Mission Produce, Inc.
For the period ended Apr 30, 2026. Filed Jun 8, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Apr 30, 2026 · Filed Jun 8, 2026
AVO$11.66+1.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-01-31; filed 2026-03-12.
0001802974-26-000022
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-04-30; filed 2026-06-08.
0001802974-26-000033
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 90 previous paragraphs and 109 current paragraphs.
62 unchanged; 21 reworded; 25 added; 7 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 16 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (25)
Current report
Acquisition of Calavo
Current report
Tariffs
Current report
On February 20, 2026, the U.S. Supreme Court issued a ruling striking down certain tariffs previously imposed under the International Emergency Economic Powers Act (IEEPA), and remanded related matters to the Court of International Trade. Following the Supreme Court’s decision, the U.S. presidential administration announced its intention to invoke other laws to collect tariffs and announced new tariffs on imports from all countries, in addition to any existing non-IEEPA tariffs. There remains substantial uncertainty regarding the duration of existing and newly announced tariffs, potential changes or pauses to such tariffs, tariff levels, and whether further additional tariffs or other retaliatory actions may be imposed, modified, or suspended, and the impacts of such actions on our business.
Current report
Subsequently, the U.S. Customs and Border Protection (CBP) has created the Consolidated Administration and Processing of Entries (CAPE) system to administer refunds for tariffs imposed under IEEPA. While progress has been made regarding the establishment of the CAPE system, there remains substantial uncertainty regarding the submission process for refunds, and the timing, magnitude, and completeness of potential refunds. The ability to recover, and the timing and amount of any potential refunds are uncertain, and at this time we cannot reasonably estimate the financial impact to us, if any. As of June 8, 2026, we have not recognized any amounts associated with potential refunds related to these tariffs.
Current report
We are monitoring the situation closely for further information about how the U.S. government intends to proceed.
Current report
Gross profit decreased $7.9 million or 28% for the three months ended April 30, 2026 compared to the same period last year and gross profit percentage decreased 50 basis points compared to the same period last year, to 7.0% of revenue. Gross profit in our Marketing and Distribution segment was lower due to high availability of Mexican avocado supply which drove low per-unit avocado selling prices and margins. In our International Farming segment gross profit was lower due to higher per-unit mango production costs and lower volume of blueberry packaging and storage services.
Current report
SG&A expenses excluding transaction advisory costs for the three and six months ended April 30, 2026 were flat compared to the same periods last year.
Current report
Other expense increased $0.5 million or 83% in the three months ended April 30, 2026 compared to the same period last year, primarily due to debt restructuring fees incurred in the current year.
Current report
(4)Represents tariff charges levied on USMCA-compliant goods imported from Mexico for the three-day period from March 4th to March 6th, 2025. The extremely short-term nature of the charges prevented the Company from effectively passing the charges in both pricing to customers and prices paid for goods from suppliers. USMCA-compliant goods have subsequently been exempted from tariff charges on U.S. imports.
Current report
Total segment sales in our Marketing & Distribution segment decreased $85.3 million or 24% in the three months ended April 30, 2026, compared to the same period last year. Lower per-unit avocado selling prices associated with high market supply conditions in the current year were partially offset by higher avocado volume sold.
Current report
Segment operating loss was $3.8 million in the three months ended April 30, 2026 compared income of $7.6 million in the same period last year. The decrease was driven by lower per-unit margin well as higher transaction advisory costs.
Current report
Segment operating loss was $2.7 million in the six months ended April 30, 2026 compared income of $9.4 million in the same period last year. The decrease in operating profit was driven by transaction advisory cots in the current year.
Current report
Total segment sales in our International Farming segment decreased $0.4 million or 5% in the three months ended April 30, 2026, compared to the same period last year.
Current report
Segment operating loss was $3.9 million in the three months ended April 30, 2026 compared to $1.3 million in the same period last year. The higher operating loss was due to higher per-unit mango production costs and lower volume of blueberry packaging and storage services.
Current report
Total segment sales in our International Farming segment increased $1.0 million or 6% in the six months ended April 30, 2026 compared to the same period last year.
Current report
Segment operating loss was $3.6 million in the six months ended April 30, 2026 compared to $1.4 million in the same period last year due to the same factors described above.
Current report
Total segment sales in our Blueberries segment decreased $4.7 million or 30% in the three months ended April 30, 2026 compared to the same period last year, primarily due to a decrease in volume sold of 41%, partially offset by an increase in average per-unit sales price of 19%.
