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Table of Contents





Background and Certain Defined Terms
In this report, unless otherwise specified, the terms “we”, “our”, “us”, the “Group”, the “Company” and “Dole” refer to Dole plc, individually or together with its subsidiaries, as the context may require. References to “Dole plc” refer to the registrant.
The term “Annual Report on Form 20-F” refers to Dole’s annual report on Form 20-F for the year ended December 31, 2024, filed on March 11, 2025 by Dole plc (File No. 001-40695).
The term “Credit Agreement” refers to the March 26, 2021 credit agreement with Coöperatieve Rabobank U.A., New York Branch, as amended from time to time.
Forward-Looking Statements
The following discussion and analysis of our financial condition, results of operations and notes to the unaudited condensed consolidated financial statements included herein may contain forward-looking statements that relate to our plans, objectives, estimates and goals and involve risks and uncertainties. Our actual results could differ materially from the forward-looking statements included herein. Statements regarding our future and projections relating to products, sales, revenues, expenditures, costs and earnings are typical of such statements. Factors that could cause or contribute to such differences include, but are not limited to, those identified below and those discussed in “Item 3D. Risk Factors” in the Annual Report on Form 20-F.
The following contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 relating to our operations, results of operations and other matters that are based on our current expectations, estimates, assumptions and projections. Forward-looking statements are based on management’s beliefs, assumptions and expectations of our future economic performance, considering the information currently available to management. These statements are not statements of historical fact. The words “believe,” “may,” “could,” “will,” “should,” “would,” “anticipate,” “estimate,” “expect,” “intend,” “objective,” “seek,” “strive,” “target” or similar words, or the negative of these words, identify forward-looking statements. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to our operations, financial results, financial condition, business prospects, growth strategy and liquidity. Accordingly, there are, or will be, important factors that could cause our actual results to differ materially from those indicated in these statements. All such risk factors are difficult to predict, contain uncertainties that may materially affect actual results and may be beyond our control. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors or to assess the impact of each such risk factor on the Company. Any forward-looking statement speaks only as of the date on which such statement is made, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made except as required by the federal securities laws. If one or more risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, our actual results may vary materially from what we may have expressed or implied by these forward-looking statements. We caution that you should not place undue reliance on any of our forward-looking statements.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
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DOLE PLC
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
September 30, 2025December 31, 2024
ASSETS(U.S. Dollars and shares in thousands)
Cash and cash equivalents$314,673 $330,017 
Short-term investments6,299 6,019 
Trade receivables, net of allowances for credit losses of $21,387 and $19,493, respectively
584,581 473,511 
Grower advance receivables, net of allowances for credit losses of $34,496 and $29,304, respectively
166,634 104,956 
Other receivables, net of allowances for credit losses of $14,782 and $15,248, respectively
154,055 125,951 
Inventories, net of allowances of $4,085 and $4,178, respectively
448,863 430,168 
Prepaid expenses68,330 68,918 
Other current assets20,708 15,111 
Fresh Vegetables current assets held for sale— 281,990 
Other assets held for sale1,653 1,419 
Total current assets1,765,796 1,838,060 
Long-term investments 14,198 14,630 
Investments in unconsolidated affiliates142,712 129,322 
Actively marketed property55,887 45,778 
Property, plant and equipment, net of accumulated depreciation of $605,881 and $502,062, respectively
1,118,915 1,120,366 
Operating lease right-of-use assets352,708 341,722 
Goodwill449,180 429,590 
DOLE brand306,280 306,280 
Other intangible assets, net of accumulated amortization of $132,626 and $118,956, respectively
20,502 25,238 
Other assets140,962 112,893 
Deferred tax assets, net85,695 82,484 
Total assets$4,452,835 $4,446,363 
LIABILITIES AND EQUITY
Accounts payable$706,669 $648,591 
Income taxes payable36,516 42,753 
Accrued liabilities489,299 443,145 
Bank overdrafts14,706 11,443 
Current portion of long-term debt, net57,445 80,097 
Current maturities of operating leases68,192 64,357 
Payroll and other tax26,348 28,056 
Contingent consideration4,652 3,399 
Pension and other postretirement benefits18,114 18,491 
Fresh Vegetables current liabilities held for sale— 214,387 
Dividends payable and other current liabilities38,428 14,696 
Total current liabilities1,460,369 1,569,415 
Long-term debt, net899,299 866,075 
Operating leases, less current maturities290,290 280,896 
Deferred tax liabilities, net76,720 84,712 
Income taxes payable, less current portion— 6,210 
Contingent consideration, less current portion1,202 4,007 
Pension and other postretirement benefits, less current portion129,617 129,870 
Other long-term liabilities75,479 70,260 
Total liabilities$2,932,976 $3,011,445 
Contingencies (See Note 16)
Redeemable noncontrolling interests32,568 35,554 
Stockholders’ equity:
Common stock — $0.01 par value; 300,000 shares authorized; 95,163 and 95,041 shares outstanding as of September 30, 2025 and December 31, 2024, respectively
952 950 
Additional paid-in capital800,225 801,099 
Retained earnings687,242 657,430 
Accumulated other comprehensive loss(108,529)(166,180)
Total equity attributable to Dole plc1,379,890 1,293,299 
Equity attributable to noncontrolling interests107,401 106,065 
Total equity1,487,291 1,399,364 
Total liabilities, redeemable noncontrolling interests and equity$4,452,835 $4,446,363 

See Notes to Unaudited Condensed Consolidated Financial Statements
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DOLE PLC
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three Months EndedNine Months Ended
September 30, 2025September 30, 2024September 30, 2025September 30, 2024
(U.S. Dollars and shares in thousands, except per share amounts)
Revenues, net$2,278,915 $2,062,414 $6,806,746 $6,307,879 
Cost of sales(2,123,734)(1,898,375)(6,251,072)(5,748,577)
Gross profit155,181 164,039 555,674 559,302 
Selling, marketing, general and administrative expenses(123,621)(115,829)(366,341)(351,383)
Gain on disposal of businesses143 — 552 75,945 
Gain on asset sales842 1,573 13,966 1,901 
Impairment of goodwill— — — (36,684)
Impairment and asset write-downs of property, plant and equipment and lease assets(8,394)(2,049)(8,576)(3,326)
Operating income24,151 47,734 195,275 245,755 
Other income (expense), net12,614 (4,541)(6,450)9,458 
Interest income3,478 2,632 9,473 8,335 
Interest expense(16,641)(17,473)(51,339)(54,209)
Income from continuing operations before income taxes and equity earnings23,602 28,352 146,959 209,339 
Income tax expense (6,100)(15,524)(49,182)(75,385)
Equity method earnings6,559 2,303 23,352 8,711 
Income from continuing operations 24,061 15,131 121,129 142,665 
(Loss) income from discontinued operations, net of income taxes(10,236)6,384 (45,156)32,351 
Net income13,825 21,515 75,973 175,016 
Net income attributable to noncontrolling interests(8,720)(7,113)(21,990)(10,354)
Net income attributable to Dole plc$5,105 $14,402 $53,983 $164,662 
Income (loss) per share - basic:
Continuing operations$0.16 $0.08 $1.04 $1.39 
Discontinued operations(0.11)0.07 (0.47)0.34 
Net income per share attributable to Dole plc - basic
$0.05 $0.15 $0.57 $1.73 
Income (loss) per share - diluted:
Continuing operations$0.16 $0.08 $1.03 $1.39 
Discontinued operations(0.11)0.07 (0.47)0.34 
Net income per share attributable to Dole plc - diluted
$0.05 $0.15 $0.56 $1.73 
Weighted-average shares:
Basic95,163 94,990 95,139 94,950 
Diluted95,979 95,614 95,835 95,395 






See Notes to Unaudited Condensed Consolidated Financial Statements

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DOLE PLC
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
Three Months EndedNine Months Ended
September 30, 2025September 30, 2024September 30, 2025September 30, 2024
(U.S. Dollars in thousands)
Net income $13,825 $21,515 $75,973 $175,016 
Other comprehensive income (loss), net of tax:
Net unrealized gain (loss) on derivatives4,555 (13,891)(23,453)(11,478)
Foreign currency translation adjustment454 30,208 90,801 5,128 
Total other comprehensive income (loss)5,009 16,317 67,348 (6,350)
Comprehensive income 18,834 37,832 143,321 168,666 
Comprehensive income attributable to noncontrolling interests(8,714)(11,057)(31,515)(10,213)
Comprehensive income attributable to Dole plc$10,120 $26,775 $111,806 $158,453 
































See Notes to Unaudited Condensed Consolidated Financial Statements

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DOLE PLC
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Nine Months Ended
September 30, 2025September 30, 2024
Operating Activities
(U.S. Dollars in thousands)
Net income$75,973 $175,016 
Loss (income) from discontinued operations, net of taxes45,156 (32,351)
Income from continuing operations121,129 142,665 
Adjustments to reconcile income from continuing operations to net cash provided by (used in) operating activities - continuing operations:
Depreciation and amortization83,645 72,632 
Impairment of goodwill— 36,684 
Impairment and asset write-downs of property, plant and equipment8,576 3,326 
Net gain on sale of assets(13,966)(1,901)
Net gain on sale of businesses(552)(75,945)
Net loss (gain) on financial instruments22,365 (723)
Stock-based compensation expense5,000 6,090 
Equity method earnings(23,352)(8,711)
Noncash debt refinancing expenses1,921 — 
Amortization of debt discounts and debt issuance costs4,733 6,255 
Deferred tax benefit (expense)2,075 (12,353)
Pension and other postretirement benefit plan expense 4,535 1,982 
Dividends received from equity method investments8,744 4,994 
Gain on insurance proceeds(11,542)(527)
Other(1,337)705 
Changes in operating assets and liabilities:
Receivables, net of allowances(203,434)(89,014)
Inventories(5,583)(9,136)
Prepaids, other current assets and other assets(244)(4,032)
Accounts payable, accrued liabilities and other liabilities24,228 33,255 
Net cash provided by operating activities - continuing operations26,941 106,246 
Investing activities
Sales of assets12,093 2,825 
Capital expenditures(93,101)(56,788)
Proceeds from sale of businesses, net of transaction costs and cash transferred68,515 117,735 
Insurance proceeds19,550 527 
Purchases of investments(2)(262)
Purchases of unconsolidated affiliates(2,055)(504)
Acquisitions, net of cash acquired(2,489)(930)
Other(22)(1,908)
Net cash provided by investing activities - continuing operations
2,489 60,695 
Financing activities
Proceeds from borrowings and overdrafts1,533,582 1,273,561 
Repayments on borrowings and overdrafts and payment of debt refinancing fees(1,516,208)(1,425,422)
Dividends paid to shareholders(24,171)(22,899)
Dividends paid to noncontrolling interests(22,917)(23,157)
Other noncontrolling interest activity, net— 78 
Payment of contingent consideration(1,015)(996)
Net cash used in financing activities - continuing operations(30,729)(198,835)
Effect of foreign exchange rate changes on cash17,988 1,613 
Net cash (used in) provided by operating activities - discontinued operations(27,109)23,397 
Net cash used in investing activities - discontinued operations(6,626)(6,139)
Cash (used in) provided by discontinued operations, net(33,735)17,258 
Decrease in cash and cash equivalents(17,046)(13,023)
Cash and cash equivalents at beginning of period, including discontinued operations331,719 277,005 
Cash and cash equivalents at end of period, including discontinued operations$314,673 $263,982 
Supplemental cash flow information:
Income tax payments, net of refunds$(71,546)$(62,743)
Interest payments on borrowings$(48,438)$(50,376)
See Notes to Unaudited Condensed Consolidated Financial Statements

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DOLE PLC
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited)
Equity Attributable to Dole plc
 Common
Stock		Additional Paid-
In Capital
Retained Earnings
Accumulated Other Comprehensive Loss
Total Equity Attributable to Dole plc
Equity
Attributable to
Noncontrolling
Interests
Total
Equity
Redeemable Noncontrolling Interests
(U.S. Dollars in thousands)
Balance as of December 31, 2024$950 $801,099 $657,430 $(166,180)$1,293,299 $106,065 $1,399,364 $35,554 
Net income— — 38,912 — 38,912 1,457 40,369 3,525 
Dividends declared— — (7,735)— (7,735)(1,929)(9,664)(261)
Stock-based compensation1 1,446 — — 1,447 — 1,447 — 
Other noncontrolling interest activity, net— (5,623)— — (5,623)(1,325)(6,948)(5,641)
Other redeemable noncontrolling interest activity, net— (2)— — (2)— (2)2 
Other comprehensive income (loss), net of income tax— — — 17,516 17,516 3,056 20,572 (65)
Balance as of March 31, 2025$951 $796,920 $688,607 $(148,664)$1,337,814 $107,324 $1,445,138 $33,114 
Net income$— $— $9,966 $— $9,966 $7,455 $17,421 $841 
Dividends declared— — (8,218)— (8,218)(5,494)(13,712)(278)
Stock-based compensation1 1,393 — — 1,394 — 1,394 — 
Other noncontrolling interest activity, net— 13 — — 13 (3,530)(3,517)1,527 
Other redeemable noncontrolling interest activity, net— 131 — — 131 — 131 (131)
Other comprehensive income, net of income tax— — — 35,292 35,292 6,215 41,507 325 
Balance as of June 30, 2025$952 $798,457 $690,355 $(113,372)$1,376,392 $111,970 $1,488,362 $35,398 
Net income$— $— $5,105 $— $5,105 $6,817 $11,922 $1,976 
Dividends declared— — (8,218)— (8,218)(10,741)(18,959)(4,222)
Stock-based compensation— 1,854 — — 1,854 — 1,854 — 
Other noncontrolling interest activity, net— 258 — — 258 (1,130)(872)(437)
Other redeemable noncontrolling interest activity, net— (344)— — (344)(344)344 
Other comprehensive income (loss), net of income tax— — — 4,843 4,843 485 5,328 (491)
Balance as of September 30, 2025$952 $800,225 $687,242 $(108,529)$1,379,890 $107,401 $1,487,291 $32,568 

