Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Dec. 01, 2021 | Apr. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Oct. 31, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 001-39561 | ||
Entity Registrant Name | MISSION PRODUCE, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 95-3847744 | ||
Entity Address, Address Line One | 2710 Camino Del Sol | ||
Entity Address, City or Town | Oxnard | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 93030 | ||
City Area Code | 805 | ||
Local Phone Number | 981-3650 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | AVO | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 798 | ||
Entity Common Stock, Shares Outstanding | 70,631,525 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Certain sections of the registrant’s definitive proxy statement for the 2022 annual meeting of stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Form 10-K are incorporated by reference into Part III of this Form 10-K. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001802974 | ||
Current Fiscal Year End Date | --10-31 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 84.5 | $ 124 |
Restricted cash | 6.1 | 1.4 |
Trade, net of allowances of $0.2 and $0.3, respectively | 73.8 | 57.5 |
Grower and fruit advances | 0.6 | 1.5 |
Miscellaneous receivables | 12.3 | 13.4 |
Inventory | 48.2 | 38.6 |
Prepaid expenses and other current assets | 11.6 | 8.8 |
Loans to equity method investees | 3.3 | 0 |
Income taxes receivable | 6.7 | 2.9 |
Total current assets | 247.1 | 248.1 |
Property, plant and equipment, net | 424.2 | 379.1 |
Operating Lease, Right-of-Use Asset | 43.9 | 0 |
Equity method investees | 52.7 | 46.7 |
Loans to equity method investees | 1.8 | 4.5 |
Deferred income tax assets, net | 7.6 | 4.4 |
Goodwill | 76.4 | 76.4 |
Other assets | 19.8 | 18.1 |
Total assets | 873.5 | 777.3 |
Liabilities: | ||
Accounts payable | 22.8 | 20.5 |
Accrued expenses | 28.8 | 28.3 |
Income taxes payable | 1.9 | 1.7 |
Grower payables | 22.2 | 18.8 |
Long-term debt—current portion | 8.8 | 7.4 |
Operating leases—current portion | 3.6 | 0 |
Finance leases—current portion | 1.1 | 1.2 |
Total current liabilities | 89.2 | 77.9 |
Long-term debt, net of current portion | 155.1 | 166.7 |
Operating leases, net of current portion | 42.5 | 0 |
Finance leases, net of current portion | 2.2 | 3.3 |
Income taxes payable | 3.5 | 3.8 |
Deferred income tax liabilities, net | 26.8 | 27.8 |
Other | 20 | 24.3 |
Total liabilities | 339.3 | 303.8 |
Commitments and contingencies (Note 7) | ||
Shareholders' Equity | ||
Common stock ($0.001 par value, 1,000,000,000 shares authorized; 70,631,525 and 70,550,922 shares issued and outstanding as of October 31, 2021 and 2020, respectively) | 0.1 | 0.1 |
Additional paid-in capital | 225.6 | 222.8 |
Notes receivable from shareholders | 0 | (0.1) |
Accumulated other comprehensive loss | (0.5) | (0.5) |
Retained earnings | 309 | 251.2 |
Total shareholders' equity | 534.2 | 473.5 |
Total liabilities and shareholders' equity | $ 873.5 | $ 777.3 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - Parenthetical - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 0.2 | $ 0.3 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 70,550,922 | |
Common stock, shares outstanding (in shares) | 70,550,922 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Income Statement [Abstract] | |||
Net sales | $ 891.7 | $ 862.3 | $ 883.3 |
Cost of sales | 767.2 | 737.7 | 728.6 |
Gross profit | 124.5 | 124.6 | 154.7 |
Selling, general and administrative expenses | 63.6 | 56.2 | 48.2 |
Operating income | 60.9 | 68.4 | 106.5 |
Interest expense | (3.7) | (6.7) | (10.3) |
Equity method income | 7.5 | 4 | 3.4 |
Impairment on equity method investment | 0 | (21.2) | 0 |
Other income (expense), net | 1.3 | (0.7) | (3.6) |
Income before income taxes | 66 | 43.8 | 96 |
Provision for income taxes | 21.1 | 15 | 24.3 |
Net income | $ 44.9 | $ 28.8 | $ 71.7 |
Net income per share: | |||
Basic (in dollars per share) | $ 0.64 | $ 0.45 | $ 1.13 |
Diluted (in dollars per share) | $ 0.63 | $ 0.45 | $ 1.13 |
Other comprehensive income, net of tax | |||
Foreign currency translation adjustments | $ 0 | $ (0.5) | $ 0 |
Comprehensive income | $ 44.9 | $ 28.3 | $ 71.7 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Millions | Total | IPO | Common stock | Common stockIPO | Additional paid-in capital | Additional paid-in capitalIPO | Notes receivable from shareholders | Accumulated other comprehensive loss | Retained earnings |
Beginning Balance (in shares) at Oct. 31, 2018 | 63,491,651 | ||||||||
Beginning Balance at Oct. 31, 2018 | $ 313.5 | $ 0.1 | $ 139.7 | $ (0.4) | $ 0 | $ 174.1 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Dividends declared | (5.6) | (5.6) | |||||||
Repayment of stock option notes receivable | 0.3 | 0.3 | |||||||
Purchase and retirement of stock (in shares) | (105,400) | ||||||||
Purchase and retirement of stock | (0.9) | (0.9) | |||||||
Net income | 71.7 | 71.7 | |||||||
Ending Balance (in shares) at Oct. 31, 2019 | 63,386,251 | ||||||||
Ending Balance at Oct. 31, 2019 | 379 | $ 0.1 | 139.7 | (0.1) | 0 | 239.3 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Dividends declared | (13) | (13) | |||||||
Purchase and retirement of stock (in shares) | (310,250) | ||||||||
Purchase and retirement of stock | (3.9) | (3.9) | |||||||
Net income | 28.8 | 28.8 | |||||||
Issuance of common stock (in shares) | 7,921 | 7,450,000 | |||||||
Issuance of common stock | 0.1 | $ 78.1 | 0.1 | $ 78.1 | |||||
Stock-based compensation | 4.6 | 4.6 | |||||||
Reclassification of liability-based awards | 0.3 | 0.3 | |||||||
Exercise of stock options (in shares) | 17,000 | ||||||||
Other comprehensive loss | (0.5) | (0.5) | |||||||
Ending Balance (in shares) at Oct. 31, 2020 | 70,550,922 | ||||||||
Ending Balance at Oct. 31, 2020 | 473.5 | $ 0.1 | 222.8 | (0.1) | (0.5) | 251.2 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Repayment of stock option notes receivable | 0.1 | 0.1 | |||||||
Net income | 44.9 | 44.9 | |||||||
Stock-based compensation | 2.6 | 2.6 | |||||||
Exercise of stock options | 0.2 | 0.2 | |||||||
Exercise of stock options (in shares) | 22,272 | ||||||||
Issuance of common stock for other equity awards (in shares) | 58,331 | ||||||||
Cumulative effect of change in tax accounting principle (Note 2) | Accounting Standards Update 2019-12 | 12.9 | ||||||||
Ending Balance (in shares) at Oct. 31, 2021 | 70,631,525 | ||||||||
Ending Balance at Oct. 31, 2021 | $ 534.2 | $ 0.1 | $ 225.6 | $ 0 | $ (0.5) | $ 309 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - Parenthetical - $ / shares | 12 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividends declared (in dollars per share) | $ 0.21 | $ 0.09 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Operating Activities | |||
Net income (loss) | $ 44.9 | $ 28.8 | $ 71.7 |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Provision for losses on accounts receivable | 0 | 0.2 | 0.1 |
Depreciation and amortization | 20.4 | 18.1 | 16.5 |
Amortization of debt issuance costs | 0.3 | 0.3 | 0.2 |
Equity method income | (7.5) | (4) | (3.4) |
Noncash lease expense | 4.3 | 0 | 0 |
Impairment on equity method investment | 0 | 21.2 | 0 |
Stock-based compensation | 2.6 | 5 | 0 |
Dividends received from equity method investees | 1.7 | 1.7 | 1.4 |
Losses (gains) on asset impairment, disposals and sales, net of insurance recoveries | 0.1 | 0.5 | 0 |
Deferred income taxes | 8.8 | (1) | 0.6 |
Unrealized (gains) losses on derivative financial instruments | (0.8) | 2.8 | 3.7 |
Other | (0.1) | (2.6) | 0 |
Effect on cash of changes in operating assets and liabilities: | |||
Trade accounts receivable | (16.4) | 10.3 | (2.7) |
Grower fruit advances | 0.8 | 2.3 | (2.7) |
Miscellaneous receivables | 2.6 | (3.8) | 5.5 |
Inventory | (11.2) | 5.9 | (12.3) |
Prepaid expenses and other current assets | (2.5) | (2) | (1.3) |
Income taxes receivable | (3.8) | (0.4) | (0.4) |
Other assets | (3.5) | (4.2) | 0.2 |
Accounts payable and accrued expenses | 8.9 | 8.2 | 5.2 |
Operating lease liabilities | (3.2) | 0 | 0 |
Income taxes payable | (0.1) | (1.9) | 2.9 |
Grower payables | 3.4 | (8.6) | 4.3 |
Other long-term liabilities | (2.7) | 2.1 | 3.1 |
Net cash provided by operating activities | 47 | 78.9 | 92.6 |
Investing Activities | |||
Purchases of property and equipment | (73.4) | (67.3) | (29.7) |
Proceeds from sale of property, plant and equipment | 2.4 | 3 | 0.1 |
Insurance proceeds for the replacement of property, plant and equipment | 1.1 | 0 | 0 |
Investment in equity method investees | (0.2) | (3.4) | (1.9) |
Loans to equity method investees | (2) | 0 | 0 |
Loan repayments from equity method investees | 1.5 | 0 | 0 |
Other | 0.3 | 0 | 0.8 |
Net cash used in investing activities | (70.3) | (67.7) | (30.7) |
Financing Activities | |||
Proceeds from issuance of common stock in public offering, net of issuance costs | 0 | 78.1 | 0 |
Borrowings on revolving credit facility | 0 | 14 | 45 |
Payments on revolving credit facility | 0 | (14) | (51) |
Principal payments on long-term debt obligations | (10.5) | (6.3) | (14.2) |
Principal payments on finance lease obligations | (1.2) | (0.9) | (0.4) |
Payments for long-term supplier financing | 0 | (5.8) | 0 |
Payment for debt extinguishment costs | (0.1) | 0 | 0 |
Dividends paid | 0 | (13) | (5.6) |
Proceeds from exercise of stock options | 0.2 | 0 | 0 |
Repayment of stock option notes receivable | 0.1 | 0.1 | 0.3 |
Debt issuance costs | 0 | (0.2) | 0 |
Purchase and retirement of stock | 0 | (1.9) | (0.9) |
Net cash (used in) provided by financing activities | (11.5) | 50.1 | (26.8) |
Effect of exchange rate changes on cash | 0 | 0.1 | 0 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (34.8) | 61.4 | 35.1 |
Cash, cash equivalents and restricted cash, beginning of period | 127 | 65.6 | 30.5 |
Cash, cash equivalents and restricted cash, end of period | 92.2 | 127 | 65.6 |
Summary of cash, cash equivalents and restricted cash reported within the consolidated balance sheets: | |||
Cash and cash equivalents | 84.5 | 124 | 64 |
Restricted cash | 6.1 | 1.4 | 1.6 |
Restricted cash included in other assets | 1.6 | 1.6 | 0 |
Total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows | 92.2 | 127 | 65.6 |
Cash paid during the year for: | |||
Interest | 4.3 | 6.3 | 10.5 |
Income taxes | 14.8 | 18.5 | 21.5 |
Non-cash investing and financing activities: | |||
Property, plant and equipment included in accounts payable and accrued expenses | 3.4 | 4 | 0.3 |
Advances for property, plant and equipment included in prepaid and other current assets and other assets | 1.4 | 0 | 0 |
Common stock issued in lieu of compensation (7,921 shares issued in 2020) | 0 | 0.1 | 0 |
Finance leases for equipment and machinery | $ 0 | $ 0 | $ 2.8 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Parentheticals | 12 Months Ended |
Oct. 31, 2020shares | |
Statement of Cash Flows [Abstract] | |
Common stock issued in lieu of compensation (in shares) | 7,921 |
Nature of Business
Nature of Business | 12 Months Ended |
Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Nature of BusinessMission Produce, Inc. together with its consolidated subsidiaries (“Mission,” “the Company,” “we,” “us” or “our”), is a global leader in the avocado industry. The Company’s expertise lies in the farming, packaging, marketing and distribution of avocados to food retailers, distributors and produce wholesalers worldwide. The Company procures avocados principally from California, Mexico and Peru. Through our various operating facilities, we grow, sort, pack, bag and ripen avocados for distribution to domestic and international markets. We report our results of operations in two operating segments: Marketing and Distribution and International Farming (see Note 13). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Oct. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of presentation and consolidation The accompanying consolidated financial statements include the accounts of the Company and its consolidated subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). All intercompany balances have been eliminated in consolidation. The Company previously qualified as an emerging growth company (“EGC”) until October 31, 2021, when it no longer qualified based on its status as a Large Accelerated Filer and accordingly, complies with all financial disclosure and governance requirements applicable to Large Accelerated Filers. IPO In October 2020, we completed our initial public offering (“IPO”) of common stock, in which we sold 7,450,000 shares at a public offering price of $12.00 per share. Net proceeds were $78.1 million, after deducting underwriting discounts and commissions of $6.3 million and issuance costs of $5.0 million, which were paid by the Company. Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash, cash equivalents and restricted cash The Company considers all highly liquid instruments with an original maturity of three months or less and money market mutual funds to be cash equivalents. The carrying amounts of cash and cash equivalents approximate their fair values. Restricted cash represents cash and cash equivalents that are restricted to withdrawal or use as of the reporting date under contractual terms or regulatory requirements. As of October 31, 2021 and 2020, the restricted cash balance related to statutory requirements to support various programs at the Company’s farms. Restricted cash is included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statements of cash flows. Accounts receivable Trade accounts receivable are reported at amounts due from customers, net of an allowance for doubtful accounts. The Company maintains an allowance for doubtful accounts to reflect its estimate of the uncollectability of the trade accounts receivable based on past collection history, the identification of specific potential customer risks, and other factors. Grower and fruit advances The Company makes advances to growers and foreign suppliers who supply fruit to the Company. Such advances reduce amounts otherwise due to the growers or suppliers for fruit sales. Miscellaneous receivables Miscellaneous receivables represent non-trade receivables and primarily consist of value-added taxes (“VAT”) collected on behalf of the tax authorities. VAT included in miscellaneous receivables were $11.0 million and $10.6 million as of October 31, 2021 and 2020, respectively. Inventory Inventories are recorded at the lower of cost or net realizable value using the first-in, first-out method for finished goods and raw materials. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Crop growing costs are valued at the lower of cost or net realizable value and are deferred and charged to cost of goods sold when the related crop is harvested and sold. The deferred crop growing costs included in inventory consist primarily of orchard maintenance costs such as cultivation, irrigation, fertilization, soil amendments, pest control and pruning. We assess the recoverability of inventories through an ongoing review of inventory levels in relation to sales and forecasts and product marketing plans. When the inventory on hand, at the time of review, exceeds the foreseeable demand, the value of inventory that is not expected to be sold is written down. The amount of the write-down is the excess of historical cost over estimated net realizable value. Once established, these write-downs are considered permanent adjustments to the cost basis of the excess inventory. The assessment of the recoverability of inventories and the amounts of any write-downs are based on currently available information and assumptions about future demand and market conditions. Demand for avocado products may fluctuate significantly over time, and actual demand and market conditions may be more or less favorable than our projections. In the event that actual demand is lower than originally projected, additional inventory write-downs may be required. During the year ended October 31, 2019, inventories included $2.0 million of fair value adjustments which were recognized in cost of sales as the underlying inventories were sold. Property, plant and equipment, net Property, plant and equipment, net is stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method using rates based upon the estimated useful lives of the related assets. Property, plant and equipment includes the costs of planting and developing orchards that are capitalized until the orchards become commercially productive. Net proceeds from the sales of fruit before commercial production begins is applied to the capitalized cost of the trees. Planting costs consist primarily of the costs to purchase and plant nursery stock. Orchard development costs consist primarily of maintenance costs of orchards such as cultivation, pruning, irrigation, labor, spraying and fertilization, and interest costs during the development period. The Company ceases the capitalization of costs and commences depreciation when the orchards become commercially productive and once productive, the orchard maintenance costs are accounted for as crop growing costs. Useful lives are as follows: orchard costs—20 to 25 years; buildings and improvements—20 to 40 years; and plant and office equipment—3 to 20 years. Within plant and office equipment, which contains a variety of assets, useful lives are as follows: reservoirs, wells, and irrigation equipment—20 years; bagging, packing, and refrigeration and ripening equipment—10-20 years; industrial vehicles—3 years; and office and computer equipment—5 to 7 years. Leased equipment and leasehold improvements meeting certain criteria are capitalized and amortized over the shorter of the expected lease term or the useful life of the asset using the straight-line method. Farming costs for nonproductive orchards We lease land for the development of new orchards. During the development period, these costs are referred to as farming costs for nonproductive orchards and are expensed as incurred in the consolidated statements of comprehensive income. Leases We determine if an arrangement is or contains a lease at inception or modification of the arrangement. An arrangement is or contains a lease if there are identified assets and the right to control the use of an identified asset is conveyed for a period in exchange for consideration. Control over the use of the identified assets means the lessee has both the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset. For leases where we are the lessee, we recognize the right-of-use (“ROU”) assets and lease liabilities for all leases other than those with a term of 12 months or less, as we have elected to apply the short-term lease recognition exemption. ROU assets represent our right to use an underlying asset for the lease term. Lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are classified and recognized at the commencement date of a lease. Lease liabilities are measured based on the present value of fixed lease payments over the lease term. ROU assets consist of: (i) initial measurement of the lease liability; (ii) lease payments made to the lessor at or before the commencement date less any lease incentives received; and (iii) initial direct costs incurred by us. Lease payments may vary because of changes in facts or circumstances occurring after the commencement, including changes in inflation indices. Variable lease payments are excluded from the measurement of ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. The discount rate used to determine the present value of the lease payments is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term for an amount equal to the lease payments in a similar economic environment. For income statement purposes, we recognize straight-line rent expense for operating leases. For finance leases, we recognize interest expense associated with the lease liability and depreciation expense associated with the ROU asset. For ROU assets held under finance leases and leasehold improvements, the estimated useful lives are limited to the shorter of the useful life of the asset or the term of the lease. Many of our lease arrangements include options to extend the lease, which we do not include in the lease term unless we are reasonably certain to exercise it. We have lease arrangements with lease and non-lease components. From a lessee perspective, we have elected to apply the practical expedient to combine lease and related non-lease components, for all classes of underlying assets, and account for the combined contract as a lease component. Equity method investees We maintain investments in other fruit growers, packers and distributors. These investments are accounted for under the equity method of accounting when we have the ability to exercise significant influence, but not control, over the investee. Significant influence generally exists when we have an ownership interest representing between 20% and 50% of the voting stock of the investee. Under the equity method of accounting, investments are stated at initial cost and are adjusted for subsequent additional investments and our proportionate share of earnings or losses and distributions. We review our investments for other-than temporary-impairment (“OTTI”) on a quarterly basis, or earlier if indicators of impairment arise. If an impairment of an equity method investment is determined to be other than temporary, we would record OTTI sufficient to reduce the investment’s carrying value to its fair value, which results in a new cost basis in the investment. There was no OTTI identified in the year ended October 31, 2021 that would have required us to test for impairment. During the second quarter of fiscal year 2020, industry-wide production information regarding the 2019-2020 blueberry harvest in Peru became available, indicating that there is greater competition and expansion by competitors than what we were previously expecting. We believed that the increase in supply due to expansion would result in a reduction in pricing over the long-term. As a result of this factor, among others, management lowered its long-term revenue and profitability forecasts of Moruga during the second quarter of 2020 and concluded that the reduction in the forecasted revenues was an indicator of impairment. As a result, management tested its investment in Moruga for impairment and concluded that the estimated fair value of the investment in