Document and Entity Information
Document and Entity Information | 9 Months Ended |
Jul. 31, 2018shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Jul. 31, 2018 |
Document Fiscal Year Focus | 2,018 |
Document Fiscal Period Focus | Q3 |
Entity Registrant Name | CALAVO GROWERS INC |
Entity Central Index Key | 1,133,470 |
Current Fiscal Year End Date | --10-31 |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 17,567,616 |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 31, 2018 | Oct. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 2,029 | $ 6,625 |
Accounts receivable, net of allowances of $3,787 (2018) $2,490 (2017) | 73,412 | 69,750 |
Inventories, net | 35,857 | 30,858 |
Prepaid expenses and other current assets | 6,688 | 6,872 |
Advances to suppliers | 5,321 | 4,346 |
Income taxes receivable | 1,377 | |
Total current assets | 123,307 | 119,828 |
Property, plant, and equipment, net | 121,309 | 120,072 |
Investment in Limoneira Company | 47,121 | 40,362 |
Investment in unconsolidated entities | 33,121 | 33,019 |
Deferred income taxes | 4,778 | 9,783 |
Goodwill | 18,262 | 18,262 |
Other assets | 25,035 | 22,791 |
Total assets | 372,933 | 364,117 |
Current liabilities: | ||
Payable to growers | 22,025 | 16,524 |
Trade accounts payable | 16,338 | 22,911 |
Accrued expenses | 35,799 | 39,946 |
Income taxes payable | 976 | |
Short-term borrowings | 8,000 | 20,000 |
Dividend payable | 16,657 | |
Current portion of long-term obligations | 118 | 129 |
Total current liabilities | 83,256 | 116,167 |
Long-term liabilities: | ||
Long-term obligations, less current portion | 350 | 439 |
Deferred rent | 2,782 | 2,732 |
Other long-term liabilities | 657 | |
Total long-term liabilities | 3,132 | 3,828 |
Commitments and contingencies | ||
Shareholders' equity: | ||
Common stock ($0.001 par value, 100,000 shares authorized; 17,568 (2018) and 17,533 (2017) shares issued and outstanding) | 18 | 18 |
Additional paid-in capital | 157,011 | 154,243 |
Accumulated other comprehensive income | 15,715 | 10,434 |
Noncontrolling interest | 1,779 | 1,016 |
Retained earnings | 112,022 | 78,411 |
Total shareholders' equity | 286,545 | 244,122 |
Total liabilities and shareholders' equity | $ 372,933 | $ 364,117 |
CONSOLIDATED CONDENSED BALANCE3
CONSOLIDATED CONDENSED BALANCE SHEETS (PARENTHETICAL) - USD ($) shares in Thousands, $ in Thousands | Jul. 31, 2018 | Oct. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowances of accounts receivable | $ 3,787 | $ 2,490 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000 | 100,000 |
Common stock, shares issued | 17,568 | 17,533 |
Common stock, shares outstanding | 17,568 | 17,533 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2018 | Jul. 31, 2017 | |
Income Statement [Abstract] | ||||
Net sales | $ 296,419 | $ 301,645 | $ 808,752 | $ 798,361 |
Cost of sales | 263,349 | 276,793 | 717,403 | 715,332 |
Gross profit | 33,070 | 24,852 | 91,349 | 83,029 |
Selling, general and administrative | 13,893 | 12,698 | 42,285 | 41,950 |
Operating income | 19,177 | 12,154 | 49,064 | 41,079 |
Interest expense | (135) | (227) | (654) | (797) |
Other income, net | 406 | 96 | 831 | 462 |
Income before provision for income taxes and income (loss) from unconsolidated entities | 19,448 | 12,023 | 49,241 | 40,744 |
Provision for income taxes | 3,403 | 3,719 | 12,469 | 13,883 |
Income (loss) from unconsolidated entities | (3,677) | 492 | (3,399) | 90 |
Net income | 12,368 | 8,796 | 33,373 | 26,951 |
Net loss (income) attributable to noncontrolling interest | (18) | 14 | 238 | 53 |
Net income attributable to Calavo Growers, Inc. | $ 12,350 | $ 8,810 | $ 33,611 | $ 27,004 |
Calavo Growers, Inc.’s net income per share: | ||||
Basic | $ 0.71 | $ 0.51 | $ 1.92 | $ 1.55 |
Diluted | $ 0.70 | $ 0.50 | $ 1.91 | $ 1.54 |
Number of shares used in per share computation: | ||||
Basic | 17,481 | 17,428 | 17,475 | 17,412 |
Diluted | 17,581 | 17,544 | 17,567 | 17,507 |
CONSOLIDATED CONDENSED STATEME5
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2018 | Jul. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 12,368 | $ 8,796 | $ 33,373 | $ 26,951 |
Other comprehensive income, before tax: | ||||
Unrealized investment gains | 6,880 | 3,595 | 6,758 | 5,307 |
Income tax expense related to items of other comprehensive income | (1,789) | (1,312) | (1,477) | (1,937) |
Other comprehensive loss, net of tax | 5,091 | 2,283 | 5,281 | 3,370 |
Comprehensive income | 17,459 | 11,079 | 38,654 | 30,321 |
Net loss (income) attributable to noncontrolling interest | (18) | 14 | 238 | 53 |
Comprehensive income – Calavo Growers, Inc. | $ 17,441 | $ 11,093 | $ 38,892 | $ 30,374 |
CONSOLIDATED CONDENSED STATEME6
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Jul. 31, 2018 | Jul. 31, 2017 | |
Cash Flows from Operating Activities: | ||
Net income | $ 33,373 | $ 26,951 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 9,796 | 7,598 |
Provision for losses/recoveries on accounts receivable | (10) | 1,220 |
Loss (income) from unconsolidated entities | 3,399 | (90) |
Stock compensation expense | 3,716 | 3,489 |
Gain on disposal of property, plant, and equipment | (108) | |
Deferred income taxes | 3,527 | |
Effect on cash of changes in operating assets and liabilities: | ||
Accounts receivable, net | (3,652) | (12,336) |
Inventories, net | (4,999) | (865) |
Prepaid expenses and other current assets | (203) | (940) |
Advances to suppliers | (775) | 1,906 |
Income taxes receivable/payable | 2,353 | 82 |
Other assets | (3,246) | (3,473) |
Payable to growers | 5,500 | 7,023 |
Deferred rent | 50 | 202 |
Trade accounts payable, accrued expenses and other long-term liabilities | (8,753) | 10,418 |
Net cash provided by operating activities | 39,968 | 41,185 |
Cash Flows from Investing Activities: | ||
Acquisitions of and deposits on property, plant, and equipment | (11,551) | (41,078) |
Proceeds received for repayment of San Rafael note | 349 | 297 |
Loan to FreshRealm | (2,500) | |
Proceeds received for repayment of loan to FreshRealm | 2,500 | |
Net cash used in investing activities | (14,702) | (48,490) |
Cash Flows from Financing Activities: | ||
Payment of dividend to shareholders | (16,657) | (15,696) |
Proceeds from revolving credit facility | 185,500 | 124,500 |
Payments on revolving credit facility | (197,500) | (105,500) |
Payment of minimum withholding taxes on net share settlement of equity awards | (1,158) | |
Purchase of noncontrolling interest of Salsa Lisa | (1,000) | |
Payments on long-term obligations | (100) | (35) |
Proceeds from stock option exercises | 53 | 65 |
Net cash provided by (used in) financing activities | (29,862) | 2,334 |
Net decrease in cash and cash equivalents | (4,596) | (4,971) |
Cash and cash equivalents, beginning of period | 6,625 | 13,842 |
Cash and cash equivalents, end of period | 2,029 | 8,871 |
Noncash Investing and Financing Activities: | ||
Acquisitions of property, plant, and equipment with capital lease | 43 | |
Property, plant, and equipment included in trade accounts payable and accrued expenses | 367 | 583 |
Noncash transfer of noncontrolling interest | 1,001 | |
Collection for Agricola Belher Infrastructure Advance | 200 | |
Unrealized investment gain | 6,758 | 5,307 |
FreshRealm [Member] | ||
Cash Flows from Investing Activities: | ||
Investment in entity | $ (3,500) | (7,209) |
Don Memo [Member] | ||
Cash Flows from Investing Activities: | ||
Investment in entity | $ (500) |
Description of the business
Description of the business | 9 Months Ended |
Jul. 31, 2018 | |
Accounting Policies [Abstract] | |
Description of the business | 1. Description of the business Business Calavo Growers, Inc. (Calavo, the Company, we, us or our), is a global leader in the avocado industry and an expanding provider of value-added fresh food. Our expertise in marketing and distributing avocados, prepared avocados, and other perishable foods allows us to deliver a wide array of fresh and prepared food products to retail grocery, foodservice, club stores, mass merchandisers, food distributors and wholesalers on a worldwide basis. We procure avocados from California, Mexico and other growing regions around the world. Through our various operating facilities, we (i) sort, pack, and/or ripen avocados, tomatoes and/or Hawaiian grown papayas, (ii) create, process and package guacamole and salsa and (iii) create, process and package a portfolio of healthy fresh foods including fresh-cut fruit, fresh-cut vegetables, and prepared foods. We distribute our products both domestically and internationally and report our operations in three different business segments: Fresh products, Calavo Foods and Renaissance Food Group (RFG). The accompanying unaudited consolidated condensed financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments, consisting of adjustments of a normal recurring nature necessary to present fairly the Company’s financial position, results of operations and cash flows. The results of operations for interim periods are not necessarily indicative of the results that may be expected for a full year. These statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2017. Recently Adopted Accounting Pronouncements In May 2017, the FASB issued an ASU, Stock Compensation (Topic 718), Scope of Modification Accounting . This ASU clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. The guidance clarifies that modification accounting will be applied if the value, vesting conditions or classification of the award changes. The Company adopted this new standard beginning in the three months ended January 31, 2018. The adoption of the amendment did not have a material impact on the Company’s consolidated financial statements. Recently Issued Accounting Standards In June 2018, the FASB issued an ASU , Improvements to Nonemployee Share-Based Payment Accounting . The FASB is issuing this update to simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. This ASU will be effective for us beginning the first day of our 2020 fiscal year. We are evaluating the impact of the update of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements. In February 2018, the FASB issued an ASU, Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income , which amends Accounting Standards Codification ("ASC") 220, Income Statement — Reporting Comprehensive Income, to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act, (the "Act"). In addition, under the ASU, an entity will be required to provide certain disclosures regarding stranded tax effects. This ASU is effective for us the first day of our 2020 fiscal year. Early adoption is permitted. We are evaluating the impact of adoption of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements. In January 2017, the FASB issued an ASU, Business Combinations: Clarifying the Definition of a Business, which adds guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This ASU will be effective for us beginning the first day of our 2019 fiscal year. Early adoption is permitted. We do not expect this ASU to have an impact until an applicable transaction takes place. In October 2016, the FASB issued an ASU, Intra-Entity Transfers of Assets Other Than Inventory , which will require companies to recognize the income tax effects of intra-entity sales and transfers of assets other than inventory, particularly those asset transfers involving intellectual property, in the period in which the transfer occurs. The ASU will be effective for us beginning the first day of our 2019 fiscal year and is not expected to have a significant impact upon adoption. In January 2017, the FASB issued an ASU, Simplifying the Test for Goodwill Impairment, which removes the requirement to compare the implied fair value of goodwill with its carrying amount as part of step 2 of the goodwill impairment test. The ASU permits an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and to recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. This ASU will be effective for us beginning the first day of our 2021 fiscal year and is not expected to have a significant impact upon adoption. In February 2016, the FASB issued an ASU, Leases , which requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of use asset and a corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the right-of-use asset, and for operating leases, the lessee would recognize a straight-line total lease expense. The guidance also requires qualitative and specific quantitative disclosures to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities, including significant judgments and changes in judgments. This ASU will be effective for us beginning the first day of our 2020 fiscal year. Early adoption is permitted. Although we are in the process of evaluating the impact of adoption of ASU 2016-02 on our consolidated financial statements, we currently expect the most significant changes will be related to the recognition of material new long-term right-of-use assets and lease liabilities on our consolidated balance sheet. In January 2016, the FASB issued an ASU, which requires equity investments (except those accounted for under the equity method of accounting) to be measured at fair value with changes in fair value recognized in net income. The guidance is effective for fiscal years and interim period within those fiscal years beginning after December 15, 2017. Early adoption is permitted. The impact of the adoption of this ASU on our consolidated statements of income depends on the net unrealized gain or loss on our equity investment. For the three months ended July 31, 2018 and 2017, the net unrealized gain on our equity investment was $6.9 million and $3.6 million. For the nine months ended July 31, 2018 and 2017, the net unrealized gain on our equity investment was $6.8 million and $5.3 million. In May 2014, the FASB issued a comprehensive new revenue recognition standard which will supersede previous existing revenue recognition guidance. The standard is intended to clarify the principles of recognizing revenue and create common revenue recognition guidance between U.S. GAAP and International Financial Reporting Standards. The standard also requires expanded disclosures surrounding revenue recognition. During fiscal 2017, the FASB issued additional clarification guidance on the new revenue recognition standard which also included certain scope improvements and practical expedients. The standard (including clarification guidance issued) is effective for fiscal periods beginning after December 15, 2017, which will be our first quarter of fiscal 2019. We will adopt the new standard using the modified retrospective transition method, under which the cumulative effect of initially applying the new guidance is recognized as an adjustment to the opening balance of retained earnings on the first day of our 2019 fiscal year. Based on our findings to date, we do not expect the standard to have a material impact on our results of operations or financial position. Our assessment, however, is not yet complete. During fiscal 2018, we plan to finalize our review. |
Information regarding our opera
Information regarding our operations in different segments | 9 Months Ended |
Jul. 31, 2018 | |
Segment Reporting [Abstract] | |
Information regarding our operations in different segments | 2. Information regarding our operations in different segments We report our operations in three different business segments: (1) Fresh products, (2) Calavo Foods, and (3) RFG. These three business segments are presented based on how information is used by our Chief Executive Officer to measure performance and allocate resources. The Fresh products segment includes all operations that involve the distribution of avocados and other fresh produce products. The Calavo Foods segment represents all operations related to the purchase, manufacturing, and distribution of prepared products, including guacamole and salsa. The RFG segment represents all operations related to the manufacturing and distribution of fresh-cut fruit, fresh-cut vegetables, vegetables and prepared foods. Selling, general and administrative expenses, as well as other non-operating income/expense items, are evaluated by our Chief Executive Officer in the aggregate. We do not allocate assets, or specifically identify them to, our operating segments. Data in the following tables is presented in thousands: Three months ended July 31, 2018 Three months ended July 31, 2017 Fresh Calavo Fresh Calavo products Foods RFG Total products Foods RFG Total Avocados $ 141,545 $ — $ — $ 141,545 $ 161,183 $ — $ — $ 161,183 Tomatoes 6,248 — — 6,248 6,715 — — 6,715 Papayas 2,882 — — 2,882 2,225 — — 2,225 Other fresh products 142 — — 142 77 — — 77 Prepared avocado products — 28,395 — 28,395 — 22,836 — 22,836 Salsa — 1,010 — 1,010 — 1,100 — 1,100 Fresh-cut fruit & vegetables and prepared foods — — 121,924 121,924 — — 112,804 112,804 Total gross sales 150,817 29,405 121,924 302,146 170,200 23,936 112,804 306,940 Less sales incentives (600) (3,239) (679) (4,518) (727) (2,833) (329) (3,889) Less inter-company eliminations (383) (826) — (1,209) (554) (852) — (1,406) Net sales $ 149,834 $ 25,340 $ 121,245 $ 296,419 $ 168,919 $ 20,251 $ 112,475 $ 301,645 Nine months ended July 31, 2018 Nine months ended July 31, 2017 Fresh Calavo Fresh Calavo products Foods RFG Total products Foods RFG Total Avocados $ 378,217 $ — $ — $ 378,217 $ 408,848 $ — $ — $ 408,848 Tomatoes 26,295 — — 26,295 23,174 — — 23,174 Papayas 8,539 — — 8,539 6,544 — — 6,544 Other fresh products 246 — — 246 178 — — 178 Prepared avocado products — 75,433 — 75,433 — 61,351 — 61,351 Salsa — 2,615 — 2,615 — 3,133 — 3,133 Fresh-cut fruit & vegetables and prepared foods — — 333,682 333,682 — — 308,879 308,879 Total gross sales 413,297 78,048 333,682 825,027 438,744 64,484 308,879 812,107 Less sales incentives (1,692) (9,288) (1,774) (12,754) (1,260) (8,339) (995) (10,594) Less inter-company eliminations (1,051) (2,470) — (3,521) (883) (2,269) — (3,152) Net sales $ 410,554 $ 66,290 $ 331,908 $ 808,752 $ 436,601 $ 53,876 $ 307,884 $ 798,361 Fresh Calavo products Foods RFG Total Three months ended July 31, 2018 Net sales before intercompany eliminations $ 150,217 $ 26,166 $ 121,245 $ 297,628 Intercompany eliminations (383) (826) — (1,209) Net sales 149,834 25,340 121,245 296,419 Cost of sales before intercompany eliminations 135,254 17,739 111,565 264,558 Intercompany eliminations (351) (540) (318) (1,209) Cost of sales 134,903 17,199 111,247 263,349 Gross profit $ 14,931 $ 8,141 $ 9,998 $ 33,070 Three months ended July 31, 2017 Net sales before intercompany eliminations $ 169,473 $ 21,103 $ 112,475 $ 303,051 Intercompany eliminations (554) (852) — (1,406) Net sales 168,919 20,251 112,475 301,645 Cost of sales before intercompany eliminations 152,459 20,071 105,669 278,199 Intercompany eliminations (488) (896) (22) (1,406) Cost of sales 151,971 19,175 105,647 276,793 Gross profit $ 16,948 $ 1,076 $ 6,828 $ 24,852 Fresh Calavo products Foods RFG Total Nine months ended July 31, 2018 Net sales before intercompany eliminations $ 411,605 $ 68,760 $ 331,908 $ 812,273 Intercompany eliminations (1,051) (2,470) (3,521) Net sales 410,554 66,290 331,908 808,752 Cost of sales before intercompany eliminations 367,209 46,200 307,515 720,924 Intercompany eliminations (963) (1,578) (980) (3,521) Cost of sales 366,246 44,622 306,535 717,403 Gross profit $ 44,308 $ 21,668 $ 25,373 $ 91,349 Nine months ended July 31, 2017 Net sales before intercompany eliminations $ 437,484 $ 56,145 $ 307,884 $ 801,513 Intercompany eliminations (883) (2,269) — (3,152) Net sales 436,601 53,876 307,884 798,361 Cost of sales before intercompany eliminations 388,753 43,995 285,736 718,484 Intercompany eliminations (748) (1,887) (517) (3,152) Cost of sales 388,005 42,108 285,219 715,332 Gross profit $ 48,596 $ 11,768 $ 22,665 $ 83,029 For the three months ended July 31, 2018 and 2017, inter-segment sales and cost of sales of $0.3 million and $0.6 million between Fresh products and RFG were eliminated. For the nine months ended July 31, 2018 and 2017, inter-segment sales and cost of sales of $0.9 million between Fresh products and RFG were eliminated. For the three months ended July 31, 2018 and 2017, inter-segment sales and cost of sales of $0.8 million and $0.9 million between Calavo Foods and RFG were eliminated. For the nine months ended July 31, 2018 and 2017, inter-segment sales and cost of sales of $2.5 million and $2.3 million between Calavo Foods and RFG were eliminated. For the three months ended July 31, 2018, inter-segment sales and cost of sales of $0.1 million between Fresh products and Calavo Foods were eliminated. For the nine months ended July 31, 2018, inter-segment sales and cost of sales of $0.2 million between Fresh products and Calavo Foods were eliminated. |
Inventories
Inventories | 9 Months Ended |
Jul. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | 3. Inventories consist of the following (in thousands): July 31, October 31, 2018 2017 Fresh fruit $ 17,155 $ 14,566 Packing supplies and ingredients 10,504 9,755 Finished prepared foods 8,198 6,537 $ 35,857 $ 30,858 Inventories are stated at the lower of cost or net realizable value. We periodically review the value of items in inventory and record any necessary write downs of inventory based on our assessment of market conditions. No inventory reserve was considered necessary as of July 31, 2018. We recorded a write down of $0.4 million to adjust our fresh fruit inventory to the lower of cost or net realizable value as of October 31, 2017. |
Related party transactions
Related party transactions | 9 Months Ended |
Jul. 31, 2018 | |
Related-Party Transactions [Abstract] | |
Related party transactions | 4. Certain members of our Board of Directors market California avocados through Calavo pursuant to marketing agreements substantially similar to the marketing agreements that we enter into with other growers. During the three months ended July 31, 2018 and 2017, the aggregate amount of avocados procured from entities owned or controlled by members of our Board of Directors was $9.2 million and $12.3 million. During the nine months ended July 31, 2018 and 2017, the aggregate amount of avocados procured from entities owned or controlled by members of our Board of Directors was $11.2 million and $17.5 million. Amounts payable to these Board members were $1.9 million as of July 31, 2018. We did not have any amounts payable to these Board members as of October 31, 2017. During the three months ended July 31, 2018 and 2017, we received $0.1 million as dividend income from Limoneira Company (Limoneira). During the nine months ended July 31, 2018 and 2017, we received $0.3 million as dividend income from Limoneira. In addition, we lease office space from Limoneira and paid rental expenses of $0.1 million for the three months ended July 31, 2018 and 2017. We paid to Limoneira rental expenses of $0.2 million for the nine months ended July 31, 2018 and 2017. Harold Edwards, who is a member of our Board of Directors, is the Chief Executive Officer of Limoneira Company. We have a 10% ownership interest in Limoneira. Additionally, our Chief Executive Officer is a member of the Limoneira Board of Directors. We currently have a member of our Board of Directors who also serves as a partner in the law firm of TroyGould PC, which frequently represents Calavo as legal counsel. During each of the three months ended July 31, 2018 and 2017, Calavo Growers, Inc. paid fees totaling less than $0.1 million to TroyGould PC. During each of the nine months ended July 31, 2018 and 2017, Calavo Growers, Inc. paid fees totaling $0.1 million and $0.2 million to TroyGould PC. In December 2014, Calavo formed a wholly owned subsidiary Calavo Growers De Mexico, S. de R.L. de C.V. (Calavo Sub). In July 2015, Calavo Sub entered into a Shareholder Agreement with Grupo Belo del Pacifico, S.A. de C.V., (Belo) a Mexican Company owned by Agricola Belher, and formed Agricola Don Memo, S.A. de C.V. (Don Memo). Belo and Calavo Sub have an equal one-half ownership interest in Don Memo. Pursuant to a management service agreement, Belo, through its officers and employees, has day-to-day power and authority to manage the operations. Belo is entitled to a management fee, as defined, which is payable annually in July of each year. Additionally, Calavo Sub is entitled to commission, for the sale of produce in the Mexican National Market, United States, Canada, and any other overseas