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Equity Attributable to Dole plc
 Common
Stock		Additional Paid-
In Capital
Retained Earnings
Accumulated Other Comprehensive Loss
Total Equity Attributable to Dole plc
Equity
Attributable to
Noncontrolling
Interests
Total
Equity
Redeemable Noncontrolling Interests
(U.S. Dollars in thousands)
Balance as of December 31, 2023$949 $796,800 $562,562 $(110,791)$1,249,520 $137,144 $1,386,664 $34,185 
Net income (loss)— — 70,143 — 70,143 (5,333)64,810 536 
Dividends declared — — (7,722)— (7,722)(6,895)(14,617)(278)
Stock-based compensation— 1,832 — — 1,832 — 1,832 — 
Other noncontrolling interest activity, net— — — — — 347 347 — 
Other redeemable noncontrolling interest activity, net— 883 — — 883 — 883 (883)
Disposal of the Progressive Produce business— — — — — (13,817)(13,817)— 
Other comprehensive (loss) income, net of income tax— — — (11,333)(11,333)(2,612)(13,945)206 
Balance as of March 31, 2024$949 $799,515 $624,983 $(122,124)$1,303,323 $108,834 $1,412,157 $33,766 
Net income$— $— $80,117 $— $80,117 $7,478 $87,595 $593 
Dividends declared— — (7,596)— (7,596)(11,998)(19,594)(274)
Stock-based compensation1 1,986 — — 1,987 — 1,987 — 
Other noncontrolling interest activity, net— 11 — — 11 75 86 — 
Other redeemable noncontrolling interest activity, net— 262 — — 262 — 262 (262)
Other comprehensive (loss), net of income tax— — — (7,249)(7,249)(1,672)(8,921)(6)
Balance as of June 30, 2024$950 $801,774 $697,504 $(129,373)$1,370,855 $102,717 $1,473,572 $33,817 
Net income$— $— $14,402 $— $14,402 $5,928 $20,330 $1,489 
Dividends declared— — (7,859)— (7,859)(2,217)(10,076)(1,494)
Stock-based compensation— 1,186 — — 1,186 — 1,186 — 
Other noncontrolling interest activity, net— (7)— — (7)(87)(94)— 
Other redeemable noncontrolling interest activity, net— (1,034)— — (1,034)— (1,034)1,034 
Other comprehensive income (loss), net of income tax— — — 12,373 12,373 4,000 16,373 (56)
Balance as of September 30, 2024$950 $801,919 $704,047 $(117,000)$1,389,916 $110,341 $1,500,257 $34,790 













See Notes to Unaudited Condensed Consolidated Financial Statements

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DOLE PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 1 — 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 100 countries worldwide. With operations in 30 countries, these products are distributed and marketed in over 85 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 August 1, 2025, the Company entered into a definitive agreement with OG Holdco LLC, a Delaware limited liability company (“OG Holdco” or the “Buyer”), the parent company of organicgirl LLC, a portfolio company of Arable Capital Partners, LLC (“Arable”), pursuant to which Dole agreed to sell the fresh vegetables (“Fresh Vegetables”) division to OG Holdco (the “Transaction”). On August 5, 2025, the Transaction closed for an aggregate purchase price of approximately $140.0 million. Certain assets and liabilities of the Fresh Vegetables division were excluded from the Transaction (“excluded assets and liabilities”).
As a result of the Company’s exit of the Fresh Vegetables division (the “Vegetables exit process”), 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 as of December 31, 2024. Additionally, its cash flows have been separately stated as discontinued operations in the condensed consolidated statements of cash flows for all periods presented. The excluded assets and liabilities of the Transaction have been reclassified as continuing operations in the condensed consolidated balance sheets for all periods presented as they no longer meet held-for-sale criteria.
See Note 4 “Acquisitions and Divestitures” for additional detail.
NOTE 2 — BASIS OF PRESENTATION 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.

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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 and divestitures, 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.
NOTE 3 — NEW ACCOUNTING PRONOUNCEMENTS
New Accounting Pronouncements Adopted
ASU 2023-07 – Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures
In November 2023, the FASB issued Accounting Standards Update (“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. Dole adopted the updated disclosure guidance for the annual reporting period beginning January 1, 2024. The amendments in this update were applied retrospectively to all prior periods presented. Refer to Note 6 “Segments” for the Company’s segment disclosures.

New Accounting Pronouncements Not Yet Adopted
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. The Company is evaluating the potential impact of the new requirements on income tax disclosures.
ASU 2024-03 and ASU 2025-01 – Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses
In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which enhances interim and annual disclosure requirements of certain costs and expenses, including the disaggregation of each relevant expense caption of the income statement into certain expense categories, such as purchases of inventory, employee compensation, depreciation, intangible asset amortization, and depreciation, depletion, and amortization recognized as part of oil- and gas-producing activities. Additionally, the FASB issued ASU 2025-01 in January 2025, to clarify the effective date. The amendments in this update are effective for annual periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is evaluating the potential impact of the new requirements.

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ASU 2025-05 – Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets
In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, which introduces a practical expedient that allows entities to assume that current conditions as of the balance sheet date do not change for the remaining life of the asset when estimating expected credit losses for current accounts receivable and current contract assets. The amendments in this update are effective for interim and annual periods beginning after December 15, 2025, with early adoption permitted. The Company is evaluating the potential impact of the practical expedient in this update.
NOTE 4 — ACQUISITIONS AND DIVESTITURES
Vegetables Exit Process
On August 1, 2025, the Company entered into the Transaction with OG Holdco, pursuant to which Dole agreed to sell the Fresh Vegetables division to OG Holdco for an aggregate purchase price of approximately $140.0 million comprising of approximately $90.0 million in cash and $50.0 million in the form of a non-contingent seller note (“seller note”) (collectively, the “Purchase Price”), and a $10.0 million potential earn-out payment (“earn-out”). The seller note accrues interest quarterly (5.0% paid-in-kind) and the outstanding principal is due on December 31, 2030 with no prepayment penalty. The earn-out is contingent on the Fresh Vegetables division meeting certain return on investment (“ROI”) targets over a 4-year period beginning in fiscal year 2027. The cash portion of the Purchase Price is subject to customary adjustments for net working capital, cash and indebtedness. On August 5, 2025 (“closing date”), the Transaction closed and the Company completed the Vegetables exit process.
The carrying value of net assets and noncontrolling interests sold (the “disposal group”) of the Fresh Vegetables division amounted to $141.8 million, including cash of $28.0 million, comprising substantially all of the assets and liabilities of the former Fresh Vegetables reportable segment. Total estimated consideration of the Purchase Price (including estimates of net working capital, cash and indebtedness) and the earn-out was recorded at fair value of $144.2 million, of which $11.0 million was allocated to lease transactions for the right to use certain cooler facilities (“cooler facilities”) for up to five years which were excluded from the disposal group. The seller note was recorded at fair value by assessing the expected future cash flows and discounting to net present value. The Company performed a probability assessment of the likelihood of the disposal group meeting the established ROI targets based on historical performance and forecasted earnings to record the earn-out at fair value. The aggregate total estimated fair value of the seller note and earn-out was $40.0 million as of the closing date based on unobservable (Level 3) inputs.
The Company recognized a pre-tax loss on the disposal of the Fresh Vegetables division of $14.7 million which includes $6.1 million of transaction costs. The pre-tax loss is included in (loss) income from discontinued operations, net of tax, in the condensed consolidated statements of operations for the three and nine months ended September 30, 2025. The total income tax impact of the Transaction, including the release of deferred tax liabilities associated with the disposal group as a result of the Transaction being structured as an asset sale, is a net income tax benefit of $3.5 million, included within the income tax benefit (expense) of discontinued operations in the three and nine months ended September 30, 2025.
Total cash inflows from the Transaction were $68.0 million, adjusted for estimated net working capital adjustments, indebtedness items and amounts held in escrow, and is also net of transaction costs paid. The net cash inflow is included in continuing operations proceeds from the sale of businesses in the condensed consolidated statements of cash flows.
The cooler facilities, along with certain leases, employee-related and legal liabilities, were excluded from the disposal group of the Transaction. The cooler facilities are being leased back to the Buyer through the terms of the Transaction. The excluded assets and liabilities have been reclassified as held and used in continuing operations in the condensed consolidated balance sheets for all periods presented. The property, plant and equipment, net and operating lease right-of-use assets associated with the excluded assets and liabilities have been reclassified as held and used at the lower of carrying amount (adjusted for depreciation and amortization had these assets been continuously classified as held and used) and fair value, resulting in aggregate impairment charges of $8.2 million, included in impairment and asset write-downs of property, plant and equipment and lease assets in the condensed consolidated statements of operations for the three and nine months ended September 30, 2025.

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The Fresh Vegetables division first met the held-for-sale criteria in the three months ended March 31, 2023 and the Company determined that it would represent 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. The total amount of depreciation and amortization not recorded from March 31, 2023 to closing date was $103.6 million. In accordance with held-for-sale disposal group measurement guidance, an after-tax cumulative loss of $123.5 million (gross cumulative loss of $165.8 million net of a deferred tax credit of $42.3 million) has been recorded prior to the closing date to adjust the carrying amount of the Fresh Vegetables division to its estimated fair value, less costs to sell. The after-tax impact of this loss in the nine months ended September 30, 2025 was $45.3 million (gross loss of $60.9 million net of a deferred tax credit of $15.5 million). The estimated fair value was based on ongoing negotiations with potential market participants and therefore utilizes unobservable (Level 3) inputs.

Dole does not anticipate having significant continuing involvement with the Fresh Vegetables division with the exception of limited transition services arrangements that are not expected to be material to Dole’s continuing operations. Any subsequent transactions with the Buyer will be at arms-length terms.
The following tables present the results of the Fresh Vegetables division as reported in (loss) income 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 discontinued operations assets and liabilities held for sale in the condensed consolidated balance sheets.
Three Months EndedNine Months Ended
September 30, 2025September 30, 2024September 30, 2025September 30, 2024
(U.S. Dollars in thousands)
Revenues, net
$83,620 $266,007 $575,855 $853,802 
Cost of sales
(76,986)(237,433)(533,596)(764,054)
Gross profit
6,634 28,574 42,259 89,748 
Selling, marketing, general and administrative expenses
(5,798)(12,086)(26,386)(34,555)
Transaction and other operating costs— (856)(279)(1,570)
Gain (loss) on asset sales31 — 31 (221)
Operating income from discontinued operations867 15,632 15,625 53,402 
Other (expense) income, net(11)9 228 894 
Net interest income (expense)1
9 33 74 (1,620)
Income from discontinued operations before income taxes865 15,674 15,927 52,676 
Loss on disposal of business and classification as held for sale before income taxes2
(14,709)— (75,622)— 
Total (loss) income from discontinued operations before income taxes(13,844)15,674 (59,695)52,676 
Income tax benefit (expense)3
3,681 (8,986)14,620 (19,988)
Income from discontinued operations attributable to noncontrolling interests(73)(304)(81)(337)
(Loss) income from discontinued operations, net of income taxes$(10,236)$6,384 $(45,156)$32,351 
1 Net interest income presented within discontinued operations is net of interest expense.
2 Loss on disposal of business and classification as held for sale before income taxes includes the loss on disposal of $14.7 million for the three and nine months ended September 30, 2025 and includes the loss upon classification as held for sale of $60.9 million for nine months ended September 30, 2025.
3Income tax benefit (expense) for the three and nine months ended September 30, 2025 includes a net benefit (expense) of $3.5 million from the Transaction, comprised of a $7.1 million income tax expense related to the disposal and $10.6 million income tax benefit upon release of the deferred tax liabilities associated with the disposal group due to the Transaction being structured as an asset sale.

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December 31, 2024
ASSETS
(U.S. Dollars in thousands)
Cash and cash equivalents$1,702 
Current receivables, net1
12,182 
Inventories, net32,181 
Prepaid expenses and other current assets3,942 
Property, plant and equipment, net210,235 
Operating lease right-of-use assets111,663 
Other noncurrent assets14,971 
Loss recognized on classification as held for sale(104,886)
Total Fresh Vegetables assets held for sale$281,990 
Fresh Vegetables current assets held for sale281,990 
Fresh Vegetables non-current assets held for sale— 
Total Fresh Vegetables assets held for sale$281,990 
LIABILITIES
Accounts payable$61,640 
Accrued and other current liabilities69,057 
Operating lease liabilities69,020 
Deferred income tax liabilities14,669 
Total Fresh Vegetables liabilities held for sale$214,386 
Fresh Vegetables current liabilities held for sale214,386 
Fresh Vegetables non-current liabilities held for sale— 
Total Fresh Vegetables liabilities held for sale$214,386 
1As of December 31, 2024, Fresh Vegetables sold its trade receivables under the facility with recourse provisions described in Note 8 “Receivables and Allowances for Credit Losses”, amounting to $62.2 million. Prior to the closing date, Fresh Vegetables’ position under the facility was settled and these receivables were included within the disposal group.
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 $75.9 million for the nine months ended September 30, 2024, included within gain on disposal of businesses 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. During the nine months ended September 30, 2024, Progressive Produce comprised $77.9 million of Dole’s consolidated net revenue. Associated transaction costs were not material. During the nine months ended September 30, 2025, Dole recognized an incremental gain on the sale of $0.4 million related to amounts that were released from escrow.
Other Acquisitions and Divestitures
The Company normally engages in acquisitions to grow its business and product offerings and in divestitures to align with Dole’s long-term strategy. Other acquisitions and divestitures of subsidiaries in the three and nine months ended September 30, 2025 and September 30, 2024 were not material. Changes to goodwill were primarily driven by foreign currency translation in the nine months ended September 30, 2025.
See Note 18 “Investments in Unconsolidated Affiliates” for additional detail on a divestiture of ownership shares in an equity method investee.

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NOTE 5 — 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, pineapples and plantains, 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 the Company’s vessels. Net service revenues were less than 10% of total revenue for the three and nine months ended September 30, 2025 and September 30, 2024.
The following table presents the Company's disaggregated revenue by similar types of products and services for the three and nine months ended September 30, 2025 and September 30, 2024:
Three Months EndedNine Months Ended
September 30, 2025September 30, 2024September 30, 2025September 30, 2024
(U.S. Dollars in thousands)
Diversified produce
$1,390,318 $1,258,694 $4,074,652 $3,864,660 
Tropical fruit
790,783 719,924 2,444,559 2,184,036 
Health foods and consumer goods43,512 37,782 119,784 105,850 
Commercial cargo45,683 40,856 140,592 131,046 
Other8,619 5,158 27,159 22,287 
Total revenue, net$2,278,915 $2,062,414 $6,806,746 $6,307,879 
The following table presents the Company's disaggregated revenue by channel for the three and nine months ended September 30, 2025 and September 30, 2024:
Three Months EndedNine Months Ended
 September 30, 2025September 30, 2024September 30, 2025September 30, 2024
Third party revenue:(U.S. Dollars in thousands)
Retail
$1,338,404 $1,188,898 $3,922,795 $3,671,916 
Wholesale
716,837 683,130 2,285,722 2,057,261 
Food service
130,426 122,607 349,273 356,324 
Commercial cargo
45,828 40,856 140,737 131,046 
Other4,673 2,128 12,143 9,886 
Revenue from sales to unconsolidated affiliates42,747 24,795 96,076 81,446 
Total revenue, net
$2,278,915 $2,062,414 $6,806,746 $6,307,879 
NOTE 6 — SEGMENTS
Accounting for the 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, pineapples and plantains 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.

