Cover
Cover | 3 Months Ended |
Mar. 31, 2024 | |
Cover [Abstract] | |
Entity Central Index Key | 0001857475 |
Document Period End Date | Mar. 31, 2024 |
Current Fiscal Year End Date | --12-31 |
Amendment Flag | false |
Document Type | 6-K |
Entity Registrant Name | Dole plc |
Document Information [Line Items] | |
Document Type | 6-K |
Entity Registrant Name | Dole plc |
Entity File Number | 001-40695 |
Document Period End Date | Mar. 31, 2024 |
Entity Address, Address Line One | 29 North Anne Street, Dublin 7 |
Entity Address, Postal Zip Code | D07 PH36 |
Entity Address, Country | IE |
Other Address | |
Document Information [Line Items] | |
Entity Address, Address Line One | 200 S. Tryon St, Suite #600 |
Entity Address, Postal Zip Code | 28202 |
Entity Address, Country | US |
Entity Address, City or Town | Charlotte |
Entity Address, State or Province | NC |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
ASSETS | ||
Cash and cash equivalents | $ 239,397 | $ 275,580 |
Short-term investments | 6,099 | 5,899 |
Trade receivables, net of allowances for credit losses of $19,354 and $18,360, respectively | 621,282 | 538,177 |
Grower advance receivables, net of allowances for credit losses of $17,627 and $19,839, respectively | 105,146 | 109,958 |
Other receivables, net of allowances for credit losses of $13,410 and $13,227, respectively | 120,986 | 117,069 |
Inventories, net of allowances of $4,522 and $4,792, respectively | 409,482 | 378,592 |
Prepaid expenses | 59,773 | 61,724 |
Other current assets | 17,149 | 17,401 |
Fresh Vegetables current assets held for sale | 405,733 | 414,457 |
Other assets held for sale | 1,827 | 1,832 |
Total current assets | 1,986,874 | 1,920,689 |
Long-term investments | 15,696 | 15,970 |
Investments in unconsolidated affiliates | 130,992 | 131,704 |
Actively marketed property | 13,781 | 13,781 |
Property, plant and equipment, net of accumulated depreciation of $447,605 and $444,775, respectively | 1,086,843 | 1,102,234 |
Operating lease right-of-use assets | 326,817 | 340,458 |
Goodwill | 435,962 | 513,312 |
DOLE brand | 306,280 | 306,280 |
Other intangible assets, net of accumulated amortization of $117,551 and $134,420, respectively | 30,643 | 41,232 |
Other assets | 104,667 | 109,048 |
Deferred tax assets, net | 69,004 | 66,485 |
Total assets | 4,507,559 | 4,561,193 |
LIABILITIES AND EQUITY | ||
Accounts payable | 599,445 | 670,904 |
Income taxes payable | 63,396 | 22,917 |
Accrued liabilities | 417,767 | 357,427 |
Bank overdrafts | 12,054 | 11,488 |
Current portion of long-term debt, net | 215,281 | 222,940 |
Current maturities of operating leases | 62,910 | 63,653 |
Payroll and other tax | 26,032 | 27,791 |
Contingent consideration | 1,152 | 1,788 |
Pension and other postretirement benefits | 16,038 | 16,570 |
Fresh Vegetables current liabilities held for sale | 305,753 | 291,342 |
Dividends payable and other current liabilities | 24,580 | 29,892 |
Total current liabilities | 1,744,408 | 1,716,712 |
Long-term debt, net | 774,361 | 845,013 |
Operating leases, less current maturities | 269,735 | 287,991 |
Deferred tax liabilities, net | 83,704 | 92,653 |
Income taxes payable, less current portion | 16,664 | 16,664 |
Contingent consideration, less current portion | 7,356 | 7,327 |
Pension and other postretirement benefits, less current portion | 113,418 | 121,689 |
Other long-term liabilities | 51,990 | 52,295 |
Total liabilities | 3,061,636 | 3,140,344 |
Contingencies (See Note 16) | ||
Redeemable noncontrolling interests | 33,766 | 34,185 |
Stockholders’ equity: | ||
Common stock — $0.01 par value; 300,000 shares authorized and 94,929 shares outstanding as of March 31, 2024 and December 31, 2023 | 949 | 949 |
Additional paid-in capital | 799,515 | 796,800 |
Retained earnings | 624,983 | 562,562 |
Accumulated other comprehensive loss | (122,124) | (110,791) |
Total equity attributable to Dole plc | 1,303,323 | 1,249,520 |
Equity attributable to noncontrolling interests | 108,834 | 137,144 |
Total equity | 1,412,157 | 1,386,664 |
Total liabilities, redeemable noncontrolling interests and equity | $ 4,507,559 | $ 4,561,193 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Trade receivables, allowances for credit losses | $ 19,354 | $ 18,360 |
Grower advance receivables, allowances for credit losses | 17,627 | 19,839 |
Other receivables, allowances for credit losses | 13,410 | 13,227 |
Inventories, allowances | 4,522 | 4,792 |
Property, plant and equipment, accumulated depreciation | 447,605 | 444,775 |
Other intangible assets, accumulated amortization | $ 117,551 | $ 134,420 |
Common stock par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 300,000 | 300,000 |
Common stock, shares outstanding (in shares) | 94,929 | 94,900 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Revenues, net | $ 2,121,374 | $ 1,989,167 |
Cost of sales | (1,926,697) | (1,810,128) |
Gross profit | 194,677 | 179,039 |
Selling, marketing, general and administrative expenses | (118,950) | (120,879) |
Gain on disposal of business | 73,950 | 0 |
Gain on asset sales | 417 | 3,973 |
Impairment of goodwill | (36,684) | 0 |
Impairment, Long-Lived Asset, Held-for-Use | 1,277 | 0 |
Operating income | 112,133 | 62,133 |
Other income, net | 7,622 | 1,775 |
Interest income | 3,079 | 2,309 |
Interest expense | (17,948) | (21,712) |
Income from continuing operations before income taxes and equity earnings | 104,886 | 44,505 |
Income tax expense | (34,401) | (10,994) |
Equity method earnings | 1,002 | 1,478 |
Income from continuing operations | 71,487 | 34,989 |
Loss from discontinued operations, net of income taxes | (6,051) | (14,506) |
Net income | 65,436 | 20,483 |
Net loss (income) attributable to noncontrolling interests | 4,707 | (6,324) |
Net income attributable to Dole plc | $ 70,143 | $ 14,159 |
Income (loss) per share - basic: | ||
Continuing operations (in USD per share) | $ 0.80 | $ 0.30 |
Discontinued operations (in USD per share) | (0.06) | (0.15) |
Net income per share attributable to Dole plc - basic (in USD per share) | 0.74 | 0.15 |
Income (loss) per share - diluted: | ||
Continuing operations (in USD per share) | 0.80 | 0.30 |
Discontinued operations (in USD per share) | (0.06) | (0.15) |
Net income per share attributable to Dole plc - diluted (in USD per share) | $ 0.74 | $ 0.15 |
Weighted-average shares: | ||
Basic (in shares) | 94,929 | 94,899 |
Diluted (in shares) | 95,229 | 95,024 |
Impairment of goodwill | $ 36,684 | $ 0 |
Diversified Fresh Produce - Americas & ROW | ||
Income Statement [Abstract] | ||
Impairment of goodwill | (36,684) | |
Impairment of goodwill | $ 36,684 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 65,436 | $ 20,483 |
Other comprehensive income (loss), net of tax: | ||
Net unrealized gain (loss) on derivatives | 5,247 | (6,382) |
Foreign currency translation adjustment | (18,986) | 11,708 |
Total other comprehensive (loss) income | (13,739) | 5,326 |
Comprehensive income | 51,697 | 25,809 |
Comprehensive loss (income) attributable to noncontrolling interests | 7,113 | (8,428) |
Comprehensive income attributable to Dole plc | $ 58,810 | $ 17,381 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating Activities | ||
Net income | $ 65,436 | $ 20,483 |
Loss from discontinued operations, net of taxes | 6,051 | 14,506 |
Income from continuing operations | 71,487 | 34,989 |
Adjustments to reconcile income from continuing operations to net cash (used in) provided by operating activities - continuing operations: | ||
Depreciation and amortization | 24,121 | 26,919 |
Impairment of goodwill | 36,684 | 0 |
Impairment, Long-Lived Asset, Held-for-Use | 1,277 | 0 |
Net gain on sale of assets and asset write-offs | (417) | (3,973) |
Net gain on sale of business | (73,950) | 0 |
Stock-based compensation expense | 1,832 | 1,330 |
Equity method earnings | (1,002) | (1,478) |
Amortization of debt discounts and debt issuance costs | 1,591 | 1,589 |
Deferred tax (benefit) expense | (11,062) | 1,481 |
Pension and other postretirement benefit plan expense | 992 | 1,970 |
Other | (4,658) | (3,089) |
Changes in operating assets and liabilities: | ||
Receivables, net of allowances | (123,162) | (6,442) |
Inventories | (43,605) | (9,836) |
Prepaids, other current assets and other assets | (1,443) | (174) |
Accounts payable, accrued liabilities and other liabilities | 86,359 | (30,639) |
Net cash (used in) provided by operating activities - continuing operations | (34,956) | 12,647 |
Investing activities | ||
Sales of assets | 1,023 | 6,529 |
Capital expenditures | (18,238) | (17,609) |
Proceeds from sale of business, net of transaction costs | 115,845 | 0 |
Insurance proceeds | 527 | 0 |
Purchases of investments | (187) | (790) |
(Purchases) sales of unconsolidated affiliates | (374) | 1,507 |
Other | (2,097) | (1,388) |
Net cash provided by (used in) investing activities - continuing operations | 96,499 | (11,751) |
Financing activities | ||
Proceeds from borrowings and overdrafts | 490,871 | 392,054 |
Repayments on borrowings and overdrafts | (573,994) | (347,448) |
Dividends paid to shareholders | (7,594) | (7,592) |
Dividends paid to noncontrolling interests | (7,173) | (1,918) |
Other noncontrolling interest activity, net | 0 | (476) |
Payment of contingent consideration | (796) | (1,151) |
Net cash (used in) provided by financing activities - continuing operations | (98,686) | 33,469 |
Effect of foreign exchange rate changes on cash | (5,630) | 2,697 |
Net cash provided by operating activities - discontinued operations | 5,753 | 2,580 |
Net cash used in investing activities - discontinued operations | (382) | (2,282) |
Cash provided by discontinued operations, net | 5,371 | 298 |
(Decrease) increase in cash and cash equivalents | (37,402) | 37,360 |
Cash and cash equivalents at beginning of period, including discontinued operations | 277,005 | 228,840 |
Cash and cash equivalents at end of period, including discontinued operations | 239,603 | 266,200 |
Income tax payments, net of refunds | (10,498) | (8,156) |
Interest payments on borrowings | $ (17,394) | $ (19,417) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Progressive Produce [Member] | Common Stock | Additional Paid- In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total Equity Attributable to Dole plc | Equity Attributable to Noncontrolling Interests | Redeemable Noncontrolling Interests | Disposal Group, Progressive |
Equity at beginning of period at Dec. 31, 2022 | $ 1,286,674 | $ 949 | $ 795,063 | $ 469,249 | $ (104,133) | $ 1,161,128 | $ 125,546 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 20,058 | 14,159 | 14,159 | 5,899 | $ 351 | |||||
Dividends declared | (9,583) | (7,690) | (7,690) | (1,893) | (277) | |||||
Stock-based compensation | 1,330 | 1,330 | 1,330 | |||||||
Other noncontrolling interest activity, net | 902 | (863) | (863) | 1,765 | ||||||
Other redeemable noncontrolling interest activity, net | (666) | (666) | (666) | 666 | ||||||
Other comprehensive income (loss), net of income tax | 5,413 | 3,222 | 3,222 | 2,191 | (87) | |||||
Equity at end of period at Mar. 31, 2023 | 1,304,128 | 949 | 794,864 | 475,718 | (100,911) | 1,170,620 | 133,508 | |||
Redeemable noncontrolling interest at beginning of period at Dec. 31, 2022 | 32,311 | |||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||
Net income | 20,058 | 14,159 | 14,159 | 5,899 | 351 | |||||
Dividends declared | (9,583) | (7,690) | (7,690) | (1,893) | (277) | |||||
Other redeemable noncontrolling interest activity, net | (666) | (666) | (666) | 666 | ||||||
Other comprehensive income (loss), net of income tax | 5,413 | 3,222 | 3,222 | 2,191 | (87) | |||||
Redeemable noncontrolling interest at end of period at Mar. 31, 2023 | 32,964 | |||||||||
Equity at beginning of period at Dec. 31, 2023 | 1,386,664 | 949 | 796,800 | 562,562 | (110,791) | 1,249,520 | 137,144 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 64,810 | 70,143 | 70,143 | (5,333) | 536 | |||||
Dividends declared | (14,617) | (7,722) | (7,722) | (6,895) | (278) | |||||
Stock-based compensation | 1,832 | 1,832 | 1,832 | |||||||
Other noncontrolling interest activity, net | 347 | $ (13,817) | 0 | 0 | 347 | $ (13,817) | ||||
Other redeemable noncontrolling interest activity, net | 883 | 883 | 883 | (883) | ||||||
Other comprehensive income (loss), net of income tax | (13,945) | (11,333) | (11,333) | (2,612) | 206 | |||||
Equity at end of period at Mar. 31, 2024 | 1,412,157 | $ 949 | 799,515 | 624,983 | (122,124) | 1,303,323 | 108,834 | |||
Redeemable noncontrolling interest at beginning of period at Dec. 31, 2023 | 34,185 | |||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||
Net income | 64,810 | 70,143 | 70,143 | (5,333) | 536 | |||||
Dividends declared | (14,617) | $ (7,722) | (7,722) | (6,895) | (278) | |||||
Other redeemable noncontrolling interest activity, net | 883 | $ 883 | 883 | (883) | ||||||
Other comprehensive income (loss), net of income tax | $ (13,945) | $ (11,333) | $ (11,333) | $ (2,612) | 206 | |||||
Redeemable noncontrolling interest at end of period at Mar. 31, 2024 | $ 33,766 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS | NATURE OF OPERATIONS Dole plc is engaged in the worldwide sourcing, processing, distributing and marketing of high-quality fresh fruit and vegetables. Dole is a premier global leader in fresh produce, and the Company’s most significant products hold leading positions in their respective categories and territories. Dole is one of the largest producers of fresh bananas and pineapples, one of the largest global exporters of grapes and has a strong presence in growing categories such as berries, avocados and organic produce. Dole conducts operations throughout North America, Latin America, Europe, Asia, the Middle East and Africa (primarily in South Africa). As a result of its global operating and financing activities, Dole is exposed to certain risks, including fluctuations in commodity and fuel costs, interest rates and foreign currency exchange rates, as well as other environmental and business risks in sourcing and selling locations. Dole offers over 300 products that are grown and sourced, both locally and globally, from over 30 countries in various regions worldwide. These products are distributed and marketed in over 75 countries across retail, wholesale and food service channels. The Company operates through a number of business-to-business and business-to-consumer brands, the most notable being the Dole brand (“DOLE brand”). On January 30, 2023, certain of Dole’s wholly owned subsidiaries entered into a Stock Purchase Agreement (the “Fresh Express Agreement”) with Fresh Express Acquisition, LLC (“Fresh Express”), a wholly owned subsidiary of Chiquita Holdings Limited, pursuant to which Fresh Express agreed to acquire Dole’s fresh vegetables division (“Fresh Vegetables division” or “Fresh Vegetables”) for approximately $293.0 million in cash, subject to certain adjustments set forth in the Fresh Express Agreement. On March 27, 2024, the parties to the Fresh Express Agreement agreed to terminate the Fresh Express Agreement due to a failure to obtain regulatory approval, and Dole announced that it is in the process of pursuing alternative transactions through which it would exit the Fresh Vegetables business (the “Vegetables exit process”). As a result of the decision to exit the business, the Fresh Vegetables division’s results are reported separately as discontinued operations, net of income taxes, in the condensed consolidated statements of operations for all periods presented and its assets and liabilities are separately presented in the condensed consolidated balance sheets as assets and liabilities held for sale. Additionally, its cash flows have been separately stated as discontinued operations in the condensed consolidated statements of cash flows for all periods presented. See Note 4 “Acquisitions and Divestitures” for further detail on the Vegetables exit process and discontinued operations. |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | BASIS OF PRESENTATI ON AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The financial statements herein are prepared in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission for interim financial information. As such, the interim financial statements do not include all information and notes required for annual financial statements. In the opinion of management, the unaudited condensed consolidated financial statements of Dole include all necessary adjustments, which are of a normal recurring nature, to state fairly Dole’s financial position, results of operations and cash flows. Dole’s unaudited condensed consolidated financial statements include the accounts of majority-owned subsidiaries over which Dole exercises control, entities that are not majority-owned but require consolidation, because Dole has the ability to exercise control over operating and financial policies or has the power to direct the activities that most significantly impact the entities’ economic performance, and all variable interest entities (“VIEs”) for which Dole is the primary beneficiary. Intercompany accounts and transactions have been eliminated on consolidation. The results of consolidated entities are included from the effective date of control or, in the case of VIEs, from the date that Dole becomes the primary beneficiary. The results of subsidiaries sold or otherwise deconsolidated are excluded from consolidated results as of the date that Dole ceases to control the subsidiary or, in the case of VIEs, when Dole ceases to be the primary beneficiary. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements and accompanying notes. Estimates and assumptions include, but are not limited to, the areas of customer and grower receivables, inventories, impairment of assets, useful lives of property, plant and equipment, intangible assets, income taxes, retirement benefits, business combinations, financial instruments and contingencies. Actual results could differ from these estimates and assumptions. Interim results are subject to seasonal variations and are not necessarily indicative of the results of operations for a full year. Dole’s operations are sensitive to a number of factors, including weather-related phenomena and its effects on industry volumes, prices, product quality and costs. Operations are also sensitive to fluctuations in foreign currency exchange rates, as well as economic conditions and security risks. The interim unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes to the consolidated financial statements in the Company’s Annual Report on Form 20-F. For further information on management estimates and Dole’s significant accounting policies, refer to the consolidated financial statements and notes thereto included in the Annual Report on Form 20-F. There have been no material changes from the significant accounting policies disclosed in the Annual Report on Form 20-F. |
NEW ACCOUNTING PRONOUNCEMENTS
NEW ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
NEW ACCOUNTING PRONOUNCEMENTS | NEW ACCOUNTING PRONOUNCEMENTS New Accounting Pronouncements Not Yet Adopted |
ACQUISITIONS AND DIVESTITURES
ACQUISITIONS AND DIVESTITURES | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