Moruga was less than the carrying value of the investment. Due to the change in long-term pricing and revenue expectations, management concluded that the impairment is other-than-temporary and recorded an impairment charge of $21.2 million during the second quarter of fiscal year 2020 (see Note 4 for more details). Long-lived assets The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of any such asset may not be recoverable. Long-lived assets are assessed for impairment by comparing the carrying amount of an asset to future undiscounted net cash flows expected to be generated from the use of the asset and its eventual disposition. If the future undiscounted net cash flows are less than the carrying amount of the asset being tested, an impairment is recorded for the difference between the carrying amount of the asset and the estimated fair value of the asset. The estimate of undiscounted cash flows is based upon, among other things, certain assumptions about future operating performance, growth rates and other factors. Estimates of undiscounted cash flows may differ from actual cash flows due to, among other things, technological changes, economic conditions, changes to the business model or changes in operating performance. For fiscal years 2021 and 2020, we did not identify any indicators of impairment that would have required the Company to test its long-lived assets for impairment. Goodwill Our goodwill represents the excess of the purchase price of business combinations over the fair value of the net assets acquired. Goodwill impairment testing requires significant judgment and management estimates, including, but not limited to, the determination of (i) the number of reporting units, (ii) the goodwill and other assets and liabilities to be allocated to the reporting units and (iii) the fair values of the reporting units. The estimates and assumptions described above, along with other factors such as discount rates, will significantly affect the outcome of the impairment tests and the amounts of any resulting impairment losses. We perform a qualitative assessment of goodwill for impairment on an annual basis during the fourth quarter of each year, and between annual tests whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If qualitative factors were to indicate that it is more-likely-than-not that the fair value of the reporting unit is less than its carrying value, we would then perform a quantitative assessment, which would consist primarily of a discounted cash flow (“DCF”) analysis to determine the fair value of the reporting unit’s goodwill. To the extent the carrying amount of the reporting unit’s allocated goodwill exceeds the unit’s fair value, we recognize an impairment of goodwill for the excess up to the amount of goodwill of that reporting unit. As of October 31, 2021 and 2020, we had goodwill of $76.4 million. The results of our annual goodwill impairment assessments indicated that it was more likely than not that the fair value of our reporting unit’s goodwill had exceeded its carrying value. As a result, we concluded that there were no impairments for the years ended October 31, 2021 and 2020. Fair value of financial instruments The Company applies the provisions of Accounting Standards Codification (“ASC”) 820, Fair Value Measurements, for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements. ASC 820 establishes a framework for measuring fair value and expands disclosures about fair value measurements. Fair value is defined as the price that would be received when selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining the fair value for the assets and liabilities required or permitted to be recorded, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability. ASC 820 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes three levels of inputs that may be used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices, other than those in Level 1, in markets that are not active or for similar assets and liabilities, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). There were no transfers between level 1, level 2 or level 3 measurements during the years ended October 31, 2021 and 2020. We believe that the carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and short-term borrowings approximates fair value based on either their short-term nature or on terms currently available to the Company in financial markets. Due to current market rates, we believe that our long-term obligations have fair values that approximate carrying values. Refer to Note 10 for further information. Interest rate swaps The Company has four separate interest rate swaps with a total notional amount of $100 million to hedge changes in the variable interest rate on $100 million of principal value of the Company’s term loans. As of October 31, 2021, the interest rate swaps carried fixed-rates ranging from 1.75% to 2.57%. We account for the interest rate swaps in accordance with ASC 815, Derivatives and Hedging, as amended, which requires the recognition of all derivative instruments as either assets or liabilities in the consolidated balance sheets and measurement of those instruments at fair value. The Company has not designated the interest rate swaps as cash flow hedges, and as a result under the accounting guidance, changes in the fair value of the interest rate swaps have been recorded in other income (expense), net in the consolidated statements of comprehensive income and changes in the liability are presented in net cash provided by operating activities in the consolidated statements of cash flow. Refer to Note 10 for more details. Revenue recognition We recognize revenue according to the model under ASC 606, which requires the recognition of revenue when performance obligations to customers have been satisfied in amounts equal to the consideration to which we expect to be entitled. For our customer contracts, we identify the performance obligations (products or services), determine the transaction price, allocate the contract transaction price to the performance obligations, and recognize the revenue when the performance obligation is fulfilled, which is when the product is shipped to or received by the customer, depending on the specific terms of the arrangement. Our revenues are recorded at a point in time. Revenue recognized from product sales is based primarily on purchase orders issued by customers which specify shipping terms and details of the transaction. The performance obligations in a given transaction are determined by the individual purchase orders with revenue recognized at the time that the performance obligations have been satisfied. Shipping and handling activities that occur prior to the transfer of control of goods to the customer are treated as fulfillment activities related to the promise to transfer goods, rather than as performance obligations. Amounts collected from customers for sales and other similar taxes are excluded from the transaction price. Most performance obligations are subject to customer acceptance. However, our customers have an implicit and explicit right to return products following acceptance, if they are found not to conform to the specifications generally agreed upon or detailed in the individual purchase orders. We evaluate the need for provisions related to product return allowances based on estimates and record such provisions as a reduction in revenue in the same period that revenue for the related transactions is recognized. We offer rebate programs to certain customers. These programs are not significant, and the amounts paid to customers related to rebate programs are recorded as a reduction of the sales price and revenue recognized as a result of the transaction. The Company maintains liabilities for the rebate amounts that remain unremitted to customers as of each period end and are included in accrued expenses. We routinely enter into consignment arrangements to purchase avocados from foreign suppliers in which we do not take legal title of the good prior to selling those goods to customers. The Company has evaluated its role in such transactions and has concluded that it has control of the products due to our ability to determine the sales price and our role as the primary obligor in the transactions with the end customer. As a result, we are deemed to act as the principle rather than the agent, and therefore recognize and report revenue on a gross basis for its consignment arrangements. Stock-based compensation The Company uses the fair value recognition method for accounting for stock-based compensation. Under the fair value recognition method, cost is measured at the grant date based on the fair value of the award and is recognized as expense on the straight-line basis over the requisite service period, which is generally the vesting period. When vesting is based on the occurrence of certain defined liquidity events, expense relative to such awards is measured based on the grant date fair value of the award and is recorded when the event occurs. Forfeitures are recognized in the period they occur. The fair value of stock options is estimated as of the date of grant using the Black-Scholes option model, which requires various inputs, including volatility, risk-free interest rate, and the estimated life of the option term. See Note 9 for more information. The fair value of restricted stock units (“RSUs”) is determined based on the market price of our common stock on the date of grant. Advertising costs Advertising costs are expensed when incurred and are included as a component of selling, general and administrative expense. Such costs were $0.3 million, $0.4 million, and $0.3 million for the years ended October 31, 2021, 2020 and 2019, respectively. Employee benefits Eligible employees of the Company may participate in a 401(k)-retirement plan, whereby employees may elect to make contributions pursuant to a salary reduction agreement upon meeting age and length-of-service requirements. Employees can defer up to 60% of their compensation subject to fixed annual limits. The Company makes a 100% matching contribution on deferrals up to 3%, and 50% on deferrals over 3% up to 5%. Total contributions made by the Company were $0.9 million for the year ended October 31, 2021 and $0.7 million for both the years ended October 31, 2020 and 2019. Income taxes The Company uses the liability method to account for income taxes as prescribed by ASC 740. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates which will be in effect when these differences reverse. Deferred tax expense (benefit) is the result of changes in deferred tax assets and liabilities. Deferred income tax assets and liabilities are adjusted to recognize the effects of changes in tax laws or enacted tax rates in the period during which they are signed into law. The factors used to assess the Company’s ability to realize its deferred tax assets are the Company’s forecast of future taxable income and available tax planning strategies that could be implemented. Under ASC 740 a valuation allowance is required when it is more likely than not that all or some portion of the deferred tax assets will not be realized due to the inability to generate sufficient future taxable income of the correct character. Failure to achieve previous forecasted taxable income could affect the ultimate realization of deferred tax assets and could negatively impact the Company’s effective tax rate on future earnings. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. As a multinational corporation, we are subject to taxation in many jurisdictions, and the calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in various taxing jurisdictions. If we ultimately determine that the payment of these liabilities will be unnecessary, the liability will be reversed, and we will recognize a tax benefit during the period in which it is determined the liability no longer applies. Conversely, we record additional tax charges in a period in which it is determined that a recorded tax liability is less than the ultimate assessment is expected to be. The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. Tax laws and regulations themselves are subject to change as a result of changes in fiscal policy, changes in legislation, the evolution of regulations and court rulings. Therefore, the actual liability for U.S. or foreign taxes may be materially different from management’s estimates, which could result in the need to record additional tax liabilities or potentially reverse previously recorded tax liabilities. Foreign currency translation and remeasurement Our foreign operations are subject to exchange rate fluctuations and foreign currency transaction costs. The functional currency for substantially all of our foreign subsidiaries is the United States dollar. When remeasuring from a local currency to the functional currency, monetary assets and liabilities are remeasured into U.S. dollars at exchange rates in effect at the balance sheet dates and non-monetary assets, liabilities and equity are remeasured at historical rates when remeasuring from a local currency to the functional currency. Sales and expenses are remeasured using weighted-average exchange rates for each period. Gains and losses resulting from foreign currency transactions are recognized in other (expense) income, net in the consolidated statements of comprehensive income. Earnings per share We compute earnings per share (“EPS”) in accordance with ASC 260, which requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average shares outstanding during the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of contracts to issue shares (e.g., equity awards) as if they had been converted at the beginning of the periods presented, or issuance date, if later. The computation of diluted EPS includes the estimated impact of the exercise of contracts to purchase common stock using the treasury stock method. Potential shares that have an anti-dilutive effect (i.e., those that increase earnings per share or decrease loss per share) are excluded from the calculation of diluted EPS. Risk concentration Accounts receivable from one single customer represented 13% and 11% of trade accounts receivables, net of allowance, as of October 31, 2021 and 2020, respectively. Sales to our top 10 customers amounted to approximately 59%, 64%, and 60% of our net sales for the years ended October 31, 2021, 2020 and 2019, respectively. For the year ended October 31, 2021, no single customer represented more than 10% of net sales. For the year ended October 31, 2020, two single customers represented 12% and 10% of net sales, respectively. For the year ended October 31, 2019, one single customer represented 15% of net sales. All of these customers were from our Marketing and Distribution segment. Recently adopted accounting standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2016-02, Leases (ASC 842), and subsequent updates following, 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 (“ROU asset”) and a corresponding lease liability. For operating leases, the lessee would recognize a straight-line total lease expense, and for finance leases, the lessee would recognize interest expense and amortization of the ROU asset. We adopted ASC 842 effective November 1, 2020 using the modified retrospective approach and elected to apply the new guidance at the adoption date without adjusting prior periods presented. In adopting the new guidance, we elected to apply the package of transition practical expedients, which allows us not to reassess (1) whether any expired or existing contracts contain leases under the new definition of a lease; (2) lease classification for any expired or existing leases; and (3) whether previously capitalized initial direct costs would qualify for capitalization under ASC 842. In transition, we did not elect to apply the hindsight practical expedient, which permits entities to use hindsight in determining the lease term and assessing impairment of ROU assets. Upon adoption, we recognized operating ROU assets of $36.9 million, adjusted for $1.4 million of deferred rent and $0.3 million recorded as prepaid rent on the Company’s consolidated balance sheets. We also recognized $38.0 million in operating lease liabilities, of which $2.8 million was classified as current. Adoption of this standard did not have a material impact on our consolidated statements of comprehensive income or cash flows. See Note 6 for more details. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. This guidance requires financial assets measured at amortized cost basis to be presented at the net amount expected to be collected. It also requires credit losses on available-for-sale debt securities to be presented as an allowance, rather than reducing the carrying amount. We adopted Topic 326 on October 31, 2021 as of November 1, 2020, using the modified-retrospective method. The impact of the adoption of this ASU did not have a material impact on our financial condition, results of operations, and cash flows. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes, as part of its Simplification Initiative to reduce the cost and complexity in accounting for income taxes. ASU 2019-12 removes certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also amends other aspects of the guidance to help simplify and promote consistent application of GAAP. This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. We early-adopted ASU 2019-12 effective November 1, 2020. The adoption of this ASU resulted in the derecognition of a deferred tax liability of approximately $12.9 million and a corresponding adjustment to retained earnings. Recently issued accounting standards In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform, and a subsequent update following, which provides optional expedients and exceptions for applying GAAP principles to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this ASU apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued as a result of reference rate reform. The optional expedients in this ASU ar |
Details of Certain Account Bala
Details of Certain Account Balances | 12 Months Ended |
Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Details of Certain Account Balances | Details of Certain Account Balances Details of certain of our significant account balances in our consolidated financial statements are included below. Inventory October 31, (In millions) 2021 2020 Finished goods $ 22.5 $ 16.3 Crop growing costs 11.9 11.9 Packaging and supplies 13.8 10.4 Inventory $ 48.2 $ 38.6 Property, plant and equipment, net October 31, (In millions) 2021 2020 Land $ 128.8 $ 131.0 Orchard costs 62.6 50.2 Buildings and improvements 110.9 73.3 Plant and office equipment 177.2 150.7 Construction-in-progress 43.2 55.0 Property, plant and equipment $ 522.8 $ 460.2 Accumulated depreciation (98.6) (81.1) Property, plant and equipment, net $ 424.2 $ 379.1 Depreciation expense was $20.4 million, $18.1 million, and $16.5 million for the years ended October 31, 2021, 2020 and 2019. As of October 31, 2021 and 2020, respectively, $2.7 million and $2.1 million of property, plant and equipment, net was held for sale and classified in prepaid and other current assets in the consolidated balance sheets. Accrued expenses October 31, (In millions) 2021 2020 Employee-related $ 14.6 $ 15.3 Freight 3.9 4.4 Construction-in-progress 0.2 1.8 Interest rate swaps 2.1 2.2 Outside fruit purchase 2.2 0.8 VAT and local taxes payable 1.0 0.9 Legal settlement 0.8 — Other 4.0 2.9 Accrued expenses $ 28.8 $ 28.3 Other long-term liabilities October 31, (In millions) 2021 2020 Uncertain tax positions 15.7 13.9 Interest rate swaps 1.4 4.3 Employee-related 1.6 1.8 Deferred rent — 1.4 Other 1.3 2.9 Other long-term liabilities $ 20.0 $ 24.3 Other income (expense), net Year Ended October 31, (In millions) 2021 2020 2019 Gains (losses) on derivative financial instruments $ 0.8 $ (4.2) $ (3.7) Foreign currency transaction (loss) gain (1.6) 1.3 (1.3) Interest income 1.7 2.4 1.7 Debt extinguishment costs (0.1) — — Other 0.5 (0.2) (0.3) Other income (expense), net $ 1.3 $ (0.7) $ (3.6) |
Equity Method Investees
Equity Method Investees | 12 Months Ended |
