | 1,337,814 | 1,303,323 | | Non-controlling interests | 107,324 | 108,834 | | Total equity | 1,445,138 | 1,412,157 | | Retained earnings | 688,607 | 624,983 | | Accumulated other comprehensive loss | (148,664) | (122,124) | - As of March 31, 2025, total equity attributable to Dole plc was **$1.338 billion**, an increase from **$1.303 billion** as of March 31, 2024[15](index=15&type=chunk) - Retained earnings increased to **$688.607 million**, while accumulated other comprehensive loss grew from **$122.124 million** to **$148.664 million**, primarily influenced by unrealized derivative losses and foreign currency translation adjustments[15](index=15&type=chunk)[130](index=130&type=chunk) [Notes to the Unaudited Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and additional information supporting the condensed consolidated financial statements [NOTE 1 — NATURE OF OPERATIONS](index=8&type=section&id=NOTE%201%20%E2%80%94%20NATURE%20OF%20OPERATIONS) This note describes Dole plc's business as a global leader in fresh fruit and vegetable sourcing, processing, distribution, and marketing, including its fresh vegetable business held for sale - Dole plc is a global leader in sourcing, processing, distributing, and marketing fresh fruits and vegetables, offering over **300 products** from **100+ countries** to **85+ countries**, primarily under the Dole brand[17](index=17&type=chunk)[19](index=19&type=chunk) - The company is divesting its fresh vegetable business, which is now reported as discontinued operations[20](index=20&type=chunk) [NOTE 2 — BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=8&type=section&id=NOTE%202%20%E2%80%94%20BASIS%20OF%20PRESENTATION%20AND%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This note outlines the basis of financial statement presentation, adherence to U.S. GAAP, and key accounting policies, including management estimates and operational influences - The financial statements comply with U.S. GAAP and SEC interim financial reporting rules, incorporating all necessary normal recurring adjustments[21](index=21&type=chunk) - The company consolidates majority-owned subsidiaries, controlled non-majority-owned entities, and variable interest entities (VIEs) where it is the primary beneficiary[22](index=22&type=chunk) - Financial statement preparation involves management estimates and assumptions in areas such as receivables, inventories, asset impairment, asset useful lives, income taxes, and retirement benefits[24](index=24&type=chunk) - Operations are influenced by seasonality, weather, foreign exchange rates, and economic conditions[26](index=26&type=chunk) [NOTE 3 — NEW ACCOUNTING PRONOUNCEMENTS](index=9&type=section&id=NOTE%203%20%E2%80%94%20NEW%20ACCOUNTING%20PRONOUNCEMENTS) This note details the adoption of new accounting standards, including ASU 2023-07 on segment reporting, and the evaluation of future pronouncements - The company adopted ASU 2023-07, "Segment Reporting: Improvements to Reportable Segment Disclosures," with retrospective adjustments to all prior periods[28](index=28&type=chunk) - The company is evaluating the potential impact of ASU 2023-09, "Income Taxes: Improvements to Income Tax Disclosures," and ASU 2024-03/2025-01, "Income Statement: Reporting Comprehensive Income—Expense Disaggregation Disclosures," effective for annual periods after December 15, 2024, and December 15, 2026, respectively[29](index=29&type=chunk)[30](index=30&type=chunk) [NOTE 4 — ACQUISITIONS AND DIVESTITURES](index=10&type=section&id=NOTE%204%20%E2%80%94%20ACQUISITIONS%20AND%20DIVESTITURES) This note discusses the ongoing divestiture of the fresh vegetable business and the sale of a majority stake in Progressive Produce, impacting reported financial results - The company is divesting its fresh vegetable business, with the original Fresh Express agreement terminated on March 27, 2024, due to regulatory approval failure[31](index=31&type=chunk) - The fresh vegetable business is classified as discontinued operations, with an **$85.7 million** after-tax cumulative loss recorded to adjust its fair value[33](index=33&type=chunk) - On March 13, 2024, the company sold a **65.0%** equity interest in Progressive Produce for **$120.3 million** cash, recognizing a **$74.0 million** gain on sale, with an additional **$0.4 million** gain recognized for the three months ended March 31, 2025[37](index=37&type=chunk) Fresh Vegetable Business Discontinued Operations Income Statement | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Net revenue | 244,993 | 290,290 | | Cost of sales | (225,587) | (261,530) | | Gross profit | 19,406 | 28,760 | | Operating income | 8,657 | 16,567 | | Total loss (gain) from discontinued operations before income taxes | (1,019) | 15,139 | | Income (loss) from discontinued operations, net of tax | 30 | (6,051) | Fresh Vegetable Business Assets and Liabilities Held for Sale | Metric | March 31, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :----------------------------------- | :------------------------------ | :------------------------------ | | Total fresh vegetable assets held for sale | 318,838 | 332,042 | | Total fresh vegetable liabilities held for sale | 206,407 | 244,669 | [NOTE 5 — REVENUE](index=12&type=section&id=NOTE%205%20%E2%80%94%20REVENUE) This note breaks down the company's revenue by product and service type, as well as by sales channel, primarily from fresh produce and health foods - Company revenue primarily includes product revenue (fresh produce, healthy foods, and consumer products sales) and service revenue (third-party freight services and brand royalties)[40](index=40&type=chunk) - Product revenue is categorized into tropical fruit and diversified fresh produce, with