ACQUISITIONS AND DIVESTITURES | ACQUISITIONS AND DIVESTITURES Vegetables Exit Process On January 30, 2023, Dole entered into the Fresh Express Agreement, pursuant to which Fresh Express agreed to acquire the Fresh Vegetables division for approximately $293.0 million in cash, subject to certain adjustments set forth in the Fresh Express Agreement. On March 27, 2024, the Fresh Express Agreement was terminated due to a failure to obtain regulatory approval, and Dole announced that it is in the process of pursuing alternative transactions through which it will exit the Fresh Vegetables business. As of March 31, 2024, the Company believes it will complete the Vegetables exit process within the next 12 months. The Fresh Vegetables division comprises substantially all of the assets and all of the liabilities of the former Fresh Vegetables reportable segment. Certain assets of the Fresh Vegetables reportable segment that are excluded from the exit process are not material, individually or in the aggregate. The Company determined that exiting the Fresh Vegetables business represents a strategic shift that will have a material effect on the Company’s operations and results. As such, the results of the Fresh Vegetables division have been classified as discontinued operations in the condensed consolidated statements of operations for the periods presented, and its related assets and liabilities have been classified as held for sale in the condensed consolidated balance sheets as of March 31, 2023 and onwards. As a result, depreciation on property, plant and equipment and amortization on operating lease right-of-use assets have ceased as of March 31, 2023. Additionally, its cash flows have been separately stated as discontinued operations in the condensed consolidated statements of cash flows for all periods presented. Upon exiting the business, Dole does not anticipate having significant continuing involvement with the Fresh Vegetables division with the possible exception of limited transition service arrangements that, if they occur, are not expected to be material to Dole’s continuing operations. The following tables present the results of the Fresh Vegetables division as reported in loss from discontinued operations, net of income taxes, in the condensed consolidated statements of operations and the carrying value of assets and liabilities as presented within assets and liabilities held for sale in the condensed consolidated balance sheets. Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Revenues, net $ 290,290 $ 294,882 Cost of sales (261,530) (288,727) Gross profit 28,760 6,155 Selling, marketing, general and administrative expenses (11,517) (14,177) Transaction and other operating costs (455) (1,500) Loss on asset sales (221) — Operating income (loss) from discontinued operations 16,567 (9,522) Other income, net 9 53 Net interest expense 1 (1,437) (239) Income (loss) from discontinued operations before income taxes 15,139 (9,708) Income tax expense (21,281) (4,872) Loss from discontinued operations attributable to noncontrolling interests 91 74 Loss from discontinued operations, net of income taxes $ (6,051) $ (14,506) 1 Net interest expense presented within discontinued operations is net of interest income and includes the estimated allocated interest expense related to the estimated portion of Term Loan A and Term Loan B required to be repaid if the Vegetables exit process occurs. See Note 12 “Debt” for further detail. March 31, 2024 December 31, 2023 ASSETS (U.S. Dollars in thousands) Cash and cash equivalents $ 206 $ 1,425 Current receivables, net 1 9,036 15,633 Inventories, net 34,696 35,266 Prepaid expenses and other current assets 3,347 5,724 Property, plant and equipment, net 230,220 230,292 Operating lease right-of-use assets 109,039 107,390 Other noncurrent assets 19,189 18,727 Total Fresh Vegetables assets held for sale $ 405,733 $ 414,457 LIABILITIES Accounts payable $ 73,685 $ 69,998 Accrued and other current liabilities 79,659 82,019 Operating lease liabilities 84,082 87,477 Deferred income tax liabilities 50,536 34,005 Other long-term liabilities 17,791 17,843 Total Fresh Vegetables liabilities held for sale $ 305,753 $ 291,342 1 Fresh Vegetables currently sells its trade receivables under the facility with recourse provisions described in Note 8 “Receivables and Allowances for Credit Losses.” Upon exiting the Fresh Vegetables business, Fresh Vegetables’ position under the facility will be settled. Sale of Progressive Produce On February 27, 2024, Dole entered into a definitive agreement with PTF Holdings, LLC (“PTF Holdings”) pursuant to which Dole agreed to sell its 65.0% stake in Progressive Produce (the “Progressive Produce business”) to PTF Holdings for gross proceeds of $120.3 million in cash (the “Progressive Transaction”). On March 13, 2024, Dole completed the Progressive Transaction. The Progressive Produce business was reported within the Diversified Fresh Produce – Americas and the Rest of World (“Diversified Fresh Produce – Americas and ROW”) reportable segment. As a result of the sale, Dole recognized a gain on the sale of $74.0 million, included within gain on the disposal of business in the condensed consolidated statements of operations. The carrying amount of net assets sold amounted to $41.9 million, including allocated goodwill of $36.0 million. Associated transaction costs were not material. The proceeds from the sale were utilized primarily for the pay down of debt. See Note 20 “Subsequent Events” for additional detail. Other Acquisitions and Divestitures The Company normally engages in acquisitions to grow its business and product offerings. Other acquisitions and divestitures in the three months ended March 31, 2024 and March 31, 2023 were not material. In the three months ended March 31, 2024 and March 31, 2023, total goodwill acquired was $0.7 million and $3.3 million, respectively, and was assigned to the Diversified Fresh Produce – |
REVENUE
REVENUE | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE Revenue consists primarily of product revenue, which includes the selling of fresh produce, health foods and consumer goods to third-party customers. Fresh produce comprises two main product categories, tropical fruit and diversified produce. Tropical fruit primarily consists of bananas and pineapples, and diversified produce primarily consists of all other fruit, vegetables and other produce. Product revenue also includes surcharges for additional product services such as freight, cooling, warehousing, fuel, containerization, handling and palletization related to the transfer of products. Revenue also includes service revenue, which includes third-party freight services and royalties for the use of Company brands and trademarks. Additionally, the Company maintains a commercial cargo business where revenue is earned by providing handling and transportation services of containerized cargo on Company vessels. Net service revenues were less than 10% of total revenue for the three months ended March 31, 2024 and March 31, 2023. The following table presents the Company's disaggregated revenue by similar types of products and services for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Diversified produce $ 1,316,819 $ 1,198,761 Tropical fruit 714,965 691,723 Health foods and consumer goods 33,737 31,298 Commercial cargo 45,303 47,174 Other 10,550 20,211 Total revenue, net $ 2,121,374 $ 1,989,167 The following table presents the Company's disaggregated revenue by channel for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 Third party revenue: (U.S. Dollars in thousands) Retail $ 1,228,848 $ 1,171,385 Wholesale 698,872 617,287 Food service 111,730 107,859 Commercial cargo 45,303 47,174 Other 5,410 14,872 Revenue from sales to unconsolidated affiliates 31,211 30,590 Total revenue, net $ 2,121,374 $ 1,989,167 |
SEGMENTS
SEGMENTS | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
SEGMENTS | SEGMENTS Accounting for the anticipated exit from the Fresh Vegetables division, Dole has the following three reportable segments, which align with the manner in which the business is managed: Fresh Fruit, Diversified Fresh Produce – Europe, the Middle East and Africa (“Diversified Fresh Produce – EMEA”) and Diversified Fresh Produce – Americas & ROW. The Company’s reportable segments are based on (i) financial information reviewed by the Chief Operating Decision Maker (“CODM”), defined as the Chief Executive Officer (“CEO”) and Chief Operating Officer (“COO”), (ii) internal management and related reporting structures and (iii) the basis upon which the CODM assesses performance and allocates resources. Fresh Fruit: The Fresh Fruit reportable segment primarily sells bananas and pineapples which are sourced from local growers or Dole-owned and leased farms, predominately located in Latin America, and sold throughout North America, Europe, Latin America and Asia. This segment also operates a commercial cargo business, which offers available capacity to transport third party cargo on company-owned vessels that are primarily used internally for transporting bananas and pineapples between Latin America, North America and Europe. Diversified Fresh Produce – EMEA: The Diversified Fresh Produce – EMEA reportable segment includes Dole’s Irish, Dutch, Spanish, Portuguese, French, Italian, United Kingdom (“U.K.”), Swedish, Danish, South African, Czech, Slovakian, Polish, German and Brazilian businesses, the majority of which sell a variety of imported and local fresh fruits and vegetables through retail, wholesale and, in some instances, food service channels across the European marketplace. Diversified Fresh Produce – Americas & ROW: The Diversified Fresh Produce – Americas & ROW reportable segment includes Dole’s United States (“U.S.”), Canadian, Mexican, Chilean, Peruvian and Argentinian businesses, all of which market globally and locally sourced fresh produce from third-party growers or Dole-owned farms through retail, wholesale and food service channels globally. Segment performance is evaluated based on a variety of factors, of which revenue and adjusted earnings before interest expense, income taxes and depreciation and amortization (“Adjusted EBITDA”) are the primary financial measures reviewed by the CODM. Management does not use assets by segment to evaluate performance or allocate resources. Therefore, assets by segment are not disclosed. All transactions between reportable segments are eliminated in consolidation. Segment results for the three months ended March 31, 2024 and March 31, 2023 have been updated to remove the discontinued operations of the Fresh Vegetables division, and corporate costs previously allocated to the Fresh Vegetables reportable segment have been reallocated to the remaining reportable segments. Adjusted EBITDA is reconciled below to net income by (1) adding the income or subtracting the loss from discontinued operations, net of income taxes; (2) subtracting the income tax expense or adding the income tax benefit; (3) subtracting interest expense; (4) subtracting depreciation charges; (5) subtracting amortization charges on intangible assets; (6) subtracting mark to market losses or adding mark to market gains related to unrealized impacts from certain derivative instruments and foreign currency denominated borrowings, realized impacts on noncash settled foreign currency denominated borrowings, net foreign currency impacts on liquidated entities and fair value movements on contingent consideration; (7) other items which are separately stated based on materiality, which, during the three months ended March 31, 2024 and March 31, 2023, included adding or subtracting asset write-downs from extraordinary events, net of insurance proceeds, adding the gain or subtracting the loss on the disposal of business interests, adding the gain or subtracting the loss on asset sales for assets held for sale and actively marketed property, subtracting impairment charges on goodwill and subtracting costs incurred for the cyber-related incident; and (8) the Company’s share of these items from equity method investments. The following table provides revenue and Adjusted EBITDA by reportable segment: Three Months Ended March 31, March 31, Revenue: (U.S. Dollars in thousands) Fresh Fruit $ 824,229 $ 798,910 Diversified Fresh Produce — EMEA 853,598 798,100 Diversified Fresh Produce — Americas & ROW 476,882 422,751 Total segment revenue 2,154,709 2,019,761 Intersegment revenue (33,335) (30,594) Total consolidated revenue, net $ 2,121,374 $ 1,989,167 Segment Adjusted EBITDA: Fresh Fruit $ 69,435 $ 69,211 Diversified Fresh Produce — EMEA 25,959 23,406 Diversified Fresh Produce — Americas & ROW 14,705 7,770 Adjustments: Income tax expense (34,401) (10,994) Interest expense (17,948) (21,712) Depreciation (21,848) (24,303) Amortization of intangible assets (2,273) (2,616) Mark to market gains (losses) 2,870 (822) (Loss) gain on asset sales (31) 4,167 Gain on disposal of business 73,950 — Cyber-related incident — (4,750) Goodwill impairment (36,684) — Other items 1,800 (673) Items in equity method earnings: Dole's share of depreciation (1,980) (1,761) Dole's share of amortization (553) (611) Dole's share of income tax expense (567) (484) Dole's share of interest expense (950) (1,309) Dole's share of other items 3 470 Income from continuing operations 71,487 34,989 Loss from discontinued operations, net of income taxes (6,051) (14,506) Net income $ 65,436 $ 20,483 |
OTHER INCOME, NET
OTHER INCOME, NET | 3 Months Ended |
Mar. 31, 2024 | |
Other Income and Expenses [Abstract] | |
OTHER INCOME, NET | OTHER INCOME, NET Included in other income, net, in Dole’s condensed consolidated statements of operations were the follow ing items: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Rental income $ 2,058 $ 2,586 Unrealized gain (loss) on foreign currency denominated borrowings 2,980 (2,296) Realized gain (loss) on fair value hedges 139 (22) Unrealized gain on fair value hedges 947 516 Gain on investments 314 797 Non-service components of net periodic pension benefit (cost) 354 (623) (Loss) gain on contingent consideration (16) 55 Other 846 762 Other income, net $ 7,622 $ 1,775 |
RECEIVABLES AND ALLOWANCES FOR
RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES | 3 Months Ended |
Mar. 31, 2024 | |
Receivables [Abstract] | |
RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES | RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES Trade Receivables Trade receivables as of March 31, 2024 and December 31, 2023 were $621.3 million and $538.2 million, net of allowances for credit losses of $19.4 million and $18.4 million, respectively. Trade receivables are also recorded net of allowances for sales deductions under the scope of Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers. As a result of Dole’s robust credit monitoring practices, the industry in which it operates and the nature of its customer base, the credit losses associated with trade receivables have historically not been significant in comparison to net revenue and gross trade receivables. The allowance for credit losses on trade receivables is measured on a collective pool basis, when the Company believes similar risk characteristics exist among customers. Trade receivables that do not share similar risk characteristics are evaluated on a case-by-case basis. Dole estimates expected credit losses based on ongoing monitoring of customer credit, macroeconomic indicators and historical credit losses based on customer type and geographic region. A rollforward of the allowance for credit losses for trade receivables was as follows: Amount (U.S. Dollars in thousands) Balance as of December 31, 2023 $ (18,360) Additional provisions in the period (5,093) Recoveries of amounts previously reserved 3,114 Balance sheet write-offs 610 Balance sheet reclassifications (359) Disposals 317 Foreign exchange impact 417 Balance as of March 31, 2024 $ (19,354) Dole utilizes third-party trade receivables sales arrangements to help manage its liquidity. Certain arrangements contain recourse provisions in which Dole’s maximum financial loss is limited to a percentage of receivables sold under the arrangements. Dole derecognizes all sold receivables from the condensed consolidated balance sheets, as it accounts for the transfers as sales under ASC 860, Transfers and Servicing . As of March 31, 2024, the Company had derecognized trade receivables under non-recourse facilities and facilities with recourse provisions of $24.4 million and $255.0 million 1 , respectively. As of December 31, 2023, the Company had derecognized trade receivables under non-recourse facilities and facilities with recourse provisions of $13.2 million and $246.8 million, respectively. The fees associated with the sale of such receivables are recorded in interest expense in the condensed consolidated statements of operations. The Company continues to service sold receivables, and the fair value of any resulting servicing liability is immaterial. Grower Advances Dole makes cash advances and materials advances to third-party growers for various production needs, including labor, fertilization, irrigation, pruning and harvesting costs, and additionally incurs other supply chain costs on behalf of third-party growers that are recorded as grower advance receivables. Some of these advances are secured by collateral owned by the growers. Grower advances are categorized as either working capital advances or term advances. Working capital advances are made to the growers during a normal seasonal growing cycle to support operational working capital needs. These advances are short-term in nature and are intended to be repaid with excess cash proceeds from the current crop harvest. Short-term grower loans and advances, whether secured or unsecured, are classified as grower advance receivables, net, in the condensed consolidated balance sheets. Term advances are made to support longer-term grower investments. These advances are long-term in nature, are typically secured by long-term grower assets and usually involve a long-term supply agreement for the marketing of fruit. These advances typically have structured repayment terms which are payable over the term of the advance or supply agreement with excess cash proceeds from the crop harvest, after payment of any outstanding working capital advances. The term of supply agreements and term advances is generally one Both working capital advances and term advances may bear interest. Accrued interest on these arrangements has not historically been significant to the financial statements. The following table summarizes growers advances as of March 31, 2024 and December 31, 2023 based on whether the advances are secured or unsecured: March 31, 2024 December 31, 2023 Short-Term Long-Term Short-Term Long-Term (U.S. Dollars in thousands) Secured gross advances to growers and suppliers $ 61,102 $ 17,778 $ 67,104 $ 13,197 Allowance for secured advances to growers and suppliers (9,102) (1,297) (11,416) (1,317) Unsecured gross advances to growers and suppliers 61,671 6,303 62,693 6,391 Allowance for unsecured advances to growers and suppliers (8,525) (4,492) (8,423) (4,375) Net advances to growers and suppliers $ 105,146 $ 18,292 $ 109,958 $ 13,896 Of the $123.4 million and $123.9 million of net advances to growers and suppliers as of March 31, 2024 and December 31, 2023, $12.3 million and $21.0 million, respectively, was considered past due. Dole monitors the collectability of grower advances through periodic review of financial information received from growers. The allowance for credit losses for grower advances is monitored by management on a case-by-case basis, considering historical credit loss information for the grower, the timing of the growing season and expected yields, the fair value of the collateral, macroeconomic indicators, weather conditions and other miscellaneous contributing factors. Dole generally considers an advance to a grower to be past due when the advance is not fully recovered by the excess cash proceeds on the current year crop harvest or when the advance is not repaid by the excess cash proceeds by the end of the supply term agreement. A rollforward of the allowance for expected credit losses related to grower loans and advances was as follows: Amount (U.S. Dollars in thousands) Balance as of December 31, 2023 $ (25,531) Additional provisions in the period (385) Recoveries of amounts previously reserved 277 Disposals 2,181 Foreign exchange impact 42 Balance as of March 31, 2024 $ (23,416) Other Receivables Other receivables, net, are recognized at net realizable value, which reflects the net amount expected to be collected. Current and non-current balances of other receivables are included in other receivables, net, and other assets, respectively, in the condensed consolidated balance sheets. Other receivables primarily comprise value-added taxes (“VAT”) receivables, other receivables from government and tax authorities and non-trade receivables from customers, suppliers and other third parties. Based on the nature of these agreements, the timing of collection is dependent on many factors, including government legislation and the timing of settlement of the contract or arrangement. