0001558370-22-018841 | 10-K | XBRL Viewer

Print Document View Excel Document

Document and Entity Information - USD ($) $ in Billions	12 Months Ended
Document and Entity Information - USD ($) $ in Billions	Oct. 31, 2022	Nov. 30, 2022	Apr. 30, 2022
Document and Entity Information
Document Type	10-K
Document Annual Report	true
Document Period End Date	Oct. 31, 2022
Document Transition Report	false
Entity File Number	000-33385
Entity Registrant Name	CALAVO GROWERS, INC
Entity Incorporation, State or Country Code	CA
Entity Tax Identification Number	33-0945304
Entity Address, Address Line One	1141-A Cummings Road
Entity Address, City or Town	Santa Paula
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	93060
City Area Code	805
Local Phone Number	525-1245
Title of 12(b) Security	Common Stock
Trading Symbol	CVGW
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 0.6
Entity Common Stock, Shares Outstanding		17,731,661
Entity Central Index Key	0001133470
Current Fiscal Year End Date	--10-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false
Auditor Name	Deloitte & Touche LLP
Auditor Location	Los Angeles, California
Auditor Firm ID	34

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Oct. 31, 2022	Oct. 31, 2021
Current assets:
Cash and cash equivalents	$ 2,060	$ 1,885
Restricted cash	1,074	970
Accounts receivable, net of allowances of $4,199 (2022) and $4,816 (2021)	59,016	78,866
Inventories	38,830	40,757
Prepaid expenses and other current assets	8,868	11,946
Advances to suppliers	12,430	6,693
Income taxes receivable	3,396	11,524
Total current assets	125,674	152,641
Property, plant, and equipment, net	113,310	118,280
Operating lease right-of-use assets	54,518	59,842
Investment in Limoneira Company		27,055
Investments in unconsolidated entities	3,782	4,346
Deferred income taxes	5,433	5,316
Goodwill	28,653	28,653
Intangibles, net	7,206	8,769
Other assets	47,170	40,500
Total assets	385,746	445,402
Current liabilities:
Payable to growers	20,223	23,033
Trade accounts payable	10,436	9,794
Accrued expenses	51,795	42,063
Dividend payable		20,330
Other current liabilities	11,000	11,000
Current portion of operating leases	6,925	6,817
Current portion of long-term obligations and finance leases	1,574	1,587
Total current liabilities	101,953	114,624
Long-term liabilities:
Borrowings pursuant to credit facilities, long-term	1,200	37,700
Long-term operating leases, less current portion	52,140	57,561
Long-term obligations and finance leases, less current portion	4,447	5,553
Other long-term liabilities	2,635	3,081
Total long-term liabilities	60,422	103,895
Commitments and contingencies
Shareholders' equity:
Common stock ($0.001 par value, 100,000 shares authorized; 17,732 (2022) and 17,686 (2021) shares issued and outstanding)	18	18
Additional paid-in capital	171,223	168,133
Noncontrolling interest	1,015	1,368
Retained earnings	51,115	57,364
Total shareholders' equity	223,371	226,883
Total liabilities and shareholders' equity	$ 385,746	$ 445,402

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands	Oct. 31, 2022	Oct. 31, 2021
CONSOLIDATED BALANCE SHEETS
Allowances of accounts receivable	$ 4,199	$ 4,816
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000	100,000
Common stock, shares issued	17,732	17,686
Common stock, shares outstanding	17,732	17,686

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
CONSOLIDATED STATEMENTS OF OPERATIONS
Net sales	$ 1,191,073	$ 1,055,830	$ 1,059,371
Cost of sales	1,117,228	998,405	969,473
Gross profit	73,845	57,425	89,898
Selling, general and administrative	65,698	56,679	57,952
Expenses related to Mexican tax matters	1,417	1,797
Impairment and charges related to Florida facility closure	959	9,162
Gain on sale of Temecula packinghouse	(216)	(216)	(216)
Operating income (loss)	5,987	(9,997)	32,162
Interest income	500	335	1,998
Interest expense	(1,686)	(798)	(877)
Other income, net	1,017	1,016	553
Recovery (loss) on reserve for FreshRealm note receivable and impairment of investment		6,130	(37,322)
Realized and unrealized net gain (loss) on Limoneira shares	(8,605)	3,858	(8,537)
Income (loss) before income taxes and loss from unconsolidated entities	(2,787)	544	(12,023)
Income tax benefit (provision)	(3,251)	(10,747)	4,292
Net loss from unconsolidated entities	(564)	(1,719)	(6,110)
Net loss	(6,602)	(11,922)	(13,841)
Add: Net loss attributable to noncontrolling interest	353	104	216
Net loss attributable to Calavo Growers, Inc.	$ (6,249)	$ (11,818)	$ (13,625)
Calavo Growers, Inc.'s net loss per share:
Basic	$ (0.35)	$ (0.67)	$ (0.78)
Diluted	$ (0.35)	$ (0.67)	$ (0.78)
Number of shares used in per share computation:
Basic	17,663	17,621	17,564
Diluted	17,663	17,621	17,564