service revenue accounting for less than **10%** of total revenue[41](index=41&type=chunk) Revenue by Product and Service Type | Product/Service Type | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------- | :----------------------------------------------- | :----------------------------------------------- | | Diversified fresh produce | 1,227,956 | 1,316,819 | | Tropical fruit | 779,569 | 714,965 | | Healthy foods and consumer products | 35,347 | 33,737 | | Commercial freight | 47,559 | 45,303 | | Other | 8,973 | 10,550 | | **Total revenue, net** | **2,099,404** | **2,121,374** | Revenue by Channel | Channel | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------- | :----------------------------------------------- | :----------------------------------------------- | | Retail | 1,175,265 | 1,228,848 | | Wholesale | 737,931 | 698,872 | | Foodservice | 103,106 | 111,730 | | Commercial freight | 47,559 | 45,303 | | Other | 3,100 | 5,410 | | Sales to unconsolidated affiliates | 32,443 | 31,211 | | **Total revenue, net** | **2,099,404** | **2,121,374** | [NOTE 6 — SEGMENTS](index=12&type=section&id=NOTE%206%20%E2%80%94%20SEGMENTS) This note presents financial information for the company's three reportable segments: Fresh Fruit, Diversified Fresh Produce – EMEA, and Diversified Fresh Produce – Americas & ROW, based on revenue and Adjusted EBITDA - The company operates three reportable segments: Fresh Fruit, Diversified Fresh Produce – Europe, Middle East and Africa (EMEA), and Diversified Fresh Produce – Americas and Rest of World (ROW)[43](index=43&type=chunk) - Segment performance is evaluated based on revenue and Adjusted EBITDA, which are regularly reviewed by the Chief Operating Decision Maker (CODM)[47](index=47&type=chunk) Revenue and Adjusted EBITDA by Segment | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | **Segment Revenue:** | | | | Fresh Fruit | 878,145 | 824,229 | | Diversified Fresh Produce – EMEA | 892,087 | 853,598 | | Diversified Fresh Produce – Americas & ROW | 363,413 | 476,882 | | **Total Segment Revenue** | **2,133,645** | **2,154,709** | | **Segment Adjusted EBITDA:** | | | | Fresh Fruit | 63,331 | 69,435 | | Diversified Fresh Produce – EMEA | 27,660 | 25,959 | | Diversified Fresh Produce – Americas & ROW | 13,831 | 14,705 | | **Total Consolidated Adjusted EBITDA** | **104,822** | **110,099** | [NOTE 7 — OTHER (EXPENSE) INCOME, NET](index=15&type=section&id=NOTE%207%20%E2%80%94%20OTHER%20(EXPENSE)%20INCOME,%20NET) This note details the components of other (expense) income, net, including rent income, foreign currency revaluation, and contingent consideration adjustments Other (Expense) Income, Net | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Rental income | 1,812 | 2,058 | | Unrealized (loss) gain on foreign currency denominated borrowings | (4,355) | 2,980 | | Contingent consideration gain (loss) | 1,293 | (16) | | **Other (expense) income, net** | **(348)** | **7,622** | - For the three months ended March 31, 2025, other (expense) income, net, shifted from an income of **$7.622 million** in the prior year to an expense of **$0.348 million**, primarily due to increased unrealized losses on foreign currency denominated borrowings, partially offset by higher contingent consideration gains[52](index=52&type=chunk)[165](index=165&type=chunk) [NOTE 8 — RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES](index=15&type=section&id=NOTE%208%20%E2%80%94%20RECEIVABLES%20AND%20ALLOWANCES%20FOR%20CREDIT%20LOSSES) This note provides a breakdown of trade accounts receivable, grower advances, and other receivables, along with their respective allowances for credit losses Receivables and Allowances for Credit Losses | Metric | March 31, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :----------------------------------- | :------------------------------ | :------------------------------ | | Trade accounts receivable, net | 619,534 | 473,511 | | Allowance for credit losses on trade accounts receivable | (19,981) | (19,493) | | Grower advances receivable, net | 109,786 | 104,956 | | Allowance for credit losses on grower advances | (39,445) | (37,000) | | Other receivables, net | 145,400 | 143,100 | | Allowance for credit losses on other receivables | (20,000) | (19,800) | - As of March 31, 2025, net trade accounts receivable increased to **$619.5 million**, with an allowance for credit losses of **$20.0 million**[9](index=9&type=chunk)[53](index=53&type=chunk)[60](index=60&type=chunk) - Grower advances receivable, net, totaled **$109.8 million**, with an allowance for credit losses of **$39.445 million**[62](index=62&type=chunk)[64](index=64&type=chunk) - The company utilizes third-party trade accounts receivable sales arrangements to manage liquidity, having derecognized **$255.0 million** with recourse and **$25.3 million** without recourse as of March 31, 2025[56](index=56&type=chunk) [NOTE 9 — INCOME TAXES](index=17&type=section&id=NOTE%209%20%E2%80%94%20INCOME%20TAXES) This note presents the company's income tax expense and effective tax rate, explaining fluctuations due to jurisdictional profitability and tax regulations Income Tax Expense and Effective Tax Rate | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Income before income taxes from continuing operations | 53,415 | 104,886 | | Income tax expense | (17,578) | (34,401) | | Effective tax rate | 33.0% | 32.8% | - For the three months ended March 31, 2025, the company's income tax expense was **$17.578 million**, with an effective tax rate of **33.0%**, largely consistent with the prior year's **32.8%**[10](index=10&type=chunk)[167](index=167&type=chunk) - Effective tax rate fluctuations are influenced by profitability levels, composition, and