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ACQUISITIONS AND DIVESTITURES
 6 Months Ended
Jun. 30, 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 and six months ended June 30, 2025. Additionally, its cash flows have been separately stated as discontinued operations in the condensed consolidated statements of cash flows for the six months ended June 30, 2025.
In the six months ended June 30, 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.
In the three and six months ended June 30, 2025, an after-tax loss was recorded to adjust the carrying amount of the Fresh Vegetables division to estimated fair value, less costs to sell. The after-tax impact of this loss in the three and six months ended June 30, 2025 was $37.8 million (gross loss of $50.7 million net of a deferred tax credit of $12.9 million) and $45.3 million (gross loss of $60.9 million net of a deferred tax credit of $15.5 million), respectively.
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 loss from discontinued operations, net of income taxes, in the condensed consolidated statements of operations.
Three Months EndedSix Months Ended
June 30, 2025June 30, 2025
(U.S. Dollars in thousands)
Revenues, net
$247,242 $492,235 
Cost of sales
(231,023)(456,610)
Gross profit
16,219 35,625 
Selling, marketing, general and administrative expenses
(9,962)(20,588)
Transaction and other operating costs(156)(279)
Operating income from discontinued operations6,101 14,758 
Other (expense) income, net(260)239 
Net interest income1
26 65 
Income from discontinued operations before income taxes5,867 15,062 
Loss on classification as held for sale before income taxes(50,700)(60,913)
Total loss from discontinued operations before income taxes(44,833)(45,851)
Income tax benefit10,156 10,939 
Income from discontinued operations attributable to noncontrolling interests(273)(8)
Loss from discontinued operations, net of income taxes$(34,950)$(34,920)
1 Net interest income presented within discontinued operations is net of interest expense.
Port Sale Transaction
On December 13, 2025, certain subsidiaries of the Company entered into a series of sale and purchase agreements (collectively referred to herein as the “Port Sale Transaction”), whereby the Company would: 1) purchase the remaining interests of Cookstown Financial, Limited, a non-wholly owned subsidiary of the Company (“Cookstown”) (referred to herein as the “Pre-Closing Ownership Restructuring”); and 2) subsequent to the Pre-Closing Ownership Restructuring, sell 100% of the membership interests in Cookstown and Naportec S.A. (“Naportec”), collectively representing 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”) (referred to herein as the “Port Disposal”).
In April of 2026, the Company received regulatory approval under the laws of Ecuador for the Port Sale Transaction. The sale and purchase agreements for the Port Sale Transaction contain customary representations, warranties, covenants and indemnification provisions.
The Company determined that the multiple sale and purchase agreements of the Port Sale Transaction should be treated as a single transaction based on the terms and conditions of the arrangements. In May of 2026, the Company completed the Pre-Closing Ownership Restructuring and paid cash of $51.2 million and derecognized noncontrolling interests of $4.4 million. The difference between the cash paid and the derecognized noncontrolling interests was treated as an equity transaction in the condensed consolidated statements of stockholders’ equity in accordance with Accounting Standards Codification (“ASC”) 810, Consolidation, and will reverse from equity upon the completion of the Port Sale Transaction as a result of the Company’s conclusion that the multiple arrangements should be treated as a single transaction.
On July 1, 2026, the Company completed the Port Disposal, thereby completing the Port Sale Transaction. Cash proceeds received for the Port Disposal were approximately $180.0 million, after customary transaction adjustments. Accounting for the effects of the Pre-Closing Ownership Restructuring and net of cash transferred, transaction costs, customary transaction completion adjustments, cash taxes and other adjustments, total cumulative net cash proceeds of the Port Sale Transaction are expected to be approximately $95.0 million. See Note 20 “Subsequent Events”.
The Company will 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. The Company is expected to incur capital expenditure of approximately $10.0 million to upgrade an adjacent facility as part of this agreement.
The assets and liabilities of the Ecuadorian Port Business (“Port disposal group”) have been reclassified into held for sale as of June 30, 2026 and December 31, 2025. See Note 11 “Assets Held for Sale and Actively Marketed Property” 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 and six months ended June 30, 2026 and June 30, 2025 were not material. Changes to goodwill were primarily driven by foreign currency translation in the six months ended June 30, 2026.
See Note 20 “Subsequent Events” for additional detail.
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 and six months ended June 30, 2025. Additionally, its cash flows have been separately stated as discontinued operations in the condensed consolidated statements of cash flows for the six months ended June 30, 2025.
In the six months ended June 30, 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.
In the three and six months ended June 30, 2025, an after-tax loss was recorded to adjust the carrying amount of the Fresh Vegetables division to estimated fair value, less costs to sell. The after-tax impact of this loss in the three and six months ended June 30, 2025 was $37.8 million (gross loss of $50.7 million net of a deferred tax credit of $12.9 million) and $45.3 million (gross loss of $60.9 million net of a deferred tax credit of $15.5 million), respectively.
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 loss from discontinued operations, net of income taxes, in the condensed consolidated statements of operations.