6-K
Dole plc (DOLE)
6
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November, 2025
Commission File Number 001-40695
Dole plc
(Translation of registrant's name into English)
29 North Anne Street, Dublin 7
D07 PH36 Ireland
101 South Tryon St, Suite 600, Charlotte, NC
United States 28280
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
☒ Form 20-F ◻ Form 40-F
On November 10,2025, Dole plc (the "Company") will host a conference call and simultaneous webcast to discuss the Company's financial results for the three and nine months ended September 30, 2025. An archived replay of the webcast and the investor presentation used during the webcast will be available shortly after the live event has concluded in the Investors section of the Company's website, www.doleplc.com/investors. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated by reference herein.
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Dole plc Press Release issued November 10, 2025 – Dole plc Reports Third Quarter 2025 Financial Results |
DOLE PLC
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: November 10, 2025 | DOLE PLC<br><br>(Registrant) |
|---|---|
| By: /s/ Jacinta Devine | |
| Name: Jacinta Devine | |
| Title: Chief Financial Officer |
Document
Exhibit 99.1
Dole plc Reports Third Quarter 2025 Financial Results
DUBLIN – November 10, 2025 - Dole plc (NYSE: DOLE) ("Dole" or the "Group" or the "Company") today released its financial results for the three and nine months ended September 30, 2025.
Highlights for the three months ended September 30, 2025:
•Positive third quarter performance, positioning the Company to deliver a strong full year result for 2025
•Revenue of $2.3 billion, an increase of 10.5% (an increase of 8.2% on a like-for-like basis1)
•Net Income decreased to $13.8 million, due to a loss in discontinued operations2
•Adjusted EBITDA3 of $80.8 million, strong performance in Diversified segments partially offset anticipated temporary decline in Fresh Fruit
•Adjusted Net Income3 of $15.0 million and Adjusted Diluted EPS3 of $0.16
•Proceeds received from sale of Fresh Vegetables division contributed to decrease in Net Debt3 to $664.5 million
•Board authorization granted in November 2025 for share repurchases up to $100 million in the aggregate
Financial Highlights - Unaudited
| Three Months Ended | Nine Months Ended | |||
|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |
| (U.S. Dollars in millions, except per share amounts) | ||||
| Revenue | 2,279 | 2,062 | 6,807 | 6,308 |
| Income from Continuing Operations | 24.1 | 15.1 | 121.1 | 142.7 |
| Net Income | 13.8 | 21.5 | 76.0 | 175.0 |
| Net Income attributable to Dole plc | 5.1 | 14.4 | 54.0 | 164.7 |
| Diluted EPS from Continuing Operations | 0.16 | 0.08 | 1.03 | 1.39 |
| Diluted EPS | 0.05 | 0.15 | 0.56 | 1.73 |
| Adjusted EBITDA2 | 80.8 | 82.1 | 322.7 | 317.6 |
| Adjusted Net Income2 | 15.0 | 18.0 | 101.3 | 105.6 |
| Adjusted Diluted EPS2 | 0.16 | 0.19 | 1.06 | 1.11 |
Commenting on the results, Carl McCann, Executive Chairman, said:
“We are pleased to report a good outcome for the third quarter of 2025. Our Diversified Fresh Produce segments delivered excellent results, partially offsetting an anticipated decline in Fresh Fruit in the quarter.
The momentum within the overall business gives us confidence that our full year Adjusted EBITDA should be at the upper end of our targeted range of $380 million to $390 million.
In August, we were pleased to successfully complete the sale of the Fresh Vegetables Division, providing us with greater flexibility in our capital allocation strategy. As part of this strategy, our Board of Directors has granted authorization for the Group to opportunistically repurchase up to $100 million of its ordinary shares”
1 Like-for-like basis refers to the measure excluding the impact of foreign currency translation movements and acquisitions and divestitures. Refer to the Appendix and "Supplemental Reconciliation of Prior Year Segment Results to Current Year Segment Results" for further detail on these impacts and the calculation of like-for-like basis variances.
2 Fresh Vegetables results are reported separately as discontinued operations, net of income taxes, in our condensed consolidated statements of operations, its assets and liabilities are separately presented in our condensed consolidated balance sheets, and its cash flows are presented separately in our condensed consolidated statements of cash flows for all periods presented. Unless otherwise noted, our discussion of our results included herein, outlook and all supplementary tables, including non-GAAP financial measures, are presented on a continuing operations basis.
3 Dole plc reports its financial results in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). See full GAAP financial results in the appendix. Adjusted EBIT, Adjusted EBITDA, Adjusted Net Income, Adjusted Earnings Per Share, Net Debt, Net Leverage and Free Cash Flow from Continuing Operations are non-GAAP financial measures. Refer to the appendix of this release for an explanation and reconciliation of these and other non-GAAP financial measures used in this release to comparable GAAP financial measures.
Group Results - Third Quarter
Revenue increased 10.5%, or $216.5 million, primarily due to positive operational performance across all segments and a favorable impact from foreign currency translation of $56.1 million, offset partially by a net negative impact from acquisitions and divestitures of $8.6 million. On a like-for-like basis, revenue increased 8.2%, or $169.1 million.
Net Income decreased 35.7%, or $7.7 million, to $13.8 million. This decrease was due to a loss of $10.2 million in discontinued operations (Fresh Vegetables) primarily due to a loss on disposal of the business of $14.7 million ($11.2 million, net of tax). There was also an associated non-cash fair value charge of $8.2 million on fixed assets excluded from the sale. These decreases were partially offset by insurance proceeds of $10.0 million recognized in the period, increases related to fair value adjustments of financial instruments and higher earnings in equity method investments.
Adjusted EBITDA decreased 1.6%, or $1.3 million, primarily driven by decreases in the Fresh Fruit segment, partially offset by strong performance in the Diversified Fresh Produce - EMEA and Diversified Fresh Produce - Americas & ROW segments, as well as a favorable impact of foreign currency translation of $2.4 million. On a like-for-like basis, Adjusted EBITDA decreased 5.1%, or $4.2 million.
Adjusted Net Income decreased 16.7%, or $3.0 million, predominantly due to the decreases in Adjusted EBITDA noted above and higher depreciation expense, partially offset by lower tax expense. Adjusted Diluted EPS for the three months ended September 30, 2025 was $0.16 compared to $0.19 in the prior year.