seasonality across various jurisdictions, including the U.S., as well as the impact of GILTI, Subpart F income, reductions in uncertain tax liabilities, and Pillar Two implementation[65](index=65&type=chunk)[169](index=169&type=chunk) - The company is appealing a **$20.0 million** tax assessment (including interest and penalties) for the 2017 tax year and believes it is more likely than not to prevail[69](index=69&type=chunk)[172](index=172&type=chunk) [NOTE 10 — INVENTORY](index=18&type=section&id=NOTE%2010%20%E2%80%94%20INVENTORY) This note details the composition of the company's inventories, including finished goods, raw materials, and crop cultivation costs, valued at the lower of cost or net realizable value Inventory Composition | Inventory Category | March 31, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :----------------------- | :---------------------------- | :---------------------------- | | Finished goods | 292,467 | 295,700 | | Raw materials, work-in-process, and packaging materials | 97,396 | 62,300 | | Crop cultivation costs | 14,114 | 29,300 | | Agricultural and other operating supplies | 29,016 | 42,600 | | **Inventories, net** | **432,993** | **430,000** | - As of March 31, 2025, the company's net inventories were **$433.0 million**, slightly higher than **$430.0 million** as of December 31, 2024[71](index=71&type=chunk)[72](index=72&type=chunk) - Inventories are measured at the lower of cost or net realizable value, with cost primarily determined using the first-in, first-out, specific identification, and average cost methods[71](index=71&type=chunk) - Crop cultivation costs are generally capitalized into inventory[71](index=71&type=chunk) [NOTE 11 — ASSETS HELD FOR SALE AND ACTIVELY MARKETED PROPERTY](index=18&type=section&id=NOTE%2011%20%E2%80%94%20ASSETS%20HELD%20FOR%20SALE%20AND%20ACTIVELY%20MARKETED%20PROPERTY) This note describes assets classified as held for sale, primarily property, plant, and equipment, and actively marketed properties like Hawaiian land Assets Held for Sale and Actively Marketed Property | Category | March 31, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :----------------------- | :---------------------------- | :---------------------------- | | Assets held for sale | 851 | 1,419 | | Actively marketed property | 45,391 | 45,778 | - As of March 31, 2025, assets held for sale, primarily property, plant, and equipment, totaled **$0.851 million**, a decrease from **$1.419 million** as of December 31, 2024[9](index=9&type=chunk)[74](index=74&type=chunk) - Actively marketed property, mainly Hawaiian land, amounted to **$45.391 million**[76](index=76&type=chunk) - During the quarter, the company sold machinery and equipment for **$0.6 million**, realizing a **$0.4 million** gain, and sold Hawaiian land for a **$2.4 million** gain[74](index=74&type=chunk)[76](index=76&type=chunk) [NOTE 12 — DEBT](index=19&type=section&id=NOTE%2012%20%E2%80%94%20DEBT) This note outlines the company's debt structure, including revolving credit facilities, term loans, and financing leases, and discusses recent refinancing activities Debt Composition | Debt Category | March 31, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :----------------------------------- | :---------------------------- | :---------------------------- | | Revolving credit facilities | 85,854 | 19,000 | | Term Loans A and B | 702,350 | 703,700 | | Vessel financing loans | 56,392 | 60,000 | | Other revolving credit facilities | 46,897 | 39,000 | | Bank overdrafts | 9,433 | 11,443 | | Finance lease obligations | 35,376 | 74,000 | | **Total debt, gross** | **996,930** | **967,146** | | **Long-term debt, net** | **933,983** | **866,075** | - As of March 31, 2025, the company's total gross debt was **$996.930 million**, with net long-term debt at **$933.983 million**[78](index=78&type=chunk) - Revolving credit facility borrowings increased to **$85.854 million**, while Term Loans A and B totaled **$702.350 million**[78](index=78&type=chunk)[82](index=82&type=chunk) - The company entered into an amended and restated credit agreement on May 1, 2025, to refinance existing debt, including a new **$600 million** revolving credit facility, a **$250 million** Term Loan A, and a **$350 million** Agri-Credit Term Loan[84](index=84&type=chunk)[139](index=139&type=chunk)[140](index=140&type=chunk) - During the quarter, the company exercised its purchase option to repurchase two finance-leased vessels for **$36.1 million** cash, which were previously valued at **$41.1 million**[85](index=85&type=chunk) [NOTE 13 — EMPLOYEE BENEFIT PLANS](index=21&type=section&id=NOTE%2013%20%E2%80%94%20EMPLOYEE%20BENEFIT%20PLANS) This note details the components of net periodic benefit cost for the company's U.S. and international pension plans and other post-retirement benefit plans Net Periodic Benefit Cost (Income) Components | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | **U.S. Pension Plans** | | | | Service cost | 47 | 51 | | Interest cost | 1,961 | 2,110 | | Expected return on plan assets | (2,705) | (2,998) | | **International Pension Plans** | | | | Service cost | 1,015 | 1,295 | | Interest cost | 3,079 | 2,952 | | Expected return on plan assets | (2,110) | (2,082) | | **Other Postretirement Benefit Plans** | | | | Interest cost | 176 | 178 | | **Net Periodic Pension Cost (Income)** | **1,844** | **1,661** | - For the three months ended March 31, 2025, net periodic pension cost for international pension plans was **$1.844 million**, higher than **$1.661 million** in the prior year period[87](index=87&type=chunk) - The non-service components of net periodic pension cost (income), including interest cost and expected return on plan assets, are classified as other (expense) income, net[87](index=87&type=chunk) [NOTE 14 — DERIVATIVE FINANCIAL INSTRUMENTS](index=21&type=section&id=NOTE%2014%20%E2%80%94%20DERIVATIVE%20FINANCIAL%20INSTRUMENTS) This note explains the company's use of derivative instruments to hedge against foreign currency, fuel price, and interest rate risks, without engaging in speculative trading - The company uses derivative instruments, including foreign currency forward and option contracts, interest rate swaps, and fuel contracts, to hedge against foreign exchange rate, fuel price, and interest rate risks, aiming to reduce earnings volatility[88](index=88&type=chunk)[89](index=89&type=chunk) - The company does not hold or issue derivative financial instruments for trading or speculative purposes[91](index=91&type=chunk) Notional Amounts of Derivative Financial Instruments (March 31, 2025) | Derivative Type | Notional Amount | | :----------------------- | :----------------------- | | Foreign currency forward contracts (USD) | 73.7 million USD | | Foreign currency forward contracts (EUR) | 325.8 million EUR | | Foreign currency forward contracts (GBP) | 9.6 million GBP | | Interest rate swap contracts | 695.0 million USD | | Fuel hedges | 21.4 thousand metric tons | Fair Value of Derivative Financial Instruments (March 31, 2025) | Derivative Type | Other Receivables, Net (thousand USD) | Other Assets (thousand USD) | Accrued Liabilities (thousand USD) | | :----------------------- | :------------------------------------ | :-------------------------- | :--------------------------------- | | Foreign currency forward contracts | 1,601 | — | (6,449) | | Fuel hedges | 108 | — | — | | Interest rate swap contracts | 60 | 17,349 | — | | **Total** | **1,769** | **17,349** | **(6,449)** | - As of March 31, 2025, the company expects approximately **$9.3 million** of net deferred derivative gains to be reclassified from accumulated other comprehensive loss to earnings over the next 12 months, with **$12.9 million** related to interest rate swap contracts and **$3.6 million** to cash flow hedges[97](index=97&type=chunk) [NOTE 15 — FAIR VALUE MEASUREMENTS](index=23&type=section&id=NOTE%2015%20%E2%80%94%20FAIR%20VALUE%20MEASUREMENTS) This note describes the classification of assets and liabilities measured at fair value using a three-level hierarchy, including derivatives, Rabbi trust investments, and contingent consideration - The company classifies assets and liabilities measured at fair value using a three-level hierarchy (Level 1, Level 2, Level 3)[98](index=98&type=chunk) - The fair value of derivative instruments is determined using Level 2 inputs (observable market data)[99](index=99&type=chunk)[100](index=100&type=chunk) - The fair value of Rabbi trust investments and contingent consideration is determined using Level 3 inputs (unobservable inputs)[104](index=104&type=chunk)[105](index=105&type=chunk)[106](index=106&type=chunk) Assets and Liabilities Measured at Fair Value (March 31, 2025) | Asset/Liability Category | Level 1 (thousand USD) | Level 2 (thousand USD) | Level 3 (thousand USD) | Total (thousand USD) | | :----------------------- | :--------------------- | :--------------------- | :--------------------- | :------------------- | | Foreign currency forward contracts | — | 1,601 | — | 1,601 | | Fuel hedges | — | 108 | — | 108 | | Interest rate swap contracts | — | 17,409 | — | 17,409 | | Rabbi trust investments | — | — | 20,535 | 20,535 | | Contingent consideration | — | — | (6,369) | (6,369) | | **Total** | **—** | **19,118** | **14,166** | **33,284** | - As of March 31, 2025, the fair value of Rabbi trust investments was **$20.535 million**, and contingent consideration had a fair value of negative **$6.369 million**[103](index=103&type=chunk)[106](index=106&type=chunk) - The fair value of the company's Term Loans A and B was **$701.5 million**, slightly below their carrying value of **$702.4 million**[112](index=112&type=chunk) [NOTE 16 — CONTINGENCIES](index=27&type=section&id=NOTE%2016%20%E2%80%94%20CONTINGENCIES) This note discusses various contingent matters, including guarantees, environmental issues, and legal proceedings, assessing their potential financial impact - The company provides guarantees for subsidiary obligations, including letters of credit, bank guarantees, and performance bonds, totaling **$56.7 million** as of March 31, 2025[114](index=114&type=chunk) - Additionally, the company guarantees bank borrowings and other obligations for certain equity method unconsolidated affiliates, totaling **$5.4 million**[115](index=115&type=chunk) - **Hawaii Spillway**: The company is negotiating with the State of Hawaii to acquire a company-owned reservoir and irrigation system with a defective spillway, estimated to cost **$20.0 million** to repair; the company believes a loss is not probable and has not recognized a liability[116](index=116&type=chunk) - **DBCP Cases**: The company is involved in multiple DBCP-related lawsuits, primarily in Nicaragua, with claims totaling approximately **$17.8 billion**; the company denies liability and believes existing settlements will significantly reduce litigation, with management not expecting a material adverse effect on financial condition[118](index=118&type=chunk)[119](index=119&type=chunk)[120](index=120&type=chunk) - **Former Shell Site**: The company's subsidiary, BHC, is involved in litigation related to contamination at a former Shell site, with a jury finding BHC **50%** liable for **$266.6 million** in cleanup costs (**$133.3 million**); BHC has appealed, and Dole Food Company, Inc. has appealed the ruling adding it as an "alter ego" of BHC, with management not expecting a material adverse effect on financial