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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, including avocados, kiwis, apples, berries and cherries, 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 financial measures regularly reviewed by the CODM. The CODM uses Revenue and Adjusted EBITDA in assessing the performance of each segment. Revenue and Adjusted EBITDA are used to monitor budget versus actual operating results to evaluate the performance of a segment, make decisions on capital and operating funding, consider opportunities to increase profitability and establish management’s compensation. 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.
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 and nine months ended September 30, 2025 and September 30, 2024, included subtracting impairment charges on goodwill, 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 or sales-type leases, subtracting impairment charges on property, plant and equipment and lease assets, subtracting restructuring charges and costs for legal matters not in the ordinary course of business and subtracting debt refinancing expenses; and (8) the Company’s share of these items from equity method investments.

The following tables provide revenue, other segment items and Adjusted EBITDA by reportable segment:


Three Months EndedNine Months Ended
September 30,
2025		September 30,
2024		September 30,
2025		September 30,
2024
Segment Revenue:(U.S. Dollars in thousands)
Fresh Fruit$890,356 $798,781 $2,741,092 $2,474,461 
Diversified Fresh Produce — EMEA997,802 899,639 2,990,686 2,698,088 
Diversified Fresh Produce — Americas & ROW419,991 390,057 1,169,752 1,222,996 
Total segment revenue2,308,149 2,088,477 6,901,530 6,395,545 
Intersegment revenue(29,234)(26,063)(94,784)(87,666)
Total consolidated revenue, net$2,278,915 $2,062,414 $6,806,746 $6,307,879 

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Three Months EndedNine Months Ended
September 30,
2025		September 30,
2024		September 30,
2025		September 30,
2024
Segment Adjusted EBITDA:1(U.S. Dollars in thousands)
Fresh Fruit$27,153 $42,904 $163,240 $182,958 
Diversified Fresh Produce – EMEA40,740 30,363 117,384 99,017 
Diversified Fresh Produce – Americas & ROW12,876 8,805 42,085 35,617 
Adjustments:
Income tax expense(6,100)(15,524)(49,182)(75,385)
Interest expense(16,641)(17,473)(51,339)(54,209)
Depreciation(27,022)(22,616)(78,331)(66,852)
Amortization of intangible assets(1,845)(1,621)(5,314)(5,780)
Mark to market gains (losses)1,000 (6,301)(22,069)(1,217)
Gain on asset sales— 66 11,178 35 
Gain on disposal of businesses143 — 552 75,945 
Impairment of goodwill— — — (36,684)
Asset write-downs, net of insurance proceeds8,257 992 11,874 2,691 
Impairment of property, plant and equipment and lease assets(8,208)— (8,208)— 
Other items(795)(9)(4,078)18 
Items in equity method earnings:
Dole’s share of depreciation(2,054)(1,399)(5,514)(4,870)
Dole’s share of amortization(163)(552)(520)(1,655)
Dole’s share of income tax expense(1,809)(1,262)(5,239)(3,523)
Dole’s share of interest expense(1,362)(1,114)(3,070)(2,975)
Dole’s share of gain on disposal of business interests— — 7,679 — 
Dole’s share of other items(109)(128)1 (466)
Income from continuing operations24,061 15,131 121,129 142,665 
(Loss) income from discontinued operations, net of income taxes(10,236)6,384 (45,156)32,351 
Net income$13,825 $21,515 $75,973 $175,016 
1 The difference between Segment Revenue and Segment Adjusted EBITDA is other segment items for each segment. Other segment items for each segment include the following: 1) cost of sales, inclusive of intersegment amounts and exclusive of depreciation and mark-to-market activity as defined above; 2) selling, marketing, general and administrative expenses, exclusive of depreciation, amortization, and extraordinary restructuring and legal costs; 3) gain on asset sales for disposals of property, plant and equipment that do not qualify as assets held for sale or actively marketed property or sales-type leases; 4) impairment and asset write-downs of property, plant and equipment that are not extraordinary in nature; 5) other income (expense), exclusive of mark-to-market activity as defined above; 6) interest income; and 7) equity method earnings, exclusive of the Company’s share of depreciation, amortization, income taxes, interest and other items. Other segment items are not regularly provided to and not regularly reviewed by the CODM. The CODM uses budgeted, forecasted and consolidated expense information when reviewing performance. In the three months ended September 30, 2025 and September 30, 2024, Fresh Fruit other segment items were $863.2 million and $755.9 million, respectively. In the three months ended September 30, 2025 and September 30, 2024, Diversified Fresh Produce – EMEA other segment items were $957.1 million and $869.3 million, respectively. In the three months ended September 30, 2025 and September 30, 2024, Diversified Fresh Produce – Americas & ROW other segment items were $407.1 million and $381.3 million, respectively. In the nine months ended September 30, 2025 and September 30, 2024, Fresh Fruit other segment items were $2.6 billion and $2.3 billion, respectively. In the nine months ended September 30, 2025 and September 30, 2024, Diversified Fresh Produce – EMEA other segment items were $2.9 billion and $2.6 billion, respectively. In the nine months ended September 30, 2025 and September 30, 2024, Diversified Fresh Produce – Americas & ROW other segment items were $1.1 billion and $1.2 billion, respectively.

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NOTE 7 — OTHER INCOME (EXPENSE) , NET
Included in other income (expense), net, in Dole’s condensed consolidated statements of operations were the following items:
Three Months EndedNine Months Ended
September 30, 2025September 30, 2024
September 30, 2025
September 30, 2024
(U.S. Dollars in thousands)
Rental income$992 $2,053 $4,829 $6,168 
Unrealized loss on foreign currency denominated borrowings(4,104)(6,201)(27,551)(714)
Noncash realized gain on foreign currency denominated borrowings5,095 — 5,095 — 
Realized (loss) gain on fair value hedges(452)(329)(652)236 
Unrealized (loss) gain on fair value hedges(400)(1,285)392 (246)
Unrealized gain on interest rate swaps51 — 247 — 
Gain on investments547 971 1,507 1,467 
Non-service components of net periodic pension (cost) income(605)275 (1,351)1,531 
Gain (loss) on contingent consideration53 (27)1,309 (179)
Debt refinancing expenses— — (3,182)— 
Insurance proceeds9,988 — 9,988 — 
Other1,449 2 2,919 1,195 
Other income (expense), net$12,614 $(4,541)$(6,450)$9,458 
NOTE 8 — RECEIVABLES AND ALLOWANCES FOR CREDIT LOSSES
Trade Receivables
Trade receivables as of September 30, 2025 and December 31, 2024 were $584.6 million and $473.5 million, net of allowances for credit losses of $21.4 million and $19.5 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, 2024
$(19,493)
Additional provisions in the period
(5,946)
Recoveries of amounts previously reserved
4,323 
Balance sheet write-offs1,153 
Balance sheet reclassifications(159)
Foreign exchange impact
(1,265)
Balance as of September 30, 2025
$(21,387)

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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. In May 2025, the Company amended and extended its arrangement with Rabobank, which contains such recourse provisions, with the revised end date of May 7, 2028. 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 September 30, 2025, the Company had derecognized trade receivables under non-recourse facilities and facilities with recourse provisions of $23.0 million and $239.6 million, respectively. As of December 31, 2024, the Company had derecognized trade receivables under non-recourse facilities and facilities with recourse provisions of $21.4 million and $255.0 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 to ten years. The current portion of term advances is classified as grower advance receivables, net, and the non-current portion of term advances is classified as other assets in the condensed consolidated balance sheets.
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 September 30, 2025 and December 31, 2024 based on whether the advances are secured or unsecured:
September 30, 2025December 31, 2024
Short-Term
Long-Term
Short-Term
Long-Term
(U.S. Dollars in thousands)
Secured gross advances to growers and suppliers
$119,531 $21,093 $54,864 $22,762 
Allowance for secured advances to growers and suppliers
(13,253)(2,278)(13,217)(3,282)
Unsecured gross advances to growers and suppliers81,599 6,514 79,396 5,792 
Allowance for unsecured advances to growers and suppliers(21,243)(4,571)(16,087)(4,463)
Net advances to growers and suppliers
$166,634 $20,758 $104,956 $20,809 
Of the $187.4 million and $125.8 million net advances to growers and suppliers as of September 30, 2025 and December 31, 2024, respectively, $12.0 million and $12.6 million were considered past due.

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Dole monitors these receivables on a regular basis and estimates expected credit losses for all outstanding grower advances to determine if a related impairment loss and allowance should be recognized. These expected credit losses are evaluated on a case-by-case basis and are based on factors such as historical credit loss information, the timing of the growing season and expected yields, the fair value of the collateral, macroeconomic indicators, weather conditions, and other miscellaneous factors. Grower advances are stated at the gross advance amount less allowances for expected credit losses. 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, 2024
$(37,049)
Additional provisions in the period
(4,550)
Recoveries of amounts previously reserved559 
Balance sheet write-offs92 
Balance sheet reclassifications(299)
Foreign exchange impact
(98)
Balance as of September 30, 2025
$(41,345)
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.
Total other receivables as of September 30, 2025 and December 31, 2024 were $174.2 million and $143.1 million, net of allowances for credit losses of $19.4 million and $19.8 million, respectively. Of these amounts outstanding, VAT receivables represent $39.4 million and $39.6 million, respectively, net of allowances of $18.1 million and $13.9 million, respectively. VAT receivables are primarily related to purchases by production units and are refunded by certain taxing authorities. As of September 30, 2025 and December 31, 2024, the allowance related to non-trade receivables from customers, suppliers and other third parties was not significant.

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NOTE 9 — INCOME TAXES
Dole recorded income tax expense of $6.1 million on $23.6 million of income from continuing operations before income taxes and equity earnings for the three months ended September 30, 2025 and income tax expense of $49.2 million on $147.0 million of income from continuing operations before income taxes and equity earnings for the nine months ended September 30, 2025. Dole recorded income tax expense of $15.5 million on $28.4 million of income from continuing operations before income taxes and equity earnings for the three months ended September 30, 2024 and income tax expense of $75.4 million on $209.3 million of income from continuing operations before income taxes and equity earnings for the nine months ended September 30, 2024. 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 and nine months ended September 30, 2025, the Company’s income tax expense differed from the Irish statutory rate of 12.5% primarily due to 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, a decrease in liabilities for uncertain tax positions, impacts of Ireland passing a tax bill in 2023 that implements Pillar Two of the Organization for Economic Co-operation and Development (“Pillar Two”) and operations in foreign jurisdictions that are taxed at different rates than the Irish statutory tax rate. For the three months ended September 30, 2024, 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, a decrease in liabilities for uncertain tax positions, impacts of Pillar Two and operations in foreign jurisdictions that are taxed at different rates than the Irish statutory tax rate. For the nine months ended September 30, 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. GILTI provisions of the Tax Act, U.S. Subpart F income inclusion, a decrease in liabilities for uncertain tax positions, impacts of Pillar Two 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, which 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 of Total Produce plc and DFC Holdings, LLC (referred herein as 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.
One of Dole's foreign subsidiaries was under tax audit for the year ended December 31, 2017. During the year ended December 31, 2023, an assessment was issued for approximately $20.0 million (including interest and penalties) for the 2017 tax year. In response, the Company filed an appeal on February 15, 2024. On May 7, 2024, the taxing authorities notified the Company confirming the assessment. On June 17, 2024, the Company filed an appeal with the Administrative Tax Court, and amended that appeal on August 1, 2024. Currently, the Company is waiting for the Administrative Court to grant an oral hearing before issuing its decision. 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.
Dole plc and one or more of its subsidiaries files income tax returns in Ireland, the U.S. (both at the federal level and in various state jurisdictions), Canada and jurisdictions in Latin America and Europe. With few exceptions, Dole is no longer subject to income tax examinations by tax authorities for years prior to 2015.
On July 4, 2025, the U.S. One Big Beautiful Bill Act (“OBBBA”) was enacted. The effective dates of the provisions of the OBBBA are between 2025 and 2027. The impacts to Dole’s consolidated statements of operations, financial position and cash flows were not material for the three and nine months ended September 30, 2025. The Company will continue to evaluate the full impact of these legislative changes as additional guidance becomes available.

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NOTE 10 — 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 September 30, 2025 and December 31, 2024 were as follows:
September 30, 2025
December 31, 2024
(U.S. Dollars in thousands)
Finished products
$282,871 $295,729 
Raw materials, work in progress, and packaging materials
107,249 62,380 
Crop growing costs
30,037 29,342 
Agricultural and other operating supplies
28,706 42,717 
Inventories, net of allowances$448,863 $430,168 
Due to the nature of the Company’s inventory, allowances for excess production and obsolescence have not historically been significant.
NOTE 11 — ASSETS HELD FOR SALE AND ACTIVELY MARKETED PROPERTY
Dole continuously reviews its assets in order to identify those that do not meet Dole’s future strategic direction or internal economic return criteria. As a result of this review, Dole has identified and is in the process of selling certain assets which are classified as either held for sale or actively marketed property. The assets that have been identified are available for sale in their present condition and an active program is underway to sell the properties. Dole is actively marketing these properties at a price that is in excess of book value. For property classified as held for sale, their sale is anticipated to occur during the ensuing year, while the timing of the sale of property classified as actively marketed is uncertain.
Assets held for sale
As of September 30, 2025 and December 31, 2024, assets held for sale were $1.7 million and $1.4 million, respectively, of property, plant and equipment. There were no liabilities held for sale as of September 30, 2025 and December 31, 2024. During the nine months ended September 30, 2025, Dole approved and committed to sell land and buildings in the Diversified Fresh Produce – EMEA reportable segment and transferred the related asset with a net book value of $1.7 million to assets held for sale. In the nine months ended September 30, 2025, Dole sold buildings in the Diversified Fresh Produce – EMEA segment with a net book value of $0.9 million at a total gain of $0.1 million. Also, during the nine months ended September 30, 2025, Dole sold machinery and equipment in the Diversified Fresh Produce – Americas & ROW segment with a net book value of $0.6 million at a total gain of $0.4 million. No assets held for sale were sold in the three and nine months ended September 30, 2024.
A rollforward of assets held for sale for the nine months ended September 30, 2025 was as follows:

Amount
(U.S. Dollars in thousands)
Balance as of December 31, 2024
$1,419 
Additions1,690 
Sales(1,482)
Foreign exchange impact26 
Balance as of September 30, 2025
$1,653 

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Actively marketed property
As of September 30, 2025 and December 31, 2024, actively marketed property was $55.9 million and $45.8 million, respectively, and consisted entirely of land in Hawaii in the Fresh Fruit reportable segment. In the nine months ended September 30, 2025, Dole approved a transfer of land in Hawaii with a net book value of $10.5 million to actively marketed property. In the nine months ended September 30, 2025, Dole sold actively marketed Hawaii land, as well as rights to wells and an easement, with a net book value of $0.4 million, at a total gain of $7.0 million. No actively marketed land was sold in the three and nine months ended September 30, 2024.
A rollforward of actively marketed property for the nine months ended September 30, 2025 was as follows:

Amount
(U.S. Dollars in thousands)
Balance as of December 31, 2024
$45,778 
Additions10,497 
Land sales(388)
Balance as of September 30, 2025
$55,887 
NOTE 12 — DEBT
Short-term borrowings, bank overdrafts and long-term debt consisted of the following: 
September 30, 2025December 31, 2024
(U.S. Dollars in thousands)
Corporate Revolving Credit Facility
$154,262 $18,999 
Term Loan Facilities
597,562 703,700 
Vessel financing loans
49,040 60,068 
Other long-term financing arrangements
56,256 64,201 
Other revolving credit facilities, at a weighted average interest rate of 5.6% as of September 30, 2025 (5.6% as of December 31, 2024)
61,502 34,717 
Bank overdrafts
14,706 11,443 
Finance lease obligations, at a weighted average interest rate of 5.6% as of September 30, 2025 (5.5% as of December 31, 2024)
45,814 74,018 
Total debt, gross979,142 967,146 
Unamortized debt discounts and debt issuance costs
(7,692)(9,531)
Total debt, net971,450 957,615 
Current maturities, net of unamortized debt discounts and debt issuance costs
(57,445)(80,097)
Bank overdrafts
(14,706)(11,443)
Long-term debt, net
$899,299 $866,075 
Term Loan and Revolving Credit Facility

On May 1, 2025, the Company entered into the Amended and Restated Credit Agreement, which includes: 1) a multicurrency five-year senior secured revolving credit facility (the “Corporate Revolving Credit Facility”) that provides for borrowings up to $600.0 million; 2) a new five-year U.S. dollar senior secured term loan A facility (“New Term Loan A”) of $250.0 million; and 3) a seven-year U.S. dollar senior secured Farm Credit term loan facility (“Farm Credit Term Loan”) of $350.0 million (collectively, the “New Senior Secured Facilities”). The proceeds of the Corporate Revolving Credit Facility and New Term Loan A and Farm Credit facilities (“Term Loan Facilities”) were used to refinance all outstanding amounts under the Credit Agreement immediately prior to giving effect to the Amended and Restated Credit Agreement (the “Refinancing”), including repayment of its previous Corporate Revolving Credit Facility of $175.9 million and previous Term Loan Facilities of $702.3 million and payment of fees and expenses in connection therewith. The Corporate Revolving Credit Facility and New Term Loan A have expiration dates of May 1, 2030. The Farm Credit Term Loan has an expiration date of May 1, 2032.