Selected Segmental Financial Information (Unaudited)
| Three Months Ended | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | |||||||||||||||||
| (U.S. Dollars in thousands) | ||||||||||||||||||
| Revenue | Adjusted EBITDA | Revenue | Adjusted EBITDA | |||||||||||||||
| Fresh Fruit | $ | 890,356 | $ | 27,153 | $ | 798,781 | $ | 42,904 | ||||||||||
| Diversified Fresh Produce - EMEA | 997,802 | 40,740 | 899,639 | 30,363 | ||||||||||||||
| Diversified Fresh Produce - Americas & ROW | 419,991 | 12,876 | 390,057 | 8,805 | ||||||||||||||
| Intersegment | (29,234) | — | (26,063) | — | ||||||||||||||
| Total | $ | 2,278,915 | $ | 80,769 | $ | 2,062,414 | $ | 82,072 | Nine Months Ended | |||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||
| September 30, 2025 | September 30, 2024 | |||||||||||||||||
| (U.S. Dollars in thousands) | ||||||||||||||||||
| Revenue | Adjusted EBITDA | Revenue | Adjusted EBITDA | |||||||||||||||
| Fresh Fruit | $ | 2,741,092 | $ | 163,240 | $ | 2,474,461 | $ | 182,958 | ||||||||||
| Diversified Fresh Produce - EMEA | 2,990,686 | 117,384 | 2,698,088 | 99,017 | ||||||||||||||
| Diversified Fresh Produce - Americas & ROW | 1,169,752 | 42,085 | 1,222,996 | 35,617 | ||||||||||||||
| Intersegment | (94,784) | — | (87,666) | — | ||||||||||||||
| Total | $ | 6,806,746 | $ | 322,709 | $ | 6,307,879 | $ | 317,592 |
Fresh Fruit
Revenue increased 11.5%, or $91.6 million, primarily due to higher worldwide volumes of bananas, pineapples and plantains sold, as well as higher worldwide pricing of bananas, pineapples and plantains.
Adjusted EBITDA decreased 36.7%, or $15.8 million, 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.
Diversified Fresh Produce – EMEA
Revenue increased 10.9%, or $98.2 million, 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 against the U.S. Dollar, as well as strong underlying performance in Scandinavia, Spain and the Netherlands. These increases were partially offset by a net negative impact from acquisitions and divestitures of $8.6 million. On a like-for-like basis, revenue increased 5.6%, or $50.0 million.
Adjusted EBITDA increased 34.2%, or $10.4 million, primarily driven by increases in earnings in Scandinavia, Spain, the Netherlands and South Africa, as well as a favorable impact from foreign currency translation of $2.8 million. On a like-for-like basis, Adjusted EBITDA increased 24.4%, or $7.4 million.
Diversified Fresh Produce – Americas & ROW
Revenue increased 7.7%, or $29.9 million, primarily due to revenue growth in most commodities sold in the North American market, particularly in kiwi and berries.
Adjusted EBITDA increased 46.2%, or $4.1 million, 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.
Capital Expenditures
Cash capital expenditures from continuing operations for the nine months ended September 30, 2025 were $93.1 million, including the buyout of two vessel finance leases of $36.1 million that were already reflected within Net Debt as of December 31, 2024. Other expenditures included investments in warehouse and logistics assets, particularly in Northern Europe, vessel dry dockings, farming investments and ongoing investments in IT assets. Additions through finance leases from continuing operations were $14.9 million for the nine months ended September 30, 2025.
Free Cash Flow from Continuing Operations and Net Debt
Free cash flow from continuing operations was an outflow of $66.2 million for the nine months ended September 30, 2025. Free cash flow was primarily driven by normal seasonal impacts. There were outflows from receivables based on higher revenue and timing of collections. Net Debt and Net Leverage as of September 30, 2025 was $664.5 million and 1.7x, respectively.
Sale of Fresh Vegetables
On August 5, 2025, we completed the sale of our Fresh Vegetables division to Arable Capital Partners for total consideration of $140.0 million, comprising approximately $90.0 million in cash and a $50.0 million seller note, as well as a $10.0 million potential earn-out. Net cash proceeds received of $68.0 million, after transaction adjustments, were primarily utilized to reduce the amount outstanding on our Revolving Credit Facility.
Share Repurchase Program
On November 7, 2025, the Board of Directors authorized a share repurchase program under which the Company may repurchase up to $100.0 million in the aggregate of its ordinary shares. Shares may be repurchased from time to time through open-market transactions or other methods permitted under applicable securities laws. The timing and volume of repurchases will be at the discretion of the Company's management.
Outlook for Fiscal Year 2025 (forward-looking statement)
We are pleased that our broadly based business model has delivered year-on-year Adjusted EBITDA growth for the first nine months. The momentum within our overall business gives us confidence that our full year Adjusted EBITDA should be at the upper end of our targeted range of $380 million to $390 million.
For financial year 2025, we are reducing our guidance for routine capital expenditure to approximately $85 million, and we continue to expect full year interest expense to be approximately $67 million.
Dividend
On November 7, 2025, the Board of Directors of Dole plc 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.
About Dole plc
A global leader in fresh produce, Dole plc produces, markets, and distributes an extensive variety of fresh fruits and vegetables sourced locally and from around the world. Dedicated and passionate in exceeding our customers’ requirements in over 85 countries, our goal is to make the world a healthier and a more sustainable place.
Webcast and Conference Call Information
Dole plc will host a conference call and simultaneous webcast at 08:00 a.m. Eastern Time today to discuss the third quarter 2025 financial results. The webcast can be accessed at www.doleplc.com/investor-relations or directly at
https://events.q4inc.com/attendee/341503416.
Forward-looking information
Certain statements made in this press release that are not historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. 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. If one or more of these or other 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. 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.