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Dole recorded an income tax expense of $34.4 million on $104.9 million of income from continuing operations before income taxes and equity earnings for the three months ended March 31, 2024. Dole recorded income tax expense of $11.0 million on $44.5 million of income from continuing operations before income taxes and equity earnings for the three months ended March 31, 2023. Dole’s effective tax rate varies significantly from period to period due to the level, mix and seasonality of earnings generated in Ireland and its various foreign jurisdictions, including the U.S. For the three months ended March 31, 2024, the Company’s income tax expense differed from the Irish statutory rate of 12.5% primarily due to the gain on the sale of the equity interest in the Progressive Produce business taxed in the U.S., a nondeductible goodwill impairment charge, U.S. global intangible low-taxed income (“GILTI”) provisions of the 2017 Tax Cuts and Jobs Act (“Tax Act”), U.S. Subpart F income inclusion, impacts of Ireland passing a tax bill in 2023 that implements Pillar Two of the Organization for Economic Co-operation and Development and operations in foreign jurisdictions that are taxed at different rates than the Irish statutory tax rate. For the three months ended March 31, 2023, the Company’s income tax expense differed from the Irish statutory rate of 12.5% primarily due to U.S. GILTI provisions of the Tax Act, U.S. Subpart F income inclusion, and operations in foreign jurisdictions that are taxed at different rates than the Irish statutory tax rate. Dole is required to adjust its effective tax rate for each quarter to be consistent with the estimated annual effective tax rate. Jurisdictions with a projected loss where no tax benefit can be recognized are excluded from the calculation of the estimated annual effective tax rate. This could result in a higher or lower effective tax rate during a particular quarter based upon the mix and timing of actual earnings compared to annual projections. The Company’s net deferred tax liability is primarily related to acquired intangible assets and fair value adjustments resulting from the Merger and is net of deferred tax assets related to the U.S. federal interest disallowance carryforward, U.S. state and non-U.S. net operating loss carryforwards and other temporary differences. Dole maintains a valuation allowance against certain U.S state and non-U.S. deferred tax assets. Each reporting period, the Company evaluates the need for a valuation allowance on deferred tax assets by jurisdiction and adjusts estimates as more information becomes available. The Company is required to recognize the financial statement effects of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. As a result, Dole has recorded a reserve against tax benefits that do not meet the more likely than not threshold to sustain the tax position. During the year ended December 31, 2022, the taxing authorities in one of Dole’s foreign jurisdictions issued an income tax assessment related to transfer pricing of approximately $30.0 million (including interest and penalties) for the 2017 tax year. The Company’s subsidiary appealed the assessment, and on March 9, 2023, the reviewing body annulled the assessment. The tax authority has begun a new audit, which the Company’s subsidiary has challenged based on the expiration of the statute of limitations. Based on the new audit, an assessment was issued in October 2023 of approximately $20.0 million (including interest and penalties) for the 2017 tax year. The Company continues to protest the reopening of the audit for 2017 on the grounds that the statute of limitations has expired and the Company has also appealed the most recent assessment with the taxing authorities. On December 20, 2023, the Tax Administration issued a resolution to the filed appeal in which the tax authority confirmed its assessments against the Company. In response, the Company filed an appeal on February 15, 2024. The Company believes that based on an analysis of the facts and circumstances, applicable local law, tax regulations and case law, it is more likely than not that we will prevail. While the Company believes the likelihood of paying the assessment is remote, the timing of resolution remains uncertain. |
INVENTORY
INVENTORY | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
INVENTORY | INVENTORY Inventories are valued at the lower of cost or net realizable value. Costs related to fresh produce are determined on the first-in, first-out basis. Specific identification and average cost methods are also used, primarily for certain packing materials and operating supplies. In the normal course of business, the Company incurs certain crop growing costs such as land preparation, planting, fertilization, grafting, pruning and irrigation. Based on the nature of these costs and type of crop production, these costs may be capitalized into inventory. Generally, all recurring direct and indirect costs of growing crops for fresh produce other than bananas and pineapples are capitalized into inventory. These costs are recognized into cost of sales during each harvest period. Details of inventory, net of allowances, in the condensed consolidated balance sheets as of March 31, 2024 and December 31, 2023 were as follows: March 31, 2024 December 31, 2023 (U.S. Dollars in thousands) Finished products $ 270,037 $ 233,092 Raw materials and work in progress 75,594 70,035 Crop growing costs 22,322 29,016 Agricultural and other operating supplies 41,529 46,449 Inventories, net of allowances $ 409,482 $ 378,592 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL The gross balance of goodwill was $484.2 million, with accumulated impairment losses of $48.2 million, a s of March 31, 2024 and $ 525.2 million, with accumulated impairment losses of $11.9 mi llion, as of December 31, 2023. A rollforward of goodwill by reportable segment for the three months ended March 31, 2024, was as follows: Fresh Fruit Diversified Fresh Produce - EMEA Diversified Fresh Produce - Americas & ROW Total (U.S. Dollars in thousands) Balance as of December 31, 2023 $ 273,275 $ 151,276 $ 88,761 $ 513,312 Acquisitions — 662 — 662 Disposals — — (35,956) (35,956) Impairment charge — — (36,684) (36,684) Foreign exchange impact — (5,157) (215) (5,372) Balance as of March 31, 2024 $ 273,275 $ 146,781 $ 15,906 $ 435,962 During fiscal year 2023, the Company performed a quantitative assessment of goodwill and the DOLE brand indefinite-lived intangible asset in conjunction with the annual impairment assessment. As of the October 1, 2023 testing date, two of Dole’s reporting units with allocated goodwill and the DOLE brand were considered at risk of future impairment. The fair values of the Fresh Fruit and Diversified Fresh Produce – Americas & ROW reporting units were approximately 4% and 2% above their carrying amounts, respectively, and the fair value of the Diversified Fresh Produce – EMEA reporting unit was sufficiently above its carrying amount. The fair value of the DOLE brand exceeded its carrying amount by approximately 2%. On February 27, 2024, Dole entered into a definitive agreement with PTF Holdings to which Dole agreed to sell its 65.0% stake in the Progressive Produce business to PTF Holdings for gross proceeds of $120.3 million in cash. On March 13, 2024, Dole completed the Progressive Transaction, and the Company concluded that the Progressive Transaction was a triggering event for the Diversified Fresh Produce – Americas & ROW reporting unit. As a result of the sale, $36.0 million of goodwill was allocated to the Progressive Produce business and is included within the carrying amount of the net assets sold. To determine the fair value of the remaining Diversified Fresh Produce – Americas & ROW reporting unit as of March 31, 2024, the Company utilized the income approach to estimate the reporting unit’s projected long-term performance. Level 3 inputs were utilized within the quantitative analysis. Based on the results of the analysis, the Company recorded a goodwill impairment charge of $36.7 million for the three months ended March 31, 2024. Unfavorable changes to key assumptions, market conditions and macroeconomic circumstances could result in future impairment. |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Short-term borrowings, bank overdrafts and long-term debt consisted of the following: March 31, 2024 December 31, 2023 (U.S. Dollars in thousands) Revolving Credit Facility $ 21,173 $ 89,750 Term Loan A and Term Loan B 807,750 810,975 Vessel financing loans 71,098 74,774 Other long-term financing arrangements 27,273 34,895 Other revolving credit facilities, at a weighted average interest rate of 6.3% as of March 31, 2024 (6.5% as of December 31, 2023) 38,145 38,770 Bank overdrafts 12,054 11,488 Finance lease obligations, at a weighted average interest rate of 5.1% as of March 31, 2024 (4.2% as of December 31, 2023) 37,721 33,184 Total debt, gross 1,015,214 1,093,836 Unamortized debt discounts and debt issuance costs (13,518) (14,395) Total debt, net 1,001,696 1,079,441 Current maturities, net of unamortized debt discounts and debt issuance costs (215,281) (222,940) Bank overdrafts (12,054) (11,488) Long-term debt, net $ 774,361 $ 845,013 Term Loan and Revolving Credit Facility Under the terms of the Credit Agreement entered into on March 26, 2021 (and subsequently amended on August 3, 2021), the Company has a senior secured revolving credit facility (the “Revolving Credit Facility”) in place which provides for borrowings of up to $600.0 million and two term loan facilities (“Term Loan A” and “Term Loan B”) which provided for borrowings of $300.0 million and $540.0 million, respectively. Interest under the Revolving Credit Facility and Term Loan A is payable, at the option of Dole, either at (i) SOFR plus 0.10%, or the respective benchmark rate depending on the currency of the loan, plus 1.00% to 2.75%, with a benchmark floor of 0.00% or (ii) a base rate plus 0.00% to 1.75%, in each case, to be determined based on credit ratings and the Company’s total net leverage ratio. Interest under Term Loan B is payable, at the option of Dole, either at (i) SOFR plus the applicable credit spread adjustment, or the respective benchmark rate depending on the currency of the loan, plus 2.00% to 2.25%, with a benchmark floor of 0.00% or (ii) a base rate plus 1.00% to 1.25%, in each case, to be determined based on credit ratings. As discussed in Note 14 “Derivative Financial Instruments”, the Company enters into interest rate swap arrangements to fix a portion of the Credit Agreement’s variable rate debt to fixed rate debt. Principal payments of $1.9 million under Term Loan A are due quarterly until maturity, with the remaining balance due on the maturity date of August 3, 2026. Principal payments of $1.4 million under Term Loan B are due quarterly until maturity, with the remaining balance due on the maturity date of August 3, 2028. Under the terms of the Credit Agreement, the Company may be required to use a portion of the proceeds from the Vegetables exit process to make a prepayment on Term Loan A and Term Loan B. The estimated minimum prepayment associated with the Vegetables exit process has been reclassified from long-term debt, net, to current maturities in the consolidated balance sheets as of March 31, 2024. As the terms of alternative transactions develop, the estimated minimum prepayment may change. The Revolving Credit Facility has an expiration date of August 3, 2026. As of March 31, 2024, amounts outstanding under Term Loan A and Term Loan B were $807.8 million, in the aggregate, and borrowings under the Revolving Credit Facility were $21.2 million. After taking into account approximately $5.9 million of related outstanding letters of credit, Dole had $572.9 million available for cash borrowings under the Revolving Credit Facility as of March 31, 2024. As of December 31, 2023, amounts outstanding under Term Loan A and Term Loan B were $811.0 million, in the aggregate, and borrowings under the Revolving Credit Facility were $89.8 million. After taking into account approximately $5.9 million of related outstanding letters of credit, Dole had $504.3 million available for cash borrowings under the Revolving Credit Facility as of December 31, 2023. See Note 20 “Subsequent Events” for detail on the voluntary prepayment made on Term Loan A and Term B. Borrowings under the Credit Agreement are secured by substantially all of the Company’s material U.S. assets of wholly owned subsidiaries, certain European assets and by the equity interests of substantially all Dole subsidiaries located in the U.S. and certain subsidiaries located in Europe. Lines of Credit |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 3 Months Ended |
Mar. 31, 2024 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Components of Net Periodic Benefit Cost (Income) The components of net periodic benefit cost (income) for Dole’s U.S. and international pension plans and other postretirement benefit (“OPRB”) plans were as follows: U.S. Pension Plans International Pension Plans OPRB Plans Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 ( U.S. Dollars i n thousands) Service cost $ 51 $ 53 $ 1,295 $ 1,294 $ — $ — Interest cost 2,110 2,231 2,952 2,910 178 173 Expected return on plan assets (2,998) (3,307) (2,082) (2,048) — — Amortization of: Net (gain) loss (26) (145) (324) (531) 16 (77) Prior service benefit — — (164) (158) — — Curtailments, settlements and terminations, net — — (39) 1,621 — — Foreign exchange impact and other — — 23 (46) — — Net periodic pension cost (income) $ (863) $ (1,168) $ 1,661 $ 3,042 $ 194 $ 96 The Company classifies the non-service components of net periodic pension cost (income) within other income, net, in the condensed consolidated statements of operations. Non-service components include interest costs, expected return on plan assets, amortization of net (gain) loss and prior service benefit and other curtailment or settlement costs. During 2024, the Company settled certain obligations of international defined benefit plans in Latin America, which resulted in immaterial settlement costs in the three months ended March 31, 2024. For the three months ended March 31, 2023 Plan Contributions and Estimated Future Benefit Payments During the three months ended March 31, 2024, Dole contributed $0.6 million to its defined benefit plans and made benefit payments of $4.2 million directly to participants. Dole expects to make further contributions of approximately $3.5 million to its defined benefit plans and $12.6 million of benefit payments directly to participants during the remainder of 2024. Dole also intends to make any additional unforeseen contributions that will satisfy minimum funding requirements. Future contributions to the defined benefit plans in excess of the minimum funding requirements are voluntary and may change depending on Dole’s operating performance or at management’s discretion. |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | DERIVATIVE FINANCIAL INSTRUMENTS Dole is exposed to foreign currency exchange rate fluctuations, bunker fuel price fluctuations and interest rate changes in the normal course of its business. As part of its risk management strategy, Dole uses derivative instruments to hedge some of these exposures. Dole’s objective is to offset gains and losses resulting from these exposures with losses and gains from the derivative contracts used to hedge them, thereby reducing the volatility of earnings. Dole does not hold or issue derivative financial instruments for trading or speculative purposes. The types of derivative instruments utilized by Dole are described below: Foreign currency hedges: Dole enters into foreign currency exchange forward and option contracts to hedge exposure to cha nges in certain foreign currency exchange rates. Dole enters into fair value hedges to hedge foreign currency exposure of non-functional currency assets and liabilities and cash flow hedges to hedge foreign currency exposure of forecasted revenue, cost of sales and operating expenses. Interest rate swaps: Dole enters into interest rate swaps to mitigate a significant portion of the interest rate risk associated with its variable-rate debt. The interest rate swaps pay a fixed rate of interest at rates between 0.42% and 2.50%, with the receiving rates variable based on SOFR, which were between 5.33% and 5.35% as of March 31, 2024. All interest rate swap arrangements are classified within the condensed consolidated balance sheets based on ultimate maturity date of the arrangement. Bunker fuel contracts: Dole incurs significant fuel costs from shipping products from sourcing locations to end customer markets. As a result, Dole is exposed to commodity and fuel cost risks and enters into bunker fuel contracts to hedge the risk of unfavorable fuel prices. Hedge Accounting Election The Company performs an analysis of the hedging portfolio at inception and on a quarterly basis. The Company uses the following criteria in evaluating derivative instruments for hedge accounting: 1. Hedged risk is eligible 2. Hedged item or transaction is eligible 3. Hedging instrument is eligible 4. Hedging relationship is highly effective 5. Designation and documentation requirements are met Dole designates the interest rate swaps and certain foreign currency cash flow hedges for hedge accounting and records the changes in the fair value of these instruments in accumulated other comprehensive loss. The changes in the fair value of foreign currency fair value hedges, non-designated cash flow hedges and bunker fuel hedges are recorded in earnings. Notional Amounts of Derivative Instruments Dole had the following derivative instruments outstanding as of March 31, 2024: Aggregate Notional Amount Foreign currency forward contracts by currency: United States dollar $55.6 million Euro €283.5 million British pound sterling £6.7 million Swedish krona SEK 58.7 million Canadian dollar C$16.0 million Chilean peso CLP$17.8 billion