Current report
Segment operating income for the three months ended April 30, 2026 was flat compared to the same period last year.
Current report
Total segment sales in our Blueberries segment in the six months ended April 30, 2026 were flat compared to the same period last year, as increases in average per-unit sales price of 12% were offset by a decrease in volume sold of 11%.
Current report
On April 1, 2026, we entered into an Amended and Restated Credit Agreement with Bank of America and other syndicate lenders, which amends and restates that certain credit agreement, dated as of October 11, 2018 (as amended and restated). The credit agreement provides senior secured credit facilities in an aggregate principal amount of $550 million, consisting of:
Current report
•a $200 million revolving facility (the “Revolving Facility”)
Current report
•a $200 million term loan facility, $150 million of which was drawn on the Calavo acquisition funding date of May 28, 2026, subsequent to the quarter ended April 30, 2026 (the “Term A-1 Facility”); and
Current report
•a $150 million term loan facility, $100 million of which was drawn on the Calavo acquisition funding date (the “Term A-2 Facility” and, together with the Term A-1 Facility, the “Term Loan Facilities”; the Term Loan Facilities together with the Revolving Facility, the “Senior Credit Facility”).
Current report
Acquisition of Calavo
Current report
The approximate $465 million acquisition of Calavo was funded with a combination: $250 million of term loan facilities drawn on the closing date of May 28, 2026, approximately $197 million in shares of our common stock, and the remainder with cash on-hand.
Removed paragraphs (7)
Previous report
Rights Plan
Previous report
Additionally, in response to a sudden increase in ownership by an activist investor and in order to provide the Board with time to make informed decisions in the best interests of the Company and its shareholders, on January 21, 2026, the Board adopted a shareholder rights plan (the "Rights Agreement") and declared a dividend of one right in respect of each of the Company’s issued and outstanding shares of common stock (the “Rights”), which would have caused substantial dilution to any person or group acquiring 15 percent or more of the Company’s outstanding common stock without the prior approval of the Board. The Rights Agreement was designed to deter the acquisition of actual, de facto, or negative control of the Company by any person or group without appropriately compensating its Shareholders for that control.
Previous report
Segment operating income decreased $0.7 million or 39% in the three months ended January 31, 2026 compared to the same period last year. Higher volume and per-unit gross margin was offset by higher SG&A costs, including transaction advisory costs as described above.
Previous report
Total segment sales in our International Farming segment increased $1.4 million or 15% in the three months ended January 31, 2026 compared to the same period last year.
Previous report
Segment operating income was $0.3 million in the three months ended January 31, 2026 compared to a loss of $0.1 million in the same period last year.
Previous report
Total segment sales in our Blueberries segment increased $4.4 million or 12% in the three months ended January 31, 2026 compared to the same period last year, primarily due to increases in average per-unit sales price and volume sold of 9% and 3%, respectively.
Previous report
As noted in Management’s Discussion and Analysis of Financial Condition and Results of Operations, the Company entered into a Merger Agreement to acquire Calavo Growers. The transaction is expected to be financed by a combination of Mission Produce equity, new long term debt borrowings, and cash on-hand. The debt financing assumes we obtain incremental proceeds from our amended credit facility including a $50 million increase in the revolving line of credit and $250 million of principal term loans. We have obtained lender commitment for the additional indebtedness. See Note 7 to the condensed consolidated financial statements for more information.
Reworded paragraphs (21)
Previous wording
On January 14, 2026, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Calavo Growers, Inc. and its affiliates (“Calavo”). Calavo is a leading provider of fresh avocados, tomatoes, papayas, and value-added prepared foods, including a variety of ready-to-eat products such as guacamole and salsas. Its products are sold under the Calavo brand name, proprietary sub-brands, as well as private labels and store brands. Under the terms of the Merger Agreement, Calavo stockholders will receive $14.85 in cash per share and 0.9790 shares of Company common stock for each share of Calavo common stock, totalling approximately $490 million in consideration at the time of the announcement. Changes in Mission Produce’s share price on the date of closing as compared to on the date of the announcement could increase or decrease the total amount of consideration.
Current wording
On May 28, 2026, we consummated our acquisition of 100% of outstanding common stock of Calavo. Calavo is a leading provider of fresh avocados, tomatoes, papayas, and value-added prepared foods, including a variety of ready-to-eat products such as guacamole and salsas. Its products are sold under the Calavo brand name, proprietary sub-brands, as well as private labels and store brands.