Oct. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investees | Equity Method Investees Henry Avocado The Company owns a 49% interest in Henry Avocado Corporation (“Henry Avocado”), based in Escondido, California. Henry Avocado packs, distributes and sells fresh avocados in the domestic market from California growers and also imports packed Chilean and Mexican avocados. Henry Avocado also operates a farm management and orchard leasing business where it performs various farming functions on behalf of growers. There is a basis difference between the Company’s historical investment in Henry Avocado and the amount recorded in members’ capital by the investee of $4.0 million as of October 31, 2021 and 2020, comprised solely of goodwill. Mr. Avocado The Company owns a 33% interest in Shanghai Mr. Avocado Limited (“Mr. Avocado”), a Chinese joint venture enterprise, through its Mission Produce Asia Ltd. subsidiary. The primary business operations include the marketing, ripening and distribution of fresh avocados within China. Moruga The Company owns a 60% interest in Moruga. Moruga’s primary business activity is to develop and operate blueberry farms. There is a basis difference between the our historical investment in Moruga and the amount of underlying equity in net assets of $10.3 million as of October 31, 2021 and 2020. During the second quarter of fiscal year 2020, industry-wide production information regarding the 2019-2020 blueberry harvest in Peru became available, indicating that there is greater competition and expansion by competitors than what we were previously expecting. We believed that the increase in supply due to expansion would result in a reduction in pricing over the long-term. As a result of this factor, among others, management lowered its long-term revenue and profitability forecasts of Moruga during the second quarter of 2020 and concluded that the reduction in the forecasted revenues was an indicator of impairment. As a result, management tested its investment in Moruga for impairment and concluded that the estimated fair value of the investment in Moruga was less than the carrying value of the investment. Due to the change in long-term pricing and revenue expectations, management concluded that the impairment is other-than-temporary. The Company recorded an impairment charge of $21.2 million to reduce the carrying balance of the investment to its estimated fair value of $22.2 million during the second quarter of fiscal year 2020. The fair value of the investment is a Level 3 measurement in the fair value hierarchy and management estimated the fair value of the investment, with the assistance of a third-party valuation specialist, using a combination of the guideline publicly-traded companies (“GPC”) method under the market approach and the discounted cash flow (“DCF”) method under the income approach. We applied an equal weighting to the value conclusions resulting from the two employed approaches, because there was sufficient information available to estimate the fair value of the investment under both methods. Under the GPC method, valuation multiples are calculated from the operating data and market metrics of the guideline publicly traded companies and the selected multiples are evaluated and adjusted based on the strengths and weaknesses of the entity relative to the comparable guideline publicly-traded companies. The most significant input used to estimate the fair value of the investment under the GPC method is the selected Business Enterprise Value (“BEV”) to EBITDA multiple. We utilized the derived BEV to EBITDA multiples of the guideline publicly traded companies to select a multiple of 10.5x for the first forecast year and 10.0x for the second forecast year. The median and mean BEV to EBITDA multiple of the comparable publicly traded entities that we evaluated was 12.3x and 12.8x, respectively. Under the DCF method, the most significant inputs used to estimate the fair value of the investment are the cash flow projections, which are most sensitive to the revenue projections, and the weighted average cost of capital (or discount rate) which is used to discount and present value the projected cash flows. For our revenue projections, we assumed a compounded annual growth rate of 4.8% for the discrete forecast period from 2020 to 2030, prior to reaching the terminal period. The weighted average cost of capital was estimated using a capital asset pricing model and the discount rate used to present value the future cash flows was 9.0%. Copaltas The Company owns a 50% interest in Copaltas S.A.S. (“Copaltas”), a Colombian joint venture enterprise. The primary business operations include the development and operation of avocado farms within Colombia. Financial information for our equity method investees as of October 31 was as follows: (In millions) Henry Avocado Mr. Avocado Moruga Copaltas 2021 Current assets $ 45.1 $ 4.4 $ 24.8 $ 1.5 Long-term assets 16.6 0.5 21.5 16.6 Current liabilities 22.7 3.1 13.6 2.5 Long-term liabilities 6.8 — 3.8 6.5 Sales 261.7 20.1 37.3 0.1 Gross profit 24.6 3.4 10.5 — Net income (loss) 7.5 0.5 6.4 (0.2) 2020 Current assets $ 35.3 $ 2.6 $ 19.9 $ 0.3 Long-term assets 17.9 0.6 20.1 10.9 Current liabilities 14.3 1.9 9.8 2.2 Long-term liabilities 10.6 — 7.6 — Sales 254.1 11.7 28.7 0.2 Gross profit 22.8 1.9 7.7 — Net income (loss) 4.4 (0.2) 3.8 0.1 The Company’s investments in its equity method investees have been impacted by the following: (In millions) Henry Avocado Mr. Avocado Moruga Copaltas Total Investment balance October 31, 2018 $ 15.3 $ 0.2 $ 42.8 $ 0.4 $ 58.7 Equity method income (losses) 3.4 (0.4) 0.4 (1) — 3.4 Dividends received (1.3) — — — (1.3) Investment contributions — 0.7 — 1.2 1.9 Investment balance October 31, 2019 $ 17.4 $ 0.5 $ 43.2 $ 1.6 $ 62.7 Equity method income (losses) 2.2 (0.1) 1.9 (1) — 4.0 Translation — — — (0.5) (0.5) Dividends received (1.7) — — — (1.7) Investment contributions — — — 3.4 3.4 Impairment — — (21.2) — (21.2) Investment balance October 31, 2020 $ 17.9 $ 0.4 $ 23.9 $ 4.5 $ 46.7 Equity method income (losses) 3.7 0.2 3.8 (0.2) 7.5 Translation — — — — — Dividends received (1.7) — — — (1.7) Investment contributions — — — 0.2 0.2 Investment balance October 31, 2021 $ 19.9 $ 0.6 $ 27.7 $ 4.5 $ 52.7 (1) Included amortization of customer relationship intangible of $0.4 million and $0.6 million during the years ended October 31, 2020 and 2019, respectively. The customer relationship intangible was fully amortized as of October 31, 2020. There was no OTTI identified in the year ended October 31, 2021 that would have required us to test for impairment on any of our equity method investments. |
Debt
Debt | 12 Months Ended |
Oct. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Credit facility In October 2018 the Company entered into a $275 million syndicated credit facility with Bank of America (“BoA”) Merrill Lynch. The credit facility is comprised of two senior term loans totaling $175 million (Term A-1 and Term A-2) and a revolving credit agreement providing up to $100 million in borrowings. The loans are secured by real property, personal property and the capital stock of the Company’s subsidiaries. Borrowings under the credit facility bear interest at a spread over LIBOR ranging from 1.50% to 2.75% depending on the Company’s leverage ratio. The credit facility also includes a swing line facility and an accordion feature which allows the Company to increase the borrowings by up to $125 million, with bank approval. We pay fees on unused commitments on the credit facility that accrue at rates ranging from 0.18% to 0.3% depending upon the Company’s leverage ratio. The credit facility requires the Company to comply with financial and other covenants, including limitations on investments, capital expenditures, dividend payments, amounts and types of liens and indebtedness, and material asset sales. The Company is also required to maintain certain leverage and fixed charge coverage ratios. As of October 31, 2021, the Company was in compliance with all covenants of the credit facility. Long-term debt under our credit facility with BoA Merrill Lynch consisted of the following: October 31, (In millions) 2021 2020 Revolving line of credit. The interest rate is variable, based on LIBOR plus a spread that varies with the Company’s leverage ratio. As of October 31, 2021 and 2020, the interest rate was 1.84% and 1.90%, respectively. Interest is payable monthly and principal is due in full in October 2023. $ — $ — Senior term loan (A-1). The interest rate is variable, based on LIBOR plus a spread that varies with the Company’s leverage ratio. As of October 31, 2021 and 2020, the interest rate was 1.84% and 1.90%, respectively. Interest is payable monthly, principal is payable quarterly and due in full in October 2023. 90.0 95.0 Senior term loan (A-2). The interest rate is variable, based on LIBOR plus a spread that varies with the Company’s leverage ratio. As of October 31, 2021 and 2020, the interest rate was 2.34% and 2.40% respectively. Interest is payable monthly, principal is payable quarterly and due in full in October 2025. 72.8 73.5 Notes payable to BoA. Payable in monthly installments including interest at a weighted average rate of 4.41% and 4.52% as of October 31, 2021 and 2020, respectively. Principal is due July 2024. 1.5 6.2 Total long-term debt 164.3 174.7 Less debt issuance costs (0.4) (0.6) Long-term debt, net of debt issuance costs 163.9 174.1 Less current portion of long-term debt (8.8) (7.4) Long-term debt, net of current portion $ 155.1 $ 166.7 As of October 31, 2021, future principal payments for our total debt were as follows: Year Ending October 31, (In millions) 2022 $ 8.8 2023 83.8 2024 13.6 2025 58.1 2026 — Thereafter — $ 164.3 |
Leases
Leases | 12 Months Ended |
Oct. 31, 2021 | |
Leases [Abstract] | |
Leases | LeasesWe lease facilities, land, fleet and other industrial equipment under operating leases, expiring at various dates through 2048. We also lease equipment under finance leases, expiring at various dates through 2025. Certain of these leases have clauses such as extension options, stipulated escalation provisions, early termination, and payment obligations for property taxes, insurance, maintenance and other costs. Lease-related assets and liabilities on our consolidated balance sheets as of October 31, 2021 were as follows: (in millions) Location on Consolidated Balance Sheets October 31, 2021 Assets Operating Operating lease right-of-use assets $ 43.9 Finance Property, plant and equipment, net 4.4 Total lease assets $ 48.3 Liabilities Current Operating Operating leases—current portion $ 3.6 Finance Finance leases—current portion 1.1 Noncurrent Operating Operating leases, net of current portion 42.5 Finance Finance leases, net of current portion 2.2 Total lease liabilities $ 49.4 Most lease costs are recognized in the consolidated statements of comprehensive income, however, costs qualifying for capitalization, such as lease costs for equipment used in the development of orchards, are recognized into property, plant and equipment or inventory. A summary of lease costs for the year ended October 31, 2021 is as follows: Year Ended October 31, 2021 (in millions) Inventory Property, plant and equipment Cost of sales Selling, general and administrative expenses Interest Expense Total Operating leases Lease cost $ — $ — $ 3.9 $ 2.6 $ — $ 6.5 Variable lease cost — — 0.8 0.1 — 0.9 Short-term lease cost 1.3 2.7 13.2 0.8 — 18.0 Finance leases — Amortization of right-of-use assets — — 0.7 0.4 — 1.1 Interest on lease liabilities — — — — 0.3 0.3 Total lease cost $ 1.3 $ 2.7 $ 18.6 $ 3.9 $ 0.3 $ 26.8 Supplemental cash flow information related to leases is set forth below: Year ended (In millions) October 31, 2021 Cash paid for amounts included in the measurement of lease liabilities for operating cash flows for operating lease liabilities $ 5.5 Right-of-use assets obtained in exchange for new operating lease liabilities 11.3 As of October 31, 2021, future maturities of lease liabilities with original terms in excess of one year were as follows: (In millions) Year Ending October 31, Operating Leases Finance Leases 2022 $ 6.2 $ 1.4 2023 5.8 1.3 2024 5.3 1.0 2025 4.8 0.2 2026 4.6 — Thereafter 48.2 — Total undiscounted future minimum lease payments $ 74.9 $ 3.9 Less imputed interest $ (28.8) (0.6) Total discounted future minimum lease payments $ 46.1 $ 3.3 Weighted average remaining lease terms and weighted average discount rates as of October 31, 2021 were as follows: Operating Leases Finance Leases Weighted average remaining lease term (in years) 15.2 2.8 Weighted average discount rate 5.5 % 7.5 % As of October 31, 2020 (prior to the adoption of ASC 842), future minimum lease payments under noncancelable agreements in accordance with ASC 840 were as follows: (In millions) Year Ending October 31, Operating Leases Capital Leases 2021 $ 5.5 $ 1.8 2022 4.7 1.6 2023 4.2 1.4 2024 3.6 1.2 2025 3.2 0.2 Thereafter 32.3 — Minimum lease payments $ 53.5 $ 6.2 Less interest (1.7) Present value of future lease payments $ 4.5 As of October 31, 2020, finance leases totaled $5.7 million less accumulated depreciation of $0.6 million. Depreciation expense on finance leases was $0.3 million for both years ended October 31, 2020 and 2019. As of October 31, 2020, we did not have material leases that had not yet commenced. Rent expense was approximately $6.9 million and $6.1 million for the years ended October 31, 2020 and 2019, respectively. |
Leases | LeasesWe lease facilities, land, fleet and other industrial equipment under operating leases, expiring at various dates through 2048. We also lease equipment under finance leases, expiring at various dates through 2025. Certain of these leases have clauses such as extension options, stipulated escalation provisions, early termination, and payment obligations for property taxes, insurance, maintenance and other costs. Lease-related assets and liabilities on our consolidated balance sheets as of October 31, 2021 were as follows: (in millions) Location on Consolidated Balance Sheets October 31, 2021 Assets Operating Operating lease right-of-use assets $ 43.9 Finance Property, plant and equipment, net 4.4 Total lease assets $ 48.3 Liabilities Current Operating Operating leases—current portion $ 3.6 Finance Finance leases—current portion 1.1 Noncurrent Operating Operating leases, net of current portion 42.5 Finance Finance leases, net of current portion 2.2 Total lease liabilities $ 49.4 Most lease costs are recognized in the consolidated statements of comprehensive income, however, costs qualifying for capitalization, such as lease costs for equipment used in the development of orchards, are recognized into property, plant and equipment or inventory. A summary of lease costs for the year ended October 31, 2021 is as follows: Year Ended October 31, 2021 (in millions) Inventory Property, plant and equipment Cost of sales Selling, general and administrative expenses Interest Expense Total Operating leases Lease cost $ — $ — $ 3.9 $ 2.6 $ — $ 6.5 Variable lease cost — — 0.8 0.1 — 0.9 Short-term lease cost 1.3 2.7 13.2 0.8 — 18.0 Finance leases — Amortization of right-of-use assets — — 0.7 0.4 — 1.1 Interest on lease liabilities — — — — 0.3 0.3 Total lease cost $ 1.3 $ 2.7 $ 18.6 $ 3.9 $ 0.3 $ 26.8 Supplemental cash flow information related to leases is set forth below: Year ended (In millions) October 31, 2021 Cash paid for amounts included in the measurement of lease liabilities for operating cash flows for operating lease liabilities $ 5.5 Right-of-use assets obtained in exchange for new operating lease liabilities 11.3 As of October 31, 2021, future maturities of lease liabilities with original terms in excess of one year were as follows: (In millions) Year Ending October 31, Operating Leases Finance Leases 2022 $ 6.2 $ 1.4 2023 5.8 1.3 2024 5.3 1.0 2025 4.8 0.2 2026 4.6 — Thereafter 48.2 — Total undiscounted future minimum lease payments $ 74.9 $ 3.9 Less imputed interest $ (28.8) (0.6) Total discounted future minimum lease payments $ 46.1 $ 3.3 Weighted average remaining lease terms and weighted average discount rates as of October 31, 2021 were as follows: Operating Leases Finance Leases Weighted average remaining lease term (in years) 15.2 2.8 Weighted average discount rate 5.5 % 7.5 % As of October 31, 2020 (prior to the adoption of ASC 842), future minimum lease payments under noncancelable agreements in accordance with ASC 840 were as follows: (In millions) Year Ending October 31, Operating Leases Capital Leases 2021 $ 5.5 $ 1.8 2022 4.7 1.6 2023 4.2 1.4 2024 3.6 1.2 2025 3.2 0.2 Thereafter 32.3 — Minimum lease payments $ 53.5 $ 6.2 Less interest (1.7) Present value of future lease payments $ 4.5 As of October 31, 2020, finance leases totaled $5.7 million less accumulated depreciation of $0.6 million. Depreciation expense on finance leases was $0.3 million for both years ended October 31, 2020 and 2019. As of October 31, 2020, we did not have material leases that had not yet commenced. Rent expense was approximately $6.9 million and $6.1 million for the years ended October 31, 2020 and 2019, respectively. |
Commitment and Contingencies
Commitment and Contingencies | 12 Months Ended |
Oct. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation The Company is involved from time to time in claims, proceedings, and litigation, including the following: On April 23, 2020, former Mission Produce, Inc. employees filed a class action lawsuit in the Superior Court of the State of California for the County of Los Angeles against us alleging violation of certain wage and labor laws in California, including failure to pay all overtime wages, minimum wage violations, and meal and rest period violations, among others. Additionally, on June 10, 2020, former Mission Produce, Inc. employees filed a class action lawsuit in the Superior Court of the State of California for the County of Ventura against us alleging similar violations of certain wage and labor laws. The plaintiffs in both cases seek damages primarily consisting of class certification and payment of wages earned and owed, plus other consequential and special damages. While the Company believes that it did not violate any wage or labor laws, it nevertheless decided to settle these class action lawsuits. In May 2021, the plaintiffs in both class action lawsuits and the Company agreed preliminarily to a comprehensive settlement to resolve both class action cases for a total of $0.8 million, which the Company recorded as a loss contingency in selling, general and administrative expenses in the consolidated statements of comprehensive income during the three months ended April 30, 2021. The parties executed a stipulation of settlement agreement on such terms in November 2021. This preliminary settlement is subject to approval by the applicable courts. |
Income Taxes
Income Taxes | 12 Months Ended |
Oct. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of the provision for income taxes were as follows: Year Ended October 31, (In millions) 2021 2020 2019 Current Federal $ 2.2 $ 4.6 $ 11.8 State 0.6 0.7 2.6 Foreign 9.5 10.7 9.3 Total current 12.3 16.0 23.7 Deferred Federal 2.6 1.1 (0.6) State 0.3 (0.2) 0.2 Foreign 5.9 (1.9) 1.0 Total deferred 8.8 (1.0) 0.6 Provision for income taxes $ 21.1 $ 15.0 $ 24.3 U.S. and foreign components of income before income taxes were as follows: Year Ended October 31, (In millions) 2021 2020 2019 U.S. $ 20.8 $ 31.0 $ 51.7 Foreign 45.2 12.8 44.3 Income before income taxes $ 66.0 $ 43.8 $ 96.0 A reconciliation of the provision for income taxes computed at the federal statutory tax rate to income taxes as reflected in the financial statements is as follows: Year Ended October 31, 2021 2020 2019 Federal statutory rate 21.0 % 21.0 % 21.0 % State income taxes, net of federal tax benefit 1.0 % 2.0 % 1.9 % GILTI 2.3 % 5.6 % 3.1 % Non-deductible executive compensation 0.5 % 3.9 % — % Moruga impairment — % 10.1 % — % Foreign tax credits (0.9) % (4.6) % (2.4) % NOL carryback – CARES Act — % (2.8) % — % Peru income tax rate change 8.3 % — % — % Unrecognized tax benefits increase 0.9 % 0.6 % 1.5 % Other, net (1.1) % (1.6) % 0.2 % Effective tax rate 32.0 % 34.2 % 25.3 % Deferred taxes are recognized for temporary differences between the basis of assets and liabilities for financial statement and income tax purposes. The significant components of deferred tax assets and liabilities were as follows: October 31, (In millions) 2021 2020 Accrued expenses $ 4.2 $ 4.0 Net operating loss carryforward 0.8 1.8 Inventory 0.8 0.8 Interest rate swaps 0.8 1.5 Operating lease liabilities 11.2 — Allowances, reserves, and other 0.3 0.3 Total deferred tax assets 18.1 8.5 Less: valuation allowance (0.5) (1.1) Total net deferred tax assets $ 17.6 $ 7.3 Equity interest in unconsolidated subsidiaries (3.1) (14.7) Property, plant and equipment (21.6) (14.4) Operating lease right-of-use assets (10.7) — Repatriation of foreign earnings (1.4) (1.6) Total deferred tax liabilities (36.8) (30.7) Total net deferred tax assets/(liabilities) $ (19.2) $ (23.3) As of October 31, 2021, the Company had foreign net operating loss carryforwards of $4.3 million, $3.6 million of which, carries forward indefinitely. The net change in the valuation allowance for deferred tax assets was $0.6 million and $0.3 million for the years ended October 31, 2021 and 2020, respectively. The valuation allowance as of October 31, 2021 and 2020 primarily relates to deferred tax assets in jurisdictions with current and historical losses as well as deferred tax assets which would generate capital losses and can only be realizable upon generation of future capital gains. At October 31, 2021 the Company recorded a deferred tax liability for the withholding tax that will be due upon future distribution of approximately $28.1 million of foreign earnings from its International Farming operations in Peru. The Company has determined all other accumulated foreign earnings of $121.6 million to be indefinitely reinvested, as it is our intent to permanently reinvest these funds outside of the United States and our current plans do not demonstrate a need to repatriate the cash to fund our U.S. operations. The Company may recognize the tax benefit from an uncertain tax position claimed on a tax return only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. A reconciliation of the total amounts of unrecognized tax benefits (exclusive of interest and penalties) is as follows: October 31, (In millions) 2021 2020 Unrecognized tax benefits beginning of year $ 6.0 $ 6.2 Increases/(decreases) related to prior year positions $ (0.2) $ — Foreign currency remeasurement 0.3 (0.2) Unrecognized tax benefits end of year $ 6.1 $ 6.0 If recognized, the total amount of unrecognized tax benefits as of October 31, 2021and 2020 would impact the effective tax rate. There is potential for significant changes to unrecognized tax benefits by the end of fiscal year 2021 with regards to the 2013 tax assessment as discussed below. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. The Company recorded $0.9 million, $(1.9) million, and $1.4 million of interest and penalties in the years ended October 31, 2021, 2020 and 2019, respectively, in the consolidated statements of comprehensive income and had $7.7 million and $6.8 million for interest and penalties accrued as of October 31, 2021 and 2020, respectively, which have been included in other long-term liabilities in the consolidated balance sheets. We conduct business both domestically and 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 the United States, Mexico and Peru. The Company is no longer subject to U.S. federal tax examinations for the fiscal years prior to and including October 31, 2016. The statute of limitations for the tax years ended October 31, 2017 and forward are still open as of October 31, 2021. The Company’s wholly owned subsidiary in Mexico is currently under audit for the fiscal year 2013 and received certain proposed adjustments during fiscal year 2018 from the Mexican taxing authorities pertaining to disallowed deductions. During June 2018, the Company filed an administrative appeal challenging the 2013 tax assessment, which in June 2019 the authorities issued a resolution revoking the tax assessment and ordering the tax auditors to appraise some evidence and re-issue a new assessment in connection with one of the intermediaries. The Mexican subsidiary filed a tax lawsuit since the tax auditors did not appraise the evidence offered in connection with a significant portion of the disallowed deductions, which the Company is currently waiting for the resolution of the trial. The Company believes that is has adequately provided taxes for this matter. On December 30, 2020, Peru enacted tax law repealing current tax law which provided benefits to agribusiness entities. The new law will subject us to higher Peruvian corporate income tax rates than our current rate of 15% as follows: 20% for calendar years 2023 to 2024, 25% for calendar years 2025 to 2027, and 29.5% thereafter. We remeasured our deferred tax balances based on the applicable tax rate in the year the deferred balances are expected to reverse. The increase to the net deferred tax liability for the change in Peruvian tax rate resulted in a $5.4 million increase to tax expense. