Management's Discussion and Analysis of Financial Condition and Results of Operations
Executive Overview
We are a global leader in fresh fruits and vegetables, with produce sourced, both locally and globally, from over 100 countries in various regions and distributed and marketed in over 85 countries, across retail, wholesale, food service and e-commerce channels. Our most significant products hold leading market share positions in their respective categories and territories. We are one of the world's largest producers of fresh bananas and pineapples, a major global exporter of grapes and have an expanding presence in avocados, mangos, kiwis, berries, cherries and organic produce. We sell and distribute fruit and vegetable products throughout an extensive network in North America, Europe, Latin America, Asia, the Middle East and Africa (primarily in South Africa). For further information on our principal sources of revenue, refer to Note 5 "Revenue" to the unaudited condensed consolidated financial statements included herein. In addition, see Part I, "Item 1. Business" in the Annual Report on Form 10-K for a more detailed description of our products and services offered.
Dole is comprised of the following three reportable segments:
Fresh Fruit: The Fresh Fruit reportable segment primarily sells bananas, pineapples and plantains which are sourced from Dole-owned and leased farms or local growers, predominately located in Latin America, and sold throughout North America, Europe, Latin America and Asia. This segment also operates a commercial cargo business, which offers available capacity to transport third party cargo on company-owned vessels that are primarily used internally for transporting bananas and pineapples between Latin America, North America and Europe.
Diversified Fresh Produce - EMEA: The Diversified Fresh Produce - EMEA reportable segment includes Dole's Irish, Dutch, Spanish, Portuguese, French, Italian, U.K., Swedish, Finnish, Danish, South African, Czech, Slovakian, Polish, German and Brazilian businesses, the majority of which sell a variety of imported and local fresh fruits and vegetables through retail, wholesale, food service and e-commerce channels across the European marketplace.
Diversified Fresh Produce - Americas & ROW: The Diversified Fresh Produce - Americas & ROW reportable segment includes Dole's U.S., Canadian, Mexican, Chilean, Peruvian and Argentinian businesses, all of which market globally and locally-sourced fresh produce, including avocados, kiwis, apples, berries and cherries, from third-party growers or Dole-owned farms to wholesale, retail-oriented marketing and specialist businesses.
Port Sale Transaction
On December 13, 2025, we entered into the Port Sale Transaction. In May of 2026, we completed the Pre-Closing Ownership Restructuring and paid cash of $51.2 million to purchase the remaining interests in the Ecuadorian Port Business. On July 1, 2026, the Company completed the Port Disposal, thereby completing the Port Sale Transaction and disposing of the Ecuadorian Port Business. Cash proceeds received for the Port Disposal were approximately $180.0 million, after customary transaction completion adjustments. Net cash proceeds of the Port Sale Transaction, accounting for the Pre-Closing Ownership Restructuring and net of cash transferred, transaction completion adjustments and transaction costs paid, were $126.7 million for the nine months ended September 30, 2026, which is included in proceeds from the sale of businesses in the condensed consolidated statements of cash flows. As a result of the Port Sale Transaction, the Company recorded a net pre-tax gain on disposal of $48.6 million, included within gain on disposal of businesses in our operating results below.
We do not expect the sale to have other material direct or indirect impacts to our current or future operating results, statement of financial position and cash flows.
Vegetables Exit Process
On August 5, 2025, the Vegetables Transaction closed and we completed the exit of the Fresh Vegetables division. The results of operations of the Fresh Vegetables division up to the disposal date, including the effects of the disposal, have been reported separately as discontinued operations, net of income taxes, within our operating results below. We do not expect the sale to have other material direct or indirect impacts to our current or future operating results, statement of financial position and cash flows.
Greenfood Acquisition
On July 2, 2026, we completed the Greenfood Acquisition for $30.4 million in cash, after customary transaction adjustments. Preliminary cash consideration paid, less cash acquired of $29.0 million, was $0.4 million for the nine months ended September 30, 2026, which is included in other acquisitions, less cash acquired, in the condensed consolidated statements of cash flows. The Greenfood Acquisition impacted our operating results in the three and nine months ended September 30, 2026, as discussed further below.
Current Economic and Market Environment
As 2026 progresses, the economic and market environment remains volatile with several external factors continuing to pose challenges to the global economy and to our business, including:
•Continuing global economic disruption due to geopolitical conflicts, as well as increased local disruptions due to political or security issues. The continuing conflict in the Middle East has increased global fuel prices, resulting in higher transportation costs creating uncertainty with respect to future direct and indirect input costs;
•Evolving and dynamic global trade policies, including but not limited to the imposition (and any future imposition) of tariffs and their impact on supply chains and logistics, the relative cost of bringing product to market, demand patterns, foreign exchange rates and other areas;
•Changing central bank monetary policies, which have resulted in interest rate adjustments and volatile foreign exchange rates;
•Weather events, including the supply chain impacts of the 2024 tropical storms in Honduras and more recently the strong El Niño;
•Crop disease which puts pressure on yields and supply and increases growing and sourcing costs; and
•Evolving regulatory environments in many areas, including in shipping.
In response to the various ongoing challenges noted above, we are continuing to work across our business on mitigation strategies, including working with customers and suppliers to manage possible impacts of changes in input costs, adjusting pricing, identifying operational efficiencies and making strategic investments where appropriate. Although we ultimately believe that we are well positioned within our industry to weather periods of economic disruption, the scope, duration and carry-over effects of the above factors are uncertain, rapidly changing and difficult to predict. Therefore, the extent and magnitude of the impact of these factors on our business, operating results and long-term liquidity position cannot be reliably estimated at this time.
In addition, we are continuing to monitor the direct and indirect effects of ongoing and emerging geopolitical conflicts, on both the global economy and our business and operations. The broader consequences of these issues have given rise, and will continue to give rise, to certain challenges for our business but any resulting impacts have not been and are not currently expected to be material to Dole's overall results.
See Part I, "Item 1A. Risk Factors" in the Annual Report on Form 10-K for more information on ongoing risks, such as those related to currency exchange fluctuations, increases in product costs, international operations, global capital and credit markets and the uncertainty of wars and other global conflicts.
Tariff Refunds
In February of 2026, the U.S. Supreme Court ruled that the IEEPA does not authorize the President to impose tariffs. Subsequently, the U.S. government established a system whereby refunds of these IEEPA tariffs could be processed.
In the three months ended September 30, 2026, we recorded a reduction to cost of sales related to IEEPA tariff refunds received or approved by the U.S. government. The impact to cost of sales was offset by a decrease of revenue related to accrued tariff refunds. The net impact of tariff refunds has not been and is not expected to be material to our consolidated results.