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Principal payments of the New Term Loan A and Farm Credit Term Loan are due quarterly based on the aggregate principal amount as of the closing date of the Amended and restated Credit Agreement, adjusted for principal repayments, multiplied by 0.625% and 0.25%, respectively, until maturity.
Interest under the Corporate Revolving Credit Facility and New Term Loan A is payable, at the option of Dole, either at (i) SOFR, or the respective benchmark rate depending on the currency of the loan, plus 1.00% to 2.25%, with a benchmark floor of 0.00% or (ii) a base rate plus 0.00% to 1.25%, in each case, to be determined based on the Company’s total net leverage ratio. Interest under the Farm Credit Term Loan is payable at SOFR plus 1.75% to 2.75%, to be determined based on the Company’s total net leverage ratio. 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.
As a result of the Refinancing, the Company recognized a net expense of $3.2 million in the nine months ended September 30, 2025, which is included in other income (expense), net, in the condensed consolidated statements of operations. The components of the $3.2 million net expense were a $2.9 million write-off of previously capitalized fees and $1.3 million of new third-party fees, net of a $1.0 million unrealized gain upon hedge de-designation of certain interest rate swaps. As a result of the Refinancing, the Company capitalized new lender and third-party fees of approximately $5.3 million.
As of September 30, 2025, amounts outstanding under the Term Loan facilities were $597.6 million, in the aggregate, and borrowings under the Corporate Revolving Credit Facility were $154.3 million. After taking into account approximately $5.2 million of related outstanding letters of credit, Dole had $440.5 million available for cash borrowings under the Corporate Revolving Credit Facility as of September 30, 2025. As of December 31, 2024, amounts outstanding under the previous Term Loan Facilities were $703.7 million, in the aggregate, and borrowings under the previous Corporate Revolving Credit Facility were $19.0 million. After taking into account approximately $5.8 million of related outstanding letters of credit, Dole had $575.2 million available for cash borrowings under the previous Revolving Credit Facility as of December 31, 2024.
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.
Finance Lease Obligations
As of September 30, 2025 and December 31, 2024, Dole’s finance lease obligations of $45.8 million and $74.0 million, respectively, primarily related to vessels, machinery and equipment and containers, which continue through 2033.
During the nine months ended September 30, 2025, Dole exercised the purchase option on two vessels that had been accounted for as $41.1 million of finance leases as of December 31, 2024. Total cash paid was $36.1 million, in the aggregate.
Lines of Credit
In addition to amounts available under the Corporate Revolving Credit Facility, Dole’s subsidiaries have lines of credit and overdraft facilities of approximately $329.7 million at various local banks, of which $250.9 million was available for use as of September 30, 2025. As of December 31, 2024, there were lines of credit of $277.3 million, of which $228.5 million was available for use. These lines of credit are used primarily for short-term borrowings or bank guarantees. The majority of Dole’s lines of credit and overdraft facilities extend indefinitely but may be cancelled at any time by Dole or the banks, and if cancelled, any outstanding amounts would be due on demand.

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NOTE 13 — 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 PlansOPRB Plans
 Three Months Ended September 30, 2025Three Months Ended September 30, 2024Three Months Ended September 30, 2025Three Months Ended September 30, 2024Three Months Ended September 30, 2025Three Months Ended September 30, 2024
 
(U.S. Dollars in thousands)
Service cost
$47 $51 $1,015 $1,120 $— $— 
Interest cost
1,961 2,099 3,079 2,964 176 178 
Expected return on plan assets
(2,705)(2,998)(2,110)(2,082)— — 
Amortization of:
Net (gain) loss(18)(16)13 (334)59 16 
Prior service benefit
— — (153)(164)— — 
Curtailments, settlements and terminations, net
— — 303 71 — — 
Foreign exchange impact and other— 2 — (11)— — 
Net periodic pension (income) cost
$(715)$(862)$2,147 $1,564 $235 $194 
U.S. Pension Plans
International Pension PlansOPRB Plans
 
Nine Months Ended
September 30, 2025
Nine Months Ended
September 30, 2024
Nine Months Ended
September 30, 2025
Nine Months Ended
September 30, 2024
Nine Months Ended
September 30, 2025
Nine Months Ended
September 30, 2024
 
(U.S. Dollars in thousands)
Service cost
$140 $154 $3,045 $3,359 $— $— 
Interest cost
5,884 6,296 9,237 8,892 528 535 
Expected return on plan assets
(8,116)(8,993)(6,330)(6,245)— — 
Amortization of:
Net (gain) loss(55)(48)39 (1,001)178 48 
Prior service benefit
— — (458)(491)— — 
Curtailments, settlements and terminations, net
— — 444 (551)— — 
Foreign exchange impact and other— — — 27 — — 
Net periodic pension (income) cost
$(2,147)$(2,591)$5,977 $3,990 $706 $583 
The Company classifies the non-service components of net periodic pension cost (income) within other income (expense), 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, settlement or termination costs.
NOTE 14 — 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 changes 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.

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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 0.77% and 3.31%, with the receiving rates variable based on SOFR, which was 4.13% as of September 30, 2025. All interest rate swap arrangements are classified within the condensed consolidated balance sheets based on ultimate maturity date of the arrangement. Refer to Note 12 “Debt” for further information on Company’s variable rate debt.
As a result of the Refinancing described in Note 12 “Debt”, there was a de-designation of certain interest rate swaps in which the forecasted interest payments are no longer probable, resulting in a de-designation gain of $1.0 million in the nine months ended September 30, 2025.
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 certain 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 interest rate swaps, 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 September 30, 2025:
Aggregate Notional Amount
Foreign currency forward contracts by currency:
United States dollar
$70.3 million
Euro
€192.0 million
British pound sterling
£22.5 million
Swedish krona
SEK 28.7 million
Canadian dollar
C$33.4 million
Chilean peso
CLP$5.2 billion
Interest rate swap contracts
$645.0 million
Bunker fuel hedges
7.1 thousand metric tons

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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 September 30, 2025
Other
Receivables, net
Other Assets
Accrued Liabilities
Other Long-Term Liabilities
Foreign currency forward contracts:
(U.S. Dollars in thousands)
Cash flow hedges
$230 $— $(10,296)$— 
Non-designated cash flow hedges
367 — (1,473)— 
Fair value hedges43 — (536)— 
Interest rate swap contracts9,408 673 — (461)
Bunker fuel hedges——(304)— 
$10,048 $673 $(12,609)$(461)
Fair Value Measurements as of December 31, 2024
Other
Receivables, net
Other Assets
Accrued Liabilities
Foreign currency forward contracts:
(U.S. Dollars in thousands)
Cash flow hedges
$6,416 $—$(840)
Non-designated cash flow hedges
422 —(263)
Fair value hedges
715 —(1,078)
Interest rate swap contracts278 24,036 — 
Bunker fuel hedges——(7)
$7,831 $24,036 $(2,188)
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 and nine months ended September 30, 2025 and September 30, 2024:
Three Months Ended September 30, 2025
Nine Months Ended September 30, 2025
Accumulated Other
Comprehensive Loss
Cost of Sales
Other Income (Expense), netAccumulated Other
Comprehensive Loss
Cost of Sales
Other Income (Expense), net
Realized net (losses):
(U.S. Dollars in thousands)
Cash flow hedges
$— $(9,251)$— $— $(15,052)$— 
Non-designated cash flow hedges
— (1,105)— — (465)— 
Fair value hedges(1,535)(452)— (5,022)(652)
Bunker fuel hedges
— (73)— — (113)— 
Total net realized (losses)
$— $(11,964)$(452)$— $(20,652)$(652)
Unrealized net gains (losses):
Cash flow hedges$9,497 $— $— $(15,562)$— $— 
Non-designated cash flow hedges
— 848 — — (1,199)— 
Fair value hedges— 1,443 (400)— (561)392 
Bunker fuel hedges
— (56)— — (297)— 
Interest rate swap contracts
(3,447)— 51 (15,911)— 1,217 
Total net unrealized gains (losses)
$6,050 $2,235 $(349)$(31,473)$(2,057)$1,609 

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Three Months Ended September 30, 2024Nine Months Ended September 30, 2024
Accumulated Other
Comprehensive Loss
Cost of Sales
Other (Expense) Income, netAccumulated Other
Comprehensive Loss
Cost of Sales
Other (Expense) Income, net
Realized net (losses) gains:
(U.S. Dollars in thousands)
Cash flow hedges
$— $(71)$— $— $381 $— 
Non-designated cash flow hedges
— 407 — — (368)— 
Fair value hedges— 184 (329)— 184 236 
Total net realized gains (losses)
$— $520 $(329)$— $197 $236 
Unrealized net (losses) gains:
Cash flow hedges$(5,436)$— $— $3,265 $— $— 
Non-designated cash flow hedges
— (494)— — (417)— 
Fair value hedges— 634 (1,285)— 634 (246)
Interest rate swap contracts
(12,987)— — (18,642)— — 
Total net unrealized (losses) gains
$(18,423)$140 $(1,285)$(15,377)$217 $(246)
As of September 30, 2025, the Company expects approximately $0.1 million of net deferred gain from derivative instruments to be reclassified from accumulated other comprehensive gain into earnings over the next 12 months. Of the $0.1 million of net deferred gain, $10.1 million relates to deferred gains on interest rate swap contracts and is expected to offset future interest expense on the New Senior Secured Facilities, and $10.0 million relates to net deferred losses on cash flow hedges and is expected to offset future operational net gains on foreign currency exchange rates. Refer to Note 17 “Stockholders’ Equity” for details on reclassifications out of accumulated other comprehensive loss for the three and nine months ended September 30, 2025 and September 30, 2024.
NOTE 15 — 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.

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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 September 30, 2025 and December 31, 2024.
Fair Value Measurements as of September 30, 2025 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
$— $640 $— $640 
Accrued liabilities— (12,305)— (12,305)
Bunker fuel hedges:
Accrued liabilities
— (304)— (304)
Interest rate swap contracts:
Other receivables, net
— 9,408 — 9,408 
Other assets— 673 — 673 
Other long-term liabilities— (461)— (461)
Rabbi Trust investments:
Short-term investments— — 6,299 6,299 
Long-term investments— — 14,198 14,198 
Contingent consideration:
Contingent consideration
— — (4,652)(4,652)
Contingent consideration, less current portion
— — (1,202)(1,202)
Total$— $(2,349)$14,643 $12,294 
Fair Value Measurements as of December 31, 2024 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
$— $7,553 $— $7,553 
Accrued liabilities— (2,181)— (2,181)
Bunker fuel hedges:
Accrued liabilities— (7)— (7)
Interest rate swap contracts:
Other receivables, net
— 278 — 278 
Other assets— 24,036 — 24,036 
Rabbi Trust investments:
Short-term investments— — 6,019 6,019 
Long-term investments— — 14,630 14,630 
Contingent consideration:
Contingent consideration
— — (3,399)(3,399)
Contingent consideration, less current portion
— — (4,007)(4,007)
Total$— $29,679 $13,243 $42,922 

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

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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 September 30, 2025, securities totaled $20.5 million, of which $6.3 million was classified as short-term and included in short-term investments in the condensed consolidated balance sheets, and $14.2 million was classified as long-term and included in long-term investments in the condensed consolidated balance sheets. As of December 31, 2024, securities totaled $20.6 million, of which $6.0 million was classified as short-term and $14.6 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 Rabbi Trust investments for the nine months ended September 30, 2025:
Fair Value Measurements
Using Significant
Unobservable Inputs (Level 3)
(U.S. Dollars in thousands)
Balance as of December 31, 2024
$20,649 
Net realized and unrealized gains recognized in earnings*
1,507 
Plan contributions2 
Plan distributions
(1,661)
Balance as of September 30, 2025
$20,497 
*Net amount comprised of realized and unrealized gains of $0.3 million and $1.2 million, respectively, recorded in other income (expense), net, in the condensed consolidated statements of operations.

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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. Remeasurement gains and losses are recognized in other income (expense), net, in the condensed consolidated statement of operations. Dole has determined the valuations use 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 nine months ended September 30, 2025:
Fair Value Measurements
Using Significant
Unobservable Inputs (Level 3)
(U.S. Dollars in thousands)
Balance as of December 31, 2024
$(7,406)
Payments1,015 
Remeasurement gain1,309 
Foreign exchange impact
(772)
Balance as of September 30, 2025
$(5,854)
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 Farm Credit Term Loan based on third party pricing derived from prices of debt of companies with a similar credit profile.