market. In January 2016, our unconsolidated subsidiary, Don Memo, entered into a loan agreement in the amount of $4.5 million with Bank of America, N.A. (BoA) proceeds of which were used by Don Memo to repay debt owed to Calavo. Also in January 2016, Calavo and BoA, entered into a Continuing and Unconditional Guaranty Agreement (the Guaranty). Under the terms of the Guaranty, Calavo unconditionally guarantees and promises to pay BoA any and all Indebtedness, as defined therein, of our unconsolidated subsidiary Don Memo to BoA. Belo has also entered into a similar guarantee with BoA. As of July 31, 2018, Don Memo was not in compliance with covenants related to this loan agreement with BoA. In August 2018, Don Memo obtained a waiver for this violation. As of July 31, 2018 and October 31, 2017, we have an investment of $4.7 million and $4.6 million, representing Calavo Sub’s 50% ownership in Don Memo, which is included as an investment in unconsolidated entities on our balance sheet. We make advances to Don Memo for operating purposes, provide additional advances as shipments are made during the season, and return the proceeds from tomato sales under our marketing program to Don Memo, net of our commission and aforementioned advances. As of July 31, 2018 and October 31, 2017, we had outstanding advances of $2.5 million and $1.6 million to Don Memo. During the three months ended July 31, 2018 and 2017, we recorded $3.4 million and $4.3 million of expenses to Don Memo pursuant to our consignment agreement. During the nine months ended July 31, 2018 and 2017, we recorded $7.2 million and $5.0 million of expenses to Don Memo pursuant to our consignment agreement. We had grower advances due from Belher of $2.0 million and $4.0 million as of July 31, 2018 and October 31, 2017, which are netted against the grower payable. In addition, we had infrastructure advances due from Belher of $0.4 million and $0.6 million as of July 31, 2018 and October 31, 2017. Of these infrastructure advances $0.2 million was recorded as receivable in prepaid and other current assets. The remaining $0.2 million of these infrastructure advances are recorded in other assets. During the three months ended July 31, 2018 and 2017, we recorded $1.5 million and $0.8 million of expenses to Belher pursuant to our consignment agreement. During the nine months ended July 31, 2018 and 2017, we recorded $14.1 million and $13.9 million of expenses to Belher pursuant to our consignment agreement. In August 2015, we entered into Shareholder’s Agreement with various partners and created Avocados de Jalisco, S.A.P.I. de C.V. (“Avocados de Jalisco”). Avocados de Jalisco is a Mexican corporation created to engage in procuring, packing and selling avocados. This entity is approximately 83% owned by Calavo and is consolidated in our financial statements. Avocados de Jalisco built a packinghouse located in Jalisco, Mexico, which began operations in June of 2017. As of July 31, 2018 and October 31, 2017, we have made preseason advances of approximately $0.1 million to various partners of Avocados de Jalisco. During the three months ended July 31, 2018 and 2017, we purchased approximately $0.9 million and $1.7 million of avocados from the partners of Avocados de Jalisco. During the nine months ended July 31, 2018 and 2017, we purchased approximately $1.1 million and $1.7 million of avocados from the partners of Avocados de Jalisco. In January 2018, we transferred $1.0 million of interest to the Avocados de Jalisco noncontrolling members. As of July 31, 2018 and October 31, 2017, we have an investment of $28.4 million in FreshRealm, LLC (“FreshRealm”). We record the amount of our investment in FreshRealm in “Investment in unconsolidated entities” on our Consolidated Condensed Balance Sheets and recognize losses in FreshRealm in “Income (loss) in unconsolidated entities” in our Consolidated Condensed Statement of Income. See Note 13 for additional information. On July 3 rd , 2018, we entered into a $2.5 million Promissory Note with FreshRealm. That note was repaid in full on July 31, 2018 in connection with the debt and equity financing described below. Effective July 31, 2018, we entered into a Note and Membership Unit Purchase Agreement (“NMUPA”) with FreshRealm, pursuant to which we agreed to provide additional financing to FreshRealm, subject to certain terms and conditions. Pursuant to such NMUPA, we entered into a Subscription Agreement with FreshRealm, whereby we purchased $3.5 million of equity units in FreshRealm, on July 31, 2018. FreshRealm concurrently entered into subscription agreements with certain third-party investors for an additional $3.5 million of equity investments. As of July 31, 2018, our ownership percentage in FreshRealm was approximately 37%. Additionally, pursuant to such NMUPA, we entered into a $12 million Senior Promissory Note and corresponding Security Agreement (collectively, the “Agreements”) with FreshRealm, effective August 10, 2018. Pursuant to the Agreements, the $12 million facility is available in two $6 million tranches. On August 10, 2018, we funded the first $6 million tranche to FreshRealm. The second $6 million tranche will be available to FreshRealm upon its attainment of least $17 million in gross revenues over any consecutive two calendar months (i.e. in aggregate). See Note 13 for further information. Three officers and five members of our board of directors have investments in FreshRealm. In addition, as of July 31, 2018 and October 31, 2017, we have a loan to FreshRealm members of approximately $0.2 million and $0.3 million. In December 2017, our Chairman and Chief Executive Officer invested $1.5 million into FreshRealm. In January 2018, one of our non-executive directors invested $1.8 million into FreshRealm. In the second quarter of fiscal 2018, two of our non-executive directors invested $1.2 million into FreshRealm. We provide storage services to FreshRealm from our New Jersey and Texas Value-Added Depots, and our RFG Riverside facility. We have received $0.1 million in storage services revenue from FreshRealm in the three months ended July 31, 2018. We have received $0.2 million in storage services revenue from FreshRealm in the nine months ended July 31, 2018. For the three months ended July 31, 2018 and 2017, RFG has sold $3.6 million and $2.1 million of products to FreshRealm. For the nine months ended July 31, 2018 and 2017, RFG has sold $7.4 million and $5.1 million of products to FreshRealm. The previous owners of RFG, one of which is currently an officer of Calavo, have a majority ownership of certain entities that provide various services to RFG, specifically LIG Partners, LLC and THNC, LLC. One of RFG’s California operating facilities leases a building from LIG Partners, LLC (LIG) pursuant to an operating lease. RFG’s Texas operating facility leases a building from THNC, LLC (THNC) pursuant to an operating lease. See the following tables for the related party activity for the three and nine months ended July 31, 2018 and 2017: Three months ended July 31, (in thousands) 2018 2017 Rent paid to LIG $ 139 $ 138 Rent paid to THNC, LLC $ 199 $ 199 Nine months ended July 31, (in thousands) 2018 2017 Rent paid to LIG $ 417 $ 407 Rent paid to THNC, LLC $ 597 $ 460 |
Other assets
Other assets | 9 Months Ended |
Jul. 31, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | 5. Other assets consist of the following (in thousands): July 31, October 31, 2018 2017 Intangibles, net $ 1,386 $ 2,226 Mexican IVA (i.e. value-added) taxes receivable 22,127 18,174 Infrastructure advance to Agricola Belher 200 400 Loan to FreshRealm members — 315 Notes receivable from San Rafael 154 493 Other 1,168 1,183 $ 25,035 $ 22,791 Intangible assets consist of the following (in thousands): July 31, 2018 October 31, 2017 Weighted- Gross Net Gross Net Average Carrying Accum. Book Carrying Accum. Book Useful Life Value Amortization Value Value Amortization Value Customer list/relationships 8.0 years $ 7,640 $ (6,874) $ 766 $ 7,640 $ (6,181) $ 1,459 Trade names 8.4 years 2,760 (2,639) 121 2,760 (2,529) 231 Trade secrets/recipes 9.3 years 630 (406) 224 630 (369) 261 Brand name intangibles indefinite 275 — 275 275 — 275 Non-competition agreements 5.0 years 267 (267) — 267 (267) — Intangibles, net $ 11,572 $ (10,186) $ 1,386 $ 11,572 $ (9,346) $ 2,226 We anticipate recording amortization expense of approximately $0.3 million for the remainder of fiscal 2018, $0.7 million for fiscal year 2019, $0.1 million for fiscal year 2020, $0.1 million for fiscal year 2021, and $0.1 million for thereafter, through fiscal year 2023. See Note 11 for additional information related to Mexican IVA taxes. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Jul. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 6. In April 2011, our shareholders approved the Calavo Growers, Inc. 2011 Management Incentive Plan (the “2011 Plan”). All directors, officers, employees and consultants (including prospective directors, officers, employees and consultants) of Calavo and its subsidiaries are eligible to receive awards under the 2011 Plan. Up to 1,500,000 shares of common stock may be issued by Calavo under the 2011 Plan. On January 2, 2018, all 12 of our non-employee directors were granted 1,750 restricted shares each (total of 21,000 shares). These shares have full voting rights and participate in dividends as if unrestricted. The closing price of our stock on such date was $85.90. On January 2, 2019, as long as the directors are still serving on the board, these shares lose their restriction and become non-forfeitable and transferable. These shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants was $0.5 million for the three months ended July 31, 2018. The total recognized stock-based compensation expense for these grants was $1.1 million for the nine months ended July 31, 2018. On December 18, 2017, our executive officers were granted a total of 25,241 restricted shares. These shares have full voting rights and participate in dividends as if unrestricted. The closing price of our stock on such date was $75.45. These shares vest in one-third increments, on an annual basis, beginning December 18, 2018. These shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants was $0.2 million for the three months ended July 31, 2018. The total recognized stock-based compensation expense for these grants was $0.4 million for the nine months ended July 31, 2018. On October 31, 2017, a member of the management team at RFG resigned. His unvested portion of restricted stock issued in December of 2016 and January of 2016 was forfeited. On January 25, 2018, in consideration of and in exchange for his forfeiture of restricted shares upon his resignation, the board of directors granted 10,788 shares of unrestricted stock, which immediately vested. The closing price of our stock on such date was $87.10. We recorded for this grant $0.8 million of stock-based compensation expense in our fiscal first quarter of 2018. On February 2, 2017, our Vice President of the Foods Division retired from Calavo for medical reasons. In January 2018, per the terms of our 2011 Plan and the respective employee award, the board of directors awarded the portion of the fiscal 2017 management bonus for the percentage of the year worked. As a result, he was granted 867 shares of unrestricted stock, which immediately vested. As a result, we recorded $0.1 million of stock-based compensation expense in our fiscal first quarter of 2018. A summary of restricted stock activity, related to our 2011 Management Incentive Plan, is as follows (in thousands, except for per share amounts): Weighted-Average Aggregate Number of Shares Grant Price Intrinsic Value Outstanding at October 31, 2017 103 $ 54.64 Vested (56) $ 54.27 Forfeited (7) $ 52.69 Granted 47 $ 80.20 Outstanding at July 31, 2018 87 $ 68.08 $ 8,023 The total recognized stock-based compensation expense for restricted stock was $0.9 million and $0.8 million for the three months ended July 31, 2018 and 2017. The total recognized stock-based compensation expense for restricted stock was $2.7 million and $2.3 million for the nine months ended July 31, 2018 and 2017. Total unrecognized stock-based compensation