UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
———————————
FORM 10-Q
———————————
(Mark One)
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 202229, 2023
OR
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from             to             

333-07708
(Commission file number)
———————————
FRESH DEL MONTE PRODUCE INC.
(Exact Name of Registrant as Specified in Its Charter)
 ———————————
Cayman IslandsN/A
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S Employer
Identification No.)
c/o H&C Corporate Services Limited
P.O. Box 698, 4th Floor, Apollo House, 87 Mary Street
George Town,Grand Cayman,KY1-1107
Cayman IslandsN/A
(Address of Registrant’s Principal Executive Office)(Zip Code)

(305) 520-8400
(Registrant’s telephone number including area code)
Please send copies of notices and communications from the Securities and Exchange Commission to:
c/o Del Monte Fresh Produce Company
241 Sevilla Avenue
Coral Gables, Florida 33134
(Address of Registrant’s U.S. Executive Office)

 ——————————— 

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Ordinary Shares, $0.01 Par Value Per ShareFDPNew York Stock Exchange


Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes      No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 
Large accelerated filerAccelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  

As of October 21, 2022,20, 2023, there were 47,847,10148,127,536 ordinary shares of Fresh Del Monte Produce Inc. issued and outstanding.







TABLE OF CONTENTS
Page
PART I: FINANCIAL INFORMATION
 
 
PART II. OTHER INFORMATION


Table of Contents
PART I: FINANCIAL INFORMATION

Item 1.        Financial Statements

FRESH DEL MONTE PRODUCE INC. AND SUBSIDIARIES
 
CONSOLIDATED BALANCE SHEETS (Unaudited)
(U.S. dollars in millions, except share and per share data)
September 30,
2022
December 31,
2021
September 29,
2023
December 30,
2022
AssetsAssets  Assets  
Current assets:Current assets:  Current assets:  
Cash and cash equivalentsCash and cash equivalents$27.9 $16.1 Cash and cash equivalents$77.9 $17.2 
Trade accounts receivable, net of allowance of
$22.1 and $21.8, respectively
346.6 342.9 
Other accounts receivable, net of allowance of
$3.4 and $3.8, respectively
95.4 94.4 
Trade accounts receivable, net of allowance of
$21.5 and $21.6, respectively
Trade accounts receivable, net of allowance of
$21.5 and $21.6, respectively
372.2 373.5 
Other accounts receivable, net of allowance of
$5.3 and $5.7, respectively
Other accounts receivable, net of allowance of
$5.3 and $5.7, respectively
92.0 91.0 
Inventories, netInventories, net621.5 602.8 Inventories, net587.2 669.0 
Assets held for saleAssets held for sale61.3 16.2 Assets held for sale1.9 67.3 
Prepaid expenses and other current assetsPrepaid expenses and other current assets40.5 24.0 Prepaid expenses and other current assets34.2 23.4 
Total current assetsTotal current assets1,193.2 1,096.4 Total current assets1,165.4 1,241.4 
Investments in and advances to unconsolidated companiesInvestments in and advances to unconsolidated companies17.9 8.7 Investments in and advances to unconsolidated companies22.3 18.0 
Property, plant and equipment, netProperty, plant and equipment, net1,321.2 1,415.8 Property, plant and equipment, net1,275.6 1,309.5 
Operating lease right-of-use assetsOperating lease right-of-use assets187.1 199.0 Operating lease right-of-use assets218.4 213.8 
GoodwillGoodwill422.2 423.7 Goodwill423.0 422.9 
Intangible assets, netIntangible assets, net136.9 142.8 Intangible assets, net130.2 135.0 
Deferred income taxesDeferred income taxes47.5 53.8 Deferred income taxes48.7 47.4 
Other noncurrent assetsOther noncurrent assets69.5 57.9 Other noncurrent assets65.0 70.9 
Total assetsTotal assets$3,395.5 $3,398.1 Total assets$3,348.6 $3,458.9 
Liabilities and shareholders' equityLiabilities and shareholders' equity  Liabilities and shareholders' equity  
Current liabilities:Current liabilities:  Current liabilities:  
Accounts payable and accrued expensesAccounts payable and accrued expenses$581.9 $580.1 Accounts payable and accrued expenses$494.4 $549.9 
Current maturities of debt and finance leasesCurrent maturities of debt and finance leases1.3 1.3 Current maturities of debt and finance leases1.4 1.3 
Current maturities of operating leasesCurrent maturities of operating leases38.4 37.0 Current maturities of operating leases52.8 41.6 
Income taxes and other taxes payableIncome taxes and other taxes payable13.1 10.8 Income taxes and other taxes payable29.1 14.2 
Total current liabilitiesTotal current liabilities634.7 629.2 Total current liabilities577.7 607.0 
Long-term debt and finance leasesLong-term debt and finance leases493.7 527.7 Long-term debt and finance leases407.2 547.1 
Retirement benefitsRetirement benefits89.6 90.0 Retirement benefits83.9 82.4 
Deferred income taxesDeferred income taxes70.2 69.6 Deferred income taxes66.6 71.6 
Operating leases, less current maturitiesOperating leases, less current maturities121.5 136.0 Operating leases, less current maturities141.2 147.3 
Other noncurrent liabilitiesOther noncurrent liabilities28.7 72.1 Other noncurrent liabilities25.2 28.5 
Total liabilitiesTotal liabilities1,438.4 1,524.6 Total liabilities1,301.8 1,483.9 
Commitments and contingencies (See note 9)Commitments and contingencies (See note 9)Commitments and contingencies (See note 9)
Redeemable noncontrolling interestRedeemable noncontrolling interest48.4 49.5 Redeemable noncontrolling interest— 49.4 
Shareholders' equity:Shareholders' equity:  Shareholders' equity:  
Preferred shares, $0.01 par value; 50,000,000 shares
authorized; none issued or outstanding
Preferred shares, $0.01 par value; 50,000,000 shares
authorized; none issued or outstanding
— — 
Preferred shares, $0.01 par value; 50,000,000 shares
authorized; none issued or outstanding
— — 
Ordinary shares, $0.01 par value; 200,000,000 shares authorized;
47,836,339
and 47,554,695 issued and outstanding, respectively
0.5 0.5 
Ordinary shares, $0.01 par value; 200,000,000 shares authorized;
48,126,478
and 47,838,680 issued and outstanding, respectively
Ordinary shares, $0.01 par value; 200,000,000 shares authorized;
48,126,478
and 47,838,680 issued and outstanding, respectively
0.5 0.5 
Paid-in capitalPaid-in capital546.1 541.0 Paid-in capital598.8 548.1 
Retained earningsRetained earnings1,386.4 1,327.7 Retained earnings1,465.8 1,397.6 
Accumulated other comprehensive lossAccumulated other comprehensive loss(45.2)(66.9)Accumulated other comprehensive loss(34.8)(41.5)
Total Fresh Del Monte Produce Inc. shareholders' equityTotal Fresh Del Monte Produce Inc. shareholders' equity1,887.8 1,802.3 Total Fresh Del Monte Produce Inc. shareholders' equity2,030.3 1,904.7 
Noncontrolling interestsNoncontrolling interests20.9 21.7 Noncontrolling interests16.5 20.9 
Total shareholders' equityTotal shareholders' equity1,908.7 1,824.0 Total shareholders' equity2,046.8 1,925.6 
Total liabilities, redeemable noncontrolling interest and shareholders' equityTotal liabilities, redeemable noncontrolling interest and shareholders' equity$3,395.5 $3,398.1 Total liabilities, redeemable noncontrolling interest and shareholders' equity$3,348.6 $3,458.9 
See accompanying notes.
1

Table of Contents
FRESH DEL MONTE PRODUCE INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(U.S. dollars in millions, except share and per share data)
Quarter endedNine months ended Quarter endedNine months ended
September 30,
2022
October 1,
2021
September 30,
2022
October 1,
2021
September 29,
2023
September 30,
2022
September 29,
2023
September 30,
2022
Net salesNet sales$1,053.5 $1,004.8 $3,402.4 $3,234.6 Net sales$1,003.1 $1,053.5 $3,312.1 $3,402.4 
Cost of products soldCost of products sold965.5 955.9 3,143.9 2,970.6 Cost of products sold928.7 965.5 3,023.9 3,143.9 
Gross profitGross profit88.0 48.9 258.5 264.0 Gross profit74.4 88.0 288.2 258.5 
Selling, general and administrative expensesSelling, general and administrative expenses46.8 48.0 139.3 148.3 Selling, general and administrative expenses48.1 46.8 142.6 139.3 
Gain (loss) on disposal of property, plant and equipment, net— 0.5 (2.2)4.2 
Asset impairment and other (credits) charges, net(9.8)0.1 (8.1)(0.3)
Gain (loss) on disposal of property, plant and equipment, net and subsidiaryGain (loss) on disposal of property, plant and equipment, net and subsidiary1.6 — 35.8 (2.2)
Asset impairment and other charges (credits), netAsset impairment and other charges (credits), net2.5 (9.8)9.5 (8.1)
Operating incomeOperating income51.0 1.3 125.1 120.2 Operating income25.4 51.0 171.9 125.1 
Interest expenseInterest expense6.2 4.8 17.3 15.4 Interest expense6.0 6.2 20.5 17.3 
Interest incomeInterest income0.2 0.2 0.2 0.5 Interest income0.6 0.2 1.1 0.2 
Other expense, netOther expense, net9.1 1.8 15.7 5.6 Other expense, net7.1 9.1 22.7 15.7 
Income before income taxesIncome before income taxes35.9 (5.1)92.3 99.7 Income before income taxes12.9 35.9 129.8 92.3 
Income tax provision (benefit)3.3 (6.6)13.9 9.1 
Income tax provisionIncome tax provision4.1 3.3 24.9 13.9 
Net incomeNet income$32.6 $1.5 $78.4 $90.6 Net income$8.8 $32.6 $104.9 $78.4 
Less: Net (loss) income attributable to redeemable and noncontrolling interests(0.7)0.2 (1.9)(0.6)
Less: Net income (loss) attributable to redeemable and noncontrolling interestsLess: Net income (loss) attributable to redeemable and noncontrolling interests0.4 (0.7)9.8 (1.9)
Net income attributable to Fresh Del Monte Produce Inc. Net income attributable to Fresh Del Monte Produce Inc.$33.3 $1.3 $80.3 $91.2  Net income attributable to Fresh Del Monte Produce Inc.$8.4 $33.3 $95.1 $80.3 
Net income per ordinary share attributable to Fresh Del Monte Produce Inc. - Basic Net income per ordinary share attributable to Fresh Del Monte Produce Inc. - Basic$0.70 $0.03 $1.68 $1.92  Net income per ordinary share attributable to Fresh Del Monte Produce Inc. - Basic$0.17 $0.70 $1.98 $1.68 
Net income per ordinary share attributable to Fresh Del Monte Produce Inc. - Diluted Net income per ordinary share attributable to Fresh Del Monte Produce Inc. - Diluted$0.69 $0.03 $1.68 $1.91  Net income per ordinary share attributable to Fresh Del Monte Produce Inc. - Diluted$0.17 $0.69 $1.97 $1.68 
Dividends declared per ordinary shareDividends declared per ordinary share$0.15 $0.15 $0.45 $0.35 Dividends declared per ordinary share$0.20 $0.15 $0.55 $0.45 
Weighted average number of ordinary shares:Weighted average number of ordinary shares:  Weighted average number of ordinary shares:  
BasicBasic47,835,057 47,535,873 47,775,312 47,494,168 Basic48,121,978 47,835,057 48,015,874 47,775,312 
DilutedDiluted47,984,075 47,743,758 47,909,161 47,661,055 Diluted48,261,757 47,984,075 48,209,443 47,909,161 

See accompanying notes.
2

Table of Contents
FRESH DEL MONTE PRODUCE INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)
(U.S. dollars in millions)
Quarter endedNine months ended
September 30,
2022
October 1,
2021
September 30,
2022
October 1,
2021
Net income$32.6 $1.5 $78.4 $90.6 
Other comprehensive income (loss):
Net unrealized gain (loss) on derivatives, net of tax11.6 (5.7)56.0 12.3 
Net unrealized foreign currency translation loss(14.1)(4.9)(35.5)(9.2)
Net change in retirement benefit adjustment, net of tax0.7 (0.3)1.2 (1.2)
Comprehensive income (loss)$30.8 $(9.4)$100.1 $92.5 
Less: Comprehensive (loss) income attributable to redeemable and noncontrolling interests(0.7)0.2 (1.9)(0.6)
Comprehensive income (loss) attributable to Fresh Del Monte Produce Inc.$31.5 $(9.6)$102.0 $93.1 
Quarter endedNine months ended
September 29,
2023
September 30,
2022
September 29,
2023
September 30,
2022
Net income$8.8 $32.6 $104.9 $78.4 
Other comprehensive income:
Net unrealized gain on derivatives, net of tax4.8 11.6 9.1 56.0 
Net unrealized foreign currency translation gain (loss)(5.5)(14.1)(2.8)(35.5)
Net change in retirement benefit adjustment, net of tax0.4 0.7 0.4 1.2 
Comprehensive income$8.5 $30.8 $111.6 $100.1 
Less: Comprehensive income (loss) attributable to redeemable and noncontrolling interests0.4 (0.7)9.8 (1.9)
Comprehensive income attributable to Fresh Del Monte Produce Inc.$8.1 $31.5 $101.8 $102.0 
    

See accompanying notes.

3

Table of Contents
FRESH DEL MONTE PRODUCE INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(U.S. dollars in millions)

Nine months ended Nine months ended
September 30,
2022
October 1,
2021
September 29,
2023
September 30,
2022
Operating activities:Operating activities:  Operating activities:  
Net incomeNet income$78.4 $90.6 Net income$104.9 $78.4 
Adjustments to reconcile net income to net cash provided by operating activities:Adjustments to reconcile net income to net cash provided by operating activities:  Adjustments to reconcile net income to net cash provided by operating activities:  
Depreciation and amortizationDepreciation and amortization70.2 72.5 Depreciation and amortization64.9 70.2 
Amortization of debt issuance costsAmortization of debt issuance costs0.5 0.4 Amortization of debt issuance costs0.4 0.5 
Share-based compensation expenseShare-based compensation expense4.9 5.8 Share-based compensation expense7.6 4.9 
Asset impairmentsAsset impairments0.2 0.3 Asset impairments8.1 0.2 
Change in uncertain tax positionsChange in uncertain tax positions0.4 1.7 Change in uncertain tax positions0.5 0.4 
Loss (gain) on disposal of property, plant and equipment2.2 (4.2)
(Gain) loss on disposal of property, plant and equipment and subsidiary(Gain) loss on disposal of property, plant and equipment and subsidiary(35.8)2.2 
Deferred income taxesDeferred income taxes0.8 (6.0)Deferred income taxes(5.0)0.8 
Adjustment of Kunia Well Site accrualAdjustment of Kunia Well Site accrual(9.9)— Adjustment of Kunia Well Site accrual— (9.9)
Other, netOther, net0.7 (7.1)Other, net(0.5)0.7 
Changes in operating assets and liabilitiesChanges in operating assets and liabilities  Changes in operating assets and liabilities  
ReceivablesReceivables(24.1)(13.7)Receivables(7.1)(24.1)
InventoriesInventories(32.5)(36.7)Inventories74.7 (32.5)
Prepaid expenses and other current assetsPrepaid expenses and other current assets(2.2)4.8 Prepaid expenses and other current assets(3.4)(2.2)
Accounts payable and accrued expensesAccounts payable and accrued expenses16.7 42.8 Accounts payable and accrued expenses(33.8)16.7 
Other assets and liabilitiesOther assets and liabilities(0.6)0.4 Other assets and liabilities4.6 (0.6)
Net cash provided by operating activitiesNet cash provided by operating activities105.7 151.6 Net cash provided by operating activities180.1 105.7 
Investing activities:Investing activities:  Investing activities:  
Capital expendituresCapital expenditures(35.8)(83.4)Capital expenditures(40.7)(35.8)
Proceeds from sales of property, plant and equipment7.6 12.5 
Proceeds from sales of property, plant and equipment and subsidiaryProceeds from sales of property, plant and equipment and subsidiary115.5 7.6 
Cash (paid) received from settlement of derivatives not designated as hedges(0.2)4.6 
Cash paid from settlement of derivatives not designated as hedgesCash paid from settlement of derivatives not designated as hedges— (0.2)
Investments in unconsolidated companiesInvestments in unconsolidated companies(9.3)(1.9)Investments in unconsolidated companies(4.4)(9.3)
Other investing activitiesOther investing activities0.1 1.0 Other investing activities(0.5)0.1 
Net cash used in investing activities(37.6)(67.2)
Net cash provided by (used in) investing activitiesNet cash provided by (used in) investing activities69.9 (37.6)
Financing activities:Financing activities:  Financing activities:  
Proceeds from debtProceeds from debt657.6 476.6 Proceeds from debt383.2 657.6 
Payments on debtPayments on debt(690.6)(541.5)Payments on debt(522.0)(690.6)
Purchase of redeemable noncontrolling interestPurchase of redeemable noncontrolling interest(5.2)— 
Distributions to noncontrolling interests Distributions to noncontrolling interests(0.9)(5.2) Distributions to noncontrolling interests(17.9)(0.9)
Share-based awards settled in cash for taxesShare-based awards settled in cash for taxes(1.6)(0.4)Share-based awards settled in cash for taxes(0.8)(1.6)
Dividends paidDividends paid(21.5)(16.6)Dividends paid(26.4)(21.5)
Other financing activitiesOther financing activities— 0.4 Other financing activities(2.1)— 
Net cash used in financing activitiesNet cash used in financing activities(57.0)(86.7)Net cash used in financing activities(191.2)(57.0)
Effect of exchange rate changes on cashEffect of exchange rate changes on cash0.7 4.8 Effect of exchange rate changes on cash1.9 0.7 
Net increase in cash and cash equivalentsNet increase in cash and cash equivalents11.8 2.5 Net increase in cash and cash equivalents60.7 11.8 
Cash and cash equivalents, beginningCash and cash equivalents, beginning16.1 16.5 Cash and cash equivalents, beginning17.2 16.1 
Cash and cash equivalents, endingCash and cash equivalents, ending$27.9 $19.0 Cash and cash equivalents, ending$77.9 $27.9 
Supplemental cash flow information:Supplemental cash flow information:  Supplemental cash flow information:  
Cash paid for interestCash paid for interest$16.6 $16.4 Cash paid for interest$19.5 $16.6 
Cash paid for income taxesCash paid for income taxes$10.8 $7.8 Cash paid for income taxes$12.2 $10.8 
Non-cash financing and investing activities:Non-cash financing and investing activities:  Non-cash financing and investing activities:  
Right-of-use assets obtained in exchange for new operating lease obligationsRight-of-use assets obtained in exchange for new operating lease obligations$22.6 $51.4 Right-of-use assets obtained in exchange for new operating lease obligations$46.3 $22.6 
Dividends on restricted stock unitsDividends on restricted stock units$— $0.2 Dividends on restricted stock units$0.4 $— 
Other accounts receivable obtained from disposition of subsidiaryOther accounts receivable obtained from disposition of subsidiary$3.0 $— 
See accompanying notes.
4

Table of Contents
FRESH DEL MONTE PRODUCE INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND REDEEMABLE NONCONTROLLING INTEREST
(Unaudited) (U.S. dollars in millions, except share data)