Interest rate swap contracts $700.0 million Quantitative Disclosures Derivatives are presented gross in the condensed consolidated balance sheets. The following table presents the balance sheet location and fair value of the derivative instruments by type: Fair Value Measurements as of March 31, 2024 Other Receivables, net Other Assets Accrued Liabilities Foreign currency forward contracts: (U.S. Dollars in thousands) Cash flow hedges $ 2,803 $ — $ (1,654) Non-designated cash flow hedges 193 — (84) Fair value hedges 605 — (236) Interest rate swap contracts 4,831 32,021 — $ 8,432 $ 32,021 $ (1,974) Fair Value Measurements as of December 31, 2023 Other Receivables, net Other Assets Accrued Liabilities Foreign currency forward contracts: (U.S. Dollars in thousands) Cash flow hedges $ 1,141 $ — $ (5,543) Non-designated cash flow hedges 140 — (346) Fair value hedges 607 — (986) Interest rate swap contracts 7,305 29,868 — Bunker fuel hedges — — (129) $ 9,193 $ 29,868 $ (7,004) Refer to Note 15 “Fair Value Measurements” for presentation of fair value instruments within the condensed consolidated balance sheets, which includes derivative financial instruments. The following tables represent all of Dole’s realized and unrealized derivative gains (losses) and respective location in the financial statements for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Net gains (losses) deferred in Accumulated Other Comprehensive Loss Cost of Sales Other Income, net Net (losses) deferred in Accumulated Other Cost of Sales Other Income, net Realized net (losses) gains: (U.S. Dollars in thousands) Cash flow hedges $ — $ (701) $ — $ — $ (1,915) $ — Non-designated cash flow hedges — (199) — — 177 — Fair value hedges — 139 — — (22) Bunker fuel hedges — — — — (265) — Total net realized (losses) gains $ — $ (900) $ 139 $ — $ (2,003) $ (22) Unrealized net gains (losses): Cash flow hedges $ 5,519 $ — $ — $ (2,997) $ — $ — Non-designated cash flow hedges — 117 — — (528) 6 Fair value hedges — — 947 — — 510 Bunker fuel hedges — — — — 1,791 — Interest rate swap contracts (320) — — (10,220) — — Total net unrealized gains (losses) $ 5,199 $ 117 $ 947 $ (13,217) $ 1,263 $ 516 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The inputs used to measure fair value are based on a hierarchy that prioritizes observable and unobservable inputs used in valuation techniques. These levels, in order of highest to lowest priority, are described below: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Observable prices that are based on inputs not quoted on active markets but corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. Fair Value of Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables present the fair values of the Company’s assets and liabilities that are remeasured at fair value as of March 31, 2024 and December 31, 2023. Fair Value Measurements as of March 31, 2024 Using Balance Sheet Classification Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant (Level 3) Total Foreign currency forward contracts: (U.S. Dollars in thousands) Other receivables, net $ — $ 3,601 $ — $ 3,601 Accrued liabilities — (1,974) — (1,974) Bunker fuel hedges: Accrued liabilities — — — — Interest rate swap contracts: Other receivables, net — 4,831 — 4,831 Other assets — 32,021 — 32,021 Rabbi Trust investments: Short-term investments — — 6,099 6,099 Long-term investments — — 15,696 15,696 Contingent consideration: Contingent consideration — — (1,152) (1,152) Contingent consideration, less current portion — — (7,356) (7,356) Total $ — $ 38,479 $ 13,287 $ 51,766 Fair Value Measurements as of December 31, 2023 Using Balance Sheet Classification Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Foreign currency forward contracts: (U.S. Dollars in thousands) Other receivables, net $ — $ 1,889 $ — $ 1,889 Accrued liabilities — (6,875) — (6,875) Bunker fuel hedges: Accrued liabilities — (129) — (129) Interest rate swap contracts: Other receivables, net — 7,304 — 7,304 Other assets — 29,868 — 29,868 Rabbi Trust investments: Short-term investments — — 5,899 5,899 Long-term investments — — 15,970 15,970 Contingent consideration: Contingent consideration — — (1,788) (1,788) Contingent consideration, less current portion — — (7,327) (7,327) Total $ — $ 32,057 $ 12,754 $ 44,811 The table below sets forth a summary of changes in the fair value of the Level 3 Rabbi Trust investments for the three months ended March 31, 2024: Fair Value Measurements Using Significant (U.S. Dollars in thousands) Balance as of December 31, 2023 $ 21,869 Net realized and unrealized gains recognized in earnings* 314 Plan contributions 187 Plan distributions (575) Balance as of March 31, 2024 $ 21,795 *Net amount comprised of realized and unrealized gains of $0.2 million and $0.1 million, respectively, recorded in other income, net, in the condensed consolidated statements of operations. The assets and liabilities that are required to be recorded at fair value on a recurring basis are derivative instruments, contingent consideration and Rabbi Trust investments. The fair values of the Company’s derivative instruments are determined using Level 2 inputs, which are defined as “observable prices that are based on inputs not quoted on active markets but corroborated by market data.” The fair values of the foreign currency forward contracts, the interest rate swaps and bunker fuel hedges were estimated using internal discounted cash flow calculations based upon forward foreign currency exchange rates, bunker fuel futures, interest rate yield curves or quotes obtained from brokers for contracts with similar terms, less any credit valuation adjustments based on Dole’s own credit risk and any counterparties' credit risk. Dole sponsors a non-qualified deferred compensation plan and a frozen non-qualified supplemental defined benefit plan for executives. The plans are funded through investments in Rabbi Trusts. Securities are recorded at fair value with realized and unrealized holding gains or losses included in earnings. As of March 31, 2024, securities totaled $21.8 million, of which $6.1 million was classified as short-term and included in short-term investments in the condensed consolidated balance sheets, and $15.7 million was classified as long-term and included in long-term investments in the condensed consolidated balance sheets. As of December 31, 2023, securities totaled $21.9 million, of which $5.9 million was classified as short-term and $16.0 million was classified as long-term. Dole estimates the fair value of its Rabbi Trust investments using prices provided by its custodian, which are based on various third-party pricing services or valuation models developed by the underlying fund managers. The Rabbi Trust investments are held by the custodian in various Master Trust Units (“MTUs”), where the fair value is derived from the individual investment components. Each investment within the MTU is individually valued, after considering gains, losses, contributions and distributions, and the collective value of the MTU represents the total fair value. Dole has evaluated the methodologies used by the custodian to develop the estimate of fair value and assessed whether such valuations are representative of fair value, including net asset value. Dole has determined the valuations to be Level 3 inputs, because they are based upon significant unobservable inputs. The table below sets forth a summary of changes in the fair value of the Level 3 contingent consideration for the three months ended March 31, 2024: Fair Value Measurements Using Significant (U.S. Dollars in thousands) Balance as of December 31, 2023 $ (9,115) Additions (374) Payments 796 Remeasurement loss (16) Foreign exchange impact 201 Balance as of March 31, 2024 $ (8,508) The carrying value of contingent consideration in the condensed consolidated balance sheets approximates fair value based on the present value of the expected payments, discounted using a risk-adjusted rate. The expected payments are determined by forecasting the acquiree's earnings over the applicable period. Dole has determined the valuations are Level 3 inputs, because they are based upon significant unobservable inputs. Fair Value of Financial Instruments In estimating the Company’s fair value disclosures for financial instruments, Dole used the following methods and assumptions: Cash and cash equivalents: These items have carrying values reported in the condensed consolidated balance sheets that approximate fair value due to their liquid nature, and they are classified as Level 1. Short-term trade and grower receivables: These items have carrying values reported in the condensed consolidated balance sheets that are net of allowances, and they are classified as Level 2. Trade payables: These items have carrying values reported in the condensed consolidated balance sheets that approximate fair value, and they are classified as Level 2. Notes receivable and notes payable : These items have carrying values reported in the condensed consolidated balance sheets that approximate fair value, and they are classified as Level 2. Long-term grower receivables : These items have carrying values reported in the condensed consolidated balance sheets that are net of allowances, and they are classified as Level 2. Finance and operating leases: The carrying value of finance lease obligations reported in the condensed consolidated balance sheets approximates fair value based on current interest rates, which contain an element of default risk. The fair value of finance lease obligations is estimated using Level 2 inputs based on quoted prices for those or similar instruments. For operating leases, Dole uses the rate implicit in the lease to discount leases payments to present value, when available. However, most leases do not provide a readily determinable implicit rate. Therefore, the Company’s incremental borrowing rate is used to discount the lease payments based on information available at lease commencement. Interest-bearing loans and borrowings: For floating rate interest-bearing loans and borrowings with a contractual repricing date of less than one year, the nominal amount is deemed to reflect fair value. For loans with repricing dates of greater than one year, fair value is calculated based on the present value of the expected future principal and interest cash flows, discounted at interest rates effective at the reporting date and adjusted for movements in credit spreads. Based on these inputs, these instruments are classified as Level 2. Fair Value of Debt Dole estimates the fair value of its Term Loan A and Term Loan B based on the bid side of current quoted market prices. The carrying value, net of debt issuance costs, and gross estimated fair value of these term loans based on Level 2 inputs in the fair value hierarchy are summarized below: March 31, 2024 December 31, 2023 (U.S. Dollars in thousands) Carrying value, net of unamortized debt issuance costs $ 794,482 $ 796,857 Unamortized debt issuance costs 13,268 14,118 Gross carrying value $ 807,750 $ 810,975 Estimated fair value $ 806,740 $ 809,961 See Note 12 “Debt” for additional detail on long-term debt instruments. Credit Risk |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | CONTINGENCIES Guarantees Dole provides guarantees for obligations of subsidiaries to third parties directly and indirectly through letters of credit from its revolving credit facilities, other major banking institutions and surety bonds issued by insurance companies. These letters of credit, bank guarantees and surety bonds are required by certain regulatory authorities, suppliers and other operating agreements and generally have contract terms of one Additionally, the Company guarantees certain bank borrowings and other obligations of certain equity method investees. As of March 31, 2024 and December 31, 2023, total guarantees under these arrangements were $5.9 million and $6.4 million, respectively, which represents the maximum potential future payments that Dole could be required to make. Hawaii Spillway In February of 2020, the State of Hawaii and Department of Land and Natural Resources provided notice to Dole of a deficiency in the spillway and embankment stability of a Company-owned reservoir that requires remediation by 2025. Dole contracted a third party to perform an improvement study which resulted in an estimate of costs to modify the spillway of approximately $20.0 million. On July 5, 2023, Hawaii Senate Bill 833 was signed into law by the Governor of Hawaii, pursuant to which the Office of the Governor will negotiate the acquisition of Dole’s interests in the reservoir and associated irrigation system. The bill also appropriates funds for the State to repair and maintain the irrigation system and the associated spillway. The Company does not deem a resulting loss from the contingency associated with the costs to modify the spillway to be probable and, thus, has not recognized a liability in the condensed consolidated balance sheets. Legal Contingencies Dole is involved from time to time in claims and legal actions incidental to its operations, both as plaintiff and defendant. Legal fees are expensed as incurred or expected to be incurred when the resulting loss from legal matters related to underlying events that have already occurred is probable and estimable. Dole has established what management currently believes to be adequate accruals for pending legal matters. These accruals are established as part of an ongoing worldwide assessment of claims and legal actions that takes into consideration such items as changes in the pending case load (including resolved and new matters), opinions of legal counsel, individual developments in court proceedings, changes in the law, changes in business focus, changes in the litigation environment, changes in opponent strategy and tactics, new developments as a result of ongoing discovery and past experience in defending and settling similar claims. In the opinion of management, after consultation with legal counsel, the claims or actions to which Dole is a party are not expected to have a material adverse effect, individually or in the aggregate, on Dole’s results of operations, financial condition or cash flows. DBCP Cases: Dole Food Company, Inc. and certain of its subsidiaries are involved in lawsuits pending in the U.S. and in foreign countries alleging injury because of exposure to the agricultural chemical DBCP (1,2- dibromo-3-chloropropane). Currently, there are approximately 180 lawsuits in various stages of proceedings alleging injury or seeking enforcement of Nicaraguan judgments, most of which are pending in Nicaragua and are inactive. In addition, there are multiple labor cases pending in Costa Rica under that country’s national insurance program. Settlements have been reached that, when fully implemented, will significantly reduce DBCP litigation in Nicaragua and the Philippines. Currently, claimed damages in DBCP cases worldwide total approximately $17.8 billion, with lawsuits in Nicaragua representing almost all of this amount. 24 of the cases in Nicaragua have resulted in judgments, although many of these are being eliminated as part of the current settlements. The Company believes that none of the Nicaraguan judgments that remain will be enforceable against any Dole entity in the U.S. or in any other country. As to all the DBCP matters, Dole has denied liability and asserted substantial defenses. The Company believes there is no reliable scientific basis for alleged injuries from the agricultural field application of DBCP. Although no assurance can be given concerning the outcome of the DBCP cases, in the opinion of management, after consultation with legal counsel and based on experience defending and resolving DBCP claims, neither the pending lawsuits and claims nor their resolution are expected to have a material adverse effect on Dole’s financial position or results of operations, because the probable loss is not material. Former Shell Site: Beginning in 2009, Shell Oil Company and Dole Food Company, Inc. were sued in several cases filed in Los Angeles Superior Court by the City of Carson and persons claiming to be current or former residents in the area of a housing development built in the 1960’s by a predecessor of what is now a Dole subsidiary, Barclay Hollander Corporation (“BHC”), on land that had been owned and used by Shell as a crude oil storage facility for 40 years prior to the housing development. The homeowner and City of Carson complaints have been settled and the litigation has been dismissed. On May 6, 2013, Shell filed a complaint against Dole Food Company, Inc. (which was later voluntarily dismissed), BHC and Lomita Development Company (“Lomita”), seeking indemnity for the costs associated with the lawsuits discussed above (approximately $90.0 million plus attorney fees) and for the cleanup discussed below (approximately $310.0 million). Shell’s indemnification claims were based on an early entry side agreement between Shell and an entity related to BHC and on claims based in equity. The trial court dismissed Shell’s contract-based claims and eliminated Shell’s demands for indemnification related to the homeowner and City of Carson cases. Shell’s equitable claims related to the cleanup costs were tried and, on November 9, 2022, the jury delivered a verdict deciding that Shell properly incurred and will incur a total of $266.6 million in cleanup costs, and that BHC should bear 50.0% of those costs, or $133.3 million. BHC has filed an appeal. In June 2023, the trial court granted Shell’s motion to add Dole Food Company, Inc. to the BHC judgment as an alter ego of BHC and ordered Shell to reimburse BHC approximately $26.7 million in attorney’s fees, which serves as an offset to the BHC judgment amount. Dole Food Company, Inc., has appealed the alter ego ruling and secured a bond sufficient to stay enforcement of the judgement. Shell has appealed the award of the attorney’s fees. The California Regional Water Quality Control Board (“Water Board”) is supervising the cleanup on the former Shell site. On March 11, 2011, the Water Board issued a Cleanup and Abatement Order (“CAO”) naming Shell as the Discharger and a Responsible Party and ordering Shell to assess, monitor and cleanup and abate the effects of contaminants discharged to soil and groundwater at the site. On April 30, 2015, the CAO was amended to also name BHC as a discharger. BHC appealed this CAO revision to the California State Water Resources Control Board, which appeal was denied by operation of law when the Water Board took no action. On September 30, 2015, BHC filed a writ petition in the Superior Court challenging the CAO on several grounds. The trial court denied BHC’s petition, which denial was subsequently upheld by the California Court of Appeals, thereby ending BHC’s challenge to the CAO revision naming BHC as a discharger. In the opinion of management, after consultation with legal counsel, the claims or actions related to the CAO are not expected to have a material adverse effect, individually or in the aggregate, on Dole’s results of operations, financial condition or cash flows, because management believes the risk of loss is remote. |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | STOCKHOLDERS’ EQUITY Common Stock As of March 31, 2024, the Company was authorized to issue 600.0 million total shares of capital stock, consisting of 300.0 million shares of common stock and 300.0 million shares of preferred