expense totaled $3.9 million and $3.0 million as of July 31, 2018 and October 31, 2017, and will be amortized through fiscal year 2020. Stock options are granted with exercise prices of not less than the fair market value at grant date, generally vest over one to five years and generally expire two to five years after the grant date. We settle stock option exercises with newly issued shares of common stock. We measure compensation cost for all stock-based awards at fair value on the date of grant and recognize compensation expense in our consolidated statements of operations over the service period that the awards are expected to vest. We measure the fair value of our stock based compensation awards on the date of grant. A summary of stock option activity, related to our 2005 Stock Incentive Plan, is as follows (in thousands, except for per share amounts): Weighted-Average Aggregate Number of Shares Exercise Price Intrinsic Value Outstanding at October 31, 2017 7 $ 18.54 Exercised (3) $ 17.66 Outstanding at July 31, 2018 4 $ 19.20 $ 370 Exercisable at July 31, 2018 4 $ 19.20 $ 370 At July 31, 2018, outstanding and exercisable stock options had a weighted-average remaining contractual term of 1.6 years. The total recognized and unrecognized stock-based compensation expense was insignificant for the three and nine months ended July 31, 2018. A summary of stock option activity, related to our 2011 Management Incentive Plan, is as follows (in thousands, except for per share amounts): Weighted-Average Aggregate Exercise Intrinsic Number of Shares Price Value Outstanding at October 31, 2017 20 $ 40.07 Outstanding at July 31, 2018 20 $ 40.07 $ 1,049 Exercisable at July 31, 2018 12 $ 29.01 $ 762 At July 31, 2018, outstanding and exercisable stock options had a weighted-average remaining contractual term of 4.5 years. The total recognized and unrecognized stock-based compensation expense was insignificant for the three and nine months ended July 31, 2018. |
Other events
Other events | 9 Months Ended |
Jul. 31, 2018 | |
Other Events [Abstract] | |
Other events | 7. Dividend payment On December 8, 2017, we paid a $0.95 per share dividend in the aggregate amount of $16.7 million to shareholders of record on November 17, 2017. Litigation We were a named defendant in two class action lawsuits filed in Superior state courts in California alleging violations of California wage-and-hour laws, failure to pay overtime, failure to pay for missed meal and rest periods, failure to provide accurate itemized wage statements, failure to pay all wages due at the time of termination or resignation, as well as statutory penalties for violation of the California Labor Code and Minimum Wage Order-2014. In August 2017, the parties reached a tentative settlement of the case (pending court approval), whereby we agreed to pay $0.4 million to resolve the allegations and avoid further distraction that would result if the litigation continued. The Company recorded $0.4 million as a selling, general and administrative expense in the third quarter of fiscal 2017. In August 2018, the court approved the settlement, and we paid $0.4 million. From time to time, we are also involved in other litigation arising in the ordinary course of our business that we do not believe will have a material adverse impact on our financial statements. Mexico tax audits We conduct business internationally and, as a result, one or more of our subsidiaries files income tax returns in U.S. federal, U.S. state and certain foreign jurisdictions. Accordingly, in the normal course of business, we are subject to examination by taxing authorities, primarily in Mexico and the United States. During our third quarter of fiscal 2016, our wholly-owned subsidiary, Calavo de Mexico (“CDM”), received a written communication from the Ministry of Finance and Administration of the government of the State of Michoacan, Mexico (“MFM”) containing preliminary observations related to a fiscal 2011 tax audit of such subsidiary. MFM’s preliminary observations outline certain proposed adjustments primarily related to intercompany funding, deductions for services from certain vendors/suppliers and Value Added Tax (“VAT”). During our fourth fiscal quarter of 2016, we provided a written rebuttal to MFM’s preliminary observations and requested the adoption of a conclusive agreement before the PRODECON (Local Tax Ombudsman) so that a full discussion of the case between us, the MFM and the PRODECON, as appropriate, can lead to a reconsideration of the MFM findings. During our third and fourth fiscal quarters of 2017, several meetings between MFM, PRODECON and us took place and on November 28, 2017, the initial PRODECON process concluded. In April 2018, we filed a second formal agreement before the PRODECON, so that we can continue the discussion of the case between us, the MFM and the PRODECON. During this meeting and discussion period, the statutory period that MFM has in order to issue the tax assessment has been suspended. Currently, we are waiting for the response of the MFM and the PRODECON regarding our next meeting date. We believe we have the legal arguments and documentation to sustain the positions challenged by tax authorities. Additionally, we also received notice from Mexico's Federal Tax Administration Service, Servicio de Administracion Tributaria (SAT), that our wholly-owned Mexican subsidiary, Calavo de Mexico, is currently under examination related to fiscal year 2013. In January 2017, we received preliminary observations from SAT outlining certain proposed adjustments primarily related to intercompany funding deductions for services from certain vendors/suppliers and VAT. We provided a written rebuttal to these preliminary observation during our second fiscal quarter of 2017, which the SAT is in process of analyzing. During our third fiscal quarter of 2017, we requested the adoption of a conclusive agreement before the PRODECON (Local Tax Ombudsman), so that a full discussion of the case between us, the SAT and the PRODECON, as appropriate, can lead to a reconsideration of the SATs findings. During this meeting and discussion period, the statutory period that SAT had in order to issue the tax assessment was suspended. During our first fiscal quarter of 2018, we had an initial meeting with officials from the SAT and the PRODECON, which led to a further exchange of supporting information and documentation. Although several meetings and discussions with the PRODECON and the SAT were conducted during our fiscal third quarter, we were unable to materially resolve our case with the SAT through the PRODECON process. As a result, on July 12, 2018, the SAT’s local office in Uruapan issued to CDM a final tax assessment (the “2013 Assessment”) totaling approximately $2.62 billion Mexican pesos related to Income Tax, Flat Rate Business Tax, and Value Added Tax, related to this fiscal 2013 tax audit. Additionally, the tax authorities have determined an employee’s profit sharing liability totaling approximately $118 million Mexican pesos as well. We have consulted with both an internationally recognized tax advisor, as well as a global law firm with offices throughout Mexico, and we continue to believe this tax assessment is without merit. In August 2018, we filed an administrative appeal on the 2013 Assessment. The filing of an administrative appeal in Mexico is a process in which the taxpayer appeals to a different office within the Mexican tax authorities forcing the legal office within the SAT to rule on the matter. This process preserves the taxpayer’s right to litigate in tax court if the administrative appeal process ends without a favorable or just resolution. Here, CDM has appealed our case to the SAT’s central legal department in Mexico City. Furthermore, in August 2018, we received a favorable ruling from the SAT’s central legal department in Mexico City on another tax matter (see footnote 11 regarding VAT refunds) indicating that they believe our legal interpretation is accurate on a matter that is also central to the 2013 Assessment. We believe this recent ruling significantly undermines the 2013 Assessment we received in July 2018. We continue to believe that the ultimate resolution of these matters is unlikely to have a material effect on our consolidated financial position, results of operations and cash flows. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Jul. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | 8. A fair value measurement is determined based on the assumptions that a market participant would use in pricing an asset or liability. A three-tiered hierarchy draws distinctions between market participant assumptions based on (i) observable inputs such as quoted prices in active markets (Level 1), (ii) inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2) and (iii) unobservable inputs that require the Company to use present value and other valuation techniques in the determination of fair value (Level 3). The following table sets forth our financial assets and liabilities as of July 31, 2018 that are measured on a recurring basis during the period, segregated by level within the fair value hierarchy: Level 1 Level 2 Level 3 Total (All amounts are pres e nted in thousands) Assets at Fair Value: Investment in Limoneira Company (1) $ 47,121 - - $ 47,121 Total assets at fair value $ 47,121 - - $ 47,121 (1) The investment in Limoneira Company consists of marketable securities in the Limoneira Company stock. We currently own approximately 10% of Limoneira’s outstanding common stock. These securities are measured at fair value using quoted market prices. Limoneira’s stock price at July 31, 2018 and October 31, 2017 equaled $27.26 per share and $23.35 per share. Unrealized gains and losses are recognized through other comprehensive income. Unrealized investment holding gains arising during the three months ended July 31, 2018 and 2017 was $6.9 million and $3.6 million. Unrealized investment holding gains arising during the nine months ended July 31, 2018 and 2017 was $6.8 million and $5.3 million. |
Noncontrolling interest
Noncontrolling interest | 9 Months Ended |
Jul. 31, 2018 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling interest | 9. The following table reconciles shareholders’ equity attributable to noncontrolling interest related to Avocados de Jalisco (in thousands). Three months ended July 31, Avocados de Jalisco noncontrolling interest 2018 2017 Noncontrolling interest, beginning $ 1,761 $ 923 Net income (loss) attributable to noncontrolling interest of Avocados de Jalisco 18 (14) Noncontrolling interest, ending $ 1,779 $ 909 Nine months ended July 31, Avocados de Jalisco noncontrolling interest 2018 2017 Noncontrolling interest, beginning $ 1,016 $ 962 Noncash transfer of noncontrolling interest 1,001 — Net loss attributable to noncontrolling interest of Avocados de Jalisco (238) (53) Noncontrolling interest, ending $ 1,779 $ 909 |
Earnings per share
Earnings per share | 9 Months Ended |
Jul. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings per share | 10. Basic and diluted net income per share is calculated as follows (data in thousands, except per share data): Three months ended July 31, Nine months ended July 31, 2018 2017 2018 2017 Numerator: Net Income attributable to Calavo Growers, Inc. $ 12,350 $ 8,810 $ 33,611 $ 27,004 Denominator: Weighted average shares – Basic 17,481 17,428 17,475 17,412 Effect on dilutive securities – Restricted stock/options 100 116 92 95 Weighted average shares – Diluted 17,581 17,544 17,567 17,507 Net income per share attributable to Calavo Growers, Inc: Basic $ 0.71 $ 0.51 $ 1.92 $ 1.55 Diluted $ 0.70 $ 0.50 $ 1.91 $ 1.54 |
Mexican IVA taxes receivable
Mexican IVA taxes receivable | 9 Months Ended |
Jul. 31, 2018 | |
Value Added Tax Receivable [Abstract] | |
