8-K - Fresh Del Monte Produce Inc. | StockGist

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Fresh Del Monte Produce Inc. entered into an Asset Purchase Agreement to acquire the prepared and packaged foods businesses of Del Monte Foods for $285 million plus assumption of certain liabilities, following court approval of a bankruptcy auction process.

Key Takeaways

1Fresh Del Monte Produce Inc. will acquire Del Monte Foods' canned vegetable, tomato, and refrigerated fruit businesses, the Joyba bubble tea business, and global ownership of the Del Monte brand.

2The purchase price is $285 million plus assumption of certain liabilities, to be funded with current cash on hand and availability under the existing revolving credit facility.

3The acquisition includes four US facilities, two facilities in Mexico, and one facility in Venezuela.

4The transaction was approved by the U.S. Bankruptcy Court for the District of New Jersey on February 6, 2026, following a competitive auction under Section 363 of the U.S. Bankruptcy Code.

5Closing is expected to occur during the first quarter of 2026, subject to customary conditions including Hart-Scott-Rodino clearance.

6The Asset Purchase Agreement may be terminated by either party if the closing has not occurred on or before March 31, 2026.

Current Report Details

Event Type

Material Agreement

Exhibits Only

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

Entry into a Material Definitive Agreement On February 6, 2026, the U.S. Bankruptcy Court for the District of New Jersey (the “Court”) entered a sale order and

Material Agreement

$285.0M

9.01

Financial Statements and Exhibits (d) Exhibits Exhibit Number Exhibit Description 2.1* Asset Purchase Agreement dated as of February 6, 2026, by and among the C

Exhibits Only

Transaction Details

Acquisition / Disposition

Target: Prepared and packaged foods businesses of Del Monte Foods comprising canned vegetable, tomato, and refrigerated fruit business assets operated under the Del Monte, S&W, Contadina, Take Root Organics trademarks; the bubble tea business operated under the Joyba trademarks; four US facilities, two facilities in Mexico, and one facility in Venezuela; and global ownership of the Del Monte brand.
Consideration: $285 million plus assumption of certain liabilities.
Structure: Asset Purchase Agreement under Section 363 of the U.S. Bankruptcy Code.

•Closing expected to occur during the first quarter of 2026.
•Subject to Hart-Scott-Rodino clearance.
•Subject to the absence of any law or governmental order prohibiting the transaction.
•Subject to the concurrent closing of two other bankruptcy sales unrelated to the Company by Del Monte Foods and its affiliates.
•Agreement may be terminated if closing has not occurred on or before March 31, 2026.

Material Agreement

Agreement: Asset Purchase Agreement
Parties: Fresh Del Monte Produce Inc. (Buyer), Del Monte Foods Holdings Limited and certain of its affiliates (Seller)

•Dated as of February 6, 2026.
•Approved by the U.S. Bankruptcy Court for the District of New Jersey.
•Contains customary representations, warranties, and covenants for a transaction involving the acquisition of assets owned by a debtor in bankruptcy.
•Funding expected from current cash on hand and availability under existing revolving credit facility.

Exhibits (2)

2.1

EX-2.1

8-K