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The carrying value of the Company’s Term Loan Facilities, 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:
September 30, 2025December 31, 2024
(U.S. Dollars in thousands)
Carrying value, net of unamortized debt issuance costs$590,294 $694,362 
Unamortized debt issuance costs7,269 9,338 
Gross carrying value$597,563 $703,700 
Estimated fair value
$586,241 $702,820 
See Note 12 “Debt” for additional detail on long-term debt instruments.
Credit Risk
The counterparties to the foreign currency exchange contracts consist of a number of major international financial institutions. Dole has established counterparty guidelines and regularly monitors its positions and the financial strength of these institutions. While counterparties to hedging contracts expose Dole to credit-related losses in the event of a counterparty’s non-performance, the risk would be limited to the unrealized gains on such affected contracts. Dole does not anticipate any such losses.

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NOTE 16 — CONTINGENCIES
Guarantees
Dole provides guarantees for obligations of subsidiaries to third parties directly and indirectly through letters of credit from its revolving credit facilities, guarantees issued by 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 to twenty years, often with an option to renew. As of September 30, 2025 and December 31, 2024, total letters of credit, bank guarantees and surety bonds outstanding under these arrangements were $57.9 million and $55.0 million, respectively, which represents the maximum potential future payments that Dole could be required to make.
Additionally, the Company guarantees certain bank borrowings and other obligations of certain equity method investees. As of September 30, 2025 and December 31, 2024, total guarantees under these arrangements were $10.8 million and $4.9 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 mediation 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. Discussions with the State of Hawaii are ongoing. 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 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, and one of which is pending in the Philippines and is currently active. 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.

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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.
NOTE 17 — STOCKHOLDERS’ EQUITY
Common Stock
As of September 30, 2025, 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 September 30, 2025 and December 31, 2024, there were 95.2 million and 95.0 million shares of common stock outstanding, respectively, 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 September 30, 2025, there were 5.1 million shares available for future grant under the Plan and 1.8 million shares available for future issue under awards granted.

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During the nine months ended September 30, 2025, additional RSU awards were issued under the Plan that vest over a one to three year service period, and additional RSU awards were issued under the Plan that vest over three years if certain market conditions are met, such as achieved price targets and relative share performance to peers. 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 and nine months ended September 30, 2025, total stock-based compensation expense related to the Plan was $1.9 million and $5.0 million, respectively. For the three and nine months ended September 30, 2024, total stock-based compensation expense related to the Plan was $2.0 million and $6.1 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 September 30, 2025 was $10.0 million.
Dividends Declared
The following table summarizes dividends per share declared for the nine months ended September 30, 2025 and September 30, 2024:

Nine Months Ended
September 30, 2025September 30, 2024
Date DeclaredAmount
(per share)		Date DeclaredAmount
(per share)
(U.S. Dollars)(U.S. Dollars)
8/8/2025$0.085 8/13/2024$0.08 
5/9/2025$0.085 5/14/2024$0.08 
2/25/2025$0.08 2/28/2024$0.08 
The following table summarizes total dividends declared for the three and nine months ended September 30, 2025 and September 30, 2024:
Three Months EndedNine Months Ended
September 30, 2025September 30, 2024September 30, 2025September 30, 2024
(U.S. Dollars in thousands)
Dividends
$(8,218)$(7,859)$(24,171)$(23,177)
In January of 2025, Dole paid cash dividends of $0.08 per share, totaling $7.8 million, to shareholders for the third quarter dividend declared on November 12, 2024. In May of 2025, Dole paid cash dividends of $0.08 per share, totaling $7.8 million, to shareholders for the fourth quarter dividend declared on February 25, 2025. In July of 2025, Dole paid cash dividends of $0.085 per share, totaling $8.1 million, to shareholders for the first quarter dividend declared on May 9, 2025.
Dole’s ability to declare and pay dividends is subject to limitations contained in its various debt agreements. As of September 30, 2025, Dole had the ability to make dividend payments of $629.4 million before these limitations would come into effect.
See Note 20 “Subsequent Events” for additional detail on dividends declared and paid.











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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 and nine months ended September 30, 2025 and September 30, 2024:
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, 2024$22,126 $(59,815)$(128,491)$(166,180)
Other comprehensive income (loss) attributable to Dole plc before reclassifications(11,154)— 29,516 18,362 
Income tax effect of amounts in other comprehensive income (loss) attributable to Dole plc before reclassifications2,652 — — 2,652 
Gross amounts reclassified from accumulated other comprehensive loss(4,936)— — (4,936)
Income tax effect of amounts reclassified from accumulated other comprehensive loss1,438 — — 1,438 
Net other comprehensive income (loss) attributable to Dole plc(12,000)— 29,516 17,516 
Balance as of March 31, 2025$10,126 $(59,815)$(98,975)$(148,664)
Other comprehensive income (loss) attributable to Dole plc before reclassifications$(23,234)$— $51,300 $28,066 
Income tax effect of amounts in other comprehensive income (loss) attributable to Dole plc before reclassifications5,375 — — 5,375 
Gross amounts reclassified from accumulated other comprehensive loss1,801 — — 1,801 
Income tax effect of amounts reclassified from accumulated other comprehensive loss50 — — 50 
Net other comprehensive income (loss) attributable to Dole plc(16,008)— 51,300 35,292 
Balance as of June 30, 2025$(5,882)$(59,815)$(47,675)$(113,372)
Other comprehensive income (loss) attributable to Dole plc before reclassifications$551 $(172)$460 $839 
Income tax effect of amounts in other comprehensive income (loss) attributable to Dole plc before reclassifications(16)— — (16)
Gross amounts reclassified from accumulated other comprehensive loss5,500 — — 5,500 
Income tax effect of amounts reclassified from accumulated other comprehensive loss(1,480)— — (1,480)
Net other comprehensive income (loss) attributable to Dole plc4,555 (172)460 4,843 
Balance as of September 30, 2025$(1,327)$(59,987)$(47,215)$(108,529)









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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, 2023
$24,403 $(48,229)$(86,965)$(110,791)
Other comprehensive income (loss) attributable to Dole plc before reclassifications
12,355 — (16,580)(4,225)
Income tax effect of amounts in other comprehensive income (loss) attributable to Dole plc before reclassifications(2,216)— — (2,216)
Gross amounts reclassified from accumulated other comprehensive loss
(7,156)— — (7,156)
Income tax effect of amounts reclassified from accumulated other comprehensive loss2,264 — — 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)
Other comprehensive income (loss) attributable to Dole plc before reclassifications
$6,758 $— $(4,415)$2,343 
Income tax effect of amounts in other comprehensive income (loss) attributable to Dole plc before reclassifications(2,143)— — (2,143)
Gross amounts reclassified from accumulated other comprehensive loss
(8,881)— — (8,881)
Income tax effect of amounts reclassified from accumulated other comprehensive loss1,432 — — 1,432 
Net other comprehensive income (loss) attributable to Dole plc
(2,834)— (4,415)(7,249)
Balance as of June 30, 2024$26,816 $(48,229)$(107,960)$(129,373)
Other comprehensive income (loss) attributable to Dole plc before reclassifications
$(11,950)$— $26,264 $14,314 
Income tax effect of amounts in other comprehensive income (loss) attributable to Dole plc before reclassifications2,898 — — 2,898 
Gross amounts reclassified from accumulated other comprehensive loss
(6,499)— — (6,499)
Income tax effect of amounts reclassified from accumulated other comprehensive loss1,660 — — 1,660 
Net other comprehensive income (loss) attributable to Dole plc
$(13,891)$— $26,264 $12,373 
Balance as of September 30, 2024
$12,925 $(48,229)$(81,696)$(117,000)

The following table includes details about net (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 EndedNine Months Ended
September 30, 2025September 30, 2024September 30, 2025September 30, 2024Affected line item in the Statement of Operations
(U.S. Dollars in thousands)
Fair Value of Derivatives:
Interest rate swap contracts$(3,751)$(6,744)$(11,717)$(22,440)Interest expense
De-designation of certain interest rate swaps— — (970)— Other income (expense), net
Cash flow hedges9,251 245 15,052 (96)Cost of sales
Total$5,500 $(6,499)$2,365 $(22,536)

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NOTE 18 — INVESTMENTS IN UNCONSOLIDATED AFFILIATES
As of September 30, 2025, Dole’s investments in unconsolidated affiliates were $142.7 million, of which $136.3 million represented equity method investments, and $6.4 million represented investments in which Dole does not have significant influence. As of December 31, 2024, Dole’s investments in unconsolidated affiliates were $129.3 million, of which $126.2 million represented equity method investments, and $3.1 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 (expense), net, and have historically not been significant.
During the nine months ended September 30, 2025, Dole divested of a portion of ownership shares in an equity method investment located in the U.S. and recognized a gain in equity method earnings of $6.9 million, net of income tax. The Company continues to hold ownership in the investment and will account for it as an investment in which the Company does not have significant influence. This disposal was part of a non-cash transaction whereby Dole effectively exchanged a portion of its ownership shares in this equity method investment for an additional shareholding in a non-wholly owned consolidated subsidiary in the U.S.
For the three and nine months ended September 30, 2025 total equity method earnings were $6.6 million and $23.4 million, respectively. For the three and nine months ended September 30, 2024, total equity method earnings was $2.3 million and $8.7 million, respectively.

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 and nine months ended September 30, 2025 and September 30, 2024:
Three Months EndedNine Months Ended
September 30, 2025September 30, 2024
September 30, 2025
September 30, 2024
(U.S. Dollars in thousands)
Sales$42,747 $24,795 $96,076 $81,446 
Purchases48,488 44,688 129,897 120,587 
The following tables presents amounts due from and to investments in unconsolidated affiliates as of September 30, 2025 and December 31, 2024:
September 30, 2025
December 31, 2024
(U.S. Dollars in thousands)
Amounts due from investments in unconsolidated affiliates presented within trade receivables$17,384 $26,053 
Amounts due from investments in unconsolidated affiliates presented within other receivables10,367 2,374 
Amounts due from investments in unconsolidated affiliates presented within other assets13,268 8,132 
Amounts due to investments in unconsolidated affiliates presented within accounts payable(13,134)(9,778)
For the nine months ended September 30, 2025, the Company, as the lessor, recognized a gain of $4.1 million resulting from a sales-type lease to an unconsolidated affiliate.

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NOTE 19 – 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 and nine months ended September 30, 2025 and September 30, 2024:
Three Months EndedNine Months Ended
September 30, 2025September 30, 2024September 30, 2025September 30, 2024
(U.S. Dollars and shares in thousands, except per share amounts)
Income from continuing operations
$24,061 $15,131 $121,129 $142,665 
Net income attributable to noncontrolling interests(8,720)(7,113)(21,990)(10,354)
Income from continuing operations attributable to Dole plc15,341 8,018 99,139 132,311 
(Loss) income from discontinued operations, net of income taxes(10,236)6,384 (45,156)32,351 
Net income attributable to Dole plc$5,105 $14,402 $53,983 $164,662 
Weighted average number of shares outstanding:
Weighted average number of shares – basic
95,163 94,990 95,139 94,950 
Effect of share awards with a dilutive effect
816 624 696 445 
Weighted average number of shares – diluted
95,979 95,614 95,835 95,395 
Income (loss) per share:
Basic:
Continuing operations$0.16 $0.08 $1.04 $1.39 
Discontinued operations(0.11)0.07 (0.47)0.34 
Net income per share attributable to Dole plc$0.05 $0.15 $0.57 $1.73 
Diluted:
Continuing operations$0.16 $0.08 $1.03 $1.39 
Discontinued operations(0.11)0.07 (0.47)0.34 
Net income per share attributable to Dole plc$0.05 $0.15 $0.56 $1.73 
The average market value of the Company’s shares used for the purpose of calculating the dilutive effect of share options and RSUs with a market condition is based on quoted market prices for the period during which the awards were outstanding during the three and nine months ended September 30, 2025 and September 30, 2024. The calculation of diluted earnings per share for the three and nine months ended September 30, 2025 and September 30, 2024 does not include the effect of certain awards, because to do so would be antidilutive.
NOTE 20 — SUBSEQUENT EVENTS
Dole evaluated subsequent events through November 10, 2025, the date that Dole’s unaudited condensed consolidated financial statements were issued.
On November 7, 2025, the Board of Directors of Dole plc (the “Board”) declared a cash dividend for the third quarter of 2025 of $0.085 per share, payable on January 6, 2026 to shareholders of record on December 9, 2025. A cash dividend of $0.085 per share was paid on October 6, 2025 for the second quarter of 2025.

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On November 7, 2025, the Board authorized a share repurchase program (“Share Repurchase Program”) under which the Company may repurchase up to $100.0 million in the aggregate of its ordinary shares with no set expiration date. Shares may be repurchased from time to time through open-market transactions or other methods. The timing and volume of repurchases will be at the discretion of the Company’s management and will be based on several factors including market conditions, available capital resources and alternative investment opportunities. The Share Repurchase Program does not obligate the Company to acquire any particular number of shares and may be suspended, modified or discontinued at any time at the Board’s discretion.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations included herein may contain forward-looking statements that relate to our plans, objectives, estimates and goals and involve risks and uncertainties. Our actual results could differ materially from the forward-looking statements included herein. Statements regarding our future and projections relating to products, sales, revenues, expenditures, costs and earnings are typical of such statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in “Item 3D. Risk Factors” in the Annual Report on Form 20-F.
Executive Overview
We are a global leader in fresh fruits and vegetables, with produce sourced both locally and globally from over 100 countries in various regions and distributed and marketed in over 85 countries, across retail, wholesale and food service channels. Our most significant products hold leading market share positions in their respective categories and territories. We are one of the world’s largest producers of fresh bananas and pineapples, one of the largest global exporters of grapes and have a strong presence in growing categories such as berries, avocados and organic produce. We sell and distribute fruit and vegetable products throughout an extensive network in North America, Europe, Latin America, Asia, the Middle East and Africa (primarily in South Africa). For further information on our principal sources of revenue, refer to Note 5 “Revenue” to the unaudited condensed consolidated financial statements included herein. In addition, see “Item 4. Information on the Company” in the Annual Report on Form 20-F for a more detailed description of our products and services offered.
Dole is comprised of the following three reportable segments:
Fresh Fruit: The Fresh Fruit reportable segment primarily sells bananas, pineapples and plantains 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, 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 U.S., Canadian, Mexican, Chilean, Peruvian and Argentinian businesses, all of which market globally and locally-sourced fresh produce, including avocados, kiwis, apples, berries and cherries, from third-party growers or Dole-owned farms through retail, wholesale and food service channels globally.
Vegetables Exit Process
On August 1, 2025 we entered into the Transaction with OG Holdco to sell the Fresh Vegetables division for an aggregate Purchase Price of approximately $140.0 million (approximately $90.0 million in cash and a $50.0 million seller note), subject to customary adjustments, as well as a $10.0 million earn-out. On August 5, 2025, the Transaction closed and we completed the Vegetables exit process. As a result of sale of the Fresh Vegetables division, we recognized a pre-tax loss on disposal of $14.7 million ($11.2 million, net of tax), included in loss from discontinued operations, net of income taxes, within the condensed consolidated statements of operations in the three and nine months ended September 30, 2025. The carrying amount of net assets sold amounted to $141.8 million, including cash of $28.0 million, and net cash proceeds from the sale were primarily used to reduce the amounts outstanding on our Corporate Revolving Credit Facility.
The results of operations of the Fresh Vegetables division up until the disposal date have been reported separately as discontinued operations, net of income taxes, within our operating results below.
See Note 4 “Acquisitions and Divestitures” to the unaudited condensed consolidated financial statements included herein, as well as the “Operating Results” section below, for additional detail on the results of discontinued operations and the Vegetables exit process. Other than the impact of the sale discussed above, we do not expect the sale to have other material direct or indirect impacts to our current or future operating results, statement of financial position and cash flows.