Mexican IVA taxes receivable | 11. Included in other assets are tax receivables due from the Mexican government for value-added taxes (IVA) paid in advance. CDM is charged IVA by vendors on certain expenditures in Mexico, which, insofar as they relate to the exportation of goods, translate into IVA amounts receivable from the Mexican government. As of July 31, 2018 and October 31, 2017, IVA receivables totaled $23.7 million and $19.5 million. Historically, CDM received IVA refund payments from the Mexican tax authorities on a timely basis. Beginning in fiscal 2014 and continuing into fiscal 2018, however, the tax authorities began carrying out more detailed reviews of our refund requests and our supporting documentation. Additionally, they are also questioning the refunds requested attributable to IVA paid to certain suppliers that allegedly did not fulfill their own tax obligations. We believe these factors and others have contributed to delays in the processing of IVA claims by the Mexican tax authorities. Currently, we are in the process of collecting such balances through regular administrative processes, but certain amounts may ultimately need to be recovered via legal means. During the first quarter of fiscal 2017, tax authorities informed us that their internal opinion, based on the information provided by the local SAT office in Uruapan, considers that CDM is not properly documented relative to its declared tax structure and therefore CDM cannot claim the refundable IVA balance. CDM has strong arguments and supporting documentation to sustain its declared tax structure for IVA and income tax purposes. CDM decided to start an administrative appeal for the IVA related to the request of the months of July, August and September of 2015 (the “2015 Appeal”) in order to assert its argument that CDM is properly documented and to therefore change the SAT’s internal assessment. In August 2018, we received a favorable ruling from the SAT’s central legal department in Mexico City on the 2015 Appeal indicating that they believe CDM’s legal interpretation of its declared tax structure is indeed accurate. While favorable on this central matter of CDMs declared tax structure, the ruling, however, still does not recognize the taxpayers right to a full refund for the IVA related to the months of July, August and September 2015. And therefore, CDM may need to file a substance-over-form annulment suit in the Federal Tax Court to recover its full refund for IVA over the subject period. We believe that our operations in Mexico are properly documented. Furthermore, our internationally recognized tax advisors believe that there are legal grounds to prevail in the Federal Tax Court and that therefore, the Mexican tax authorities will ultimately authorize the refund of the corresponding IVA amounts. We will continue to monitor the collection of these receivables with our outside consultants. |
Income Taxes
Income Taxes | 9 Months Ended |
Jul. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes Our tax provision is determined using an estimated annual effective tax rate and adjusted for discrete taxable events that may occur during the quarter. We recognize the effects of tax legislation in the period in which the law is enacted. Our deferred tax assets and liabilities are remeasured using enacted tax rates expected to apply to taxable income in the years we estimate the related temporary differences to reverse. On December 22, 2017, the President of the United States signed and enacted comprehensive tax legislation into law H.R. 1, commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). Except for certain provisions, the Tax Act is effective for tax years beginning on or after January 1, 2018. As a fiscal year U.S. taxpayer with an October 31 fiscal year end, the majority of the new provisions, such as eliminating the domestic manufacturing deduction, creating new taxes on certain foreign sourced income and introducing new limitations on certain business deductions, will not apply until our 2019 fiscal year. For fiscal 2018 and effective in the first fiscal quarter, the most significant impacts include: lowering of the U.S. federal corporate income tax rate; remeasuring certain net deferred tax assets and liabilities; and requiring the transition tax on the deemed repatriation of certain foreign earnings. In the first quarter of fiscal 2018, we recorded $1.7 million in one-time, non-cash charges related to the revaluation of our net deferred tax assets (approximately $1.4 million) and the transition tax on the deemed repatriation of foreign earnings (approximately $0.3 million). For fiscal year 2018 we are estimating an effective consolidated rate of 26.0% based primarily on the blending of the historical federal corporate tax rate of 35% and the new federal corporate income tax rate of 21%. On December 22, 2017, the SEC issued guidance under Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”) allowing taxpayers to record a reasonable estimate of the impact of the U.S. legislation when it does not have the necessary information available, prepared or analyzed (including computations) in reasonable detail to complete its accounting for the change in tax law. In accordance with SAB 118, the estimated income tax charge of $1.7 million represents the Company’s best estimate based on interpretation of the U.S. legislation. As a result, the actual impact on the net deferred tax liability may vary from the estimated amount due to uncertainties in the Company’s preliminary review. |
Variable Interest Entity
Variable Interest Entity | 9 Months Ended |
Jul. 31, 2018 | |
Variable Interest Entity | |
Variable Interest Entity | 13. Variable Interest Entity Based on the NMUPA and related Agreements, as described in Note 4, we reconsidered whether FreshRealm is a variable interest entity (“VIE”) as of July 31, 2018. A VIE refers to a legal business structure in which an investor has a controlling interest in, despite not having a majority of voting rights; or a structure involving equity investors that do not have sufficient resources to support the ongoing operating needs of the business. Due primarily to FreshRealm utilizing substantially more debt to finance its activities, in addition to its existing equity, we believe that FreshRealm should be considered a VIE. In evaluating whether we are the primary beneficiary of FreshRealm, we considered several factors, including whether we (a) have the power to direct the activities that most significantly impact FreshRealm’s economic performance and (b) the obligation to absorb losses and the right to receive benefits that could potentially be significant to the VIE. We were not the primary beneficiary of FreshRealm at July 31, 2018 because the nature of our involvement with the activities of FreshRealm does not give us the power to direct the activities that most significantly impact its economic performance. Except as described in Note 4, we do not have a future obligation to fund losses or debts on behalf of FreshRealm. We may, however, voluntarily contribute funds. In the accompanying statements of income, we have presented the income (loss) from unconsolidated entities, after the provision for income taxes for all periods presented. Previously, we had included such amounts, totaling $0.5 million and $0.1 million (related primarily to Don Memo), for the three and nine month periods ended July 31, 2017, in other income, net. We record the amount of our investment in FreshRealm, totaling $28.4 million at July 31, 2018, in “Investment in unconsolidated entities” on our Consolidated Condensed Balance Sheets and recognize losses in FreshRealm in “Income/(loss) in unconsolidated entities” on our Consolidated Condensed Statement of Income. For the three months ended July 31, 2018, FreshRealm incurred losses totaling $7.1 million, of which we recorded $3.5 million of non-cash losses during our third fiscal quarter of 2018. Calavo has not recorded losses from FreshRealm since Impermanence invested in FreshRealm and Calavo deconsolidated FreshRealm in fiscal 2014, as FASB Accounting Standards Codification (“ASC”) 810, ASC 323, and ASC 970 mandate that the recognition of losses for an unconsolidated subsidiary be handled in a manner consistent with cash distributions upon liquidation of the entity when such distributions are different than the investors percentage ownership. Further, the current FreshRealm LLC operating agreement mandates that losses be recognized first by other investors (“non-option investors”) with positive capital accounts and then by Calavo (the only “option investor” to date) until all such capital accounts are reduced to zero. During our third fiscal quarter of 2018, we estimated that all non-option investor capital accounts were reduced to zero and, as of July 31, 2018, we were the only investor with a remaining positive capital account balance. As of July 31, 2018, our capital account balance was approximately $10.0 million. Unless we opt to contribute additional funds (i.e. equity or debt), we estimate that our maximum exposure to loss from FreshRealm, as of July 31, 2018, is limited to our total investment balance of approximately $28.4 million, plus $12 million related to the debt Agreements, as described in Note 4. |
Description of the business (Po
Description of the business (Policies) | 9 Months Ended |
Jul. 31, 2018 | |
Accounting Policies [Abstract] | |
Business | Business Calavo Growers, Inc. (Calavo, the Company, we, us or our), is a global leader in the avocado industry and an expanding provider of value-added fresh food. Our expertise in marketing and distributing avocados, prepared avocados, and other perishable foods allows us to deliver a wide array of fresh and prepared food products to retail grocery, foodservice, club stores, mass merchandisers, food distributors and wholesalers on a worldwide basis. We procure avocados from California, Mexico and other growing regions around the world. Through our various operating facilities, we (i) sort, pack, and/or ripen avocados, tomatoes and/or Hawaiian grown papayas, (ii) create, process and package guacamole and salsa and (iii) create, process and package a portfolio of healthy fresh foods including fresh-cut fruit, fresh-cut vegetables, and prepared foods. We distribute our products both domestically and internationally and report our operations in three different business segments: Fresh products, Calavo Foods and Renaissance Food Group (RFG). The accompanying unaudited consolidated condensed financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments, consisting of adjustments of a normal recurring nature necessary to present fairly the Company’s financial position, results of operations and cash flows. The results of operations for interim periods are not necessarily indicative of the results that may be expected for a full year. These statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2017. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In May 2017, the FASB issued an ASU, Stock Compensation (Topic 718), Scope of Modification Accounting . This ASU clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. The guidance clarifies that modification accounting will be applied if the value, vesting conditions or classification of the award changes. The Company adopted this new standard beginning in the three months ended January 31, 2018. The adoption of the amendment did not have a material impact on the Company’s consolidated financial statements. