FRESH DEL MONTE PRODUCE INC 8-K

What Happened

• Fresh Del Monte Produce Inc. announced that on February 6, 2026 the U.S. Bankruptcy Court for the District of New Jersey approved an Asset Purchase Agreement under which FDP (the Buyer) will acquire prepared and packaged foods businesses from Del Monte Foods (the Seller). The acquisition was the result of a Section 363 bankruptcy auction.
• The purchase price is $285 million plus the assumption of certain liabilities. The closing is expected in the first quarter of 2026 and is subject to customary closing conditions, including required governmental approvals (e.g., Hart‑Scott‑Rodino clearance) and the concurrent closing of two other related bankruptcy sales by Del Monte Foods.

Key Details

• Assets to be acquired: Prepared and packaged foods lines (canned vegetables, tomato, refrigerated fruit under Del Monte®, S&W®, Contadina®, Take Root Organics®), Joyba® bubble tea business, four U.S. facilities, two facilities in Mexico, one facility in Venezuela, and global ownership of the Del Monte® brand (subject to existing licensing arrangements).
• Purchase price & funding: $285 million plus assumption of certain liabilities; FDP expects to pay with cash on hand and availability under its existing revolving credit facility.
• Timing & conditions: Court approval on Feb 6, 2026; closing expected Q1 2026 but subject to HSR clearance, absence of prohibitory orders, accuracy of reps and warranties, no material adverse effect, and concurrent closings of two other Del Monte Foods sales. Agreement may be terminated if closing not occurred by March 31, 2026 (unless extended) or upon certain breaches or prohibitory orders.
• Disclosure note: Representations and warranties were made for the benefit of the parties and are qualified by confidential disclosure schedules; investors are cautioned these are not objective factual guarantees.

Why It Matters

• The deal expands FDP’s packaged and prepared foods portfolio and adds brand and facility assets that could drive scale and product diversification. The $285M price and assumed liabilities are material transaction terms investors should consider when assessing FDP’s near‑term cash needs and leverage.
• Completion depends on regulatory approvals and other bankruptcy sale closings; if those conditions are not met the transaction may not close by the stated timeline, which could affect FDP’s strategic plans and financial outlook.