Operating Results
Selected results of operations for the three and nine months ended September 30, 2026 and September 30, 2025 were as follows:
| Three Months Ended | Change | ||||||||||||||||||||||
| September 30, 2026 | September 30, 2025 | 2026 vs. 2025 | |||||||||||||||||||||
(U.S. Dollars in thousands, except percentages) | |||||||||||||||||||||||
| Revenues, net | $ | 2,366,175 | $ | 2,278,915 | $ | 87,260 | 3.8 | % | |||||||||||||||
| Cost of sales | (2,197,494) | (2,123,734) | (73,760) | 3.5 | % | ||||||||||||||||||
| Gross profit | 168,681 | 155,181 | 13,500 | ||||||||||||||||||||
| Selling, marketing, general and administrative expenses | (127,457) | (123,621) | (3,836) | 3.1 | % | ||||||||||||||||||
| Gain on disposal of businesses | 48,562 | 143 | 48,419 | 33859.4 | % | ||||||||||||||||||
| Gain on asset sales | 1,954 | 842 | 1,112 | 132.1 | % | ||||||||||||||||||
| Impairment and asset write-downs of property, plant and equipment and lease assets | (2,859) | (8,394) | 5,535 | (65.9) | % | ||||||||||||||||||
| Operating income | 88,881 | 24,151 | 64,730 | ||||||||||||||||||||
| Other (expense) income, net | (20) | 12,614 | (12,634) | 100.2 | % | ||||||||||||||||||
| Interest income | 3,762 | 3,478 | 284 | 8.2 | % | ||||||||||||||||||
| Interest expense | (14,871) | (16,641) | 1,770 | (10.6) | % | ||||||||||||||||||
| Income from continuing operations before income taxes and equity earnings | 77,752 | 23,602 | 54,150 | ||||||||||||||||||||
| Income tax expense | (34,087) | (6,100) | (27,987) | 458.8 | % | ||||||||||||||||||
| Equity method earnings | 4,638 | 6,559 | (1,921) | (29.3) | % | ||||||||||||||||||
| Income from continuing operations | 48,303 | 24,061 | 24,242 | ||||||||||||||||||||
| Loss from discontinued operations, net of income taxes | - | (10,236) | 10,236 | (100.0) | % | ||||||||||||||||||
| Net income | 48,303 | 13,825 | 34,478 | ||||||||||||||||||||
| Income attributable to noncontrolling interests | (9,792) | (8,720) | (1,072) | 12.3 | % | ||||||||||||||||||
| Net income attributable to Dole plc | $ | 38,511 | $ | 5,105 | $ | 33,406 | |||||||||||||||||
| Nine Months Ended | Change | ||||||||||||||||||||||
| September 30, 2026 | September 30, 2025 | 2026 vs. 2025 | |||||||||||||||||||||
(U.S. Dollars in thousands, except percentages) | |||||||||||||||||||||||
| Revenues, net | $ | 7,207,761 | $ | 6,806,746 | $ | 401,015 | 5.9 | % | |||||||||||||||
| Cost of sales | (6,658,791) | (6,251,072) | (407,719) | 6.5 | % | ||||||||||||||||||
| Gross profit | 548,970 | 555,674 | (6,704) | ||||||||||||||||||||
| Selling, marketing, general and administrative expenses | (399,675) | (366,341) | (33,334) | 9.1 | % | ||||||||||||||||||
| Gain on disposal of businesses | 49,726 | 552 | 49,174 | 8908.3 | % | ||||||||||||||||||
| Gain on asset sales | 3,307 | 13,966 | (10,659) | (76.3) | % | ||||||||||||||||||
| Impairment and asset write-downs of property, plant and equipment and lease assets | (3,993) | (8,576) | 4,583 | (53.4) | % | ||||||||||||||||||
| Operating income | 198,335 | 195,275 | 3,060 | ||||||||||||||||||||
| Other (expense) income, net | 8,387 | (6,450) | 14,837 | 230.0 | % | ||||||||||||||||||
| Interest income | 12,334 | 9,473 | 2,861 | 30.2 | % | ||||||||||||||||||
| Interest expense | (42,314) | (51,339) | 9,025 | (17.6) | % | ||||||||||||||||||
| Income from continuing operations before income taxes and equity earnings | 176,742 | 146,959 | 29,783 | ||||||||||||||||||||
| Income tax expense | (70,871) | (49,182) | (21,689) | 44.1 | % | ||||||||||||||||||
| Equity method earnings | 15,294 | 23,352 | (8,058) | (34.5) | % | ||||||||||||||||||
| Income from continuing operations | 121,165 | 121,129 | 36 | ||||||||||||||||||||
| Loss from discontinued operations, net of income taxes | - | (45,156) | 45,156 | (100.0) | % | ||||||||||||||||||
| Net income | 121,165 | 75,973 | 45,192 | ||||||||||||||||||||
| Income attributable to noncontrolling interests | (25,373) | (21,990) | (3,383) | 15.4 | % | ||||||||||||||||||
| Net income attributable to Dole plc | $ | 95,792 | $ | 53,983 | $ | 41,809 | |||||||||||||||||
The following provides an analysis of consolidated operating results in comparison to the prior year. Management has analyzed the significant drivers of changes in consolidated operating results below and provided further commentary on segment performance in the section to follow. All other operating results not included in the analysis were not significant to the Company's overall performance.
Revenues, Net
The increase in total revenue, net, for the three months ended September 30, 2026 (3.8%, or $87.3 million) was primarily due to positive operational performance in the Diversified Fresh Produce - Americas & ROW and Diversified Fresh Produce - EMEA segments together with a net positive impact from acquisitions and divestitures of $47.4 million, primarily as a result of the Greenfood Acquisition in the Diversified Fresh Produce - EMEA segment at the beginning of the third quarter. These increases were offset partially by a decrease in the Fresh Fruit segment primarily due to accrued tariff refunds, as well as lower banana volumes in North America and lower pineapple volumes in Europe, reflecting the impact of adverse weather conditions on supply. These impacts were partially offset by higher banana volumes in Europe, improved underlying banana pricing in North America and the benefit of contractual fuel surcharge mechanisms.
The increase in total revenue, net, for the nine months ended September 30, 2026 (5.9%, or $401.0 million) was primarily due to positive operational performance in the Diversified Fresh Produce - Americas & ROW and Diversified Fresh Produce - EMEA segments, a favorable impact from foreign currency translation of $120.2 million, as a result of the strengthening of the Swedish krona, euro and the British pound sterling against the U.S. Dollar when compared to prior year, and a net positive impact from acquisitions and divestitures of $47.4 million primarily as a result of the Greenfood Acquisition in the Diversified Fresh Produce - EMEA segment at the beginning of the third quarter. Revenue in the Fresh Fruit segment was marginally behind prior year due to accrued tariff refunds, lower banana volumes in North America and lower pineapple volumes across all markets due to adverse weather conditions affecting fruit availability. These decreases were partially offset by higher underlying pricing in bananas and pineapples as well as higher banana volumes in Europe and higher plantain volumes in North America.