condition[121](index=121&type=chunk)[122](index=122&type=chunk) [NOTE 17 — STOCKHOLDERS' EQUITY](index=28&type=section&id=NOTE%2017%20%E2%80%94%20STOCKHOLDERS'%20EQUITY) This note details the components of stockholders' equity, including authorized and issued shares, stock-based compensation, dividends, and accumulated other comprehensive loss - As of March 31, 2025, the company had authorized **300 million** shares of common stock and **300 million** shares of preferred stock, with **95.1 million** common shares issued[123](index=123&type=chunk) - The company primarily grants stock options and restricted stock units (RSUs) through its 2021 Omnibus Incentive Compensation Plan[124](index=124&type=chunk) Dividend Declarations | Declaration Date | Three Months Ended March 31, 2025 (USD per share) | Three Months Ended March 31, 2024 (USD per share) | | :----------------------- | :------------------------------------------------ | :------------------------------------------------ | | February 25, 2025 | 0.08 | — | | February 28, 2024 | — | 0.08 | | **Total Dividends** | **(7,735)** | **(7,722)** | - For the three months ended March 31, 2025, stock-based compensation expense was **$1.4 million**, with **$13.1 million** in unrecognized compensation cost[126](index=126&type=chunk) - The company paid a cash dividend of **$0.08** per share in January 2025, totaling **$7.8 million**[127](index=127&type=chunk) - As of March 31, 2025, the company could pay **$669.6 million** in dividends before debt restrictions become effective[128](index=128&type=chunk) - Accumulated other comprehensive loss primarily includes unrealized foreign currency translation gains and losses, unrealized derivative gains and losses, and pension and post-retirement benefit obligation adjustments[130](index=130&type=chunk) - As of March 31, 2025, accumulated other comprehensive loss was **$148.7 million**, a decrease from **$166.2 million** as of December 31, 2024[130](index=130&type=chunk) [NOTE 18 — INVESTMENTS IN UNCONSOLIDATED AFFILIATES](index=31&type=section&id=NOTE%2018%20%E2%80%94%20INVESTMENTS%20IN%20UNCONSOLIDATED%20AFFILIATES) This note provides information on the company's investments in unconsolidated affiliates, including equity method investments and related transactions - As of March 31, 2025, the company's investments in unconsolidated affiliates totaled **$128.7 million**, with **$122.4 million** accounted for under the equity method[131](index=131&type=chunk) - During the quarter, the company divested a portion of its equity method investment in a U.S. affiliate, recognizing a **$6.9 million** after-tax gain and reclassifying it to an investment without significant influence[133](index=133&type=chunk) Equity Method Earnings | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------- | :----------------------------------------------- | :----------------------------------------------- | | Total equity method earnings | 8,292 | 1,002 | Transactions with Unconsolidated Affiliates | Transaction Type | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------- | :----------------------------------------------- | :----------------------------------------------- | | Sales | 32,443 | 31,211 | | Purchases | 34,394 | 34,622 | [NOTE 19 – EARNINGS (LOSS) PER SHARE](index=32&type=section&id=NOTE%2019%20%E2%80%93%20EARNINGS%20(LOSS)%20PER%20SHARE) This note presents the basic and diluted earnings per share attributable to Dole plc, distinguishing between continuing and discontinued operations Earnings (Loss) Per Share | Metric | Three Months Ended March 31, 2025 (USD per share) | Three Months Ended March 31, 2024 (USD per share) | | :----------------------------------- | :------------------------------------------------ | :------------------------------------------------ | | Basic earnings per share from continuing operations | 0.41 | 0.80 | | Basic earnings per share from discontinued operations | — | (0.06) | | Basic net earnings per share attributable to Dole plc | 0.41 | 0.74 | | Diluted earnings per share from continuing operations | 0.41 | 0.80 | | Diluted earnings per share from discontinued operations | — | (0.06) | | Diluted net earnings per share attributable to Dole plc | 0.41 | 0.74 | | Basic weighted average shares outstanding (thousand shares) | 95,109 | 94,929 | | Diluted weighted average shares outstanding (thousand shares) | 95,677 | 95,229 | - For the three months ended March 31, 2025, basic and diluted net earnings per share attributable to Dole plc were both **$0.41**, a decrease from **$0.74** in the prior year period[137](index=137&type=chunk) - Earnings per share from continuing operations was **$0.41**, while earnings per share from discontinued operations was zero, compared to negative **$0.06** in the prior year[137](index=137&type=chunk) [NOTE 20 — SUBSEQUENT EVENTS](index=32&type=section&id=NOTE%2020%20%E2%80%94%20SUBSEQUENT%20EVENTS) This note discloses significant events occurring after the balance sheet date, including a new credit agreement and dividend declarations - On May 1, 2025, the company entered into an amended and restated credit agreement, including a new **$600 million** five-year senior secured revolving credit facility, a **$250 million** five-year senior secured Term Loan A, and a **$350 million** seven-year Agri-Credit Term Loan[139](index=139&type=chunk) - Proceeds from these new facilities will be used to refinance existing debt and meet working capital needs[140](index=140&type=chunk) - On May 9, 2025, the Board of Directors declared a first-quarter 2025 cash dividend of **$0.085** per share, payable on July 7, 2025, following the fourth-quarter 2024 dividend of **$0.08** per share paid on April 3, 2025[141](index=141&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section