 Ordinary Shares OutstandingOrdinary SharesPaid-in CapitalRetained EarningsAccumulated Other Comprehensive LossFresh Del Monte Produce Inc. Shareholders' EquityNoncontrolling InterestsTotal Shareholders'
Equity
Redeemable Noncontrolling Interest
Balance as of December 31, 202147,554,695 $0.5 $541.0 $1,327.7 $(66.9)$1,802.3 $21.7 $1,824.0 $49.5 
Settlement of restricted stock units263,148 — — — — — — — — 
Share-based payment expense— — 1.7 — — 1.7 — 1.7 — 
Disposal of noncontrolling interest— — — — — — 0.3 0.3 — 
Dividend declared— — — (7.2)— (7.2)— (7.2)— 
Comprehensive income (loss):
Net income (loss)— — — 25.8 — 25.8 (0.3)25.5 (0.8)
Unrealized gain on derivatives, net of tax— — — — 37.8 37.8 — 37.8 — 
Net unrealized foreign currency translation loss— — — — (7.4)(7.4)— (7.4)— 
Change in retirement benefit adjustment, net of tax— — — — (0.1)(0.1)— (0.1)— 
Comprehensive income (loss)    56.1 (0.3)55.8 (0.8)
Balance as of April 1, 202247,817,843 $0.5 $542.7 $1,346.3 $(36.6)$1,852.9 $21.7 $1,874.6 $48.7 
Exercises of stock options7,000 — 0.2 — — 0.2 — 0.2 — 
Settlement of restricted stock units8,131 — — — — — — — — 
Share-based payment expense— — 1.1 — — 1.1 — 1.1 — 
Adjustment of noncontrolling interest— — — — — — 0.3 0.3 — 
Dividend declared— — — (7.2)— (7.2)— (7.2)— 
Comprehensive income (loss):
Net income (loss)— — — 21.2 — 21.2 (0.2)21.0 0.1 
Unrealized gain on derivatives, net of tax— — — — 6.6 6.6 — 6.6 — 
Net unrealized foreign currency translation loss— — — — (14.0)(14.0)— (14.0)— 
Change in retirement benefit adjustment, net of tax— — — — 0.6 0.6 — 0.6 — 
Comprehensive income (loss)    14.4 (0.2)14.2 0.1 
Balance as of July 1, 202247,832,974 $0.5 $544.0 $1,360.3 $(43.4)$1,861.4 $21.8 $1,883.2 $48.8 
Settlement of restricted stock units3,365 — — — — — — — — 
Share-based payment expense— — 2.1 — — 2.1 — 2.1 — 
Adjustment of noncontrolling interest— — — — — — (0.3)(0.3)— 
Distribution to noncontrolling interests— — — — — — (0.3)(0.3)— 
Dividend declared— — — (7.2)— (7.2)— (7.2)— 
Comprehensive income (loss):
Net income (loss)— — — 33.3 — 33.3 (0.3)33.0 (0.4)
Unrealized gain on derivatives, net of tax— — — — 11.6 11.6 — 11.6 — 
Net unrealized foreign currency translation loss— — — — (14.1)(14.1)— (14.1)— 
Change in retirement benefit adjustment, net of tax— — — — 0.7 0.7 — 0.7 — 
Comprehensive income (loss)31.5 (0.3)31.2 (0.4)
Balance as of September 30, 202247,836,339 $0.5 $546.1 $1,386.4 $(45.2)$1,887.8 $20.9 $1,908.7 $48.4 

 Ordinary Shares OutstandingOrdinary SharesPaid-in CapitalRetained EarningsAccumulated Other Comprehensive LossFresh Del Monte Produce Inc.
 Shareholders' Equity
Noncontrolling InterestsTotal Shareholders' EquityRedeemable Noncontrolling Interest
Balance as of December 30, 202247,838,680 $0.5 $548.1 $1,397.6 $(41.5)$1,904.7 $20.9 $1,925.6 $49.4 
Exercises of stock options2,418 — — — — — — — — 
Settlement of restricted stock units157,648 — — — — — — — — 
Share-based payment expense— — 2.3 — — 2.3 — 2.3 — 
Distribution to noncontrolling interests— — — — — — — — (0.3)
Dividend declared— — 0.3 (7.5)— (7.2)— (7.2)— 
Comprehensive income:
Net income— — — 39.0 — 39.0 8.5 47.5 0.3 
Net unrealized foreign currency translation gain— — — — 2.0 2.0 — 2.0 — 
Change in retirement benefit adjustment, net of tax— — — — (0.4)(0.4)— (0.4)— 
Comprehensive income    40.6 8.5 49.1 0.3 
Balance as of March 31, 202347,998,746 $0.5 $550.7 $1,429.1 $(39.9)$1,940.4 $29.4 $1,969.8 $49.4 
Settlement of restricted stock units88,203 — — — — — — — — 
Share-based payment expense— — 2.8 — — 2.8 — 2.8 — 
Dividend declared— — 0.1 (9.7)— (9.6)— (9.6)— 
Distribution to noncontrolling interests— — — — — — (14.3)(14.3)(1.1)
Settlement of redeemable noncontrolling interest— — 42.7 — — 42.7 — 42.7 (47.9)
Comprehensive income:
Net income (loss)— — — 47.7 — 47.7 1.0 48.7 (0.4)
Unrealized gain on derivatives, net of tax— — — — 4.3 4.3 — 4.3 — 
Net unrealized foreign currency translation gain— — — — 0.7 0.7 — 0.7 — 
Change in retirement benefit adjustment, net of tax— — — — 0.4 0.4 — 0.4 — 
Comprehensive income (loss)    53.1 1.0 54.1 (0.4)
Balance as of June 30, 202348,086,949 $0.5 $596.3 $1,467.1 $(34.5)$2,029.4 $16.1 $2,045.5 $— 
Settlement of restricted stock units39,529 — — — — — — — — 
Share-based payment expense— — 2.4 — — 2.4 — 2.4 — 
Dividend declared— — 0.1 (9.7)— (9.6)— (9.6)— 
Comprehensive income (loss):
Net income— — — 8.4 — 8.4 0.4 8.8 — 
Unrealized gain on derivatives, net of tax— — — — 4.8 4.8 — 4.8 — 
Net unrealized foreign currency translation loss— — — — (5.5)(5.5)— (5.5)— 
Change in retirement benefit adjustment, net of tax— — — — 0.4 0.4 — 0.4 — 
Comprehensive income8.1 0.4 8.5 — 
Balance as of September 29, 202348,126,478 $0.5 $598.8 $1,465.8 $(34.8)$2,030.3 $16.5 $2,046.8 $— 

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FRESH DEL MONTE PRODUCE INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND REDEEMABLE NONCONTROLLING INTEREST
(Unaudited) (U.S. dollars in millions, except share data)
 Ordinary Shares OutstandingOrdinary SharesPaid-in CapitalRetained EarningsAccumulated Other Comprehensive LossFresh Del Monte Produce Inc. Shareholders' EquityNoncontrolling InterestsTotal Shareholders'
Equity
Redeemable Noncontrolling Interest
Balance as of January 1, 202147,372,419 $0.5 $533.1 $1,271.4 $(77.0)$1,728.0 $21.7 $1,749.7 $50.2 
Settlement of restricted stock units136,067 — — — — — — — — 
Share-based payment expense— — 1.6 — — 1.6 — 1.6 — 
Dividend declared— — 0.2 (4.9)— (4.7)— (4.7)— 
Comprehensive income (loss):
Net income (loss)— — — 42.7 — 42.7 (0.6)42.1 (0.7)
Unrealized gain on derivatives, net of tax— — — — 25.6 25.6 — 25.6 — 
Net unrealized foreign currency translation loss— — — — (4.8)(4.8)— (4.8)— 
Change in retirement benefit adjustment, net of tax— — — — (0.6)(0.6)— (0.6)— 
Comprehensive income (loss)    62.9 (0.6)62.3 (0.7)
Balance at April 2, 202147,508,486 $0.5 $534.9 $1,309.2 $(56.8)$1,787.8 $21.1 $1,808.9 $49.5 
Exercises of stock options2,000 — — — — — — — — 
Settlement of restricted stock units14,226 — — — — — — — — 
Share-based payment expense— — 2.1 — — 2.1 — 2.1 — 
Distribution to noncontrolling interests— — — — — — (0.4)(0.4)— 
Dividend declared— — — (4.8)— (4.8)— (4.8)— 
Comprehensive income (loss):
Net income (loss)— — — 47.2 — 47.2 0.5 47.7 — 
Unrealized loss on derivatives, net of tax— — — — (7.6)(7.6)— (7.6)— 
Net unrealized foreign currency translation gain— — — — 0.5 0.5 — 0.5 — 
Change in retirement benefit adjustment, net of tax— — — — (0.3)(0.3)— (0.3)— 
Comprehensive income (loss)    39.8 0.5 40.3 — 
Balance at July 2, 202147,524,712 $0.5 $537.0 $1,351.6 $(64.2)$1,824.9 $21.2 $1,846.1 $49.5 
Exercises of stock options2,000 — 0.1 — — 0.1 — 0.1 — 
Settlement of restricted stock units17,683 — — — — — — — — 
Share-based payment expense— — 2.1 — — 2.1 — 2.1 — 
Dividend declared— — — (7.1)— (7.1)— (7.1)— 
Comprehensive income (loss):
Net income (loss)— — — 1.3 — 1.3 0.3 1.6 (0.1)
Unrealized loss on derivatives, net of tax— — — — (5.7)(5.7)— (5.7)— 
Net unrealized foreign currency translation loss— — — — (4.9)(4.9)— (4.9)— 
Change in retirement benefit adjustment, net of tax— — — — (0.3)(0.3)— (0.3)— 
Comprehensive income (loss)(9.6)0.3 (9.3)(0.1)
Balance at October 1, 202147,544,395 $0.5 $539.2 $1,345.8 $(75.1)$1,810.4 $21.5 $1,831.9 $49.4 

 Ordinary Shares OutstandingOrdinary SharesPaid-in CapitalRetained EarningsAccumulated Other Comprehensive LossFresh Del Monte Produce Inc.
Shareholders' Equity
Noncontrolling InterestsTotal Shareholders' EquityRedeemable Noncontrolling Interest
Balance as of December 31, 202147,554,695 $0.5 $541.0 $1,327.7 $(66.9)$1,802.3 $21.7 $1,824.0 $49.5 
Settlement of restricted stock units263,148 — — — — — — — — 
Share-based payment expense— — 1.7 — — 1.7 — 1.7 — 
Disposal of noncontrolling interest— — — — — — 0.3 0.3 — 
Dividend declared— — — (7.2)— (7.2)— (7.2)— 
Comprehensive income (loss):
Net income (loss)— — — 25.8 — 25.8 (0.3)25.5 (0.8)
Unrealized gain on derivatives, net of tax— — — — 37.8 37.8 — 37.8 — 
Net unrealized foreign currency translation loss— — — — (7.4)(7.4)— (7.4)— 
Change in retirement benefit adjustment, net of tax— — — — (0.1)(0.1)— (0.1)— 
Comprehensive income (loss)    56.1 (0.3)55.8 (0.8)
Balance as of April 1, 202247,817,843 $0.5 $542.7 $1,346.3 $(36.6)$1,852.9 $21.7 $1,874.6 $48.7 
Exercises of stock options7,000 — 0.2 — — 0.2 — 0.2 — 
Settlement of restricted stock units8,131 — — — — — — — — 
Share-based payment expense— — 1.1 — — 1.1 — 1.1 — 
Adjustment of noncontrolling interests— — — — — — 0.3 0.3 — 
Dividend declared— — — (7.2)— (7.2)— (7.2)— 
Comprehensive income (loss):
Net income (loss)— — — 21.2 — 21.2 (0.2)21.0 0.1 
Unrealized gain on derivatives, net of tax— — — — 6.6 6.6 — 6.6 — 
Net unrealized foreign currency translation loss— — — — (14.0)(14.0)— (14.0)— 
Change in retirement benefit adjustment, net of tax— — — — 0.6 0.6 — 0.6 — 
Comprehensive income (loss)    14.4 (0.2)14.2 0.1 
Balance as of July 1, 202247,832,974 $0.5 $544.0 $1,360.3 $(43.4)$1,861.4 $21.8 $1,883.2 $48.8 
Settlement of restricted stock units3,365 — — — — — — — — 
Share-based payment expense— — 2.1 — — 2.1 — 2.1 — 
Adjustment of noncontrolling interest— — — — — — (0.3)(0.3)— 
Distribution to noncontrolling interests— — — — — — (0.3)(0.3)— 
Dividend declared— — — (7.2)— (7.2)— (7.2)— 
Comprehensive income (loss):
Net income (loss)— — — 33.3 — 33.3 (0.3)33.0 (0.4)
Unrealized gain on derivatives, net of tax— — — — 11.6 11.6 — 11.6 — 
Net unrealized foreign currency translation loss— — — — (14.1)(14.1)— (14.1)— 
Change in retirement benefit adjustment, net of tax— — — — 0.7 0.7 — 0.7 — 
Comprehensive income (loss)31.5 (0.3)31.2 (0.4)
Balance as of September 30, 202247,836,339 $0.5 $546.1 $1,386.4 $(45.2)$1,887.8 $20.9 $1,908.7 $48.4 
See accompanying notes.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


1.  General
 
Reference in this Report to “Fresh Del Monte”, “we”, “our” and “us” and the “Company” refer to Fresh Del Monte Produce Inc. and its subsidiaries, unless the context indicates otherwise.

Nature of Business
 
We were incorporated under the laws of the Cayman Islands in 1996. We are one of the world’s leading vertically integrated producers, marketers and distributors of high-quality fresh and fresh-cut fruit and vegetables, as well as a leading producer and marketer of prepared fruit and vegetables, juices, beverages and snacks in Europe, Africa and the Middle East. We market our products worldwide under the Del Monte® brand, a symbol of product innovation, quality, freshness and reliability since 1892. Our major sales markets are organized as follows: North America, Europe, the Middle East (which includes North Africa) and Asia. Our global sourcing and logistics system allows us to provide regular delivery of consistently high-quality produce and value-added services to our customers. Our major producingproduction operations are located in North, Central and South America, Asia and Africa. Our products are sourced from company-owned operations and through supply contracts with independent growers, and through joint venture arrangements.growers.

Our business is comprised of three reportable segments, two of which represent our primary businesses of fresh and value-added products and banana, and one that represents our other ancillary businesses.

Fresh and value-added products - includes pineapples, fresh-cut fruit, fresh-cut vegetables (which includes fresh-cut salads), melons, vegetables, non-tropical fruit (including grapes, apples, citrus, blueberries, strawberries, pears, peaches, plums, nectarines, cherries and kiwis), other fruit and vegetables, avocados, and prepared foods (including prepared fruit and vegetables, juices, other beverages, and meals and snacks).

Banana

Other products and services - includes our ancillary businesses consisting of sales ofthird-party freight and logistic services business and our Jordanian poultry and meat products, a plastic product business, and third-party freight services.meats business.

Basis of Presentation

The accompanying unaudited Consolidated Financial Statements for the quarter and nine months ended September 30, 202229, 2023 have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. They do not include all information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments of a normal recurring nature considered necessary for fair presentation have been included. Operating results for the quarter and nine months ended September 30, 202229, 2023 are subject to significant seasonal variations and are not necessarily indicative of the results that may be expected for the year ending December 30, 2022.29, 2023. For further information, refer to the Consolidated Financial Statements and notes thereto included in our annual report on Form 10-K for the fiscal year ended December 31, 2021.30, 2022.

We are required to evaluate events occurring after September 30, 202229, 2023 for recognition and disclosure in the unaudited Consolidated Financial Statements for the quarter and nine months ended September 30, 2022.29, 2023. Events are evaluated based on whether they represent information existing as of September 30, 2022,29, 2023, which require recognition in the unaudited Consolidated Financial Statements, or new events occurring after September 30, 202229, 2023 which do not require recognition but require disclosure if the event is significant to the unaudited Consolidated Financial Statements. We evaluated events occurring subsequent to September 30, 202229, 2023 through the date of issuance of these unaudited Consolidated Financial Statements.

Certain reclassification of prior period balances have been made to conform to current presentation. Refer to Note 12. Business Segment Data for further information.
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2. Recently Issued Accounting Pronouncements

New Accounting Pronouncements - Not Yet Adopted

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, and a subsequent amendmentamendments to the guidance, ASU 2021-01 in January 2021.2021 and ASU 2022-06 in December 2022. The ASU providesamendments in these updates provide optional guidance to companies to ease the potential burden associated with reference rate reform. Specifically, the guidance provides optional expedients and exceptions to apply generally accepted accounting principles to contract modifications and hedging relationships, subject to certain criteria, that reference LIBOR or otheranother reference rates that willrate expected to be discontinued. This ASU may currently be adopted and may be applied prospectively to contract modifications made on or beforeAs of December 31,30, 2022, however the FASB is currently working on a project to extend the date to December 31, 2024. We havewe had LIBOR-based borrowings and interest rate swaps that reference LIBOR, andreferenced LIBOR. Effective January 3, 2023, we are currently working with our counterparties to amendamended our agreements in orderand transitioned to transition to the Term Secured Overnight Financing Rate (SOFR)(Term SOFR) for all instruments effectivethese instruments. We adopted the first quarter of 2023. We do not expect a significant impactoptional guidance in Topic 848 in conjunction with our contract amendments which allowed us to (i) account for the modification to our financial results, financial position or cash flows fromdebt agreement as a continuation of the transition from LIBOR, but we willexisting contract and (ii) continue to monitor the impactapplying hedge accounting for our interest rate swaps. The adoption of this transition until it is completed.guidance did not have a material impact on our consolidated financial statements.
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3.  Asset Impairment and Other (Credits) Charges (Credits), Net

The following represents a summary of asset impairment and other charges (credits) charges,, net recorded during the quarters and nine months ended September 29, 2023 and September 30, 2022 and October 1, 2021 (U.S. dollars in millions):
Quarter endedNine months ended
September 30, 2022September 30, 2022
 Long-lived and other
asset impairment
 Exit activity and other
 (credits) charges
TotalLong-lived and other
asset impairment
Exit activity and other
 (credits) charges
Total
Banana segment:      
Exit costs related to European facility(1)
$— $— $— $— $0.4 $0.4 
Fresh and value-added products segment:   
Adjustment of Kunia Well Site environmental liability in Hawaii(2)
— (9.9)(9.9)— (9.9)(9.9)
Impairment of South America farm and other charges— 0.1 0.1 0.2 0.1 0.3 
Other fresh and value-added products segment charges— — — — 0.1 0.1 
Other:
Former President/COO severance expense— — — — 1.0 1.0 
Total asset impairment and
other (credits) charges, net
$— $(9.8)$(9.8)$0.2 $(8.3)$(8.1)
Quarter endedNine months ended
October 1, 2021October 1, 2021
 Long-lived and other
asset impairment
Exit activity and other
 (credits) charges
TotalLong-lived and other
asset impairment
Exit activity and other
 (credits) charges
Total
Banana segment:      
Insurance recovery related to hurricanes(3)
$— $— $— $— $(0.8)$(0.8)
Philippines asset impairment of low-yield area0.3 — 0.3 0.3 — 0.3 
Fresh and value-added products segment: 
Exit costs related to European facility(1)
— (0.2)(0.2)— 0.3 0.3 
Other fresh and value-added products segment charges— — — — (0.1)(0.1)
Total asset impairment and
other (credits) charges, net
$0.3 $(0.2)$0.1 $0.3 $(0.6)$(0.3)

(1) $0.4 million and $0.3 million charge for the nine months ended September 30, 2022 and October 1, 2021, respectively, primarily related to severance expenses incurred in connection with the planned exits from two facilities in Europe.
(2) $(9.9) million reduction in our environmental liability related to the Kunia Well Site clean-up. Refer to Note 9, “Commitments and contingencies,” for further information.
(3) $(0.8) million insurance recovery for the nine months ended October 1, 2021 associated with damage to certain of our banana fixed assets in Guatemala caused by hurricanes Eta and Iota in the fourth quarter of 2020.
Quarter endedNine months ended
September 29, 2023September 29, 2023
 Long-lived and other
asset impairment
 Exit activity and other
 charges
TotalLong-lived and other
asset impairment
 Exit activity and other
 charges
Total
Banana segment:      
Impairment of low-yielding banana farms in the Philippines$3.7 $— $3.7 $3.7 $— $3.7 
Fresh and value-added products segment:   
Impairment and write-off of property and equipment due to flooding in Greece (1)
0.9 — 0.9 0.9 — 0.9 
Impairment of low productivity grape vines in South America and related costs— — — 1.7 0.1 1.8 
Other:
2023 cybersecurity incident expenses (2)
— (2.8)(2.8)— 1.3 1.3 
Impairment of assets related to idle land in Central and South America0.7 — 0.7 1.8 — 1.8 
Total asset impairment and other charges (credits), net$5.3 $(2.8)$2.5 $8.1 $1.4 $9.5 
Quarter endedNine months ended
September 30, 2022September 30, 2022
 Long-lived and other
asset impairment
Exit activity and other
 charges
TotalLong-lived and other
asset impairment
Exit activity and other
 charges
Total
Banana segment:      
Exit costs related to European facility$— $— $— $— $0.4 $0.4 
Fresh and value-added products segment: 
Adjustment of Kunia Well Site environmental liability in Hawaii (3)
— (9.9)(9.9)— (9.9)(9.9)
Impairment of South American farm and other charges— 0.1 0.1 0.2 0.1 0.3 
Other fresh and value-added segment charges— — — — 0.1 0.1 
Other:
Former President/COO severance expense— — — — 1.0 1.0 
Total asset impairment and other charges (credits), net$— $(9.8)$(9.8)$0.2 $(8.3)$(8.1)

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3.  Asset Impairment and Other Charges (Credits), Net (continued)

(1) We incurred costs related to property and equipment damage due to severe flooding caused by heavy rainstorms in Greece during both the quarter ended September 29, 2023 and the nine months ended September 29, 2023, which directly impacted our seasonal production factory. The Company has flood insurance and is in the process of submitting claims to its insurer for reimbursement. The Company is also seeking government assistance for emergency disaster relief.
(2) We received insurance reimbursement and other credits of$2.8 million during the quarter ended September 29, 2023, in connection with a cybersecurity incident which occurred during early 2023. During the nine months ended September 29, 2023, we incurred cybersecurity expenses of $1.3 million, net of insurance reimbursements received, primarily related to the engagement of specialized legal counsel and other incident response advisors.
(3) We recorded a reduction in our environmental liability of $9.9 million related to the Kunia Well Site clean-up.