Other factors driving changes in revenue are described in more detail in the "Segment Operating Results" section below.
Cost of Sales
The increase in total cost of sales for the three months ended September 30, 2026 (3.5%, or $73.8 million) was primarily due to increased trading activity in the Diversified Fresh Produce - Americas & ROW and Diversified Fresh Produce - EMEA segments and the incremental impact of the Greenfood Acquisition in the Diversified Fresh Produce - EMEA segment. In the Fresh Fruit segment, cost of sales decreased by the impact of tariff refunds received or approved by the U.S. government, partially offset by higher pineapple growing and sourcing costs resulting from adverse weather conditions, as well as the continued strengthening of the Costa Rican Colón against the U.S. Dollar, and continued elevated shipping and logistics costs due to higher fuel costs.
The increase in total cost of sales for the nine months ended September 30, 2026 (6.5%, or $407.7 million) was primarily due to increased trading activity in the Diversified Fresh Produce - Americas & ROW and Diversified Fresh Produce - EMEA segments, an unfavorable impact from foreign currency translation and the incremental impact of the Greenfood Acquisition in the Diversified Fresh Produce - EMEA segment. Additionally, in the Fresh Fruit segment, cost of sales increased due to higher fruit costs in bananas due to higher overall sourcing costs in the market and higher fruit sourcing costs in pineapples, due to a combination of the impact of adverse weather conditions reducing supply and the strengthening of the Costa Rican Colón against the U.S. Dollar resulting in increasing input costs. In addition, the impact of rising fuel costs has adversely impacted shipping and logistics costs. These increases in the Fresh Fruit segment were partially offset by the impact of tariff refunds received or approved by the U.S. government.
See "Segment Operating Results" section below for additional detail.
Selling, Marketing and General and Administrative Expenses ("SMG&A")
The increase in total SMG&A for the three months ended September 30, 2026 (3.1%, or $3.8 million) was primarily due to the incremental impact of the Greenfood Acquisition in the Diversified Fresh Produce - EMEA segment, partially offset by benefit from a partial restructuring of our operations in the Diversified Fresh Produce - Americas & ROW segment.
The increase in total SMG&A for the nine months ended September 30, 2026 (9.1%, or $33.3 million) was primarily due to a non-recurring charge associated with the settlement of a historical legal matter, the incremental impact of the Greenfood Acquisition in the Diversified Fresh Produce - EMEA segment and the impact of foreign currency translation and restructuring costs in the period, partially offset by benefit from a partial restructuring of our operations in the Diversified Fresh Produce - Americas & ROW segment.
Gain on Disposal of Businesses
The gain on disposal of businesses for the three months ended September 30, 2026 was $48.6 million and was primarily related to the Port Sale Transaction within the Fresh Fruit segment. The gain on disposal of businesses for the nine months ended September 30, 2026 was $49.7 million and was primarily related to the Port Sale Transaction and the disposal of a controlling interest in a business in South Africa within the Diversified Fresh Produce - EMEA segment.
There was an immaterial gain on disposal of businesses for the three and nine months ended September 30, 2025.
See Note 4 "Acquisitions and Divestitures" to the unaudited condensed consolidated financial statements included herein for additional detail.
Gain on Asset Sales
The gain on asset sales for the three months ended September 30, 2026 was $2.0 million and was primarily the result of the sale of certain properties in the Diversified Fresh Produce - EMEA and Fresh Fruit segments, as well as the sale of certain property, plant and equipment across all reportable segments. The gain on asset sales for the nine months ended September 30, 2026 was $3.3 million and was primarily the result of the sale of certain properties in the Diversified Fresh Produce - Americas & ROW, Diversified Fresh Produce - EMEA and Fresh Fruit segments, as well as the sale of certain property, plant and equipment across all reportable segments.
The gain on asset sales for the three months ended September 30, 2025 was not material. The gain on asset sales for the nine months ended September 30, 2025 was $14.0 million and was primarily the result of the sale of actively marketed land in Hawaii, part of the Fresh Fruit segment, the sale of certain properties and machinery and equipment in the Diversified Fresh Produce - Americas & ROW segment and the sale of certain properties in the Diversified Fresh Produce - EMEA segment.
Impairment and asset write-downs of property, plant and equipment and lease assets
The impairment and asset write-downs of property, plant and equipment and lease assets for the three months ended September 30, 2026 was $2.9 million, which was primarily related to a loss in actively marketed property in Hawaii in the Fresh Fruit segment to recognize land at estimated fair value, less costs to sell. The impairment and asset write-downs of property, plant and equipment and lease assets for the nine months ended September 30, 2026 was $4.0 million, which was primarily related to the loss in actively marketed property in Hawaii in the Fresh Fruit segment and asset write-downs of certain property, plant and equipment across all reportable segments.
The impairment and asset write-downs of property, plant and equipment and lease assets for the three and nine months ended September 30, 2025 was $8.4 million and $8.6 million, respectively, primarily related to certain property, plant and equipment and operating lease right-of-use assets excluded from the disposal of the Fresh Vegetables division. As a result of the reclassification of these assets as held and used, we recorded a non-cash aggregate impairment charge of $8.2 million to adjust the assets to the lower of carrying amount (adjusted for depreciation and amortization had these assets been continuously classified as held and used) and fair value.
Other (expense) income, net
Other (expense) income, net decreased to an expense of $0.1 million in the three months ended September 30, 2026 from income of $12.6 million in the three months ended September 30, 2025. The decrease was primarily due to insurance proceeds of $10.0 million recognized in the prior year related to Tropical Storm Sara, higher net periodic costs from non-service components of pension and other postretirement plans and lower miscellaneous income, offset partially by higher rental income in the current year.
Other (expense) income, net increased to income of $8.4 million in the nine months ended September 30, 2026 from expense of $6.5 million in the nine months ended September 30, 2025. The increase was primarily due to higher net unrealized gains on foreign currency denominated borrowings (in comparison to unrealized losses incurred in the prior year). The prior year was also negatively impacted by the incremental nonrecurring net expenses in connection with the Refinancing. These increases were offset partially by higher net losses of other mark to market instruments, higher net periodic costs from non-service components of pension and postretirement benefit plans, lower miscellaneous income and the impacts of the insurance proceeds recognized in the prior year.
See Note 7 "Other (Expense) Income, Net" to the unaudited condensed consolidated financial statements included herein for additional detail.