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Oct. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Shareholders' Equity | Shareholders’ Equity Stock-based compensation During fiscal years 2021, 2020, and 2019, we maintained stock-based incentive plans (see below for more details). Stock-based compensation expense is recorded in selling, general and administrative expenses in the consolidated statements of comprehensive income. Total stock-based compensation expense under these plans and the total related recognized tax benefit were as follows: Year Ended October 31, (In millions) 2021 2020 2019 Stock options $ 1.5 $ 4.8 $ — RSUs 1.1 0.1 — Total stock-based compensation expense under incentive plans, pretax $ 2.6 $ 4.9 $ — Tax benefit 0.1 0.1 — Unrecognized stock-based compensation expense as of October 31, 2021 was $3.9 million and is expected to be recognized over a weighted-average period of 1.7 years. 2003 Stock Incentive Plan Our Board of Directors adopted the Mission Produce, Inc. 2003 Stock Incentive Plan in fiscal year 2004, and subsequently restated and amended the plan on July 9, 2019 (collectively, the “2003 Plan”). The 2003 Plan is a non-qualified stock option plan that allowed for the granting of a combined maximum of 10,200,000 stock option awards to key employees and directors, until the completion of our IPO in October 2020, at which time we adopted the 2020 Incentive Award Plan (“2020 Plan”), and shares of our common stock subject to awards granted under the 2003 Plan that were available for issuance were transferred to, and became available for issuance under the 2020 Plan in accordance with its terms. 2020 Incentive Award Plan On October 1, 2020, our Board of Directors adopted the 2020 Plan, which provides for the grant of equity awards, including stock options, RSUs, and performance share units to directors, employees, consultants, and certain of our affiliates. The terms of awards may vary based on the grantee classification, or nature of the award, such as awards contingent upon discrete events, or awards related to continuing employment. A maximum of 9,880,190 shares of common stock may be issued under the 2020 Plan. As of October 31, 2021, 9,296,260 shares were available for issuance under the 2020 Plan. Stock options Stock options are generally granted with exercise prices no less than the fair market value at grant date and vest based on tenure of employment or other specific events and expire 10 years after the grant date. The fair value of stock options are estimated as of the date of grant using the Black-Scholes option valuation model with the following assumptions, as required by the model: • Risk-free rate - the current interest rate on five to seven-year U.S. Treasury Bonds • Volatility - the average of equity implied asset volatility of publicly-traded direct competitor companies • Expected life - calculated as the average of the vesting term and original contractual term, known as “the simplified method” No stock options were granted during the year ended October 31, 2021. Assumptions used to estimate the fair value for stock options granted during the years ended October 31, 2020 and 2019 were as follows: Year Ended October 31, 2020 2019 Risk-free interest rate 0.4 % 1.7 % Volatility 30.0 % 25.0 % Expected life (in years) 6.3 7.2 Dividend rate — — The weighted-average grant-date fair value of options granted during the years ended October 31, 2020 and 2019 was $3.61 and $5.35, respectively. The total grant-date fair value of stock options vested during the years ended October 31, 2021 and 2020 was $1.3 million and $5.5 million, respectively. No stock options vested during the year ended October 31, 2019. The total intrinsic value of stock options exercised was $0.2 million in both years ended October 31, 2021 and 2020. No stock options were exercised during the year ended October 31, 2019. CEO Award On July 9, 2019 our Board of Directors approved a stock option grant to the Company’s Chief Executive Officer (“CEO”), Steve Barnard, covering 1,700,000 shares of our common stock (“CEO Award”). The CEO Award had a strike price of $9.41 per share, which the Board of Directors assumed to be the then current fair market value of the Company’s common stock on the grant date. The terms of the grant were such that the vesting of the stock option was contingent upon a successful initial public offering of the Company’s common stock. There were 471,308 shares available under the 2003 Plan as of the date the CEO Award was granted. We accounted for 471,308 shares of the CEO Award that are subject to share settlement as equity-classified awards and 1,228,692 shares as liability-classified awards. The liability-classified portion of the CEO Award represented that portion of the CEO Award that was in excess of the shareholder-approved share limit authorized under the 2003 Plan as of October 31, 2019 and thus were classified as liability awards. In the event the modified Plan was not approved by the shareholders, the liability-classified portion of the CEO Award would have been subject to cash settlement. The Company has not recognized any stock-based compensation expense prior to the modification of the CEO Award discussed below because the vesting of the award was dependent upon the occurrence of an initial public offering. At the date of grant, based on a subsequent valuation performed, the estimated fair market value of the CEO award was determined to be $9.1 million. On October 29, 2019, our Board of Directors, with the consent of Mr. Barnard, modified the CEO Award to amend the vesting schedule. As a result of this amendment, 850,000 shares subject to the CEO Award were modified to vest at the earlier of (i) the seventh year anniversary of the grant date, (ii) immediately prior to the consummation of a change in control (as defined in the Plan) or, (iii) upon the closing of an IPO of our common stock, in each case, subject to Mr. Barnard’s continued service with the Company as of the applicable vesting date. Of these CEO Award shares, we accounted for 235,654 shares as equity-classified awards and 614,346 CEO Award shares (i.e., the allocable portion of those CEO Award shares that were in excess of the shareholder-approved share limit authorized under the original Plan as of October 31, 2019) as liability-classified awards. The remaining 850,000 CEO Award shares were modified to vest in five equal installments on the first five anniversaries of the grant date, subject to Mr. Barnard’s continued service with the Company as of the applicable vesting date. Of these shares, we accounted for 235,654 shares as equity-classified awards and 614,346 shares as liability-classified awards (i.e., the allocable portion of those CEO Award shares that were in excess of the shareholder-approved share limit authorized under the 2003 Plan as of October 31, 2019). Prior to the October 2019 modification, the Company determined that it was not probable that the CEO awards would vest because of the contingent nature of the CEO Award. Upon modification of the vesting terms, during October 2019, the Company determined that it was probable that the CEO Award would vest. The Company determined the fair value of the CEO Award on the date of modification to be $11.3 million, to be recognized as stock-based compensation expense as service is provided. During December 2019, management determined the fair value of our common stock with the support of a third-party valuation specialist as of the July 9, 2019 stock option grant date. As a result of this independent valuation, the Company determined the fair value of our common stock on the stock option grant date to be $13.74 per share. As a result, the Board of Directors, with the consent of Mr. Barnard, modified the CEO Awards to increase the strike price to $13.74 per share. As of the modification date, the fair value of liability-classified awards was $5.6 million. On March 19, 2020, shareholders approved an amendment to the 2003 Plan that added an additional 2,550,000 shares available to be issued. Upon the approval of the amendment, the 1,228,692 awards previously accounted for as liability-classified awards were reclassified to shareholders’ equity and accounted for prospectively as equity awards because of the increase in shares available to be issued under the 2003 Plan. On the date of reclassification, management determined the fair value of our common stock, with the assistance of a third-party valuation specialist, to be $12.63 per share, resulting in an estimated fair value of $4.6 million for the reclassified awards. As of March 19, 2020, the Company had accrued $0.3 million in accrued expenses related to the liability-classified awards, which was reclassified to shareholders’ equity as of March 19, 2020. Stock option activity for the CEO Award during the year ended October 31, 2021 was as follows: Number of options Weighted-average exercise price Weighted-average remaining life (in years) Aggregate intrinsic value (in millions) Outstanding at October 31, 2020 1,700 $ 13.74 Granted — Exercised (1) — 13.74 Forfeited — Outstanding at October 31, 2021 1,700 $ 13.74 7.7 $ 8.9 Vested and expected to vest at October 31, 2021 1,700 $ 13.74 7.7 $ 8.9 Exercisable at October 31, 2021 1,190 $ 13.74 7.7 $ 6.2 (1) Less than 500 shares were exercised during the year ended October 31, 2021. Number of options Weighted average grant-date fair value Unvested at October 31, 2020 680 $ 5.35 Granted — — Vested (170) 5.35 Forfeited — — Unvested at October 31, 2021 510 $ 5.35 Employees Stock options granted to employees generally vest ratably over four years. Stock option activity for other employees during the year ended October 31, 2021 was as follows: Number of options Weighted-average exercise price Weighted-average remaining life (in years) Aggregate intrinsic value (in millions) Outstanding at October 31, 2020 698 $ 11.62 Granted — — Exercised (22) 10.19 Forfeited (190) 12.00 Outstanding at October 31, 2021 486 $ 11.55 8.2 $ 3.6 Vested and expected to vest at October 31, 2021 486 11.55 8.2 3.6 Exercisable at October 31, 2021 124 $ 10.23 7.6 $ 1.1 Number of options Weighted average grant-date fair value Unvested at October 31, 2020 664 $ 3.61 Granted — — Vested (112) 3.61 Forfeited (190) 3.61 Unvested at October 31, 2021 362 $ 3.99 (1) (1) Approximately 26,000 unvested shares outstanding were modified during the year ended October 31, 2021 in connection with the retirement of a long-tenured employee, which affected the computation of the weighted average grant-date fair value. RSUs RSUs are service-based awards granted under the 2020 Plan to eligible employees and non-employees. RSUs are expected to be settled with shares of the Company’s common stock. Vesting and forfeiture conditions are specific to each grant as determined by the plan administrator. The fair of RSUs is determined based on the market price of our common stock on the date of grant. Employees RSUs are granted to employees as well as new-hires and generally vest ratably over three Units Weighted average grant-date fair value per unit Outstanding at October 31, 2020 — $ — Granted 8 20.87 Vested — — Forfeited — — Outstanding at October 31, 2021 8 $ 20.87 Board of Directors On October 1, 2020, RSUs were granted to directors in connection with our IPO, with a vesting date in March 2021. Under our Director Compensation Plan, directors were henceforth approved for the automatic grant on the date of each Annual Shareholders’ Meeting, set to cliff-vest at the earlier of one year following, or at the subsequent Annual Shareholders’ Meeting. Activity for these awards during the years ended October 31, 2021 and 2020 was as follows: Units Weighted average grant-date fair value per unit Outstanding at October 31, 2020 58 $ 12.00 Granted 35 19.89 Vested (58) 12.00 Forfeited — — Outstanding at October 31, 2021 35 $ 19.89 Dividends |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Oct. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Financial assets and liabilities measured and recorded at fair value on a recurring basis included in the consolidated balance sheets were as follows: October 31, 2021 October 31, 2020 (In millions) Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Mutual funds $ 1.2 $ 1.2 $ — $ — $ 1.0 $ 1.0 $ — $ — Liabilities Interest rate swap liability 3.5 — 3.5 — 6.5 — 6.5 — Our mutual fund investments relate to our deferred compensation plan and held in a Rabbi trust. The funds are measured at quoted prices in active markets, which is equivalent to their fair value. The fair value of interest rate swaps is determined using widely accepted valuation techniques, including discounted cash flow analysis, on the expected cash flows of each derivative. The analysis reflects the contractual terms of the swaps, including the period to maturity, and uses observable market-based inputs, including interest rate curves (“significant other observable inputs”). The fair value calculation also includes an amount for risk of non-performance using “significant unobservable inputs” such as estimates of current credit spreads to evaluate the likelihood of default. The Company has concluded, as of October 31, 2021 and October 31, 2020, that the fair value associated with the “significant unobservable inputs” relating to the Company’s risk of non-performance was insignificant to the overall fair value of the interest rate swap agreements and, as a result, the Company has determined that the relevant inputs for purposes of calculating the fair value of the interest rate swap agreements, in their entirety, were based upon “significant other observable inputs”. The liabilities associated with the interest rate swaps have been included in accrued expenses and other long-term liabilities in the consolidated balance sheets and gains and losses for the interest rate swaps have been included in other income (expense), net in the consolidated statements of comprehensive income. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Oct. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Year Ended October 31, 2021 2020 2019 Numerator: Net income available to shareholders (in millions) $ 44.9 $ 28.8 $ 71.7 Denominator: Weighted average shares of common stock outstanding, used in computing basic earnings per share 70,583,424 63,634,863 63,442,776 Effect of dilutive stock options 466,227 22,038 35,173 Effect of dilutive RSUs 18,830 3,117 — Weighted average shares of common stock outstanding, used in computing diluted earnings per share 71,068,481 63,660,018 63,477,949 Earnings per share Basic $ 0.64 $ 0.45 $ 1.13 Diluted $ 0.63 $ 0.45 $ 1.13 Equity awards representing shares of common stock outstanding that were excluded in the computation of diluted EPS because their effect would have been anti-dilutive as a result of applying the treasury stock method, were as follows: Year Ended October 31, 2021 2020 2019 Anti-dilutive stock options 145,735 1,289,589 1,700,000 Anti-dilutive RSUs 24,540 — — |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Oct. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Transactions with related parties included in the consolidated financial statements were as follows: Consolidated Balance Sheets Consolidated Statements of Comprehensive Income (In millions) Accounts receivable Loans to equity method investees Accounts payable & accrued expenses Net sales Cost of sales Selling, general and administrative expenses Other income (expense), net October 31, 2021 Year Ended October 31, 2021 Equity method investees: Henry Avocado $ — $ — $ — $ 4.4 $ — $ — $ — Mr. Avocado 1.3 — — 4.3 — — — Moruga (1) 3.9 3.0 — 6.1 — — 0.4 Copaltas (4) — 2.1 — — — — 0.1 Other: Directors/officers (2) 0.1 — — 2.5 3.5 0.1 — Employees (3) — — 0.2 — 9.6 — — October 31, 2020 Year Ended October 31, 2020 Equity method investees: Henry Avocado $ — $ — $ — $ 1.3 $ — $ — $ — Mr. Avocado 0.6 — — 1.9 — — — Moruga (1) 2.0 4.5 — 4.9 — — 0.6 Other: Directors/officers (2) 0.3 — 0.2 2.3 5.1 0.2 — Year Ended October 31, 2019 Equity method investees: Henry Avocado $ 0.5 $ 3.3 $ — $ — Mr. Avocado 4.5 — — — Moruga 3.4 — — — Other: Directors/officers (2) 0.9 1.8 0.3 — (1) The Company has provided loans to Moruga Inc. S.A.C. to support growth and expansion projects, bearing interest at 6.5%, due December 31, 2022. We also lease owned land to Moruga. (2) The Company purchases from and sells avocados to a small number of entities having full or partial ownership by some of our directors/officers. These transactions are made under substantially similar terms as with other growers and customers. The Company entered into a consulting agreement with a director in 2018 to provide consulting and advice on current business operations, as well as to analyze opportunities for fresh avocado farming and packing facilities in South and Central America, which was terminated in June 2021. (3) The Company utilizes a transportation vendor in Mexico owned by key management employees under similar terms as other transportation vendors. The Company purchases avocados from a small number of entities having full or partial ownership by some employees. These transactions are made under substantially similar terms as with other growers. (4) The Company has provided loans to Copaltas to support growth and expansion projects, bearing interest at 6.66%, due December 31, 2021. |
Segment Information
Segment Information | 12 Months Ended |
Oct. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We have two operating segments which are also reporting segments. Our reporting segments are presented based on how information is used by our CEO, who is the chief operating decision maker, to measure performance and allocate resources. These reporting segments are Marketing and Distribution and International Farming. Our Marketing and Distribution reporting segment sources fruit from growers and then distributes the fruit through our global distribution network. Our International Farming segment owns and operates orchards from which substantially all fruit produced is sold to our Marketing and Distribution segment. The segment’s farming activities range from cultivating early-stage plantings to harvesting from mature trees. The segment also earns service revenues for packing and processing for producers of other crops during the avocado off-harvest season. The International Farming segment is principally located in Peru, with smaller operations emerging in other areas of Latin America. The CEO evaluates and monitors segment performance primarily through segment sales and segment adjusted earnings before interest expense, income taxes and depreciation and amortization (“adjusted EBITDA”). We believe that adjusted EBITDA by segment provides useful information for analyzing the underlying business results as well as allowing investors a means to evaluate the financial results of each reportable segment in relation to the Company as a whole. These measures are not in accordance with, nor are they a substitute for or superior to, the comparable GAAP financial measures. Adjusted EBITDA refers to net income (loss), before interest expense, income taxes, depreciation and amortization expense, stock-based compensation expense, other income (expense), and income (loss) from equity method investees, further adjusted by asset impairment and disposals, net of insurance recoveries, legal settlement, farming costs for nonproductive orchards (which represents land lease costs), and any special, non-recurring, or one-time items such as impairments that are excluded from the results the CEO reviews uses to assess segment performance and results. Net sales from each of our reportable segments were as follows: Year Ended October 31, 2021 2020 2019 (In millions) Marketing & Distribution International Farming Total Marketing & Distribution International Farming Total Marketing & Distribution International Farming Total Third party sales $ 872.0 $ 19.7 $ 891.7 $ 846.9 $ 15.4 $ 862.3 $ 873.7 $ 9.6 $ 883.3 Affiliated sales — 84.9 84.9 — 66.4 66.4 — 80.7 80.7 Total segment sales $ 872.0 $ 104.6 $ 976.6 $ 846.9 $ 81.8 $ 928.7 $ 873.7 $ 90.3 $ 964.0 Intercompany eliminations — (84.9) (84.9) — (66.4) (66.4) — (80.7) (80.7) Total net sales $ 872.0 $ 19.7 $ 891.7 $ 846.9 $ 15.4 $ 862.3 $ 873.7 $ 9.6 $ 883.3 Adjusted EBITDA for each of our reporting segments was as follows: Year Ended October 31, (In millions) 2021 2020 2019 Marketing & Distribution adjusted EBITDA $ 51.4 $ 68.2 $ 88.0 International Farming adjusted EBITDA 33.9 23.3 35.0 Total reportable segment adjusted EBITDA 85.3 91.5 123.0 Net income 44.9 28.8 71.7 Interest expense 3.7 6.7 10.3 Provision for income taxes 21.1 15.0 24.3 Depreciation and amortization 20.4 18.1 16.5 Equity method income (7.5) (4.0) (3.4) Stock-based compensation 2.6 5.0 — Other (income) expense, net (1.3) 0.7 3.6 Impairment on equity method investment — 21.2 — Legal settlement 0.8 — — Asset impairment and disposals, net of insurance recoveries (0.2) — — Farming costs for nonproductive orchards 0.8 — — Total adjusted EBITDA $ 85.3 $ 91.5 $ 123.0 Net sales to customers outside the U.S. were $217.0 million, $202.8 million and $194.2 million, for the years ended October 31, 2021, 2020 and 2019, respectively. Our goodwill balance of $76.4 million as of October 31, 2021 and 2020 was wholly attributed to the International Farming segment. Property, plant and equipment, net attributed to geographic areas was as follows: October 31, (In millions) 2021 2020 North America $ 161.7 $ 143.3 South America 261.7 234.9 Europe 0.8 0.9 Property, plant and equipment, net $ 424.2 $ 379.1 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Oct. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of presentation and consolidation | Basis of presentation and consolidation The accompanying consolidated financial statements include the accounts of the Company and its consolidated subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). All intercompany balances have been eliminated in consolidation. The Company previously qualified as an emerging growth company (“EGC”) until October 31, 2021, when it no longer qualified based on its status as a Large Accelerated Filer and accordingly, complies with all financial disclosure and governance requirements applicable to Large Accelerated Filers. |