stock. As of March 31, 2024 and December 31, 2023, there were 94.9 million shares of common stock outstanding and no shares of preferred stock outstanding. Stock-Based Compensation The Company’s primary stock-based compensation plan is the 2021 Omnibus Incentive Compensation Plan (“the Plan”), under which to date, share options and two different types of restricted stock units (“RSUs”) have been issued. The purpose of the Plan is to benefit and advance the interests of Dole by attracting, retaining and motivating participants and to compensate participants for contributions to the success of the Company. Upon exercise of share options or vesting of RSUs, new shares are issued from existing authorization. A total of 7.4 million shares of the Company’s common stock were initially reserved for issuance pursuant to the Omnibus Plan. Upon the exercise of any option or vesting of any RSU, the related award is cancelled to the extent of the number of shares exercised or vested, and that number of shares is no longer available under the Plan. If any part of the award terminates without delivery of the related shares, the extent of the award will then be available for future grant under the Plan. As of March 31, 2024, there were 5.3 million shares available for future grant under the Plan and 2.1 million shares available for future issue under awards granted. In the three months ended March 31, 2024, additional RSU awards were issued under the Plan that vest over a three year service period, and additional RSU awards were issued under the Plan that vest over three years if certain market conditions are met. Compensation expense under the awards that include a market condition is determined based on the grant date fair value of the award calculated using a Monte Carlo simulation approach. For the three months ended March 31, 2024 and March 31, 2023, total stock-based compensation expense related to the Plan was $1.8 million and $1.3 million, respectively. Stock-based compensation expense related to the Plan is recorded in selling, marketing, general and administrative expenses in the condensed consolidated statements of operations. The total unrecognized compensation cost related to the unvested awards as of March 31, 2024 was $12.0 million. Dividends Declared The following table summarizes dividends per share declared for the three months ended March 31, 2024 and March 31, 2023: Date Declared Amount (U.S. Dollars) 2/28/2024 $ 0.08 3/6/2023 $ 0.08 The following table summarizes total dividends declared for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Dividends $ (7,722) $ (7,690) In January of 2024, Dole paid cash dividends of $0.08 per share, totaling $7.6 million, to shareholders for the third quarter dividend declared on November 15, 2023. Dole’s ability to declare and pay dividends is subject to limitations contained in its various debt agreements. As of March 31, 2024, Dole had the ability to make dividend payments of $533.0 million before these limitations would come into effect. See Note 20 “Subsequent Events” for additional detail on dividends declared and paid. Accumulated Other Comprehensive Loss Dole’s accumulated other comprehensive loss primarily consists of unrealized foreign currency translation gains and losses, unrealized derivative gains and losses and pension and postretirement obligation adjustments. A rollforward of the changes in accumulated other comprehensive loss, disaggregated by component, was as follows for the three months ended March 31, 2024 and March 31, 2023 : Changes in Accumulated Other Comprehensive Loss by Component Fair Value of Derivatives Pension & Other Postretirement Benefits Foreign Currency Translation Total (U.S. Dollars in thousands) Balance as of December 31, 2022 $ 40,417 $ (36,938) $ (107,612) $ (104,133) Other comprehensive income attributable to Dole plc before reclassifications, net of tax 3,432 — 9,604 13,036 Gross amounts reclassified from accumulated other comprehensive loss (4,223) — — (4,223) Income tax effect of amounts reclassified from accumulated other comprehensive loss (5,591) — — (5,591) Net other comprehensive income (loss) attributable to Dole plc (6,382) — 9,604 3,222 Balance as of March 31, 2023 $ 34,035 $ (36,938) $ (98,008) $ (100,911) Balance as of December 31, 2023 $ 24,403 $ (48,229) $ (86,965) $ (110,791) Other comprehensive income (loss) attributable to Dole plc before reclassifications, net of tax 10,139 — (16,580) (6,441) Gross amounts reclassified from accumulated other comprehensive loss (7,156) — — (7,156) Income tax effect of amounts reclassified from accumulated other comprehensive loss 2,264 — — 2,264 Net other comprehensive income (loss) attributable to Dole plc 5,247 — (16,580) (11,333) Balance as of March 31, 2024 $ 29,650 $ (48,229) $ (103,545) $ (122,124) The following table includes details about (gains) losses reclassified from accumulated other comprehensive loss by component of accumulated other comprehensive loss: (Gains) losses reclassified out of Accumulated Other Comprehensive Loss Three Months Ended March 31, 2024 March 31, 2023 Affected line item in the Statement of Operations (U.S. Dollars in thousands) Fair Value of Derivatives: Interest rate swap contracts $ (7,857) $ (6,138) Interest expense Cash flow hedges 701 1,915 Cost of sales Total $ (7,156) $ (4,223) |
INVESTMENTS IN UNCONSOLIDATED A
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | 3 Months Ended |
Mar. 31, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | INVESTMENTS IN UNCONSOLIDATED AFFILIATES As of March 31, 2024, Dole’s investments in unconsolidated affiliates were $131.0 million, of which $127.4 million represented equity method investments, and $3.6 million represented investments in which Dole does not have significant influence. As of December 31, 2023, Dole’s investments in unconsolidated affiliates were $131.7 million, of which $128.3 million represented equity method investments, and $3.4 million represented investments in which Dole does not have significant influence. Dole’s consolidated net income includes its proportionate share of the net income or loss of equity method investments in affiliates. When Dole records its proportionate share of net income, it increases equity method earnings in the condensed consolidated statements of operations and the carrying value in that investment in the condensed consolidated balance sheets. Conversely, when Dole records its proportionate share of a net loss, it decreases equity method earnings in the condensed consolidated statements of operations and the carrying value in that investment in the condensed consolidated balance sheets. Cash dividends received from investments in which Dole does not have significant influence are recorded in other income, net, and have historically not been significant. Transactions with Unconsolidated Affiliates In the ordinary course of business, Dole enters into arm’s length transactions with unconsolidated affiliates, which include trading sales and purchases of goods and other supplies. From time to time, Dole also provides both seasonal and long-term loans to these affiliates, though these amounts have historically not been significant. The following table presents sales to and purchases from investments in unconsolidated affiliates for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Sales $ 31,211 $ 30,590 Purchases 34,622 34,138 The following tables presents amounts due from and to investments in unconsolidated affiliates as of March 31, 2024 and December 31, 2023: March 31, 2024 December 31, 2023 (U.S. Dollars in thousands) Amounts due from investments in unconsolidated affiliates presented within trade receivables $ 19,026 $ 25,066 Amounts due from investments in unconsolidated affiliates presented within other receivables 4,334 4,138 Amounts due from investments in unconsolidated affiliates presented within other assets 8,904 9,220 Amounts due to investments in unconsolidated affiliates presented within accounts payable (10,451) (10,514) |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share Basic earnings (loss) per share is calculated by dividing the net income (loss) for the period attributable to shareholders of the Company by the weighted average number of shares outstanding during the period. Diluted earnings per share is calculated by dividing the net income (loss) for the period attributable to shareholders of the Company by the weighted average number of shares outstanding after adjusting for the impact of all share options and RSUs with a dilutive effect. The Company uses the treasury stock method to calculate the dilutive effect of outstanding equity awards for diluted earnings (loss) per share. The following table presents basic and diluted earnings (loss) per share for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars and shares in thousands, except per share amounts) Income from continuing operations $ 71,487 $ 34,989 Net loss (income) attributable to noncontrolling interests 4,707 (6,324) Income from continuing operations attributable to Dole plc 76,194 28,665 Loss from discontinued operations, net of income taxes (6,051) (14,506) Net income attributable to Dole plc $ 70,143 $ 14,159 Weighted average number of shares outstanding: Weighted average number of shares – basic 94,929 94,899 Effect of share awards with a dilutive effect 300 125 Weighted average number of shares – diluted 95,229 95,024 Income (loss) per share: Basic: Continuing operations $ 0.80 $ 0.30 Discontinued operations (0.06) (0.15) Net income per share attributable to Dole plc $ 0.74 $ 0.15 Diluted: Continuing operations $ 0.80 $ 0.30 Discontinued operations (0.06) (0.15) Net income per share attributable to Dole plc $ 0.74 $ 0.15 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Dole evaluated subsequent events through May 15, 2024, the date that Dole’s unaudited condensed consolidated financial statements were issued. On April 25, 2024, Dole voluntarily prepaid $100.0 million of its Term Loan A and Term Loan B facilities with proceeds from the sale of the Progressive Produce business. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements Adopted and New Accounting Not Yet Pronouncements Adopted | New Accounting Pronouncements Not Yet Adopted ASU 2023-07 – Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which enhances interim and annual segment disclosure requirements, including disclosure of certain significant segment expenses. The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We are evaluating the potential impact of the new requirements on our segment disclosures. ASU 2023-09 – Income Taxes (Topic 740): Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which enhances certain income tax disclosure requirements, including additional disclosure related to the income tax rate reconciliation and income taxes paid. The amendments in this update are effective for annual periods beginning after December 15, 2024, with early adoption permitted. We are evaluating the potential impact of the new requirements on our income tax disclosures. |
ACQUISITIONS AND DIVESTITURES (
ACQUISITIONS AND DIVESTITURES (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
Disposal Groups, Including Discontinued Operations | The following tables present the results of the Fresh Vegetables division as reported in loss from discontinued operations, net of income taxes, in the condensed consolidated statements of operations and the carrying value of assets and liabilities as presented within assets and liabilities held for sale in the condensed consolidated balance sheets. Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Revenues, net $ 290,290 $ 294,882 Cost of sales (261,530) (288,727) Gross profit 28,760 6,155 Selling, marketing, general and administrative expenses (11,517) (14,177) Transaction and other operating costs (455) (1,500) Loss on asset sales (221) — Operating income (loss) from discontinued operations 16,567 (9,522) Other income, net 9 53 Net interest expense 1 (1,437) (239) Income (loss) from discontinued operations before income taxes 15,139 (9,708) Income tax expense (21,281) (4,872) Loss from discontinued operations attributable to noncontrolling interests 91 74 Loss from discontinued operations, net of income taxes $ (6,051) $ (14,506) 1 Net interest expense presented within discontinued operations is net of interest income and includes the estimated allocated interest expense related to the estimated portion of Term Loan A and Term Loan B required to be repaid if the Vegetables exit process occurs. See Note 12 “Debt” for further detail. March 31, 2024 December 31, 2023 ASSETS (U.S. Dollars in thousands) Cash and cash equivalents $ 206 $ 1,425 Current receivables, net 1 9,036 15,633 Inventories, net 34,696 35,266 Prepaid expenses and other current assets 3,347 5,724 Property, plant and equipment, net 230,220 230,292 Operating lease right-of-use assets 109,039 107,390 Other noncurrent assets 19,189 18,727 Total Fresh Vegetables assets held for sale $ 405,733 $ 414,457 LIABILITIES Accounts payable $ 73,685 $ 69,998 Accrued and other current liabilities 79,659 82,019 Operating lease liabilities 84,082 87,477 Deferred income tax liabilities 50,536 34,005 Other long-term liabilities 17,791 17,843 Total Fresh Vegetables liabilities held for sale $ 305,753 $ 291,342 1 |
REVENUE (Tables)
REVENUE (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregated Revenues | The following table presents the Company's disaggregated revenue by similar types of products and services for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Diversified produce $ 1,316,819 $ 1,198,761 Tropical fruit 714,965 691,723 Health foods and consumer goods 33,737 31,298 Commercial cargo 45,303 47,174 Other 10,550 20,211 Total revenue, net $ 2,121,374 $ 1,989,167 The following table presents the Company's disaggregated revenue by channel for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 Third party revenue: (U.S. Dollars in thousands) Retail $ 1,228,848 $ 1,171,385 Wholesale 698,872 617,287 Food service 111,730 107,859 Commercial cargo 45,303 47,174 Other 5,410 14,872 Revenue from sales to unconsolidated affiliates 31,211 30,590 Total revenue, net $ 2,121,374 $ 1,989,167 |
SEGMENTS (Tables)
SEGMENTS (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Sales and Adjusted EBITDA by Reportable Segment | The following table provides revenue and Adjusted EBITDA by reportable segment: Three Months Ended March 31, March 31, Revenue: (U.S. Dollars in thousands) Fresh Fruit $ 824,229 $ 798,910 Diversified Fresh Produce — EMEA 853,598 798,100 Diversified Fresh Produce — Americas & ROW 476,882 422,751 Total segment revenue 2,154,709 2,019,761 Intersegment revenue (33,335) (30,594) Total consolidated revenue, net $ 2,121,374 $ 1,989,167 Segment Adjusted EBITDA: Fresh Fruit $ 69,435 $ 69,211 Diversified Fresh Produce — EMEA 25,959 23,406 Diversified Fresh Produce — Americas & ROW 14,705 7,770 Adjustments: Income tax expense (34,401) (10,994) Interest expense (17,948) (21,712) Depreciation (21,848) (24,303) Amortization of intangible assets (2,273) (2,616) Mark to market gains (losses) 2,870 (822) (Loss) gain on asset sales (31) 4,167 Gain on disposal of business 73,950 — Cyber-related incident — (4,750) Goodwill impairment (36,684) — Other items 1,800 (673) Items in equity method earnings: Dole's share of depreciation (1,980) (1,761) Dole's share of amortization (553) (611) Dole's share of income tax expense (567) (484) Dole's share of interest expense (950) (1,309) Dole's share of other items 3 470 Income from continuing operations 71,487 34,989 Loss from discontinued operations, net of income taxes (6,051) (14,506) Net income $ 65,436 $ 20,483 |
OTHER INCOME, NET (Tables)
OTHER INCOME, NET (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Income (Expense), Net | Included in other income, net, in Dole’s condensed consolidated statements of operations were the follow ing items: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Rental income $ 2,058 $ 2,586 Unrealized gain (loss) on foreign currency denominated borrowings 2,980 (2,296) Realized gain (loss) on fair value hedges 139 (22) Unrealized gain on fair value hedges 947 516 Gain on investments 314 797 Non-service components of net periodic pension benefit (cost) 354 (623) (Loss) gain on contingent consideration (16) 55 Other 846 762 Other income, net $ 7,622 $ 1,775 |
RECEIVABLES AND ALLOWANCES FO_2
RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Receivables [Abstract] | |
Accounts Receivable, Allowance for Credit Loss | A rollforward of the allowance for credit losses for trade receivables was as follows: Amount (U.S. Dollars in thousands) Balance as of December 31, 2023 $ (18,360) Additional provisions in the period (5,093) Recoveries of amounts previously reserved 3,114 Balance sheet write-offs 610 Balance sheet reclassifications (359) Disposals 317 Foreign exchange impact 417 Balance as of March 31, 2024 $ (19,354) |
Schedule of Accounts, Notes, Loans and Financing Receivable | The following table summarizes growers advances as of March 31, 2024 and December 31, 2023 based on whether the advances are secured or unsecured: March 31, 2024 December 31, 2023 Short-Term Long-Term Short-Term Long-Term (U.S. Dollars in thousands) Secured gross advances to growers and suppliers $ 61,102 $ 17,778 $ 67,104 $ 13,197 Allowance for secured advances to growers and suppliers (9,102) (1,297) (11,416) (1,317) Unsecured gross advances to growers and suppliers 61,671 6,303 62,693 6,391 Allowance for unsecured advances to growers and suppliers (8,525) (4,492) (8,423) (4,375) Net advances to growers and suppliers $ 105,146 $ 18,292 $ 109,958 $ 13,896 |
Financing Receivable, Allowance for Credit Loss | A rollforward of the allowance for expected credit losses related to grower loans and advances was as follows: Amount (U.S. Dollars in thousands) Balance as of December 31, 2023 $ (25,531) Additional provisions in the period (385) Recoveries of amounts previously reserved 277 Disposals 2,181 Foreign exchange impact 42 Balance as of March 31, 2024 $ (23,416) |
INVENTORY (Tables)