Interest Income
The increase in interest income for the three months ended September 30, 2026 was not material. The increase in interest income for the nine months ended September 30, 2026 (30.2%, or $2.9 million) was primarily due to interest income recognized on the seller note received as consideration for the Vegetables Transaction.
Interest Expense
The decrease in interest expense for the three months ended September 30, 2026 (10.6%, or $1.8 million) and the nine months ended September 30, 2026 (17.6%, or $9.0 million) was due to both lower debt balances and lower effective interest rates in the current year in comparison to the prior year.
Income Taxes
The Company recorded income tax expense of $34.1 million on $77.8 million of income from continuing operations before income taxes and equity earnings for the three months ended September 30, 2026, reflecting a 43.8% effective tax rate. The Company recorded income tax expense of $6.1 million on $23.6 million of income from continuing operations before income taxes and equity earnings for the three months ended September 30, 2025, reflecting a 25.8% effective tax rate.
The Company recorded income tax expense of $70.9 million on $176.7 million of income from continuing operations before income taxes and equity earnings for the nine months ended September 30, 2026, reflecting a 40.1% effective tax rate. The Company recorded income tax expense of $49.2 million on $147.0 million of income from continuing operations before income taxes and equity earnings for the nine months ended September 30, 2025, reflecting a 33.5% effective tax rate.
Dole's effective tax rate varies significantly from period to period due to the level, mix and seasonality of earnings generated in Ireland and its various foreign jurisdictions, including the U.S. For the three and nine months ended September 30, 2026, the Company's income tax expense differed from the Irish statutory rate of 12.5% primarily due to U.S. NCTI provisions under Section 951A of the Internal Revenue Code, U.S. Subpart F income inclusion, an increase in liabilities for uncertain tax positions, a net increase in valuation allowances, the impacts of Pillar Two, taxes related to the sale of the Ecuadorian Port Business, and operations in foreign jurisdictions that are taxed at different rates than the Irish statutory tax rate. For the three and nine months ended September 30, 2025, the Company's income tax expense differed from the Irish statutory rate of 12.5% primarily due to U.S. GILTI provisions of the Tax Act, U.S. Subpart F income inclusion, a decrease in liabilities for uncertain tax positions, the impacts of Pillar Two and operations in foreign jurisdictions that are taxed at different rates than the Irish statutory tax rate.
The Company's net deferred tax asset is primarily related to acquired intangible assets and fair value adjustments resulting from the Merger and is net of deferred tax assets related to the U.S. federal interest disallowance carryforward, U.S. state and non-U.S. net operating loss carryforwards and other temporary differences. Dole maintains a valuation allowance against certain U.S. state and non-U.S. deferred tax assets. Each reporting period, the Company evaluates the need for a valuation allowance on deferred tax assets by jurisdiction and adjusts estimates as more information becomes available.
All post-1986 previously unremitted earnings for which no U.S. deferred tax liability had been accrued have been subject to U.S. tax. Dole plc is an Irish-based parent company and intends to continue to invest most or all of its foreign earnings, as well as capital in its foreign subsidiaries, indefinitely outside of Ireland and does not expect to incur any significant additional taxes related to such amounts. Also, from time to time, Dole may choose to repatriate anticipated future earnings of which some portion may be subject to tax and increase Dole's overall tax expense for that fiscal year. The Company continues to evaluate its cash needs and may update its assertion in future periods.
One of the Company's foreign subsidiaries is under tax audit for the year ended December 31, 2017. In 2023, the tax authorities issued an assessment of approximately $23.5 million, including interest and penalties. The Company appealed the assessment through the administrative process, which concluded in November 2025 with an unfavorable ruling. A court-ordered stay of enforcement of payment has been granted, subject to the provision of a guarantee. In the three months ended September 30, 2026, the Company was notified that an oral and public trial hearing has been preliminarily scheduled for March 2028. Based on an analysis of the relevant facts, local law, and precedent, the Company believes it is more likely than not to prevail at the judicial level. The timing of final resolution is uncertain and may take several years.
On July 4, 2025, the U.S. OBBBA was enacted. Management is assessing the tax provisions of the OBBBA and its impacts on the Company. The effective dates of the provisions of the OBBBA are between 2025 and 2027. The impacts to Dole's results of operations, financial position and cash flows were not material for the three and nine months ended September 30, 2026. The Company will continue to evaluate the full impact of these legislative changes as additional guidance becomes available.
See Note 9 "Income Taxes" to the unaudited condensed consolidated financial statements included herein for additional information on income taxes.
Equity method earnings
Equity method earnings decreased to $4.6 million in the three months ended September 30, 2026 from $6.6 million in the three months ended September 30, 2025. The decrease was primarily due to lower performance across our joint ventures within the Fresh Fruit and Diversified Fresh Produce - EMEA segments. This decrease was partially offset by the gain on sale of an equity method investments within the Diversified Fresh Produce - EMEA segment.
Equity method earnings decreased to $15.3 million in the nine months ended September 30, 2026 from $23.4 million in the nine months ended September 30, 2025. The prior year was positively impacted by a divestiture of a portion of ownership shares in an investment located in the U.S. in which the Company recognized a $6.9 million gain, net of income tax. On an underlying basis, the decrease was primarily due to lower performance across our joint ventures within the Fresh Fruit and Diversified Fresh Produce - EMEA segments.
See Note 18 "Investments in Unconsolidated Affiliates" to the unaudited condensed consolidated financial statements included herein for additional information.
Results from discontinued operations, net of income taxes
There was no current year activity from discontinued operations. Results from discontinued operations for the three and nine months ended September 30, 2025 were a loss of $10.2 million and a loss of $45.2 million, respectively. The loss for the three months ended September 30, 2025 was primarily related to the loss on disposal of the Fresh Vegetables division. The loss for the nine months ended September 30, 2025 was primarily related to the loss on disposal, as well as adjustments of the carrying value of the Fresh Vegetables division to its estimated fair value, less costs to sell, in accordance with held-for-sale disposal group measurement guidance.
Net income attributable to noncontrolling interests
In the three months ended September 30, 2026, net income attributable to noncontrolling interests increased to $9.8 million from $8.7 million in the three months ended September 30, 2025. The increase was primarily related to an increase in the non-controlling interests share of earnings in our Diversified Fresh Produce - Americas & ROW segment.
In the nine months ended September 30, 2026, net income attributable to noncontrolling interests increased to $25.4 million from $22.0 million in the nine months ended September 30, 2025. The prior year was impacted by the noncontrolling interest share of gain on disposal of an equity method investment as described above as well as the impact of a discrete tax charge attributable to noncontrolling interests. On an underlying basis, there was an increase in the current year net income attributable to noncontrolling interests due to an increase in the non-controlling interests share of earnings in the Diversified Fresh Produce - Americas & ROW segment.
