News & Events

by reference. Resignation of Calavo Directors At the First Effective Time, all of the directors of Calavo ceased serving as directors of Calavo. In connection with the transactions contemplated by the Merger Agreement, B. John Lindeman, Farha Aslam, Marc L. Brown, Michael DiGregorio, Steven Hollister, Kathleen M. Holmgren, J. Link Leavens, and Adriana Mendizabal tendered their resignations as members of the board of directors of Calavo and from all committees of the board on which they former…

Termination of a Material Definitive Agreement. In connection with the closing of the Mergers, Calavo repaid all obligations outstanding under, and concurrently terminated, the Credit Agreement, dated as of June 26, 2023 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time), by and among Calavo, certain subsidiaries of Calavo as borrowers, the banks and other financial institutions or entities party thereto from time to time, and Wells Fargo Bank,…

by reference. On the Closing Date, Merger Sub I merged with and into Calavo, pursuant to the provisions of the CCC and DGCL, with Calavo as the Surviving Corporation, and immediately following, the Surviving Corporation merged with and into Merger Sub II, with Merger Sub II as the Surviving Company in accordance with the applicable provisions of the CCC, the DGCL and the DLLCA. Accordingly, a change in control of Calavo occurred.

by reference. In connection with the Mergers and at the First Effective Time, holders of Calavo Common Stock (other than holders of Cancelled Shares and Dissenting Shares) immediately prior to such time ceased to have any rights as shareholders in Calavo (other than their right to receive the Merger Consideration pursuant to the Merger Agreement).

Merger Consideration; Effect on Capital Stock Pursuant to the Merger Agreement, upon the execution, acknowledgement, delivery and filing of the certificate of merger with respect to the First Merger with the Office of the Secretary of State of California as provided under the CCC and the Secretary of State of the State of Delaware as provided under the DGCL (the “First Effective Time”), each share of common stock, par value $0.001 per share of Calavo (“Calavo Common Stock”) issued and outstan…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Calavo notified its principal trading market, the Nasdaq Global Select Market (“Nasdaq”), that the Mergers would be effective on May 28, 2026. On May 28, 2026, Nasdaq filed with the SEC a Notification of Removal from Listing and/or Registration Under Section 12(b) of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), on Form 25 to remove shares of Calavo Common Stock from…

Other Events. On May 22, 2026, Calavo Growers, Inc. (“Calavo”) and Mission Produce, Inc. (“Mission Produce”) issued a joint press release announcing that antitrust clearance has been obtained from Mexico’s Federal Economic Competition Commission (Comisión Federal de Competencia Económica, or “COFECE”) for the previously announced pending acquisition of Calavo by Mission Produce (the “Mergers”), and that, subject to continued satisfaction of all conditions, Calavo and Mission Produce currently…

Other Events. As previously disclosed, on January 14, 2026, Calavo Growers, Inc. (“Calavo”) entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among Calavo, Mission Produce, Inc. (“Mission Produce”), Cantaloupe Merger Sub I, Inc. (“Merger Sub I”) and Cantaloupe Merger Sub II, LLC (“Merger Sub II”). Pursuant to the Merger Agreement, and subject to the satisfaction or waiver of the conditions specified therein, (i) Merger Sub I will merge with and into Calavo (the “Fi…

Other Events. As previously disclosed, on January 14, 2026, Calavo Growers, Inc., a California corporation (“Calavo”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among Calavo, Mission Produce, Inc., a Delaware corporation (“Mission Produce”), Cantaloupe Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Mission Produce (“Merger Sub I”) and Cantaloupe Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary…

Regulation FD Disclosure. On March 6, 2026, the Board of Directors (the “Board”) of Calavo Growers, Inc. (the “Company”) declared a quarterly cash dividend of $0.20 per share on the Company’s outstanding common stock, payable on April 29, 2026 to shareholders of record as of the close of business on April 1, 2026. On April 13, 2026, the Board amended the record date for the previously declared dividend from April 1, 2026 to April 24, 2026. Except for the change in the record date, the previou…