discusses the company's financial condition and operating performance for the three months ended March 31, 2025, covering operational results, segment performance, liquidity, and critical accounting estimates [Executive Overview](index=34&type=section&id=Executive%20Overview) This section provides a high-level summary of Dole plc's global leadership in fresh produce, its strategic divestitures, and the economic challenges it faces - Dole plc is a global leader in fresh fruit and vegetables, with products sold in over **85 countries**, including bananas, pineapples, grapes, avocados, and organic produce[143](index=143&type=chunk)[144](index=144&type=chunk)[145](index=145&type=chunk) - The company operates three reportable segments: Fresh Fruit, Diversified Fresh Produce – EMEA, and Diversified Fresh Produce – Americas & ROW[146](index=146&type=chunk) - The company is divesting its fresh vegetable business, which is classified as discontinued operations[147](index=147&type=chunk) - On March 13, 2024, the company sold a **65.0%** equity interest in Progressive Produce for **$120.3 million** cash, recognizing a **$74.0 million** gain on sale[148](index=148&type=chunk)[151](index=151&type=chunk) - The current economic and market environment is increasingly volatile, facing risks from global trade policy changes, geopolitical conflicts, central bank monetary policy tightening, weather events, and evolving regulatory landscapes[153](index=153&type=chunk) - The company is addressing these challenges through price increases, operational efficiency improvements, and strategic investments[156](index=156&type=chunk) [Operating Results](index=36&type=section&id=Operating%20Results) This section analyzes the company's consolidated net income, cost of sales, gross profit, and operating income, explaining the drivers of period-over-period changes | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | Change (thousand USD) | Change (%) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | :-------------------- | :--------- | | Net revenue | 2,099,404 | 2,121,374 | (21,970) | (1.0%) | | Cost of sales | (1,917,211) | (1,926,697) | 9,486 | (0.5%) | | Gross profit | 182,193 | 194,677 | (12,484) | (6.4%) | | Operating income | 67,905 | 112,133 | (44,228) | (39.4%) | | Income from continuing operations | 44,129 | 71,487 | (27,358) | (38.3%) | | Net income attributable to Dole plc | 38,912 | 70,143 | (31,231) | (44.5%) | - For the three months ended March 31, 2025, net revenue decreased **1.0%** to **$2.099 billion**, primarily due to acquisitions and divestitures (net negative impact of **$89.8 million**, particularly the Progressive Produce divestiture) and unfavorable foreign currency translation (**$21.0 million**), partially offset by positive operating performance in the Fresh Fruit and Diversified Fresh Produce – EMEA segments[158](index=158&type=chunk) - Cost of sales decreased **0.5%** year-over-year to **$1.917 billion**, benefiting from the positive impact of acquisitions and divestitures and favorable foreign currency translation, but offset by increased trading activity in the Fresh Fruit and Diversified Fresh Produce – EMEA segments[160](index=160&type=chunk) - Operating income decreased **39.4%** to **$67.905 million**, mainly due to a significant reduction in gain on disposal of businesses from **$73.95 million** in the prior year to **$0.361 million**, and the absence of a **$36.7 million** goodwill impairment charge recognized in the prior year[157](index=157&type=chunk)[162](index=162&type=chunk)[164](index=164&type=chunk) - Equity in earnings of unconsolidated affiliates increased to **$8.3 million**, primarily due to a **$6.9 million** gain recognized from the divestiture of a portion of a U.S. investment[174](index=174&type=chunk) - Income from discontinued operations (net of tax) was **$0.03 million**, compared to a loss of **$6.051 million** in the prior year, primarily impacted by a **$10.2 million** pre-tax loss from the fresh vegetable business classified as held for sale in the current period[175](index=175&type=chunk) [Segment Operating Results](index=40&type=section&id=Segment%20Operating%20Results) This section details the revenue and Adjusted EBITDA performance of each reportable segment, highlighting key factors influencing their individual results Revenue and Adjusted EBITDA Change by Segment | Segment | Revenue Change (thousand USD) | Adjusted EBITDA Change (thousand USD) | | :----------------------------------- | :-------------------- | :---------------------------- | | Fresh Fruit | +53,953 | (6,167) | | Diversified Fresh Produce – EMEA | +68,423 | +2,451 | | Diversified Fresh Produce – Americas & ROW | (32,631) | +1,532 | - Fresh Fruit segment revenue grew **6.5%** to **$878.1 million**, driven by increased global banana volumes and higher pricing for pineapples and plantains[185](index=185&type=chunk) - Adjusted EBITDA for Fresh Fruit decreased **8.8%** to **$63.3 million**, primarily due to higher fruit costs from Tropical Storm Sara and increased shipping costs from vessel dry-docking and operational disruptions[186](index=186&type=chunk) - Diversified Fresh Produce – EMEA segment revenue increased **4.5%** to **$892.1 million**, propelled by strong performance in the UK, Spain, and Netherlands markets[187](index=187&type=chunk) - Adjusted EBITDA for Diversified Fresh Produce – EMEA grew **6.6%** to **$27.7 million**, benefiting from improved profitability in the UK, Spain, and Netherlands[188](index=188&type=chunk) - Diversified Fresh Produce – Americas & ROW segment revenue declined **23.8%** to **$363.4 million**, mainly due to the divestiture of the Progressive Produce business[189](index=189&type=chunk) - Adjusted