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member] Cumulative effect adjustment	Retained Earnings [Member]	Noncontrolling Interest	Cumulative effect adjustment	Total
Retained earnings			$ 923			$ 923
Beginning balance at Oct. 31, 2019	$ 18	$ 161,606		$ 122,557	$ 1,688		$ 285,869
Beginning balance, shares at Oct. 31, 2019	17,595
Exercise of stock options and income tax benefit		86					86
Exercise of stock options and income tax benefit, shares	2
Stock compensation expense		4,487					4,487
Restricted stock issued, shares	64
Payments of minimum withholding taxes on net share settlement of equity awards		(1,179)					(1,179)
Dividend declared to shareholders				(20,343)			(20,343)
Avocados de Jalisco noncontrolling interest					(216)		(216)
Net loss attributable to Calavo Growers, Inc				(13,625)			(13,625)
Ending balance at Oct. 31, 2020	$ 18	165,000		89,512	1,472		256,002
Ending balance, shares at Oct. 31, 2020	17,661
Exercise of stock options and income tax benefit		47					47
Exercise of stock options and income tax benefit, shares	2
Stock compensation expense		3,950					3,950
Restricted stock issued, shares	23
Payments of minimum withholding taxes on net share settlement of equity awards		(864)					(864)
Dividend declared to shareholders				(20,330)			(20,330)
Avocados de Jalisco noncontrolling interest					(104)		(104)
Net loss attributable to Calavo Growers, Inc				(11,818)			(11,818)
Ending balance at Oct. 31, 2021	$ 18	168,133		57,364	1,368		226,883
Ending balance, shares at Oct. 31, 2021	17,686
Retained earnings							57,364
Exercise of stock options and income tax benefit		47					47
Exercise of stock options and income tax benefit, shares	2
Stock compensation expense		3,139					3,139
Restricted stock issued, shares	44
Payments of minimum withholding taxes on net share settlement of equity awards		(96)					(96)
Avocados de Jalisco noncontrolling interest					(353)		(353)
Net loss attributable to Calavo Growers, Inc				(6,249)			(6,249)
Ending balance at Oct. 31, 2022	$ 18	$ 171,223		$ 51,115	$ 1,015		223,371
Ending balance, shares at Oct. 31, 2022	17,732
Retained earnings							$ 51,115

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (PARENTHETICAL) - $ / shares			12 Months Ended
	Dec. 14, 2022	Oct. 29, 2021	Oct. 31, 2021	Oct. 31, 2020
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
Dividend declared per share	$ 0.2875	$ 1.15	$ 1.15	$ 1.15