Investor Contact:
James O'Regan, Head of Investor Relations, Dole plc
+353 1 887 2794
Media Contact:
Brian Bell, Ogilvy
+353 87 2436 130
Appendix
Condensed Consolidated Statements of Operations - Unaudited
| Three Months Ended | Nine Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | September 30, 2025 | September 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 profit | 155,181 | 164,039 | 555,674 | 559,302 | ||||
| Selling, marketing, general and administrative expenses | (123,621) | (115,829) | (366,341) | (351,383) | ||||
| Gain on disposal of businesses | 143 | — | 552 | 75,945 | ||||
| Gain on asset sales | 842 | 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 income | 24,151 | 47,734 | 195,275 | 245,755 | ||||
| Other income (expense), net | 12,614 | (4,541) | (6,450) | 9,458 | ||||
| Interest income | 3,478 | 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 earnings | 23,602 | 28,352 | 146,959 | 209,339 | ||||
| Income tax expense | (6,100) | (15,524) | (49,182) | (75,385) | ||||
| Equity method earnings | 6,559 | 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 income | 13,825 | 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: | ||||||||
| Basic | 95,163 | 94,990 | 95,139 | 94,950 | ||||
| Diluted | 95,979 | 95,614 | 95,835 | 95,395 |
Condensed Consolidated Statements of Cash Flows - Unaudited
| Nine Months Ended | ||||
|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | |||
| Operating Activities | (U.S. Dollars in thousands) | |||
| Net income | $ | 75,973 | $ | 175,016 |
| Loss (income) from discontinued operations, net of taxes | 45,156 | (32,351) | ||
| Income from continuing operations | 121,129 | 142,665 | ||
| Adjustments to reconcile income from continuing operations to net cash provided by (used in) operating activities - continuing operations: | ||||
| Depreciation and amortization | 83,645 | 72,632 | ||
| Impairment of goodwill | — | 36,684 | ||
| Impairment and asset write-downs of property, plant and equipment | 8,576 | 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 instruments | 22,365 | (723) | ||
| Stock-based compensation expense | 5,000 | 6,090 | ||
| Equity method earnings | (23,352) | (8,711) | ||
| Noncash debt refinancing expenses | 1,921 | — | ||
| Amortization of debt discounts and debt issuance costs | 4,733 | 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 investments | 8,744 | 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 liabilities | 24,228 | 33,255 | ||
| Net cash provided by operating activities - continuing operations | 26,941 | 106,245 | ||
| Investing activities | ||||
| Sales of assets | 12,093 | 2,825 | ||
| Capital expenditures | (93,101) | (56,788) | ||
| Proceeds from sale of businesses, net of transaction costs and cash transferred | 68,515 | 117,735 | ||
| Insurance proceeds | 19,550 | 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 overdrafts | 1,533,582 | 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 cash | 17,988 | 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 operations | 331,719 | 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) |
Condensed Consolidated Balance Sheets - Unaudited
| September 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| ASSETS | (U.S. Dollars and shares in thousands) | |||
| Cash and cash equivalents | $ | 314,673 | $ | 330,017 |
| Short-term investments | 6,299 | 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 expenses | 68,330 | 68,918 | ||
| Other current assets | 20,708 | 15,111 | ||
| Fresh Vegetables current assets held for sale | — | 281,990 | ||
| Other assets held for sale | 1,653 | 1,419 | ||
| Total current assets | 1,765,796 | 1,838,060 | ||
| Long-term investments | 14,198 | 14,630 | ||
| Investments in unconsolidated affiliates | 142,712 | 129,322 | ||
| Actively marketed property | 55,887 | 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 assets | 352,708 | 341,722 | ||
| Goodwill | 449,180 | 429,590 | ||
| DOLE brand | 306,280 | 306,280 | ||
| Other intangible assets, net of accumulated amortization of $132,626 and $118,956, respectively | 20,502 | 25,238 | ||
| Other assets | 140,962 | 112,893 | ||
| Deferred tax assets, net | 85,695 | 82,484 | ||
| Total assets | $ | 4,452,835 | $ | 4,446,363 |
| LIABILITIES AND EQUITY | ||||
| Accounts payable | $ | 706,669 | $ | 648,591 |
| Income taxes payable | 36,516 | 42,753 | ||
| Accrued liabilities | 489,299 | 443,145 | ||
| Bank overdrafts | 14,706 | 11,443 | ||
| Current portion of long-term debt, net | 57,445 | 80,097 | ||
| Current maturities of operating leases | 68,192 | 64,357 | ||
| Payroll and other tax | 26,348 | 28,056 | ||
| Contingent consideration | 4,652 | 3,399 | ||
| Pension and other postretirement benefits | 18,114 | 18,491 | ||
| Fresh Vegetables current liabilities held for sale | — | 214,387 | ||
| Dividends payable and other current liabilities | 38,428 | 14,696 | ||
| Total current liabilities | 1,460,369 | 1,569,415 | ||
| Long-term debt, net | 899,299 | 866,075 | ||
| Operating leases, less current maturities | 290,290 | 280,896 | ||
| Deferred tax liabilities, net | 76,720 | 84,712 | ||
| Income taxes payable, less current portion | — | 6,210 | ||
| Contingent consideration, less current portion | 1,202 | 4,007 | ||
| Pension and other postretirement benefits, less current portion | 129,617 | 129,870 | ||
| Other long-term liabilities | 75,479 | 70,260 | ||
| Total liabilities | $ | 2,932,976 | $ | 3,011,445 |
| Redeemable noncontrolling interests | 32,568 | 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 capital | 800,225 | 801,099 | ||
| Retained earnings | 687,242 | 657,430 | ||
| Accumulated other comprehensive loss | (108,529) | (166,180) | ||
| Total equity attributable to Dole plc | 1,379,890 | 1,293,299 | ||
| Equity attributable to noncontrolling interests | 107,401 | 106,065 | ||
| Total equity | 1,487,291 | 1,399,364 | ||
| Total liabilities, redeemable noncontrolling interests and equity | $ | 4,452,835 | $ | 4,446,363 |
Reconciliation from Net Income to Adjusted EBITDA - Unaudited
The following information is provided to give quantitative information related to items impacting comparability. Refer to the 'Non-GAAP Financial Measures' section of this document for additional detail on each item.
| Three Months Ended | Nine Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |||||
| (U.S. Dollars in thousands) | ||||||||
| Net income (Reported GAAP) | $ | 13,825 | $ | 21,515 | $ | 75,973 | $ | 175,016 |
| Loss (income) from discontinued operations, net of income taxes | 10,236 | (6,384) | 45,156 | (32,351) | ||||
| Income from continuing operations (Reported GAAP) | 24,061 | 15,131 | 121,129 | 142,665 | ||||
| Income tax expense | 6,100 | 15,524 | 49,182 | 75,385 | ||||
| Interest expense | 16,641 | 17,473 | 51,339 | 54,209 | ||||
| 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 assets | 8,208 | — | 8,208 | — | ||||
| Other items4,5 | 795 | 9 | 4,078 | (18) | ||||
| Adjustments from equity method investments | 3,280 | 2,504 | 629 | 6,964 | ||||
| Adjusted EBIT (Non-GAAP) | 49,685 | 55,884 | 233,030 | 238,435 | ||||
| Depreciation | 27,022 | 22,616 | 78,331 | 66,852 | ||||
| Amortization of intangible assets | 1,845 | 1,621 | 5,314 | 5,780 | ||||
| Depreciation and amortization adjustments from equity method investments | 2,217 | 1,951 | 6,034 | 6,525 | ||||
| Adjusted EBITDA (Non-GAAP) | $ | 80,769 | $ | 82,072 | $ | 322,709 | $ | 317,592 |
4 For the three months ended September 30, 2025 and September 30, 2024, other items is primarily comprised of various immaterial items.