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In June 2018, the FASB issued an ASU , Improvements to Nonemployee Share-Based Payment Accounting . The FASB is issuing this update to simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. This ASU will be effective for us beginning the first day of our 2020 fiscal year. We are evaluating the impact of the update of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements. In February 2018, the FASB issued an ASU, Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income , which amends Accounting Standards Codification ("ASC") 220, Income Statement — Reporting Comprehensive Income, to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act, (the "Act"). In addition, under the ASU, an entity will be required to provide certain disclosures regarding stranded tax effects. This ASU is effective for us the first day of our 2020 fiscal year. Early adoption is permitted. We are evaluating the impact of adoption of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements. In January 2017, the FASB issued an ASU, Business Combinations: Clarifying the Definition of a Business, which adds guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This ASU will be effective for us beginning the first day of our 2019 fiscal year. Early adoption is permitted. We do not expect this ASU to have an impact until an applicable transaction takes place. In October 2016, the FASB issued an ASU, Intra-Entity Transfers of Assets Other Than Inventory , which will require companies to recognize the income tax effects of intra-entity sales and transfers of assets other than inventory, particularly those asset transfers involving intellectual property, in the period in which the transfer occurs. The ASU will be effective for us beginning the first day of our 2019 fiscal year and is not expected to have a significant impact upon adoption. In January 2017, the FASB issued an ASU, Simplifying the Test for Goodwill Impairment, which removes the requirement to compare the implied fair value of goodwill with its carrying amount as part of step 2 of the goodwill impairment test. The ASU permits an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and to recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. This ASU will be effective for us beginning the first day of our 2021 fiscal year and is not expected to have a significant impact upon adoption. In February 2016, the FASB issued an ASU, Leases , which requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of use asset and a corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the right-of-use asset, and for operating leases, the lessee would recognize a straight-line total lease expense. The guidance also requires qualitative and specific quantitative disclosures to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities, including significant judgments and changes in judgments. This ASU will be effective for us beginning the first day of our 2020 fiscal year. Early adoption is permitted. Although we are in the process of evaluating the impact of adoption of ASU 2016-02 on our consolidated financial statements, we currently expect the most significant changes will be related to the recognition of material new long-term right-of-use assets and lease liabilities on our consolidated balance sheet. In January 2016, the FASB issued an ASU, which requires equity investments (except those accounted for under the equity method of accounting) to be measured at fair value with changes in fair value recognized in net income. The guidance is effective for fiscal years and interim period within those fiscal years beginning after December 15, 2017. Early adoption is permitted. The impact of the adoption of this ASU on our consolidated statements of income depends on the net unrealized gain or loss on our equity investment. For the three months ended July 31, 2018 and 2017, the net unrealized gain on our equity investment was $6.9 million and $3.6 million. For the nine months ended July 31, 2018 and 2017, the net unrealized gain on our equity investment was $6.8 million and $5.3 million. In May 2014, the FASB issued a comprehensive new revenue recognition standard which will supersede previous existing revenue recognition guidance. The standard is intended to clarify the principles of recognizing revenue and create common revenue recognition guidance between U.S. GAAP and International Financial Reporting Standards. The standard also requires expanded disclosures surrounding revenue recognition. During fiscal 2017, the FASB issued additional clarification guidance on the new revenue recognition standard which also included certain scope improvements and practical expedients. The standard (including clarification guidance issued) is effective for fiscal periods beginning after December 15, 2017, which will be our first quarter of fiscal 2019. We will adopt the new standard using the modified retrospective transition method, under which the cumulative effect of initially applying the new guidance is recognized as an adjustment to the opening balance of retained earnings on the first day of our 2019 fiscal year |
Information regarding our ope21
Information regarding our operations in different segments (Tables) | 9 Months Ended |
Jul. 31, 2018 | |
Segment Reporting [Abstract] | |
Sales by Product Category, by Segment | Data in the following tables is presented in thousands: Three months ended July 31, 2018 Three months ended July 31, 2017 Fresh Calavo Fresh Calavo products Foods RFG Total products Foods RFG Total Avocados $ 141,545 $ — $ — $ 141,545 $ 161,183 $ — $ — $ 161,183 Tomatoes 6,248 — — 6,248 6,715 — — 6,715 Papayas 2,882 — — 2,882 2,225 — — 2,225 Other fresh products 142 — — 142 77 — — 77 Prepared avocado products — 28,395 — 28,395 — 22,836 — 22,836 Salsa — 1,010 — 1,010 — 1,100 — 1,100 Fresh-cut fruit & vegetables and prepared foods — — 121,924 121,924 — — 112,804 112,804 Total gross sales 150,817 29,405 121,924 302,146 170,200 23,936 112,804 306,940 Less sales incentives (600) (3,239) (679) (4,518) (727) (2,833) (329) (3,889) Less inter-company eliminations (383) (826) — (1,209) (554) (852) — (1,406) Net sales $ 149,834 $ 25,340 $ 121,245 $ 296,419 $ 168,919 $ 20,251 $ 112,475 $ 301,645 Nine months ended July 31, 2018 Nine months ended July 31, 2017 Fresh Calavo Fresh Calavo products Foods RFG Total products Foods RFG Total Avocados $ 378,217 $ — $ — $ 378,217 $ 408,848 $ — $ — $ 408,848 Tomatoes 26,295 — — 26,295 23,174 — — 23,174 Papayas 8,539 — — 8,539 6,544 — — 6,544 Other fresh products 246 — — 246 178 — — 178 Prepared avocado products — 75,433 — 75,433 — 61,351 — 61,351 Salsa — 2,615 — 2,615 — 3,133 — 3,133 Fresh-cut fruit & vegetables and prepared foods — — 333,682 333,682 — — 308,879 308,879 Total gross sales 413,297 78,048 333,682 825,027 438,744 64,484 308,879 812,107 Less sales incentives (1,692) (9,288) (1,774) (12,754) (1,260) (8,339) (995) (10,594) Less inter-company eliminations (1,051) (2,470) — (3,521) (883) (2,269) — (3,152) Net sales $ 410,554 $ 66,290 $ 331,908 $ 808,752 $ 436,601 $ 53,876 $ 307,884 $ 798,361 |
Gross Margin | Fresh Calavo products Foods RFG Total Three months ended July 31, 2018 Net sales before intercompany eliminations $ 150,217 $ 26,166 $ 121,245 $ 297,628 Intercompany eliminations (383) (826) — (1,209) Net sales 149,834 25,340 121,245 296,419 Cost of sales before intercompany eliminations 135,254 17,739 111,565 264,558 Intercompany eliminations (351) (540) (318) (1,209) Cost of sales 134,903 17,199 111,247 263,349 Gross profit $ 14,931 $ 8,141 $ 9,998 $ 33,070 Three months ended July 31, 2017 Net sales before intercompany eliminations $ 169,473 $ 21,103 $ 112,475 $ 303,051 Intercompany eliminations (554) (852) — (1,406) Net sales 168,919 20,251 112,475 301,645 Cost of sales before intercompany eliminations 152,459 20,071 105,669 278,199 Intercompany eliminations (488) (896) (22) (1,406) Cost of sales 151,971 19,175 105,647 276,793 Gross profit $ 16,948 $ 1,076 $ 6,828 $ 24,852 Fresh Calavo products Foods RFG Total Nine months ended July 31, 2018 Net sales before intercompany eliminations $ 411,605 $ 68,760 $ 331,908 $ 812,273 Intercompany eliminations (1,051) (2,470) (3,521) Net sales 410,554 66,290 331,908 808,752 Cost of sales before intercompany eliminations 367,209 46,200 307,515 720,924 Intercompany eliminations (963) (1,578) (980) (3,521) Cost of sales 366,246 44,622 306,535 717,403 Gross profit $ 44,308 $ 21,668 $ 25,373 $ 91,349 Nine months ended July 31, 2017 Net sales before intercompany eliminations $ 437,484 $ 56,145 $ 307,884 $ 801,513 Intercompany eliminations (883) (2,269) — (3,152) Net sales 436,601 53,876 307,884 798,361 Cost of sales before intercompany eliminations 388,753 43,995 285,736 718,484 Intercompany eliminations (748) (1,887) (517) (3,152) Cost of sales 388,005 42,108 285,219 715,332 Gross profit $ 48,596 $ 11,768 $ 22,665 $ 83,029 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Jul. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following (in thousands): July 31, October 31, 2018 2017 Fresh fruit $ 17,155 $ 14,566 Packing supplies and ingredients 10,504 9,755 Finished prepared foods 8,198 6,537 $ 35,857 $ 30,858 |
Related party transactions (Tab
Related party transactions (Tables) | 9 Months Ended |
Jul. 31, 2018 | |
Related-Party Transactions [Abstract] | |
Schedule of related party transactions | Three months ended July 31, (in thousands) 2018 2017 Rent paid to LIG $ 139 $ 138 Rent paid to THNC, LLC $ 199 $ 199 Nine months ended July 31, (in thousands) 2018 2017 Rent paid to LIG $ 417 $ 407 Rent paid to THNC, LLC $ 597 $ 460 |
Other assets (Tables)
Other assets (Tables) | 9 Months Ended |
Jul. 31, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Other assets consist of the following (in thousands): July 31, October 31, 2018 2017 Intangibles, net $ 1,386 $ 2,226 Mexican IVA (i.e. value-added) taxes receivable 22,127 18,174 Infrastructure advance to Agricola Belher 200 400 Loan to FreshRealm members — 315 Notes receivable from San Rafael 154 493 Other 1,168 1,183 $ 25,035 $ 22,791 |
Schedule of Intangible Assets | Intangible assets consist of the following (in thousands): July 31, 2018 October 31, 2017 Weighted- Gross Net Gross Net Average Carrying Accum. Book Carrying Accum. Book Useful Life Value Amortization Value Value Amortization Value Customer list/relationships 8.0 years $ 7,640 $ (6,874) $ 766 $ 7,640 $ (6,181) $ 1,459 Trade names 8.4 years 2,760 (2,639) 121 2,760 (2,529) 231 Trade secrets/recipes 9.3 years 630 (406) 224 630 (369) 261 Brand name intangibles indefinite 275 — 275 275 — 275 Non-competition agreements 5.0 years 267 (267) — 267 (267) — Intangibles, net $ 11,572 $ (10,186) $ 1,386 $ 11,572 $ (9,346) $ 2,226 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Jul. 31, 2018 | |
Restricted Stock Activity | A summary of restricted stock activity, related to our 2011 Management Incentive Plan, is as follows (in thousands, except for per share amounts): Weighted-Average Aggregate Number of Shares Grant Price Intrinsic Value Outstanding at October 31, 2017 103 $ 54.64 Vested (56) $ 54.27 Forfeited (7) $ 52.69 Granted 47 $ 80.20 Outstanding at July 31, 2018 87 $ 68.08 $ 8,023 |
2005 Stock Incentive Plan [Member] | |
Stock Option Activity, Related to Incentive Plan | A summary of stock option activity, related to our 2005 Stock Incentive Plan, is as follows (in thousands, except for per share amounts): Weighted-Average Aggregate Number of Shares Exercise Price Intrinsic Value Outstanding at October 31, 2017 7 $ 18.54 Exercised (3) $ 17.66 Outstanding at July 31, 2018 4 $ 19.20 $ 370 Exercisable at July 31, 2018 4 $ 19.20 $ 370 |
2011 Management Incentive Plan [Member] | |
Stock Option Activity, Related to Incentive Plan | A summary of stock option activity, related to our 2011 Management Incentive Plan, is as follows (in thousands, except for per share amounts): Weighted-Average Aggregate Exercise Intrinsic Number of Shares Price Value Outstanding at October 31, 2017 20 $ 40.07 Outstanding at July 31, 2018 20 $ 40.07 $ 1,049 Exercisable at July 31, 2018 12 $ 29.01 $ 762 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Jul. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Financial Assets Measured on a Recurring Basis | Level 1 Level 2 Level 3 Total (All amounts are pres e nted in thousands) Assets at Fair Value: Investment in Limoneira Company (1) $ 47,121 - - $ 47,121 Total assets at fair value $ 47,121 - - $ 47,121 (1) The investment in Limoneira Company consists of marketable securities in the Limoneira Company stock. We currently own approximately 10% of Limoneira’s outstanding common stock. These securities are measured at fair value using quoted market prices. Limoneira’s stock price at July 31, 2018 and October 31, 2017 equaled $27.26 per share and $23.35 per share. Unrealized gains and losses are recognized through other comprehensive income. Unrealized investment holding gains arising during the three months ended July 31, 2018 and 2017 was $6.9 million and $3.6 million. Unrealized investment holding gains arising during the nine months ended July 31, 2018 and 2017 was $6.8 million and $5.3 million |
Noncontrolling interest (Tables
Noncontrolling interest (Tables) | 9 Months Ended |
Jul. 31, 2018 | |
Noncontrolling Interest [Abstract] | |