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Progressive Produce Sale
On March 13, 2024, we completed the sale of our 65.0% equity interest in the Progressive Produce business to PTF Holdings. As a result of the sale, Dole received gross proceeds of $120.3 million in cash and recognized a gain on the sale of $75.9 million for the nine months ended September 30, 2024, included in gain on disposal of businesses within 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, and net proceeds from the sale were primarily used to make a voluntary prepayment of $100.0 million on our previous Term Loan facilities. During the nine months ended September 30, 2025, Dole recognized an incremental gain on the sale of $0.4 million related to amounts that were released from escrow.
The Progressive Produce business was reported within the Diversified Fresh Produce — Americas & ROW reportable segment, and during the nine months ended September 30, 2024, it comprised approximately $77.9 million of Dole’s consolidated net revenue. Excluding the impact of its contribution to prior period results, we do not expect the sale to have other material direct or indirect impacts to our current or future operating results, statement of financial position and cash flows.
Current Economic and Market Environment

Overall, the economic and market environment continues to be volatile as 2025 progresses, and a number of external factors are currently posing important risks to the global economy and to our business, including:

•Evolving global trade policies, including but not limited to the imposition (and any future imposition) of new tariffs and their impact on supply chains and logistics, the relative cost to get each product to market, demand patterns, foreign exchange rates and other areas;
•Global economic disruption due to geopolitical conflicts, as well as increased local disruptions due to political or security issues;
•Changing central bank monetary policies, which have resulted in interest rate adjustments and volatile foreign exchange rates, in particular;
•Weather events, including the impacts of recent tropical storms in Honduras;
•Crop disease pressures which put pressure on yields and supply and also on growing and sourcing costs; and
•Evolving regulatory environments in many areas, including in shipping.

In response to the various ongoing challenges noted above, we are continuing to work across our business on mitigation strategies, including working with customers and suppliers to manage possible impacts of recent and possible future tariff implementations, enacting price increases, identifying operational efficiencies and making strategic investments where deemed appropriate. Although we ultimately believe that we are well positioned within our industry to weather periods of economic disruption, the scope, duration and carryover effects of the above factors are uncertain, rapidly changing and difficult to predict. Therefore, the extent and magnitude of the impact of these factors on our business, operating results and long-term liquidity position cannot be reliably estimated at this time.
In addition, we are continuing to monitor the direct and indirect effects of ongoing and emerging geopolitical conflicts, on both the global economy and our business and operations. The broader consequences of these issues have given, and will continue to give rise to certain challenges for our business but any resulting impacts have not been and are not expected to be material to Dole’s overall results.
See “Item 3D. Risk Factors” in the Annual Report on Form 20-F for more information on ongoing risks, such as those related to currency exchange fluctuations, increases in product costs, international operations, global capital and credit markets and the uncertainty of wars and other global conflicts.










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Operating Results
Selected results of operations for the three and nine months ended September 30, 2025 and September 30, 2024 were as follows:
Three Months EndedChange
September 30,
2025		September 30,
2024		2025 vs. 2024
(U.S. Dollars in thousands, except percentages)
Revenues, net$2,278,915 $2,062,414 $216,501 10.5 %
Cost of sales(2,123,734)(1,898,375)(225,359)11.9 %
Gross profit155,181 164,039 (8,858)
Selling, marketing, general and administrative expenses(123,621)(115,829)(7,792)6.7 %
Gain on disposal of businesses143 — 143 — %
Gain on asset sales842 1,573 (731)(46.5)%
Impairment and asset write-downs of property, plant and equipment and lease assets(8,394)(2,049)(6,345)309.7 %
Operating income24,151 47,734 (23,583)
Other income (expense), net12,614 (4,541)17,155 377.8 %
Interest income3,478 2,632 846 32.1 %
Interest expense(16,641)(17,473)832 (4.8)%
Income from continuing operations before income taxes and equity earnings23,602 28,352 (4,750)
Income tax expense (6,100)(15,524)9,424 (60.7)%
Equity method earnings6,559 2,303 4,256 184.8 %
Income from continuing operations 24,061 15,131 8,930 
(Loss) income from discontinued operations, net of income taxes(10,236)6,384 (16,620)(260.3)%
Net income13,825 21,515 (7,690)
Net income attributable to noncontrolling interests(8,720)(7,113)(1,607)22.6 %
Net income attributable to Dole plc$5,105 $14,402 $(9,297)

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Nine Months EndedChange
September 30,
2025		September 30,
2024		2025 vs. 2024
(U.S. Dollars in thousands, except percentages)
Revenues, net$6,806,746 $6,307,879 $498,867 7.9 %
Cost of sales(6,251,072)(5,748,577)(502,495)8.7 %
Gross profit555,674 559,302 (3,628)
Selling, marketing, general and administrative expenses(366,341)(351,383)(14,958)4.3 %
Gain on disposal of businesses552 75,945 (75,393)(99.3)%
Gain on asset sales13,966 1,901 12,065 634.7 %
Impairment of goodwill— (36,684)36,684 (100.0)%
Impairment and asset write-downs of property, plant and equipment and lease assets(8,576)(3,326)(5,250)157.8 %
Operating income195,275 245,755 (50,480)
Other (expense) income, net(6,450)9,458 (15,908)(168.2)%
Interest income9,473 8,335 1,138 (13.7)%
Interest expense(51,339)(54,209)2,870 (5.3)%
Income from continuing operations before income taxes and equity earnings146,959 209,339 (62,380)
Income tax expense (49,182)(75,385)26,203 (34.8)%
Equity method earnings23,352 8,711 14,641 168.1 %
Income from continuing operations 121,129 142,665 (21,536)
(Loss) income from discontinued operations, net of income taxes(45,156)32,351 (77,507)(239.6)%
Net income75,973 175,016 (99,043)
Net income attributable to noncontrolling interests(21,990)(10,354)(11,636)112.4 %
Net income attributable to Dole plc$53,983 $164,662 $(110,679)
The following provides an analysis of consolidated operating results in comparison to the prior year. Management has analyzed the significant drivers of changes in consolidated operating results below and provided further commentary on segment performance in the section to follow. All other operating results not included in the analysis were not significant to the Company’s overall performance.
Revenues, Net
The increase in total revenue, net, for the three months ended September 30, 2025 (10.5%, or $216.5 million) was primarily due to positive operational performance across all reportable segments and a favorable impact of foreign currency translation of $56.1 million, as a result of the strengthening of the Swedish krona, euro and British pound sterling against the U.S. Dollar when compared to the prior year. These increases were offset partially by a net negative impact from acquisitions and divestitures of $8.6 million.
The increase in total revenue, net, for the nine months ended September 30, 2025 (7.9%, or $498.9 million) was primarily due to positive operational performance in the Fresh Fruit and Diversified Fresh Produce – EMEA reportable segments and a favorable impact from foreign currency translation of $92.2 million, offset partially by a net negative impact from acquisitions and divestitures of $108.0 million, particularly in the Diversified Fresh Produce – Americas & ROW reportable segment as a result of the disposal of the Progressive Produce business in mid-March 2024.
Other factors driving changes in revenue are described in more detail in the “Segment Operating Results” section below.

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Cost of Sales
The increase in total cost of sales for the three months ended September 30, 2025 (11.9%, or $225.4 million) was primarily due to increased trading activity for all reportable segments and an unfavorable impact of foreign currency translation, as a result of the strengthening of the Swedish krona, euro and British pound sterling against the U.S. Dollar when compared to the prior year. Additionally, in the Fresh Fruit segment, costs of sales increased due to anticipated higher fruit sourcing costs primarily in bananas, accentuated partially by the impact of Tropical Storm Sara in Honduras, but also in pineapples and plantains.
The increase in total cost of sales for the nine months ended September 30, 2025 (8.7%, or $502.5 million) was primarily due to increased trading activity for all reporting segments, an unfavorable impact from foreign currency translation and higher Fresh Fruit sourcing costs as discussed above, as well as higher shipping costs in Fresh Fruit due to the completion of scheduled dry dockings and the impact of an operational disruption for one of our vessels servicing the North American market. These increases were partially offset by the impact of the sale of the Progressive Produce business in mid-March 2024.
Selling, Marketing and General and Administrative Expenses (“SMG&A”)
The increase in total SMG&A for the three months ended September 30, 2025 (6.7%, or $7.8 million) was primarily due to an unfavorable impact of foreign currency translation in the quarter with the strengthening of the Swedish krona, euro and British pound sterling against the U.S. Dollar when compared to the prior year along with increases in employee wages and salaries and higher professional fees.
The increase in total SMG&A for the nine months ended September 30, 2025 (4.3%, or $15.0 million) was primarily due to increases in employee wages and salaries in the current year, higher professional fees and an unfavorable impact of foreign currency translation in the period. These increases were partially offset by the incremental impact of the disposal of the Progressive Produce business in mid-March 2024.

Gain on Disposal of Businesses
The gain on disposal of businesses for the nine months ended September 30, 2024 was $75.9 million, which was attributable to the disposal of the Progressive Produce business, as discussed in detail above. During the nine months ended September 30, 2025, Dole recognized an incremental gain on the sale of Progressive of $0.4 million related to amounts that were released from escrow. Other gain on disposal of businesses for the three and nine months ended September 30, 2025 was immaterial.
Gain on Asset Sales
The gain on asset sales for the three and nine months ended September 30, 2025 was $0.8 million and $14.0 million, respectively. The gain on asset sales for the three months ended September 30, 2025 was primarily the result of the sale of certain properties and machinery and equipment across all reporting segments. The gain on asset sales for the nine months ended September 30, 2025 was primarily a result of the sale of actively marketed land in Hawaii in the Fresh Fruit segment, the sale of certain properties and machinery and equipment in the Diversified Fresh Produce – Americas & ROW segment and sale of certain properties in the Diversified Fresh Produce – EMEA segment.
The gain on asset sales for the three and nine months ended September 30, 2024 was $1.6 million and $1.9 million, respectively. The gain on asset sales for the three and nine months ended September 30, 2024 was primarily a result of the sale of certain properties and machinery and equipment among all reportable segments.
Impairment of Goodwill
No goodwill impairment was recognized for the three and nine months ended September 30, 2025. During the three months ended March 31, 2024, the Company identified a triggering event for the Diversified Fresh Produce – Americas & ROW reporting unit as a result of the disposal of the Progressive Produce business. After accounting for the disposal, we performed a quantitative analysis on the remaining goodwill within the reporting unit and concluded that goodwill was impaired by $36.7 million in the nine months ended September 30, 2024.




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Impairment and asset write-downs of property, plant and equipment and lease assets
The impairment and asset write-downs of property, plant and equipment and lease assets for the three and nine months ended September 30, 2025 was $8.4 million and $8.6 million, respectively, primarily related to certain property, plant and equipment and operating lease right-of-use assets excluded from the disposal of the Fresh Vegetables division. As a result of the reclassification of these assets as held and used, we recorded a non-cash aggregate impairment charge of $8.2 million to adjust the to the lower of carrying amount (adjusted for depreciation and amortization had these assets been continuously classified as held and used) and fair value.
The impairment and asset write-downs of property, plant and equipment and lease assets for the three and nine months ended September 30, 2024 was $2.0 million and $3.3 million, respectively, primarily related to asset write-downs of certain property, plant and equipment across all reportable segments.
Other income (expense), net
Other income (expense), net increased to income of $12.6 million in the three months ended September 30, 2025 from expense of $4.5 million in the three months ended September 30, 2024. The increase was primarily due to insurance proceeds recognized in the period related to Tropical Storm Sara, a noncash realized gain on foreign currency denominated borrowings and lower net unrealized losses of other mark to market financial instruments, offset partially due to lower rental income and higher net periodic costs from non-service components of pension and other postretirement benefit plans.
Other income (expense), net decreased to expense of $6.5 million in the nine months ended September 30, 2025 from income of $9.5 million in the nine months ended September 30, 2024. The decrease was primarily due to higher net unrealized losses on foreign currency denominated borrowings, higher net periodic costs from non-service components of pension and other postretirement benefit plans, incremental net expenses in connection with the Refinancing and lower rental income. These decreases were partially offset by insurance proceeds recognized in the period and a noncash realized gain on foreign currency denominated borrowings.
See Note 7 “Other Income (Expense), Net” to the unaudited condensed consolidated financial statements included herein for additional detail.
Interest Expense
The decrease in interest expense for the three months ended September 30, 2025 (4.8%, or $0.8 million) was due to lower base interest rates in the current year in comparison to the prior year. The decrease in interest expense for the nine months ended September 30, 2025 (5.3%, or $2.9 million) was due to lower average borrowings and lower base interest rates in the current year in comparison to the prior year.
Income Taxes
The Company recorded income tax expense of $6.1 million on $23.6 million of income from continuing operations before income taxes and equity earnings for the three months ended September 30, 2025, reflecting a 25.8% effective tax rate. The Company recorded income tax expense of $15.5 million on $28.4 million of income from continuing operations before income taxes and equity earnings for the three months ended September 30, 2024, reflecting a 54.8% effective tax rate.
The Company recorded income tax expense of $49.2 million on $147.0 million of income from continuing operations before income taxes and equity earnings for the nine months ended September 30, 2025, reflecting a 33.5% effective tax rate. The Company recorded income tax expense of $75.4 million on $209.3 million of income from continuing operations before income taxes and equity earnings for the nine months ended September 30, 2024, reflecting a 36.0% effective tax rate.