5 For the nine months ended September 30, 2025, other items is primarily comprised of $3.2 million of net debt refinancing expenses and other various immaterial items. For the nine months ended September 30, 2024, other items is primarily comprised of various immaterial items.
Reconciliation from Net Income attributable to Dole plc to Adjusted Net Income - Unaudited
The following information is provided to give quantitative information related to items impacting comparability. Refer to the 'Non-GAAP Financial Measures' section of this document for additional detail on each item. Refer to the following pages for supplementary reconciliations on these items.
| Three Months Ended | Nine Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |||||
| (U.S. Dollars and shares in thousands, except per share amounts) | ||||||||
| Net income attributable to Dole plc (Reported GAAP) | $ | 5,105 | $ | 14,402 | $ | 53,983 | $ | 164,662 |
| Loss (income) from discontinued operations, net of income taxes | 10,236 | (6,384) | 45,156 | (32,351) | ||||
| Income from continuing operations attributable to Dole plc | 15,341 | 8,018 | 99,139 | 132,311 | ||||
| Adjustments: | ||||||||
| 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 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 assets | 8,208 | — | 8,208 | — | ||||
| Other items6,7 | 795 | 9 | 4,078 | (18) | ||||
| Adjustments from equity method investments | 272 | 531 | (7,160) | 1,782 | ||||
| Income tax on items above and discrete tax items | (2,361) | 3,393 | (4,492) | 18,500 | ||||
| NCI impact of items above | 318 | (781) | (2,302) | (11,968) | ||||
| Adjusted Net Income for Adjusted EPS calculation (Non-GAAP) | $ | 15,018 | $ | 18,034 | $ | 101,250 | $ | 105,617 |
| Adjusted earnings per share – basic (Non-GAAP) | $ | 0.16 | $ | 0.19 | $ | 1.06 | $ | 1.11 |
| Adjusted earnings per share – diluted (Non-GAAP) | $ | 0.16 | $ | 0.19 | $ | 1.06 | $ | 1.11 |
| Weighted average shares outstanding – basic | 95,163 | 94,990 | 95,139 | 94,950 | ||||
| Weighted average shares outstanding – diluted | 95,979 | 95,614 | 95,835 | 95,395 |
6 For the three months ended September 30, 2025 and September 30, 2024, other items is primarily comprised of various immaterial items.
7 For the nine months ended September 30, 2025, other items is primarily comprised of $3.2 million of net debt refinancing expenses and other various immaterial items. For the nine months ended September 30, 2024, other items is primarily comprised of various immaterial items.
Supplemental Reconciliation from Net Income attributable to Dole plc to Adjusted Net Income - Unaudited
The following information is provided to give quantitative information related to items impacting comparability. Refer to the 'Non-GAAP Financial Measures' section of this document for additional detail on each item.
| Three Months Ended September 30, 2025<br><br>(U.S. Dollars in thousands) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Revenues, net | Cost of sales | Gross profit | Gross Margin % | Selling, marketing, general and administrative expenses | Other operating items8 | Operating Income | ||||
| Reported (GAAP) | $ | 2,278,915 | (2,123,734) | 155,181 | 6.8 | % | (123,621) | (7,409) | $ | 24,151 |
| Loss (income) from discontinued operations, net of income taxes | — | — | — | — | — | — | ||||
| Amortization of intangible assets | — | — | — | 1,845 | — | 1,845 | ||||
| Mark to market (gains) losses | — | (381) | (381) | — | — | (381) | ||||
| Gain on asset sales | — | — | — | — | — | — | ||||
| Gain on disposal of businesses | — | — | — | — | (143) | (143) | ||||
| Asset write-downs, net of insurance proceeds | — | 1,731 | 1,731 | — | — | 1,731 | ||||
| Impairment of property, plant and equipment and lease assets | — | — | — | — | 8,208 | 8,208 | ||||
| Other items | — | — | — | 795 | — | 795 | ||||
| Adjustments from equity method investments | — | — | — | — | — | — | ||||
| Income tax on items above and discrete tax items | — | — | — | — | — | — | ||||
| NCI impact of items above | — | — | — | — | — | — | ||||
| Adjusted (Non-GAAP) | $ | 2,278,915 | (2,122,384) | 156,531 | 6.9 | % | (120,981) | 656 | $ | 36,206 |
| Three Months Ended September 30, 2024<br><br>(U.S. Dollars in thousands) | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Revenues, net | Cost of sales | Gross profit | Gross Margin % | Selling, marketing, general and administrative expenses | Other operating items9 | Operating Income | ||||
| Reported (GAAP) | $ | 2,062,414 | (1,898,375) | 164,039 | 8.0 | % | (115,829) | (476) | $ | 47,734 |
| Loss (income) from discontinued operations, net of income taxes | — | — | — | — | — | — | ||||
| Amortization of intangible assets | — | — | — | 1,621 | — | 1,621 | ||||
| Mark to market (gains) losses | — | 270 | 270 | — | — | 270 | ||||
| Gain on asset sales | — | — | — | — | (66) | (66) | ||||
| Gain on disposal of businesses | — | — | — | — | — | — | ||||
| Impairment of goodwill | — | — | — | — | — | — | ||||
| Asset write-downs, net of insurance proceeds | — | (992) | (992) | — | — | (992) | ||||
| Other items | — | 6 | 6 | — | — | 6 | ||||
| Adjustments from equity method investments | — | — | — | — | — | — | ||||
| Income tax on items above and discrete tax items | — | — | — | — | — | — | ||||
| NCI impact of items above | — | — | — | — | — | — | ||||
| Adjusted (Non-GAAP) | $ | 2,062,414 | (1,899,091) | 163,323 | 7.9 | % | (114,208) | (542) | $ | 48,573 |
8 Other operating items for the three months ended September 30, 2025 is primarily comprised of asset write-downs and impairment charges on property, plant and equipment of $8.4 million, offset partially by gain on asset sales of $0.8 million and a gain on disposal of businesses of $0.1 million, as reported on the Dole plc GAAP Condensed Consolidated Statements of Operations.