Segment Operating Results
Dole plc has the following segments: Fresh Fruit, Diversified Fresh Produce - EMEA and Diversified Fresh Produce - Americas & ROW. The Company's reportable segments are based on (i) financial information reviewed by the CODM, (ii) internal management and related reporting structures and (iii) the basis upon which the CODM assesses performance and allocates resources.
Segment performance is evaluated based on a variety of factors, of which revenue and Adjusted EBITDA are the financial measures regularly reviewed by the CODM.
Dole and its chief operating decision makers, Dole's CEO and COO, use Adjusted EBITDA as the primary financial measure, because it is a measure commonly used by financial analysts in evaluating the performance of companies in the same industry. The adjustments in calculating Adjusted EBITDA have been made, because management excludes these amounts when evaluating performance, on the basis that such adjustments eliminate the effects of (i) considerable amounts of non-cash depreciation and amortization and (ii) items not within the control of the Company's operations managers. Adjusted EBITDA is not calculated or presented in accordance with U.S. GAAP, but Adjusted EBITDA by segment is presented in conformity with ASC 280, Segments. Further, Adjusted EBITDA as used herein is not necessarily comparable to similarly titled measures of other companies. Adjusted EBITDA is not a substitute for income from continuing operations, net income attributable to Dole plc, net income, cash flows from operating activities or any other measure prescribed by U.S. GAAP.
Adjusted EBITDA is reconciled from net income by taking consolidated net income and (1) subtracting the income or adding the loss from discontinued operations, net of income taxes; (2) adding the income tax expense or subtracting the income tax benefit; (3) adding interest expense; (4) adding depreciation charges; (5) adding amortization charges on intangible assets; (6) adding mark to market losses or subtracting mark to market gains related to unrealized impacts from certain derivative instruments and foreign currency denominated borrowings, realized impacts on noncash settled foreign currency denominated borrowings, net foreign currency impacts on liquidated entities and fair value movements on contingent consideration; (7) other items which are separately stated based on materiality, which, during the three and nine months ended September 30, 2026 and September 30, 2025, included 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 or held-for-sale losses on property, plant and equipment and lease assets, adding or subtracting asset write-downs from extraordinary events, net of insurance proceeds, subtracting interest income on deferred transaction consideration, adding acquisition and transaction costs, adding restructuring charges and costs for legal matters not in the normal course of business and adding debt refinancing expenses; and (8) the Company's share of these items from equity method investments.
The following provides revenue by segment and a reconciliation of Adjusted EBITDA by segment to consolidated net income, which is the most directly comparable U.S. GAAP financial measure:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||||||||||
Segment Revenue: | (U.S. Dollars in thousands) | ||||||||||||||||||||||
| Fresh Fruit | $ | 818,698 | $ | 890,356 | $ | 2,729,182 | $ | 2,741,092 | |||||||||||||||
| Diversified Fresh Produce - EMEA | 1,090,695 | 997,802 | 3,224,450 | 2,990,686 | |||||||||||||||||||
| Diversified Fresh Produce - Americas & ROW | 479,191 | 419,991 | 1,339,316 | 1,169,752 | |||||||||||||||||||
| Total segment revenue | 2,388,584 | 2,308,149 | 7,292,948 | 6,901,530 | |||||||||||||||||||
| Intersegment revenue | (22,409) | (29,234) | (85,187) | (94,784) | |||||||||||||||||||
| Total consolidated revenue, net | $ | 2,366,175 | $ | 2,278,915 | $ | 7,207,761 | $ | 6,806,746 | |||||||||||||||
| Reconciliation of net income to Adjusted EBITDA | |||||||||||||||||||||||
| Net income | $ | 48,303 | $ | 13,825 | $ | 121,165 | $ | 75,973 | |||||||||||||||
| Income from discontinued operations, net of income taxes | - | 10,236 | - | 45,156 | |||||||||||||||||||
| Income from continuing operations | 48,303 | 24,061 | 121,165 | 121,129 | |||||||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Income tax expense | 34,087 | 6,100 | 70,871 | 49,182 | |||||||||||||||||||
| Interest expense | 14,871 | 16,641 | 42,314 | 51,339 | |||||||||||||||||||
| Depreciation | 25,452 | 27,022 | 78,299 | 78,331 | |||||||||||||||||||
| Amortization of intangible assets | 1,309 | 1,845 | 4,231 | 5,314 | |||||||||||||||||||
| Mark to market (gains) losses | (74) | (1,000) | (7,347) | 22,069 | |||||||||||||||||||
| Gain on asset sales | (1,168) | - | (1,215) | (11,178) | |||||||||||||||||||
| Gain on disposal of businesses | (48,562) | (143) | (49,726) | (552) | |||||||||||||||||||
| Legal and restructuring costs | - | - | 23,054 | - | |||||||||||||||||||
| Asset write-downs, net of insurance proceeds | 1,462 | (8,257) | 1,646 | (11,874) | |||||||||||||||||||
| Impairment of property, plant and equipment and lease assets | 2,762 | 8,208 | 3,745 | 8,208 | |||||||||||||||||||
| Other items | (656) | 795 | (755) | 4,078 | |||||||||||||||||||
| Adjustments from equity method investments | 6,275 | 5,497 | 14,853 | 6,663 | |||||||||||||||||||
| Total consolidated Adjusted EBITDA | $ | 84,061 | $ | 80,769 | $ | 301,135 | $ | 322,709 | |||||||||||||||
| Segment Adjusted EBITDA: | |||||||||||||||||||||||
| Fresh Fruit | $ | 28,776 | $ | 27,153 | $ | 131,586 | $ | 163,240 | |||||||||||||||
| Diversified Fresh Produce - EMEA | 39,474 | 40,740 | 115,370 | 117,384 | |||||||||||||||||||
| Diversified Fresh Produce - Americas & ROW | 15,811 | 12,876 | 54,179 | 42,085 | |||||||||||||||||||
| Total consolidated Adjusted EBITDA | $ | 84,061 | $ | 80,769 | $ | 301,135 | $ | 322,709 | |||||||||||||||
The following tables illustrate the estimated impact of factors that have driven changes in segment revenues for the three and nine months ended September 30, 2026, as compared to the three and nine months ended September 30, 2025:
Revenue for the three months ended | |||||||||||||||||||||||||||||
| September 30, 2025 | Foreign exchange translation1 | Acquisitions/ divestitures | Operational change2 | September 30, 2026 | |||||||||||||||||||||||||
| (U.S. Dollars in thousands) | |||||||||||||||||||||||||||||
Fresh Fruit | $ | 890,356 | $ | - | $ | (9,815) | $ | (61,843) | $ | 818,698 | |||||||||||||||||||
| Diversified Fresh Produce - EMEA | 997,802 | (5,605) | 57,188 | 41,310 | 1,090,695 | ||||||||||||||||||||||||
| Diversified Fresh Produce - Americas & ROW | 419,991 | (613) | - | 59,813 | 479,191 | ||||||||||||||||||||||||
| Intersegment revenue | (29,234) | - | - | 6,825 | (22,409) | ||||||||||||||||||||||||
| $ | 2,278,915 | $ | (6,218) | $ | 47,373 | $ | 46,105 | $ | 2,366,175 | ||||||||||||||||||||
Revenue for the nine months ended | |||||||||||||||||||||||||||||
| September 30, 2025 | Foreign exchange translation1 | Acquisitions/ divestitures | Operational change2 | September 30, 2026 | |||||||||||||||||||||||||
| (U.S. Dollars in thousands) | |||||||||||||||||||||||||||||
Fresh Fruit | $ | 2,741,092 | $ | - | $ | (9,815) | $ | (2,095) | $ | 2,729,182 | |||||||||||||||||||
| Diversified Fresh Produce - EMEA | 2,990,686 | 118,861 | 57,188 | 57,715 | 3,224,450 | ||||||||||||||||||||||||
| Diversified Fresh Produce - Americas & ROW | 1,169,752 | 1,388 | - | 168,176 | 1,339,316 | ||||||||||||||||||||||||
| Intersegment revenue | (94,784) | - | - | 9,597 | (85,187) | ||||||||||||||||||||||||
| $ | 6,806,746 | $ | 120,249 | $ | 47,373 | $ | 233,393 | $ | 7,207,761 | ||||||||||||||||||||
1 The impact of foreign exchange translation represents an estimate of the effect of translating the results of operations denominated in a foreign currency to U.S. Dollar at prior year average rates, as compared to the current year average rates.