INVENTORY (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Details of inventory, net of allowances, in the condensed consolidated balance sheets as of March 31, 2024 and December 31, 2023 were as follows: March 31, 2024 December 31, 2023 (U.S. Dollars in thousands) Finished products $ 270,037 $ 233,092 Raw materials and work in progress 75,594 70,035 Crop growing costs 22,322 29,016 Agricultural and other operating supplies 41,529 46,449 Inventories, net of allowances $ 409,482 $ 378,592 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | A rollforward of goodwill by reportable segment for the three months ended March 31, 2024, was as follows: Fresh Fruit Diversified Fresh Produce - EMEA Diversified Fresh Produce - Americas & ROW Total (U.S. Dollars in thousands) Balance as of December 31, 2023 $ 273,275 $ 151,276 $ 88,761 $ 513,312 Acquisitions — 662 — 662 Disposals — — (35,956) (35,956) Impairment charge — — (36,684) (36,684) Foreign exchange impact — (5,157) (215) (5,372) Balance as of March 31, 2024 $ 273,275 $ 146,781 $ 15,906 $ 435,962 During fiscal year 2023, the Company performed a quantitative assessment of goodwill and the DOLE brand indefinite-lived intangible asset in conjunction with the annual impairment assessment. As of the October 1, 2023 testing date, two of Dole’s reporting units with allocated goodwill and the DOLE brand were considered at risk of future impairment. The fair values of the Fresh Fruit and Diversified Fresh Produce – Americas & ROW reporting units were approximately 4% and 2% above their carrying amounts, respectively, and the fair value of the Diversified Fresh Produce – EMEA reporting unit was sufficiently above its carrying amount. The fair value of the DOLE brand exceeded its carrying amount by approximately 2%. On February 27, 2024, Dole entered into a definitive agreement with PTF Holdings to which Dole agreed to sell its 65.0% stake in the Progressive Produce business to PTF Holdings for gross proceeds of $120.3 million in cash. On March 13, 2024, Dole completed the Progressive Transaction, and the Company concluded that the Progressive Transaction was a triggering event for the Diversified Fresh Produce – Americas & ROW reporting unit. As a result of the sale, $36.0 million of goodwill was allocated to the Progressive Produce business and is included within the carrying amount of the net assets sold. To determine the fair value of the remaining Diversified Fresh Produce – Americas & ROW reporting unit as of March 31, 2024, the Company utilized the income approach to estimate the reporting unit’s projected long-term performance. Level 3 inputs were utilized within the quantitative analysis. Based on the results of the analysis, the Company recorded a goodwill impairment charge of $36.7 million for the three months ended March 31, 2024. Unfavorable changes to key assumptions, market conditions and macroeconomic circumstances could result in future impairment. |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Short-term Borrowings, Bank Overdrafts and Long-term Debt | Short-term borrowings, bank overdrafts and long-term debt consisted of the following: March 31, 2024 December 31, 2023 (U.S. Dollars in thousands) Revolving Credit Facility $ 21,173 $ 89,750 Term Loan A and Term Loan B 807,750 810,975 Vessel financing loans 71,098 74,774 Other long-term financing arrangements 27,273 34,895 Other revolving credit facilities, at a weighted average interest rate of 6.3% as of March 31, 2024 (6.5% as of December 31, 2023) 38,145 38,770 Bank overdrafts 12,054 11,488 Finance lease obligations, at a weighted average interest rate of 5.1% as of March 31, 2024 (4.2% as of December 31, 2023) 37,721 33,184 Total debt, gross 1,015,214 1,093,836 Unamortized debt discounts and debt issuance costs (13,518) (14,395) Total debt, net 1,001,696 1,079,441 Current maturities, net of unamortized debt discounts and debt issuance costs (215,281) (222,940) Bank overdrafts (12,054) (11,488) Long-term debt, net $ 774,361 $ 845,013 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Retirement Benefits [Abstract] | |
Schedule of Net Periodic Benefit Costs | The components of net periodic benefit cost (income) for Dole’s U.S. and international pension plans and other postretirement benefit (“OPRB”) plans were as follows: U.S. Pension Plans International Pension Plans OPRB Plans Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 ( U.S. Dollars i n thousands) Service cost $ 51 $ 53 $ 1,295 $ 1,294 $ — $ — Interest cost 2,110 2,231 2,952 2,910 178 173 Expected return on plan assets (2,998) (3,307) (2,082) (2,048) — — Amortization of: Net (gain) loss (26) (145) (324) (531) 16 (77) Prior service benefit — — (164) (158) — — Curtailments, settlements and terminations, net — — (39) 1,621 — — Foreign exchange impact and other — — 23 (46) — — Net periodic pension cost (income) $ (863) $ (1,168) $ 1,661 $ 3,042 $ 194 $ 96 |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | Dole had the following derivative instruments outstanding as of March 31, 2024: Aggregate Notional Amount Foreign currency forward contracts by currency: United States dollar $55.6 million Euro €283.5 million British pound sterling £6.7 million Swedish krona SEK 58.7 million Canadian dollar C$16.0 million Chilean peso CLP$17.8 billion Interest rate swap contracts $700.0 million |
Schedule of Derivative Instruments in the Balance Sheet at Fair Value | The following table presents the balance sheet location and fair value of the derivative instruments by type: Fair Value Measurements as of March 31, 2024 Other Receivables, net Other Assets Accrued Liabilities Foreign currency forward contracts: (U.S. Dollars in thousands) Cash flow hedges $ 2,803 $ — $ (1,654) Non-designated cash flow hedges 193 — (84) Fair value hedges 605 — (236) Interest rate swap contracts 4,831 32,021 — $ 8,432 $ 32,021 $ (1,974) Fair Value Measurements as of December 31, 2023 Other Receivables, net Other Assets Accrued Liabilities Foreign currency forward contracts: (U.S. Dollars in thousands) Cash flow hedges $ 1,141 $ — $ (5,543) Non-designated cash flow hedges 140 — (346) Fair value hedges 607 — (986) Interest rate swap contracts 7,305 29,868 — Bunker fuel hedges — — (129) $ 9,193 $ 29,868 $ (7,004) |
Schedule of Realized and Unrealized Derivative Gains (Losses) | The following tables represent all of Dole’s realized and unrealized derivative gains (losses) and respective location in the financial statements for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Net gains (losses) deferred in Accumulated Other Comprehensive Loss Cost of Sales Other Income, net Net (losses) deferred in Accumulated Other Cost of Sales Other Income, net Realized net (losses) gains: (U.S. Dollars in thousands) Cash flow hedges $ — $ (701) $ — $ — $ (1,915) $ — Non-designated cash flow hedges — (199) — — 177 — Fair value hedges — 139 — — (22) Bunker fuel hedges — — — — (265) — Total net realized (losses) gains $ — $ (900) $ 139 $ — $ (2,003) $ (22) Unrealized net gains (losses): Cash flow hedges $ 5,519 $ — $ — $ (2,997) $ — $ — Non-designated cash flow hedges — 117 — — (528) 6 Fair value hedges — — 947 — — 510 Bunker fuel hedges — — — — 1,791 — Interest rate swap contracts (320) — — (10,220) — — Total net unrealized gains (losses) $ 5,199 $ 117 $ 947 $ (13,217) $ 1,263 $ 516 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables present the fair values of the Company’s assets and liabilities that are remeasured at fair value as of March 31, 2024 and December 31, 2023. Fair Value Measurements as of March 31, 2024 Using Balance Sheet Classification Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant (Level 3) Total Foreign currency forward contracts: (U.S. Dollars in thousands) Other receivables, net $ — $ 3,601 $ — $ 3,601 Accrued liabilities — (1,974) — (1,974) Bunker fuel hedges: Accrued liabilities — — — — Interest rate swap contracts: Other receivables, net — 4,831 — 4,831 Other assets — 32,021 — 32,021 Rabbi Trust investments: Short-term investments — — 6,099 6,099 Long-term investments — — 15,696 15,696 Contingent consideration: Contingent consideration — — (1,152) (1,152) Contingent consideration, less current portion — — (7,356) (7,356) Total $ — $ 38,479 $ 13,287 $ 51,766 Fair Value Measurements as of December 31, 2023 Using Balance Sheet Classification Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Foreign currency forward contracts: (U.S. Dollars in thousands) Other receivables, net $ — $ 1,889 $ — $ 1,889 Accrued liabilities — (6,875) — (6,875) Bunker fuel hedges: Accrued liabilities — (129) — (129) Interest rate swap contracts: Other receivables, net — 7,304 — 7,304 Other assets — 29,868 — 29,868 Rabbi Trust investments: Short-term investments — — 5,899 5,899 Long-term investments — — 15,970 15,970 Contingent consideration: Contingent consideration — — (1,788) (1,788) Contingent consideration, less current portion — — (7,327) (7,327) Total $ — $ 32,057 $ 12,754 $ 44,811 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The table below sets forth a summary of changes in the fair value of the Level 3 Rabbi Trust investments for the three months ended March 31, 2024: Fair Value Measurements Using Significant (U.S. Dollars in thousands) Balance as of December 31, 2023 $ 21,869 Net realized and unrealized gains recognized in earnings* 314 Plan contributions 187 Plan distributions (575) Balance as of March 31, 2024 $ 21,795 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The table below sets forth a summary of changes in the fair value of the Level 3 contingent consideration for the three months ended March 31, 2024: Fair Value Measurements Using Significant (U.S. Dollars in thousands) Balance as of December 31, 2023 $ (9,115) Additions (374) Payments 796 Remeasurement loss (16) Foreign exchange impact 201 Balance as of March 31, 2024 $ (8,508) |
Fair Value, Liabilities Measured on Recurring Basis | The carrying value, net of debt issuance costs, and gross estimated fair value of these term loans based on Level 2 inputs in the fair value hierarchy are summarized below: March 31, 2024 December 31, 2023 (U.S. Dollars in thousands) Carrying value, net of unamortized debt issuance costs $ 794,482 $ 796,857 Unamortized debt issuance costs 13,268 14,118 Gross carrying value $ 807,750 $ 810,975 Estimated fair value $ 806,740 $ 809,961 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Summary of Dividends Declared and Paid | The following table summarizes dividends per share declared for the three months ended March 31, 2024 and March 31, 2023: Date Declared Amount (U.S. Dollars) 2/28/2024 $ 0.08 3/6/2023 $ 0.08 The following table summarizes total dividends declared for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Dividends $ (7,722) $ (7,690) |
Schedule of Accumulated Other Comprehensive Loss | A rollforward of the changes in accumulated other comprehensive loss, disaggregated by component, was as follows for the three months ended March 31, 2024 and March 31, 2023 : Changes in Accumulated Other Comprehensive Loss by Component Fair Value of Derivatives Pension & Other Postretirement Benefits Foreign Currency Translation Total (U.S. Dollars in thousands) Balance as of December 31, 2022 $ 40,417 $ (36,938) $ (107,612) $ (104,133) Other comprehensive income attributable to Dole plc before reclassifications, net of tax 3,432 — 9,604 13,036 Gross amounts reclassified from accumulated other comprehensive loss (4,223) — — (4,223) Income tax effect of amounts reclassified from accumulated other comprehensive loss (5,591) — — (5,591) Net other comprehensive income (loss) attributable to Dole plc (6,382) — 9,604 3,222 Balance as of March 31, 2023 $ 34,035 $ (36,938) $ (98,008) $ (100,911) Balance as of December 31, 2023 $ 24,403 $ (48,229) $ (86,965) $ (110,791) Other comprehensive income (loss) attributable to Dole plc before reclassifications, net of tax 10,139 — (16,580) (6,441) Gross amounts reclassified from accumulated other comprehensive loss (7,156) — — (7,156) Income tax effect of amounts reclassified from accumulated other comprehensive loss 2,264 — — 2,264 Net other comprehensive income (loss) attributable to Dole plc 5,247 — (16,580) (11,333) Balance as of March 31, 2024 $ 29,650 $ (48,229) $ (103,545) $ (122,124) The following table includes details about (gains) losses reclassified from accumulated other comprehensive loss by component of accumulated other comprehensive loss: (Gains) losses reclassified out of Accumulated Other Comprehensive Loss Three Months Ended March 31, 2024 March 31, 2023 Affected line item in the Statement of Operations (U.S. Dollars in thousands) Fair Value of Derivatives: Interest rate swap contracts $ (7,857) $ (6,138) Interest expense Cash flow hedges 701 1,915 Cost of sales Total $ (7,156) $ (4,223) |
INVESTMENTS IN UNCONSOLIDATED_2
INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule Of Equity Method Investments | The following table presents sales to and purchases from investments in unconsolidated affiliates for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars in thousands) Sales $ 31,211 $ 30,590 Purchases 34,622 34,138 The following tables presents amounts due from and to investments in unconsolidated affiliates as of March 31, 2024 and December 31, 2023: March 31, 2024 December 31, 2023 (U.S. Dollars in thousands) Amounts due from investments in unconsolidated affiliates presented within trade receivables $ 19,026 $ 25,066 Amounts due from investments in unconsolidated affiliates presented within other receivables 4,334 4,138 Amounts due from investments in unconsolidated affiliates presented within other assets 8,904 9,220 Amounts due to investments in unconsolidated affiliates presented within accounts payable (10,451) (10,514) |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents basic and diluted earnings (loss) per share for the three months ended March 31, 2024 and March 31, 2023: Three Months Ended March 31, 2024 March 31, 2023 (U.S. Dollars and shares in thousands, except per share amounts) Income from continuing operations $ 71,487 $ 34,989 Net loss (income) attributable to noncontrolling interests 4,707 (6,324) Income from continuing operations attributable to Dole plc 76,194 28,665 Loss from discontinued operations, net of income taxes (6,051) (14,506) Net income attributable to Dole plc $ 70,143 $ 14,159 Weighted average number of shares outstanding: Weighted average number of shares – basic 94,929 94,899 Effect of share awards with a dilutive effect 300 125 Weighted average number of shares – diluted 95,229 95,024 Income (loss) per share: Basic: Continuing operations $ 0.80 $ 0.30 Discontinued operations (0.06) (0.15) Net income per share attributable to Dole plc $ 0.74 $ 0.15 Diluted: Continuing operations $ 0.80 $ 0.30 Discontinued operations (0.06) (0.15) Net income per share attributable to Dole plc $ 0.74 $ 0.15 |
NATURE OF OPERATIONS (Details)
NATURE OF OPERATIONS (Details) | Mar. 31, 2024 country product |
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |
Number of products grown and sourced | product | 300 |
Number of countries products are grown and sourced | 30 |
Number of countries products are distributed to | 75 |
ACQUISITIONS AND DIVESTITURES -
ACQUISITIONS AND DIVESTITURES - Narrative (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Feb. 27, 2024 | Jan. 30, 2023 | |
Business Acquisition [Line Items] | ||||
Goodwill acquired | $ 662,000 | |||
Other Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Goodwill acquired | 700,000 | $ 3,300,000 | ||
Gains (losses) recorded for acquisition activity | 0 | $ 0 | ||
Fresh Vegetables [Member] | Discontinued Operations, Held-for-Sale or Disposed of by Sale [Member] | Fresh Express Acquisitions LLC | ||||
Business Acquisition [Line Items] | ||||
Sale of division | $ 293,000,000 | |||
Progressive Produce [Member] | ||||
Business Acquisition [Line Items] | ||||
Sale of division | $ 120,300,000 | |||
Disposal Group, Including Discontinued Operation, Goodwill | 36,000,000 | |||
Progressive Produce [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||
Business Acquisition [Line Items] | ||||
Sale of division | 120,300,000 | |||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 74,000,000 | |||
Disposal group, carrying value | 41,900,000 | |||
Disposal Group, Including Discontinued Operation, Goodwill | $ 36,000,000 |
ACQUISITIONS AND DIVESTITURES_2
ACQUISITIONS AND DIVESTITURES - Schedule of Statement of Operations Related to Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Loss from discontinued operations, net of income taxes | $ (14,506) | |
Fresh Vegetables [Member] | Discontinued Operations, Held-for-Sale or Disposed of by Sale [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Revenues, net | $ 290,290 | 294,882 |
Cost of sales | (261,530) | (288,727) |
Gross profit | 28,760 | 6,155 |
Selling, marketing, general and administrative expenses | (11,517) | (14,177) |
Transaction and other operating costs | (455) | (1,500) |
Disposal Group, Including Discontinued Operation, Gain on asset sale | (221) | 0 |
Operating income (loss) from discontinued operations | 16,567 | (9,522) |
Other income, net | 9 | 53 |
Net interest expense | (1,437) | (239) |
Income (loss) from discontinued operations before income taxes | 15,139 | (9,708) |
Income tax expense | (21,281) | (4,872) |
Loss from discontinued operations attributable to noncontrolling interests | 91 | 74 |
Loss from discontinued operations, net of income taxes | $ (6,051) | $ (14,506) |
ACQUISITIONS AND DIVESTITURES_3
ACQUISITIONS AND DIVESTITURES - Schedule of Balance Sheets Related to Discontinued Operations (Details) - Fresh Vegetables [Member] - Discontinued Operations, Held-for-Sale or Disposed of by Sale [Member] - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Disposal Group, Including Discontinued Operation, Cash | $ 206 | $ 1,425 |
Current receivables, net | 9,036 | 15,633 |
Inventories, net | 34,696 | 35,266 |
Prepaid expenses and other current assets | 3,347 | 5,724 |
Property, plant and equipment, net | 230,220 | 230,292 |
Operating lease right-of-use assets | 109,039 | 107,390 |
Other noncurrent assets | 19,189 | 18,727 |
Net book value of disposal group assets | 405,733 | 414,457 |
Accounts payable | 73,685 | 69,998 |
Accrued and other current liabilities | 79,659 | 82,019 |
Operating lease liabilities | 84,082 | 87,477 |
Deferred income tax liabilities | 50,536 | 34,005 |
Other long-term liabilities | 17,791 | 17,843 |
Total Fresh Vegetables liabilities held for sale | $ 305,753 | $ 291,342 |
ACQUISITIONS AND DIVESTITURES_4
ACQUISITIONS AND DIVESTITURES - Schedule of Statement of Cash Flows Related to Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Net cash provided by operating activities - discontinued operations | $ 5,753 | $ 2,580 |
Net cash used in investing activities - discontinued operations | $ (382) | $ (2,282) |
REVENUE - Narrative (Details)
REVENUE - Narrative (Details) | Mar. 31, 2024 productCategory |
Revenue from Contract with Customer [Abstract] | |
Number of fresh produce main product categories | 2 |
REVENUE - Schedule of Disaggreg
REVENUE - Schedule of Disaggregated Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | $ 2,121,374 | $ 1,989,167 |
Retail | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 1,228,848 | 1,171,385 |
Wholesale | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 698,872 | 617,287 |
Food service | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 111,730 | 107,859 |
Commercial cargo | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 45,303 | 47,174 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 5,410 | 14,872 |
Revenue from sales to unconsolidated affiliates | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 31,211 | 30,590 |
Diversified produce | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 1,316,819 | 1,198,761 |
Tropical fruit | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 714,965 | 691,723 |
Health foods and consumer goods | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 33,737 | 31,298 |
Commercial cargo | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | 45,303 | 47,174 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue, net | $ 10,550 | $ 20,211 |
SEGMENTS - Narrative (Details)
SEGMENTS - Narrative (Details) | 5 Months Ended |
Dec. 31, 2021 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
SEGMENTS - Schedule of Sales an
SEGMENTS - Schedule of Sales and Adjusted EBITDA by Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Segment Reporting Information [Line Items] | ||
Total revenue, net | $ 2,121,374 | $ 1,989,167 |
Income tax expense | (34,401) | (10,994) |
Interest expense | (17,948) | (21,712) |
Depreciation | (21,848) | (24,303) |
Amortization of intangible assets | (2,273) | (2,616) |
Mark to market gains (losses) | 2,870 | (822) |
Gain on asset sales | (31) | 4,167 |
Gain (Loss) on Disposition of Business | 73,950 | 0 |
Impairment of goodwill | (36,684) | 0 |