Use of estimates | Use of estimatesThe preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash, cash equivalents and restricted cash | Cash, cash equivalents and restricted cash The Company considers all highly liquid instruments with an original maturity of three months or less and money market mutual funds to be cash equivalents. The carrying amounts of cash and cash equivalents approximate their fair values. Restricted cash represents cash and cash equivalents that are restricted to withdrawal or use as of the reporting date under contractual terms or regulatory requirements. As of October 31, 2021 and 2020, the restricted cash balance related to statutory requirements to support various programs at the Company’s farms. Restricted cash is included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statements of cash flows. |
Accounts receivable, Grower and fruit advances, Miscellaneous receivables | Accounts receivable Trade accounts receivable are reported at amounts due from customers, net of an allowance for doubtful accounts. The Company maintains an allowance for doubtful accounts to reflect its estimate of the uncollectability of the trade accounts receivable based on past collection history, the identification of specific potential customer risks, and other factors. Grower and fruit advances The Company makes advances to growers and foreign suppliers who supply fruit to the Company. Such advances reduce amounts otherwise due to the growers or suppliers for fruit sales. Miscellaneous receivables |
Inventory | Inventory Inventories are recorded at the lower of cost or net realizable value using the first-in, first-out method for finished goods and raw materials. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Crop growing costs are valued at the lower of cost or net realizable value and are deferred and charged to cost of goods sold when the related crop is harvested and sold. The deferred crop growing costs included in inventory consist primarily of orchard maintenance costs such as cultivation, irrigation, fertilization, soil amendments, pest control and pruning. We assess the recoverability of inventories through an ongoing review of inventory levels in relation to sales and forecasts and product marketing plans. When the inventory on hand, at the time of review, exceeds the foreseeable demand, the value of inventory that is not expected to be sold is written down. The amount of the write-down is the excess of historical cost over estimated net realizable value. Once established, these write-downs are considered permanent adjustments to the cost basis of the excess inventory. The assessment of the recoverability of inventories and the amounts of any write-downs are based on currently available information and assumptions about future demand and market conditions. Demand for avocado products may fluctuate significantly over time, and actual demand and market conditions may be more or less favorable than our projections. In the event that actual demand is lower than originally projected, additional inventory write-downs may be required. During the year ended October 31, 2019, inventories included $2.0 million of fair value adjustments which were recognized in cost of sales as the underlying inventories were sold. |
Property, plant and equipment, net | Property, plant and equipment, net Property, plant and equipment, net is stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method using rates based upon the estimated useful lives of the related assets. Property, plant and equipment includes the costs of planting and developing orchards that are capitalized until the orchards become commercially productive. Net proceeds from the sales of fruit before commercial production begins is applied to the capitalized cost of the trees. Planting costs consist primarily of the costs to purchase and plant nursery stock. Orchard development costs consist primarily of maintenance costs of orchards such as cultivation, pruning, irrigation, labor, spraying and fertilization, and interest costs during the development period. The Company ceases the capitalization of costs and commences depreciation when the orchards become commercially productive and once productive, the orchard maintenance costs are accounted for as crop growing costs. Useful lives are as follows: orchard costs—20 to 25 years; buildings and improvements—20 to 40 years; and plant and office equipment—3 to 20 years. Within plant and office equipment, which contains a variety of assets, useful lives are as follows: reservoirs, wells, and irrigation equipment—20 years; bagging, packing, and refrigeration and ripening equipment—10-20 years; industrial vehicles—3 years; and office and computer equipment—5 to 7 years. Leased equipment and leasehold improvements meeting certain criteria are capitalized and amortized over the shorter of the expected lease term or the useful life of the asset using the straight-line method. Farming costs for nonproductive orchards We lease land for the development of new orchards. During the development period, these costs are referred to as farming costs for nonproductive orchards and are expensed as incurred in the consolidated statements of comprehensive income. |
Leases | Leases We determine if an arrangement is or contains a lease at inception or modification of the arrangement. An arrangement is or contains a lease if there are identified assets and the right to control the use of an identified asset is conveyed for a period in exchange for consideration. Control over the use of the identified assets means the lessee has both the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset. For leases where we are the lessee, we recognize the right-of-use (“ROU”) assets and lease liabilities for all leases other than those with a term of 12 months or less, as we have elected to apply the short-term lease recognition exemption. ROU assets represent our right to use an underlying asset for the lease term. Lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are classified and recognized at the commencement date of a lease. Lease liabilities are measured based on the present value of fixed lease payments over the lease term. ROU assets consist of: (i) initial measurement of the lease liability; (ii) lease payments made to the lessor at or before the commencement date less any lease incentives received; and (iii) initial direct costs incurred by us. Lease payments may vary because of changes in facts or circumstances occurring after the commencement, including changes in inflation indices. Variable lease payments are excluded from the measurement of ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. The discount rate used to determine the present value of the lease payments is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term for an amount equal to the lease payments in a similar economic environment. For income statement purposes, we recognize straight-line rent expense for operating leases. For finance leases, we recognize interest expense associated with the lease liability and depreciation expense associated with the ROU asset. For ROU assets held under finance leases and leasehold improvements, the estimated useful lives are limited to the shorter of the useful life of the asset or the term of the lease. Many of our lease arrangements include options to extend the lease, which we do not include in the lease term unless we are reasonably certain to exercise it. We have lease arrangements with lease and non-lease components. From a lessee perspective, we have elected to apply the practical expedient to combine lease and related non-lease components, for all classes of underlying assets, and account for the combined contract as a lease component. |
Equity method investees | Equity method investees We maintain investments in other fruit growers, packers and distributors. These investments are accounted for under the equity method of accounting when we have the ability to exercise significant influence, but not control, over the investee. Significant influence generally exists when we have an ownership interest representing between 20% and 50% of the voting stock of the investee. Under the equity method of accounting, investments are stated at initial cost and are adjusted for subsequent additional investments and our proportionate share of earnings or losses and distributions. |
Long-lived assets | Long-lived assets The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of any such asset may not be recoverable. Long-lived assets are assessed for impairment by comparing the carrying amount of an asset to future undiscounted net cash flows expected to be generated from the use of the asset and its eventual disposition. If the future undiscounted net cash flows are less than the carrying amount of the asset being tested, an impairment is recorded for the difference between the carrying amount of the asset and the estimated fair value of the asset. The estimate of undiscounted cash flows is based upon, among other things, certain assumptions about future operating performance, growth rates and other factors. Estimates of undiscounted cash flows may differ from actual cash flows due to, among other things, technological changes, economic conditions, changes to the business model or changes in operating performance. For fiscal years 2021 and 2020, we did not identify any indicators of impairment that would have required the Company to test its long-lived assets for impairment. |
Goodwill | Goodwill Our goodwill represents the excess of the purchase price of business combinations over the fair value of the net assets acquired. Goodwill impairment testing requires significant judgment and management estimates, including, but not limited to, the determination of (i) the number of reporting units, (ii) the goodwill and other assets and liabilities to be allocated to the reporting units and (iii) the fair values of the reporting units. The estimates and assumptions described above, along with other factors such as discount rates, will significantly affect the outcome of the impairment tests and the amounts of any resulting impairment losses. We perform a qualitative assessment of goodwill for impairment on an annual basis during the fourth quarter of each year, and between annual tests whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If qualitative factors were to indicate that it is more-likely-than-not that the fair value of the reporting unit is less than its carrying value, we would then perform a quantitative assessment, which would consist primarily of a discounted cash flow (“DCF”) analysis to determine the fair value of the reporting unit’s goodwill. To the extent the carrying amount of the reporting unit’s allocated goodwill exceeds the unit’s fair value, we recognize an impairment of goodwill for the excess up to the amount of goodwill of that reporting unit. As of October 31, 2021 and 2020, we had goodwill of $76.4 million. The results of our annual goodwill impairment assessments indicated that it was more likely than not that the fair value of our reporting unit’s goodwill had exceeded its carrying value. As a result, we concluded that there were no impairments for the years ended October 31, 2021 and 2020. |
Fair value of financial instruments | Fair value of financial instruments The Company applies the provisions of Accounting Standards Codification (“ASC”) 820, Fair Value Measurements, for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements. ASC 820 establishes a framework for measuring fair value and expands disclosures about fair value measurements. Fair value is defined as the price that would be received when selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining the fair value for the assets and liabilities required or permitted to be recorded, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability. ASC 820 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes three levels of inputs that may be used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices, other than those in Level 1, in markets that are not active or for similar assets and liabilities, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). There were no transfers between level 1, level 2 or level 3 measurements during the years ended October 31, 2021 and 2020. We believe that the carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and short-term borrowings approximates fair value based on either their short-term nature or on terms currently available to the Company in financial markets. Due to current market rates, we believe that our long-term obligations have fair values that approximate carrying values. Refer to Note 10 for further information. |
Derivatives | Interest rate swapsThe Company has four separate interest rate swaps with a total notional amount of $100 million to hedge changes in the variable interest rate on $100 million of principal value of the Company’s term loans. As of October 31, 2021, the interest rate swaps carried fixed-rates ranging from 1.75% to 2.57%. We account for the interest rate swaps in accordance with ASC 815, Derivatives and Hedging, as amended, which requires the recognition of all derivative instruments as either assets or liabilities in the consolidated balance sheets and measurement of those instruments at fair value. The Company has not designated the interest rate swaps as cash flow hedges, and as a result under the accounting guidance, changes in the fair value of the interest rate swaps have been recorded in other income (expense), net in the consolidated statements of comprehensive income and changes in the liability are presented in net cash provided by operating activities in the consolidated statements of cash flow. Refer to Note 10 for more details. |
Revenue recognition | Revenue recognition We recognize revenue according to the model under ASC 606, which requires the recognition of revenue when performance obligations to customers have been satisfied in amounts equal to the consideration to which we expect to be entitled. For our customer contracts, we identify the performance obligations (products or services), determine the transaction price, allocate the contract transaction price to the performance obligations, and recognize the revenue when the performance obligation is fulfilled, which is when the product is shipped to or received by the customer, depending on the specific terms of the arrangement. Our revenues are recorded at a point in time. Revenue recognized from product sales is based primarily on purchase orders issued by customers which specify shipping terms and details of the transaction. The performance obligations in a given transaction are determined by the individual purchase orders with revenue recognized at the time that the performance obligations have been satisfied. Shipping and handling activities that occur prior to the transfer of control of goods to the customer are treated as fulfillment activities related to the promise to transfer goods, rather than as performance obligations. Amounts collected from customers for sales and other similar taxes are excluded from the transaction price. Most performance obligations are subject to customer acceptance. However, our customers have an implicit and explicit right to return products following acceptance, if they are found not to conform to the specifications generally agreed upon or detailed in the individual purchase orders. We evaluate the need for provisions related to product return allowances based on estimates and record such provisions as a reduction in revenue in the same period that revenue for the related transactions is recognized. We offer rebate programs to certain customers. These programs are not significant, and the amounts paid to customers related to rebate programs are recorded as a reduction of the sales price and revenue recognized as a result of the transaction. The Company maintains liabilities for the rebate amounts that remain unremitted to customers as of each period end and are included in accrued expenses. |
Stock-based compensation | Stock-based compensation The Company uses the fair value recognition method for accounting for stock-based compensation. Under the fair value recognition method, cost is measured at the grant date based on the fair value of the award and is recognized as expense on the straight-line basis over the requisite service period, which is generally the vesting period. When vesting is based on the occurrence of certain defined liquidity events, expense relative to such awards is measured based on the grant date fair value of the award and is recorded when the event occurs. Forfeitures are recognized in the period they occur. The fair value of stock options is estimated as of the date of grant using the Black-Scholes option model, which requires various inputs, including volatility, risk-free interest rate, and the estimated life of the option term. See Note 9 for more information. The fair value of restricted stock units (“RSUs”) is determined based on the market price of our common stock on the date of grant. |
Advertising costs | Advertising costsAdvertising costs are expensed when incurred and are included as a component of selling, general and administrative expense. |
Employee benefits | Employee benefits Eligible employees of the Company may participate in a 401(k)-retirement plan, whereby employees may elect to make contributions pursuant to a salary reduction agreement upon meeting age and length-of-service requirements. Employees can defer up to 60% of their compensation subject to fixed annual limits. The Company makes a 100% matching contribution on deferrals up to 3%, and 50% on deferrals over 3% up to 5%. Total contributions made by the Company were $0.9 million for the year ended October 31, 2021 and $0.7 million for both the years ended October 31, 2020 and 2019. |
Income taxes | Income taxes The Company uses the liability method to account for income taxes as prescribed by ASC 740. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates which will be in effect when these differences reverse. Deferred tax expense (benefit) is the result of changes in deferred tax assets and liabilities. Deferred income tax assets and liabilities are adjusted to recognize the effects of changes in tax laws or enacted tax rates in the period during which they are signed into law. The factors used to assess the Company’s ability to realize its deferred tax assets are the Company’s forecast of future taxable income and available tax planning strategies that could be implemented. Under ASC 740 a valuation allowance is required when it is more likely than not that all or some portion of the deferred tax assets will not be realized due to the inability to generate sufficient future taxable income of the correct character. Failure to achieve previous forecasted taxable income could affect the ultimate realization of deferred tax assets and could negatively impact the Company’s effective tax rate on future earnings. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. As a multinational corporation, we are subject to taxation in many jurisdictions, and the calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in various taxing jurisdictions. If we ultimately determine that the payment of these liabilities will be unnecessary, the liability will be reversed, and we will recognize a tax benefit during the period in which it is determined the liability no longer applies. Conversely, we record additional tax charges in a period in which it is determined that a recorded tax liability is less than the ultimate assessment is expected to be. The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. Tax laws and regulations themselves are subject to change as a result of changes in fiscal policy, changes in legislation, the evolution of regulations and court rulings. Therefore, the actual liability for U.S. or foreign taxes may be materially different from management’s estimates, which could result in the need to record additional tax liabilities or potentially reverse previously recorded tax liabilities. |
Foreign currency translation and remeasurement | Foreign currency translation and remeasurement Our foreign operations are subject to exchange rate fluctuations and foreign currency transaction costs. The functional currency for substantially all of our foreign subsidiaries is the United States dollar. When remeasuring from a local currency to the functional currency, monetary assets and liabilities are remeasured into U.S. dollars at exchange rates in effect at the balance sheet dates and non-monetary assets, liabilities and equity are remeasured at historical rates when remeasuring from a local currency to the functional currency. Sales and expenses are remeasured |
Earnings per share | Earnings per share We compute earnings per share (“EPS”) in accordance with ASC 260, which requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average shares outstanding during the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of contracts to issue shares (e.g., equity awards) as if they had been converted at the beginning of the periods presented, or issuance date, if later. The computation of diluted EPS includes the estimated impact of the exercise of contracts to purchase common stock using the treasury stock method. Potential shares that have an anti-dilutive effect (i.e., those that increase earnings per share or decrease loss per share) are excluded from the calculation of diluted EPS. |