Results of Operations and Financial Condition. On March 12, 2026, Calavo Growers, Inc., (“Calavo” or the “Company”) issued a press release announcing our financial results for the three-month period ended January 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securi…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As previously disclosed in the Original Report, on January 14, 2026, the Company entered into Executive Retention Agreements with James Snyder, the Company’s Chief Financial Officer and Ronald Araiza, Executive Vice President of Calavo Foods Division (each a “Retention Agreement” and collectively, the “Retention Agreements”), which amend in part th…

Results of Operations and Financial Condition. On January 14, 2026, Calavo Growers, Inc., (the “Company”) issued a press release announcing our financial results for the three-month and twelve-month periods ended October 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of th…

and Exhibits 99.1 and 99.2 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth in such filing. Annual Meeting Date As a result of Calavo’s entry into the Merger Agreement and to facilitate the timely completion of the Mergers, the Calavo Board expects tha…

Entry into a Material Definitive Agreement. On January 14, 2026, Calavo Growers, Inc., a California corporation (“ Calavo ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”), by and among Calavo, Mission Produce, Inc., a Delaware corporation (“ Mission ”), Cantaloupe Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Mission (“ Merger Sub I ”) and Cantaloupe Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 14, 2026, Calavo entered into Executive Retention Agreements with James Snyder, Calavo’s Chief Financial Officer and Ronald Araiza, Executive Vice President of Calavo Foods Division (each a “ Retention Agreement ” and collectively, the “ Retention Agreements ”), which amend in part the compensatory provisions of their existing offer lett…

Regulation FD. As previously announced, the Board of Directors of the Company formed a Special Transactions Committee to review strategic alternatives and evaluate all proposals and the Company has engaged a financial advisor and M&A legal counsel to assist the Company and the Strategic Transactions Committee in its evaluation of such alternatives. The review process remains ongoing and may or may not result in a transaction. In the event the strategic review process does not result in the an…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The information contained in

Entry into a Material Definitive Agreement. As previously announced, on December 8, 2025 (the “Effective Date”), Lecil E. Cole retired as the President and Chief Executive Officer of Calavo Growers, Inc. (the “Company”). On the Effective Date of Mr. Cole’s retirement, he entered into a letter agreement (the “Agreement”) with the Company. The Agreement provides that the Company agreed to amend that certain Stock Option Grant Notice dated March 15, 2023 (the “Stock Option”) between the Company…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 19, 2025, Mike Browne informed Calavo Growers, Inc. (the “Company”) that he will retire from his role as Executive Vice President, Sales and Operations, effective December 1, 2025. ​

Regulation FD. A copy of the press release announcing Mr. Cole’s retirement and Mr. Lindeman’s appointment is filed as Exhibit 99.1 to this Form 8-K and incorporated herein by reference. The information in this Item 7.01 (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any fili…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 12, 2025, Calavo Growers, Inc. (the “Company”) announced that Lee E. Cole, President and Chief Executive Officer, will retire effective December 8, 2025. Mr. Cole will retire as an employee and officer of the Company on that date. The Company also announced that its Board of Directors (the “Board”) has appointed B. John Lindeman as Pres…

Results of Operations and Financial Condition. ​ On September 9, 2025, Calavo Growers Inc., (the “Company”) issued a press release announcing our financial results for the three-month and nine-month periods ended July 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. ​ In accordance with General Instruction B.2 of Form 8 - K, the information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of t…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As described below in

Other Events On March 16, 2025, the Board of Directors of Calavo Growers, Inc. (the “Company”) approved a share repurchase program authorizing the Company to repurchase up to $25,000,000 of its outstanding shares of common stock, par value $0.001 per share (“Common Stock”). Repurchases under the program may be made from time to time in accordance with applicable securities laws and regulations, using a variety of methods, including open market purchases, privately negotiated transactions, and…