EBITDA for Diversified Fresh Produce – Americas & ROW decreased **5.9%** to **$13.8 million**, impacted by the Progressive Produce divestiture but partially offset by strong performance in North American kiwifruit, citrus, and avocados[190](index=190&type=chunk) [Liquidity and capital resources](index=44&type=section&id=Liquidity%20and%20capital%20resources) This section discusses the company's cash flow sources, its ability to meet financial obligations, and its overall liquidity position, including recent refinancing activities - The company's primary cash flow sources include operating activities, debt issuances, and bank borrowings[192](index=192&type=chunk) - Operating cash flows, available cash and cash equivalents, and borrowing facilities are expected to be sufficient to meet capital expenditures, debt service, dividend payments, and other capital requirements for the next year and long-term[193](index=193&type=chunk) Cash Flow Summary | Metric | Three Months Ended March 31, 2025 (thousand USD) | Three Months Ended March 31, 2024 (thousand USD) | | :----------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Net cash flow from continuing operating activities | (78,789) | (34,956) | | Net cash flow from continuing investing activities | (31,838) | 96,499 | | Net cash flow from continuing financing activities | 53,267 | (98,686) | | Net cash flow from discontinued operations | (23,791) | 5,371 | | **Net decrease in cash and cash equivalents** | **(75,197)** | **(37,402)** | Net Debt | Metric | March 31, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :----------------------------------- | :------------------------------ | :------------------------------ | | Cash and cash equivalents | 254,878 | 330,017 | | Total debt, net | (988,160) | (957,615) | | Unamortized debt discount and issuance costs | (8,770) | (9,531) | | **Net Debt** | **(742,051)** | **(637,129)** | - As of March 31, 2025, net debt increased to negative **$742.1 million** from negative **$637.1 million** as of December 31, 2024[200](index=200&type=chunk) - The company has refinanced its debt through a new credit agreement, which is expected to provide long-term sustainable capitalization[202](index=202&type=chunk) - Total available liquidity as of March 31, 2025, was **$990.7 million**, comprising **$254.9 million** in cash and cash equivalents and **$735.9 million** in available credit facilities[205](index=205&type=chunk)[206](index=206&type=chunk) [Critical Accounting Estimates](index=46&type=section&id=Critical%20Accounting%20Estimates) This section identifies key accounting estimates, such as goodwill, income taxes, and employee benefits, which involve significant management judgment and assumptions - Critical accounting estimates include goodwill and indefinite-lived intangible assets, income taxes, and pension and other post-retirement benefits[209](index=209&type=chunk) - These estimates involve subjective management judgments and complex assumptions, where actual results may differ from estimates[210](index=210&type=chunk) - There were no significant changes to critical accounting estimates during the current period[210](index=210&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=45&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section states that there are no material changes to market risk disclosures from the company's annual report on Form 20-F - There are no material changes or updates to the quantitative and qualitative disclosures about market risk from the company's annual report on Form 20-F in this report[211](index=211&type=chunk) [Item 4. Controls and Procedures](index=45&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of the company's disclosure controls and procedures as of March 31, 2025, with no significant internal control changes - As of March 31, 2025, the company's management, under the supervision and with the participation of the CEO and CFO, evaluated and concluded that the disclosure controls and procedures were effective[212](index=212&type=chunk) - No significant changes in internal control occurred during the period[212](index=212&type=chunk) [PART II - OTHER INFORMATION](index=45&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This part includes disclosures on legal proceedings, risk factors, and other relevant information not covered in the financial statements [Item 1. Legal Proceedings](index=46&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal and governmental investigations, which are not expected to materially impact financial results - The company is involved in various legal proceedings and governmental agency investigations, which are expected to incur significant costs and divert management's attention[214](index=214&type=chunk) - Despite potential damages, fines, or administrative actions, the company does not expect these matters to have a material adverse effect on Dole's operating results, financial condition, or cash flows[214](index=214&type=chunk) [Item 1A. Risk Factors](index=46&type=section&id=Item%201A.%20Risk%20Factors) This section indicates no material changes or additions to the risk factors previously disclosed in the company's annual report on Form 20-F - No material changes or additions to the risk factors disclosed in the company's annual report on Form 20-F were identified in this report[215](index=215&type=chunk)[216](index=216&type=chunk) [Item 5. Other Information](index=46&type=section&id=Item%205.%20Other%20Information) This section confirms that no other information requires disclosure in this report - No other information requires disclosure in this report[217](index=217&type=chunk)