Reconciles Shareholders' Equity Attributable to Noncontrolling Interest | The following table reconciles shareholders’ equity attributable to noncontrolling interest related to Avocados de Jalisco (in thousands). Three months ended July 31, Avocados de Jalisco noncontrolling interest 2018 2017 Noncontrolling interest, beginning $ 1,761 $ 923 Net income (loss) attributable to noncontrolling interest of Avocados de Jalisco 18 (14) Noncontrolling interest, ending $ 1,779 $ 909 Nine months ended July 31, Avocados de Jalisco noncontrolling interest 2018 2017 Noncontrolling interest, beginning $ 1,016 $ 962 Noncash transfer of noncontrolling interest 1,001 — Net loss attributable to noncontrolling interest of Avocados de Jalisco (238) (53) Noncontrolling interest, ending $ 1,779 $ 909 |
Earnings per share (Tables)
Earnings per share (Tables) | 9 Months Ended |
Jul. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net income per share | Basic and diluted net income per share is calculated as follows (data in thousands, except per share data): Three months ended July 31, Nine months ended July 31, 2018 2017 2018 2017 Numerator: Net Income attributable to Calavo Growers, Inc. $ 12,350 $ 8,810 $ 33,611 $ 27,004 Denominator: Weighted average shares – Basic 17,481 17,428 17,475 17,412 Effect on dilutive securities – Restricted stock/options 100 116 92 95 Weighted average shares – Diluted 17,581 17,544 17,567 17,507 Net income per share attributable to Calavo Growers, Inc: Basic $ 0.71 $ 0.51 $ 1.92 $ 1.55 Diluted $ 0.70 $ 0.50 $ 1.91 $ 1.54 |
Information Regarding Our Ope29
Information Regarding Our Operations in Different Segments - Narrative (Details) | 9 Months Ended |
Jul. 31, 2018segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Information Regarding Our Ope30
Information Regarding Our Operations in Different Segments - Sales by Product Category, Net Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2018 | Jul. 31, 2017 | |
Segment Reporting Information [Line Items] | ||||
Total gross sales | $ 302,146 | $ 306,940 | $ 825,027 | $ 812,107 |
Less sales incentives | (4,518) | (3,889) | (12,754) | (10,594) |
Less inter-company eliminations | (1,209) | (1,406) | (3,521) | (3,152) |
Net sales | 296,419 | 301,645 | 808,752 | 798,361 |
Avocados [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 141,545 | 161,183 | 378,217 | 408,848 |
Tomatoes [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 6,248 | 6,715 | 26,295 | 23,174 |
Papayas [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 2,882 | 2,225 | 8,539 | 6,544 |
Other fresh products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 142 | 77 | 246 | 178 |
Prepared avocado products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 28,395 | 22,836 | 75,433 | 61,351 |
Salsa [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 1,010 | 1,100 | 2,615 | 3,133 |
Fresh-cut fruit & vegetables and prepared foods [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 121,924 | 112,804 | 333,682 | 308,879 |
Fresh products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 150,817 | 170,200 | 413,297 | 438,744 |
Less sales incentives | (600) | (727) | (1,692) | (1,260) |
Less inter-company eliminations | (383) | (554) | (1,051) | (883) |
Net sales | 149,834 | 168,919 | 410,554 | 436,601 |
Fresh products [Member] | Avocados [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 141,545 | 161,183 | 378,217 | 408,848 |
Fresh products [Member] | Tomatoes [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 6,248 | 6,715 | 26,295 | 23,174 |
Fresh products [Member] | Papayas [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 2,882 | 2,225 | 8,539 | 6,544 |
Fresh products [Member] | Other fresh products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 142 | 77 | 246 | 178 |
Calavo Foods [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 29,405 | 23,936 | 78,048 | 64,484 |
Less sales incentives | (3,239) | (2,833) | (9,288) | (8,339) |
Less inter-company eliminations | (826) | (852) | (2,470) | (2,269) |
Net sales | 25,340 | 20,251 | 66,290 | 53,876 |
Calavo Foods [Member] | Prepared avocado products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 28,395 | 22,836 | 75,433 | 61,351 |
Calavo Foods [Member] | Salsa [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 1,010 | 1,100 | 2,615 | 3,133 |
RFG [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 121,924 | 112,804 | 333,682 | 308,879 |
Less sales incentives | (679) | (329) | (1,774) | (995) |
Net sales | 121,245 | 112,475 | 331,908 | 307,884 |
RFG [Member] | Fresh-cut fruit & vegetables and prepared foods [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total gross sales | 121,924 | 112,804 | 333,682 | 308,879 |
Intercompany eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (1,209) | (1,406) | (3,521) | (3,152) |
Intercompany eliminations | Fresh products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (383) | (554) | (1,051) | (883) |
Intercompany eliminations | Calavo Foods [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | $ (826) | $ (852) | $ (2,470) | $ (2,269) |
Information Regarding Our Ope31
Information Regarding Our Operations in Different Segments - Gross Profit (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2018 | Jul. 31, 2017 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 296,419 | $ 301,645 | $ 808,752 | $ 798,361 |
Cost of sales | 263,349 | 276,793 | 717,403 | 715,332 |
Gross profit | 33,070 | 24,852 | 91,349 | 83,029 |
Operating segments | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 297,628 | 303,051 | 812,273 | 801,513 |
Cost of sales | 264,558 | 278,199 | 720,924 | 718,484 |
Intercompany eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (1,209) | (1,406) | (3,521) | (3,152) |
Cost of sales | (1,209) | (1,406) | (3,521) | (3,152) |
Fresh products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 149,834 | 168,919 | 410,554 | 436,601 |
Cost of sales | 134,903 | 151,971 | 366,246 | 388,005 |
Gross profit | 14,931 | 16,948 | 44,308 | 48,596 |
Fresh products [Member] | Operating segments | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 150,217 | 169,473 | 411,605 | 437,484 |
Cost of sales | 135,254 | 152,459 | 367,209 | 388,753 |
Fresh products [Member] | Intercompany eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (383) | (554) | (1,051) | (883) |
Cost of sales | (351) | (488) | (963) | (748) |
Calavo Foods [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 25,340 | 20,251 | 66,290 | 53,876 |
Cost of sales | 17,199 | 19,175 | 44,622 | 42,108 |
Gross profit | 8,141 | 1,076 | 21,668 | 11,768 |
Calavo Foods [Member] | Operating segments | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 26,166 | 21,103 | 68,760 | 56,145 |
Cost of sales | 17,739 | 20,071 | 46,200 | 43,995 |
Calavo Foods [Member] | Intercompany eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (826) | (852) | (2,470) | (2,269) |
Cost of sales | (540) | (896) | (1,578) | (1,887) |
RFG [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 121,245 | 112,475 | 331,908 | 307,884 |
Cost of sales | 111,247 | 105,647 | 306,535 | 285,219 |
Gross profit | 9,998 | 6,828 | 25,373 | 22,665 |
RFG [Member] | Operating segments | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 121,245 | 112,475 | 331,908 | 307,884 |
Cost of sales | 111,565 | 105,669 | 307,515 | 285,736 |
RFG [Member] | Intercompany eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Cost of sales | (318) | (22) | (980) | (517) |
Elimination between Fresh products and RFG [member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales and Cost of Sales Eliminated | 300 | 600 | 900 | 900 |
Elimination between Calavo Foods and RFG [member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales and Cost of Sales Eliminated | 800 | $ 900 | 2,500 | $ 2,300 |
Elimination between Fresh products and Calavo Foods [member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales and Cost of Sales Eliminated | $ 100 | $ 200 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jul. 31, 2018 | Oct. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Fresh fruit | $ 17,155 | $ 14,566 |
Packing supplies and ingredients | 10,504 | 9,755 |
Finished prepared foods | 8,198 | 6,537 |
Total, Inventories | $ 35,857 | 30,858 |
Adjustment for inventory net realizable value | $ 400 |
Related-Party Transactions (Det
Related-Party Transactions (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||||
Jul. 31, 2018USD ($) | Jul. 31, 2017USD ($) | Jul. 31, 2018USD ($)itemdirector | Jul. 31, 2017USD ($) | Jan. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Oct. 31, 2017USD ($) | Jan. 31, 2016USD ($) | Aug. 31, 2015 | Jul. 31, 2015 | |
Related Party Transaction [Line Items] | ||||||||||
Investment in unconsolidated entities | $ 28,400 | $ 28,400 | $ 28,400 | |||||||
Noncash transfer of noncontrolling interest | 1,001 | |||||||||
Additional investment amount | $ 1,000 | |||||||||
Infrastructure Advance Agreement With Belher [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Infrastructure advances due | 400 | 400 | 600 | |||||||
Prepaid Expenses and Other Current Assets [Member] | Infrastructure Advance Agreement With Belher [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Infrastructure advances due | 200 | 200 | 200 | |||||||
Other long-term assets [Member] | Infrastructure Advance Agreement With Belher [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Infrastructure advances due | 200 | 200 | ||||||||
Avocados de Jalisco | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Ownership interest | 83.00% | |||||||||
Preseason advances | $ 100 | 100 | 100 | |||||||
Noncash transfer of noncontrolling interest | $ 1,001 | |||||||||
FreshRealm [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Ownership interest | 37.00% | 37.00% | ||||||||
Number of officers | item | 3 | |||||||||
Number of board of directors | director | 5 | |||||||||
Additional loan | $ 200 | $ 200 | 300 | |||||||
Subscription agreements issued to third-party investors | 3,500 | |||||||||
Revenue from related parties | 100 | 200 | ||||||||
FreshRealm [Member] | Senior Notes [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Loan | 12,000 | 12,000 | ||||||||
Two-month gross revenue threshold for financing | $ 17,000 | |||||||||
Gross revenue threshold for financing, term | 2 months | |||||||||
FreshRealm [Member] | Senior Promissory Note, Tranche 1 [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Loan | 6,000 | $ 6,000 | ||||||||
FreshRealm [Member] | Senior Promissory Note, Tranche 2 [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Loan | 6,000 | 6,000 | ||||||||
FreshRealm [Member] | Chief executive officer | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Investment in unconsolidated entities | $ 1,500 | |||||||||
Non-executive Directors | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Accounts payable to related parties | 1,900 | 1,900 | ||||||||
Non-executive Directors | FreshRealm [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Investment in unconsolidated entities | 1,200 | 1,200 | $ 1,800 | |||||||
Limoneira [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Dividend income from Limoneira | 100 | $ 100 | 300 | 300 | ||||||
Rent paid | $ 100 | 100 | $ 200 | 200 | ||||||
Ownership interest | 10.00% | 10.00% | ||||||||
TroyGould PC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Legal fees | $ 100 | 100 | $ 100 | 200 | ||||||
LIG [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Rent paid | 139 | 138 | 417 | 407 | ||||||
THNC [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Rent paid | 199 | 199 | 597 | 460 | ||||||
Calavo Sub | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Investment in unconsolidated entities | 4,700 | 4,700 | 4,600 | |||||||
Calavo Sub | Belo | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Ownership interest | 50.00% | |||||||||
Agricola Don Memo | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Expenses pursuant to consignment agreement | 3,400 | 4,300 | 7,200 | 5,000 | ||||||
Advances to supplier | 2,500 | 2,500 | 1,600 | |||||||
Agricola Don Memo | Bank of America [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Amount loaned | $ 4,500 | |||||||||