2 Operational change represents the remaining change in revenue after isolating the impacts of foreign exchange translation and acquisitions and divestitures, which we believe are significant factors that impact the comparability of our operating results in comparison to the prior year. The operational change is discussed in greater detail below.
The following tables illustrate the estimated impact of factors that have driven changes in segment Adjusted EBITDA for the three and nine months ended September 30, 2026, as compared to the three and nine months ended September 30, 2025:
Adjusted EBITDA for the three months ended | |||||||||||||||||||||||||||||
| September 30, 2025 | Foreign exchange translation1 | Acquisitions/ divestitures | Operational change2 | September 30, 2026 | |||||||||||||||||||||||||
| (U.S. dollars in thousands) | |||||||||||||||||||||||||||||
Fresh Fruit | $ | 27,153 | $ | 135 | $ | 953 | $ | 535 | $ | 28,776 | |||||||||||||||||||
| Diversified Fresh Produce - EMEA | 40,740 | (150) | (299) | (817) | 39,474 | ||||||||||||||||||||||||
| Diversified Fresh Produce - Americas & ROW | 12,876 | (15) | - | 2,950 | 15,811 | ||||||||||||||||||||||||
| $ | 80,769 | $ | (30) | $ | 654 | $ | 2,668 | $ | 84,061 | ||||||||||||||||||||
Adjusted EBITDA for the nine months ended | |||||||||||||||||||||||||||||
| September 30, 2025 | Foreign exchange translation1 | Acquisitions/ divestitures | Operational change2 | September 30, 2026 | |||||||||||||||||||||||||
| (U.S. dollars in thousands) | |||||||||||||||||||||||||||||
Fresh Fruit | $ | 163,240 | $ | (448) | $ | 953 | $ | (32,159) | $ | 131,586 | |||||||||||||||||||
| Diversified Fresh Produce - EMEA | 117,384 | 5,022 | (811) | (6,225) | 115,370 | ||||||||||||||||||||||||
| Diversified Fresh Produce - Americas & ROW | 42,085 | (45) | - | 12,139 | 54,179 | ||||||||||||||||||||||||
| $ | 322,709 | $ | 4,529 | $ | 142 | $ | (26,245) | $ | 301,135 | ||||||||||||||||||||
1 The impact of foreign exchange translation represents an estimate of the effect of translating the results of operations denominated in a foreign currency to U.S. Dollar at prior year average rates, as compared to the current year average rates.
2 Operational change represents the remaining change in Adjusted EBITDA after isolating the impacts of foreign exchange translation and acquisitions and divestitures, which we believe are significant factors that impact the comparability of our operating results in comparison to the prior year. The operational change is discussed in greater detail below.
Changes in segment revenue and segment Adjusted EBITDA are described in more detail below, with focus on operational changes which we believe are more reflective of the Company's performance in comparison to the prior year. Unless otherwise noted, the changes discussed below are for the three and nine months ended September 30, 2026, as compared to the three and nine months ended September 30, 2025.
Fresh Fruit
The decrease in Fresh Fruit revenue, net, for the three months ended September 30, 2026 (8.0%, or $71.7 million) to $818.7 million was primarily due to accrued tariff refunds, as well as lower banana volumes in North America and lower pineapple volumes in Europe, reflecting the impact of adverse weather conditions on supply. This decrease was partially offset by higher banana volumes in Europe, improved banana underlying pricing in North America and the benefit of contractual fuel surcharge mechanisms.
The increase in Fresh Fruit Adjusted EBITDA for the three months ended September 30, 2026 (6.0%, or $1.6 million) to $28.8 million was primarily driven by improved underlying banana pricing in North America and higher banana volumes in Europe. These benefits were partially offset by elevated pineapple production costs due to adverse weather conditions and the continued strengthening of the Costa Rican Colón against the U.S. Dollar. Our key markets continued to experience increased shipping and logistics costs due to higher fuel costs, partially offset by the related fuel surcharge benefits in North America.
The decrease in Fresh Fruit revenue, net, for the nine months ended September 30, 2026 (0.4%, or $11.9 million) to $2.7 billion was primarily due to accrued tariff refunds, lower banana volumes in North America and lower pineapple volumes across all markets due to adverse weather conditions affecting fruit availability. These decreases were partially offset by higher underlying pricing in bananas and pineapples, as well as higher banana volumes in Europe and higher plantain volumes in North America.
The decrease in Fresh Fruit Adjusted EBITDA for the nine months ended September 30, 2026 (19.4%, or $31.7 million) to $131.6 million was driven primarily by higher fruit costs in bananas due to higher overall sourcing costs in the market and higher fruit sourcing costs in pineapples, due to a combination of the impact of adverse weather conditions reducing supply and the strengthening of the Costa Rican Colón against the U.S. Dollar resulting in increasing input costs. In addition, our key markets continued to experience increased shipping and logistics costs due to higher fuel costs, partially offset by the related fuel surcharge benefits in North America.