4. Income Taxes

In connection with the examination of the tax returns in two foreign jurisdictions, the taxing authorities have issued income tax deficiencies related to transfer pricing aggregating approximately $144.3$160.3 million (including interest and penalties) for tax years 2012 through 2016. We strongly disagree with the proposed adjustments and have filed a protest with each of the taxing authorities as we believe that the proposed adjustments are without technical merit.authorities.

In one of the foreign jurisdictions, we are currently contesting tax assessments related to the 2012-2015 audit years and the 2016 audit year in both the administrative court and the judicial court. During 2019 and 2020, we filed actions contesting the tax assessment in the administrative office. Our initial challenge to each of these tax assessments was rejected, and we subsequently lost our appeals at the administrative court. We have subsequently filed actions to contest each of these tax assessments in the country’s judicial courts. In addition, we have filed a request for injunction to the judicial court to stay the tax authorities' collection efforts for these two tax assessments, pending final judicial decisions. The court granted our injunction with respect to the 2016 audit year, however denied our injunction with respect to the 2012-2015 audit years. We timely appealed the denial of the injunction, and on August 10, 2022 the appellate court overturned the denial and granted our injunction for the 2012-2015 audit years. Pursuant to local law, we registered real estate collateral with an approximate fair market value of $6.0$7.0 million in connection with the grant of the 2016 audit year injunction. This real estate collateral has a net book value of $3.8 million as of the quarter ended September 30, 2022.29, 2023. In addition, in connection with the grant of the 2012-2015 audit year injunction, we registered real estate collateral with an approximate fair market value of $24.0$28.5 million, and a net book value of $4.6 million as of the quarter ended September 30, 2022.29, 2023. The registration of this real estate collateral does not affect our operations in the country.

In the other foreign jurisdiction, the administrative court denied our appeal, and on March 4, 2020 we filed an action in the judicial court to contest the administrative court's decision. The case is still pending.

We will continue to vigorously contest the adjustments and intend to exhaust all administrative and judicial remedies necessary in both jurisdictions to resolve the matters, which could be a lengthy process.

Income tax provision (benefit) was $4.1 million for the quarter ended September 29, 2023 compared with $3.3 million for the quarter ended September 30, 2022, compared with $(6.6)and was $24.9 million for the quarternine months ended October 1, 2021, and wasSeptember 29, 2023 compared with $13.9 million for the nine months ended September 30, 2022 compared with $9.1 million for the nine months ended October 1, 2021.2022. The increase in the income tax provision in both the third quarter and first nine months ended September 30, 2022of 2023 was primarily due to increased earnings in certain higher tax jurisdictions combined with the tax effect related to the sale of our plastics business subsidiary in South America during the second quarter of 2023. Additionally, the increase in the income tax provision for the nine months ended September 29, 2023 also reflects the tax effects of our asset sales in Saudi Arabia and North America during the first quarter of the year. The income tax provision for both the quarter ended September 30, 2022 and the nine months ended September 30, 2022, included the impact of a $1.5 million provision recognized in the quarter ended September 30, 2022 relating to a change in our assertion that certain foreign earnings are no longer deemed permanently reinvested. The income tax provision for the nine months ended October 1, 2021 included a $0.8 million benefit associated with the net operating loss carryback provision of the Coronavirus Aid, Relief and Economic Security (CARES) Act enacted in March 2020.

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5.  Allowance for Credit Losses
 
We estimate expected credit losses on our trade receivables and financing receivables in accordance with Accounting Standards Codification (“ASC”) 326 - Financial Instruments - Credit Losses.

Trade Receivables

Trade receivables as of September 30, 202229, 2023 were $346.6$372.2 million, net of an allowance of $22.1$21.5 million. Our allowance for trade receivables consists of two components: a $9.5$7.6 million allowance for credit losses and a $12.6$13.9 million allowance for customer claims accounted for under the scope of ASC 606 - Revenue Recognition.

As a result of our robust credit monitoring practices, the industry in which we operate, and the nature of our customer base, the credit losses associated with our trade receivables have historically been insignificant in comparison to our annual net sales. We measure the allowance for credit losses on trade receivables on a collective (pool) basis when similar risk characteristics exist.

We generally pool our trade receivables based on the geographic region or country to which the receivables relate. Receivables that do not share similar risk characteristics are evaluated for collectability on an individual basis.



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5.  Allowance for Credit Losses (continued)

Our historical credit loss experience provides the basis for our estimation of expected credit losses. We generally use a three-year average annual loss rate as a starting point for our estimation, and make adjustments to the historical loss rate to account for differences in current conditions impacting the collectability of our receivable pools. We generally monitor macroeconomic indicators to assess whether adjustments are necessary to reflect current conditions.

The table below presents a rollforward of our trade receivable allowance for credit losses for the nine months ended September 29, 2023 and September 30, 2022 and October 1, 2021 (U.S. dollars in millions):
Nine months endedNine months ended
Trade receivablesTrade receivablesSeptember 30,
2022
October 1,
2021
Trade receivablesSeptember 29,
2023
September 30,
2022
Allowance for credit losses:Allowance for credit losses:Allowance for credit losses:
Balance, beginning of periodBalance, beginning of period$10.2 $15.1 Balance, beginning of period$9.3 $10.2 
Provision for uncollectible amountsProvision for uncollectible amounts0.2 0.6 Provision for uncollectible amounts0.8 0.2 
Deductions to allowance related to write-offsDeductions to allowance related to write-offs(0.3)— Deductions to allowance related to write-offs(2.5)(0.3)
Foreign exchange effectsForeign exchange effects(0.3)— Foreign exchange effects— (0.3)
Reclassifications(1)
Reclassifications(1)
(0.3)(2.6)
Reclassifications(1)
— (0.3)
Balance, end of periodBalance, end of period$9.5 $13.1 Balance, end of period$7.6 $9.5 

(1) ReclassificationsReclassification of $0.3 million and $2.6$0.3 million to the long-term allowance for credit losses, presented in other noncurrent assets on our Consolidated Balance Sheets, from short-term during the nine months ended September 30, 2022 and October 1, 2021, respectively.2022. The amountsamount in the long-term allowance related to customer trade receivables as of September 30, 2022 and October 1, 2021 are29, 2023 is not material to our Consolidated Financial Statements.

Financing Receivables

Financing receivables are included in other accounts receivable, net on our Consolidated Balance Sheets and are recognized at amortized cost less an allowance for estimated credit losses. Financing receivables include seasonal advances to growers and suppliers, which are usually short-term in nature, and other financing receivables.
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5.  Allowance for Credit Losses (continued)

A significant portion of the fresh produce we sell is acquired through supply contracts with independent growers. In order to ensure the consistent high quality of our products and packaging, we make advances to independent growers and suppliers. These growers and suppliers typically sell all of their production to us and make payments on their advances as a deduction to the agreed upon selling price of the fruit or packaging material. The majority of the advances to growers and suppliers are for terms less than one year and typically span a growing season. In certain cases, there may be longer term advances with terms of up to five years.

We measure the allowance for credit losses on advances to suppliers and growers on a collective (pool) basis when similar risk characteristics exist. We generally pool our advances based on the country to which they relate, and further disaggregate them based on their current or past-due status. We generally consider an advance to a grower to be past due when the advance is not fully paid within the respective growing season. The allowance for advances to growers and suppliers that do not share similar risk characteristics are determined on a case-by-case basis, depending on the expected production for the season and other contributing factors. The advances are typically collateralized by property liens and pledges of the respective season’s produce. Occasionally, we agree to a payment plan with these growers or take steps to recover the advance via established collateral. We may write-off uncollectible financing receivables after our collection efforts are exhausted. Historically, our credit losses associated with our advances to suppliers and growers have not been significant. 

Our historical credit loss experience provides the basis for our estimation of expected credit losses. We generally use a three-year average annual loss rate as a starting point for our estimation, and make adjustments to the historical loss rate to account for differences in current or expected future conditions. We generally monitor macroeconomic indicators as well as other factors, including unfavorable weather conditions and crop diseases, which may impact the collectability of the advances when assessing whether adjustments to the historical loss rate are necessary.
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5.  Allowance for Credit Losses (continued)

The following table details the advances to growers and suppliers based on their credit risk profile (U.S. dollars in millions):
September 30, 2022December 31, 2021
 CurrentPast-DueCurrentPast-Due
Gross advances to growers and suppliers$45.2 $5.2 $40.6 $5.5 
September 29, 2023December 30, 2022
 CurrentPast-DueCurrentPast-Due
Gross advances to growers and suppliers$27.2 $10.9 $44.6 $5.6 

The allowance for advances to growers and suppliers for the nine months ended September 29, 2023 and September 30, 2022 and October 1, 2021 were as follows (U.S. dollars in millions):
Nine months ended
September 30,
2022
October 1,
2021
Allowance for advances to growers and suppliers:
Balance, beginning of period$1.8 $2.1 
Provision for uncollectible amounts1.3 (0.2)
Deductions to allowance related to write-offs(0.1)(0.2)
Balance, end of period$3.0 $1.7 

Nine months ended
September 29,
2023
September 30,
2022
Allowance for advances to growers and suppliers:
Balance, beginning of period$4.9 $1.8 
Provision for uncollectible amounts2.9 1.3 
Deductions to allowance related to write-offs— (0.1)
Balance, end of period$7.8 $3.0 

6.  Share-Based Compensation

We maintain various compensation plans for officers, other employees, and non-employee members of our Board of Directors. On June 2, 2022, our shareholders approved and ratified the 2022 Omnibus Share Incentive Plan (the “2022 Plan”). The 2022 Plan allows us to grant equity-based compensation awards including restricted stock units (“RSUs”), performance stock units (“PSUs”), stock options, and restricted stock awards. The 2022 Plan replaces and supersedes the 2014 Omnibus Share Incentive Plan (the “Prior Plan”). No awards can be granted under the Prior Plan upon adoption of the 2022 Plan. Under the 2022 Plan, the Board of Directors is authorized to award up to (i) 2,800,000 ordinary shares plus approximately 230,000(ii) any ordinary shares which remainedremaining available for future awards under the Prior Plan at the time of adoption.adoption (of which there were approximately 241,263) plus (iii) any ordinary shares with respect to awards and Prior Plan awards that are forfeited, canceled, expire unexercised, or are settled in cash following adoption of the 2022 Plan.

Stock-based compensation expense related to RSUs and PSUs is included in selling, general and administrative expenses in the accompanying Consolidated Statements of Operations and is comprised as follows (U.S. dollars in millions):
 Quarter endedNine months ended
September 30,
2022
October 1,
2021
September 30,
2022
October 1,
2021
RSUs/PSUs$2.1 $2.1 $4.9 $5.8 
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6.  Share-Based Compensation (continued)

Share-based compensation expense related to RSUs and PSUs is included in selling, general and administrative expenses in the accompanying Consolidated Statements of Operations and is comprised as follows (U.S. dollars in millions):
 Quarter endedNine months ended
September 29,
2023
September 30,
2022
September 29,
2023
September 30,
2022
RSUs/PSUs$2.4 $2.1 $7.6 $4.9 


Restricted Stock Units and Performance Stock Units

The following table lists the RSUs and PSUs awarded under the 2022 Plan and the Prior Plan forduring the nine months ended September 29, 2023 and September 30, 2022 and October 1, 2021:2022:

Date of AwardDate of AwardType of awardUnits awardedPrice per shareDate of AwardType of awardUnits awardedPrice per share
For the nine months ended September 29, 2023For the nine months ended September 29, 2023
May 4, 2023May 4, 2023RSU39,662$26.51 
March 2, 2023March 2, 2023PSU91,99732.13 
March 2, 2023March 2, 2023RSU215,62732.13 
For the nine months ended September 30, 2022For the nine months ended September 30, 2022For the nine months ended September 30, 2022
July 6, 2022July 6, 2022PSU101,672$31.27 July 6, 2022PSU101,672$31.27 
June 15, 2022June 15, 2022RSU105,61423.71 June 15, 2022RSU105,614$23.71 
June 15, 2022June 15, 2022PSU46,22223.71 June 15, 2022PSU46,22223.71 
June 2, 2022June 2, 2022RSU41,30725.42 June 2, 2022RSU41,30725.42 
For the nine months ended October 1, 2021
October 1, 2021RSU3,041$32.22 
May 4, 2021RSU30,31728.86 
March 30, 2021RSU2,50028.67 
March 1, 2021RSU290,02125.85 
March 1, 2021PSU118,19225.85 

Under the 2022 Plan and Prior Plan, each RSU/PSU represents a contingent right to receive one of our ordinary shares. The PSUs are subject to meeting minimum performance criteria set by the Compensation Committee of our Board of Directors. The actual number of shares the recipient receives is determined based on the results achieved versus performance goals. Those performance goals are based on exceeding a measure of our earnings. Depending on the results achieved, the actual number of shares that an award recipient receives at the end of the period may range from 0% to 100% of the award units granted, or as it relates to 2023 PSU awards granted to our Chairman and Chief Executive Officer, 0% to 125% of the award units granted. Provided such criteria are met, the PSUs granted during 2023 and prior to 2022 vest in three equal annual installments on each of the nine months ended September 30,next three anniversary dates. PSUs granted during 2022 will vest in three equal installments in 1) June and July 2023, 2) March 2024, and 3) March 2025. PSUs granted prior to 2022 will vest in three equal annual installments on each of the next three anniversary dates. All PSU vesting is contingent on the recipient's continued employment with us.

Expense for RSUs is recognized on a straight line basis over the requisite service period for the entire award. RSUs granted in 2022 vest in three equal installments in June 2023 March 2024 and March 2025, with the exception of RSUs granted to our Board of Directors which vest after a one-year period. RSUs granted in 2021 vest annually in three equal installments over a three-year service period while RSUs granted prior to 2021 vested 20% on the grant date, with 20% vesting on each of the next four anniversaries. RSUs granted in 2022 vest in three equal installments in June 2023, March 2024 and March 2025. RSUs granted to our Board of Directors generally vest after a one-year period.

The fair market value for RSUs and PSUs is based on the closing price of our stock on the grant date. We recognize expenses related to RSUs and PSUs based on the fair market value, as determined on the grant date, ratably over the vesting period, provided the performance condition, if any, is probable. Forfeitures are recognized as they occur.

RSUs and PSUs do not have the voting rights of ordinary shares, and the shares underlying the RSUs and PSUs are not considered issued and outstanding. However, shares underlying RSUs/PSUs are included in the calculation of diluted earnings per share to the extent the performance criteria are met, if any.


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6.  Share-Based Compensation (continued)

Each of our outstanding RSUs and PSUs are eligible to earn Dividend Equivalent Units (“DEUs”) equal to the cash dividend paid to ordinary shareholders. DEUs are subject to the same performance and/or service conditions as the underlying RSUs and PSUs and are forfeitable.

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7.  Inventories, net
 
Inventories consisted of the following (U.S. dollars in millions):
 
September 30,
2022
December 31,
2021
September 29,
2023
December 30,
2022
Finished goodsFinished goods$194.1 $197.9 Finished goods$203.6 $205.8 
Raw materials and packaging suppliesRaw materials and packaging supplies224.3 203.2 Raw materials and packaging supplies165.5 233.2 
Growing cropsGrowing crops203.1 201.7 Growing crops218.1 230.0 
Total inventories, netTotal inventories, net$621.5 $602.8 Total inventories, net$587.2 $669.0 

8.  Debt and Finance Lease Obligations
 
The following is a summary of long-term debt and finance lease obligations (U.S. dollars in millions):
 
September 30,
2022
December 31,
2021
September 29,
2023
December 30,
2022
Senior unsecured revolving credit facility (see Credit Facility below)Senior unsecured revolving credit facility (see Credit Facility below)$486.1 $519.1 Senior unsecured revolving credit facility (see Credit Facility below)$401.0 $539.8 
Finance lease obligationsFinance lease obligations8.9 9.9 Finance lease obligations7.6 8.6 
Total debt and finance lease obligationsTotal debt and finance lease obligations495.0 529.0 Total debt and finance lease obligations408.6 548.4 
Less: Current maturitiesLess: Current maturities(1.3)(1.3)Less: Current maturities(1.4)(1.3)
Long-term debt and finance lease obligationsLong-term debt and finance lease obligations$493.7 $527.7 Long-term debt and finance lease obligations$407.2 $547.1 

Credit Facility

On October 1, 2019, we entered into a Second Amended and Restated Credit Agreement (as amended, the “Second A&R Credit Agreement”) with Bank of America, N.A. as administrative agent and BofA Securities, Inc. as sole lead arranger and sole bookrunner and certain other lenders. The Second A&R Credit Agreement provides for a five-year, $1.1$0.9 billion syndicated senior unsecured revolving credit facility (the “Revolving Credit Facility”) maturing on October 1, 2024. Effective September 13, 2022, we exercised our option as included in the Second A&R Credit Agreement to reduce the borrowing limit on the Revolving Credit Facility from $1.1 billion to $0.9 billion. Certain of our direct and indirect subsidiaries have guaranteed the obligations under the Second A&R Credit Agreement. We intend to use funds borrowed under the Revolving Credit Facility from time to time for general corporate purposes, working capital, capital expenditures and other permitted investment opportunities.

AmountsOn December 30, 2022, we and certain of our subsidiaries executed Amendment No. 1 to the Second A&R Credit Agreement (the “Amendment”) with the financial institutions and other lenders named therein, including Bank of America, N.A. as administrative agent and BofA Securities, Inc. as sole lead arranger and sole bookrunner. Pursuant to the Amendment, the reference interest rate on the Revolving Credit Facility was amended to replace the Eurocurrency Rate with the Term Secured Overnight Financing Rate (“Term SOFR”) effective January 3, 2023. As amended, Term Loans made under the Revolving Credit Facility can be Base Rate Loans, Term SOFR Loans or Alternative Currency Term Rate Loans. All other material terms of the Second A&R Credit Agreement, as amended, remain unchanged.