Previous wording
The transaction will enhance Mission’s position in the North American avocado category with expanded supply reliability across Mexico and California. The transaction also represents entry for Mission into the high-growth and attractive prepared food sector, complementing our existing value-add avocado business. The transaction also provides a significant value opportunity for both Mission and Calavo shareholders to realize cost synergies and SG&A savings. The transaction is expected to close in the third fiscal quarter of 2026, subject to the receipt of required regulatory approvals, the approvals of Mission and Calavo shareholders, and the satisfaction of other customary closing conditions.
Current wording
The transaction enhances our position in the North American avocado category with expanded supply reliability across Mexico and California. The transaction also represents our entry into the prepared food sector, complementing our existing value-added avocado business. The transaction also provides a significant value opportunity for us to realize cost synergies and SG&A savings. The results of Calavo and interest costs associated with the debt incurred will be included in our results for periods following the closing date.
Previous wording
Net sales decreased $55.6 million or 17% in the three months ended January 31, 2026 compared to the same period last year, primarily driven by our Marketing & Distribution segment, where a decrease in per-unit avocado sales prices of 30% was partially offset by an increase in avocado volume sold of 14%. Volume and price movements were driven by increased Mexican avocado supply due to higher yields in the current year.
Current wording
Net sales decreased $89.4 million or 24% in the three months ended April 30, 2026 compared to the same period last year, primarily driven by our Marketing & Distribution segment, where a decrease in per-unit avocado sales prices of 36% was partially offset by an increase in avocado volume sold of 15%. Volume and price movements were driven by increased Mexican avocado supply due to higher yields in the current year.
Previous wording
Gross profit was flat for the three months ended January 31, 2026, while gross profit percentage increased 190 basis points compared to the same period last year, to 11.3% of revenue. Gross profit margin improved in our Marketing and Distribution segment due to higher volumes and improved per-unit margins, while gross profit margin in our Blueberries segment was lower due to lower per-acre yield resulting in higher per-unit fruit production costs.
Current wording
Gross profit decreased $7.8 million or 13% for the six months ended April 30, 2026, while gross profit percentage increased 70 basis points compared to the same period last year, to 9.1% of revenue. Gross profit improved in our Marketing and Distribution segment due to higher volume of avocados sold, while gross profit in our Blueberries segment was lower due to higher per-unit production costs associated with lower yields which were partially offset by higher per-unit selling prices.
Previous wording
SG&A expenses increased $6.9 million or 31% in the three months ended January 31, 2026 compared to the same period last year. The increases were primarily due to transaction advisory costs of $7.0 million associated with the Calavo acquisition, comprised of third-party legal, diligence, and other costs.
Current wording
Transaction advisory costs are comprised of third-party legal, diligence, and other costs associated with the Calavo acquisition, which was completed on May 28, 2026.
Previous wording
Interest expense decreased $0.5 million or 23% in the three months ended January 31, 2026 compared to the same period last year. The decrease was due to lower average balances on our revolving line of credit and lower interest rates on our borrowings under our credit facility. Interest rates applicable to our credit facility are variable, based on SOFR and a spread depending on our net leverage ratio.
Current wording
Interest expense decreased $0.6 million or 24% and $1.1 million or 23% in the three and six months ended April 30, 2026, respectively, compared to the same periods last year. The decreases were primarily due to lower average balances on our revolving credit facility. Interest rates applicable to our credit facility are variable, based on SOFR and a spread depending on our net leverage ratio.
Previous wording
Equity method income increased $0.7 million or 88% in the three months ended January 31, 2026 compared to the same period last year. Equity method income is mostly comprised of earnings in our investment in Henry Avocado Corporation.
Current wording
Equity method income increased $0.4 million or 44% and $1.1 million or 65% in the three and six months ended April 30, 2026, respectively, compared to the same periods last year. Equity method income is mostly comprised of earnings in our investment in Henry Avocado Corporation.
Previous wording
Other expense was $1.3 million in the three months ended January 31, 2026 compared to other income of $1.5 million for the same period last year. Changes were primarily attributed to foreign currency transaction losses (gains) resulting from the weakening of the U.S. dollar relative to the Mexican peso in the current year as opposed to the strengthening of the U.S. dollar relative to the Mexican Peso in the prior year.