Core Industry Insights - The Zacks Agriculture – Operations industry is benefiting from ongoing innovation and increasing consumer demand for health-focused products, particularly alternative proteins [1][2] - Advancements in food processing technologies, improved grain-handling methods, and expanded storage capacity are supporting industry momentum [2] - The U.S. Department of Agriculture projects agricultural exports of $170.5 billion for fiscal 2025, driven by stronger grain and feed exports [6] Company Highlights Mission Produce - Engaged in sourcing, farming, packaging, marketing, and distribution of avocados, mangoes, and blueberries, Mission Produce has optimized per-unit margins through effective integration of sales and sourcing operations [19][20] - The Zacks Consensus Estimate for Mission Produce's fiscal 2025 earnings has increased by 19% in the past 30 days, although sales and earnings are expected to decline by 6.6% and 32.4% respectively from the previous year [21] Corteva - Corteva is positioned for above-market growth through its innovative product pipeline and strong market demand for naturally derived products [22] - The Zacks Consensus Estimate for Corteva's 2025 earnings suggests growth of 1.7% and 15.2% respectively from the year-ago period [23] Dole - Dole is expected to benefit from improved logistical efficiencies and a healthier supply-demand balance, which has led to better pricing conditions in Europe [24] - The Zacks Consensus Estimate for Dole's 2025 earnings suggests a growth of 4.7% from the previous year [25] Adecoagro - Adecoagro operates in farming, dairy, sugar, ethanol, and energy production, benefiting from high asset flexibility in a volatile market [26] - The Zacks Consensus Estimate for Adecoagro's 2025 earnings suggests declines of 3.2% and 41.1% respectively from the previous year [27] Industry Challenges - The industry faces challenges such as fluctuating commodity prices, rising input costs, trade uncertainties, and increasing operational expenses, which impact productivity and profitability [3][11] - Companies are managing higher selling, general and administrative expenses due to performance-related compensation and technology investments [12] Market Performance - The Zacks Agriculture – Operations industry has underperformed the broader Zacks Consumer Staples sector and the S&P 500, with a collective decline of 12.2% over the past year [16] - The industry is currently trading at a forward P/E ratio of 13.34X, compared to the S&P 500's 20.05X and the sector's 17.18X [17]

Financial Transactions - Dole's sale of its 65.0% stake in the Progressive Produce business to PTF Holdings generated gross proceeds of $120.3 million in cash[319]. - A goodwill impairment charge of $36.7 million was recorded in March 2024 due to the sale of the Progressive Produce business[319]. Fair Value Assessments - As of October 1, 2024, the fair value of the Fresh Fruit reporting unit was approximately 10% above its carrying amount, while the Diversified Fresh Produce – Americas & ROW reporting unit was about 8% above its carrying amount[324]. - Dole's indefinite-lived intangible assets, including the DOLE brand, were assessed and found to have fair values sufficiently above their carrying amounts as of October 1, 2024[326]. Regulatory and Environmental Factors - The EU's greenhouse gas emissions trading system (ETS) will require Dole to purchase allowances for 40% of its emissions in 2024, increasing to 100% by 2026[309]. - The company is subject to various international regulatory restrictions and tariffs that can influence its performance in core markets[312]. - Dole's exposure to foreign currency fluctuations includes transactions in multiple currencies such as the U.S. dollar, euro, and British pound sterling[305]. - The company is currently evaluating the financial impacts of new tariffs announced by the U.S. Presidential administration in early 2025[314]. Competitive Landscape - Dole's operations are affected by a diverse range of competitors, which can lead to reduced volumes and lower prices[306]. Pension Plan Obligations - The weighted average discount rate for Dole's U.S. pension plan obligations was 5.14% for the year ended December 31, 2024[335]. - A 25-basis point decrease in the U.S. discount rate would increase the projected benefit obligation by $2.9 million and net periodic benefit income by $0.7 million[335]. - The expected annual rate of return on U.S. pension plan assets was 6.70% as of December 31, 2024[337]. - The U.S. pension plan investment portfolio consisted of approximately 23% in equity securities, 51% in fixed income securities, and 14% in real estate as of December 31, 2024[337]. - The weighted average discount rate for Dole's international pension plan obligations was 5.66% for the year ended December 31, 2024[335]. - A 25-basis point decrease in the international discount rate would increase the projected benefit obligation by $5.7 million, with minimal impact on net periodic benefit cost[335]. - The expected annual rate of return on international pension plan assets was 4.38% as of December 31, 2024[338]. - The investment portfolio of international pension plans was approximately 11% in equity securities, 35% in fixed income securities, and 3% in real estate as of December 31, 2024[338]. - A 25-basis point change in the expected rate of return on U.S. pension plan assets would impact net periodic benefit income by $0.4 million[337]. - A 25-basis point change in the expected rate of return on international pension plan assets would impact net periodic benefit cost by $0.5 million[338]. Sustainability Goals - The company expects to incur additional costs related to sustainability goals, although the scope and timing of these expenditures remain uncertain[310].