Effective January 3, 2023, amounts borrowed under the Revolving Credit Facility accrue interest, at our election, at either (i) the EurocurrencyTerm SOFR Rate (as defined in the Second A&R Credit Agreement) plus a margin that ranges from 1.0% to 1.5% or (ii) the Base Rate (as defined in the Second A&R Credit Agreement) plus a margin that ranges from 0% to 0.5%, in each case based on our Consolidated Leverage Ratio (as defined in the Second A&R Credit Agreement). The Second A&R Credit Agreement interest rate grid provides for five pricing levels for interest rate margins.


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8.  Debt and Finance Lease Obligations (continued)

The Second A&R Credit Agreement provides for an accordion feature that permits us, without the consent of the other lenders, to request that one or more lenders provide us with increases in revolving credit facility or term loans up to an aggregate of $300 million (“Incremental Increases”). The aggregate amount of Incremental Increases can be further increased to the extent that after giving effect to the proposed increase in revolving credit facility commitments or term loans our Consolidated Leverage Ratio, on a pro forma basis, would not exceed 2.50 to 1.00. Our ability to request such increases in the revolving credit facilityRevolving Credit Facility or term loans is subject to our compliance with customary conditions set forth in the Second A&R Credit Agreement including compliance, on a pro forma basis, with the financial covenants and ratios set forth therein. Upon our request, each lender may decide, in its sole discretion, whether to increase all or a portion of its revolving credit facility commitment or provide term loans.
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8.  Debt and Finance Lease Obligations (continued)

The Second A&R Credit Agreement requires us to comply with certain financial and other covenants. Specifically, it requires us to maintain 1) a 1) Consolidated Leverage Ratio of not more than 3.50 to 1.00 at any time during any period of four consecutive fiscal quarters, subject to certain exceptions and 2) a minimum Consolidated Interest Coverage Ratio of not less than 2.25 to 1.00 as of the end of any fiscal quarter. Additionally, it requires us to comply with certain other covenants, including limitations on capital expenditures, stock repurchases, the amount of dividends that can be paid in the future, the amount and types of liens and indebtedness, material asset sales, and mergers. Under the Second A&R Credit Agreement, we are permitted to declare or pay cash dividends in any fiscal year up to an amount that does not exceed the greater of (i) an amount equal to the greater of (A) 50% of the Consolidated Net Income (as defined in the Second A&R Credit Agreement) for the immediately preceding fiscal year or (B) $25 million or (ii) the greatest amount which would not cause the Consolidated Leverage Ratio (determined on a pro forma basis) to exceed 3.25 to 1.00. It also provides an allowance for stock repurchases to be an amount not exceeding the greater of (i) $150 million in the aggregate or (ii) the amount that, after giving pro forma effect thereto and any related borrowings, will not cause the Consolidated Leverage Ratio to exceed 3.25 to 1.00. As of September 30, 2022,29, 2023, we were in compliance with all of the covenants contained in the Second A&R Credit Agreement.

Debt issuance costs of $0.7$0.2 million and $1.3$0.6 million are included in other noncurrent assets on our Consolidated Balance Sheets as of September 29, 2023 and December 30, 2022, and December 31, 2021, respectively.

We have a renewable 364-day, $25.0 million letter of credit facility with Rabobank Nederland.

The following is a summary of the material terms of the Revolving Credit Facility and other working capital facilities at September 30, 202229, 2023 (U.S. dollars in millions):
TermMaturity
date
Interest rateBorrowing
limit
Available
borrowings
TermMaturity dateInterest rateBorrowing
limit
Available
borrowings, net of letters of credit and bank guarantees
Bank of America credit facilityBank of America credit facility5 yearsOctober 1, 20244.00%$900.0 $413.9 Bank of America credit facility5 yearsOctober 1, 20246.55%$900.0 $499.0 
Rabobank letter of credit facilityRabobank letter of credit facility364 daysJune 14, 2023Varies25.0 15.4 Rabobank letter of credit facility364 daysJune 13, 2024Varies25.0 17.6 
Other working capital facilitiesOther working capital facilitiesVariesVariesVaries19.4 10.1 Other working capital facilitiesVariesVariesVaries31.4 8.9 
$944.4 $439.4 $956.4 $525.5 

The current margin for LIBORSOFR advances is 1.375%as of September 29, 2023 was 1.125%. We intend to use funds borrowed under the Revolving Credit Facility from time to time for general corporate purposes, working capital, capital expenditures and other permitted investment opportunities.

The Revolving Credit Facility permits borrowings under the revolving commitment with an interest rate determined based on our leverage ratio and spread over LIBOR.SOFR. In addition, we pay a fee on unused commitments.

As of September 30, 2022,29, 2023, we applied $27.9$36.3 million to letters of credit and bank guarantees issued from Rabobank Nederland, Bank of America, and other banks.

During 2018, we entered into interest rate swaps in order to hedge the risk of the fluctuation on future interest payments related to our variable rate LIBOR-based borrowings from our Revolving Credit Facility. Refer to Note 13, “Derivative Financial Instruments.
As a result of reference rate reform, we are currently working with our counterparties to amend our Revolving Credit Facility and interest rate swaps to reference the Secured Overnight Financing Rate (SOFR) effective the first quarter of 2023. Refer to Note 2, "Recently Issued Accounting Pronouncements."
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9.  Commitments and Contingencies

Kunia Well Site
 
In 1980, elevated levels of certain chemicals were detected in the soil and ground-water at a plantation leased by one of our U.S. subsidiaries in Honolulu, Hawaii (the “Kunia Well Site”). In 2005, our subsidiary signed a Consent Decree (“Consent Decree”) with the Environmental Protection Agency (“EPA”) for the performance of the clean-up work for the Kunia Well Site. Based on findings from remedial investigations, our subsidiary coordinated with the EPA to evaluate the clean-up work required in accordance with the Consent Decree. On July 25, 2022, an Explanation of Significant Differences (ESD) for the Kunia Well Site was filed by the EPA, which formally transitioned the remedy for the Kunia Well Site to a Monitored Natural Attenuation (MNA), thereby reducing our potential liability.In connection with the above decision, we recorded a $9.9 million reduction in our liability during the quarteryear ended SeptemberDecember 30, 2022 presented in asset impairment and other (credits) charges, net in our Consolidated Statements of Operations, to reflect the decrease in estimated costs associated with the clean-up. Refer to Note 3, "Asset Impairment and Other Charges (Credits), Net" for further information.

The revised estimate associated with the clean-up costs, and on which our accrual is based, is $2.9$2.7 million. As of September 30, 2022, $2.529, 2023, $2.4 million was included in other noncurrent liabilities, and $0.4$0.3 million was included in accounts payable and accrued expenses in the Consolidated Balance Sheets for the Kunia Well Site clean-up. We expect to expend approximately $0.2 million in the fourth quarter of 2022, $0.3 million in each of the years 2023, and$0.6 million in 2024, $0.5 million in 2025, $0.4 million in 2026, and $0.1 million in each of the years 2025, 2026 and 2027.

Additional Information
 
In addition to the foregoing, we are involved from time to time in various claims and legal actions incident to our operations, both as plaintiff and defendant. In the opinion of management, after consulting with legal counsel, none of these other claims are currently expected to have a material adverse effect on the results of operations, financial position or our cash flows.

We intend to vigorously defend ourselves in all of the above matters.

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10.  Earnings Per Share
 
Basic and diluted net income per ordinary share is calculated as follows (U.S. dollars in millions, except share and per share data):
Quarter endedNine months ended Quarter endedNine months ended
September 30,
2022
October 1,
2021
September 30,
2022
October 1,
2021
September 29,
2023
September 30,
2022
September 29,
2023
September 30,
2022
Numerator:Numerator:  Numerator:  
Net income attributable to Fresh Del Monte
Produce Inc.
Net income attributable to Fresh Del Monte
Produce Inc.
$33.3 $1.3 $80.3 $91.2 
Net income attributable to Fresh Del Monte
Produce Inc.
$8.4 $33.3 $95.1 $80.3 
Denominator:Denominator:  Denominator:  
Weighted average number of ordinary shares -
Basic
Weighted average number of ordinary shares -
Basic
47,835,057 47,535,873 47,775,312 47,494,168 
Weighted average number of ordinary shares -
Basic
48,121,978 47,835,057 48,015,874 47,775,312 
Effect of dilutive securities - share-based
awards
Effect of dilutive securities - share-based
awards
149,018 207,885 133,849 166,887 
Effect of dilutive securities - share-based
awards
139,779 149,018 193,569 133,849 
Weighted average number of ordinary shares -
Diluted
Weighted average number of ordinary shares -
Diluted
47,984,075 47,743,758 47,909,161 47,661,055 
Weighted average number of ordinary shares -
Diluted
48,261,757 47,984,075 48,209,443 47,909,161 
Antidilutive awards (1)
Antidilutive awards (1)
69,900 415 69,900 415 
Antidilutive awards (1)
280,418 69,900 280,418 69,900 
Net income per ordinary share attributable to Fresh Del Monte Produce Inc.:Net income per ordinary share attributable to Fresh Del Monte Produce Inc.:   Net income per ordinary share attributable to Fresh Del Monte Produce Inc.:   
BasicBasic$0.70 $0.03 $1.68 $1.92 Basic$0.17 $0.70 $1.98 $1.68 
DilutedDiluted$0.69 $0.03 $1.68 $1.91 Diluted$0.17 $0.69 $1.97 $1.68 

(1)Certain unvested RSUs and PSUs are not included in the calculation of net income per ordinary share because the effect would have been antidilutive.
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11.  Retirement and Other Employee Benefits
 
The following table sets forth the net periodic benefit costs of our defined benefit pension plans and post-retirement benefit plans (U.S. dollars in millions):
Quarter endedNine months ended Quarter endedNine months ended
September 30,
2022
October 1,
2021
September 30,
2022
October 1,
2021
September 29,
2023
September 30,
2022
September 29,
2023
September 30,
2022
Service costService cost$1.5 $1.5 $4.4 $4.5 Service cost$1.3 $1.5 $4.1 $4.4 
Interest costInterest cost1.3 1.3 4.0 4.0 Interest cost1.9 1.3 5.5 4.0 
Expected return on assetsExpected return on assets(0.6)(0.5)(2.0)(1.6)Expected return on assets(0.8)(0.6)(2.4)(2.0)
Amortization of net actuarial lossAmortization of net actuarial loss0.2 0.1 0.5 0.4 Amortization of net actuarial loss0.2 0.2 0.5 0.5 
Net periodic benefit costsNet periodic benefit costs$2.4 $2.4 $6.9 $7.3 Net periodic benefit costs$2.6 $2.4 $7.7 $6.9 
 
We provide certain other retirement benefits to certain employees who are not U.S.-based and are not included above. Generally, benefits under these programs are based on an employee’s length of service and level of compensation. These programs are immaterial to our consolidated financial statements. The net periodic benefit costs related to other non-U.S. based plans is $0.5 million for the quarter ended September 29, 2023 and $1.4 million for the quarter ended September 30, 2022 and $0.9 million for the quarter ended October 1, 2021.2022. The net periodic benefit costs related to other non-U.S. based plans is $2.5 million for the nine months ended September 29, 2023 and $3.1 million for the nine months ended September 30, 2022 and $2.7 million for the nine months ended October 1, 2021.


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11.  Retirement and Other Employee Benefits (continued)2022.

Service costs are presented in the same line item in the Consolidated Statements of Operations as other compensation costs arising from services rendered by the employees during the period. With the exception of service cost, the other components of net periodic benefit costs (which include interest costs, expected return on assets, curtailment and settlement expenses, and amortization of net actuarial losses) are recorded in the Consolidated Statements of Operations in other expense, net.

12.  Business Segment Data
 
Our business is comprised of three reportable segments, two of which represent our primary businesses of fresh and value-added products and banana, and one that represents our other ancillary businesses.

Fresh and value-added products - includes pineapples, fresh-cut fruit, fresh-cut vegetables (which includes fresh-cut salads), melons, vegetables, non-tropical fruit (including grapes, apples, citrus, blueberries, strawberries, pears, peaches, plums, nectarines, cherries and kiwis), other fruit and vegetables, avocados, and prepared foods (including prepared fruit and vegetables, juices, other beverages, and meals and snacks).

Banana

Other products and services - includes our ancillary businesses consisting of sales ofthird-party freight and logistic services business and our Jordanian poultry and meat products, a plastic product business, and third-party freight services.meats business.
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12.  Business Segment Data (continued)

We evaluate performance based on several factors, of which net sales and gross profit by product are the primary financial measures (U.S. dollars in millions): 

Quarter ended Quarter ended
September 30, 2022October 1, 2021 September 29, 2023September 30, 2022
Segments:Segments:Net SalesGross ProfitNet SalesGross ProfitSegments:Net SalesGross ProfitNet SalesGross Profit
Fresh and value-added productsFresh and value-added products$599.8 $55.1 $601.2 $41.6 Fresh and value-added products$574.0 $36.2 $599.8 $55.1 
BananaBanana388.4 22.6 365.3 3.7 Banana384.7 31.9 388.4 22.6 
Other products and servicesOther products and services65.3 10.3 38.3 3.6 Other products and services44.4 6.3 65.3 10.3 
TotalsTotals$1,053.5 $88.0 $1,004.8 $48.9 Totals$1,003.1 $74.4 $1,053.5 $88.0 
Nine months ended Nine months ended
September 30, 2022October 1, 2021 September 29, 2023September 30, 2022
Segments:Segments:Net SalesGross ProfitNet SalesGross ProfitSegments:Net SalesGross ProfitNet SalesGross Profit
Fresh and value-added productsFresh and value-added products$2,004.9 $148.9 $1,906.0 $152.1 Fresh and value-added products$1,895.0 $145.3 $2,004.9 $148.9 
BananaBanana1,216.1 82.6 1,210.2 101.8 Banana1,258.6 125.7 1,216.1 82.6 
Other products and servicesOther products and services181.4 27.0 118.4 10.1 Other products and services158.5 17.2 181.4 27.0 
TotalsTotals$3,402.4 $258.5 $3,234.6 $264.0 Totals$3,312.1 $288.2 $3,402.4 $258.5 

Our segment data disclosures for the quarter and nine months ended October 1, 2021 have been adjusted to reflect a reclassification of cost of products sold betweenThe following table indicates our three segments as a result of a refinementnet sales by geographic region (U.S. dollars in our cost allocation methodology. For the quarter ended October 1, 2021, this reclassification resulted in an increase to our fresh and value-added products segment gross profit of $0.7 million, an increase to our banana segment gross profit of $1.3 million and a decrease to our other products and services segment gross profit of $2.0 million. For the nine months ended October 1, 2021, this reclassification resulted in an increase to our fresh and value-added products segment gross profit of $2.3 million, an increase to our banana segment gross profit of $3.6 million and a decrease to our other products and services segment gross profit of $5.9 million.millions):

Quarter endedNine months ended
Net sales by geographic region:September 29,
2023
September 30,
2022
September 29,
2023
September 30,
2022
North America$615.7 $658.7 $1,987.1 $2,093.1 
Europe181.8 169.9 622.9 570.8 
Asia101.2 105.8 345.5 353.4 
Middle East87.4 102.9 289.7 317.6 
Other17.0 16.2 66.9 67.5 
Totals$1,003.1 $1,053.5 $3,312.1 $3,402.4 
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12.  Business Segment Data (continued)

Quarter endedNine months ended
Net sales by geographic region:September 30,
2022
October 1,
2021
September 30,
2022
October 1,
2021
North America$658.7 $622.0 $2,093.1 $1,951.2 
Europe169.9 150.7 570.8 531.2 
Asia105.8 111.9 353.4 380.2 
Middle East102.9 108.2 317.6 323.0 
Other16.2 12.0 67.5 49.0 
Totals$1,053.5 $1,004.8 $3,402.4 $3,234.6 

The following table indicates our net sales by product (U.S. dollars in millions) and, in each case, the percentage of the total (U.S. dollars in millions):represented thereby:

Quarter endedNine months ended Quarter endedNine months ended
September 30,
2022
October 1,
2021
September 30,
2022
October 1,
2021
September 29,
2023
September 30,
2022
September 29,
2023
September 30,
2022
Fresh and value-added products:Fresh and value-added products:Fresh and value-added products:
Fresh-cut fruitFresh-cut fruit$140.5 14 %$131.8 13 %$407.9 11 %$380.0 11 %Fresh-cut fruit$141.4 14 %$140.5 14 %$419.0 13 %$407.9 11 %
Fresh-cut vegetablesFresh-cut vegetables86.4 %95.5 10 %259.5 %277.7 %Fresh-cut vegetables83.7 %86.4 %248.1 %259.5 %
PineapplesPineapples147.2 14 %128.5 13 %445.0 13 %400.3 12 %Pineapples137.5 14 %147.2 14 %459.9 14 %445.0 13 %
AvocadosAvocados63.8 %78.3 %261.4 %248.0 %Avocados73.4 %63.8 %212.8 %261.4 %
Non-tropical fruitNon-tropical fruit28.4 %33.7 %155.9 %152.0 %Non-tropical fruit23.4 %28.4 %126.1 %155.9 %
Prepared foodsPrepared foods69.2 %64.3 %217.8 %211.6 %Prepared foods61.6 %69.2 %197.7 %217.8 %
MelonsMelons5.0 — %4.7 — %74.5 %49.6 %Melons4.2 — %5.0 — %77.8 %74.5 %
TomatoesTomatoes4.4 — %6.1 %17.4 %24.1 %Tomatoes4.3 %4.4 — %15.0 — %17.4 %
VegetablesVegetables32.2 %34.8 %97.7 %98.4 %Vegetables29.4 %32.2 %87.9 %97.7 %
Other fruit and vegetablesOther fruit and vegetables22.7 %23.5 %67.8 %64.3 %Other fruit and vegetables15.1 %22.7 %50.7 %67.8 %
Total fresh and value-added productsTotal fresh and value-added products599.8 57 %601.2 60 %2,004.9 59 %1,906.0 59 %Total fresh and value-added products574.0 57 %599.8 57 %1,895.0 57 %2,004.9 59 %
BananaBanana388.4 37 %365.3 36 %1,216.1 36 %1,210.2 37 %Banana384.7 38 %388.4 37 %1,258.6 38 %1,216.1 36 %
Other products and servicesOther products and services65.3 %38.3 %181.4 %118.4 %Other products and services44.4 %65.3 %158.5 %181.4 %
TotalsTotals$1,053.5 100 %$1,004.8 100 %$3,402.4 100 %$3,234.6 100 %Totals$1,003.1 100 %$1,053.5 100 %$3,312.1 100 %$3,402.4 100 %

13.  Derivative Financial Instruments

Our derivative financial instruments reduce our exposure to fluctuations in foreign exchange rates and variable interest rates and bunker fuel prices.rates. We designate our derivative financial instruments as cash flow hedges.
 
Counterparties expose us to credit loss in the event of non-performance onof hedges. We monitor our exposure to counterparty non-performance risk both at inception of the hedge and at least quarterly thereafter.

Fluctuations in the value of the derivative instruments are generally offset by changes in the cash flows of the underlying exposures being hedged. A cash flow hedge requires that the change in the fair value of a derivative instrument be recognized in other comprehensive income, (loss), a component of shareholders’ equity, and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings and is presented in the same income statement line item as the earnings effect of the hedged item.


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13.  Derivative Financial Instruments (continued)

Certain of our derivative instruments contain provisions that require the current credit relationship between us and our counterparty to be maintained throughout the term of the derivative instruments. If that credit relationship changes, certain provisions could be triggered, and the counterparty could request immediate collateralization of derivative instruments in a net liability position above a certain threshold. The aggregate fair value of all derivative instruments with a credit-risk-related contingent feature that are in a liability position on September 30, 202229, 2023 is $11.8$2.6 million. As of September 30, 2022,29, 2023, no triggering event has occurred and thus we are not required to post collateral.

Derivative instruments are disclosed on a gross basis. There are various rights of setoff associated with our derivative instruments that are subject to an enforceable master netting arrangement or similar agreements. Although various rights of setoff and master netting arrangements or similar agreements may exist with the individual counterparties, individually, these financial rights are not material.
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13.  Derivative Financial Instruments (continued)

Cash flows from derivative instruments that are designated as cash flow hedges are classified in the same category as the cash flows from the underlying hedged items. In the event that hedge accounting is discontinued, cash flows related to changes in fair value subsequent to the date of discontinuance are classified within investing activities.
 