Current wording
Other expense was $2.4 million for the six months ended April 30, 2026 compared to other income of $0.9 million for the same period last year. The change was primarily attributed to greater foreign currency transaction losses resulting from more pronounced weakening of the U.S. dollar relative to the Mexican peso in the current year.
Previous wording
The provision for income tax decreased $2.1 million or 66% in the three months ended January 31, 2026 compared to the same period last year, primarily due to the effect of lower income before taxes in the current year. Our effective tax rate was impacted by book losses in jurisdictions where either a full valuation allowance has been recorded or where loss carryforward is disallowed in both years.
Current wording
The benefit for income taxes was $1.3 million compared to a provision for income tax of $1.7 million for the three months ended April 30, 2026 and 2025, respectively. The benefit for income taxes was $0.2 million compared to a provision for income tax of $4.9 million for the six months ended April 30, 2026 and 2025, respectively. The (benefits) provisions were impacted by the effect of lower income before taxes in the current year. Our effective tax rate was impacted by book losses in jurisdictions where either a full valuation allowance has been recorded or where loss carryforward is disallowed in both years.
Previous wording
(1)Includes interest expense from finance leases, the most significant of which is for land at our Blueberries segment of $0.5 million for boththe three months ended January 31, 2026 and 2025.
Current wording
(1)Includes interest expense from finance leases, the most significant of which is for land at our Blueberries segment of $0.5 million for both the three months ended April 30, 2026 and 2025 and $1.0 million for both the six months ended April 30, 2026 and 2025.
Previous wording
(2)Includes depreciation and amortization of purchase accounting assets of $0.2 million and $0.3 million for the three months ended January 31, 2026 and 2025, respectively. Includes $0.2 million of amortization of the Blueberries finance lease for both the three months ended January 31, 2026 and 2025. The three months ended January 31, 2025 also include $0.9 million of accelerated depreciation expense from fixed assets related to the closure of our Canada facilities.
Current wording
(2)Includes depreciation and amortization of purchase accounting assets of $0.1 million and $0.5 million for the three months ended April 30, 2026 and 2025, respectively, and $0.3 million and $0.8 million for six months ended April 30, 2026 and 2025, respectively. Includes $0.2 million of amortization of the Blueberries finance lease for both the three months ended April 30, 2026 and 2025 and $0.4 million for both the six months ended April 30, 2026 and 2025. The six months ended April 30, 2025 also include $0.9 million of accelerated depreciation expense from fixed assets related to the closure of our Canada facilities.
Previous wording
(3)Includes accelerated amortization of operating lease right-of-use assets and severance costs incurred due to the closure of our Canada facilities during the first quarter of 2025, both recognized in cost of sales.
Current wording
(3)Represents accelerated amortization of operating lease right-of-use assets, early lease termination costs and severance costs incurred due to the closure of our Canada facilities recognized in cost of sales.
Previous wording
(4)Represents net income (loss) attributable to noncontrolling interest plus the impact of non-GAAP adjustments, allocable to the noncontrolling owner based on their percentage of ownership interest.
Current wording
(5)Represents net income (loss) attributable to noncontrolling interest plus the impact of non-GAAP adjustments, allocable to the noncontrolling owner based on their percentage of ownership interest.
Previous wording
Total segment sales in our Marketing & Distribution segment decreased $61.0 million or 21% in the three months ended January 31, 2026 compared to the same period last year, driven by the avocado volume and price dynamics described above.
Current wording
Total segment sales in our Marketing & Distribution segment decreased $146.3 million or 22% in the six months ended April 30, 2026 compared to the same period last year, driven by the avocado volume and price dynamics described above.
Previous wording
Segment operating income decreased $6.5 million or 86% for the three months ended January 31, 2026 compared to the same period last year due to lower per-acre yield resulting in higher per-unit fruit production costs.
Current wording
Segment operating income decreased $6.4 million or 78% for the six months ended April 30, 2026 compared to the same period last year due to lower per-acre yield resulting in higher per-unit fruit production costs.
Previous wording
Net cash used in operating activities was $3.0 million for the three months ended January 31, 2026 compared to $1.2 million for the same period last year. Lower income in the current year was partially offset by lower increases in working capital. Working capital growth in the current year is driven by higher trade receivables associated with higher volumes and timing of sales in the Marketing & Distribution and Blueberries segments, while inventory growth is driven by higher volume in the Marketing & Distribution segment and cultivation of growing crop inventory in our International Farming and Blueberries segments.