Risk concentration | Risk concentration Accounts receivable from one single customer represented 13% and 11% of trade accounts receivables, net of allowance, as of October 31, 2021 and 2020, respectively. Sales to our top 10 customers amounted to approximately 59%, 64%, and 60% of our net sales for the years ended October 31, 2021, 2020 and 2019, respectively. For the year ended October 31, 2021, no single customer represented more than 10% of net sales. For the year ended October 31, 2020, two single customers represented 12% and 10% of net sales, respectively. For the year ended October 31, 2019, one single customer represented 15% of net sales. All of these customers were from our Marketing and Distribution segment. |
Recently issued accounting standards | Recently adopted accounting standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2016-02, Leases (ASC 842), and subsequent updates following, 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 (“ROU asset”) and a corresponding lease liability. For operating leases, the lessee would recognize a straight-line total lease expense, and for finance leases, the lessee would recognize interest expense and amortization of the ROU asset. We adopted ASC 842 effective November 1, 2020 using the modified retrospective approach and elected to apply the new guidance at the adoption date without adjusting prior periods presented. In adopting the new guidance, we elected to apply the package of transition practical expedients, which allows us not to reassess (1) whether any expired or existing contracts contain leases under the new definition of a lease; (2) lease classification for any expired or existing leases; and (3) whether previously capitalized initial direct costs would qualify for capitalization under ASC 842. In transition, we did not elect to apply the hindsight practical expedient, which permits entities to use hindsight in determining the lease term and assessing impairment of ROU assets. Upon adoption, we recognized operating ROU assets of $36.9 million, adjusted for $1.4 million of deferred rent and $0.3 million recorded as prepaid rent on the Company’s consolidated balance sheets. We also recognized $38.0 million in operating lease liabilities, of which $2.8 million was classified as current. Adoption of this standard did not have a material impact on our consolidated statements of comprehensive income or cash flows. See Note 6 for more details. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. This guidance requires financial assets measured at amortized cost basis to be presented at the net amount expected to be collected. It also requires credit losses on available-for-sale debt securities to be presented as an allowance, rather than reducing the carrying amount. We adopted Topic 326 on October 31, 2021 as of November 1, 2020, using the modified-retrospective method. The impact of the adoption of this ASU did not have a material impact on our financial condition, results of operations, and cash flows. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes, as part of its Simplification Initiative to reduce the cost and complexity in accounting for income taxes. ASU 2019-12 removes certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also amends other aspects of the guidance to help simplify and promote consistent application of GAAP. This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. We early-adopted ASU 2019-12 effective November 1, 2020. The adoption of this ASU resulted in the derecognition of a deferred tax liability of approximately $12.9 million and a corresponding adjustment to retained earnings. Recently issued accounting standards In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform, and a subsequent update following, which provides optional expedients and exceptions for applying GAAP principles to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this ASU apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued as a result of reference rate reform. The optional expedients in this ASU are available for adoption as of March 12, 2020 through December 31, 2022. The Company is evaluating the impact of electing the adoption of this ASU on our financial condition, results of operations and cash flows. |
Details of Certain Account Ba_2
Details of Certain Account Balances (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Inventory | Inventory October 31, (In millions) 2021 2020 Finished goods $ 22.5 $ 16.3 Crop growing costs 11.9 11.9 Packaging and supplies 13.8 10.4 Inventory $ 48.2 $ 38.6 |
Schedule of Property, plant and equipment, net | Property, plant and equipment, net October 31, (In millions) 2021 2020 Land $ 128.8 $ 131.0 Orchard costs 62.6 50.2 Buildings and improvements 110.9 73.3 Plant and office equipment 177.2 150.7 Construction-in-progress 43.2 55.0 Property, plant and equipment $ 522.8 $ 460.2 Accumulated depreciation (98.6) (81.1) Property, plant and equipment, net $ 424.2 $ 379.1 |
Schedule of Accrued expenses | Accrued expenses October 31, (In millions) 2021 2020 Employee-related $ 14.6 $ 15.3 Freight 3.9 4.4 Construction-in-progress 0.2 1.8 Interest rate swaps 2.1 2.2 Outside fruit purchase 2.2 0.8 VAT and local taxes payable 1.0 0.9 Legal settlement 0.8 — Other 4.0 2.9 Accrued expenses $ 28.8 $ 28.3 |
Schedule of Other long-term liabilities | Other long-term liabilities October 31, (In millions) 2021 2020 Uncertain tax positions 15.7 13.9 Interest rate swaps 1.4 4.3 Employee-related 1.6 1.8 Deferred rent — 1.4 Other 1.3 2.9 Other long-term liabilities $ 20.0 $ 24.3 |
Schedule of Other income (expense), net | Other income (expense), net Year Ended October 31, (In millions) 2021 2020 2019 Gains (losses) on derivative financial instruments $ 0.8 $ (4.2) $ (3.7) Foreign currency transaction (loss) gain (1.6) 1.3 (1.3) Interest income 1.7 2.4 1.7 Debt extinguishment costs (0.1) — — Other 0.5 (0.2) (0.3) Other income (expense), net $ 1.3 $ (0.7) $ (3.6) |
Equity Method Investees (Tables
Equity Method Investees (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Financial Information and Schedule of Investments for Equity Method Investees | Financial information for our equity method investees as of October 31 was as follows: (In millions) Henry Avocado Mr. Avocado Moruga Copaltas 2021 Current assets $ 45.1 $ 4.4 $ 24.8 $ 1.5 Long-term assets 16.6 0.5 21.5 16.6 Current liabilities 22.7 3.1 13.6 2.5 Long-term liabilities 6.8 — 3.8 6.5 Sales 261.7 20.1 37.3 0.1 Gross profit 24.6 3.4 10.5 — Net income (loss) 7.5 0.5 6.4 (0.2) 2020 Current assets $ 35.3 $ 2.6 $ 19.9 $ 0.3 Long-term assets 17.9 0.6 20.1 10.9 Current liabilities 14.3 1.9 9.8 2.2 Long-term liabilities 10.6 — 7.6 — Sales 254.1 11.7 28.7 0.2 Gross profit 22.8 1.9 7.7 — Net income (loss) 4.4 (0.2) 3.8 0.1 The Company’s investments in its equity method investees have been impacted by the following: (In millions) Henry Avocado Mr. Avocado Moruga Copaltas Total Investment balance October 31, 2018 $ 15.3 $ 0.2 $ 42.8 $ 0.4 $ 58.7 Equity method income (losses) 3.4 (0.4) 0.4 (1) — 3.4 Dividends received (1.3) — — — (1.3) Investment contributions — 0.7 — 1.2 1.9 Investment balance October 31, 2019 $ 17.4 $ 0.5 $ 43.2 $ 1.6 $ 62.7 Equity method income (losses) 2.2 (0.1) 1.9 (1) — 4.0 Translation — — — (0.5) (0.5) Dividends received (1.7) — — — (1.7) Investment contributions — — — 3.4 3.4 Impairment — — (21.2) — (21.2) Investment balance October 31, 2020 $ 17.9 $ 0.4 $ 23.9 $ 4.5 $ 46.7 Equity method income (losses) 3.7 0.2 3.8 (0.2) 7.5 Translation — — — — — Dividends received (1.7) — — — (1.7) Investment contributions — — — 0.2 0.2 Investment balance October 31, 2021 $ 19.9 $ 0.6 $ 27.7 $ 4.5 $ 52.7 (1) Included amortization of customer relationship intangible of $0.4 million and $0.6 million during the years ended October 31, 2020 and 2019, respectively. The customer relationship intangible was fully amortized as of October 31, 2020. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt under our credit facility with BoA Merrill Lynch consisted of the following: October 31, (In millions) 2021 2020 Revolving line of credit. The interest rate is variable, based on LIBOR plus a spread that varies with the Company’s leverage ratio. As of October 31, 2021 and 2020, the interest rate was 1.84% and 1.90%, respectively. Interest is payable monthly and principal is due in full in October 2023. $ — $ — Senior term loan (A-1). The interest rate is variable, based on LIBOR plus a spread that varies with the Company’s leverage ratio. As of October 31, 2021 and 2020, the interest rate was 1.84% and 1.90%, respectively. Interest is payable monthly, principal is payable quarterly and due in full in October 2023. 90.0 95.0 Senior term loan (A-2). The interest rate is variable, based on LIBOR plus a spread that varies with the Company’s leverage ratio. As of October 31, 2021 and 2020, the interest rate was 2.34% and 2.40% respectively. Interest is payable monthly, principal is payable quarterly and due in full in October 2025. 72.8 73.5 Notes payable to BoA. Payable in monthly installments including interest at a weighted average rate of 4.41% and 4.52% as of October 31, 2021 and 2020, respectively. Principal is due July 2024. 1.5 6.2 Total long-term debt 164.3 174.7 Less debt issuance costs (0.4) (0.6) Long-term debt, net of debt issuance costs 163.9 174.1 Less current portion of long-term debt (8.8) (7.4) Long-term debt, net of current portion $ 155.1 $ 166.7 |
Schedule of Future Principal Payments on Debt | As of October 31, 2021, future principal payments for our total debt were as follows: Year Ending October 31, (In millions) 2022 $ 8.8 2023 83.8 2024 13.6 2025 58.1 2026 — Thereafter — $ 164.3 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Leases [Abstract] | |
Schedule of Lease-Related Assets and Liabilities | Lease-related assets and liabilities on our consolidated balance sheets as of October 31, 2021 were as follows: (in millions) Location on Consolidated Balance Sheets October 31, 2021 Assets Operating Operating lease right-of-use assets $ 43.9 Finance Property, plant and equipment, net 4.4 Total lease assets $ 48.3 Liabilities Current Operating Operating leases—current portion $ 3.6 Finance Finance leases—current portion 1.1 Noncurrent Operating Operating leases, net of current portion 42.5 Finance Finance leases, net of current portion 2.2 Total lease liabilities $ 49.4 |
Schedule of Lease Costs Recognized | A summary of lease costs for the year ended October 31, 2021 is as follows: Year Ended October 31, 2021 (in millions) Inventory Property, plant and equipment Cost of sales Selling, general and administrative expenses Interest Expense Total Operating leases Lease cost $ — $ — $ 3.9 $ 2.6 $ — $ 6.5 Variable lease cost — — 0.8 0.1 — 0.9 Short-term lease cost 1.3 2.7 13.2 0.8 — 18.0 Finance leases — Amortization of right-of-use assets — — 0.7 0.4 — 1.1 Interest on lease liabilities — — — — 0.3 0.3 Total lease cost $ 1.3 $ 2.7 $ 18.6 $ 3.9 $ 0.3 $ 26.8 |
Schedule of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases is set forth below: Year ended (In millions) October 31, 2021 Cash paid for amounts included in the measurement of lease liabilities for operating cash flows for operating lease liabilities $ 5.5 Right-of-use assets obtained in exchange for new operating lease liabilities 11.3 |
Schedule of Future Maturities of Lease Liabilities | As of October 31, 2021, future maturities of lease liabilities with original terms in excess of one year were as follows: (In millions) Year Ending October 31, Operating Leases Finance Leases 2022 $ 6.2 $ 1.4 2023 5.8 1.3 2024 5.3 1.0 2025 4.8 0.2 2026 4.6 — Thereafter 48.2 — Total undiscounted future minimum lease payments $ 74.9 $ 3.9 Less imputed interest $ (28.8) (0.6) Total discounted future minimum lease payments $ 46.1 $ 3.3 |
Schedule of Future Maturities of Lease Liabilities | As of October 31, 2021, future maturities of lease liabilities with original terms in excess of one year were as follows: (In millions) Year Ending October 31, Operating Leases Finance Leases 2022 $ 6.2 $ 1.4 2023 5.8 1.3 2024 5.3 1.0 2025 4.8 0.2 2026 4.6 — Thereafter 48.2 — Total undiscounted future minimum lease payments $ 74.9 $ 3.9 Less imputed interest $ (28.8) (0.6) Total discounted future minimum lease payments $ 46.1 $ 3.3 |
Weighted Average Remaining Lease Terms and Discount Rates | Weighted average remaining lease terms and weighted average discount rates as of October 31, 2021 were as follows: Operating Leases Finance Leases Weighted average remaining lease term (in years) 15.2 2.8 Weighted average discount rate 5.5 % 7.5 % |
Schedule of Future Minimum Rental Payments for Operating Leases | As of October 31, 2020 (prior to the adoption of ASC 842), future minimum lease payments under noncancelable agreements in accordance with ASC 840 were as follows: (In millions) Year Ending October 31, Operating Leases Capital Leases 2021 $ 5.5 $ 1.8 2022 4.7 1.6 2023 4.2 1.4 2024 3.6 1.2 2025 3.2 0.2 Thereafter 32.3 — Minimum lease payments $ 53.5 $ 6.2 Less interest (1.7) Present value of future lease payments $ 4.5 |
Schedule of Future Minimum Lease Payments for Capital Leases | As of October 31, 2020 (prior to the adoption of ASC 842), future minimum lease payments under noncancelable agreements in accordance with ASC 840 were as follows: (In millions) Year Ending October 31, Operating Leases Capital Leases 2021 $ 5.5 $ 1.8 2022 4.7 1.6 2023 4.2 1.4 2024 3.6 1.2 2025 3.2 0.2 Thereafter 32.3 — Minimum lease payments $ 53.5 $ 6.2 Less interest (1.7) Present value of future lease payments $ 4.5 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of the Provision for Income Taxes | The components of the provision for income taxes were as follows: Year Ended October 31, (In millions) 2021 2020 2019 Current Federal $ 2.2 $ 4.6 $ 11.8 State 0.6 0.7 2.6 Foreign 9.5 10.7 9.3 Total current 12.3 16.0 23.7 Deferred Federal 2.6 1.1 (0.6) State 0.3 (0.2) 0.2 Foreign 5.9 (1.9) 1.0 Total deferred 8.8 (1.0) 0.6 Provision for income taxes $ 21.1 $ 15.0 $ 24.3 |
Schedule of U.S. and foreign components of income before income taxes | U.S. and foreign components of income before income taxes were as follows: Year Ended October 31, (In millions) 2021 2020 2019 U.S. $ 20.8 $ 31.0 $ 51.7 Foreign 45.2 12.8 44.3 Income before income taxes $ 66.0 $ 43.8 $ 96.0 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the provision for income taxes computed at the federal statutory tax rate to income taxes as reflected in the financial statements is as follows: Year Ended October 31, 2021 2020 2019 Federal statutory rate 21.0 % 21.0 % 21.0 % State income taxes, net of federal tax benefit 1.0 % 2.0 % 1.9 % GILTI 2.3 % 5.6 % 3.1 % Non-deductible executive compensation 0.5 % 3.9 % — % Moruga impairment — % 10.1 % — % Foreign tax credits (0.9) % (4.6) % (2.4) % NOL carryback – CARES Act — % (2.8) % — % Peru income tax rate change 8.3 % — % — % Unrecognized tax benefits increase 0.9 % 0.6 % 1.5 % Other, net (1.1) % (1.6) % 0.2 % Effective tax rate 32.0 % 34.2 % 25.3 % |
Schedule of Deferred Tax Assets and Liabilities | The significant components of deferred tax assets and liabilities were as follows: October 31, (In millions) 2021 2020 Accrued expenses $ 4.2 $ 4.0 Net operating loss carryforward 0.8 1.8 Inventory 0.8 0.8 Interest rate swaps 0.8 1.5 Operating lease liabilities 11.2 — Allowances, reserves, and other 0.3 0.3 Total deferred tax assets 18.1 8.5 Less: valuation allowance (0.5) (1.1) Total net deferred tax assets $ 17.6 $ 7.3 Equity interest in unconsolidated subsidiaries (3.1) (14.7) Property, plant and equipment (21.6) (14.4) Operating lease right-of-use assets (10.7) — Repatriation of foreign earnings (1.4) (1.6) Total deferred tax liabilities (36.8) (30.7) Total net deferred tax assets/(liabilities) $ (19.2) $ (23.3) |
Roll Forward of Unrecognized Tax Benefits | A reconciliation of the total amounts of unrecognized tax benefits (exclusive of interest and penalties) is as follows: October 31, (In millions) 2021 2020 Unrecognized tax benefits beginning of year $ 6.0 $ 6.2 Increases/(decreases) related to prior year positions $ (0.2) $ — Foreign currency remeasurement 0.3 (0.2) Unrecognized tax benefits end of year $ 6.1 $ 6.0 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expense | Total stock-based compensation expense under these plans and the total related recognized tax benefit were as follows: Year Ended October 31, (In millions) 2021 2020 2019 Stock options $ 1.5 $ 4.8 $ — RSUs 1.1 0.1 — Total stock-based compensation expense under incentive plans, pretax $ 2.6 $ 4.9 $ — Tax benefit 0.1 0.1 — |
Schedule of Assumptions to Estimate Fair Value for Stock Options | Assumptions used to estimate the fair value for stock options granted during the years ended October 31, 2020 and 2019 were as follows: Year Ended October 31, 2020 2019 Risk-free interest rate 0.4 % 1.7 % Volatility 30.0 % 25.0 % Expected life (in years) 6.3 7.2 Dividend rate — — |
Schedule of Stock Option Activity | Stock option activity for the CEO Award during the year ended October 31, 2021 was as follows: Number of options Weighted-average exercise price Weighted-average remaining life (in years) Aggregate intrinsic value (in millions) Outstanding at October 31, 2020 1,700 $ 13.74 Granted — Exercised (1) — 13.74 Forfeited — Outstanding at October 31, 2021 1,700 $ 13.74 7.7 $ 8.9 Vested and expected to vest at October 31, 2021 1,700 $ 13.74 7.7 $ 8.9 Exercisable at October 31, 2021 1,190 $ 13.74 7.7 $ 6.2 (1) Less than 500 shares were exercised during the year ended October 31, 2021. Number of options Weighted average grant-date fair value Unvested at October 31, 2020 680 $ 5.35 Granted — — Vested (170) 5.35 Forfeited — — Unvested at October 31, 2021 510 $ 5.35 Number of options Weighted-average exercise price Weighted-average remaining life (in years) Aggregate intrinsic value (in millions) Outstanding at October 31, 2020 698 $ 11.62 Granted — — Exercised (22) 10.19 Forfeited (190) 12.00 Outstanding at October 31, 2021 486 $ 11.55 8.2 $ 3.6 Vested and expected to vest at October 31, 2021 486 11.55 8.2 3.6 Exercisable at October 31, 2021 124 $ 10.23 7.6 $ 1.1 Number of options Weighted average grant-date fair value Unvested at October 31, 2020 664 $ 3.61 Granted — — Vested (112) 3.61 Forfeited (190) 3.61 Unvested at October 31, 2021 362 $ 3.99 (1) (1) Approximately 26,000 unvested shares outstanding were modified during the year ended October 31, 2021 in connection with the retirement of a long-tenured employee, which affected the computation of the weighted average grant-date fair value. |
Schedule of Activity for Restricted Stock Unit Awards | Activity for awards during the year ended October 31, 2021 was as follows. No awards were granted during the years ended October 31, 2020 and 2019. Units Weighted average grant-date fair value per unit Outstanding at October 31, 2020 — $ — Granted 8 20.87 Vested — — Forfeited — — Outstanding at October 31, 2021 8 $ 20.87 Units Weighted average grant-date fair value per unit Outstanding at October 31, 2020 58 $ 12.00 Granted 35 19.89 Vested (58) 12.00 Forfeited — — Outstanding at October 31, 2021 35 $ 19.89 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Liabilities Measured and Recorded at Fair Value, Recurring Basis | Financial assets and liabilities measured and recorded at fair value on a recurring basis included in the consolidated balance sheets were as follows: October 31, 2021 October 31, 2020 (In millions) Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Mutual funds $ 1.2 $ 1.2 $ — $ — $ 1.0 $ 1.0 $ — $ — Liabilities Interest rate swap liability 3.5 — 3.5 — 6.5 — 6.5 — |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Year Ended October 31, 2021 2020 2019 Numerator: Net income available to shareholders (in millions) $ 44.9 $ 28.8 $ 71.7 Denominator: Weighted average shares of common stock outstanding, used in computing basic earnings per share 70,583,424 63,634,863 63,442,776 Effect of dilutive stock options 466,227 22,038 35,173 Effect of dilutive RSUs 18,830 3,117 — Weighted average shares of common stock outstanding, used in computing diluted earnings per share 71,068,481 63,660,018 63,477,949 Earnings per share Basic $ 0.64 $ 0.45 $ 1.13 Diluted $ 0.63 $ 0.45 $ 1.13 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Equity awards representing shares of common stock outstanding that were excluded in the computation of diluted EPS because their effect would have been anti-dilutive as a result of applying the treasury stock method, were as follows: Year Ended October 31, 2021 2020 2019 Anti-dilutive stock options 145,735 1,289,589 1,700,000 Anti-dilutive RSUs 24,540 — — |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Transactions with related parties included in the consolidated financial statements were as follows: Consolidated Balance Sheets Consolidated Statements of Comprehensive Income (In millions) Accounts receivable Loans to equity method investees Accounts payable & accrued expenses Net sales Cost of sales Selling, general and administrative expenses Other income (expense), net October 31, 2021 Year Ended October 31, 2021 Equity method investees: Henry Avocado $ — $ — $ — $ 4.4 $ — $ — $ — Mr. Avocado 1.3 — — 4.3 — — — Moruga (1) 3.9 3.0 — 6.1 — — 0.4 Copaltas (4) — 2.1 — — — — 0.1 Other: Directors/officers (2) 0.1 — — 2.5 3.5 0.1 — Employees (3) — — 0.2 — 9.6 — — October 31, 2020 Year Ended October 31, 2020 Equity method investees: Henry Avocado $ — $ — $ — $ 1.3 $ — $ — $ — Mr. Avocado 0.6 — — 1.9 — — — Moruga (1) 2.0 4.5 — 4.9 — — 0.6 Other: Directors/officers (2) 0.3 — 0.2 2.3 5.1 0.2 — Year Ended October 31, 2019 Equity method investees: Henry Avocado $ 0.5 $ 3.3 $ — $ — Mr. Avocado 4.5 — — — Moruga 3.4 — — — Other: Directors/officers (2) 0.9 1.8 0.3 — (1) The Company has provided loans to Moruga Inc. S.A.C. to support growth and expansion projects, bearing interest at 6.5%, due December 31, 2022. We also lease owned land to Moruga. (2) The Company purchases from and sells avocados to a small number of entities having full or partial ownership by some of our directors/officers. These transactions are made under substantially similar terms as with other growers and customers. The Company entered into a consulting agreement with a director in 2018 to provide consulting and advice on current business operations, as well as to analyze opportunities for fresh avocado farming and packing facilities in South and Central America, which was terminated in June 2021. (3) The Company utilizes a transportation vendor in Mexico owned by key management employees under similar terms as other transportation vendors. The Company purchases avocados from a small number of entities having full or partial ownership by some employees. These transactions are made under substantially similar terms as with other growers. (4) The Company has provided loans to Copaltas to support growth and expansion projects, bearing interest at 6.66%, due December 31, 2021. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Net sales from each of our reportable segments were as follows: Year Ended October 31, 2021 2020 2019 (In millions) Marketing & Distribution International Farming Total Marketing & Distribution International Farming Total Marketing & Distribution International Farming Total Third party sales $ 872.0 $ 19.7 $ 891.7 $ 846.9 $ 15.4 $ 862.3 $ 873.7 $ 9.6 $ 883.3 Affiliated sales — 84.9 84.9 — 66.4 66.4 — 80.7 80.7 Total segment sales $ 872.0 $ 104.6 $ 976.6 $ 846.9 $ 81.8 $ 928.7 $ 873.7 $ 90.3 $ 964.0 Intercompany eliminations — (84.9) (84.9) — (66.4) (66.4) — (80.7) (80.7) Total net sales $ 872.0 $ 19.7 $ 891.7 $ 846.9 $ 15.4 $ 862.3 $ 873.7 $ 9.6 $ 883.3 |