Foreign Currency Hedges
 
WeOur results of operations and financial condition are exposed to fluctuations in currency exchange rates against the U.S. dollar, on our results of operations and financial condition, and we mitigate that exposure by entering into foreign currency forward contracts. Certain of our subsidiaries periodically enter into foreign currency forward contracts in order to hedge portions of forecasted sales or cost of sales denominated in foreign currencies, which generally mature within one year. OurAt September 29, 2023, our foreign currency hedges were entered into for the purposeforward contracts hedge a portion of hedging portions of our 2022 and 2023 foreign currency exposure.
 
The foreign currency forward contracts qualifying as cash flow hedges were designated as single-purpose cash flow hedges of forecasted cash flows. 
 
We had the following outstanding foreign currency forward contracts as of September 30, 202229, 2023 (in millions):

Foreign currency contracts qualifying as cash flow hedges:Notional amount
EuroEUR55.073.4 
British poundGBP6.39.1 
Japanese yenJPY2,325.9297.8 
Chilean pesoCLP29,302.86,876.0 
Kenyan shillingKES702.0982.4 
Korean wonKRW5,478.04,100.0 

Interest Rate Contracts
 
WeOur results of operations and financial condition are exposed to fluctuations in variable interest rates, on our results of operations and financial condition, and we mitigate a portion of that exposure by entering into interest rate swaps. WeDuring 2018, we entered into interest rate swaps in order to hedge the risk of the fluctuation on future interest payments related to our variable rate LIBOR-based borrowings through 2028. We amended our Second A&R Credit Agreement and our interest rate swaps to transition from LIBOR to SOFR as a reference rate effective January 3, 2023. Refer to our discussion of New Accounting Pronouncements in Note 2, “Recently Issued Accounting Pronouncements” for further information.

Gains or losses on interest rate swaps are recorded in other comprehensive income (loss) and are subsequently reclassified into earnings as the interest expense on debt is recognized in earnings. At September 30, 2022,29, 2023, the notional value of interest rate contracts outstanding was $400.0 million, with $200.0 million maturing in June 2024 and the remaining $200.0 million maturing in 2028. Refer to Note 8, “Debt and Finance Lease Obligations.
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13.  Derivative Financial Instruments (continued)

Bunker Fuel Hedges
We are exposed to fluctuations in bunker fuel prices on our results of operations and financial condition, and we periodically enter into bunker fuel swap agreements which permit us to lock in bunker fuel prices and mitigate that exposure. During fiscal 2020, one of our subsidiaries entered into bunker fuel swap agreements in order to hedge portions of our fuel expenses incurred by our owned and chartered vessels throughout 2020 and 2021. We designated our bunker fuel swap agreements as cash flow hedges. As of September 30, 2022, there were no outstanding bunker fuel hedges.

The following table reflects the fair values of derivative instruments, which are designated as level 2 in the fair value hierarchy, as of September 30, 202229, 2023 and December 31, 202130, 2022 (U.S. dollars in millions):
 
Derivatives designated as hedging instruments (1)
Foreign exchange contractsInterest rate swapsTotal
Balance Sheet location:September 30,
2022
December 31,
2021
September 30,
2022
December 31,
2021
September 30,
2022
December 31,
2021
Asset derivatives:  
Prepaid expenses and other current assets$15.3 $0.5 $— $— $15.3 

$0.5 
Other noncurrent assets— — 15.1 — 15.1 — 
Total asset derivatives$15.3 $0.5 $15.1 $— $30.4 $0.5 
Liability derivatives:  
Accounts payable and accrued expenses$8.9 $8.1 $— $— $8.9 

$8.1 
Other noncurrent liabilities2.9 6.1 — 29.4 2.9 

35.5 
Total liability derivatives$11.8 $14.2 $— $29.4 $11.8 $43.6 

(1) See Note 14, “Fair Value Measurements,” for fair value disclosures.
Derivatives designated as hedging instruments (1)
Foreign exchange contractsInterest rate swapsTotal
Balance Sheet location:September 29,
2023
December 30,
2022
September 29,
2023
December 30,
2022
September 29,
2023
December 30,
2022
Asset derivatives:  
Prepaid expenses and other current assets$3.7 $— $3.6 $— $7.3 

$— 
Other noncurrent assets— — 12.8 15.8 12.8 15.8 
Total asset derivatives$3.7 $— $16.4 $15.8 $20.1 $15.8 
Liability derivatives:  
Accounts payable and accrued expenses$2.6 $6.5 $— $— $2.6 

$6.5 
Other noncurrent liabilities— 0.2 — — — 

0.2 
Total liability derivatives$2.6 $6.7 $— $— $2.6 $6.7 
(1) See Note 14, “Fair Value Measurements,” for fair value disclosures.

We expect that $10.67.8 million of the net fair value of our cash flow hedges recognized as a net gain in accumulated other comprehensive loss will be transferred to earnings during the next 12 months, and athe remaining net gain of $6.7$7.9 million will be transferred to earnings over a period of approximately 6the following 5 years, along with the earnings effect of the related forecasted transactions.

The following table reflects the effect of derivative instruments on the Consolidated Statements of Comprehensive Income for the quarters and nine months ended September 29, 2023 and September 30, 2022 and October 1, 2021 (U.S. dollars in millions):
 


Net amount of gain (loss) recognized in other
comprehensive income (loss) on derivatives

Net amount of gain (loss) recognized in other
comprehensive income (loss) on derivatives
Quarter endedNine months ended Quarter endedNine months ended
Derivative instruments
Derivative instruments
September 30,
2022
October 1,
2021
September 30,
2022
October 1,
2021
Derivative instruments
September 29,
2023
September 30,
2022
September 29,
2023
September 30,
2022
Foreign exchange contractsForeign exchange contracts$(2.6)$(6.7)$17.2 $(0.1)Foreign exchange contracts$2.5 $(2.6)$7.0 $17.2 
Bunker fuel swaps— (1.4)— (0.5)
Interest rate swaps, net of taxInterest rate swaps, net of tax14.2 2.4 38.8 12.9 Interest rate swaps, net of tax2.3 14.2 2.1 38.8 
TotalTotal$11.6 $(5.7)$56.0 $12.3 Total$4.8 $11.6 $9.1 $56.0 

Refer to Note 15, “Accumulated Other Comprehensive Loss,” for the effect of derivative instruments on the Consolidated Statements of Operations related to amounts reclassified from accumulated other comprehensive loss for the quarters and nine months ended September 29, 2023 and September 30, 2022 and October 1, 2021.2022.
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14.  Fair Value Measurements
 
Fair Value of Derivative Instruments
 
Our derivative assets or liabilities include foreign exchange and interest rate derivatives that are measured at fair value using observable market inputs such as forward rates, interest rates, and our own credit risk as well as an evaluation of our counterparties' credit risks. We use an income approach to value our outstanding foreign currency and interest rate hedges, which consists of a discounted cash flow model that takes into account the present value of future cash flows under the terms of the contract using current market information as of the measurement date such as foreign currency spot rates, forward rates and interest rates. Additionally, we include an element of default risk based on observable inputs into the fair value calculation. Based on these inputs, the derivative assets or liabilities are classified within Level 2 of the valuation hierarchy.

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14.  Fair Value Measurements (continued)

The following table provides a summary of the fair values of our derivative financial instruments measured on a recurring basis (U.S. dollars in millions): 
Fair value measurementsFair value measurements
Foreign currency forward contracts, net asset (liability)Interest rate contracts, net asset (liability) Foreign currency forward contracts, net liabilityInterest rate contracts, net asset
September 30,
2022
December 31,
2021
September 30,
2022
December 31,
2021
September 29,
2023
December 30,
2022
September 29,
2023
December 30,
2022
Quoted prices in active markets for identical assets (Level 1)Quoted prices in active markets for identical assets (Level 1)$— $— $— $— Quoted prices in active markets for identical assets (Level 1)$— $— $— $— 
Significant observable inputs (Level 2)Significant observable inputs (Level 2)3.5 (13.7)15.1 (29.4)Significant observable inputs (Level 2)1.1 (6.7)16.4 15.8 
Significant unobservable inputs (Level 3)Significant unobservable inputs (Level 3)— — — — Significant unobservable inputs (Level 3)— — — — 

In estimating our fair value disclosures for financial instruments, we use the following methods and assumptions:
 
Cash and cash equivalents: The carrying amount reported in the Consolidated Balance Sheets for these items approximates fair value due to their liquid nature and are classified as Level 1.
 
Trade accounts receivable and other accounts receivable, net: The carrying value reported in the Consolidated Balance Sheets for these items is net of allowances, which includes a degree of counterparty non-performance risk and are classified as Level 2.
 
Accounts payable and other current liabilities: The carrying value reported in the Consolidated Balance Sheets for these items approximates their fair value, which is the likely amount for which the liability with short settlement periods would be transferred to a market participant with a similar credit standing as ours and are classified as Level 2.
 
Long-term debt: The carrying value of our long-term debt reported in the Consolidated Balance Sheets approximates their fair value since they bear interest at variable rates which contain an element of default risk. The fair value of our long-term debt is estimated using Level 2 inputs based on quoted prices for those or similar instruments. Refer to Note 8, “Debt and Finance Lease Obligations.

Fair Value of Non-Financial Assets

The fair value of the banana reporting unit's goodwill and the prepared food reporting unit's goodwill and remaining trade names and trademarks are highly sensitive to differences between estimated and actual cash flows and changes in the related discount rate used to evaluate the fair value of these assets. We disclosed the sensitivity related to the banana reporting unit's goodwill and the prepared food reporting unit's goodwill and remaining trade names and trademarks in our notes to the consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.30, 2022.

In addition, we currently have certain definite-lived intangible assets related to our fresh and value-added products segment which arose from an acquisition and had an aggregate carrying value of $96.9 million as of the quarter ended September 29, 2023. The carrying values of these definite-lived intangible assets are sensitive to changes in estimated cash flows. To the extent thatOur current estimates of future developments result in estimated cash flows thatdepend on our ability to demonstrate successful implementation of our strategies to improve sales and profitability from these activities over the upcoming quarters. If we are less than currently estimated levels,unable to demonstrate successful implementation of these strategies, it could lead to impairment of some or all of these assets.

Assets held for sale, which had a carrying amount of $1.9 million as of September 29, 2023, primarily consists of $1.0 million related to a facility and farm land in Central America and $0.8 million related to an ocean-going vessel. Assets held for sale are recognized at the lower of cost or fair value less cost to sell. The fair value measurements for our held for sale assets are generally based on Level 3 inputs, which include information obtained from third-party appraisals.
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14.  Fair Value Measurements (continued)

During fiscal 2020, we performedthe nine months ended September 29, 2023, our 60% owned joint venture in Saudi Arabia completed the sale of two distribution centers and related assets which were previously held for sale. We received net proceeds of $66.1 million from the sale of these assets and recorded a comprehensive reviewgain of our asset portfolio and identified non-strategic and underutilized$20.5 million which is reflected in gain (loss) on disposal of property, plant and equipment, assets across variousnet and subsidiary on our Consolidated Statement of our regionsOperations. Contemporaneously with the execution of the sale and purchase agreement, we entered into an operating lease agreement in which we leased back approximately 31% of the facilities for a term of five years. The lease agreement allows for an option to disposerenew for additional terms, subject to the written agreement of while reducing costs and driving further efficiencies in our operations (the “Optimization Program”). Certain of these assets, as well as additional assets identified for sale during the current fiscal year, met the held for sale criteria as of September 30, 2022, and primarily relate to our fresh and value-added products segment. Included in the $61.3 million of assets held for sale as of September 30, 2022 were the following: $37.9 million is related to facilities and land in Middle East, $16.2 million consists of a facility and related assets in the United States, $4.0 million consists of facilities and farm land in South America, $2.2 million consists of a facility and related assets in Europe, and the remaining $1.0 million consists of farm land in Central America. These assets are recognized at the lower of cost or fair value less cost to sell. The fair value measurements for our held for sale assets are generally based on Level 3 inputs, which include information obtained from third-party appraisals.both parties.

During the nine months ended September 30, 2022,29, 2023, we completed the sale of an idle production facility in North America, which was previously held for sale. We received net proceeds of $6.9$23.0 million from the sale of assets previously held for salethis asset and recorded a gain of $7.0 million which is reflected in gain (loss) on disposal of property, plant and equipment, net and subsidiary on our Consolidated Statement of $1.8 million.Operations. Contemporaneously with the execution of the sale and purchase agreement, we entered into an operating lease agreement in which we leased back a portion of the facility for a term of 21 months.

During the nine months ended September 29, 2023, we completed the sale of our plastics business subsidiary in South America for total cash consideration of $17.0 million, and recorded a gain on sale of $3.8 million which is reflected in gain (loss) on disposal of property, plant and equipment, net and subsidiary on our Consolidated Statement of Operations. We received $14.0 million of the proceeds in July 2023 and the remaining $3.0 million will be received in three equal and successive semi-annual installments. At September 29, 2023, $2.0 million of the consideration is reflected in other accounts receivable on our Consolidated Balance Sheet while the remaining $1.0 million is reflected in other noncurrent assets. The total consideration associated with the sale is subject to customary post-closing adjustments. The assets and liabilities associated with this business were previously classified as held for sale as of the quarter ended March 31, 2023 and had a net carrying amount of $13.0 million at the time of closing.

In addition to the above asset sales, during the nine months ended September 29, 2023 we received proceeds of $12.2 million from the sale of other assets previously held for sale and recorded an additional gain of $7.1 million which is reflected in gain (loss) on disposal of property, plant and equipment, net and subsidiary on our Consolidated Statement of Operations.

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15.  Accumulated Other Comprehensive Loss

The following table includes the changes in accumulated other comprehensive loss by component (U.S. dollars in millions): 
Changes in Accumulated Other Comprehensive Loss by Component (1)
 Cash Flow HedgesForeign Currency Translation AdjustmentRetirement Benefit AdjustmentTotal
Nine months ended September 29, 2023
Balance at December 30, 2022Balance at December 30, 2022$6.0 $(36.0)$(11.5)$(41.5)
Other comprehensive income (loss)
before reclassifications
Other comprehensive income (loss)
before reclassifications
14.3 (3)(2.8)(2)— 11.5 
Amounts reclassified from accumulated
other comprehensive loss
Amounts reclassified from accumulated
other comprehensive loss
(5.2)

— 0.4 (4.8)
Net current period other comprehensive
income (loss)
Net current period other comprehensive
income (loss)
9.1 (2.8)0.4 6.7 
Balance at September 29, 2023Balance at September 29, 2023$15.1 $(38.8)$(11.1)$(34.8)
Changes in Accumulated Other Comprehensive Loss by Component (1)
 Cash Flow HedgesForeign Currency Translation AdjustmentRetirement Benefit AdjustmentTotal
Nine months ended September 30, 2022Nine months ended September 30, 2022
Balance at December 31, 2021Balance at December 31, 2021$(40.9)$(17.4)$(8.6)$(66.9)Balance at December 31, 2021$(40.9)$(17.4)$(8.6)$(66.9)
Other comprehensive income (loss)
before reclassifications
Other comprehensive income (loss)
before reclassifications
66.4 (3)(35.5)(2)0.2 31.1 Other comprehensive income (loss)
before reclassifications
66.4 (3)(35.5)(2)0.2 

31.1 
Amounts reclassified from accumulated
other comprehensive loss
Amounts reclassified from accumulated
other comprehensive loss
(10.4)

— 1.0 (9.4)Amounts reclassified from accumulated
other comprehensive loss
(10.4)— 1.0 (9.4)
Net current period other comprehensive
income (loss)
Net current period other comprehensive
income (loss)
56.0 (35.5)1.2 21.7 Net current period other comprehensive
income (loss)
56.0 (35.5)1.2 21.7 
Balance at September 30, 2022Balance at September 30, 2022$15.1 $(52.9)$(7.4)$(45.2)Balance at September 30, 2022$15.1 $(52.9)$(7.4)$(45.2)
Nine months ended October 1, 2021
Balance at January 1, 2021$(49.6)$(3.3)$(24.1)$(77.0)
Other comprehensive income (loss)
before reclassifications
10.2 (3)(9.2)(2)(1.9)

(0.9)
Amounts reclassified from accumulated
other comprehensive loss
2.1 (4)— 0.7 2.8 
Net current period other comprehensive
income (loss)
12.3 (9.2)(1.2)1.9 
Balance at October 1, 2021$(37.3)$(12.5)$(25.3)$(75.1)

(1) All amounts are net of tax and noncontrolling interest.
(2) Includes a losslosses of $11.0$2.7 million and $4.2$11.0 million for the nine months ended September 30, 202229, 2023 and nine months ended October 1, 2021,September 30, 2022, respectively, on intra-entity foreign currency transactions that are of a long-term-investment nature.
(3) Includes a tax effect of $(5.7)$1.5 million and $(1.9)$(5.7) million for the nine months ended September 30, 202229, 2023 and nine months ended October 1, 2021,September 30, 2022, respectively.
(4) Includes amounts reclassified for both designated and dedesignated cash flow hedges. Refer to the following table for the amounts of each.
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15.  Accumulated Other Comprehensive Loss (continued)

The following table includes details about amounts reclassified from accumulated other comprehensive loss by component (U.S. dollars in millions): 
Amount of (gain) loss reclassified from accumulated other comprehensive lossAmount of (gain) loss reclassified from accumulated other comprehensive loss
September 30, 2022October 1, 2021September 29, 2023September 30, 2022
Details about accumulated other comprehensive loss componentsDetails about accumulated other comprehensive loss componentsQuarter endedNine months endedQuarter endedNine months endedAffected line item in the statement where net income is presentedDetails about accumulated other comprehensive loss componentsQuarter endedNine months endedQuarter endedNine months endedAffected line item in the statement where net income is presented
Cash flow hedges:Cash flow hedges:Cash flow hedges:
Designated as hedging instruments:Designated as hedging instruments:Designated as hedging instruments:
Foreign currency cash flow hedgesForeign currency cash flow hedges$(10.4)$(19.8)$(1.5)$(0.8)Net salesForeign currency cash flow hedges$(1.0)$(1.2)$(10.4)$(19.8)Net sales
Foreign currency cash flow hedgesForeign currency cash flow hedges(0.2)3.9 (0.6)— Cost of products soldForeign currency cash flow hedges0.1 2.2 (0.2)3.9 Cost of products sold
Interest rate swapsInterest rate swaps0.7 5.5 2.8 8.5 Interest expenseInterest rate swaps(2.3)(6.2)0.7 5.5 Interest expense
Bunker fuel swaps no longer designated as hedging instruments— — (1.4)(4.6)Cost of products sold
Bunker fuel swaps no longer designated as hedging instruments— — — (1.0)Other expense, net
TotalTotal$(9.9)$(10.4)$(0.7)$2.1 Total$(3.2)$(5.2)$(9.9)$(10.4)
Amortization of retirement benefits:Amortization of retirement benefits:Amortization of retirement benefits:
Actuarial lossesActuarial losses0.2 0.6 0.2 0.7 Other expense, netActuarial losses0.1 0.4 0.2 0.6 Other expense, net
Curtailment and settlement lossesCurtailment and settlement losses0.4 0.4 — — Other expense, netCurtailment and settlement losses— — 0.4 0.4 Other expense, net
TotalTotal$0.6 $1.0 $0.2 $0.7 Total$0.1 $0.4 $0.6 $1.0 

16.  Shareholders’ Equity
 
Our shareholders have authorized 50,000,000 preferred shares at $0.01 par value, of which none are issued or outstanding at September 30, 2022,29, 2023, and 200,000,000 ordinary shares at $0.01 par value, of which 47,836,33948,126,478 are issued and outstanding at September 30, 2022.29, 2023.