Current wording
Net cash used in operating activities was $21.0 million for the six months ended April 30, 2026 compared to $13.0 million for the same period last year. Lower income in the current year was partially offset by lower increases in working capital. Working capital growth in the current year is driven by higher trade receivables associated with seasonality and timing of sales in the Marketing & Distribution and Blueberries segments, while inventory growth is driven by higher volume in the Marketing & Distribution segment and cultivation of growing crop inventory in our International Farming and Blueberries segments.
Previous wording
In the three months ended January 31, 2026 and 2025, capital expenditures were comprised primarily of avocado orchard development, pre-production orchard maintenance and land improvements, packhouse construction in Guatemala and pre-production land development and blueberry plant cultivation in Peru. The three months ended January 31, 2026 also included construction costs associated with increasing capacity in our Mexican packing operations.
Current wording
In the six months ended April 30, 2026 and 2025, capital expenditures were comprised primarily of avocado orchard development, pre-production orchard maintenance and land improvements, packhouse construction in Guatemala and pre-production land development and blueberry plant cultivation in Peru. The current year also includes construction costs associated with increasing capacity in our Mexican packing operations.
Previous wording
Our syndicated credit facility with Bank of America has a total borrowing capacity of $250 million. The credit facility is comprised of two senior term loans totaling $100 million and a revolving credit agreement of $150 million. The loans are secured by assets of the Company, including certain real property, personal property and capital stock of the Company’s subsidiaries. Borrowings under the credit facility bear interest at a spread over SOFR ranging from 1.5% to 2.5% depending on the Company’s consolidated total net leverage ratio. We pay fees on unused commitments on the credit facility.
Current wording
Our syndicated credit facility with Bank of America has a total borrowing capacity of $550 million. The credit facility is comprised of two senior term loans totaling $350 million and a revolving credit agreement of $200 million. The facility also has an accordion feature which allows the company, subject to certain conditions, to increase the borrowings thereunder by up to $150 million, with applicable lender approval. Borrowings are secured by assets of the Company, including certain real property, personal property and capital stock of the Company’s subsidiaries. Borrowings under the credit facility bear interest at a spread over SOFR ranging from 1.5% to 2.5% depending on the Company’s consolidated total net leverage ratio. We pay fees on unused commitments on the credit facility.
Previous wording
We have various capital projects in progress for farming expansion and facility improvements which we intend to fund through our operating cash flow as well as cash and cash equivalents on hand. For fiscal 2026, we expect total capital expenditures to be approximately $40 million. The spend will be allocated primarily to our International Farming and Blueberries segments. Within our International Farming segment, spend will be concentrated in Guatemala for pre-production avocado orchard maintenance. Within our Blueberries segment, spend will be concentrated on land development and plant cultivation in Peru.
Current wording
We have various capital projects in progress for farming expansion and facility improvements which we intend to fund through our operating cash flow as well as cash and cash equivalents on hand. For fiscal 2026, we expect total capital expenditures to be approximately $45 million. The spend will be allocated primarily to our International Farming and Blueberries segments. Within our International Farming segment, spend will be concentrated in Guatemala for pre-production avocado orchard maintenance. Within our Blueberries segment, spend will be concentrated on land development and plant cultivation in Peru.
Previous wording
We are party to various leases, the most material of which are for facilities and land. Our undiscounted cash liabilities were approximately $170.5 million as of January 31, 2026, of which, approximately $107.6 million was for long-term land leases in our International Farming and Blueberries segments.
Current wording
We are party to various leases, the most material of which are for facilities and land. Our undiscounted cash liabilities were approximately $166.00 million as of April 30, 2026, of which, approximately $105.2 million was for long-term land leases in our International Farming and Blueberries segments.
Previous wording
As of January 31, 2026, outstanding borrowings on our syndicated debt facility totaled $100.2 million. See Note 6 to the condensed consolidated financial statements for more information.
Current wording
As of April 30, 2026, outstanding borrowings on our syndicated debt facility totaled $120.0 million. See Note 6 to the condensed consolidated financial statements for more information.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Net sales decreased $145.0 million or 20% in the six months ended April 30, 2026 compared to the same period last year, primarily driven by our Marketing & Distribution segment, where a decrease in per-unit avocado sales prices of 33% was partially offset by an increase in avocado volume sold of 14%. Volume and price movements were driven by increased Mexican avocado supply due to higher yields in the current year.