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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 and nine months ended September 30, 2025, 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, a decrease in liabilities for uncertain tax positions, impacts of Pillar Two and operations in foreign jurisdictions that are taxed at different rates than the Irish statutory tax rate. For the three months ended September 30, 2024, 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, a decrease in liabilities for uncertain tax positions, impacts of Pillar Two and operations in foreign jurisdictions that are taxed at different rates than the Irish statutory tax rate. For the nine months ended September 30, 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. GILTI provisions of the Tax Act, U.S. Subpart F income inclusion, a decrease in liabilities for uncertain tax positions, impacts of Pillar Two and operations in foreign jurisdictions that are taxed at different rates than the Irish statutory tax rate.
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.
All post-1986 previously unremitted earnings for which no U.S. deferred tax liability had been accrued have been subject to U.S. tax. Dole plc is an Irish-based parent company and intends to continue to invest most or all of its foreign earnings, as well as capital in its foreign subsidiaries, indefinitely outside of Ireland and does not expect to incur any significant additional taxes related to such amounts. Also, from time to time, Dole may choose to repatriate anticipated future earnings of which some portion may be subject to tax and increase Dole’s overall tax expense for that fiscal year. The Company continues to evaluate its cash needs and may update its assertion in future periods.
One of Dole's foreign subsidiaries was under tax audit for the year ended December 31 2017. During the year ended December 31, 2023, an assessment was issued for approximately $20.0 million (including interest and penalties) for the 2017 tax year. In response, the Company filed an appeal on February 15, 2024. On May 7, 2024, the taxing authorities notified the Company confirming the assessment. On June 17, 2024, the Company filed an appeal with the Administrative Tax Court, and amended that appeal on August 1, 2024. Currently, the Company is waiting for the Administrative Court to grant an oral hearing before issuing its decision. 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.
On July 4, 2025, the U.S. OBBBA was enacted. Management is assessing the tax provisions of the OBBBA and its impacts on the Company. The effective dates of the provisions of the OBBBA are between 2025 and 2027. The impacts to Dole’s consolidated statements of operations, financial position and cash flows were not material for the three and nine months ended September 30, 2025. The Company will continue to evaluate the full impact of these legislative changes as additional guidance becomes available.
See Note 9 “Income Taxes” to the unaudited condensed consolidated financial statements included herein for additional information on income taxes.

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Equity method earnings
Equity method earnings increased to $6.6 million in the three months ended September 30, 2025 from $2.3 million in the three months ended September 30, 2024. The increase was primarily due to improved performance across our joint ventures in the Netherlands within the Diversified Fresh Produce – EMEA segment, in North America within the Diversified Fresh Produce – Americas & ROW segment and in Latin America within the Fresh Fruit segment.
Equity method earnings increased to $23.4 million in the nine months ended September 30, 2025 from $8.7 million in the nine months ended September 30, 2024. The increase was primarily due to the divestiture of a portion of ownership shares in an investment located in the U.S. in which the Company recognized a $6.9 million gain, net of income tax. The disposal was part of a non-cash transaction in which the Company exchanged a portion of our shares for additional share ownership in a non-wholly owned consolidated subsidiary. See Note 18 “Investments in Unconsolidated Affiliates” for additional information. There was also an increase due to improved performance across our joint ventures in the Netherlands within the Diversified Fresh Produce – EMEA segment, in North America within the Diversified Fresh Produce – Americas & ROW segment and in Latin America within the Fresh Fruit segment.
Results from discontinued operations, net of income taxes
Results from discontinued operations before income taxes for the three months ended September 30, 2025 was a loss of $13.8 million, compared to prior year income of $15.7 million. The decrease in results before income taxes is primarily driven by the pretax loss on the disposal of the Fresh Vegetables division of $14.7 million in the current year, as well as the current year including only one month of trading results up to the disposal date. The prior year also benefitted from the partial release of a provision for legal costs. The income tax benefit of $3.7 million in the current year was impacted
by the net income tax benefit of $3.5 million associated with the disposal, including a $10.6 million income tax benefit upon release of deferred tax liabilities associated with the disposal group, offset partially by a income tax charge of $7.1 million on the sale. Income tax expense of $9.0 million in the prior period was impacted by a $4.8 million discrete tax charge impacting the estimated deferred tax liability position. Net of income taxes, results of discounted operations was a loss of $10.2 million for the three months ended September 30, 2025, compared to income of $6.4 million in the prior period.
Results from discontinued operations before income taxes for the nine months ended September 30, 2025 was a loss of $59.7 million, compared to prior year income of $52.7 million. The decrease in results before income taxes is primarily driven by an incremental $60.9 million pre-tax loss in the current year to adjust the carrying amount of the Fresh Vegetables division to its estimated fair value, less costs to sell, in accordance with held-for-sale disposal group measurement guidance, as well as the pre-tax loss on the disposal of the Fresh Vegetables division of $14.7 million. There were also decreases in the current year due to lower pricing and volumes in fresh-packed and value-added products, offset partially by underlying cost control and operating efficiency in value-added products. The income tax benefit of $14.6 million in the current year was impacted by a deferred tax credit of $15.5 million recognized on held-for-sale loss discussed above and the net income tax benefit of $3.5 million associated with the disposal, offset partially by income tax charges on pre-tax earnings excluding the discrete losses discussed above. Income tax expense of $20.0 million in the prior period was due to strong trading results. Net of income taxes, results of discontinued operations was a loss of $45.2 million for the nine months ended September 30, 2025, compared to income of $32.4 million in the prior period.
Net income attributable to noncontrolling interests
In the three months ended September 30, 2025, net income attributable to noncontrolling interests increased to $8.7 million from $7.1 million in the three months ended September 30, 2024. The increase in the current year is due to higher net income of certain non-wholly owned companies in the Diversified Fresh Produce – EMEA and Diversified Fresh Produce – Americas & ROW reportable segments.
In the nine months ended September 30, 2025, net income attributable to noncontrolling interests increased to $22.0 million from $10.4 million in the nine months ended September 30, 2024. The current year was impacted by the noncontrolling interest share of gain on disposal of an equity method investment as described above as well as the impact of a discrete tax charge attributable to noncontrolling interests. The prior year was impacted by the share of the goodwill impairment in the Diversified Fresh Produce – Americas & ROW reporting unit of $9.9 million described above attributable to noncontrolling interests. Excluding the impact of these nonrecurring items in both years, net income attributable to noncontrolling interests increased in the current year due to higher net income of certain non-wholly owned companies in the Diversified Fresh Produce – EMEA and Diversified Fresh Produce – Americas & ROW reportable segments, partially offset by the incremental impact of the sale of the Progressive Produce business in March of 2024.

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Segment Operating Results
Dole plc has the following segments: Fresh Fruit, Diversified Fresh Produce – EMEA and Diversified Fresh Produce – Americas & ROW. The Company’s reportable segments are based on (i) financial information reviewed by the CODM, (ii) internal management and related reporting structures and (iii) the basis upon which the CODM assesses performance and allocates resources.
Segment performance is evaluated based on a variety of factors, of which revenue and Adjusted EBITDA are the financial measures regularly reviewed by the CODM.
Dole and its chief operating decision makers, Dole’s CEO and COO, use Adjusted EBITDA as the primary financial measure, because it is a measure commonly used by financial analysts in evaluating the performance of companies in the same industry. The adjustments in calculating Adjusted EBITDA have been made, because management excludes these amounts when evaluating performance, on the basis that such adjustments eliminate the effects of (i) considerable amounts of non-cash depreciation and amortization and (ii) items not within the control of the Company’s operations managers. Adjusted EBITDA is not calculated or presented in accordance with U.S. GAAP, but Adjusted EBITDA by segment is presented in conformity with ASC 280, Segments. Further, Adjusted EBITDA as used herein is not necessarily comparable to similarly titled measures of other companies. Adjusted EBITDA is not a substitute for income from continuing operations, net income attributable to Dole plc, net income, cash flows from operating activities or any other measure prescribed by U.S. GAAP.
Adjusted EBITDA is reconciled from net income by taking consolidated net income and (1) subtracting the income or adding the loss from discontinued operations, net of income taxes; (2) adding the income tax expense or subtracting the income tax benefit; (3) adding interest expense; (4) adding depreciation charges; (5) adding amortization charges on intangible assets; (6) adding mark to market losses or subtracting 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 September 30, 2025 and September 30, 2024, included adding impairment charges on goodwill, adding or subtracting asset write-downs from extraordinary events, net of insurance proceeds, subtracting the gain or adding the loss on the disposal of business interests, subtracting the gain or adding the loss on asset sales for assets held for sale and actively marketed property or sales-type leases, adding impairment charges on property, plant and equipment and lease assets, adding restructuring charges and costs for legal matters not in the ordinary course of business, and adding debt refinancing expenses; and (8) the Company’s share of these items from equity method investments.

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The following provides revenue by segment and a reconciliation of Adjusted EBITDA by segment to consolidated net income, which is the most directly comparable U.S. GAAP financial measure:
Three Months EndedNine Months Ended
September 30,
2025		September 30,
2024		September 30,
2025		September 30,
2024
Segment Revenue:
(U.S. Dollars in thousands)
Fresh Fruit$890,356 $798,781 $2,741,092 $2,474,461 
Diversified Fresh Produce — EMEA997,802 899,639 2,990,686 2,698,088 
Diversified Fresh Produce — Americas & ROW419,991 390,057 1,169,752 1,222,996 
Total segment revenue2,308,149 2,088,477 6,901,530 6,395,545 
Intersegment revenue(29,234)(26,063)(94,784)(87,666)
Total consolidated revenue, net$2,278,915 $2,062,414 $6,806,746 $6,307,879 
Reconciliation of net income to Adjusted EBITDA
Net income$13,825 $21,515 $75,973 $175,016 
Loss (income) from discontinued operations, net of income taxes10,236 (6,384)45,156 (32,351)
Income from continuing operations 24,061 15,131 121,129 142,665 
Adjustments:
Income tax expense6,100 15,524 49,182 75,385 
Interest expense16,641 17,473 51,339 54,209 
Depreciation27,022 22,616 78,331 66,852 
Amortization of intangible assets1,845 1,621 5,314 5,780 
Mark to market (gains) losses(1,000)6,301 22,069 1,217 
Gain on asset sales— (66)(11,178)(35)
Gain on disposal of businesses(143)— (552)(75,945)
Impairment of goodwill— — — 36,684 
Asset write-downs, net of insurance proceeds(8,257)(992)(11,874)(2,691)
Impairment of property, plant and equipment and lease assets8,208 — 8,208 — 
Other items795 9 4,078 (18)
Adjustments from equity method investments5,497 4,455 6,663 13,489 
Total consolidated Adjusted EBITDA$80,769 $82,072 $322,709 $317,592 
Segment Adjusted EBITDA:
Fresh Fruit$27,153 $42,904 $163,240 $182,958 
Diversified Fresh Produce — EMEA40,740 30,363 117,384 99,017 
Diversified Fresh Produce — Americas & ROW12,876 8,805 42,085 35,617 
Total consolidated Adjusted EBITDA$80,769 $82,072 $322,709 $317,592 

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The following tables illustrate the estimated impact of factors that have driven changes in segment revenues for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024:
Revenue for the three months ended
September 30, 2024
Foreign exchange translation1,2
Acquisitions/ divestitures
Operational change3
September 30, 2025
(U.S. Dollars in thousands)
Fresh Fruit
$798,781 $226 $— $91,349 $890,356 
Diversified Fresh Produce – EMEA899,639 56,753 (8,617)50,027 997,802 
Diversified Fresh Produce – Americas & ROW390,057 (917)— 30,851 419,991 
Intersegment revenue(26,063)— — (3,171)(29,234)
$2,062,414 $56,062 $(8,617)$169,056 $2,278,915 
Revenue for the nine months ended
September 30, 2024
Foreign exchange translation1,2
Acquisitions/ divestitures
Operational change3
September 30, 2025
(U.S. Dollars in thousands)
Fresh Fruit
$2,474,461 $537 $— $266,094 $2,741,092 
Diversified Fresh Produce – EMEA2,698,088 95,014 (28,663)226,247 2,990,686 
Diversified Fresh Produce – Americas & ROW1,222,996 (3,330)(79,307)29,393 1,169,752 
Intersegment revenue(87,666)— — (7,118)(94,784)
$6,307,879 $92,221 $(107,970)$514,616 $6,806,746 
1 The impact of foreign exchange translation represents an estimate of the effect of translating the results of operations denominated in a foreign currency to U.S. Dollar at prior year average rates, as compared to the current year average rates.
2 While we acknowledge that the Fresh Fruit segment is impacted by foreign exchange translation, the impact is not easily determinable. The amounts included herein relate to discrete divisions in which the impact is reasonably determinable.
3 Operational change represents the remaining change in revenue after isolating the impacts of foreign exchange translation and acquisitions and divestitures, which we believe are significant factors that impact the comparability of our operating results in comparison to the prior year. The operational change is discussed in greater detail below.
The following tables illustrate the estimated impact of factors that have driven changes in segment Adjusted EBITDA for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024:
Adjusted EBITDA for the three months ended
September 30, 2024
Foreign exchange translation1
Acquisitions/ divestitures
Operational change2
September 30, 2025
(U.S. dollars in thousands)
Fresh Fruit
$42,904 $(267)$177 $(15,661)$27,153 
Diversified Fresh Produce – EMEA30,363 2,827 132 7,418 40,740 
Diversified Fresh Produce – Americas & ROW8,805 (119)144 4,046 12,876 
$82,072 $2,441 $453 $(4,197)$80,769 
Adjusted EBITDA for the nine months ended
September 30, 2024
Foreign exchange translation1
Acquisitions/ divestitures
Operational change2
September 30, 2025
(U.S. dollars in thousands)
Fresh Fruit
$182,958 $(362)$387 $(19,743)$163,240 
Diversified Fresh Produce – EMEA99,017 4,626 138 13,603 117,384 
Diversified Fresh Produce – Americas & ROW35,617 (351)(1,974)8,793 42,085 
$317,592 $3,913 $(1,449)$2,653 $322,709 
1 The impact of foreign exchange translation represents an estimate of the effect of translating the results of operations denominated in a foreign currency to U.S. Dollar at prior year average rates, as compared to the current year average rates.
2 Operational change represents the remaining change in Adjusted EBITDA after isolating the impacts of foreign exchange translation and acquisitions and divestitures, which we believe are significant factors that impact the comparability of our operating results in comparison to the prior year. The operational change is discussed in greater detail below.