The below is a summary of the dividends paid per share during the nine months ended September 29, 2023 and September 30, 2022 and October 1, 2021.2022. These dividends were declared and paid within the same fiscal quarter.
Nine months ended
September 30, 2022October 1, 2021
Dividend Payment DateCash Dividend per Ordinary ShareDividend Payment DateCash Dividend per Ordinary Share
September 9, 2022$0.15 September 10, 2021$0.15 
June 10, 20220.15 June 11, 20210.10 
April 1, 20220.15 April 2, 20210.10 
Nine months ended
September 29, 2023September 30, 2022
Dividend Payment DateCash Dividend per Ordinary ShareDividend Payment DateCash Dividend per Ordinary Share
September 8, 2023$0.20 September 9, 2022$0.15 
June 9, 2023$0.20 June 10, 2022$0.15 
March 31, 2023$0.15 April 1, 2022$0.15 

We paid $26.4 million in dividends during the nine months ended September 29, 2023 and $21.5 million in dividends during the nine months ended September 30, 2022 and $16.6 million in dividends during the nine months ended October 1, 2021.2022.

On November 1, 2022,October 31, 2023, our Board of Directors declared a quarterly cash dividend of fifteentwenty cents ($0.15)0.20) per share, payable on December 9, 2022,8, 2023, to shareholders of record on November 16, 2022.15, 2023.

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FRESH DEL MONTE PRODUCE INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited)

17. Redeemable Noncontrolling Interest Acquisition

As part of the Mann Packing acquisition in 2018, we acquired a put option exercisable by the 25% shareholder of one of the acquired subsidiaries. The put option allowed the noncontrolling shareholder to sell its 25% noncontrolling interest to us for a multiple of the subsidiary's adjusted earnings. As the put option was outside of our control, the carrying value of the 25% noncontrolling interest was presented as a redeemable noncontrolling interest outside of permanent equity on our Consolidated Balance Sheet. At each reporting period, the redeemable noncontrolling interest was recognized at the higher of (1) the initial carrying amount adjusted for accumulated earnings and distributions or (2) the contractually-defined redemption value as of the balance sheet date.

During the quarter ended June 30, 2023, the noncontrolling shareholder exercised its put option right and accordingly, the Company closed the purchase of the remaining 25% of this subsidiary for $5.2 million in cash consideration. The transaction was accounted for as an equity transaction, with the differential between the redeemable noncontrolling interest carrying amount at the time of closing and the cash purchase price being recognized as a $42.7 million increase in paid-in capital within shareholders' equity on our Consolidated Balance Sheet.
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Item 2.        Management's Discussion and Analysis of Financial Condition and Results of Operations
 
Overview
 
We are one of the world’s leading vertically integrated producers, marketers and distributors of high-quality fresh and fresh-cut fruit and vegetables, as well as a leading producer and marketer of prepared fruit and vegetables, juices, beverages and snacks in Europe, Africa and the Middle East. We market our products worldwide under the Del Monte® brand, a symbol of product innovation, quality, freshness and reliability since 1892. Our major sales markets are organized as follows: North America, Europe, the Middle East (which includes North Africa) and Asia. Our global sourcing and logistics system allows us to provide regular delivery of consistently high-quality produce and value-added services to our customers. Our major producingproduction operations are located in North, Central and South America, Asia and Africa.

Our business is comprised of three reportable segments, two of which represent our primary businesses of fresh and value-added products and banana, and one that represents our other ancillary businesses.

Fresh and value-added products - includes pineapples, fresh-cut fruit, fresh-cut vegetables (which includes fresh-cut salads), melons, vegetables, non-tropical fruit (including grapes, apples, citrus, blueberries, strawberries, pears, peaches, plums, nectarines, cherries, and kiwis), other fruit and vegetables, avocados, and prepared foods (including prepared fruit and vegetables, juices, other beverages, and meals and snacks).

Banana

Other products and services - includes our ancillary businesses consisting of sales ofthird-party freight and logistic services business and our Jordanian poultry and meat products, a plastic product business, and third-party freight services.meats business.

Our vision is to inspire healthy lifestyles through wholesome and convenient products. Our strategy is founded on six goals:

strategy.jpg

Current Macroeconomic Environment and Inflation Impact

DuringSince fiscal year 2021, we beganhave been experiencing inflationary and cost pressures due to volatility and disruption in the global economy. These conditions,economy which have increased our production and distribution costs have been driven bydue to a multitude of external factors including the ongoing COVID-19 pandemic.factors. Specifically, costs of packaging materials, fertilizers, labor, fuel, and ocean and inland freight have been significantly increasing,increased, and continue to adversely affect our profitability inand operating cash flows during the current fiscal year. We are also experiencing pressure on our supply chain dueexpect inflationary pressures to strained transportation capacity and lack of sufficient labor availability.persist throughout 2023, although at lower levels than experienced in 2022.

In addition, the invasion of Ukraine by Russia in early 2022 has led to further economic disruption. While we do not operate in Ukraine and while our operations in Russia are not material, the conflict has exacerbated inflationary cost, supply chain and logistical pressures which have negatively impacted our business.

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In response to these persisting inflationary and cost pressures, we began institutinginstituted price increases on the majority of our products during the latter part of 2021.products. Additionally, certain of our contracts for key products include contractually indexed fuel and freight surcharges that vary depending on commodity pricing. While weWe expect that these inflation-justified price increases and surcharges will continue to help mitigate our increased costs.

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Greece Flooding

We incurred costs related to severe floods caused by heavy rainstorms in Greece during the third quarter of 2023, which impacted our gross profit continues to be negatively impacted by these unfavorable market conditions as reflectedseasonal production facility. As a result, we recorded inventory write-off and clean-up costs of $8.4 million, (net of $3.0 million insurance reimbursement receivable) in our financial results forcost of products sold and also recorded impairment and write-off of property and equipment damage of $0.9 million in asset impairment and other charges (credits), net, during both the third quarter of 2023 and the first nine months of 2022. We believe these factors will continue2023. The Company has flood insurance for the seasonal production facility and is in the process of submitting claims to impact our financial performance in future periods.its insurer for reimbursement. The Company is also seeking government assistance for emergency disaster relief.

Optimization Program

During fiscal 2020, we performedbegan a comprehensive review of our asset portfolio, which we continuously update, aimed at identifying non-strategic and underutilized assets to dispose of while reducing costs and driving further efficiencies in our operations (hereon referred to as the “Optimization Program”).operations. As a result of the review, we identified assets across all of our regions, primarily consisting of underutilized facilities and land, which we made a strategic decision to sell for total anticipated cash proceedssell. During the first nine months of approximately $100.0 million. As2023, we completed the sales of September 30, 2022, we have received cash proceeds of $64.6 millionvarious assets including two distribution centers and related assets in connection with asset sales under the Optimization Program (approximately $57.0 million of which was received during fiscal years 2020Saudi Arabia, an idle production facility in North America, our plastics business subsidiary, and 2021). Due to challenging market conditions which have resultedland assets in delays of some of the asset sales, in part driven by COVID-19 travel restrictions, the completion of the program has extended beyond the originally anticipated timeframe.South and Central America.

Income Taxes

In connection with the examination of the tax returns in two foreign jurisdictions, the taxing authorities have issued income tax deficiencies related to transfer pricing aggregating approximately $144.3$160.3 million (including interest and penalties) for tax years 2012 through 2016. We strongly disagree with the proposed adjustments and have filed a protest with each of the taxing authorities as we believe that the proposed adjustments are without technical merit.authorities.

In one of the foreign jurisdictions, we are currently contesting tax assessments related to the 2012-2015 audit years and the 2016 audit year in both the administrative court and the judicial court. During 2019 and 2020, we filed actions contesting the tax assessment in the administrative office. Our initial challenge to each of these tax assessments was rejected, and we subsequently lost our appeals at the administrative court. We have subsequently filed actions to contest each of these tax assessments in the country’s judicial courts. In addition, we have filed a request for injunction to the judicial court to stay the tax authorities' collection efforts for these two tax assessments, pending final judicial decisions. The court granted our injunction with respect to the 2016 audit year, however denied our injunction with respect to the 2012-2015 audit years. We timely appealed the denial of the injunction, and on August 10, 2022 the appellate court overturned the denial and granted our injunction for the 2012-2015 audit years. Pursuant to local law, we registered real estate collateral with an approximate fair market value of $6.0$7.0 million in connection with the grant of the 2016 audit year injunction. This real estate collateral has a net book value of $3.8 million as of the quarter ended September 30, 2022.29, 2023. In addition, in connection with the grant of the 2012-2015 audit year injunction, we registered real estate collateral with an approximate fair market value of $24.0$28.5 million, and a net book value of $4.6 million as of the quarter ended September 30, 2022.29, 2023. The registration of this real estate collateral does not affect our operations in the country.

In the other foreign jurisdiction, the administrative court denied our appeal, and on March 4, 2020 we filed an action in the judicial court to contest the administrative court's decision. The case is still pending.

We will continue to vigorously contest the adjustments and intend to exhaust all administrative and judicial remedies necessary in both jurisdictions to resolve the matters, which could be a lengthy process.
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RESULTS OF OPERATIONS

Consolidated Financial Results

The following summarizes the more significant factors impacting our operating results for the 13-week and 39-week periods ended September 29, 2023 (also referred to as the “third quarter of 2023” and “first nine months of 2023,” respectively) and September 30, 2022 (also referred to as the “third quarter of 2022” and "first“first nine months of 2022," respectively) and October 1, 2021 (also referred to as the “third quarter of 2021” and "first nine months of 2021," respectively).

Quarter endedNine months endedQuarter endedNine months ended
September 30,
2022
October 1,
2021
September 30,
2022
October 1,
2021
September 29,
2023
September 30,
2022
September 29,
2023
September 30,
2022
Net salesNet sales$1,053.5 $1,004.8 $3,402.4 $3,234.6 Net sales$1,003.1 $1,053.5 $3,312.1 $3,402.4 
Gross profitGross profit88.0 48.9 258.5 264.0 Gross profit74.4 88.0 288.2 258.5 
Selling, general and administrative expensesSelling, general and administrative expenses46.8 48.0 139.3 148.3 Selling, general and administrative expenses48.1 46.8 142.6 139.3 
Operating incomeOperating income51.0 1.3 125.1 120.2 Operating income25.4 51.0 171.9 125.1 

Net sales - Net sales for the third quarter of 2022 increased by $48.72023 were $1,003.1 million, or 5%, when compared with $1,053.5 million in the third quarter of 2021, and increased by $167.8 million, or 5%,2022. Net sales for the first nine months of 2022 when2023 were $3,312.1 million, compared with $3,402.4 million in the first nine months of 2021. Net2022. In both periods, the impact to net sales duringwas primarily driven by lower sales volume in the fresh and value-added products segment and a decrease in sales in the other products and services segment due to softened global demand in our third-party ocean freight business, coupled with a weaker Japanese yen. Partially offsetting the net sales variance for the third quarter of 2023 were higher selling prices of non-tropical fruit and fresh-cut fruit and higher volumes and higher per unit selling prices of avocados. Partially offsetting the net sales variance for the first nine months of 2022 benefited from inflation-justified price increases. The increase in net2023 were higher sales in both periods was partially offset by the negative impactvolume of fluctuations in exchange rates primarily versus the euro, Japanese yen, Korean wonbananas and British pound compared with the prior-year periods. The negative impacthigher selling prices of fluctuations in exchange rates was partially mitigated by our foreign currency hedges.bananas, pineapples, and fresh-cut fruit.

Gross profit - Gross profit for the third quarter of 2022 increased to $88.02023 was $74.4 million, compared with $48.9$88.0 million in the prior-year period, driven by higher gross profit in all of our business segments. The increase in gross profit primarily relates to higher consolidated net sales and product mix in our fresh and value-added products segment. Partially offsetting the higher gross profit were (1) unfavorable fluctuations in exchange rates which negatively impacted gross profit by $13.9 million during the third quarter of 20222022. Gross profit was impacted by lower sales volume across most products, a stronger Costa Rican colon and (2) higher per unitMexican peso, and the inventory write-off and clean-up costs related to the flooding of a seasonal production facility in Greece due to heavy rainstorms, partially offset by lower distribution and distribution costs, including costs of packaging materials, fertilizers, ocean and inland freight fuel and labor as a result of broad-based inflationary, supply chain, and logistical cost pressures. Due to these factors, grosscosts. Gross profit for the first nine months of 2022 decreased2023 increased by 11% to $258.5$288.2 million, compared with $264.0$258.5 million in the prior-year period despitefirst nine months of 2022. The increase was primarily driven by higher net sales.sales volume and selling price of bananas, partially offset by lower sales volume in the fresh and value-added products segment and our third-party ocean freight business due to softened market demand.

Gross profit for the third quarter of 2023 included $8.4 million of other product-related charges comprised primarily of an inventory write-off and clean-up costs related to the flooding of a seasonal production facility in Greece due to heavy rainstorms. For the first nine months of 2023, other product-related charges also included inventory write-offs of $1.8 million, primarily related to the sale of two distribution centers in Saudi Arabia in the first quarter of 2023. There were no other product-related charges in the third quarter of 2022 or the first nine months of 2022.

Selling, general and administrative expenses - Selling, general and administrative expenses decreased by $1.2 million, or 3%, infor the third quarter of 20222023 increased by $1.3 million, or 3%, when compared with the third quarter of 2021,2022, primarily as a result of lower advertising expenses. Selling, general and administrative expenses decreased by $9.0 million, or 6%, indue to higher employee compensation. For the first nine months of 20222023, selling, general and administrative expenses increased by $3.3 million, or 2%, when compared with the first nine months of 2021, mainly due to both lower2022 primarily driven by higher advertising and administrativepromotional expenses, in the current year.professional services costs, and employee compensation.

Gain (loss) on disposal of property, plant and equipment, net and subsidiary - The gain (loss) on disposal of property, plant and equipment, net and subsidiary for the third quarter of 2023 of $1.6 million primarily included a gain of $2.4 million related to the sale of a carrier vessel, partially offset by the loss related to the disposals of a farm in the Philippines and a plantation in Costa Rica. For the first nine months of 2023, gain (loss) on disposal of property, plant and equipment, net and subsidiary was $35.8 million and also included a $20.5 million gain on the sale of two distribution centers and related assets in Saudi Arabia, a $7.0 million gain on the sale of an idle production facility in North America, and a $3.8 million gain on the sale of our plastics business subsidiary in South America and gains on the sales of land assets in South and Central America. Partially offsetting the net gain was a loss on the disposal of low-yielding banana crops in Central America.

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For the first nine months of 2022, gain (loss) on disposal of property, plant and equipment, net and subsidiary of $(2.2) million primarily related to a loss on the disposal of low-yielding banana plants in Central America, partially offset by a $1.4 million gain on the sale of vacant land in Mexico. The gain (loss) on disposal of property, plant and equipment, net of $0.5 million during the third quarter of 2021 primarily related to sale of assets in the Middle East and Europe. For the first nine months of 2021, gain (loss) on disposal of property, plant and equipment, net of $4.2 million also included a $2.4 million gain on the sale of a refrigerated vessel and a $1.1 million gain on the sale of vacant land in the Middle East.

Asset impairment and other (credits) charges, net - Asset impairment and other (credits)charges, net of $2.5 million in the third quarter of 2023 primarily consisted of impairment charges due to low-yielding banana farms in the Philippines of $3.7 million, property, plant and equipment damage of $0.9 million due to severe flooding caused by heavy rainstorms in Greece, and impairment of right-of-use asset in South America of $0.7 million, partially offset by insurance reimbursement and other credits of $2.8 million in connection with a cybersecurity incident which occurred during early 2023. In addition, the first nine months of 2023 also included impairment charges due to low productivity grape vines in South America, idle land in Central America, and expenses incurred in connection with a cybersecurity incident which occurred during early 2023. The incident temporarily impacted certain of our operational and information technology systems. We were able to promptly recover our critical operational data and business systems and accordingly, the incident did not have a material impact on our financial results for the first nine months of 2023 and is not expected to have a material impact on future quarters. However, we did incur incremental costs primarily related to the engagement of specialized legal counsel and other incident response advisors.

Asset impairment and other charges, net of $(9.8) million during the third quarter of 2022 primarily consisted of a $(9.9) million reduction to our environmental liability for the Kunia Well Site clean-up in Hawaii. For the first nine months of 2022, asset impairment and other (credits) charges, net of $(8.1) million also included severance expensesexpense in connection with (1)(i) the departure of our former President and Chief Operating Officer and (2)(ii) the planned exit from a European facility.

Asset impairment and other (credits) charges, net of $(0.3) million for the first nine months of 2021 primarily included a $0.8 million insurance recovery associated with hurricane damage to fixed assets in Guatemala, partially offset by an impairment charge related to low-yielding banana plants in the Philippines and severance expense related to the exit from a facility in Europe.


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Operating income - Operating income increaseddecreased by $49.7$25.6 million in the third quarter of 2023 when compared with third quarter of 2022, primarily due to lower gross profit, damage related to the floods in Greece, and impairment charges due to certain low-yielding banana farms in the Philippines. Operating income for the first nine months of 2023 increased by $4.9$46.8 million inwhen compared with the first nine months of 2022, when compared with the respective prior-year periods. The increase in operating income in the third quarter of 2022 was primarily driven by higher gross profit andcombined with the Kunia Well Site liability adjustment discussed above. The increase in operating income in the first nine monthsfavorable impact of 2022 was primarily due to lower selling, general, and administrative expenses and the Kunia Well Site liability adjustment, partially offset by the net impact of disposalsgain on disposal of property, plant, and equipment as well as lower gross profit.and the plastics business subsidiary, partially offset by higher asset impairment and other charges, net.

Interest expense - Interest expense was higher in$6.0 million for the third quarter andof 2023, compared with $6.2 million for the third quarter of 2022. Interest expense for the first nine months of 2023 increased by $3.2 million to $20.5 million, compared to $17.3 million for the first nine months of 2022, when compared with the prior-year periods, due to higher interest rates, and higherpartially offset by lower average debt balances.

Other expense, net - Other expense, net increaseddecreased by $7.3$2.0 million in the third quarter of 20222023, when compared with the third quarter of 2021, mainly2022, primarily due to higherlower foreign currency relatedcurrency-related losses. For the first nine months of 2022,2023, other expense, net increased by $10.1$7.0 million when compared with the first nine months of 2021, primarily as a result of2022, mainly due to higher foreign currency related losses and the prior-year period including a gain related to fuel derivatives thatwhich were no longer designated as hedging instruments.primarily driven by unrealized losses on balance sheet remeasurement.

Income tax provision (benefit) - Income tax provision (benefit) was $4.1 million for the third quarter of 2023 compared with $3.3 million for the third quarter of 2022, compared with $(6.6)and was $24.9 million for the third quarterfirst nine months of 2021, and was2023 compared with $13.9 million for the first nine months of 2022 compared with $9.1 million for the first nine months of 2021.2022. The increase in the income tax provision in both the third quarter and first nine months of 20222023 was primarily due to increased earnings in certain higher tax jurisdictions combined with the tax effect related to the sale of our plastics business subsidiary in South America during the second quarter of 2023. Additionally, the increase in the income tax provision for the nine months ended September 29, 2023 also reflects the tax effects of our asset sales in Saudi Arabia and North America during the first quarter of the year. The income tax provision for both the third quarter of 2022 and the first nine months of 2022, included the impact of a $1.5 million provision recognized in the third quarter ofended September 30, 2022 relating to a change in our assertion that certain foreign earnings are no longer deemed permanently reinvested. The income tax provision for the first nine months of 2021 included a $0.8 million benefit associated with the net operating loss carryback provision of the Coronavirus Aid, Relief and Economic Security (CARES) Act enacted in March 2020.