Agricola Belher [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Expenses pursuant to consignment agreement | 1,500 | 800 | 14,100 | 13,900 | ||||||
Advances to supplier | 2,000 | 2,000 | $ 4,000 | |||||||
RFG to FreshRealm [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Revenue from related parties | 3,600 | 2,100 | 7,400 | 5,100 | ||||||
Avocados [Member] | Avocados de Jalisco | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Purchases from related parties | 900 | 1,700 | 1,100 | 1,700 | ||||||
Avocados [Member] | Non-executive Directors | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Purchases from related parties | $ 9,200 | $ 12,300 | $ 11,200 | $ 17,500 |
Other Assets - Schedule of Othe
Other Assets - Schedule of Other Assets (Details) - USD ($) $ in Thousands | Jul. 31, 2018 | Oct. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Intangibles, net | $ 1,386 | $ 2,226 |
Mexican IVA (i.e. value-added) taxes receivable | 22,127 | 18,174 |
Infrastructure advance to Agricola Belher | 200 | 400 |
Loan to FreshRealm members | 315 | |
Notes receivable from San Rafael | 154 | 493 |
Other | 1,168 | 1,183 |
Other assets | $ 25,035 | $ 22,791 |
Other Assets - Schedule of Inta
Other Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Jul. 31, 2018 | Oct. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Finite and indefinite lived intangible assets gross | $ 11,572 | $ 11,572 |
Accum. Amortization | (10,186) | (9,346) |
Brand name intangibles [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value and net book value | $ 275 | 275 |
Customer list/relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Useful Life | 8 years | |
Gross Carrying Value | $ 7,640 | 7,640 |
Accum. Amortization | (6,874) | (6,181) |
Net Book Value | $ 766 | 1,459 |
Trade names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Useful Life | 8 years 4 months 24 days | |
Gross Carrying Value | $ 2,760 | 2,760 |
Accum. Amortization | (2,639) | (2,529) |
Net Book Value | $ 121 | 231 |
Trade secrets/recipes [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Useful Life | 9 years 3 months 18 days | |
Gross Carrying Value | $ 630 | 630 |
Accum. Amortization | (406) | (369) |
Net Book Value | $ 224 | 261 |
Non-competition agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Useful Life | 5 years | |
Gross Carrying Value | $ 267 | 267 |
Accum. Amortization | $ (267) | $ (267) |
Other Assets - Narrative (Detai
Other Assets - Narrative (Details) $ in Millions | Jul. 31, 2018USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Amortization expense for remainder of fiscal 2018 | $ 0.3 |
Amortization expense for 2019 | 0.7 |
Amortization expense for 2020 | 0.1 |
Amortization expense for 2021 | 0.1 |
Amortization expense after 2021, through 2023 | $ 0.1 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands | Jan. 25, 2018$ / sharesshares | Jan. 02, 2018director$ / sharesshares | Dec. 18, 2017$ / sharesshares | Feb. 02, 2017shares | Jul. 31, 2018USD ($) | Jan. 31, 2018USD ($) | Jul. 31, 2017USD ($) | Jul. 31, 2018USD ($)$ / sharesshares | Jul. 31, 2017USD ($) | Oct. 31, 2017USD ($) | Apr. 30, 2011shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock compensation expense | $ 3,716 | $ 3,489 | |||||||||
Non-employee directors [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Market price of common stock at grant date | $ / shares | $ 87.10 | ||||||||||
Stock compensation expense | $ 800 | ||||||||||
Granted | shares | 10,788 | ||||||||||
Vice President [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock compensation expense | $ 100 | ||||||||||
Granted | shares | 867 | ||||||||||
Stock Options [Member] | Minimum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting period | 1 year | ||||||||||
Expiration period, after grant date | 2 years | ||||||||||
Stock Options [Member] | Maximum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting period | 5 years | ||||||||||
Expiration period, after grant date | 5 years | ||||||||||
2005 Stock Incentive Plan [Member] | Stock Options [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Exercised, Weighted-Average Exercise Price | $ / shares | $ 17.66 | ||||||||||
2011 Management Incentive Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock shares authorized under ESPP | shares | 1,500,000 | ||||||||||
Number of non-employee directors | director | 12 | ||||||||||
2011 Management Incentive Plan [Member] | Restricted Stock [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Restricted shares granted per non-employee | shares | 1,750 | ||||||||||
Restricted stock closing price awarded | $ / shares | $ 80.20 | ||||||||||
Restricted shares granted | shares | 21,000 | 47,000 | |||||||||
Recognized stock-based compensation expense | $ 900 | $ 800 | $ 2,700 | $ 2,300 | |||||||
Unrecognized stock based compensation expenses | 3,900 | 3,900 | $ 3,000 | ||||||||
2011 Management Incentive Plan [Member] | Restricted Stock [Member] | Non-employee directors [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock price | $ / shares | $ 85.90 | ||||||||||
Recognized stock-based compensation expense | 500 | 1,100 | |||||||||
2011 Management Incentive Plan [Member] | Restricted Stock [Member] | Executive officers [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Restricted shares granted | shares | 25,241 | ||||||||||
Stock price | $ / shares | $ 75.45 | ||||||||||
Recognized stock-based compensation expense | $ 200 | $ 400 | |||||||||
Shares vesting schedule per year | .33 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - Restricted Stock [Member] - 2011 Management Incentive Plan [Member] - USD ($) $ / shares in Units, $ in Thousands | Jan. 02, 2018 | Jul. 31, 2018 | Oct. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, Number of Shares, Beginning Balance | 103,000 | ||
Vested, Number of Shares | (56,000) | ||
Forfeited, Number of Shares | (7,000) | ||
Granted, Number of Shares | 21,000 | 47,000 | |
Outstanding, Number of Shares, Ending Balance | 87,000 | ||
Outstanding, Weighted-Average Grant Price | $ 68.08 | $ 54.64 | |
Vested, Weighted-Average Grant Price | 54.27 | ||
Forfeited, Weighted-Average Grant Price | 52.69 | ||
Granted, Weighted-Average Grant Price | $ 80.20 | ||
Aggregate Intrinsic Value | $ 8,023 |
Stock-Based Compensation - Su39
Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | |
Jul. 31, 2018 | Oct. 31, 2017 | |
2005 Stock Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding stock options, weighted-average remaining contractual term | 1 year 7 months 6 days | |
Exercisable stock options, weighted-average remaining contractual term | 1 year 7 months 6 days | |
2011 Management Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding stock options, weighted-average remaining contractual term | 4 years 6 months | |
Exercisable stock options, weighted-average remaining contractual term | 4 years 6 months | |
Stock Options [Member] | 2005 Stock Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, Number of Shares, Beginning Balance | 7 | |
Exercised, Number of Shares | (3) | |
Outstanding, Number of Shares, Ending Balance | 4 | |
Exercisable, Number of Shares | 4 | |
Outstanding, Weighted-Average Exercise Price | $ 19.20 | $ 18.54 |
Exercised, Weighted-Average Exercise Price | 17.66 | |
Exercisable, Weighted-Average Exercise Price | $ 19.20 | |
Outstanding, Aggregate Intrinsic Value | $ 370 | |
Exercisable, Aggregate Intrinsic Value | $ 370 | |
Stock Options [Member] | 2011 Management Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, Number of Shares, Beginning Balance | 20 | |
Outstanding, Number of Shares, Ending Balance | 20 | |
Exercisable, Number of Shares | 12 | |
Outstanding, Weighted-Average Exercise Price | $ 40.07 | $ 40.07 |
Exercisable, Weighted-Average Exercise Price | $ 29.01 | |
Outstanding, Aggregate Intrinsic Value | $ 1,049 | |
Exercisable, Aggregate Intrinsic Value | $ 762 |
Other Events (Details)
Other Events (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 12, 2018 | Dec. 08, 2017 | Jul. 31, 2017 | Jul. 31, 2018 | Jul. 31, 2017 | Aug. 31, 2017 |
Dividend payment | $ 0.95 | |||||
Dividend aggregate amount to shareholders | $ 16,657 | $ 15,696 | ||||
Estimate of loss | $ 400 | |||||
Tax Year 2013 [Member] | Mexican Tax Authority [Member] | ||||||
Final tax assessment related to Income Tax, Flat Rate Business Tax, and Value Added Tax | $ 2,620,000 | |||||
Employee profit sharing liability | $ 118,000 | |||||
Selling, general and administrative [Member] | ||||||
Settlement expenses | $ 400 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | ||
Jul. 31, 2018 | Jul. 31, 2017 | Oct. 31, 2017 | |
Assets at Fair Value: | |||
Unrealized Gain (Loss) on Investments | $ 6,758 | $ 5,307 | |
Limoneira [Member] | |||
Assets at Fair Value: | |||
Percentage of outstanding shares of Limoneira's shares owned | 10.00% | ||
Limoneira's stock price | $ 27.26 | $ 23.35 | |
Fair Value, Measurements, Recurring [Member] | |||
Assets at Fair Value: | |||
Total assets at fair value | $ 47,121 | ||
Fair Value, Measurements, Recurring [Member] | Limoneira [Member] | |||
Assets at Fair Value: | |||
Total assets at fair value | 47,121 | ||
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | |||
Assets at Fair Value: | |||
Total assets at fair value | 47,121 | ||
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | Limoneira [Member] | |||
Assets at Fair Value: | |||
Total assets at fair value | $ 47,121 |
Noncontrolling Interest (Detail
Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2018 | Jul. 31, 2017 | |
Noncontrolling Interest [Line Items] | ||||
Noncontrolling interest, beginning | $ 1,761 | $ 923 | $ 1,016 | |
Noncash transfer of noncontrolling interest | 1,001 | |||
Net loss (income) attributable to noncontrolling interest | (18) | 14 | 238 | $ 53 |
Noncontrolling interest, ending | 1,779 | 909 | 1,779 | 909 |
Avocados de Jalisco | ||||
Noncontrolling Interest [Line Items] | ||||
Noncontrolling interest, beginning | 1,016 | 962 | ||
Noncash transfer of noncontrolling interest | 1,001 | |||
Net loss (income) attributable to noncontrolling interest | 238 | 53 | ||
Noncontrolling interest, ending | $ 1,779 | $ 909 | $ 1,779 | $ 909 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2018 | Jul. 31, 2017 | |
Earnings Per Share [Abstract] | ||||
Net income attributable to Calavo Growers, Inc. | $ 12,350 | $ 8,810 | $ 33,611 | $ 27,004 |
Weighted average shares - Basic | 17,481 | 17,428 | 17,475 | 17,412 |
Effect on dilutive securities - Restricted stock/options | 100 | 116 | 92 | 95 |
Weighted average shares - Diluted | 17,581 | 17,544 | 17,567 | 17,507 |
Basic | $ 0.71 | $ 0.51 | $ 1.92 | $ 1.55 |
Diluted | $ 0.70 | $ 0.50 | $ 1.91 | $ 1.54 |
Mexican IVA taxes receivable (D
Mexican IVA taxes receivable (Details) - USD ($) $ in Millions | Jul. 31, 2018 | Oct. 31, 2017 |
Value Added Tax Receivable [Abstract] | ||
IVA receivables balance | $ 23.7 | $ 19.5 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | Dec. 22, 2017 | Jan. 31, 2018 | Jul. 31, 2018 | Oct. 31, 2018 | Dec. 31, 2017 |
Income Taxes [Line Items] | |||||
Non-cash charges related to the revaluation of our net deferred tax assets and the transition tax on the deemed repatriation of foreign earnings | $ 1.7 | ||||
Revaluation of net deferred tax assets | 1.4 | ||||
Transition tax on deemed repatriation of foreign earnings | $ 0.3 | ||||
Corporate income tax rate | 21.00% | 35.00% | |||
Estimated income tax charge | $ 1.7 | ||||
Forecast | |||||
Income Taxes [Line Items] | |||||
Corporate income tax rate | 26.00% |
Variable Interest Entity (Detai
Variable Interest Entity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2018 | Jan. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2018 | Jul. 31, 2017 | |
Losses incurred | $ 12,350 | $ 8,810 | $ 33,611 | $ 27,004 | |
Equity Investment [Member] | |||||
Maximum Loss Exposure | 28,400 | 28,400 | |||
Debt Agreements [Member] | |||||
Maximum Loss Exposure | 12,000 | 12,000 | |||
Variable Interest Entity, Not Primary Beneficiary [Member] | |||||
Other income | $ 500 | $ 100 | |||
Non-cash losses incurred | $ 3,500 | ||||
Capital Account Balance | $ 10,000 | $ 10,000 | |||
FreshRealm [Member] | Variable Interest Entity, Not Primary Beneficiary [Member] | |||||
Losses incurred | $ (7,100) |