Diversified Fresh Produce - EMEA
The increase in Diversified Fresh Produce - EMEA revenue, net, for the three months ended September 30, 2026 (9.3%, or $92.9 million) to $1.1 billion was primarily due to the Greenfood Acquisition in Scandinavia at the beginning of the third quarter, as well as underlying growth in Scandinavia, partially offset by lower revenue in Spain. Foreign currency translation did not have a material impact in the quarter. Excluding the impact of foreign currency translation and acquisitions and divestitures, revenue was 4.1%, or $41.3 million, ahead of the prior year.
The decrease in Diversified Fresh Produce - EMEA Adjusted EBITDA for the three months ended September 30, 2026 (3.1%, or $1.3 million) to $39.5 million was primarily due to weaker performance in the Netherlands and Spain, partially offset by an improved performance in Scandinavia, Ireland and the U.K. Foreign currency translation did not have a material impact in the quarter. Excluding the impact of foreign currency translation and acquisitions and divestitures, Adjusted EBITDA was 2.0%, or $0.8 million, behind the prior year.
The increase in Diversified Fresh Produce - EMEA revenue, net, for the nine months ended September 30, 2026 (7.8%, or $233.8 million) to $3.2 billion was primarily due to the favorable impact of foreign currency translation of $118.9 million, as a result of the strengthening of the Swedish krona, euro and the British pound sterling against the U.S. Dollar, as well as the contribution from the Greenfood Acquisition in Scandinavia at the beginning of the third quarter. There was also underlying growth in Scandinavia and Germany offset by lower revenue in Spain. Excluding the impact of foreign currency translation and acquisitions and divestitures, revenue was 1.9%, or $57.7 million, ahead of the prior year.
The decrease in Diversified Fresh Produce - EMEA Adjusted EBITDA for the nine months ended September 30, 2026 (1.7%, or $2.0 million) to $115.4 million was primarily due to weaker performance in South Africa, the Netherlands and Spain. This decrease was partially offset by a strong performance in Scandinavia and a favorable impact of foreign currency translation of $5.0 million. Excluding the impact of foreign currency translation and acquisitions and divestitures, Adjusted EBITDA was 5.3%, or $6.2 million, behind the prior year.
Diversified Fresh Produce - Americas & ROW
The increase in Diversified Fresh Produce - Americas & ROW revenue, net, for the three months ended September 30, 2026 (14.1%, or $59.2 million) to $479.2 million was primarily driven by higher volumes in our North America business with strong underlying growth in key products including kiwi, avocados, grapes and tomatoes.
The increase in Diversified Fresh Produce - Americas & ROW Adjusted EBITDA for the three months ended September 30, 2026 (22.8%, or $2.9 million) to $15.8 million was driven by a strong performance in our North American business, reflecting positive volume growth as well as a good performance in our Southern Hemisphere export business, in part driven by positive claim settlements from prior seasons in the quarter.
The increase in Diversified Fresh Produce - Americas & ROW revenue, net, for the nine months ended September 30, 2026 (14.5%, or $169.6 million) to $1.3 billion was primarily driven by higher volumes in our North American business across a number of categories, primarily kiwi, cherries and tomatoes. There was also increased revenue in our Southern Hemisphere export business with higher cherry and kiwi volumes and broadly positive pricing.
The increase in Diversified Fresh Produce - Americas & ROW Adjusted EBITDA for the nine months ended September 30, 2026 (28.7%, or $12.1 million) to $54.2 million was driven both by a strong performance in our Southern Hemisphere export business, primarily due to higher volumes and positive claim settlements from prior seasons, as well as by a positive performance in our North American business, due to good volume and margin development, as well as by the continued benefit of a partial restructuring of our berry operations in the fourth quarter of 2025.
Liquidity and capital resources
Primary sources of cash flow for Dole have historically been cash flow from operating activities, the issuance of debt and bank borrowings. Dole has a history of borrowing funds internationally and expects to be able to continue to borrow funds over the long term. Material cash requirements have included payments of debt and related interest, capital expenditures, investments in companies, increases in ownership of subsidiaries or companies in which Dole holds equity investments and payments of dividends to shareholders.
In the next twelve months and beyond, we believe that cash flow from operating activities, available cash and cash equivalents and access to borrowing facilities will be sufficient to fund any future capital expenditures, debt service, dividend payments and other capital requirements for the foreseeable future.
Cash Flows
The following table summarizes Dole's consolidated cash flows for the nine months ended September 30, 2026 and September 30, 2025:
| Nine Months Ended | |||||||||||
September 30, 2026 | September 30, 2025 | ||||||||||
Cash flow provided by (used in) continuing operations, net: | (U.S. Dollars in thousands) | ||||||||||
Operating activities | $ | 123,681 | $ | 26,941 | |||||||
Investing activities | 78,071 | 2,489 | |||||||||
Financing activities | (169,070) | (30,729) | |||||||||
Foreign currency impact | (4,759) | 17,988 | |||||||||
| Cash used in discontinued operations, net | - | (33,735) | |||||||||
Net increase (decrease) in cash | 27,923 | (17,046) | |||||||||
Cash and cash equivalents, beginning, including discontinued operations | 267,854 | 331,719 | |||||||||
Cash and cash equivalents, ending, including discontinued operations | $ | 295,777 | $ | 314,673 | |||||||
Cash flows provided by operating activities were $123.7 million for the nine months ended September 30, 2026, compared to cash flows provided by operating activities of $26.9 million for the nine months ended September 30, 2025. There were lower outflows from receivables in comparison to prior year, as the prior year was significantly impacted by the timing of collections and revenue recognition related to the Chilean cherry season which accentuated the normal seasonal working capital receivables outflows as well as an incrementally higher benefit from securitization of trade receivables in the current year when compared to the prior year. These benefits were partially offset by repayments due from approved refunds of IEEPA tariffs. There was also an increase in cash inflows in the current year from inventories primarily in the Fresh Fruit and Diversified Fresh Produce - Americas & ROW segments, as well as higher cash inflows in the current year from accounts payable, accrued liabilities and other liabilities due in part to accrued tariff refunds. These impacts were partially offset by higher outflows in prepaids, other current assets and other assets.
Cash flows provided by investing activities were $78.1 million for the nine months ended September 30, 2026, compared to cash flows provided by investing activities of $2.5 million for the nine months ended September 30, 2025. The increase in cash provided by investing activities was primarily attributable to the cash inflow from net proceeds related to the Port Sale Transaction of $126.7 million. There were also lower cash capital expenditures in the current year as the prior year included expenditure on the buyout of two vessel finance leases of $36.1 million. This increase was partially offset by net cash proceeds of $68.0 million received from the disposal of the Fresh Vegetables division in the prior year.