Cyber-related incident | 0 | (4,750) |
Other items | 1,800 | (673) |
Income from continuing operations | 71,487 | 34,989 |
Loss from discontinued operations, net of income taxes | (6,051) | (14,506) |
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest | 65,436 | 20,483 |
Net income | 65,436 | 20,483 |
Legacy Dole Equity Method Investment | ||
Segment Reporting Information [Line Items] | ||
Income tax expense | (567) | (484) |
Interest expense | (950) | (1,309) |
Depreciation | (1,980) | (1,761) |
Amortization of intangible assets | (553) | (611) |
Other items | 3 | 470 |
Fresh Fruit | ||
Segment Reporting Information [Line Items] | ||
Segment Adjusted EBITDA: | 69,435 | 69,211 |
Diversified Fresh Produce - EMEA | ||
Segment Reporting Information [Line Items] | ||
Segment Adjusted EBITDA: | 25,959 | 23,406 |
Diversified Fresh Produce - Americas & ROW | ||
Segment Reporting Information [Line Items] | ||
Segment Adjusted EBITDA: | 14,705 | 7,770 |
Impairment of goodwill | (36,684) | |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total revenue, net | 2,154,709 | 2,019,761 |
Operating Segments | Fresh Fruit | ||
Segment Reporting Information [Line Items] | ||
Total revenue, net | 824,229 | 798,910 |
Operating Segments | Diversified Fresh Produce - EMEA | ||
Segment Reporting Information [Line Items] | ||
Total revenue, net | 853,598 | 798,100 |
Operating Segments | Diversified Fresh Produce - Americas & ROW | ||
Segment Reporting Information [Line Items] | ||
Total revenue, net | 476,882 | 422,751 |
Intersegment Eliminations | ||
Segment Reporting Information [Line Items] | ||
Total revenue, net | $ (33,335) | $ (30,594) |
OTHER INCOME, NET (Details)
OTHER INCOME, NET (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Other Income and Expenses [Abstract] | ||
Rental income | $ 2,058 | $ 2,586 |
Unrealized gain (loss) on foreign currency denominated borrowings | 2,980 | (2,296) |
Realized gain (loss) on fair value hedges | 139 | (22) |
Unrealized gain on fair value hedges | 947 | 516 |
Gain on investments | 314 | 797 |
Non-service components of net periodic pension benefit (cost) | 354 | (623) |
(Loss) gain on contingent consideration | (16) | 55 |
Other | 846 | 762 |
Other income, net | $ 7,622 | $ 1,775 |
RECEIVABLES AND ALLOWANCES FO_3
RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES - Narrative (Details) - USD ($) $ in Thousands | May 23, 2022 | Mar. 31, 2024 | Dec. 31, 2023 |
Financing Receivable, Past Due [Line Items] | |||
Trade receivables | $ 621,282 | $ 538,177 | |
Trade receivables, allowances for credit losses | 19,354 | 18,360 | |
Derecognized trade receivables under non-recourse facilitates | 24,400 | 13,200 | |
Derecognized trade receivables under facilitates with recourse provisions | 255,000 | 246,800 | |
Net advances to growers | 123,400 | 123,900 | |
Other receivables | 139,400 | 138,400 | |
Other receivables, allowances for credit losses | 18,000 | 17,800 | |
Value-Added Taxes Receivable | |||
Financing Receivable, Past Due [Line Items] | |||
Other receivables | 41,700 | 43,100 | |
Other receivables, allowances for credit losses | 11,700 | ||
Past Due | |||
Financing Receivable, Past Due [Line Items] | |||
Net advances to growers | $ 12,300 | $ 21,000 | |
Minimum | |||
Financing Receivable, Past Due [Line Items] | |||
Term of supply agreement | 1 year | ||
Maximum | |||
Financing Receivable, Past Due [Line Items] | |||
Term of supply agreement | 10 years |
RECEIVABLES AND ALLOWANCES FO_4
RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES - Schedule of Allowance for Credit Losses for Trade Receivables (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |
Trade receivables, allowances for credit losses at beginning of period | $ (18,360) |
Additional provisions in the period | (5,093) |
Balance sheet write-offs | 610 |
Recoveries of amounts previously reserved | 3,114 |
Balance sheet reclassifications | (359) |
Accounts receivables, Allowance for Credit Loss, Disposal | (317) |
Foreign exchange impact | 417 |
Trade receivables, allowances for credit losses at end of period | $ (19,354) |
RECEIVABLES AND ALLOWANCES FO_5
RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES - Schedule of Grower Advances (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Short-Term | ||
Allowances for advances to growers and suppliers | $ (17,627) | $ (19,839) |
Grower advance receivables, net of allowances for credit losses of $17,627 and $19,839, respectively | 105,146 | 109,958 |
Long-Term | ||
Net advances to growers and suppliers | 18,292 | 13,896 |
Secured advances | ||
Short-Term | ||
Gross advances to growers and suppliers | 61,102 | 67,104 |
Allowances for advances to growers and suppliers | (9,102) | (11,416) |
Long-Term | ||
Gross advances to growers and suppliers | 17,778 | 13,197 |
Allowance for advances to growers and suppliers | (1,297) | (1,317) |
Unsecured advances | ||
Short-Term | ||
Gross advances to growers and suppliers | 61,671 | 62,693 |
Allowances for advances to growers and suppliers | (8,525) | (8,423) |
Long-Term | ||
Gross advances to growers and suppliers | 6,303 | 6,391 |
Allowance for advances to growers and suppliers | $ (4,492) | $ (4,375) |
RECEIVABLES AND ALLOWANCES FO_6
RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES - Schedule of Allowance for Credit Losses for Growers Advances (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |
Allowance for expected credit losses related to grower advances at beginning of period | $ (25,531) |
Additional provisions in the period | (385) |
Recoveries of amounts previously reserved | 277 |
Foreign exchange impact | 42 |
Financing Receivable, Allowance for Credit Loss, Disposal | 2,181 |
Allowance for expected credit losses related to grower advances at end of period | $ (23,416) |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2022 | |
Income Taxes [Line Items] | |||
Income tax expense | $ 34,401 | $ 10,994 | |
Income from continuing operations before income taxes and equity earnings | $ 104,886 | $ 44,505 | |
Irish statutory tax rate | 12.50% | ||
Foreign Tax Authority | Tax Year 2017 | |||
Income Taxes [Line Items] | |||
Income tax assessment related to transfer pricing | $ 30,000 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Finished products | $ 270,037 | $ 233,092 |
Raw materials and work in progress | 75,594 | 70,035 |
Crop growing costs | 22,322 | 29,016 |
Agricultural and other operating supplies | 41,529 | 46,449 |
Inventories, net of allowances | $ 409,482 | $ 378,592 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) $ in Thousands | 3 Months Ended | ||||
Oct. 01, 2023 reportingUnit | Mar. 31, 2024 USD ($) | Mar. 31, 2023 USD ($) | Feb. 27, 2024 USD ($) | Dec. 31, 2023 USD ($) | |
Goodwill [Line Items] | |||||
Gross goodwill | $ 484,200 | $ 525,200 | |||
Accumulated impairment losses of goodwill | 48,200 | 11,900 | |||
Goodwill | 435,962 | 513,312 | |||
Number of reporting units considered to be at risk of future impairment | reportingUnit | 2 | ||||
Impairment of goodwill | 36,684 | $ 0 | |||
Progressive Produce [Member] | |||||
Goodwill [Line Items] | |||||
Sale of division | $ 120,300 | ||||
Disposal Group, Including Discontinued Operation, Goodwill | $ 36,000 | ||||
Impairment of goodwill | 36,700 | ||||
Progressive Produce [Member] | Progressive Produce [Member] | |||||
Goodwill [Line Items] | |||||
Ownership percentage | 65% | ||||
Tropical fruit | |||||
Goodwill [Line Items] | |||||
Goodwill | 273,275 | 273,275 | |||
Percentage of reporting unit fair value exceeding carrying amount | 0.04 | ||||
Diversified Fresh Produce - Americas & ROW | |||||
Goodwill [Line Items] | |||||
Goodwill | 15,906 | $ 88,761 | |||
Percentage of reporting unit fair value exceeding carrying amount | 0.02 | ||||
Impairment of goodwill | $ 36,684 | ||||
Trade Names [Member] | |||||
Goodwill [Line Items] | |||||
Percentage of intangible asset fair value exceeding carrying amount | 0.02 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill [Roll Forward] | ||
Goodwill at beginning of period | $ 513,312 | |
Disposals | 662 | |
Impairment charge | (35,956) | |
Impairment of goodwill | (36,684) | $ 0 |
Foreign exchange impact | (5,372) | |
Goodwill at end of period | 435,962 | |
Tropical fruit | ||
Goodwill [Roll Forward] | ||
Goodwill at beginning of period | 273,275 | |
Impairment charge | 0 | |
Goodwill at end of period | 273,275 | |
Diversified Fresh Produce - EMEA | ||
Goodwill [Roll Forward] | ||
Goodwill at beginning of period | 151,276 | |
Disposals | 662 | |
Foreign exchange impact | (5,157) | |
Goodwill at end of period | 146,781 | |
Diversified Fresh Produce - Americas & ROW | ||
Goodwill [Roll Forward] | ||
Goodwill at beginning of period | 88,761 | |
Impairment charge | (35,956) | |
Impairment of goodwill | (36,684) | |
Foreign exchange impact | (215) | |
Goodwill at end of period | $ 15,906 |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | |||
Total debt, gross | $ 1,015,214 | $ 1,093,836 | |
Bank overdrafts | 12,054 | 11,488 | |
Finance lease obligations | 37,721 | 33,184 | |
Unamortized debt discounts and debt issuance costs | (13,518) | (14,395) | |
Total debt, net | 1,001,696 | 1,079,441 | |
Current maturities, net of unamortized debt discounts and debt issuance costs | (215,281) | (222,940) | |
Bank overdrafts | (12,054) | (11,488) | |
Long-term debt, net | $ 774,361 | $ 845,013 | |
Weighted average discount rate of finance lease obligations | 5.10% | 4.20% | |
Net cash provided by (used in) investing activities - continuing operations | $ 96,499 | $ (11,751) | |
Line of Credit | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Total debt, gross | 21,173 | $ 89,750 | |
Line of Credit | Other revolving credit facilities | |||
Debt Instrument [Line Items] | |||
Total debt, gross | $ 38,145 | $ 38,770 | |
Weighted average interest rate | 6.30% | 6.50% | |
Loans Payable | Term Loan A and Term Loan B | |||
Debt Instrument [Line Items] | |||
Total debt, gross | $ 807,750 | $ 810,975 | |
Loans Payable | Vessel financing loans | |||
Debt Instrument [Line Items] | |||
Total debt, gross | 71,098 | 74,774 | |
Loans Payable | Other long-term financing arrangements | |||
Debt Instrument [Line Items] | |||
Total debt, gross | $ 27,273 | $ 34,895 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | 1 Months Ended | 3 Months Ended | ||
Jun. 30, 2023 Rate | Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Aug. 03, 2021 USD ($) facility | |
Debt Instrument [Line Items] | ||||
Debt outstanding | $ 1,015,214,000 | $ 1,093,836,000 | ||
Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Current borrowing capacity | 572,900,000 | 504,300,000 | ||
Line of Credit | Subsidiaries | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 258,000,000 | 269,600,000 | ||
Current borrowing capacity | 207,200,000 | 217,200,000 | ||
Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 600,000,000 | |||
Debt outstanding | $ 21,173,000 | 89,750,000 | ||
Line of Credit | Revolving Credit Facility | SOFR | ||||
Debt Instrument [Line Items] | ||||
Basis spread | Rate | 0.10% | |||
Interest rate benchmark | 0% | |||
Line of Credit | Revolving Credit Facility | SOFR | Minimum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1% | |||
Line of Credit | Revolving Credit Facility | SOFR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.75% | |||
Line of Credit | Revolving Credit Facility | Base Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 0% | |||
Line of Credit | Revolving Credit Facility | Base Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1.75% | |||
Line of Credit | Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility drawn amount | $ 5,900,000 | 5,900,000 | ||
Loans Payable | Term Loan A and Term Loan B | ||||
Debt Instrument [Line Items] | ||||
Number of term loan facilities | facility | 2 | |||
Debt outstanding | 807,750,000 | $ 810,975,000 | ||
Loans Payable | Term Loan A | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 300,000,000 | |||
Periodic principal payment | $ 1,900,000 | |||
Loans Payable | Term Loan A | SOFR | ||||
Debt Instrument [Line Items] | ||||
Interest rate benchmark | 0% | |||
Loans Payable | Term Loan A | SOFR | Minimum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1% | |||
Loans Payable | Term Loan A | SOFR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.75% | |||
Loans Payable | Term Loan A | Base Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 0% | |||
Loans Payable | Term Loan A | Base Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1.75% | |||
Loans Payable | Term Loan B | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 540,000,000 | |||
Periodic principal payment | $ 1,400,000 | |||
Loans Payable | Term Loan B | SOFR | ||||
Debt Instrument [Line Items] | ||||
Interest rate benchmark | 0% | |||
Loans Payable | Term Loan B | SOFR | Minimum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2% | |||
Loans Payable | Term Loan B | SOFR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.25% | |||
Loans Payable | Term Loan B | Base Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1% | |||
Loans Payable | Term Loan B | Base Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1.25% |
EMPLOYEE BENEFIT PLANS - Compon
EMPLOYEE BENEFIT PLANS - Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pension Plan | UNITED STATES | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Service cost | $ 51 | $ 53 |
Interest cost | 2,110 | 2,231 |
Expected return on plan assets | (2,998) | (3,307) |
Amortization of: | ||
Net (gain) loss | (26) | (145) |
Prior service benefit | 0 | 0 |
Curtailments, settlements and terminations, net | 0 | 0 |
Foreign exchange impact and other | 0 | 0 |
Net periodic pension cost (income) | (863) | (1,168) |
Pension Plan | Foreign Plan [Member] | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Service cost | 1,295 | 1,294 |
Interest cost | 2,952 | 2,910 |
Expected return on plan assets | (2,082) | (2,048) |
Amortization of: | ||
Net (gain) loss | (324) | (531) |
Prior service benefit | (164) | (158) |
Curtailments, settlements and terminations, net | (39) | 1,621 |
Foreign exchange impact and other | 23 | (46) |
Net periodic pension cost (income) | 1,661 | 3,042 |
Other Postretirement Benefits Plan [Member] | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Service cost | 0 | 0 |
Interest cost | 178 | 173 |
Expected return on plan assets | 0 | 0 |
Amortization of: | ||
Net (gain) loss | 16 | (77) |
Prior service benefit | 0 | 0 |
Curtailments, settlements and terminations, net | 0 | 0 |
Foreign exchange impact and other | 0 | 0 |
Net periodic pension cost (income) | $ 194 | $ 96 |
EMPLOYEE BENEFIT PLANS - Narrat
EMPLOYEE BENEFIT PLANS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | ||
Contributions to defined benefit plans | $ 0.6 | |
Benefit payments | 4.2 | |
Expected contributions to defined benefit plans during remainder of year | 3.5 | |
Expected benefit payments during remainder of year | $ 12.6 | |
Foreign Plan [Member] | Pension Plan, Latin America and Europe | ||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | ||
Net settlement costs | $ 1.6 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Derivative [Line Items] | |
Deferred gains (losses) to be reclassified over the next 12 months | $ 22.4 |
Cash flow hedges | |
Derivative [Line Items] | |
Deferred gains (losses) to be reclassified over the next 12 months | $ (1.1) |
Line of Credit | Revolving Credit Facility | Minimum | |
Derivative [Line Items] | |
Interest rate | 2.50% |
Basis spread on variable rate | 5.33% |
Line of Credit | Revolving Credit Facility | Maximum | |
Derivative [Line Items] | |
Interest rate | 0.42% |
Basis spread on variable rate | 5.35% |
Interest rate swap contracts | |
Derivative [Line Items] | |
Notional amount | $ 700 |
Deferred gains (losses) to be reclassified over the next 12 months | $ 21.3 |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS - Notional Amounts (Details) - Mar. 31, 2024 € in Millions, £ in Millions, kr in Millions, $ in Millions, $ in Millions, $ in Millions | USD ($) | EUR (€) | GBP (£) | SEK (kr) | CAD ($) | CLP ($) |
Foreign currency forward contracts: | ||||||
Derivative [Line Items] | ||||||
Notional amount | $ 55.6 | € 283.5 | £ 6.7 | kr 58.7 | $ 16 | $ 17,800 |
Interest rate swap contracts: | ||||||
Derivative [Line Items] | ||||||
Notional amount | $ 700 |
DERIVATIVE FINANCIAL INSTRUME_5
DERIVATIVE FINANCIAL INSTRUMENTS - Fair Value by Balance Sheet Location (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Accrued Liabilities | ||
Derivative [Line Items] | ||
Derivative Liability | $ (1,974) | $ (7,004) |
Accrued Liabilities | Foreign currency forward contracts: | Fair value hedges | ||
Derivative [Line Items] | ||
Derivative Liability | (236) | (986) |
Accrued Liabilities | Interest rate swap contracts: | ||
Derivative [Line Items] | ||
Derivative Liability | 0 | 0 |
Accrued Liabilities | Bunker fuel hedges | ||
Derivative [Line Items] | ||
Derivative Liability | (129) | |
Other Assets | ||
Derivative [Line Items] | ||
Derivative asset | 32,021 | 29,868 |
Other Assets | Foreign currency forward contracts: | Fair value hedges | ||
Derivative [Line Items] | ||
Derivative asset | 0 | 0 |
Other Assets | Interest rate swap contracts: | ||
Derivative [Line Items] | ||
Derivative asset | 29,868 | |
Other Assets | Bunker fuel hedges | ||
Derivative [Line Items] | ||
Derivative asset | 0 | |
Other Receivables, Net [Member] | ||
Derivative [Line Items] | ||
Derivative asset | 8,432 | 9,193 |
Other Receivables, Net [Member] | Foreign currency forward contracts: | Fair value hedges | ||
Derivative [Line Items] | ||
Derivative asset | 605 | 607 |
Other Receivables, Net [Member] | Interest rate swap contracts: | ||
Derivative [Line Items] | ||
Derivative asset | 4,831 | 7,305 |
Other Receivables, Net [Member] | Bunker fuel hedges | ||
Derivative [Line Items] | ||
Derivative asset | 0 | |
Designated as Hedging Instrument | Accrued Liabilities | Foreign currency forward contracts: | Cash flow hedges | ||
Derivative [Line Items] | ||
Derivative Liability | (1,654) | (5,543) |
Designated as Hedging Instrument | Other Assets | Foreign currency forward contracts: | Cash flow hedges | ||
Derivative [Line Items] | ||
Derivative asset | 0 | 0 |
Designated as Hedging Instrument | Other Receivables, Net [Member] | Foreign currency forward contracts: | Cash flow hedges | ||
Derivative [Line Items] | ||
Derivative asset | 2,803 | 1,141 |
Non-designated cash flow hedges | Accrued Liabilities | Foreign currency forward contracts: | Cash flow hedges | ||
Derivative [Line Items] | ||
Derivative Liability | (84) | (346) |
Non-designated cash flow hedges | Other Assets | Foreign currency forward contracts: | Cash flow hedges | ||
Derivative [Line Items] | ||
Derivative asset | 0 | 0 |
Non-designated cash flow hedges | Other Receivables, Net [Member] | Foreign currency forward contracts: | Cash flow hedges | ||
Derivative [Line Items] | ||
Derivative asset | $ 193 | $ 140 |
DERIVATIVE FINANCIAL INSTRUME_6
DERIVATIVE FINANCIAL INSTRUMENTS - Realized and Unrealized Gain (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Derivative [Line Items] | ||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Cost of sales | |
Net (losses) deferred in Accumulated Other Comprehensive Loss | $ 5,247 | $ (6,382) |
Accumulated Other Comprehensive Loss | ||
Derivative [Line Items] | ||
Net (losses) deferred in Accumulated Other Comprehensive Loss | 5,199 | (13,217) |
Cost of Sales | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | (900) | (2,003) |