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Cash Flows from Operating Activities:
Net loss	$ (6,602)	$ (11,922)	$ (13,841)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	16,589	17,571	16,093
Non-cash operating lease expense	20	83	176
Provision for losses on accounts receivable			22
Net loss from unconsolidated entities	564	1,719	6,110
Realized and unrealized net loss (gain) on Limoneira shares	8,605	(3,858)	8,537
Impairment and non-cash charges related to closure of Florida facility	317	9,748
Recovery from reserve for FreshRealm note receivable and impairment of investment		(6,130)	37,322
Interest income on notes to FreshRealm			(1,732)
Stock-based compensation expense	3,139	3,950	4,487
Gain on sale of Temecula packinghouse	(216)	(216)	(216)
Loss (gain) on disposal of property, plant, and equipment	186	(170)	32
Deferred income taxes	(117)	(2,526)	(1,930)
Effect on cash of changes in operating assets and liabilities:
Accounts receivable, net	19,850	(15,024)	1,859
Inventories	1,837	412	(4,206)
Prepaid expenses and other current assets	(147)	3,567	(782)
Advances to suppliers	(4,677)	(1,632)	3,077
Income taxes receivable/payable	8,128	(933)	(8,115)
Other assets	(4,961)	(7,831)	(1,871)
Payable to growers	(2,809)	11,687	(2,117)
Trade accounts payable, accrued expenses and other liabilities	10,527	15,077	(14,027)
Net cash provided by operating activities	50,233	13,572	28,878
Cash Flows from Investing Activities:
Purchases of property, plant, and equipment	(9,769)	(11,438)	(11,343)
Acquisition of SFFI, net of cash acquired of $623			(18,396)
Investment in unconsolidated entities			(1,477)
Loan to Agricola Belher		(3,500)
Proceeds received from Limoneira stock sales	18,450
Proceeds received from FreshRealm Separation Agreement recovery		6,000
Proceeds received on repayment of infrastructure loan		900
Infrastructure advance to tomato growers		(1,326)	(715)
Net cash provided by (used in) investing activities	8,681	(9,364)	(31,931)
Cash Flows from Financing Activities:
Payment of dividend to shareholders	(20,330)	(20,343)	(19,354)
Proceeds from revolving credit facility	267,200	334,850	236,500
Payments on revolving credit facility	(303,700)	(317,700)	(215,950)
Payments of minimum withholding taxes on net share settlement of equity awards	(96)	(864)	(1,179)
Proceeds from sale leaseback	240
Payments on long-term obligations and finance leases	(1,996)	(1,398)	(968)
Proceeds from stock option exercises	47	47	86
Net cash used in financing activities	(58,635)	(5,408)	(865)
Net increase (decrease) in cash, cash equivalents and restricted cash	279	(1,200)	(3,918)
Cash, cash equivalents and restricted cash, beginning of period	2,855	4,055	7,973
Cash, cash equivalents and restricted cash, end of period	3,134	2,855	4,055
Supplemental Information:
Interest	1,482	687	878
Income taxes	2,601	3,047	5,470
Noncash Investing and Financing Activities:
Right of use assets obtained in exchange for new financing lease obligations	611	1,430	529
Settlement of Agricola Belher infrastructure advance offset against payable to growers	1,060		2,761
Property, plant, and equipment included in trade accounts payable and accrued expenses	$ 160	$ 312	$ 568

CONSOLIDATED STATEMENTS OF CASHFLOWS (Parenthetical) $ in Thousands	12 Months Ended
	Oct. 31, 2020 USD ($)
CONSOLIDATED STATEMENTS OF CASH FLOWS
Cash acquired	$ 623

Description of the business

12 Months Ended

Oct. 31, 2022

Description of the business

Description of the business

1. Description of the business

Business

Calavo Growers, Inc. (referred to in this report as “Calavo”, the “Company”, “we’, “us” or “our”), is a global leader in the avocado industry and a provider of value-added fresh food. Our expertise in marketing and distributing avocados, prepared avocado products, and other perishable foods allows us to deliver a wide array of fresh and prepared food products to retail grocery, foodservice, club stores, mass merchandisers, food distributors and wholesalers on a worldwide basis. We procure avocados from California, Mexico and other growing regions around the world. Through our various operating facilities, we (i) sort, pack, and/or ripen avocados, tomatoes and/or Hawaiian grown papayas, (ii) create, process and package a portfolio of healthy fresh foods including fresh-cut fruit and vegetables, and prepared foods including sandwiches, salads, parfaits and ready-to-eat snack items among other products and (iii) process and package guacamole and salsa. We distribute our products both domestically and internationally and beginning in the third quarter of fiscal 2022 we report our operations in two different business segments: Grown and Prepared.

Basis of Presentation and Significant Accounting Policies

12 Months Ended

Oct. 31, 2022

Basis of Presentation and Significant Accounting Policies

Basis of Presentation and Significant Accounting Policies

2. Basis of Presentation and Significant Accounting Policies

The accompanying consolidated financial statements were prepared in accordance with accounting principles generally accepted in the U.S.