Cash flows used in financing activities were $169.1 million for the nine months ended September 30, 2026, compared to $30.7 million used in financing activities for the nine months ended September 30, 2025. The increase in cash used in financing activities was primarily attributable to higher debt repayments, net of borrowings. There were also incremental outflows during the current year of $24.6 million for share repurchases and $3.4 million of tax paid for net settlement of share-based awards.
There were no cash taxes paid for the repatriation tax under Internal Revenue Code Section 965 in the nine months ended September 30, 2026 and $16.9 million of cash taxes paid for the repatriation tax under Internal Revenue Code Section 965 for the nine months ended September 30, 2025. There are no repatriation tax payments expected for the remainder of fiscal year 2026 or beyond fiscal year 2026.
Net Debt (non-GAAP measure)
Net debt is the primary measure used by management to analyze the Company's capital structure and financial leverage. Net debt is a non-GAAP financial measure, calculated as cash and cash equivalents less current debt, long-term debt and bank overdrafts, excluding debt discounts and issuance costs. Management believes that net debt is an important measure to monitor leverage and evaluate the consolidated balance sheets. Management also believes that net debt provides useful information to investors because it reflects the Company's overall debt position after taking into account cash and cash equivalents available to repay outstanding borrowings.
The following table sets forth a reconciliation of cash and cash equivalents and total debt to net debt as of September 30, 2026 and December 31, 2025:
September 30, 2026 | December 31, 2025 | ||||||||||
(U.S. Dollars in thousands) | |||||||||||
| Cash and cash equivalents | $ | 295,777 | $ | 267,854 | |||||||
| Debt: | |||||||||||
| Long-term debt, net | (716,830) | (799,814) | |||||||||
| Current maturities | (47,565) | (57,668) | |||||||||
| Bank overdrafts | (16,798) | (9,611) | |||||||||
| Total debt, net | (781,193) | (867,093) | |||||||||
| Add: Unamortized debt discounts and issuance costs | (5,933) | (7,237) | |||||||||
| Total gross debt | (787,126) | (874,330) | |||||||||
Net debt | $ | (491,349) | $ | (606,476) | |||||||
The Credit Agreement includes the Corporate Revolving Credit Facility that provides for up to $600.0 million, and Term Loan A and Farm Credit Term Loan, which provides for borrowings of $250.0 million and $350.0 million, respectively. The Senior Secured Facilities have been successfully syndicated.
The Corporate Revolving Credit Facility and Term Loan A have expiration dates of May 1, 2030. The Farm Credit Term Loan has an expiration date of May 1, 2032.
Dole's borrowings under these facilities and other borrowing arrangements are linked to both variable and fixed interest rates. Dole has entered into interest rate swaps in order to mitigate a significant portion of the interest rate risk associated with its variable-rate debt.
Both cash and debt are denominated in various currencies, though primarily in the U.S. Dollar, euro, British pound sterling and Swedish krona.
The Senior Secured Facilities are expected to provide long-term sustainable capitalization.
See Note 12 "Debt" to the unaudited condensed consolidated financial statements included herein for additional detail on the Company's debt.
Total Available Liquidity
Total available liquidity (defined as cash and cash equivalents plus available lines of credit, which includes the borrowing capacity of revolving loans and similar facilities) is used by management to evaluate the amount of capital that is readily available to the Company. Total available liquidity as of September 30, 2026 and December 31, 2025 was as follows:
September 30, 2026 | December 31, 2025 | ||||||||||
(U.S. Dollars in thousands) | |||||||||||
| Cash and cash equivalents | $ | 295,777 | $ | 267,854 | |||||||
| Lines of credit | 782,053 | 771,528 | |||||||||
Total available liquidity | $ | 1,077,830 | $ | 1,039,382 | |||||||
In addition, Dole utilizes third-party trade receivables sales arrangements to help manage its liquidity. Certain arrangements contain recourse provisions through which our maximum financial loss is limited to a percentage of receivables sold under the arrangements. Total facility amounts under all third-party trade receivables sales arrangements are $300.0 million in the aggregate as of September 30, 2026.
As of September 30, 2026, we had derecognized trade receivables related to non-recourse facilities and facilities with recourse provisions of $19.4 million and $270.0 million, respectively. As of December 31, 2025, we had derecognized trade receivables related to non-recourse facilities and facilities with recourse provisions of $24.2 million and $222.9 million, respectively.
Commitments and Contingencies
As of September 30, 2026, other than as described in Note 16 "Contingencies" to the unaudited condensed consolidated financial statements included herein, there were no material changes in our commitments, contractual arrangements or contingencies as compared to those described in our Annual Report on Form 10-K. Refer to Note 16 "Contingencies" for further detail on Dole's contingencies.
Share Repurchase Program
On November 7, 2025, the Board authorized the Share Repurchase Program, whereby we may repurchase up to $100.0 million in the aggregate of our Ordinary shares with no set expiration date. Shares may be repurchased from time to time through open-market transactions or other methods. The timing and volume of repurchases will be at the discretion of management and will be based on several factors including market conditions, available capital resources and alternative investment opportunities. Repurchases will be funded through operating cash flows or existing cash balances and availability under our Corporate Revolving Credit Facility. As the Share Repurchase Program does not obligate us to acquire any particular number of shares and can be suspended, modified or discontinued at any time, we cannot reasonably estimate the impact on our future cash flows or liquidity position.
During the three and nine months ended September 30, 2026, the Company repurchased 762,319 and 1,788,179 Ordinary shares at an average price of $13.10 and $13.76 per share, totaling $10.0 million and $24.6 million, respectively. As of September 30, 2026, approximately $75.4 million remained available for repurchase under the Share Repurchase Program.
Critical Accounting Estimates
The preparation of unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. The Company bases estimates on past experience and other assumptions that are believed to be reasonable under the circumstances, and management evaluates these estimates on an ongoing basis. Actual results may differ from those estimates.
Critical accounting estimates are those that materially affect or could affect the unaudited condensed consolidated financial statements and involve difficult, subjective or complex judgments by management. A thorough understanding of these critical accounting estimates and their underlying nature, assumptions and inputs is essential when reviewing the unaudited condensed consolidated financial statements of the Company. Management believes that the areas of goodwill and indefinite-lived intangible assets, income taxes, and pension and other postretirement benefits are the most critical, as they involve the use of significant estimates and assumptions. There have been no material changes or additions to our critical accounting estimates identified above from those described in greater detail in our Annual Report on Form 10-K.