Unrealized net gains (losses): | 117 | 1,263 |
Other Income, net | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 139 | (22) |
Unrealized net gains (losses): | 947 | 516 |
Foreign currency forward contracts: | Accumulated Other Comprehensive Loss | Cash flow hedges | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Net (losses) deferred in Accumulated Other Comprehensive Loss | 5,519 | (2,997) |
Foreign currency forward contracts: | Accumulated Other Comprehensive Loss | Cash flow hedges | Non-designated cash flow hedges | ||
Derivative [Line Items] | ||
Net (losses) deferred in Accumulated Other Comprehensive Loss | 0 | 0 |
Foreign currency forward contracts: | Accumulated Other Comprehensive Loss | Fair value hedges | ||
Derivative [Line Items] | ||
Net (losses) deferred in Accumulated Other Comprehensive Loss | 0 | 0 |
Foreign currency forward contracts: | Cost of Sales | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | (265) | |
Foreign currency forward contracts: | Cost of Sales | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | (1,915) | |
Foreign currency forward contracts: | Cost of Sales | Non-designated cash flow hedges | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 177 | |
Foreign currency forward contracts: | Cost of Sales | Cash flow hedges | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | (701) | |
Unrealized net gains (losses): | 0 | 0 |
Foreign currency forward contracts: | Cost of Sales | Cash flow hedges | Non-designated cash flow hedges | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | (199) | |
Unrealized net gains (losses): | 117 | (528) |
Foreign currency forward contracts: | Cost of Sales | Fair value hedges | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 0 | |
Unrealized net gains (losses): | 0 | 1,791 |
Foreign currency forward contracts: | Other Income, net | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 0 | |
Foreign currency forward contracts: | Other Income, net | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 0 | |
Foreign currency forward contracts: | Other Income, net | Non-designated cash flow hedges | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 0 | |
Foreign currency forward contracts: | Other Income, net | Cash flow hedges | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 0 | |
Unrealized net gains (losses): | 0 | 0 |
Foreign currency forward contracts: | Other Income, net | Cash flow hedges | Non-designated cash flow hedges | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 0 | |
Unrealized net gains (losses): | 0 | 6 |
Foreign currency forward contracts: | Other Income, net | Fair value hedges | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 139 | (22) |
Unrealized net gains (losses): | 947 | 510 |
Bunker fuel hedges | Accumulated Other Comprehensive Loss | ||
Derivative [Line Items] | ||
Net (losses) deferred in Accumulated Other Comprehensive Loss | 0 | 0 |
Bunker fuel hedges | Cost of Sales | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 0 | |
Unrealized net gains (losses): | 0 | 0 |
Bunker fuel hedges | Other Income, net | ||
Derivative [Line Items] | ||
Realized net (losses) gains: | 0 | |
Unrealized net gains (losses): | 0 | 0 |
Interest rate swap contracts: | Accumulated Other Comprehensive Loss | ||
Derivative [Line Items] | ||
Net (losses) deferred in Accumulated Other Comprehensive Loss | (320) | (10,220) |
Interest rate swap contracts: | Cost of Sales | ||
Derivative [Line Items] | ||
Unrealized net gains (losses): | 0 | 0 |
Interest rate swap contracts: | Other Income, net | ||
Derivative [Line Items] | ||
Unrealized net gains (losses): | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS - Sched
FAIR VALUE MEASUREMENTS - Schedule of Assets and Labilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | $ 51,766 | $ 44,811 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 38,479 | 32,057 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 13,287 | 12,754 |
Foreign currency forward contracts: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 3,601 | 1,889 |
Liabilities at fair value | (1,974) | (6,875) |
Foreign currency forward contracts: | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | 0 |
Liabilities at fair value | 0 | 0 |
Foreign currency forward contracts: | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 3,601 | 1,889 |
Liabilities at fair value | (1,974) | (6,875) |
Foreign currency forward contracts: | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | 0 |
Liabilities at fair value | 0 | 0 |
Bunker fuel hedges: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 0 | (129) |
Bunker fuel hedges: | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 0 | 0 |
Bunker fuel hedges: | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 0 | (129) |
Bunker fuel hedges: | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 0 | 0 |
Interest rate swap contracts: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 4,831 | |
Interest rate swap contracts: | Other Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 32,021 | 29,868 |
Interest rate swap contracts: | Financing Receivable | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 7,304 | |
Interest rate swap contracts: | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | |
Interest rate swap contracts: | Level 1 | Other Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | |
Interest rate swap contracts: | Level 1 | Other Current Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | |
Interest rate swap contracts: | Level 2 | Other Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 32,021 | 29,868 |
Interest rate swap contracts: | Level 2 | Financing Receivable | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 4,831 | 7,304 |
Interest rate swap contracts: | Level 2 | Other Current Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 4,831 | |
Interest rate swap contracts: | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | |
Interest rate swap contracts: | Level 3 | Other Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | |
Interest rate swap contracts: | Level 3 | Other Current Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | |
Rabbi Trust investments, short-term | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 6,099 | 5,899 |
Rabbi Trust investments, short-term | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | 0 |
Rabbi Trust investments, short-term | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | 0 |
Rabbi Trust investments, short-term | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 6,099 | 5,899 |
Rabbi Trust investments, long-term | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 15,696 | 15,970 |
Rabbi Trust investments, long-term | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | 0 |
Rabbi Trust investments, long-term | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 0 | 0 |
Rabbi Trust investments, long-term | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 15,696 | 15,970 |
Contingent consideration: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | (1,152) | (1,788) |
Contingent consideration: | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 0 | 0 |
Contingent consideration: | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 0 | 0 |
Contingent consideration: | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | (1,152) | (1,788) |
Contingent consideration, less current portion | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | (7,356) | (7,327) |
Contingent consideration, less current portion | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 0 | 0 |
Contingent consideration, less current portion | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 0 | 0 |
Contingent consideration, less current portion | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | $ (7,356) | $ (7,327) |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair Value Assets with Unobservable Inputs (Details) - Rabbi Trust investments: $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance at beginning of period | $ 21,869 |
Net realized and unrealized losses recognized in earnings | 314 |
Plan contributions | 187 |
Plan distributions | (575) |
Balance at end of period | 21,795 |
Realized gains | 200 |
Unrealized gains | $ 100 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value Disclosures [Abstract] | ||
Investments | $ 21,800 | $ 21,900 |
Short-term investments | 6,099 | 5,899 |
Long-term investments | $ 15,700 | $ 16,000 |
FAIR VALUE MEASUREMENTS - Fai_2
FAIR VALUE MEASUREMENTS - Fair Value Liabilities with Unobservable Inputs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ (9,115) | |
Additions | (374) | |
Payments | 796 | |
Remeasurement loss | (16) | $ 55 |
Foreign exchange impact | 201 | |
Balance at end of period | $ (8,508) |
FAIR VALUE MEASUREMENTS - Fai_3
FAIR VALUE MEASUREMENTS - Fair Value Liabilities with Unobservable Inputs (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Unamortized debt issuance costs | $ 13,518 | $ 14,395 |
Total debt, gross | 1,015,214 | 1,093,836 |
Level 2 | Term Loan A and Term Loan B | Carrying value, net of unamortized debt issuance costs | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of debt | 794,482 | 796,857 |
Unamortized debt issuance costs | 13,268 | 14,118 |
Total debt, gross | 807,750 | 810,975 |
Level 2 | Term Loan A and Term Loan B | Estimated fair value | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of debt | $ 806,740 | $ 809,961 |
CONTINGENCIES (Details)
CONTINGENCIES (Details) $ in Millions | 1 Months Ended | 3 Months Ended | ||||
Nov. 09, 2022 USD ($) | Jun. 30, 2023 USD ($) | Mar. 31, 2024 USD ($) lawsuit | Dec. 31, 2023 USD ($) | Feb. 29, 2020 USD ($) | May 06, 2013 USD ($) | |
DBCP Cases | ||||||
Concentration Risk [Line Items] | ||||||
Pending lawsuits | lawsuit | 180 | |||||
Damages claimed | $ 17,800 | |||||
Number of cases resulted in judgments | lawsuit | 24 | |||||
Former Shell Site | ||||||
Concentration Risk [Line Items] | ||||||
Estimated possible loss | $ 310 | |||||
Former Shell Site | Shell | ||||||
Concentration Risk [Line Items] | ||||||
Lawsuit related costs incurred | $ 266.6 | |||||
Former Shell Site | BHC | ||||||
Concentration Risk [Line Items] | ||||||
Lawsuit related costs incurred | $ 133.3 | |||||
Percentage of defendant's lawsuit costs attributable to other party | 0.500 | |||||
Former Shell Site, Costs Associated With Lawsuit | ||||||
Concentration Risk [Line Items] | ||||||
Estimated possible loss | $ 90 | |||||
Former Shell Site, Costs Associated With Lawsuit | BHC | ||||||
Concentration Risk [Line Items] | ||||||
Reimbursement of attorney fees | $ 26.7 | |||||
Unfavorable Regulatory Action | ||||||
Concentration Risk [Line Items] | ||||||
Estimated possible loss | $ 20 | |||||
Letter Of Credit, Bank And Surety Bonds | ||||||
Concentration Risk [Line Items] | ||||||
Guarantees | $ 55.2 | $ 48.6 | ||||
Bank Borrowings And Equity Method Investments | ||||||
Concentration Risk [Line Items] | ||||||
Guarantees | $ 5.9 | $ 6.4 | ||||
Minimum | Letter Of Credit, Bank And Surety Bonds | ||||||
Concentration Risk [Line Items] | ||||||
Guarantee term | 1 year | |||||
Maximum | Letter Of Credit, Bank And Surety Bonds | ||||||
Concentration Risk [Line Items] | ||||||
Guarantee term | 20 years |
STOCKHOLDERS' EQUITY - Narrativ
STOCKHOLDERS' EQUITY - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||||
Feb. 28, 2024 | Mar. 06, 2023 | Jan. 31, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Capital stock, shares authorized (in shares) | 600,000,000 | |||||
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 | ||||
Preferred stock, shares authorized (in shares) | 300,000,000 | |||||
Common stock, shares outstanding (in shares) | 94,929,000 | 94,900,000 | ||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||||
Common stock initially reserved for issuance (in shares) | 7,400,000 | |||||
Shares available for future issuance (in shares) | 5,300,000 | |||||
Shares available for future issuance under awards granted (in shares) | 2,100,000 | |||||
Stock-based compensation expense | $ 1,800 | $ 1,300 | ||||
Unrecognized compensation cost | 12,000 | |||||
Cash dividend paid (in USD per share) | $ 0.08 | $ 0.08 | $ 0.08 | |||
Value of cash dividend paid | $ 7,600 | |||||
Amount available to declare or pay a dividend | 533,000 | |||||
Net gains (losses) | 65,436 | 20,483 | ||||
Interest expense | 17,948 | 21,712 | ||||
Cost of sales | $ 1,926,697 | $ 1,810,128 | ||||
Restricted Stock Units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 3 years | |||||
Restricted Stock Units (RSUs) | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 3 years |
STOCKHOLDERS_ EQUITY - Dividend
STOCKHOLDERS’ EQUITY - Dividends Declared and Paid (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Feb. 28, 2024 | Mar. 06, 2023 | Jan. 31, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | |
Equity [Abstract] | |||||
Cash dividend paid (in USD per share) | $ 0.08 | $ 0.08 | $ 0.08 | ||
Dividends | $ (7,722) | $ (7,690) |
STOCKHOLDERS_ EQUITY - Accumula
STOCKHOLDERS’ EQUITY - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Sep. 30, 2023 | Mar. 31, 2023 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Equity at beginning of period | $ 1,386,664 | $ 1,286,674 | |
Total other comprehensive (loss) income | (13,739) | 5,326 | |
Equity at end of period | 1,412,157 | 1,304,128 | |
Interest expense | 17,948 | 21,712 | |
Cost of sales | 1,926,697 | 1,810,128 | |
Fair Value of Derivatives | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Equity at beginning of period | 24,403 | 40,417 | |
Other comprehensive income attributable to Dole plc before reclassifications, net of tax | 10,139 | 3,432 | |
Gross amounts reclassified from accumulated other comprehensive loss | 7,156 | 4,223 | |
Income tax effect of amounts reclassified from accumulated other comprehensive loss | 2,264 | (5,591) | |
Total other comprehensive (loss) income | 5,247 | $ (6,382) | |
Equity at end of period | 29,650 | 34,035 | |
Fair Value of Derivatives | Reclassification out of Accumulated Other Comprehensive Income | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Gross amounts reclassified from accumulated other comprehensive loss | 7,156 | 4,223 | |
Interest expense | 7,857 | (6,138) | |
Cost of sales | (701) | (1,915) | |
Pension & Other Postretirement Benefits | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Equity at beginning of period | (48,229) | (36,938) | |
Other comprehensive income attributable to Dole plc before reclassifications, net of tax | 0 | 0 | |
Gross amounts reclassified from accumulated other comprehensive loss | 0 | 0 | |
Income tax effect of amounts reclassified from accumulated other comprehensive loss | 0 | 0 | |
Total other comprehensive (loss) income | 0 | 0 | |
Equity at end of period | (48,229) | (36,938) | |
Foreign Currency Translation | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Equity at beginning of period | (86,965) | (107,612) | |
Other comprehensive income attributable to Dole plc before reclassifications, net of tax | (16,580) | 9,604 | |
Gross amounts reclassified from accumulated other comprehensive loss | 0 | 0 | |
Income tax effect of amounts reclassified from accumulated other comprehensive loss | 0 | 0 | |
Total other comprehensive (loss) income | (16,580) | 9,604 | |
Equity at end of period | (103,545) | (98,008) | |
Accumulated Other Comprehensive Loss | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Equity at beginning of period | (110,791) | (104,133) | |
Other comprehensive income attributable to Dole plc before reclassifications, net of tax | (6,441) | 13,036 | |
Gross amounts reclassified from accumulated other comprehensive loss | 7,156 | 4,223 | |
Income tax effect of amounts reclassified from accumulated other comprehensive loss | 2,264 | (5,591) | |
Total other comprehensive (loss) income | (11,333) | $ 3,222 | |
Equity at end of period | $ (122,124) | $ (100,911) |
INVESTMENTS IN UNCONSOLIDATED_3
INVESTMENTS IN UNCONSOLIDATED AFFILIATES - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Equity Method Investments and Joint Ventures [Abstract] | ||
Investments in unconsolidated affiliates | $ 130,992 | $ 131,704 |
Equity method investments | 127,400 | 128,300 |
Other investments | $ 3,600 | $ 3,400 |
INVESTMENTS IN UNCONSOLIDATED_4
INVESTMENTS IN UNCONSOLIDATED AFFILIATES - Sales And Purchases From Other Unconsolidated Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Schedule of Equity Method Investments [Line Items] | ||
Revenues, net | $ 2,121,374 | $ 1,989,167 |
Other Unconsolidated Affiliates | ||
Schedule of Equity Method Investments [Line Items] | ||
Purchases | 34,622 | 34,138 |
Other Unconsolidated Affiliates | Related Party | ||
Schedule of Equity Method Investments [Line Items] | ||
Revenues, net | $ 31,211 | $ 30,590 |
INVESTMENTS IN UNCONSOLIDATED_5
INVESTMENTS IN UNCONSOLIDATED AFFILIATES - Amounts Due To and From Other Unconsolidated Affiliates (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Schedule of Equity Method Investments [Line Items] | ||
Amounts due from investments in unconsolidated affiliates presented within trade receivables | $ 621,282 | $ 538,177 |
Amounts due from investments in unconsolidated affiliates presented within other receivables | 120,986 | 117,069 |
Amounts due from investments in unconsolidated affiliates presented within other assets | 17,149 | 17,401 |
Amounts due to investments in unconsolidated affiliates presented within accounts payable | (599,445) | (670,904) |
Other Unconsolidated Affiliates | Related Party | ||
Schedule of Equity Method Investments [Line Items] | ||
Amounts due from investments in unconsolidated affiliates presented within trade receivables | 19,026 | 25,066 |
Amounts due from investments in unconsolidated affiliates presented within other receivables | 4,334 | 4,138 |
Amounts due from investments in unconsolidated affiliates presented within other assets | 8,904 | 9,220 |
Amounts due to investments in unconsolidated affiliates presented within accounts payable | $ (10,451) | $ (10,514) |
EARNINGS (LOSS) PER SHARE (Deta
EARNINGS (LOSS) PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Earnings Per Share [Abstract] | ||
Income from continuing operations | $ 71,487 | $ 34,989 |
Net loss (income) attributable to noncontrolling interests | 4,707 | (6,324) |
Income from continuing operations attributable to Dole plc | 76,194 | 28,665 |
Loss from discontinued operations, net of income taxes | (14,506) | |
Net income attributable to Dole plc | $ 70,143 | $ 14,159 |
Weighted average number of shares outstanding: | ||
Weighted average shares - basic (in shares) | 94,929 | 94,899 |
Effect of share options with a dilutive effect (in shares) | 300 | 125 |
Weighted average shares - diluted (in shares) | 95,229 | 95,024 |
Basic: | ||
Continuing operations (in USD per share) | $ 0.80 | $ 0.30 |
Discontinued operations (in USD per share) | (0.06) | (0.15) |
Net income per share attributable to Dole plc - basic (in USD per share) | 0.74 | 0.15 |
Diluted: | ||
Continuing operations (in USD per share) | 0.80 | 0.30 |
Discontinued operations (in USD per share) | (0.06) | (0.15) |
Net income per share attributable to Dole plc - diluted (in USD per share) | $ 0.74 | $ 0.15 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent Event - USD ($) $ / shares in Units, $ in Thousands | May 14, 2024 | Apr. 25, 2024 |
Subsequent Event [Line Items] | ||
Cash dividend declared (in USD per share) | $ 0.08 | |
Estimated prepayment | $ 100,000 |