9 Other operating items for the three months ended September 30, 2024 is primarily comprised impairment and asset write-downs of property, plant, and equipment of $2.0 million, offset partially by a gain on asset sales of disposal of businesses of $1.6 million, as reported on the Dole plc GAAP Condensed Consolidated Statements of Operations.
| Three Months Ended September 30, 2025<br><br>(U.S. Dollars in thousands) | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Other (expense) income, net | Interest income | Interest expense | Income tax expense | Equity method earnings | Income from continuing operations | (Loss) income from discontinued operations, net of income taxes | ||||||||||||
| Reported (GAAP) | $ | 12,614 | 3,478 | (16,641) | (6,100) | 6,559 | 24,061 | (10,236) | ||||||||||
| Loss (income) from discontinued operations, net of income taxes | — | — | — | — | — | — | 10,236 | |||||||||||
| Amortization of intangible assets | — | — | — | — | — | 1,845 | — | |||||||||||
| Mark to market (gains) losses | (619) | — | — | — | — | (1,000) | — | |||||||||||
| Gain on asset sales | — | — | — | — | — | — | — | |||||||||||
| Gain on disposal of businesses | — | — | — | — | — | (143) | — | |||||||||||
| Asset write-downs, net of insurance proceeds | (9,988) | — | — | — | — | (8,257) | — | |||||||||||
| Impairment of property, plant and equipment and lease assets | — | — | — | — | — | 8,208 | — | |||||||||||
| Other items | — | — | — | — | — | 795 | — | |||||||||||
| Adjustments from equity method investments | — | — | — | — | 272 | 272 | — | |||||||||||
| Income tax on items above and discrete tax items | — | — | — | (2,310) | (51) | (2,361) | — | |||||||||||
| NCI impact of items above | — | — | — | — | — | — | — | |||||||||||
| Adjusted (Non-GAAP) | $ | 2,007 | 3,478 | (16,641) | (8,410) | 6,780 | 23,420 | $ | — | |||||||||
| Three Months Ended September 30, 2024<br><br>(U.S. Dollars in thousands) | ||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||||||||
| Other (expense) income, net | Interest income | Interest expense | Income tax expense | Equity method earnings | Income from continuing operations | (Loss) income from discontinued operations, net of income taxes | ||||||||||||
| Reported (GAAP) | $ | (4,541) | 2,632 | (17,473) | (15,524) | 2,303 | 15,131 | 6,384 | ||||||||||
| Loss (income) from discontinued operations, net of income taxes | — | — | — | — | — | — | (6,384) | |||||||||||
| Amortization of intangible assets | — | — | — | — | — | 1,621 | — | |||||||||||
| Mark to market (gains) losses | 6,031 | — | — | — | — | 6,301 | — | |||||||||||
| Gain on asset sales | — | — | — | — | — | (66) | — | |||||||||||
| Gain on disposal of businesses | — | — | — | — | — | — | — | |||||||||||
| Impairment of goodwill | — | — | — | — | — | — | — | |||||||||||
| Asset write-downs, net of insurance proceeds | — | — | — | — | — | (992) | — | |||||||||||
| Other items | 3 | — | — | — | — | 9 | — | |||||||||||
| Adjustments from equity method investments | — | — | — | — | 531 | 531 | — | |||||||||||
| Income tax on items above and discrete tax items | — | — | — | 3,493 | (100) | 3,393 | — | |||||||||||
| NCI impact of items above | — | — | — | — | — | — | — | |||||||||||
| Adjusted (Non-GAAP) | $ | 1,493 | 2,632 | (17,473) | (12,031) | 2,734 | 25,928 | $ | — | |||||||||
| Three Months Ended September 30, 2025<br><br>U.S. Dollars and shares in thousands, except per share amounts | ||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||
| Net income | Net income attributable to noncontrolling interests | Net income attributable to Dole plc | Diluted net income per share | |||||||||||||||
| Reported (GAAP) | $ | 13,825 | $ | (8,720) | $ | 5,105 | $ | 0.05 | ||||||||||
| Loss (income) from discontinued operations, net of income taxes | 10,236 | — | 10,236 | |||||||||||||||
| Amortization of intangible assets | 1,845 | — | 1,845 | |||||||||||||||
| Mark to market (gains) losses | (1,000) | — | (1,000) | |||||||||||||||
| Gain on asset sales | — | — | — | |||||||||||||||
| Gain on disposal of businesses | (143) | — | (143) | |||||||||||||||
| Asset write-downs, net of insurance proceeds | (8,257) | — | (8,257) | |||||||||||||||
| Impairment of property, plant and equipment and lease assets | 8,208 | — | 8,208 | |||||||||||||||
| Other items | 795 | — | 795 | |||||||||||||||
| Adjustments from equity method investments | 272 | — | 272 | |||||||||||||||
| Income tax on items above and discrete tax items | (2,361) | — | (2,361) | |||||||||||||||
| NCI impact of items above | — | 318 | 318 | |||||||||||||||
| Adjusted (Non-GAAP) | $ | 23,420 | $ | (8,402) | $ | 15,018 | $ | 0.16 | ||||||||||
| Weighted average shares outstanding – diluted | 95,979 | Three Months Ended September 30, 2024<br><br>U.S. Dollars and shares in thousands, except per share amounts | ||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||
| Net income | Net income attributable to noncontrolling interests | Net income attributable to Dole plc | Diluted net income per share | |||||||||||||||
| Reported (GAAP) | $ | 21,515 | $ | (7,113) | $ | 14,402 | $ | 0.15 | ||||||||||
| Loss (income) from discontinued operations, net of income taxes | (6,384) | — | (6,384) | |||||||||||||||
| Amortization of intangible assets | 1,621 | — | 1,621 | |||||||||||||||
| Mark to market (gains) losses | 6,301 | — | 6,301 | |||||||||||||||
| Gain on asset sales | (66) | — | (66) | |||||||||||||||
| Gain on disposal of businesses | — | — | — | |||||||||||||||
| Impairment of goodwill | — | — | — | |||||||||||||||
| Asset write-downs, net of insurance proceeds | (992) | — | (992) | |||||||||||||||
| Other items | 9 | — | 9 | |||||||||||||||
| Adjustments from equity method investments | 531 | — | 531 | |||||||||||||||
| Income tax on items above and discrete tax items | 3,393 | — | 3,393 | |||||||||||||||
| NCI impact of items above | — | (781) | (781) | |||||||||||||||
| Adjusted (Non-GAAP) | $ | 25,928 | $ | (7,894) | $ | 18,034 | $ | 0.19 | ||||||||||
| Weighted average shares outstanding – diluted | 95,614 |
Supplemental Reconciliation from Net Income attributable to Dole plc to Adjusted Net Income - Unaudited
The following information is provided to give quantitative information related to items impacting comparability. Refer to the 'Non-GAAP Financial Measures' section of this document for additional detail on each item.
