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ACQUISITIONS AND DIVESTITURES
3 Months Ended
Mar. 31, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
ACQUISITIONS AND DIVESTITURES
NOTE 4 — ACQUISITIONS AND DIVESTITURES
Vegetables Exit Process
On August 5, 2025, the Company completed the sale of its fresh vegetables (“Fresh Vegetables”) division to OG Holdco LLC (the “Vegetables Transaction”). The Vegetables Transaction comprised substantially all of the assets and liabilities of the former Fresh Vegetables reportable segment. As a result of the Company’s exit of the Fresh Vegetables division, its results are reported separately as discontinued operations, net of income taxes, in the condensed consolidated statements of operations for the three months ended March 31, 2025. Additionally, its cash flows have been separately stated as discontinued operations in the condensed consolidated statements of cash flows for the three months ended March 31, 2025.
In the three months ended March 31, 2026, the Company received incremental cash inflows from the Vegetables Transaction of $3.3 million related to amounts released from escrow, which are included within continuing operations proceeds from the sale of businesses in the condensed consolidated statements of cash flows.
Dole does not anticipate having significant continuing involvement with the Fresh Vegetables division with the exception of limited transition services arrangements that have not been and are not expected to be material to Dole’s continuing operations. Any subsequent transactions with OG Holdco LLC will be at arms-length terms.
The following table present the results of the Fresh Vegetables division as reported in income from discontinued operations, net of income taxes, in the condensed consolidated statements of operations.
Three Months Ended
March 31, 2025
(U.S. Dollars in thousands)
Revenues, net
$244,993 
Cost of sales
(225,587)
Gross profit
19,406 
Selling, marketing, general and administrative expenses
(10,626)
Transaction and other operating costs(123)
Operating income from discontinued operations8,657 
Other income, net499 
Net interest income1
39 
Income from discontinued operations before income taxes9,195 
Loss on classification as held for sale before income taxes(10,214)
Total loss from discontinued operations before income taxes(1,019)
Income tax benefit784 
Loss from discontinued operations attributable to noncontrolling interests265 
Income from discontinued operations, net of income taxes$30 
1 Net interest income presented within discontinued operations is net of interest expense.
Port Sale Transaction
On December 13, 2025, a subsidiary of the Company entered into a series of sales and purchases agreements that, if and when completed, will result in the sale of 100% of the membership interests in the Company’s port properties and associated operations in Guayaquil, Ecuador (the “Ecuadorian Port Business”), to Terminal Investment Limited Holding S.A. (the “Port Buyer”) (collectively referred to herein as the “Port Sale Transaction”). Net cash proceeds of the Port Sale Transaction, after costs and customary transaction completion adjustments, are expected to be approximately $75.0 million.
The sales and purchase agreements for the Port Sale Transaction contain customary representations, warranties, covenants and indemnification provisions, and the consummation of the Port Sale Transaction is subject to regulatory approvals under the laws of Ecuador (“regulatory approval”) (collectively, the “Port Sale closing conditions”). The Port Transaction is expected to close in the second quarter of 2026 at a net gain, subject to the Port Sale closing conditions. The Company is expected to continue to utilize the Ecuadorian Port Business after closing pursuant to an agreement with the Port Buyer to provide terminal services on arm’s length terms, including the loading and discharging of containers.
As a result of the planned disposal of Ecuadorian Port Business, its assets and liabilities (“Port disposal group”) have been reclassified into held for sale as of December 31, 2025. See Note 11 “Assets Held for Sale and Actively Marketed Property” for additional detail.
See Note 20 “Subsequent Events” for additional detail.
Other Acquisitions and Divestitures
The Company normally engages in acquisitions to grow its business and product offerings and in divestitures to align with Dole’s long-term strategy. Acquisitions and divestitures of subsidiaries in the three months ended March 31, 2026 and March 31, 2025 were not material. Changes to goodwill were primarily driven by foreign currency translation in the three months ended March 31, 2026.
Disposal Groups, Including Discontinued Operations, Disclosure
Vegetables Exit Process
On August 5, 2025, the Company completed the sale of its fresh vegetables (“Fresh Vegetables”) division to OG Holdco LLC (the “Vegetables Transaction”). The Vegetables Transaction comprised substantially all of the assets and liabilities of the former Fresh Vegetables reportable segment. As a result of the Company’s exit of the Fresh Vegetables division, its results are reported separately as discontinued operations, net of income taxes, in the condensed consolidated statements of operations for the three months ended March 31, 2025. Additionally, its cash flows have been separately stated as discontinued operations in the condensed consolidated statements of cash flows for the three months ended March 31, 2025.
In the three months ended March 31, 2026, the Company received incremental cash inflows from the Vegetables Transaction of $3.3 million related to amounts released from escrow, which are included within continuing operations proceeds from the sale of businesses in the condensed consolidated statements of cash flows.
Dole does not anticipate having significant continuing involvement with the Fresh Vegetables division with the exception of limited transition services arrangements that have not been and are not expected to be material to Dole’s continuing operations. Any subsequent transactions with OG Holdco LLC will be at arms-length terms.
The following table present the results of the Fresh Vegetables division as reported in income from discontinued operations, net of income taxes, in the condensed consolidated statements of operations.