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Financial Results by Segment

The following table presents net sales and gross profit by segment (U.S. dollars in millions), and in each case, the percentage of the total represented thereby and gross margin percentage:

Quarter ended Quarter ended
September 30, 2022October 1, 2021 September 29, 2023September 30, 2022
Segment SegmentNet SalesGross ProfitGross MarginNet SalesGross ProfitGross Margin SegmentNet SalesGross ProfitGross MarginNet SalesGross ProfitGross Margin
Fresh and value-added productsFresh and value-added products$599.8 57 %$55.1 62 %9.2 %$601.2 60 %$41.6 85 %6.9 %Fresh and value-added products$574.0 57 %$36.2 49 %6.3 %$599.8 57 %$55.1 62 %9.2 %
BananaBanana388.4 37 %22.6 26 %5.8 %365.3 36 %3.7 %1.0 %Banana384.7 38 %31.9 43 %8.3 %388.4 37 %22.6 26 %5.8 %
Other products and servicesOther products and services65.3 %10.3 12 %15.7 %38.3 %3.6 %9.4 %Other products and services44.4 %6.3 %14.2 %65.3 %10.3 12 %15.7 %
TotalsTotals$1,053.5 100 %$88.0 100 %8.3 %$1,004.8 100 %$48.9 100 %4.9 %Totals$1,003.1 100 %$74.4 100 %7.4 %$1,053.5 100 %$88.0 100 %8.3 %
Nine months ended Nine months ended
September 30, 2022October 1, 2021 September 29, 2023September 30, 2022
Net SalesGross ProfitGross MarginNet SalesGross ProfitGross Margin Net SalesGross ProfitGross MarginNet SalesGross ProfitGross Margin
Fresh and value-added productsFresh and value-added products$2,004.9 59 %$148.9 58 %7.4 %$1,906.0 59 %$152.1 58 %8.0 %Fresh and value-added products$1,895.0 57 %$145.3 50 %7.7 %$2,004.9 59 %$148.9 58 %7.4 %
BananaBanana1,216.1 36 %82.6 32 %6.8 %1,210.2 37 %101.8 38 %8.4 %Banana1,258.6 38 %125.7 44 %10.0 %1,216.1 36 %82.6 32 %6.8 %
Other products and servicesOther products and services181.4 %27.0 10 %14.9 %118.4 %10.1 %8.5 %Other products and services158.5 %17.2 %10.9 %181.4 %27.0 10 %14.9 %
TotalsTotals$3,402.4 100 %$258.5 100 %7.6 %$3,234.6 100 %$264.0 100 %8.2 %Totals$3,312.1 100 %$288.2 100 %8.7 %$3,402.4 100 %$258.5 100 %7.6 %




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Third Quarter of 20222023 Compared with Third Quarter of 20212022

Fresh and value-added products

Net sales for the third quarter of 2022 remained relatively in line when2023 were $574.0 million, compared with $599.8 million in the prior-year period. The segment realized higher net sales across key product categories, including pineapple and fresh-cut fruits, driven by inflation-justified price increases. The increase was predominantly offset by lower net sales of avocados and fresh-cut vegetablesperiod, primarily as a result of lower sales volume. Netvolumes of non-tropical fruit, pineapple, fresh-cut fruit, and fresh-cut vegetables as well as prepared foods, partially offset by higher per unit selling prices of non-tropical fruit, fresh-cut fruit, and pineapple product categories combined with higher sales were also negatively impacted by fluctuations in exchange rates in Europevolume and Asia.higher per unit selling price of avocados.

Gross profitfor the third quarter of 2022 increased to2023 was $36.2 million, compared with $55.1 million from $41.6in the prior-year period. Gross profit variance was primarily due to higher production and procurement costs of most products, partially due to a stronger Costa Rican colon and Mexican peso along with, lower net sales volume, partially offset by higher selling prices and lower ocean freight costs.

Gross profit for the third quarter of 2023 included $8.4 million of other product-related charges comprised primarily of inventory write-off and clean-up costs tied to the flooding of a seasonal production facility in Greece due to heavy rainstorms. There were no other product-related charges in the third quarter of 2021. Segment gross profit benefited from product mix of higher-margin categories, including pineapples and prepared food products. The increase in gross profit2022. Gross margin was partially offset by higher costs across the board. Specifically, higher costs of packaging materials, fertilizers, ocean and inland freight, fuel and labor impacted per unit production and distribution costs. Due to these factors, gross margin increased to 9.2%6.3%, compared with 6.9%9.2% in the prior-year period.

Banana

Net sales for the third quarter of 2022 increased by $23.12023 were $384.7 million, or 6%, when compared with $388.4 million in the prior-year period. The increaseperiod, primarily as a result of lower selling prices and sales volume in netNorth America, mostly offset by higher sales relates to highervolume and per unit salesselling prices due to a combination of (1) inflation-justified price increases, (2) contractually indexed fuel and freight surcharges within certain of our contracts, (3) our strategic sourcing decisions in response to market conditions, and (4) atypical seasonally low industry supply in certain markets in the third quarter of 2022. Conversely, in the third quarter of 2021 the banana segment was impacted by excess industry supply in the marketplace. The increase was partially offset by the negative impact of fluctuations in exchange rates in Europe and Asia.Europe.

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Gross profit for the third quarter of 20222023 was $22.6$31.9 million, compared with $3.7$22.6 million in the prior-year period. The increase in gross profit was primarily drivenimpacted by higher net sales,lower distribution, ocean freight, and product costs, partially offset by higher per unit distribution costs, including ocean and inland freight, and higher per unit production costs. As a result of these factors, grossstronger Costa Rican colon. Gross margin increased to 5.8%8.3%, compared with 1.0%5.8% in the prior-year period.

Other products and services

Net sales for the third quarter of 2022 increased by $27.02023 were $44.4 million, or 70%, when compared with $65.3 million in the prior-year period, mainly due to higherlower net sales of third-party ocean freight services. Our fleet of vessels has enabled the expansion of our commercial cargo services which are benefiting from elevated shipping rates and demand due to market logistical conditions.softened global demand.

Gross profit increased by $6.7was $6.3 million due to higher net salesfor the third quarter of third-party freight services. As2023, compared with $10.3 million in the prior-year period, primarily as a result grossof lower third-party ocean freight services net sales. Gross margin increaseddecreased to 15.7%14.2% from 9.4%15.7% in the prior-year period.

First Nine Months of 20222023 Compared with First Nine Months of 20212022

Fresh and value-added products

Net sales for the first nine months of 2022 increased by $98.92023 were $1,895.0 million, or approximately 5%, when compared with $2,004.9 million in the prior-year period. The increase inimpact to net sales was primarily driven by lower sales volume of most products and lower per unit selling prices of avocados, partially offset by higher per unit salesselling prices across all product categories. Sales volume remained relatively in line with the prior-year period. The increase in net sales was partially offset by the negative impact of fluctuations in exchange rates in Europe and Asia.most products.

Gross profit for the first nine months of 20222023 was $148.9$145.3 million, compared with $152.1$148.9 million in the prior-year period. The decrease inimpact to gross profit compared with the prior-year period was mainly due to lower gross profit on (i) non-tropical fruit, primarily driven by the lack of availability of third-party shipping capacity on certain shipping routes, (ii) avocados, mainly related to market volatility, and (iii) melons. Additionally, despite higherlower net sales, gross profit forinventory write-off in prepared foods due to the segment continued to be negatively impactedflooding in Greece, and a stronger Costa Rican colon and Mexican peso, partially offset by ongoing cost pressures, which resulted in higher per unit productionlower ocean freight and distribution costs, including ocean and inland freight. As a result, grosscosts. Gross margin decreasedincreased to 7.4%7.7%, compared with 8.0%7.4% in the prior-year period.

Gross profit infor the fresh and value-added products segmentfirst nine months of 2023 included $4.7$10.1 million of other product-related charges in the first nine months of 2021 comprised of $3.4$8.4 million of inventory write-off and clean-up costs tied to the flooding of a seasonal production facility in non-tropical fruit inventory write-offs relatedGreece due to inclement weather in Chileheavy rainstorms and a $1.3$1.8 million inventory write-off incurreddue to the sale of two distribution centers in the Middle East.Saudi Arabia. There were no other product-related charges in the first nine months of 2022.


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Banana

Net sales for the first nine months of 2022 increased by $5.92023 were $1,258.6 million, or approximately 1%, when compared with $1,216.1 million in the prior-year period. The increase in net sales for the first nine months of 2022 was mainlyprimarily driven by higher netper unit selling prices and sales volume in the third quarter of 2022 due to the factors discussed above. The increase was partially offset by the negative impact of fluctuations in exchange rates in Europe and Asia.Europe.

Gross profit for the first nine months of 20222023 was $82.6$125.7 million, compared with $101.8$82.6 million in the prior-year period. The decreaseincrease in gross profit was primarily driven by lowerhigher per unit selling prices and sales volume and lower per unit distribution and ocean freight costs. Gross profit was partially offset by higher per unit production and distributionprocurement costs including ocean and inland freight. The decrease was partially offset by improved gross profit indue to continued inflationary input costs through the third quarterfirst half of 2022the year combined with a stronger Costa Rican colon. Gross margin increased to 10.0%, compared with the prior-year period. As a result of these factors, gross margin decreased to 6.8% compared with 8.4% in the prior-year period.

Gross profit for the banana segment included a $1.2 million net insurance recovery in the first nine months of 2021 associated with hurricane damage in Central America in the fourth quarter of 2020. There were no other product-related charges in the first nine months of 2022.

Other products and services

Net sales for the first nine months of 2022 increased by $63.02023 were $158.5 million, or 53%, when compared with $181.4 in the prior-year period mainly due to higherlower net sales of third-party ocean freight services. Our fleet of vessels has enabled the expansion of our commercial cargo services, which are benefiting from elevated shipping rates and demand due to market logistical conditions.softened global demand.

Gross profit increased by $16.9for the first nine months of 2023 was $17.2 million, due to higher net sales of third-party freight services. Ascompared with $27.0 million in the prior-year period as a result grossof lower net sales. Gross margin increaseddecreased to 14.9%10.9% from 8.5%14.9% in the prior-year period.

Liquidity and Capital Resources

Fresh Del Monte Produce Inc. is a holding company with limited business operations of its own. Fresh Del Monte Produce Inc.'swhose only significant asset is the outstanding capital stock of our subsidiaries that directly or indirectly own all of our assets. We conduct all of our business operations through our subsidiaries. Accordingly, our only source of cash to pay our obligations, other than financings, depends primarily on the net earnings and cash flow generated by these subsidiaries.

Our primary sources of cash flow are net cash provided by operating activities and borrowings under our credit facility. Our
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primary uses of net cash flow are capital expenditures to increase our productivity and expand our product offerings and geographic reach.reach, dividends, and servicing outstanding indebtedness. We may also, from time to time, prepay outstanding indebtedness on our credit facility, acquire assets or businesses, or make investments in businesses that we believe are complementary to our operations and long-term strategy.

A summary of our cash flows is as follows (U.S. dollars in millions):
Nine months ended
September 30, 2022October 1, 2021
Summary cash flow information:
Net cash provided by operating activities$105.7 $151.6 
Net cash used in investing activities(37.6)(67.2)
Net cash used in financing activities(57.0)(86.7)
Effect of exchange rate changes on cash0.7 4.8 
Net increase in cash and cash equivalents11.8 2.5 
   Cash and cash equivalents, beginning16.1 16.5 
   Cash and cash equivalents, ending27.9 19.0 





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Nine months ended
September 29, 2023September 30, 2022
Summary cash flow information:
Net cash provided by operating activities$180.1 $105.7 
Net cash provided by (used in) investing activities69.9 (37.6)
Net cash used in financing activities(191.2)(57.0)
Effect of exchange rate changes on cash1.9 0.7 
Net increase in cash and cash equivalents60.7 11.8 
   Cash and cash equivalents, beginning17.2 16.1 
   Cash and cash equivalents, ending$77.9 $27.9 

Operating Activities

Net cash provided by operating activities was $180.1 million for the first nine months of 2023 compared with $105.7 million for the first nine months of 2022, compared with $151.6 million for the first nine monthsan increase of 2021, a decrease of $45.9$74.4 million. The decreaseincrease was primarily attributable to working capital fluctuations, mainly driven by accounts payable(i) lower levels of raw materials and accrued expenses, and lower net income.

At September 30, 2022, we had working capital of $558.5 million compared with $467.2 million at December 31, 2021, an increase of $91.3 million. Thepackaging supplies inventory in the current year period due to a strategic increase in working capital was mainly due to higher levels of (1) assets held for sale, (2) inventory, as we proactively increased supplies of key raw and packaging materialsin the prior year to secure costs and availability and (3) prepaid(ii) higher net income. Partially offsetting the increase were lower levels of accounts payable and accrued expenses, primarily due to the timing of period end payments to suppliers.

At September 29, 2023, we had working capital of $587.7 million, compared with $634.4 million at December 30, 2022, a decrease of $46.7 million. The decrease in working capital was primarily due to lower levels of (i) raw materials and other currentpackaging supplies inventory, (ii) growing crop inventory, primarily due to seasonal variations, and (iii) assets held for sale. Partially offsetting the decrease in working capital was (a) lower levels of accounts payable and accrued expenses, mainly relateddriven by the timing of period end payments to our foreign currency hedges.suppliers and (b) a higher balance of cash on hand.

Investing Activities

Net cash used inprovided by investing activities for the first nine months of 20222023 was $37.6$69.9 million, compared with $67.2net cash used in investing activities of $37.6 million for the first nine months of 2021. 2022. Net cash provided by investing activities for the first nine months of 2023 primarily consisted of proceeds from the sale of property, plant and equipment and subsidiary of $115.5 million which mainly related to the sales of two distribution centers in Saudi Arabia, an idle production facility in North America, and land assets in South and Central America and proceeds from the sale of our plastics business subsidiary in South America for total purchase consideration of $17.0 million, of which we received $14.0 million. The remaining $3.0 million will be received in three equal and successive semi-annual installments, subject to customary post-closing adjustments.

Partially offsetting the net cash provided by investing activities for the first nine months of 2023 were capital expenditures of $40.7 million which mainly included expenditures related to (i) improvements to our pineapple operations in Central America and Kenya, (ii) investments in our operations and production facilities in North America benefiting both our fresh and value-added products and banana segments, including expenditures related to automation and technology initiatives, (iii) investments in our production facilities in the Middle East benefiting our poultry and meats business, and (iv) improvements to our value-added production facilities in Europe and the Middle East. Net cash provided by investing activities for the first nine months of 2023 also reflects $4.4 million in investments in unconsolidated companies in the food and nutrition sector that align with our long-term strategy and vision.

Net cash used in investing activities for the first nine months of 2022 primarily consisted of capital expenditures of $35.8 million, which mainly included expenditures related to (1)(i) improvements to our banana operations in Central America, (2)(ii) improvements to our operations and production facilities including operational investments in automation and data-driven technology primarily benefiting our fresh and value-added products segment, and (3)
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(iii) improvements to our pineapple operations in Central America and Kenya. Net cash used in investing activities for the first nine months of 2022 also reflects $9.3 million in investments in unconsolidated companies in the food and nutrition sector that align with our long-term strategy and vision.companies. Partially offsetting the net cash used in investing activities were proceeds from the sale of property, plant and equipment of $7.6 million, primarily relating to the sale of vacant land in Mexico.

Net cash used in investing activities for the first nine months of 2021 primarily consisted of capital expenditures of $83.4 million, mainly related to (1) the purchase of our refrigerated container ships, the final two of which were received during the first nine months of 2021, (2) expansion and improvements to facilities in North America and Asia, related to both our banana and fresh and value-added products segments, and (3) improvements to our banana operations in Central America. Partially offsetting the net cash used in investing activities were $12.5 million in proceeds from the sale of property, plant and equipment which mainly related to the sales of surplus land in the Middle East, South America, and Central America, and a vessel. In addition, proceeds from the settlement of derivative instruments no longer designated in hedging relationships of $4.6 million contributed to the offset in net cash used in investing activities.

Financing Activities

Net cash used in financing activities for the first nine months of 20222023 was $57.0$191.2 million, compared with $86.7$57.0 million for the first nine months of 2021. 2022. Net cash used in financing activities for the first nine months of 2023 primarily consisted of (i) net repayments on debt of $138.8 million, (ii) dividends paid of $26.4 million, (iii) distributions to noncontrolling interests of $17.9 million, including a distribution to our minority partner in Saudi Arabia in connection with the sale of the two distribution centers completed in the first quarter of 2023, and (iv) a $5.2 million payment to acquire the remaining 25% interest in one of our Mann Packing subsidiaries, as the noncontrolling shareholder exercised its put option during the second quarter of 2023. The transaction was treated as an equity transaction, with the differential between the redeemable noncontrolling interest carrying amount on our Consolidated Balance Sheet and the cash purchase price being recognized as an increase in shareholders' equity.

Net cash used in financing activities for the first nine months of 2022 primarily consisted of net repayments on debt of $33.0 million and dividends paid of $21.5 million.

Net cash used in financing activities for the first nine months of 2021 primarily consisted of net repayments on debt of $64.9 million, dividends paid of $16.6 million, and distributions to noncontrolling interests of $5.2 million.

Debt Instruments and Debt Service Requirements

On October 1, 2019, we and certain of our subsidiaries entered into a Second Amended and Restated Credit Agreement (the “Second A&R Credit Agreement”) with the financial institutions and other lenders named therein, including Bank of America, N.A. as administrative agent and BofA Securities, Inc. as sole lead arranger and sole bookrunner. The Second A&R Credit Agreement provides for a five-year, $1.1$0.9 billion syndicated senior unsecured revolving credit facility (the “Revolving Credit Facility”) maturing on October 1, 2024. Effective September 13, 2022, we exercised our option as included in the Second A&R Credit Agreement to reduce the borrowing limit on the Revolving Credit Facility from $1.1 billion to $0.9 billion. Certain of our direct and indirect subsidiaries have guaranteed the obligations under the Second A&R Credit Agreement. We intend to use funds borrowed under the Second A&RRevolving Credit AgreementFacility from time to time for general corporate purposes, working capital, capital expenditures and other permitted investment opportunities.

On December 30, 2022, we and certain of our subsidiaries executed Amendment No. 1 to the Second A&R Credit Agreement (the “Amendment”) with the financial institutions and other lenders named therein, including Bank of America, N.A. as administrative agent and BofA Securities, Inc. as sole lead arranger and sole bookrunner. Pursuant to the Amendment, the reference interest rate on the Revolving Credit Facility was amended to replace the Eurocurrency Rate with the Term Secured Overnight Financing Rate (“Term SOFR”) effective January 3, 2023. As amended, Term Loans made under the Revolving Credit Facility can be Base Rate Loans, Term SOFR Loans or Alternative Currency Term Rate Loans. All other material terms of the Second A&R Credit Agreement, as amended, remain unchanged.
Effective January 3, 2023, amounts borrowed under the Revolving Credit Facility accrue interest, at our election, at either (i) the EurocurrencyTerm SOFR Rate (as defined in the Second A&R Credit Agreement) plus a margin that ranges from 1.0% to 1.5% or (ii) the Base Rate (as defined in the Second A&R Credit Agreement) plus a margin that ranges from 0% to 0.5%, in each case based on our Consolidated Leverage Ratio (as defined in the Second A&R Credit Agreement).
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The Second A&R Credit Agreement interest rate grid provides for five pricing levels for interest rate margins. As a result of reference rate reform, we are currently working with our counterparties to amend our Revolving Credit Facility to reference the Secured Overnight Financing Rate (SOFR) effective the first quarter of 2023. At September 30, 2022,29, 2023, we had borrowings of $486.1$401.0 million outstanding under the Revolving Credit Facility bearing interest at a per annum rate of 4.00%6.55%. In addition, we pay an unused commitment fee.
The Second A&R Credit Agreement provides for an accordion feature that permits us, without the consent of the other lenders, to request that one or more lenders provide us with increases in revolving credit facility or term loans up to an aggregate of $300 million (“Incremental Increases”). The aggregate amount of Incremental Increases can be further increased to the extent that after giving effect to the proposed increase in revolving credit facility commitments or term loans, our Consolidated Leverage Ratio, on a pro forma basis, would not exceed 2.50 to 1.00. Our ability to request such increases in the Revolving Credit Facility or term loans is subject to its compliance with customary conditions set forth in the Second A&R Credit Agreement including compliance, on a pro forma basis, with the financial covenants and ratios set forth therein. Upon our request, each lender may decide, in its sole discretion, whether to increase all or a portion of its revolving credit facility commitment or provide term loans.

