Mission Produce, Inc. (NasdaqGS:AVO) entered into a definitive agreement to acquire Calavo Growers, Inc. (NasdaqGS:CVGW) for approximately $490 million on January 14, 2026. Under the terms of the Agreement, Calavo stockholders will receive $14.85 in cash and 0.9790 shares of Mission for each share of Calavo. Upon close, based on the shares currently outstanding, Mission shareholders are expected to own approximately 80.3% of the combined company and Calavo shareholders are expected to own approximately 19.7%. Upon close of the transaction, John Pawlowski, Mission?s Chief Executive Officer effective as of the close of Mission?s April 2026 Annual Meeting of Shareholders, is expected to serve as Chief Executive Officer of the combined company. Steve Barnard, who will become Executive Chairman of Mission effective as of the close of the 2026 Annual Meeting, is expected to hold the same title for the combined company. Meanwhile, The Board of Directors of the combined company is expected to be comprised of 10 individuals. One director designated by mutual agreement of Mission and Calavo will be appointed to Mission?s Board. Additionally, the company will be headquartered at Mission?s corporate offices in Oxnard, California. The agreement includes a Reverse Termination Fee of 3.5% of the Enterprise Value, amounting to $15.02 million, payable by Mission Produce if the transaction is terminated by the acquirer. Additionally, a Termination Fee of 3% of the Enterprise Value, amounting to $12.87 million, is payable by Calavo Growers if the transaction is terminated by the seller.

For the fiscal year ending October 31, 2025, Calavo reported total revenue of $648 million and adjusted EBITDA of $41 million.

The Boards of Directors of both companies have approved the transaction. The expected completion of the transaction is by the end of August 2026, subject to the receipt of required regulatory approvals, antitrust regulations, the approvals of Mission and Calavo shareholders, and the satisfaction of other customary closing conditions.

Evercore Inc. acted as financial advisor, Darren J. Guttenberg and Steven B. Stokdyk of Latham & Watkins LLP acted as legal advisor, and Alvarez & Marsal Holdings, LLC acted as due diligence provider for Mission Produce, Inc. Jefferies LLC acted as financial advisor, Larry P. Laubach of Cozen O'Connor acted as legal advisor, and PricewaterhouseCoopers LLP acted as due diligence provider for Calavo Growers, Inc. FGS Global and Financial Profiles are serving as strategic communications advisors to Mission Produce and Calavo Growers, respectively. Calavo board has received an opinion from Jefferies LLC.