Dole Receives Approval from China to Sell Worldwide Packaged Foods and Asia Fresh Produce Business

C. Michael Carter, Dole’s Executive Vice President and General Counsel: “We are grateful to the case team of China’s Anti-monopoly Bureau of MOFCOM for their professionalism and commitment to the timely review of our transaction with ITOCHU. We have now received all seven required regulatory approvals, and Dole expects to complete the sale within the next 30 days.”

28 Jan 2013 --- Dole Food Company, Inc. announced that ITOCHU Corporation and Dole received unconditional approval from the Chinese Ministry of Commerce to implement the sale of Dole’s worldwide packaged foods and Asia fresh produce business to ITOCHU.

“The Ministry of Commerce of the People’s Republic of China officially approved our antitrust filing, with no conditions or requirements, in a decision dated January 21, 2013,” said C. Michael Carter, Dole’s Executive Vice President and General Counsel.  “We are grateful to the case team of China’s Anti-monopoly Bureau of MOFCOM for their professionalism and commitment to the timely review of our transaction with ITOCHU. We have now received all seven required regulatory approvals, and Dole expects to complete the sale within the next 30 days.”

Dole also announced fiscal year 2012 results for the two lines of fresh produce business that will remain with the new Dole following the consummation of the sale transaction: fresh fruit and fresh vegetables. The historical results of the Dole worldwide packaged foods and Asia fresh business being sold to ITOCHU are classified as discontinued operations.

Revenues

Revenues decreased 11% to $4.2 billion for the year ended December 29, 2012, primarily due to the divestitures of our fresh fruit subsidiaries in Germany and Spain, which represented $539 million of sales in 2011.  Fresh fruit revenues, excluding the impact of the divestitures, decreased 2% as a result of lower pricing in North America bananas and unfavorable euro and Swedish krona foreign currency movements in Europe.  This was partially offset by higher volumes of fresh pineapple sold and improved pricing for Chilean deciduous fruit.  Fresh vegetables revenues increased 8% primarily due to improved pricing for packaged salads and sales from the October 2011 berry acquisition, which contributed $68 million to sales in 2012.  This was partially offset by lower pricing for fresh-packed vegetables.  Excluding the sales from the berry business acquisition, fresh vegetables revenues improved 3%.

Adjusted EBITDA

Adjusted EBITDA was $146 million for the year ended December 29, 2012 compared to $196 million in the prior year.  Fresh fruit Adjusted EBITDA decreased primarily due to lower pricing for bananas in North America as well as higher fruit costs in Europe, partially offset by lower shipping costs in Europe.  In addition, fresh fruit earnings were impacted by provisions totaling $26 million recorded in the fourth quarter of 2012 in connection with the possible resolution of certain legal-related matters.  Fresh vegetables Adjusted EBITDA was comparable.  Higher earnings in the packaged salads and fresh berries businesses were partially offset by lower pricing experienced during the first half of 2012 across all major fresh-packed vegetable product lines.  Packaged salads earnings increased primarily due to improved pricing.  Fresh berries earnings increased as a result of the berry business acquisition, partially offset by higher growing costs.