The Second A&R Credit Agreement requires us to comply with certain financial and other covenants. Specifically, it requires us to maintain a 1) Consolidated Leverage Ratio of not more than 3.50 to 1.00 at any time during any period of four consecutive
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fiscal quarters, subject to certain exceptions and 2) a minimum Consolidated Interest Coverage Ratio of not less than 2.25 to 1.00 as of the end of any fiscal quarter. Additionally, it requires us to comply with certain other covenants, including limitations on capital expenditures, stock repurchases, the amount of dividends that can be paid in the future, the amount and types of liens and indebtedness, material asset sales, and mergers. Under the Second A&R Credit Agreement, we are permitted to declare or pay cash dividends in any fiscal year up to an amount that does not exceed the greater of (i) an amount equal to the greater of (A) 50% of the Consolidated Net Income (as defined in the Second A&R Credit Agreement) for the immediately preceding fiscal year or (B) $25 million or (ii) the greatest amount which would not cause the Consolidated Leverage Ratio (determined on a pro forma basis) to exceed 3.25 to 1.00. It also provides an allowance for stock repurchases to be an amount not exceeding the greater of (i) $150 million in the aggregate or (ii) the amount that, after giving pro forma effect thereto and any related borrowings, will not cause the Consolidated Leverage Ratio to exceed 3.25 to 1.00. As of September 30, 2022,29, 2023, we were in compliance with all of the financial and other covenants contained in the Second A&R Credit Agreement.

In addition to the indebtedness under our Second A&R Credit Agreement, our material cash requirements include contractual obligations from other working capital facilities and lease obligations. Refer to Note 8. "Debt and Finance Lease Obligations" of the accompanying unaudited consolidated financial statements for more information regarding these material cash requirements.

As of September 30, 2022,29, 2023, we had $439.4$525.5 million unused borrowing capacity, net of borrowing availability under committed working capital facilities,letters of credit and guarantees, primarily under the Revolving Credit Facility.

We believe that our cash on hand, borrowing capacity available under our Revolving Credit Facility, and cash flows from operations for the next twelve months will be sufficient to service our outstanding debt during the next twelve months. However, we cannot predict whether future developments associated with the current economic environment or COVID-19 pandemic will materially adversely affect our long-term liquidity position. Our liquidity assumptions, the adequacy of our available funding sources, and our ability to meet our Revolving Credit Facility covenants are dependent on many additional factors, including those set forth in “Item 1A. Risk Factors” of our Form 10-K for the year ended December 31, 2021.30, 2022.

Contractual Obligations

As of September 30, 2022,29, 2023, there were no material changes in our commitments or contractual obligations as compared to those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2021.30, 2022.

Critical Accounting Policies and Estimates

A discussion of our critical accounting policies and estimates can be found in “Management's Discussion and Analysis of Financial Condition and Results of Operations” included in our Form 10-K for the fiscal year ended December 31, 2021.30, 2022. There were no material changes to these critical accounting policies or estimates during the third quarter of 2022.2023.

Fair Value Measurements

WeOur results of operations and financial condition are exposed to fluctuations in currency exchange rates against the U.S. dollar, on our results of operations and financial condition, and we mitigate that exposure by entering into foreign currency forward contracts. Certain of our subsidiaries periodically enter into foreign currency forward contracts in order to hedge portions of forecasted sales or cost of sales denominated in foreign currencies with forward contracts and options, which generally expire within one year. The fair value of our foreign currency cash flow hedges was a net asset position of $3.5$1.1 million as of September 30, 202229, 2023 compared to a net
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liability position of $13.7$6.7 million as of December 31, 202130, 2022 due to the relative strengthening or weakening of exchange rates when compared to contracted rates.

WeOur results of operations and financial condition are exposed to fluctuations in variable interest rates, on our results of operations and financial condition, and we mitigate that exposure by entering into interest rate swaps from time to time. During 2018, we entered into interest rate swaps in order to hedge the risk of the fluctuation on future interest payments related to a portion of our variable rate LIBOR-based borrowings through 2028. The fair value of our interest rate swap cash flow hedges was an asset position of $15.1$16.4 million as of September 30, 202229, 2023 compared to a liabilityan asset position of $29.4$15.8 million as of December 31, 2021.30, 2022. The change to a net asset position isin value was due to the relative increase in variable interest rates when compared to the rates as of December 31, 2021. As a result of reference rate reform and in30, 2022. In connection with the expected transition to SOFR forAmendment of our Revolving Credit Facility, we expect to amendamended our interest rate swaps to also referencetransition from LIBOR to Term SOFR effective the first quarter ofJanuary 3, 2023.

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We enter into derivative instruments with counterparties that are highly rated and do not expect a deterioration of our counterparty’s credit ratings; however, the deterioration of our counterparty’s credit ratings would affect the Consolidated Financial Statements in the recognition of the fair value of the hedges that would be transferred to earnings as the contracts settle. We expect that $10.6$7.8 million of the net fair value of our cash flow hedges recognized as a net gain in accumulated other comprehensive loss will be transferred to earnings during the next 12 months and athe remaining net gain of $6.7$7.9 million over a period of approximately 65 years, along with the earnings effect of the related forecasted transactions.

The fair value of the banana reporting unit's goodwill and the prepared food reporting unit's goodwill and remaining trade names and trademarks are highly sensitive to differences between estimated and actual cash flows and changes in the related discount rate used to evaluate the fair value of these assets. We disclosed the sensitivity related to the banana reporting unit's goodwill and the prepared food reporting unit's goodwill and trade names and trademarks in our Annual Report on Form 10-K for the year ended December 31, 2021.30, 2022. During the quarter ended September 30, 2022,29, 2023, we did not record impairment charges associated with these reporting units or trade names and trademarks, however we continue to monitor their performance.

Potential impairment exists if the fair value of a reporting unit to which goodwill has been allocated is less than the carrying value of the reporting unit. Future changes in the estimates used to conduct our impairment review, including our financial projections and changes in the discount rates used, could cause the analysis to indicate that our goodwill or trade names and trademarks are impaired in subsequent periods and result in a write-off of a portion or all of goodwill or trade names and trademarks.

In addition, we currently have certain definite-lived intangible assets related to our fresh and value-added products segment which arose from an acquisition and had an aggregate carrying value of $96.9 million as of the quarter ended September 29, 2023. The carrying values of these definite-lived intangible assets are sensitive to changes in estimated cash flows. To the extent thatOur current estimates of future developments result in estimated cash flows thatdepend on our ability to demonstrate successful implementation of our strategies to improve sales and profitability from these activities over the upcoming quarters. If we are less than currently estimated levels,unable to demonstrate successful implementation of these strategies, it could lead to impairment of some or all of these assets.

New Accounting Pronouncements

Refer to Note 2. “Recently Issued Accounting Pronouncements toof the accompanying unaudited consolidated financial statements for a discussion of recent accounting pronouncements.

Seasonality
 
Interim results are subject to significant variations and may not be indicative of the results of operations that may be expected for an entire fiscal year. Due to seasonal sales price fluctuations, we have historically realized a greater portion of our net sales and gross profit during the first two calendar quarters of the year. The sales price of any fresh produce item fluctuates throughout the year due to the supply of and demand for that particular item, as well as the pricing and availability of other fresh produce items, many of which are seasonal in nature. SeeWhile seasonality in 2022 was atypical due to the information under the caption “Seasonality” providedhigh inflationary environment and a lag in Item 1. Business, ofprice increases, our Annual Report on Form 10-K for the year ended December 31, 2021. However, if current market conditions continue, the impact of seasonality on our financial results may be atypical for fiscal year 2022in 2023 are consistent with historical trends where we realize a greater portion of our net sales and gross profit will not necessarily be generated induring the first halftwo quarters of the year.

Forward-Looking Statements

This quarterly report contains “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. These statements concern expectations, beliefs, projections, plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. Specifically, this quarterly report contains forward-looking statements regarding:
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our expectations regarding future financial and operational performance;
our expectations regarding the impacts of the COVID-19 pandemic and the invasion of Ukraine by Russia on our business and operating results, and the factors for such impacts;
our intentions regarding the use of borrowed funds;
our expectations regarding continued inflationary pressures, our ability to mitigate such pressures through pricing, and the impacts to our operating results;
our expectations regarding market conditions, volatility and seasonality, and their impact on our operating results;
our expectations regarding our ability to offset costs incurred in connection with the flooding in Greece;
our beliefs related to the sufficiency of our capital resources, including that our cash on hand, capacity under our Revolving Credit Facility and cash flows from operations for the next twelve months will be sufficient to service our outstanding debt during the next twelve months;
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our expectations regarding our derivative instruments, including our counterparties’ credit ratings and the anticipated impacts on our financials;
our expectations on the impact of the cybersecurity incident on our operating results and the recovery of certain expenses incurred in connection therewith;
our expectations and estimates regarding certain legal, tax and accounting matters, including our litigation strategy, plans and beliefs regarding the ultimate outcome of income tax adjustments assessed by foreign taxing authorities;
our belief that certain proposed adjustments by taxing authorities are without merit, our ability to contest the adjustments and our plans to contest such adjustments;
our beliefs related to the sufficiency of our capital resources;
our expectations related to the transition to SOFR for our Revolving Credit Facility and interest rate swaps, and the timing of such transitions;
our expectations regarding the impact of seasonality in 2022 on our operating results;
our expectations concerning the fair value of hedges, including the timing and impact to our results;
our expectations regarding estimated liabilities related to environmental cleanup; and
our plans and future performance.

These forward-looking statements reflect our current views about future events and are subject to risks, uncertainties and assumptions. We wish to caution readers that certain important factors may have affected and could in the future affect our actual results and could cause actual results to differ significantly from those expressed in any forward-looking statement. These various factors include, but are not limited to, the following:
the impact of the ongoing COVID-19 pandemic and the war in Ukraine on our business, suppliers, customers, consumers, employees, and communities, including the inflationary impact on fuel, petroleum-based products such as fertilizer and packaging materials;
disruptionsimpairment or inefficiencies in our operations and supply chain, including any impact of the pandemic, the war in Ukraine and the inflationary environment;
the impact of inflation and rising costs on our operations;other charges associated with exit activities, crop or facility damage or otherwise;
our ability to successfully execute our long-term strategy;manage the risks associated with international operations, including risks relating to inflation, tax laws, currency restrictions and exchange rate fluctuations, legal or judicial systems, and political or economic conditions;
the impact of governmental trade restrictions, including adverse governmental regulation that may impactsevere weather conditions and natural disasters, such as flooding and earthquakes, on crop quality and yields and on our ability to access certain markets;
the ability to meetgrow, procure or export our anticipated cash needs;
the continued ability of our distributors and suppliers to have access to sufficient liquidity to fund their operations;products;
the impact of product and raw material supply and pricing, as well as prices for petroleum-based products and packaging materials;
the impact of pricing and other actions by our competitors, particularly during periods of low consumer confidence and spending levels;
trends and other factors affecting our financial condition or results of operations from period to period, including changes in product mix, consumer preferences or consumer demand for branded products such as ours; anticipated price and expense levels;
the impact of crop disease, such as vascular diseases, one of which is known as Tropical Race 4, or TR4 (also known as Panama Disease);
damage to our ability to find contingency plans to protectreputation or brand names or negative publicity about our brand, products, our supply chains or our employees, whether or not deserved, that could affect our relationships with third parties, including our suppliers, distributors, contractors and our suppliers’ banana crops from vascular diseases;
competitive pressures and our ability to realize the full benefits of the inflation driven price increases implemented;
disruptions or issues that impact our production facilities or complex logistics network;
the availability of sufficient labor during peak growing and harvesting seasons;other business partners;
the impact of foreign currency fluctuations, including the effectivenessdisruptions or breaches of our hedging activities;
inability to realize expected benefits on plans for expansiontechnology or information system security measures, or of our business (including through acquisitions);
our ability to successfully integrate acquisitions and new product lines into our operations;
the impact of impairment or other charges associated with exit activities, crop or facility damage or otherwise,
the timing and cost of resolution of pending and future legal and environmental proceedings or investigation;third parties we rely upon;
the impact of changes in tax accounting or tax laws (or interpretations thereof), the impact of claims or adjustments proposed by the Internal Revenue Service or other foreign taxing authorities in connection with our current or future tax audits and our ability to successfully contest such tax claims and pursue necessary remedies;
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the impact of foreign currency fluctuations, including the effectiveness of our hedging activities;
the success ofability to meet our joint ventures;anticipated cash needs;
the impact of severe weather conditions and natural disasters, such as flooding and earthquakes, on crop quality and yields andinflation on our ability to grow, procure or export our products;operations;
our ability to successfully execute our long-term strategy;
trends and other factors affecting our financial condition or results of operations from period to period, including changes in product mix, consumer preferences or consumer demand for branded products such as ours; anticipated price and expense levels;
our ability to continue to comply with covenants and the adequacyterms of our insurance coverage;credit instruments and our ability to obtain additional financing to fund our capital expenditures;
the cost and other implications of changes in regulations applicable to our business, including potential legislative or regulatory initiatives in the United States or elsewhere directed at mitigating the effects of climate change;
damage to our reputation or brand names or negative publicity about our products;
exposure to product liability claims and associated regulatory and legal actions, product recalls, or other legal proceedings relating to our business;
our ability to continuefind contingency plans to comply with covenantsprotect our and our suppliers’ banana crops from vascular diseases;
the termscontinued ability of our credit instrumentsdistributors and suppliers to have access to sufficient liquidity to fund their operations;
the impact of pricing and other actions by our competitors, particularly during periods of low consumer confidence and spending levels;
competitive pressures and our ability to obtain additional financingrealize the full benefits of the inflation driven price increases implemented;
disruptions or issues that impact our production facilities or complex logistics networks;
the availability of sufficient labor during peak growing and harvesting seasons;
inability to fundrealize expected benefits on plans for expansion of our capital expenditures;business (including through acquisitions);
our ability to successfully implementintegrate acquisitions and new product lines into our Optimization Programoperations;
the timing and to realize its expected benefits;cost of resolution of pending and future legal and environmental proceedings or investigation;
the success of our joint ventures;
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the adequacy of our insurance coverage; and
the impact of governmental trade restrictions, including adverse governmental regulation that may impact our ability to successfully manage the risks associated with international operations, including risks relating to political or economic conditions, inflation, tax laws, currency restrictions and exchange rate fluctuations, legal or judicial systems.access certain markets.

All forward-looking statements in this report are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements. Our plans and performance may also be affected by the factors described in our most recent Annual Report on Form 10-K along with other reports that we file with the Securities and Exchange Commission.
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Item 3.        Quantitative and Qualitative Disclosures About Market Risk
 
There have been no material changes in market risk from the information provided in Item 7A. Quantitative and Qualitative Disclosures About Market Risk of our Annual Report on Form 10-K for the year ended December 31, 2021.30, 2022.

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Item 4.        Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2022.29, 2023. Based upon this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of such date to ensure that information required to be disclosed in the reports we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms. Such officers also confirm that there were no changes to our internal control over financial reporting during the quarter ended September 30, 202229, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1.        Legal Proceedings

Tax related matters

In connection with the examination of the tax returns in two foreign jurisdictions, the taxing authorities have issued income tax deficiencies related to transfer pricing aggregating approximately $144.3$160.3 million (including interest and penalties) for tax years 2012 through 2016. We strongly disagree with the proposed adjustments and have filed a protest with each of the taxing authorities as we believe that the proposed adjustments are without technical merit.authorities.

In one of the foreign jurisdictions, we are currently contesting tax assessments related to the 2012-2015 audit years and the 2016 audit year in both the administrative court and the judicial court. During 2019 and 2020, we filed actions contesting the tax assessment in the administrative office. Our initial challenge to each of these tax assessments was rejected, and we subsequently lost our appeals at the administrative court. We have subsequently filed actions to contest each of these tax assessments in the country’s judicial courts. In addition, we have filed a request for injunction to the judicial court to stay the tax authorities' collection efforts for these two tax assessments, pending final judicial decisions. The court granted our injunction with respect to the 2016 audit year, however denied our injunction with respect to the 2012-2015 audit years. We timely appealed the denial of the injunction, and on August 10, 2022 the appellate court overturned the denial and granted our injunction for the 2012-2015 audit years. Pursuant to local law, we registered real estate collateral with an approximate fair market value of $6.0$7.0 million in connection with the grant of the 2016 audit year injunction. This real estate collateral has a net book value of $3.8 million as of the quarter ended September 30, 2022.29, 2023. In addition, in connection with the grant of the 2012-2015 audit year injunction, we registered real estate collateral with an approximate fair market value of $24.0$28.5 million, and a net book value of $4.6 million as of the quarter ended September 30, 2022.29, 2023. The registration of this real estate collateral does not affect our operations in the country.

In the other foreign jurisdiction, the administrative court denied our appeal, and on March 4, 2020 we filed an action in the judicial court to contest the administrative court's decision. The case is still pending.

We will continue to vigorously contest the adjustments and intend to exhaust all administrative and judicial remedies necessary in both jurisdictions to resolve the matters, which could be a lengthy process.

Kunia Well Site
Item 5.        Other Information
In 1980, elevated levels of certain chemicals were detected in the soil and ground-water at a plantation leased by one of our U.S. subsidiaries in Honolulu, Hawaii (the “Kunia Well Site”). In 2005, our subsidiary signed a Consent Decree (“Consent Decree”) with the Environmental Protection Agency (“EPA”) for the performance of the clean-up work for the Kunia Well Site. Based on findings from remedial investigations, our subsidiary coordinated with the EPA to evaluate the clean-up work required in accordance with the Consent Decree. On July 25, 2022, an Explanation of Significant Differences (ESD) for the Kunia Well Site was filed by the EPA, which formally transitioned the remedy for the Kunia Well Site to a Monitored Natural Attenuation (MNA), thereby reducing our potential liability.
Rule 10b5-1 Trading Plans

In connection with the above decision, we recorded a $9.9 million reduction in our liability during
During the quarter ended September 30, 2022, presented29, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in asset impairment and other (credits) charges, net in our Consolidated StatementsItem 408(a) of Operations, to reflect the decrease in estimated costs associated with the clean-up. The revised estimate associated with the clean-up costs, and on which our accrual is based, is $2.9 million.Regulation S-K.
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Item 6.        Exhibits 
31.1**
  
31.2**
  
32*
101.INS***Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
  
101.SCH***Inline XBRL Taxonomy Extension Schema Document.
  
101.CAL***Inline XBRL Taxonomy Extension Calculation Linkbase Document.
  
101.DEF***Inline XBRL Taxonomy Extension Definition Linkbase Document.
  
101.LAB***Inline XBRL Taxonomy Extension Label Linkbase Document.
  
101.PRE***Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
_____________________
*    Furnished herewith.
**    Filed herewith.
***    Attached as Exhibit 101 to this report are the following formatted in Inline XBRL (Extensible Business Reporting Language): (i) Consolidated Balance Sheets as of September 30, 202229, 2023 and December 31, 2021,30, 2022, (ii) Consolidated Statements of Operations for the quarters and nine months ended September 29, 2023 and September 30, 2022, and October 1, 2021, (iii) Consolidated Statements of Comprehensive Income (Loss) for the quarters and nine months ended September 29, 2023 and September 30, 2022, and October 1, 2021, (iv) Consolidated Statements of Cash Flows for the nine months ended September 29, 2023 and September 30, 2022, and October 1, 2021, (v) Consolidated Statements of Shareholders' Equity and Redeemable Noncontrolling Interest for the quarters and nine months ended September 29, 2023 and September 30, 2022 and October 1, 2021 and (vi) Notes to Consolidated Financial Statements.
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SIGNATURES
 
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.
 
 Fresh Del Monte Produce Inc.
   
Date:November 2, 20221, 2023By:
/s/ Mohammed Abbas
  Mohammed Abbas
  Executive Vice President & Chief Operating Officer
   
 By:
/s/ Monica Vicente
  Monica Vicente
  Senior Vice President & Chief Financial Officer
 
 

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