| Nine Months Ended September 30, 2025<br><br>(U.S. Dollars in thousands) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Revenues, net | Cost of sales | Gross profit | Gross Margin % | Selling, marketing, general and administrative expenses | Other operating items10 | Operating Income | ||||
| Reported (GAAP) | $ | 6,806,746 | (6,251,072) | 555,674 | 8.2 | % | (366,341) | 5,942 | $ | 195,275 |
| Loss (income) from discontinued operations, net of income taxes | — | — | — | — | — | — | ||||
| Amortization of intangible assets | — | — | — | 5,314 | — | 5,314 | ||||
| Mark to market (gains) losses | — | 1,876 | 1,876 | — | — | 1,876 | ||||
| Gain on asset sales | — | — | — | — | (11,178) | (11,178) | ||||
| Gain on disposal of businesses | — | — | — | — | (552) | (552) | ||||
| Asset write-downs, net of insurance proceeds | — | (1,886) | (1,886) | — | — | (1,886) | ||||
| Impairment of property, plant and equipment and lease assets | — | — | — | — | 8,208 | 8,208 | ||||
| Other items | — | — | — | 896 | — | 896 | ||||
| Adjustments from equity method investments | — | — | — | — | — | — | ||||
| Income tax on items above and discrete tax items | — | — | — | — | — | — | ||||
| NCI impact of items above | — | — | — | — | — | — | ||||
| Adjusted (Non-GAAP) | $ | 6,806,746 | (6,251,082) | 555,664 | 8.2 | % | (360,131) | 2,420 | $ | 197,953 |
| Nine Months Ended September 30, 2024<br><br>(U.S. Dollars in thousands) | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Revenues, net | Cost of sales | Gross profit | Gross Margin % | Selling, marketing, general and administrative expenses | Other operating items11 | Operating Income | ||||
| Reported (GAAP) | $ | 6,307,879 | (5,748,577) | 559,302 | 8.9 | % | (351,383) | 37,836 | $ | 245,755 |
| Loss (income) from discontinued operations, net of income taxes | — | — | — | — | — | — | ||||
| Amortization of intangible assets | — | — | — | 5,780 | — | 5,780 | ||||
| Mark to market (gains) losses | — | 150 | 150 | — | — | 150 | ||||
| Gain on asset sales | — | — | — | — | (35) | (35) | ||||
| Gain on disposal of businesses | — | — | — | — | (75,945) | (75,945) | ||||
| Impairment of goodwill | — | — | — | — | 36,684 | 36,684 | ||||
| Asset write-downs, net of insurance proceeds | — | (2,691) | (2,691) | — | — | (2,691) | ||||
| Other items | — | 62 | 62 | — | — | 62 | ||||
| Adjustments from equity method investments | — | — | — | — | — | — | ||||
| Income tax on items above and discrete tax items | — | — | — | — | — | — | ||||
| NCI impact of items above | — | — | — | — | — | — | ||||
| Adjusted (Non-GAAP) | $ | 6,307,879 | (5,751,056) | 556,823 | 8.8 | % | (345,603) | (1,460) | $ | 209,760 |
10 Other operating items for the nine months ended September 30, 2025 is primarily comprised of a gain on disposal of businesses of $0.6 million and gain of asset sales of $14.0 million, offset partially by $8.6 million of impairment charges on property, plant and equipment and lease assets, as reported on the Dole plc GAAP Condensed Consolidated Statements of Operations.
11 Other operating items for the nine months ended September 30, 2024 is primarily comprised of a gain on disposal of business of $75.9 million and gain on asset sales of $1.9 million, offset partially by a goodwill impairment charge of $36.7 million and asset write-downs and impairment charges on property, plant and equipment of $3.3 million, as reported on the Dole plc GAAP Condensed Consolidated Statements of Operations.
| Nine Months Ended September 30, 2025<br><br>(U.S. Dollars in thousands) | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Other (expense) income, net | Interest income | Interest expense | Income tax expense | Equity method earnings | Income from continuing operations | (Loss) income from discontinued operations, net of income taxes | ||||||||||||
| Reported (GAAP) | $ | (6,450) | 9,473 | (51,339) | (49,182) | 23,352 | 121,129 | (45,156) | ||||||||||
| Loss (income) from discontinued operations, net of income taxes | — | — | — | — | — | — | 45,156 | |||||||||||
| Amortization of intangible assets | — | — | — | — | — | 5,314 | — | |||||||||||
| Mark to market (gains) losses | 20,193 | — | — | — | — | 22,069 | — | |||||||||||
| Gain on asset sales | — | — | — | — | — | (11,178) | — | |||||||||||
| Gain on disposal of businesses | — | — | — | — | — | (552) | — | |||||||||||
| Asset write-downs, net of insurance proceeds | (9,988) | — | — | — | — | (11,874) | — | |||||||||||
| Impairment of property, plant and equipment and lease assets | — | — | — | — | — | 8,208 | — | |||||||||||
| Other items | 3,182 | — | — | — | — | 4,078 | — | |||||||||||
| Adjustments from equity method investments | — | — | — | — | (7,160) | (7,160) | — | |||||||||||
| Income tax on items above and discrete tax items | — | — | — | (5,128) | 636 | (4,492) | — | |||||||||||
| NCI impact of items above | — | — | — | — | — | — | — | |||||||||||
| Adjusted (Non-GAAP) | $ | 6,937 | 9,473 | (51,339) | (54,310) | 16,828 | 125,542 | $ | — | |||||||||
| Nine Months Ended September 30, 2024<br><br>(U.S. Dollars in thousands) | ||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||||||||
| Other (expense) income, net | Interest income | Interest expense | Income tax expense | Equity method earnings | Income from continuing operations | (Loss) income from discontinued operations, net of income taxes | ||||||||||||
| Reported (GAAP) | $ | 9,458 | 8,335 | (54,209) | (75,385) | 8,711 | 142,665 | 32,351 | ||||||||||
| Loss (income) from discontinued operations, net of income taxes | — | — | — | — | — | — | (32,351) | |||||||||||
| Amortization of intangible assets | — | — | — | — | — | 5,780 | — | |||||||||||
| Mark to market (gains) losses | 1,067 | — | — | — | — | 1,217 | — | |||||||||||
| Gain on asset sales | — | — | — | — | — | (35) | — | |||||||||||
| Gain on disposal of businesses | — | — | — | — | — | (75,945) | — | |||||||||||
| Impairment of goodwill | — | — | — | — | — | 36,684 | — | |||||||||||