Reconciliation of Revenue from Segments to Consolidated | Adjusted EBITDA for each of our reporting segments was as follows: Year Ended October 31, (In millions) 2021 2020 2019 Marketing & Distribution adjusted EBITDA $ 51.4 $ 68.2 $ 88.0 International Farming adjusted EBITDA 33.9 23.3 35.0 Total reportable segment adjusted EBITDA 85.3 91.5 123.0 Net income 44.9 28.8 71.7 Interest expense 3.7 6.7 10.3 Provision for income taxes 21.1 15.0 24.3 Depreciation and amortization 20.4 18.1 16.5 Equity method income (7.5) (4.0) (3.4) Stock-based compensation 2.6 5.0 — Other (income) expense, net (1.3) 0.7 3.6 Impairment on equity method investment — 21.2 — Legal settlement 0.8 — — Asset impairment and disposals, net of insurance recoveries (0.2) — — Farming costs for nonproductive orchards 0.8 — — Total adjusted EBITDA $ 85.3 $ 91.5 $ 123.0 |
Schedule of Property, Plant and Equipment, Net by Geographic Area | Property, plant and equipment, net attributed to geographic areas was as follows: October 31, (In millions) 2021 2020 North America $ 161.7 $ 143.3 South America 261.7 234.9 Europe 0.8 0.9 Property, plant and equipment, net $ 424.2 $ 379.1 |
Nature of Business (Details)
Nature of Business (Details) | 12 Months Ended |
Oct. 31, 2021segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 2 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Oct. 31, 2020USD ($)$ / sharesshares | Apr. 30, 2020USD ($) | Apr. 30, 2020USD ($) | Oct. 31, 2021USD ($)derivativeInstrument | Oct. 31, 2020USD ($)$ / shares | Oct. 31, 2019USD ($) | Oct. 31, 2018 | Nov. 01, 2020USD ($) | |
Concentration Risk [Line Items] | ||||||||
Proceeds from issuance of common stock in public offering, net of issuance costs | $ 0 | $ 78.1 | $ 0 | |||||
Value added taxes included in miscellaneous receivables | $ 10.6 | 11 | 10.6 | |||||
Impairment on equity method investment | 0 | 21.2 | 0 | |||||
Goodwill | 76.4 | 76.4 | 76.4 | |||||
Advertising costs | $ 0.3 | 0.4 | 0.3 | |||||
Employee deferral limit | 60.00% | |||||||
Employee benefit contributions made by employer | $ 0.9 | 0.7 | 0.7 | |||||
Operating lease assets | 0 | 43.9 | 0 | |||||
Deferred rent | 1.4 | 0 | 1.4 | |||||
Operating lease liability | 46.1 | |||||||
Operating leases—current portion | $ 0 | $ 3.6 | $ 0 | |||||
Cost of sales | ||||||||
Concentration Risk [Line Items] | ||||||||
Fair value adjustments to inventory | $ 2 | |||||||
Retirement Plan Contribution Tier One | ||||||||
Concentration Risk [Line Items] | ||||||||
Employer matching contribution | 100.00% | |||||||
Employer matching contribution, percent of employees' pay | 3.00% | |||||||
Retirement Plan Contribution Tier Two | ||||||||
Concentration Risk [Line Items] | ||||||||
Employer matching contribution | 50.00% | |||||||
Accounting Standards Update 2016-02 | ||||||||
Concentration Risk [Line Items] | ||||||||
Operating lease assets | $ 36.9 | |||||||
Deferred rent | 1.4 | |||||||
Prepaid rent | 0.3 | |||||||
Operating lease liability | 38 | |||||||
Operating leases—current portion | $ 2.8 | |||||||
Accounting Standards Update 2019-12 | ||||||||
Concentration Risk [Line Items] | ||||||||
Cumulative effect of change in tax accounting principle (Note 2) | $ 12.9 | |||||||
Interest Rate Swap | ||||||||
Concentration Risk [Line Items] | ||||||||
Number of derivative instruments | derivativeInstrument | 4 | |||||||
Notional amount | $ 100 | |||||||
Senior Term Loans | Secured Debt | ||||||||
Concentration Risk [Line Items] | ||||||||
Principal value | $ 100 | |||||||
Reservoirs, wells, and irrigation | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 20 years | |||||||
Vehicles | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 3 years | |||||||
Moruga | ||||||||
Concentration Risk [Line Items] | ||||||||
Impairment on equity method investment | $ 21.2 | $ 21.2 | ||||||
IPO | ||||||||
Concentration Risk [Line Items] | ||||||||
Common stock, shares issued (in shares) | shares | 7,450,000 | |||||||
Common stock, price per share (in dollars per share) | $ / shares | $ 12 | $ 12 | ||||||
Proceeds from issuance of common stock in public offering, net of issuance costs | $ 78.1 | |||||||
Stock issuance costs | 5 | |||||||
Over-Allotment Option | ||||||||
Concentration Risk [Line Items] | ||||||||
Stock issuance costs | 6.3 | |||||||
International Farming | ||||||||
Concentration Risk [Line Items] | ||||||||
Goodwill | $ 76.4 | $ 76.4 | $ 76.4 | |||||
Minimum | Retirement Plan Contribution Tier Two | ||||||||
Concentration Risk [Line Items] | ||||||||
Employer matching contribution, percent of employees' pay | 3.00% | |||||||
Minimum | Interest Rate Swap | ||||||||
Concentration Risk [Line Items] | ||||||||
Fixed interest rate | 1.75% | |||||||
Minimum | Orchard costs | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 20 years | |||||||
Minimum | Buildings and improvements | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 20 years | |||||||
Minimum | Plant and office equipment | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 3 years | |||||||
Minimum | Bagging, packing, and refrigeration and ripening equipment | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 10 years | |||||||
Minimum | Office and Computer Equipment | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 5 years | |||||||
Maximum | Retirement Plan Contribution Tier Two | ||||||||
Concentration Risk [Line Items] | ||||||||
Employer matching contribution, percent of employees' pay | 5.00% | |||||||
Maximum | Interest Rate Swap | ||||||||
Concentration Risk [Line Items] | ||||||||
Fixed interest rate | 2.57% | |||||||
Maximum | Orchard costs | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 25 years | |||||||
Maximum | Buildings and improvements | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 40 years | |||||||
Maximum | Plant and office equipment | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 20 years | |||||||
Maximum | Bagging, packing, and refrigeration and ripening equipment | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 20 years | |||||||
Maximum | Office and Computer Equipment | ||||||||
Concentration Risk [Line Items] | ||||||||
Useful life | 7 years | |||||||
Customer Concentration Risk | One Customer | Accounts Receivable | ||||||||
Concentration Risk [Line Items] | ||||||||
Concentration risk, percentage | 13.00% | 11.00% | ||||||
Customer Concentration Risk | One Customer | Sales | ||||||||
Concentration Risk [Line Items] | ||||||||
Concentration risk, percentage | 12.00% | 15.00% | ||||||
Customer Concentration Risk | Top Ten Customers | Sales | ||||||||
Concentration Risk [Line Items] | ||||||||
Concentration risk, percentage | 59.00% | 64.00% | 60.00% | |||||
Customer Concentration Risk | Second Customer | Sales | ||||||||
Concentration Risk [Line Items] | ||||||||
Concentration risk, percentage | 10.00% |
Details of Certain Account Ba_3
Details of Certain Account Balances - Inventory (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Finished goods | $ 22.5 | $ 16.3 |
Crop growing costs | 11.9 | 11.9 |
Packaging and supplies | 13.8 | 10.4 |
Inventory | $ 48.2 | $ 38.6 |
Details of Certain Account Ba_4
Details of Certain Account Balances - Property, plant and equipment, net (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 522.8 | $ 460.2 |
Accumulated depreciation | (98.6) | (81.1) |
Property, plant and equipment, net | 424.2 | 379.1 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 128.8 | 131 |
Orchard costs | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 62.6 | 50.2 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 110.9 | 73.3 |
Plant and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 177.2 | 150.7 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 43.2 | $ 55 |
Details of Certain Account Ba_5
Details of Certain Account Balances - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Product Information [Line Items] | |||
Depreciation expense | $ 20.4 | $ 18.1 | $ 16.5 |
Prepaid Expenses and Other Current Assets | |||
Product Information [Line Items] | |||
Property, plant, and equipment held for sale | $ 2.7 | $ 2.1 |
Details of Certain Account Ba_6
Details of Certain Account Balances - Accrued expenses (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Employee-related | $ 14.6 | $ 15.3 |
Freight | 3.9 | 4.4 |
Construction-in-progress | 0.2 | 1.8 |
Interest rate swaps | 2.1 | 2.2 |
Outside fruit purchase | 2.2 | 0.8 |
VAT and local taxes payable | 1 | 0.9 |
Legal settlement | 0.8 | 0 |
Other | 4 | 2.9 |
Accrued expenses | $ 28.8 | $ 28.3 |
Details of Certain Account Ba_7
Details of Certain Account Balances - Other long-term liabilities (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Uncertain tax positions | $ 15.7 | $ 13.9 |
Interest rate swaps | 1.4 | 4.3 |
Employee-related | 1.6 | 1.8 |
Deferred rent | 0 | 1.4 |
Other | 1.3 | 2.9 |
Other long-term liabilities | $ 20 | $ 24.3 |
Details of Certain Account Ba_8
Details of Certain Account Balances - Other income (expense), net (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Gains (losses) on derivative financial instruments | $ 0.8 | $ (4.2) | $ (3.7) |
Foreign currency transaction (loss) gain | (1.6) | 1.3 | (1.3) |
Interest income | 1.7 | 2.4 | 1.7 |
Debt extinguishment costs | (0.1) | 0 | 0 |
Other | 0.5 | ||
Other | (0.2) | (0.3) | |
Other income (expense), net | $ 1.3 | $ (0.7) | $ (3.6) |
Equity Method Investees - Narra
Equity Method Investees - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Apr. 30, 2020USD ($) | Apr. 30, 2020USD ($) | Oct. 31, 2021USD ($) | Oct. 31, 2020USD ($) | Oct. 31, 2019USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||||
Impairment on equity method investment | $ 0 | $ 21.2 | $ 0 | ||
Compounded annual growth rate | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Significant inputs | 4.80% | ||||
Discount rate | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Significant inputs | 9.00% | ||||
Median | |||||
Schedule of Equity Method Investments [Line Items] | |||||
EBITDA multiple | 12.3 | ||||
Mean | |||||
Schedule of Equity Method Investments [Line Items] | |||||
EBITDA multiple | 12.8 | ||||
Year One | |||||
Schedule of Equity Method Investments [Line Items] | |||||
EBITDA multiple | 10.5 | ||||
Year Two | |||||
Schedule of Equity Method Investments [Line Items] | |||||
EBITDA multiple | 10 | ||||
Henry Avocado | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership percentage in equity method investment | 49.00% | ||||
Basis difference between historical investment and amount of underlying equity | $ 4 | 4 | |||
Mr. Avocado | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership percentage in equity method investment | 33.00% | ||||
Moruga | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership percentage in equity method investment | 60.00% | ||||
Basis difference between historical investment and amount of underlying equity | $ 10.3 | $ 10.3 | |||
Impairment on equity method investment | $ 21.2 | $ 21.2 | |||
Fair value of equity investment | $ 22.2 | $ 22.2 | |||
Copaltas | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership percentage in equity method investment | 50.00% |
Equity Method Investees - Finan
Equity Method Investees - Financial Information for Equity Method Investees (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | |||
Current assets | $ 247.1 | $ 248.1 | |
Current liabilities | 89.2 | 77.9 | |
Sales | 891.7 | 862.3 | $ 883.3 |
Gross profit | 124.5 | 124.6 | 154.7 |
Net income (loss) | 44.9 | 28.8 | $ 71.7 |
Henry Avocado | |||
Schedule of Equity Method Investments [Line Items] | |||
Current assets | 45.1 | 35.3 | |
Long-term assets | 16.6 | 17.9 | |
Current liabilities | 22.7 | 14.3 | |
Long-term liabilities | 6.8 | 10.6 | |
Sales | 261.7 | 254.1 | |
Gross profit | 24.6 | 22.8 | |
Net income (loss) | 7.5 | 4.4 | |
Mr. Avocado | |||
Schedule of Equity Method Investments [Line Items] | |||
Current assets | 4.4 | 2.6 | |
Long-term assets | 0.5 | 0.6 | |
Current liabilities | 3.1 | 1.9 | |
Long-term liabilities | 0 | 0 | |
Sales | 20.1 | 11.7 | |
Gross profit | 3.4 | 1.9 | |
Net income (loss) | 0.5 | (0.2) | |
Moruga | |||
Schedule of Equity Method Investments [Line Items] | |||
Current assets | 24.8 | 19.9 | |
Long-term assets | 21.5 | 20.1 | |
Current liabilities | 13.6 | 9.8 | |
Long-term liabilities | 3.8 | 7.6 | |
Sales | 37.3 | 28.7 | |
Gross profit | 10.5 | 7.7 | |
Net income (loss) | 6.4 | 3.8 | |
Copaltas | |||
Schedule of Equity Method Investments [Line Items] | |||
Current assets | 1.5 | 0.3 | |
Long-term assets | 16.6 | 10.9 | |
Current liabilities | 2.5 | 2.2 | |
Long-term liabilities | 6.5 | 0 | |
Sales | 0.1 | 0.2 | |
Gross profit | 0 | 0 | |
Net income (loss) | $ (0.2) | $ 0.1 |
Equity Method Investees - Sched
Equity Method Investees - Schedule of Investments in Equity Method Investees (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Investments in Equity Method Investees [Roll Forward] | |||
Beginning balance | $ 46.7 | $ 62.7 | $ 58.7 |
Equity method income (losses) | 7.5 | 4 | 3.4 |
Translation | 0 | (0.5) | |
Dividends received | (1.7) | (1.7) | (1.3) |
Investment contributions | 0.2 | 3.4 | 1.9 |
Impairment | 21.2 | ||
Ending balance | 52.7 | 46.7 | 62.7 |
Henry Avocado | |||
Investments in Equity Method Investees [Roll Forward] | |||
Beginning balance | 17.9 | 17.4 | 15.3 |
Equity method income (losses) | 3.7 | 2.2 | 3.4 |
Translation | 0 | 0 | |
Dividends received | (1.7) | (1.7) | (1.3) |
Investment contributions | 0 | 0 | 0 |
Impairment | 0 | ||
Ending balance | 19.9 | 17.9 | 17.4 |
Mr. Avocado | |||
Investments in Equity Method Investees [Roll Forward] | |||
Beginning balance | 0.4 | 0.5 | 0.2 |
Equity method income (losses) | 0.2 | (0.1) | (0.4) |
Translation | 0 | 0 | |
Dividends received | 0 | 0 | 0 |
Investment contributions | 0 | 0 | 0.7 |
Impairment | 0 | ||
Ending balance | 0.6 | 0.4 | 0.5 |
Moruga | |||
Investments in Equity Method Investees [Roll Forward] | |||
Beginning balance | 23.9 | 43.2 | 42.8 |
Equity method income (losses) | 3.8 | 1.9 | 0.4 |
Translation | 0 | 0 | |
Dividends received | 0 | 0 | 0 |
Investment contributions | 0 | 0 | 0 |
Impairment | 21.2 | ||
Ending balance | 27.7 | 23.9 | 43.2 |
Amortization of intangible assets | 0.4 | 0.6 | |
Copaltas | |||
Investments in Equity Method Investees [Roll Forward] | |||
Beginning balance | 4.5 | 1.6 | 0.4 |
Equity method income (losses) | (0.2) | 0 | 0 |
Translation | 0 | (0.5) | |
Dividends received | 0 | 0 | 0 |
Investment contributions | 0.2 | 3.4 | 1.2 |
Impairment | 0 | ||
Ending balance | $ 4.5 | $ 4.5 | $ 1.6 |
Debt - Narrative (Details)
Debt - Narrative (Details) - Bank of America Merrill Lynch $ in Millions | 1 Months Ended |
Oct. 31, 2018USD ($) | |
Derivative [Line Items] | |
Syndicated credit facility maximum | $ 275 |
Accordion feature, available increase | $ 125 |
Minimum | |
Derivative [Line Items] | |
Unused commitment fee percentage | 0.18% |
Maximum | |
Derivative [Line Items] | |
Unused commitment fee percentage | 0.30% |
London Interbank Offered Rate (LIBOR) | Minimum | |
Derivative [Line Items] | |
Interest rate spread over LIBOR | 1.50% |
London Interbank Offered Rate (LIBOR) | Maximum | |
Derivative [Line Items] | |
Interest rate spread over LIBOR | 2.75% |
Secured Debt | |
Derivative [Line Items] | |
Syndicated credit facility maximum | $ 175 |
Line of Credit | |
Derivative [Line Items] | |
Syndicated credit facility maximum | $ 100 |
Debt - Long Term Debt Under Cre
Debt - Long Term Debt Under Credit Facility (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Debt Instrument [Line Items] | |||
Total long-term debt | $ 174.7 | ||
Less debt issuance costs | $ (0.4) | (0.6) | |
Long-term debt, net of debt issuance costs | 163.9 | 174.1 | |
Less current portion of long-term debt | (8.8) | (7.4) | |
Long-term debt, net of current portion | 155.1 | 166.7 | |
Revolving Credit | Line of Credit | |||
Debt Instrument [Line Items] | |||
Total long-term debt | $ 0 | 0 | |
Interest rate | 1.90% | 1.84% | |
Senior Term Loan A-1 | Secured Debt | |||
Debt Instrument [Line Items] | |||
Total long-term debt | $ 90 | 95 | |
Interest rate | 1.90% | 1.84% | |
Senior Term Loan A-2 | Secured Debt | |||
Debt Instrument [Line Items] | |||
Total long-term debt | $ 72.8 | 73.5 | |
Interest rate | 2.40% | 2.34% | |
Notes Payable, BoA | Secured Debt | |||
Debt Instrument [Line Items] | |||
Total long-term debt | $ 1.5 | $ 6.2 | |
Interest rate | 4.52% | 4.41% |
Debt - Future Principal Payment
Debt - Future Principal Payments on Debt (Details) $ in Millions | Oct. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 8.8 |
2023 | 83.8 |
2024 | 13.6 |
2025 | 58.1 |
2026 | 0 |
Thereafter | 0 |
Future principal payments | $ 164.3 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Leases [Abstract] | |||
Finance leases | $ 3.3 | $ 5.7 | |
Accumulated depreciation on finance leases | 0.6 | ||
Depreciation expense on finance leases | $ 1.1 | 0.3 | $ 0.3 |
Rent expense | $ 6.9 | $ 6.1 |
Leases - Schedule of Lease-Rela
Leases - Schedule of Lease-Related Assets and Liabilities (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Leases [Abstract] | ||
Operating lease assets | $ 43.9 | $ 0 |
Finance lease assets | 4.4 | |
Total lease assets | 48.3 | |
Operating leases—current portion | 3.6 | 0 |
Finance leases—current portion | 1.1 | 1.2 |
Operating leases, net of current portion | 42.5 | 0 |
Finance leases, net of current portion | 2.2 | $ 3.3 |
Total lease liabilities | $ 49.4 | |
Finance lease assets, statement of financial position [Extensible Enumeration] |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Costs Recognized (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Lessee, Lease, Description [Line Items] | |||
Lease cost | $ 6.5 | ||
Variable lease cost | 0.9 | ||
Short-term lease cost | 18 | ||
Amortization of right-of-use assets | 1.1 | $ 0.3 | $ 0.3 |
Interest on lease liabilities | 0.3 | ||
Total lease cost | 26.8 | ||
Cost of sales | |||
Lessee, Lease, Description [Line Items] | |||
Lease cost | 3.9 | ||
Variable lease cost | 0.8 | ||
Short-term lease cost | 13.2 | ||
Amortization of right-of-use assets | 0.7 | ||
Total lease cost | 18.6 | ||
Selling, general and administrative expenses | |||
Lessee, Lease, Description [Line Items] | |||
Lease cost | 2.6 | ||
Variable lease cost | 0.1 | ||
Short-term lease cost | 0.8 | ||
Amortization of right-of-use assets | 0.4 | ||
Total lease cost | 3.9 | ||
Interest Expense | |||
Lessee, Lease, Description [Line Items] | |||
Interest on lease liabilities | 0.3 | ||
Total lease cost | 0.3 | ||
Inventory | |||
Lessee, Lease, Description [Line Items] | |||
Lease cost | 0 | ||
Variable lease cost | 0 | ||
Short-term lease cost | 1.3 | ||
Total lease cost | 1.3 | ||
Property, Plant and Equipment | |||
Lessee, Lease, Description [Line Items] | |||
Lease cost | 0 | ||
Variable lease cost | 0 | ||
Short-term lease cost | 2.7 | ||
Total lease cost | $ 2.7 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Details) $ in Millions | 12 Months Ended |
Oct. 31, 2021USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of lease liabilities for operating cash flows for operating lease liabilities | $ 5.5 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 11.3 |
Leases - Schedule of Future Mat
Leases - Schedule of Future Maturities (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Operating Leases, After Adoption of 842 | ||
2022 | $ 6.2 | |
2023 | 5.8 | |
2024 | 5.3 | |
2025 | 4.8 | |
2026 | 4.6 | |
Thereafter | 48.2 | |
Total undiscounted future minimum lease payments | 74.9 | |
Less imputed interest | (28.8) | |
Total discounted future minimum lease payments | 46.1 | |
Finance Leases, After Adoption of 842 | ||
2022 | 1.4 | |
2023 | 1.3 | |
2024 | 1 | |
2025 | 0.2 | |
2026 | 0 | |
Thereafter | 0 | |
Total undiscounted future minimum lease payments | 3.9 | |
Less imputed interest | (0.6) | |
Total discounted future minimum lease payments | $ 3.3 | $ 5.7 |
Leases - Weighted Average Remai
Leases - Weighted Average Remaining Lease Terms and Discount Rates (Details) | Oct. 31, 2021 |
Leases [Abstract] | |
Weighted average remaining lease term, operating leases (in years) | 15 years 2 months 12 days |
Weighted average remaining lease term, finance leases (in years) | 2 years 9 months 18 days |
Weighted average discount rate, operating leases | 5.50% |
Weighted average discount rate, finance leases | 7.50% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Operating Leases, Before Adoption of 842 | ||
2021 | $ 5.5 | |
2022 | 4.7 | |
2023 | 4.2 | |
2024 | 3.6 | |
2025 | 3.2 | |
Thereafter | $ 32.3 | |
Minimum lease payments | 53.5 | |
Capital Leases, Before Adoption of 842 | ||
2021 | 1.8 | |
2022 | 1.6 | |
2023 | 1.4 | |
2024 | 1.2 | |
2025 | 0.2 | |
Thereafter | 0 | |
Minimum lease payments | 6.2 | |
Less interest | (1.7) | |
Present value of future lease payments | $ 4.5 |
Commitment and Contingencies -
Commitment and Contingencies - Narrative (Details) $ in Millions | 1 Months Ended |
May 31, 2021USD ($) | |
Class Action V. Mission Produce | Settled Litigation | |
Loss Contingencies [Line Items] | |
Amount awarded to other party | $ 0.8 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of the Provision for Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Current | |||
Federal | $ 2.2 | $ 4.6 | $ 11.8 |
State | 0.6 | 0.7 | 2.6 |
Foreign | 9.5 | 10.7 | 9.3 |
Total current | 12.3 | 16 | 23.7 |
Deferred | |||
Federal | 2.6 | 1.1 | (0.6) |
State | 0.3 | (0.2) | 0.2 |
Foreign | 5.9 | (1.9) | 1 |
Total deferred | 8.8 | (1) | 0.6 |
Provision for income taxes | $ 21.1 | $ 15 | $ 24.3 |
Income Taxes - Schedule of U.S.
