Core Insights - The court has approved asset purchase agreements for all business segments of Del Monte Foods, including Vegetable, Fruit, Tomato, and Broth & Stock [1] - This approval provides a clear path forward for Del Monte Foods' portfolio of brands and businesses under new ownership [1] - The company is focused on maintaining service continuity for customers and partners through the close of transactions [1] Business Operations - Del Monte Foods Corporation II Inc. is a leading producer, distributor, and marketer of premium quality packaged food products [1] - The asset purchase agreements encompass substantially all of the company's assets and business operations as going-concern businesses [1]

Transaction Overview - Mission Produce will acquire all outstanding shares of Calavo Growers [23] - The merger consideration is 0.9790x of a Mission Produce share per Calavo Growers share and $14.85 cash per Calavo Growers share [23] - The cash/stock mix is 55% cash and 45% stock [23] - Calavo Growers will receive 1 board seat on Mission Produce expanded board [23] - The transaction is expected to close by the end of August 2026 [23] Financial Highlights - The pro forma net sales are approximately $2 billion [21] - The pro forma adjusted EBITDA is approximately $177 million, including approximately $25 million in run-rate synergies [21] - The combined company will have approximately 5,800 global employees [21] - Mission Produce anticipates approximately $25 million of annual cost synergies [23] Product and Geographic Mix - The pro forma product mix is 84% avocado, 5% blueberry, 4% mango, 4% guacamole, 2% tomato, and 1% other [20] - The pro forma geographic mix is 83% U S and 17% rest of world [20]

Core Insights - Mission Produce, Inc. is acquiring Calavo Growers, Inc. to enhance its position in the North American avocado market and expand into the prepared food segment [1][2][3] - The acquisition is expected to create significant value for both companies, with anticipated cost synergies of approximately $25 million within 18 months post-close [1][12] Transaction Overview - The acquisition involves a cash-and-stock transaction where Calavo stockholders will receive $27.00 per share, consisting of $14.85 in cash and 0.9790 shares of Mission for each share of Calavo [6][7] - The total enterprise value of the transaction is approximately $430 million, representing a 26% premium to Calavo's recent stock price [7][8] Strategic Rationale - The acquisition aims to bolster Mission's vertically integrated platform and enhance its global distribution network by incorporating Calavo's sourcing and prepared foods capabilities [2][3] - This move is expected to diversify Mission's product offerings, including entry into the high-growth prepared foods segment, which aligns with evolving consumer demand for convenience and healthy options [12] Operational Synergies - The transaction is projected to deliver $25 million in annualized cost synergies within 18 months post-close, with potential for further upside [12] - The combined company will have an expanded network of packinghouses in Mexico, increasing access to high-quality avocados and improving supply reliability [12] Governance and Management - Upon completion, John Pawlowski is expected to serve as CEO of the combined company, with Steve Barnard as Executive Chairman [9] - The Board of Directors for the combined entity will consist of 10 individuals, including one director appointed by mutual agreement of both companies [9] Company Backgrounds - Mission Produce is a global leader in sourcing and distributing fresh avocados, with a vertically integrated operation that includes growing, sourcing, packing, and distribution [17] - Calavo Growers has a long history in the produce industry, offering a range of products including avocados, tomatoes, and prepared foods like guacamole [18]