| Asset write-downs, net of insurance proceeds | — | — | — | — | — | (2,691) | — | |||||||||||
| Other items | (80) | — | — | — | — | (18) | — | |||||||||||
| Adjustments from equity method investments | — | — | — | — | 1,782 | 1,782 | — | |||||||||||
| Income tax on items above and discrete tax items | — | — | — | 18,800 | (300) | 18,500 | — | |||||||||||
| NCI impact of items above | — | — | — | — | — | — | — | |||||||||||
| Adjusted (Non-GAAP) | $ | 10,445 | 8,335 | (54,209) | (56,585) | 10,193 | 127,939 | $ | — | |||||||||
| Nine Months Ended September 30, 2025<br><br>U.S. Dollars and shares in thousands, except per share amounts | ||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||
| Net income | Net income attributable to noncontrolling interests | Net income attributable to Dole plc | Diluted net income per share | |||||||||||||||
| Reported (GAAP) | $ | 75,973 | $ | (21,990) | $ | 53,983 | $ | 0.56 | ||||||||||
| Loss (income) from discontinued operations, net of income taxes | 45,156 | — | 45,156 | |||||||||||||||
| Amortization of intangible assets | 5,314 | — | 5,314 | |||||||||||||||
| Mark to market (gains) losses | 22,069 | — | 22,069 | |||||||||||||||
| Gain on asset sales | (11,178) | — | (11,178) | |||||||||||||||
| Gain on disposal of businesses | (552) | — | (552) | |||||||||||||||
| Asset write-downs, net of insurance proceeds | (11,874) | — | (11,874) | |||||||||||||||
| Impairment of property, plant and equipment and lease assets | 8,208 | — | 8,208 | |||||||||||||||
| Other items | 4,078 | — | 4,078 | |||||||||||||||
| Adjustments from equity method investments | (7,160) | — | (7,160) | |||||||||||||||
| Income tax on items above and discrete tax items | (4,492) | — | (4,492) | |||||||||||||||
| NCI impact of items above | — | (2,302) | (2,302) | |||||||||||||||
| Adjusted (Non-GAAP) | $ | 125,542 | $ | (24,292) | $ | 101,250 | $ | 1.06 | ||||||||||
| Weighted average shares outstanding – diluted | 95,835 | Nine Months Ended September 30, 2024<br><br>U.S. Dollars and shares in thousands, except per share amounts | ||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||
| Net income | Net income attributable to noncontrolling interests | Net income attributable to Dole plc | Diluted net income per share | |||||||||||||||
| Reported (GAAP) | $ | 175,016 | $ | (10,354) | $ | 164,662 | $ | 1.73 | ||||||||||
| Loss (income) from discontinued operations, net of income taxes | (32,351) | — | (32,351) | |||||||||||||||
| Amortization of intangible assets | 5,780 | — | 5,780 | |||||||||||||||
| Mark to market (gains) losses | 1,217 | — | 1,217 | |||||||||||||||
| Gain on asset sales | (35) | — | (35) | |||||||||||||||
| Gain on disposal of businesses | (75,945) | — | (75,945) | |||||||||||||||
| Impairment of goodwill | 36,684 | — | 36,684 | |||||||||||||||
| Asset write-downs, net of insurance proceeds | (2,691) | — | (2,691) | |||||||||||||||
| Other items | (18) | — | (18) | |||||||||||||||
| Adjustments from equity method investments | 1,782 | — | 1,782 | |||||||||||||||
| Income tax on items above and discrete tax items | 18,500 | — | 18,500 | |||||||||||||||
| NCI impact of items above | — | (11,968) | (11,968) | |||||||||||||||
| Adjusted (Non-GAAP) | $ | 127,939 | $ | (22,322) | $ | 105,617 | $ | 1.11 | ||||||||||
| Weighted average shares outstanding – diluted | 95,395 |
Supplemental Reconciliation of Prior Year Segment Results to Current Year Segment Results – Unaudited
| Revenue for the Three Months Ended | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2024 | Impact of Foreign Currency Translation | Impact of Acquisitions and Divestitures | Like-for-like Increase (Decrease) | September 30, 2025 | ||||||
| (U.S. Dollars in thousands) | ||||||||||
| Fresh Fruit | $ | 798,781 | $ | 226 | $ | — | $ | 91,349 | $ | 890,356 |
| Diversified Fresh Produce - EMEA | 899,639 | 56,753 | (8,617) | 50,027 | 997,802 | |||||
| Diversified Fresh Produce - Americas & ROW | 390,057 | (917) | — | 30,851 | 419,991 | |||||
| Intersegment | (26,063) | — | — | (3,171) | (29,234) | |||||
| Total | $ | 2,062,414 | $ | 56,062 | $ | (8,617) | $ | 169,056 | $ | 2,278,915 |
| Adjusted EBITDA for the Three Months Ended | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| September 30, 2024 | Impact of Foreign Currency Translation | Impact of Acquisitions and Divestitures | Like-for-like Increase (Decrease) | September 30, 2025 | ||||||
| (U.S. Dollars in thousands) | ||||||||||
| Fresh Fruit | $ | 42,904 | $ | (267) | $ | 177 | $ | (15,661) | $ | 27,153 |
| Diversified Fresh Produce - EMEA | 30,363 | 2,827 | 132 | 7,418 | 40,740 | |||||
| Diversified Fresh Produce - Americas & ROW | 8,805 | (119) | 144 | 4,046 | 12,876 | |||||
| Total | $ | 82,072 | $ | 2,441 | $ | 453 | $ | (4,197) | $ | 80,769 |
| Revenue for the Nine Months Ended | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| September 30, 2024 | Impact of Foreign Currency Translation | Impact of Acquisitions and Divestitures | Like-for-like Increase (Decrease) | September 30, 2025 | ||||||
| (U.S. Dollars in thousands) | ||||||||||
| Fresh Fruit | $ | 2,474,461 | $ | 537 | $ | — | $ | 266,094 | $ | 2,741,092 |
| Diversified Fresh Produce - EMEA | 2,698,088 | 95,014 | (28,663) | 226,247 | 2,990,686 | |||||
| Diversified Fresh Produce - Americas & ROW | 1,222,996 | (3,330) | (79,307) | 29,393 | 1,169,752 | |||||
| Intersegment | (87,666) | — | — | (7,118) | (94,784) | |||||
| Total | $ | 6,307,879 | $ | 92,221 | $ | (107,970) | $ | 514,616 | $ | 6,806,746 |
| Adjusted EBITDA for the Nine Months Ended | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| September 30, 2024 | Impact of Foreign Currency Translation | Impact of Acquisitions and Divestitures | Like-for-like Increase (Decrease) | September 30, 2025 | ||||||
| (U.S. Dollars in thousands) | ||||||||||
| Fresh Fruit | $ | 182,958 | $ | (362) | $ | 387 | $ | (19,743) | $ | 163,240 |
| Diversified Fresh Produce - EMEA | 99,017 | 4,626 | 138 | 13,603 | 117,384 | |||||
| Diversified Fresh Produce - Americas & ROW | 35,617 | (351) | (1,974) | 8,793 | 42,085 | |||||