Income Taxes - Schedule of U.S. and foreign components of income before income taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ 20.8 | $ 31 | $ 51.7 |
Foreign | 45.2 | 12.8 | 44.3 |
Income before income taxes | $ 66 | $ 43.8 | $ 96 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 21.00% | 21.00% | 21.00% |
State income taxes, net of federal tax benefit | 1.00% | 2.00% | 1.90% |
GILTI | 2.30% | 5.60% | 3.10% |
Non-deductible executive compensation | 0.50% | 3.90% | 0.00% |
Moruga impairment | 0.00% | 10.10% | 0.00% |
Foreign tax credits | (0.90%) | (4.60%) | (2.40%) |
NOL carryback – CARES Act | 0.00% | (2.80%) | 0.00% |
Peru income tax rate change | 8.30% | 0.00% | 0.00% |
Unrecognized tax benefits increase | 0.90% | 0.60% | 1.50% |
Other, net | (1.10%) | (1.60%) | 0.20% |
Effective tax rate | 32.00% | 34.20% | 25.30% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Accrued expenses | $ 4.2 | $ 4 |
Net operating loss carryforward | 0.8 | 1.8 |
Inventory | 0.8 | 0.8 |
Interest rate swaps | 0.8 | 1.5 |
Operating lease liabilities | 11.2 | 0 |
Allowances, reserves, and other | 0.3 | 0.3 |
Total deferred tax assets | 18.1 | 8.5 |
Less: valuation allowance | (0.5) | (1.1) |
Total net deferred tax assets | 17.6 | 7.3 |
Equity interest in unconsolidated subsidiaries | (3.1) | (14.7) |
Property, plant and equipment | (21.6) | (14.4) |
Operating lease right-of-use assets | (10.7) | 0 |
Repatriation of foreign earnings | (1.4) | (1.6) |
Total deferred tax liabilities | (36.8) | (30.7) |
Total net deferred tax assets/(liabilities) | $ (19.2) | $ (23.3) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | Dec. 30, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 |
Income Tax Contingency [Line Items] | ||||
Foreign net operating loss carryforwards | $ 4.3 | |||
Foreign net operating loss carryforwards, indefinite lived | 3.6 | |||
Net change in valuation allowance for deferred tax assets | 0.6 | $ 0.3 | ||
Deferred tax liability for withholding tax | 28.1 | |||
Accumulated foreign earnings to be indefinitely reinvested | 121.6 | |||
Interest and penalties related to uncertain tax positions | 0.9 | (1.9) | $ 1.4 | |
Penalties and interest accrued | $ 7.7 | 6.8 | ||
Tax benefit due to revaluation | $ 1.2 | |||
Peru Tax Authority | ||||
Income Tax Contingency [Line Items] | ||||
Tax benefit due to revaluation | $ (5.4) |
Income Taxes - Roll Forward of
Income Taxes - Roll Forward of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Beginning balance | $ 6 | $ 6.2 |
Increases/(decreases) related to prior year positions | (0.2) | 0 |
Foreign currency remeasurement | 0.3 | |
Foreign currency remeasurement | (0.2) | |
Ending balance | $ 6.1 | $ 6 |
Shareholders' Equity - Narrativ
Shareholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 19, 2020 | Oct. 29, 2019 | Jul. 09, 2019 | Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | Dec. 31, 2019 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Unrecognized stock-based compensation expense | $ 3.9 | ||||||
Unrecognized stock-based compensation expense, expected period of recognition | 1 year 8 months 12 days | ||||||
Weighted-average grant-date fair value of options (in usd per share) | $ 3.61 | $ 5.35 | |||||
Total grant-date fair value of stock options vested | $ 1.3 | $ 5.5 | $ 0 | ||||
Total intrinsic value of stock options exercised | $ 0.2 | $ 0.2 | |||||
Stock options vesting period | 4 years | ||||||
Restricted Stock Units (RSUs) | Minimum | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Stock options vesting period | 3 years | ||||||
Restricted Stock Units (RSUs) | Maximum | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Stock options vesting period | 4 years | ||||||
2003 Stock Incentive Plan | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Available for grant (in shares) | 471,308 | 10,200,000 | |||||
Common stock reserved for future issuance (in shares) | 2,550,000 | ||||||
Strike price of stock option grant (in usd per share) | $ 12.63 | ||||||
Equity-classified awards (in shares) | 1,228,692 | ||||||
Aggregate intrinsic value of options outstanding | $ 4.6 | ||||||
Accrued expenses reclassified to shareholders' equity | $ 0.3 | ||||||
2020 Incentive Award Plan | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Available for grant (in shares) | 9,880,190 | ||||||
Common stock reserved for future issuance (in shares) | 9,296,260 | ||||||
Stock option grant (in shares) | 0 | ||||||
Aggregate intrinsic value of options outstanding | $ 3.6 | ||||||
CEO Award | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Stock option grant (in shares) | 1,700,000 | 0 | |||||
Strike price of stock option grant (in usd per share) | $ 9.41 | $ 13.74 | |||||
Equity-classified awards (in shares) | 471,308 | ||||||
Liability-classified awards (in shares) | 1,228,692 | ||||||
Estimated fair market value of award | $ 9.1 | ||||||
Aggregate intrinsic value of options outstanding | $ 11.3 | $ 8.9 | $ 5.6 | ||||
CEO Award | Share-based Payment Arrangement, Tranche One | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Stock option grant (in shares) | 850,000 | ||||||
Equity-classified awards (in shares) | 235,654 | ||||||
Liability-classified awards (in shares) | 614,346 | ||||||
CEO Award | Share-based Payment Arrangement, Tranche Two | |||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||
Stock option grant (in shares) | 850,000 | ||||||
Equity-classified awards (in shares) | 235,654 | ||||||
Liability-classified awards (in shares) | 614,346 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Stock-Based Compensation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense under incentive plans, pretax | $ 2.6 | $ 4.9 | $ 0 |
Tax benefit | 0.1 | 0.1 | 0 |
Stock Options | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense under incentive plans, pretax | 1.5 | 4.8 | 0 |
Restricted Stock Units (RSUs) | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense under incentive plans, pretax | $ 1.1 | $ 0.1 | $ 0 |
Shareholders' Equity - Schedu_2
Shareholders' Equity - Schedule of Assumptions to Estimate Fair Value for Stock Options (Details) - Stock Options | 12 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 0.40% | 1.70% |
Volatility | 30.00% | 25.00% |
Expected life (in years) | 6 years 3 months 18 days | 7 years 2 months 12 days |
Dividend rate | 0.00% | 0.00% |
Shareholders' Equity - Schedu_3
Shareholders' Equity - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 09, 2019 | Oct. 31, 2021 | Dec. 31, 2019 | Oct. 29, 2019 |
Weighted average grant-date fair value | ||||
Unvested shares outstanding, modified (in shares) | 26,000 | |||
CEO Award | ||||
Number of options outstanding | ||||
Options outstanding, beginning of period (in shares) | 1,700,000 | |||
Stock option grant (in shares) | 1,700,000 | 0 | ||
Exercise of stock options (in shares) | 0 | |||
Stock options forfeited (in shares) | 0 | |||
Options outstanding, end of period (in shares) | 1,700,000 | |||
Weighted-average exercise price | ||||
Weighted-average exercise price outstanding (in usd per share) (beginning of period) | $ 13.74 | |||
Weighted-average exercise price of options exercised (in usd per share) | 13.74 | |||
Weighted-average exercise price outstanding (in usd per share) (end of period) | $ 13.74 | |||
Weighted-average remaining life | ||||
Weighted-average remaining life of options outstanding (in years) | 7 years 8 months 12 days | |||
Aggregate intrinsic value | ||||
Aggregate intrinsic value of options outstanding | $ 8.9 | $ 5.6 | $ 11.3 | |
Number of options unvested | ||||
Options unvested, beginning of period (in shares) | 680,000 | |||
Options vested (in shares) | (170,000) | |||
Options unvested, end of period (in shares) | 510,000 | |||
Weighted average grant-date fair value | ||||
Weighted average grant-date fair value of options unvested (in usd per share) (beginning of period) | $ 5.35 | |||
Weighted-average grant-date fair value of options (in usd per share) | 5.35 | |||
Weighted average grant-date fair value of options unvested (in usd per share) (end of period) | $ 5.35 | |||
Options vested and expected to vest (in shares) | 1,700,000 | |||
Options exercisable (in shares) | 1,190,000 | |||
Weighted-average exercise price of options vested and expected to vest (in usd per share) | $ 13.74 | |||
Weighted-average exercise price of options exercisable (in usd per share) | $ 13.74 | |||
Weighted-average remaining life of options vested and expected to vest (in years) | 7 years 8 months 12 days | |||
Weighted-average remaining life of options exercisable (in years) | 7 years 8 months 12 days | |||
Aggregate intrinsic value of options vested and expected to vest | $ 8.9 | |||
Aggregate intrinsic value of options exercisable | $ 6.2 | |||
CEO Award | Maximum | ||||
Number of options outstanding | ||||
Exercise of stock options (in shares) | (500,000) | |||
2020 Incentive Award Plan | ||||
Number of options outstanding | ||||
Options outstanding, beginning of period (in shares) | 698,000 | |||
Stock option grant (in shares) | 0 | |||
Exercise of stock options (in shares) | (22,000) | |||
Stock options forfeited (in shares) | (190,000) | |||
Options outstanding, end of period (in shares) | 486,000 | |||
Weighted-average exercise price | ||||
Weighted-average exercise price outstanding (in usd per share) (beginning of period) | $ 11.62 | |||
Weighted-average exercise price of options exercised (in usd per share) | 10.19 | |||
Weighted-average exercise price of options forfeited (in usd per share) | 12 | |||
Weighted-average exercise price outstanding (in usd per share) (end of period) | $ 11.55 | |||
Weighted-average remaining life | ||||
Weighted-average remaining life of options outstanding (in years) | 8 years 2 months 12 days | |||
Aggregate intrinsic value | ||||
Aggregate intrinsic value of options outstanding | $ 3.6 | |||
Number of options unvested | ||||
Options unvested, beginning of period (in shares) | 664,000 | |||
Options vested (in shares) | (112,000) | |||
Options unvested, end of period (in shares) | 362,000 | |||
Weighted average grant-date fair value | ||||
Weighted average grant-date fair value of options unvested (in usd per share) (beginning of period) | $ 3.61 | |||
Weighted-average grant-date fair value of options (in usd per share) | 3.61 | |||
Weighted average grant-date fair value of options unvested (in usd per share) | 3.61 | |||
Weighted average grant-date fair value of options unvested (in usd per share) (end of period) | $ 3.99 | |||
Options vested and expected to vest (in shares) | 486,000 | |||
Options exercisable (in shares) | 124,000 | |||
Weighted-average exercise price of options vested and expected to vest (in usd per share) | $ 11.55 | |||
Weighted-average exercise price of options exercisable (in usd per share) | $ 10.23 | |||
Weighted-average remaining life of options vested and expected to vest (in years) | 8 years 2 months 12 days | |||
Weighted-average remaining life of options exercisable (in years) | 7 years 7 months 6 days | |||
Aggregate intrinsic value of options vested and expected to vest | $ 3.6 | |||
Aggregate intrinsic value of options exercisable | $ 1.1 |
Shareholders' Equity - Schedu_4
Shareholders' Equity - Schedule of Activity for Restricted Stock Unit Awards (Details) - Restricted Stock Units (RSUs) shares in Thousands | 12 Months Ended |
Oct. 31, 2021$ / sharesshares | |
Employees | |
Restricted stock units outstanding | |
Units outstanding (in shares) (beginning of period) | shares | 0 |
Granted (in shares) | shares | 8 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Units outstanding (in shares) (end of period) | shares | 8 |
Weighted average grant-date fair value per unit | |
Weighted-average exercise price outstanding (in usd per share) (beginning of period) | $ / shares | $ 0 |
Weighted average grant date fair value of units granted (in usd per share) | $ / shares | 20.87 |
Weighted average grant date fair value of units vested (in usd per share) | $ / shares | 0 |
Weighted average grant date fair value of units forfeited (in usd per share) | $ / shares | 0 |
Weighted-average exercise price outstanding (in usd per share) (end of period) | $ / shares | $ 20.87 |
Board of Directors | |
Restricted stock units outstanding | |
Units outstanding (in shares) (beginning of period) | shares | 58 |
Granted (in shares) | shares | 35 |
Vested (in shares) | shares | (58) |
Forfeited (in shares) | shares | 0 |
Units outstanding (in shares) (end of period) | shares | 35 |
Weighted average grant-date fair value per unit | |
Weighted-average exercise price outstanding (in usd per share) (beginning of period) | $ / shares | $ 12 |
Weighted average grant date fair value of units granted (in usd per share) | $ / shares | 19.89 |
Weighted average grant date fair value of units vested (in usd per share) | $ / shares | 12 |
Weighted average grant date fair value of units forfeited (in usd per share) | $ / shares | 0 |
Weighted-average exercise price outstanding (in usd per share) (end of period) | $ / shares | $ 19.89 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Liabilities Measured At Fair Value (Details) - Fair Value, Recurring - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Mutual funds | $ 1.2 | $ 1 |
Interest Rate Swap | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Interest rate swap liability | 3.5 | 6.5 |
Quoted Prices in Active Markets (Level 1) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Mutual funds | 1.2 | 1 |
Quoted Prices in Active Markets (Level 1) | Interest Rate Swap | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Interest rate swap liability | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Mutual funds | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Interest Rate Swap | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Interest rate swap liability | 3.5 | 6.5 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Mutual funds | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Interest Rate Swap | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Interest rate swap liability | $ 0 | $ 0 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Numerator: | |||
Net income (loss) | $ 44.9 | $ 28.8 | $ 71.7 |
Denominator: | |||
Weighted average shares of common stock outstanding, used in computing basic earnings per share (in shares) | 70,583,424 | 63,634,863 | 63,442,776 |
Weighted average shares of common stock outstanding, used in computing diluted earnings per share (in shares) | 71,068,481 | 63,660,018 | 63,477,949 |
Earnings per share | |||
Basic (in dollars per share) | $ 0.64 | $ 0.45 | $ 1.13 |
Diluted (in dollars per share) | $ 0.63 | $ 0.45 | $ 1.13 |
Stock Options | |||
Denominator: | |||
Effect of dilutive securities (in shares) | 466,227 | 22,038 | 35,173 |
Restricted Stock Units (RSUs) | |||
Denominator: | |||
Effect of dilutive securities (in shares) | 18,830 | 3,117 | 0 |
Earnings Per Share - Awards Exc
Earnings Per Share - Awards Excluded from Computation of Diluted EPS (Details) - shares | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Stock Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities (in shares) | 145,735 | 1,289,589 | 1,700,000 |
Restricted Stock Units (RSUs) | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities (in shares) | 24,540 | 0 | 0 |
Related Party Transactions - Co
Related Party Transactions - Consolidated Balance Sheets (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Equity Method Investees | Henry Avocado | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | $ 0 | $ 0 |
Loans to equity method investees | 0 | 0 |
Accounts payable & accrued expenses | 0 | 0 |
Equity Method Investees | Mr. Avocado | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | 1.3 | 0.6 |
Loans to equity method investees | 0 | 0 |
Accounts payable & accrued expenses | 0 | 0 |
Equity Method Investees | Moruga | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | 3.9 | 2 |
Loans to equity method investees | 3 | 4.5 |
Accounts payable & accrued expenses | 0 | 0 |
Equity Method Investees | Copaltas | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | 0 | |
Loans to equity method investees | 2.1 | |
Accounts payable & accrued expenses | 0 | |
Directors/Officers | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | 0.1 | 0.3 |
Loans to equity method investees | 0 | 0 |
Accounts payable & accrued expenses | 0 | $ 0.2 |
Employees | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | 0 | |
Loans to equity method investees | 0 | |
Accounts payable & accrued expenses | $ 0.2 |
Related Party Transactions - _2
Related Party Transactions - Consolidated Statements of Comprehensive Income (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Equity Method Investees | Henry Avocado | |||
Related Party Transaction [Line Items] | |||
Net sales | $ 4.4 | $ 1.3 | $ 0.5 |
Cost of sales | 0 | 0 | 3.3 |
Selling, general and administrative expenses | 0 | 0 | 0 |
Other income (expense), net | 0 | 0 | 0 |
Equity Method Investees | Mr. Avocado | |||
Related Party Transaction [Line Items] | |||
Net sales | 4.3 | 1.9 | 4.5 |
Cost of sales | 0 | 0 | 0 |
Selling, general and administrative expenses | 0 | 0 | 0 |
Other income (expense), net | 0 | 0 | 0 |
Equity Method Investees | Moruga | |||
Related Party Transaction [Line Items] | |||
Net sales | 6.1 | 4.9 | 3.4 |
Cost of sales | 0 | 0 | 0 |
Selling, general and administrative expenses | 0 | 0 | 0 |
Other income (expense), net | $ 0.4 | 0.6 | 0 |
Interest rate | 6.50% | ||
Equity Method Investees | Copaltas | |||
Related Party Transaction [Line Items] | |||
Net sales | $ 0 | ||
Cost of sales | 0 | ||
Selling, general and administrative expenses | 0 | ||
Other income (expense), net | $ 0.1 | ||
Interest rate | 6.66% | ||
Directors/Officers | |||
Related Party Transaction [Line Items] | |||
Net sales | $ 2.5 | 2.3 | 0.9 |
Cost of sales | 3.5 | 5.1 | 1.8 |
Selling, general and administrative expenses | 0.1 | 0.2 | 0.3 |
Other income (expense), net | 0 | $ 0 | $ 0 |
Employees | |||
Related Party Transaction [Line Items] | |||
Net sales | 0 | ||
Cost of sales | 9.6 | ||
Selling, general and administrative expenses | 0 | ||
Other income (expense), net | $ 0 |
Segment Information - Narrative
Segment Information - Narrative (Details) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021USD ($)segment | Oct. 31, 2020USD ($) | Oct. 31, 2019USD ($) | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Number of operating segments | segment | 2 | ||
Number of reportable segments | segment | 2 | ||
Net sales | $ 891.7 | $ 862.3 | $ 883.3 |
Goodwill | 76.4 | 76.4 | |
International Farming | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 19.7 | 15.4 | 9.6 |
Goodwill | 76.4 | 76.4 | |
Non-US | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 217 | $ 202.8 | $ 194.2 |
Segment Information - Net Sales
Segment Information - Net Sales by Segment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | $ 891.7 | $ 862.3 | $ 883.3 |
Marketing And Distribution | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 872 | 846.9 | 873.7 |
International Farming | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 19.7 | 15.4 | 9.6 |
Operating Segments | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 976.6 | 928.7 | 964 |
Operating Segments | Third party sales | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 891.7 | 862.3 | 883.3 |
Operating Segments | Affiliated sales | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 84.9 | 66.4 | 80.7 |
Operating Segments | Marketing And Distribution | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 872 | 846.9 | 873.7 |
Operating Segments | Marketing And Distribution | Third party sales | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 872 | 846.9 | 873.7 |
Operating Segments | Marketing And Distribution | Affiliated sales | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 0 | 0 | 0 |
Operating Segments | International Farming | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 104.6 | 81.8 | 90.3 |
Operating Segments | International Farming | Third party sales | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 19.7 | 15.4 | 9.6 |
Operating Segments | International Farming | Affiliated sales | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 84.9 | 66.4 | 80.7 |
Intercompany eliminations | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | (84.9) | (66.4) | (80.7) |
Intercompany eliminations | Marketing And Distribution | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | 0 | 0 | 0 |
Intercompany eliminations | International Farming | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net sales | $ (84.9) | $ (66.4) | $ (80.7) |
Segment Information - Adjustmen
Segment Information - Adjustments for EBITDA by Segment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Net income (loss) | $ 44.9 | $ 28.8 | $ 71.7 |
Interest expense | 3.7 | 6.7 | 10.3 |
Provision for income taxes | 21.1 | 15 | 24.3 |
Depreciation and amortization | 20.4 | 18.1 | 16.5 |
Equity method income | (7.5) | (4) | (3.4) |
Stock-based compensation | 2.6 | 5 | 0 |
Other (income) expense, net | (1.3) | 0.7 | 3.6 |
Impairment on equity method investment | 0 | 21.2 | 0 |
Legal settlement | 0.8 | 0 | 0 |
Asset impairment and disposals, net of insurance recoveries | (0.2) | 0 | 0 |
Farming costs for nonproductive orchards | 0.8 | 0 | 0 |
Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total adjusted EBITDA | 85.3 | 91.5 | 123 |
Marketing And Distribution | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total adjusted EBITDA | 51.4 | 68.2 | 88 |
International Farming | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total adjusted EBITDA | $ 33.9 | $ 23.3 | $ 35 |
Segment Information - Property,
Segment Information - Property, Plant and Equipment, Net by Geographic Area (Details) - USD ($) $ in Millions | Oct. 31, 2021 | Oct. 31, 2020 |
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | $ 424.2 | $ 379.1 |
North America | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | 161.7 | 143.3 |
South America | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | 261.7 | 234.9 |
Europe | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | $ 0.8 | $ 0.9 |
Uncategorized Items - avo-20211
Label | Element | Value |
Accounting Standards Update 2019-12 [Member] | Retained Earnings [Member] | ||
Income Tax Effects Allocated Directly to Equity, Cumulative Effect of Change in Accounting Principle | us-gaap_IncomeTaxEffectsAllocatedDirectlyToEquityCumulativeEffectOfChangeInAccountingPrinciple | $ 12,900,000 |