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Changes in segment revenue and segment Adjusted EBITDA are described in more detail below, with focus on operational changes which we believe are more reflective of the Company’s performance in comparison to the prior year. Unless otherwise noted, the changes discussed below are for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024.
Fresh Fruit
The increase in Fresh Fruit revenue, net, for the three months ended September 30, 2025 (11.5% or $91.6 million) to $0.9 billion was primarily due to higher worldwide volumes of bananas, pineapples and plantains sold, as well as higher worldwide pricing of bananas, pineapples and plantains.
The decrease in Fresh Fruit Adjusted EBITDA for the three months ended September 30, 2025 (36.7%, or $15.8 million) to $27.2 million was primarily driven by higher fruit costs in bananas, due both to higher overall sourcing costs in the market and higher fruit costs following Tropical Storm Sara that impacted Honduras in November 2024. In the quarter, we also experienced higher fruit sourcing costs in pineapples, partially driven by climatic conditions, higher sourcing costs in plantains and lower profits in commercial cargo.
The increase in Fresh Fruit revenue, net, for the nine months ended September 30, 2025 (10.8%, or $266.6 million) to $2.7 billion was primarily due to higher worldwide volumes of bananas and pineapples sold, as well as higher worldwide pricing of bananas, pineapples and plantains, partially offset by lower worldwide volumes of plantains sold.
The decrease in Fresh Fruit Adjusted EBITDA for the nine months ended September 30, 2025 (10.8%, or $19.7 million) to $163.2 million was driven primarily by higher fruit costs, due both to high overall sourcing costs in the market and higher fruit costs following Tropical Storm Sara that impacted Honduras in November 2024, as well as higher shipping costs due to the completion of scheduled dry dockings and the impact of an operational disruption for one of our vessels servicing the North American market that has since been resolved. These challenges were partially offset by an improved performance in pineapples on a worldwide basis as well as growth in banana volumes.
Diversified Fresh Produce – EMEA
The increase in Diversified Fresh Produce – EMEA revenue, net, for the three months ended September 30, 2025 (10.9%, or $98.2 million) to $1.0 billion was primarily due to a favorable impact from foreign currency translation of $56.8 million, as a result of the strengthening of the Swedish krona, euro and British pound sterling against the U.S. Dollar, as well as underlying strong performance in the Scandinavia, Spain and the Netherlands. These increases were partially offset by a net negative impact of $8.6 million from acquisitions and divestitures. Excluding the impact of foreign currency translation and acquisition and divestitures, revenue was 5.6%, or $50.0 million, ahead of the prior year.
The increase in Diversified Fresh Produce – EMEA Adjusted EBITDA for the three months ended September 30, 2025 (34.2%, or $10.4 million) to $40.7 million was primarily driven by increases in earnings in Scandinavia, Spain, the Netherlands and South Africa, as well as a favorable impact of $2.8 million from foreign currency translation. Excluding the impact of foreign currency translation and acquisition and divestitures, Adjusted EBITDA was 24.4%, or $7.4 million, ahead of the prior year.
The increase in Diversified Fresh Produce – EMEA revenue, net, for the nine months ended September 30, 2025 (10.8%, or $292.6 million) to $3.0 billion was primarily due to strong performance in Spain, the U.K., the Netherlands and Scandinavia, as well as a favorable impact of $95.0 million from foreign currency translation as a result of the strengthening of the Swedish krona, euro and the British pound sterling, against the U.S. dollar. These increases were partially offset by a net negative impact from acquisitions and divestitures of $28.7 million. Excluding the impact of foreign currency translation and acquisition and divestitures, revenue was 8.4%, or $226.2 million, ahead of the prior year.
The increase in Diversified Fresh Produce – EMEA Adjusted EBITDA for the nine months ended September 30, 2025 (18.6%, or $18.4 million) to $117.4 million was primarily due to increases in earnings in Spain, the U.K., the Netherlands and Scandinavia, as well as a favorable impact of $4.6 million from foreign currency translation. Excluding the impact of foreign currency translation and acquisitions and divestitures, Adjusted EBITDA was 13.7%, or $13.6 million, ahead of the prior year.

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Diversified Fresh Produce – Americas & ROW
The increase in Diversified Fresh Produce – Americas & ROW revenue, net, in the three months ended September 30, 2025 (7.7%, or $29.9 million) to $420.0 million was primarily due to revenue growth in most commodities sold in the North American market, particularly in kiwi and berries.
The increase in Diversified Fresh Produce – Americas & ROW Adjusted EBITDA in the three months ended September 30, 2025 (46.2%, or $4.1 million) to $12.9 million was driven by improved performance in the southern hemisphere export business, primarily due to positive final liquidations of the prior export season, as well as continued good performance in the North America market across commodities.
The decrease in Diversified Fresh Produce – Americas & ROW revenue, net, in the nine months ended September 30, 2025 (4.4%, or $53.2 million) to $1.2 billion was primarily due to the disposal of the Progressive Produce business in mid-March 2024. Excluding the impact of foreign currency translation and acquisitions and divestitures, revenue was 2.4%, or $29.4 million, ahead of the prior year, primarily due to increases in the North American market due to higher revenues for the majority of commodities sold, partially offset by lower export pricing in some key southern hemisphere export products, primarily cherries.
The increase in Diversified Fresh Produce – Americas & ROW Adjusted EBITDA in the nine months ended September 30, 2025 (18.2%, or $6.5 million) to $42.1 million was primarily driven by strong performance in the North American market in kiwi and citrus, as well as by an increase for southern hemisphere export products. These increase were partially offset by the disposal of the Progressive Produce business in mid-March 2024. Excluding the impact of foreign currency translation and acquisitions and divestitures, Adjusted EBITDA was 24.7%, or $8.8 million, ahead of the prior year.

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Liquidity and capital resources
Primary sources of cash flow for Dole have historically been cash flow from operating activities, the issuance of debt and bank borrowings. Dole has a history of borrowing funds internationally and expects to be able to continue to borrow funds over the long term. Material cash requirements have included payments of debt and related interest, capital expenditures, investments in companies, increases in ownership of subsidiaries or companies in which Dole holds equity investments and payments of dividends to shareholders.
Over the upcoming year, as well as long-term, we believe that cash flow from operating activities, available cash and cash equivalents and access to borrowing facilities will be sufficient to fund any future capital expenditures, debt service, dividend payments and other capital requirements going forward.
Cash Flows
The following table summarizes Dole’s consolidated cash flows for the nine months ended September 30, 2025 and September 30, 2024:
Nine Months Ended
September 30, 2025
September 30, 2024
Cash flow provided by (used in) continuing operations, net:
(U.S. Dollars in thousands)
Operating activities
$26,941 $106,246 
Investing activities
2,489 60,695 
Financing activities
(30,729)(198,835)
Foreign currency impact
17,988 1,613 
Cash provided by discontinued operations, net(33,735)17,258 
Net decrease in cash
(17,046)(13,023)
Cash and cash equivalents, beginning, including discontinued operations
331,719 277,005 
Cash and cash equivalents, ending, including discontinued operations
$314,673 $263,982 

Cash flows provided by operating activities were $26.9 million for the nine months ended September 30, 2025, compared to cash flows provided by operating activities of $106.2 million for the nine months ended September 30, 2024. There was an increase in normal seasonal cash outflows for receivables during the current year due to the significant increase in revenue in the third quarter of the year and also due to the timing of collections related to the Chilean cherry season.
Cash flows provided by investing activities were $2.5 million for the nine months ended September 30, 2025, compared to cash flows provided by investing activities of $60.7 million for the nine months ended September 30, 2024. The decrease in cash provided by investing activities was primarily attributable to proceeds related to the sale of the Progressive Produce business received during the prior year of $117.7 million and an increase to cash capital expenditures in the current year due to the buyout of two finance leases of $36.1 million, offset partially by net cash proceeds received from the disposal of the Fresh Vegetables division of $68.0 million and by higher insurance proceeds received in the current year.
Cash flows used in financing activities were $30.7 million for the nine months ended September 30, 2025, compared to $198.8 million used in financing activities for the nine months ended September 30, 2024. The decrease in cash used in financing activities was primarily attributable to lower repayments of debt, net of borrowings, as well as the impacts of the Refinancing, which resulted in a net inflow of approximately $16.5 million, net of capitalized fees.
Cash flows used in discontinued operations was $33.7 million for the nine months ended September 30, 2025, compared to cash flows provided by discontinued operations of $17.3 million for the nine months ended September 30, 2024. The decrease was primarily due to lower operating income in the current year, as well as higher outflows related to payment timing of payables.
There were $16.9 million and $13.5 million of cash taxes paid for the repatriation tax under Internal Revenue Code Section 965 in the nine months ended September 30, 2025 and September 30, 2024, respectively. No further payments are expected for the remainder of fiscal year 2025 and beyond fiscal year 2025.

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Net Debt
Net debt is the primary measure used by management to analyze the Company’s capital structure and financial leverage. Net debt is a non-GAAP financial measure, calculated as cash and cash equivalents less current debt, long-term debt and bank overdrafts, excluding debt discounts and issuance costs. Management believes that net debt is an important measure to monitor leverage and evaluate the consolidated balance sheets.
The following table sets forth a reconciliation of cash and cash equivalents and total debt to net debt as of September 30, 2025 and December 31, 2024:
September 30, 2025
December 31, 2024
(U.S. Dollars in thousands)
Cash and cash equivalents$314,673 $330,017 
Debt:
Long-term debt, net(899,299)(866,075)
Current maturities(57,445)(80,097)
Bank overdrafts(14,706)(11,443)
Total debt, net(971,450)(957,615)
Add: Unamortized debt discounts and issuance costs(7,692)(9,531)
Total gross debt(979,142)(967,146)
Net debt
$(664,469)$(637,129)
On May 1, 2025, the Company entered into the Amended and Restated Credit Agreement, which includes the Corporate Revolving Credit Facility that provides for up to $600.0 million, and the New Term Loan A and Farm Credit Term Loan, which provides for borrowings of $250.0 million and $350.0 million, respectively. The proceeds of the New Senior Secured Facilities were used to repay the previous Corporate Revolving Credit Facility and previous Term Loan Facilities, as well as expected to finance Dole’s working capital needs and general corporate purposes. The New Senior Secured Facilities have been successfully syndicated.
As a result of the Refinancing, we incurred a net expense of $3.2 million in the nine months ended September 30, 2025, which is included in other (expense) income, net, in the condensed consolidated statements of operations.
The Corporate Revolving Credit Facility and New Term Loan A have expiration dates of May 1, 2030. The Farm Credit Term Loan has an expiration date of May 1, 2032.
Dole’s borrowings under these facilities and other borrowing arrangements are linked to both variable and fixed interest rates. Dole has entered into interest rate swaps in order to mitigate a significant portion of the interest rate risk associated with its variable-rate debt.
Both cash and debt are denominated in various currencies, though primarily in the U.S. Dollar, euro, British pound sterling and Swedish krona.
The New Senior Secured Facilities are expected to provide long-term sustainable capitalization.
See Note 12 “Debt” to the unaudited condensed consolidated financial statements included herein for additional detail on the Company’s debt and the Refinancing discussed above.

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Total Available Liquidity
Total available liquidity (defined as cash and cash equivalents plus available lines of credit, which includes the borrowing capacity of revolving loans and similar facilities) is used by management to evaluate the amount of capital that is readily available to the Company. Total available liquidity as of September 30, 2025 and December 31, 2024 was as follows:

September 30, 2025
December 31, 2024
(U.S. Dollars in thousands)
Cash and cash equivalents$314,673 $330,017 
Lines of credit691,397 803,706 
Total available liquidity
$1,006,070 $1,133,723 
In addition, Dole utilizes third-party trade receivables sales arrangements to help manage its liquidity. Certain arrangements contain recourse provisions through which our maximum financial loss is limited to a percentage of receivables sold under the arrangements. Total facility amounts under all third-party trade receivables sales arrangements are $262.6 million in the aggregate as of September 30, 2025.
As of September 30, 2025, we had derecognized trade receivables related to non-recourse facilities and facilities with recourse provisions of $23.0 million and $239.6 million, respectively. As of December 31, 2024, we had derecognized trade receivables related to non-recourse facilities and facilities with recourse provisions of $21.4 million and $255.0 million, respectively.
Commitments and Contingencies
As of September 30, 2025, there were no material changes in our commitments, contractual arrangements or contingencies as compared to those in described in our Annual Report on Form 20-F. Refer to Note 16 “Contingencies” to the unaudited condensed consolidated financial statements included herein for further detail on Dole’s contingencies.
Share Repurchase Program
On November 7, 2025, the Board authorized the Share Repurchase Program, whereby we may repurchase up to $100.0 million in the aggregate of our ordinary shares with no set expiration date. Shares may be repurchased from time to time through open-market transactions or other methods. The timing and volume of repurchases will be at the discretion of management and will be based on several factors including market conditions, available capital resources and alternative investment opportunities. Repurchases will be funded through operating cash flows or existing cash balances and availability under our Corporate Revolving Credit Facility. As the Share Repurchase Program does not obligate us to acquire any particular number of shares and can be suspended, modified or discontinued at any time, we cannot reasonably estimate the impact on our future cash flows or liquidity position.
Critical Accounting Estimates
The preparation of unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. The Company bases estimates on past experience and other assumptions that are believed to be reasonable under the circumstances, and management evaluates these estimates on an ongoing basis. Actual results may differ from those estimates.
Critical accounting estimates are those that materially affect or could affect the unaudited condensed consolidated financial statements and involve difficult, subjective or complex judgments by management. A thorough understanding of these critical accounting estimates and their underlying nature, assumptions and inputs is essential when reviewing the unaudited condensed consolidated financial statements of the Company. Management believes that the areas of goodwill and indefinite-lived intangible assets, income taxes, and pension and other postretirement benefits are the most critical, as they involve the use of significant estimates and assumptions. There have been no material changes or additions to our critical accounting estimates identified above from those described in greater detail in our Annual Report on Form 20-F.
Item 3.    Quantitative and Qualitative Disclosures About Market Risk
There have been no material changes to the disclosures on this matter made in our Annual Report on Form 20-F.

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Item 4.    Controls and Procedures
Management carried out an evaluation, under the supervision and with the participation of its CEO and Chief Financial Officer (“CFO”), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of September 30, 2025. Based upon that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of September 30, 2025. There were no changes in internal control over financial reporting during the nine months ended September 30, 2025 that materially affected, or are reasonably likely to affect, our internal control over financial reporting.


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PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Dole has been or is currently the subject of a number of legal proceedings and civil and criminal investigations and inquiries by governmental agencies. See Note 16 “Contingencies” to the unaudited condensed consolidated financial statements included herein for additional information. We are unable to predict how long such proceedings, investigations and inquiries will continue or the full scope of such investigations, but we anticipate that we will continue to incur significant costs in connection with these matters and that these proceedings, investigations and inquiries will result in a substantial distraction of management’s time, regardless of the outcome. These proceedings, investigations and inquiries may result in damages, fines, penalties, consent orders or other administrative action against us and/or certain of our officers, or in changes to our business practices, and any such fines or penalties could be greater than we currently anticipate. Furthermore, publicity surrounding these proceedings, investigations and inquiries or any enforcement action as a result thereof, even if ultimately resolved favorably for us, could result in additional investigations and legal proceedings. As a result, although these proceedings, investigations and inquiries could have an adverse effect on our reputation, business, financial condition and results of operations, we do not expect them to have a material adverse effect, individually or in the aggregate, on Dole’s results of operation, financial condition or cash flows.
Item 1A. Risk Factors
In addition to the other information set forth in this report, users should carefully consider the factors discussed in Part I, “Item 3D. Risk Factors” in our Annual Report on Form 20-F, as updated and supplemented below, which could materially affect our business, financial condition or future results. These risks are not the only risks facing the Company, and additional risks and uncertainties not yet known or currently deemed to be immaterial could materially adversely affect our business, financial condition or future results.
There have been no material changes from the risk factor information disclosed in Part I, “Item 3D. Risk Factors” in our Annual Report on Form 20-F, other than as updated and supplemented below.
Item 5. Other Information
None.

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