| Total | $ | 317,592 | $ | 3,913 | $ | (1,449) | $ | 2,653 | $ | 322,709 |
Net Debt and Net Leverage Reconciliation – Unaudited
Net Debt is the primary measure used by management to analyze the Company’s capital structure. Net Debt is a non-GAAP financial measure, calculated as cash and cash equivalents, less current and long-term debt. It also excludes debt discounts and debt issuance costs. Net Leverage is calculated as total Net Debt divided by Last Twelve Months ("LTM") Adjusted EBITDA as of the period end. The calculation of Net Debt and Net Leverage as of September 30, 2025 is presented below. Net Debt as of September 30, 2025 was $664.5 million and Net Leverage was 1.7x.
| September 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| (U.S. Dollars in thousands) | ||||
| Cash and cash equivalents (Reported GAAP) | $ | 314,673 | $ | 330,017 |
| Debt (Reported GAAP): | ||||
| 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: Debt discounts and debt issuance costs (Reported GAAP) | (7,692) | (9,531) | ||
| Total gross debt | (979,142) | (967,146) | ||
| Net Debt (Non-GAAP) | $ | (664,469) | $ | (637,129) |
| LTM Adjusted EBITDA (Non-GAAP) | 397,320 | 392,203 | ||
| Net Leverage (Non-GAAP) | 1.7x | 1.6x | ||
| Last Twelve Months ("LTM") Adjusted EBITDA | ||||
| FY'24 Adjusted EBITDA | 392,203 | 392,203 | ||
| Less: Q3'24 YTD Adjusted EBITDA | (317,592) | |||
| Plus: Q3'25 YTD Adjusted EBITDA | 322,709 | |||
| LTM Adjusted EBITDA | $ | 397,320 | $ | 392,203 |
Free Cash Flow from Continuing Operations Reconciliation – Unaudited
| Nine Months Ended | ||||
|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | |||
| (U.S. Dollars in thousands) | ||||
| Net cash provided by operating activities - continuing operations (Reported GAAP) | $ | 26,941 | $ | 106,245 |
| Less: Capital expenditures (Reported GAAP)12 | (93,101) | (56,788) | ||
| Free cash flow from continuing operations (Non-GAAP) | $ | (66,160) | $ | 49,457 |
12 Capital expenditures do not include amounts attributable to discontinued operations.
Non-GAAP Financial Measures
Dole plc’s results are determined in accordance with U.S. GAAP.
In addition to its results under U.S. GAAP, in this Press Release, we also present Dole plc’s Adjusted EBIT, Adjusted EBITDA, Adjusted Net Income, Adjusted EPS, Free Cash Flow from Continuing Operations, Net Debt and Net Leverage, which are supplemental measures of financial performance that are not required by, or presented in accordance with, U.S. GAAP (collectively, the "non-GAAP financial measures"). We present these non-GAAP financial measures, because we believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. These non-GAAP financial measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our operating results, cash flows or any other measure prescribed by U.S. GAAP. Our presentation of non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by any of the adjusted items or that any projections and estimates will be realized in their entirety or at all. In addition, adjustment items that are excluded from non-GAAP results can have a material impact on equivalent GAAP earnings, financial measures and cash flows.
Adjusted EBIT is calculated from GAAP net income by: (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 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; (5) 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 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 (6) the Company’s share of these items from equity method investments.
Adjusted EBITDA is calculated from GAAP net income by: (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 and nine 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.
Last Twelve Months ("LTM") Adjusted EBITDA is calculated as Adjusted EBITDA, as defined above, for the last twelve months as of the period end, which for the nine months ended September 30, 2025, is calculated as subtracting the Adjusted EBITDA for the nine months ended September 30, 2024 from the Adjusted EBITDA for the year ended December 31, 2024 and then adding Adjusted EBITDA for the nine months ended September 30, 2025. LTM Adjusted EBITDA for the year ended December 31, 2024 is the same as Adjusted EBITDA for the year ended December 31, 2024.
Adjusted Net Income is calculated from GAAP net income attributable to Dole plc by: (1) subtracting the income or adding the loss from discontinued operations, net of income taxes; (2) adding amortization charges on intangible assets; (3) 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; (4) 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 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; (5) the Company’s share of these items from equity method investments; (6) excluding the tax effect of these items and discrete tax adjustments; and (7) excluding the effect of these items attributable to non-controlling interests.
Adjusted Earnings per Share is calculated from Adjusted Net Income divided by diluted weighted average number of shares in the applicable period.
Net Debt is a non-GAAP financial measure, calculated as GAAP cash and cash equivalents, less GAAP current and long-term debt. It also excludes GAAP unamortized debt discounts and debt issuance costs.
Net Leverage is a non-GAAP financial measure, calculated as Net Debt divided by LTM Adjusted EBITDA, both of which are defined above.
Free cash flow from continuing operations is calculated from GAAP net cash used in or provided by operating activities for continuing operations less GAAP capital expenditures.
Like-for-like basis refers to the U.S. GAAP measure or non-GAAP financial measure excluding the impact of foreign currency translation movements and acquisitions and divestitures. The impact of foreign currency 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 current year average rates.
Dole is not able to provide a reconciliation for projected FY'25 results without taking unreasonable efforts.
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