Our consolidated financial statements include the accounts of Calavo Growers, Inc. and our wholly owned subsidiaries, Calavo de Mexico S.A. de C.V. (Calavo de Mexico), Calavo Growers de Mexico, S. de R.L. de C.V. ( Calavo Growers de Mexico), Maui Fresh International, Inc. (Maui), Hawaiian Sweet, Inc. (HS), CW Hawaii Pride, LLC (HP), Calavo Salsa Lisa, LLC (CSL), Renaissance Food Group, LLC (RFG), and Avocados de Jalisco, S.A.P.I. de C.V. (Avocados de Jalisco), in which we have an 83% ownership interest. All intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Among the significant estimates affecting the financial statements are those related to valuation allowances for valuation allowances for accounts and notes receivable, goodwill, grower advances, inventories, long-lived assets, valuation of and estimated useful lives of identifiable intangible assets, stock-based compensation, promotional allowances and income taxes. On an ongoing basis, management reviews its estimates based upon currently available information. Actual results could differ materially from those estimates.

Cash and Cash Equivalents

We consider all highly liquid financial instruments purchased with an original maturity date of three months or less to be cash equivalents. The carrying amounts of cash and cash equivalents approximate their fair values.

Restricted Cash

We have $1.0 million in restricted cash in our subsidiary Calavo de Mexico. This cash is restricted due to the 2013 tax assessment. In November 2022, this restriction was lifted. See Note 7.

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist primarily of non-trade receivables, infrastructure advances and prepaid expenses. Non-trade receivables were $4.8 million and $5.3 million at October 31, 2022 and 2021. Included in non-trade receivables are $1.8 million and $1.7 million related to the current portion of non-CDM Mexican IVA (i.e. value-added) taxes at October 31, 2022 and 2021 (See Note 15). Infrastructure advances are discussed below. Prepaid expenses totaling $3.1 million and $3.7 million at October 31, 2022 and 2021, are primarily for insurance, rent and other items.

Accounts Receivable

Trade accounts receivable are reported at amounts due from customers, net of an allowance for doubtful accounts and customer deductions accounted for as variable consideration. The Company performs credit evaluations of customers and evaluates the need for allowances for potential credit losses based on historical experience, as well as current and expected general economic conditions.

The total allowance for estimated uncollectable accounts receivable balances and customer deductions were $4.2 million and $4.8 million as of October 31, 2022 and 2021.

Inventories

Inventories are stated at the lower of cost or net realizable value. Cost is computed on a monthly weighted-average basis, which approximates the first-in, first-out method; market is based upon estimated replacement costs. Costs included in inventory primarily include the following: fruit, picking and hauling, overhead, labor, materials and freight.

Property, Plant, and Equipment

Property, plant, and equipment are stated at cost and depreciated over their estimated useful lives using the straight-line method. Leasehold improvements are stated at cost and amortized over the lesser of their estimated useful lives or the term of the lease, using the straight-line method. Useful lives are as follows: buildings and improvements - 7 to 50 years; leasehold improvements - the lesser of the term of the lease or 7 years; equipment - 7 to 25 years; information systems hardware and software – 3 to 10 years. Significant repairs and maintenance that increase the value or extend the useful life of our fixed asset are capitalized. On-going maintenance and repairs are charged to expense.

Goodwill and Acquired Intangible Assets

Goodwill, defined as unidentified asset(s) acquired in conjunction with a business acquisition, is tested for impairment on an annual basis and between annual tests whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Goodwill is tested at the reporting unit level, which is defined as an operating segment or one level below the operating segment. We perform an assessment of goodwill for impairment on an annual basis, and between annual tests whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. To the extent the carrying amount of the reporting unit’s allocated goodwill exceeds the unit’s fair value, we recognize an impairment of goodwill for the excess up to the amount of goodwill of that reporting unit.

In fiscal 2022 and 2021, the Company’s estimated fair value significantly exceeded its carrying value. The fair value of the Company’s reporting units is determined using a combination of valuation techniques, including a discounted cash flow methodology. To corroborate the discounted cash flow analysis, a market approach is utilized using observable

market data such as comparable companies in similar lines of business that are publicly traded. The Company concluded based on its quantitative assessment that no goodwill impairment existed in the fiscal years ended October 31, 2022 and 2021. Goodwill impairment testing requires significant judgment and management estimates, including, but not limited to, the determination of (i) the number of reporting units, (ii) the goodwill and other assets and liabilities to be allocated to the reporting units and (iii) the fair values of the reporting units which includes forecasted cash flow. The estimates and assumptions described above, along with other factors such as discount rates, will significantly affect the outcome of the impairment tests and the amounts of any resulting impairment losses.

Long-lived Assets

Long-lived assets, including fixed assets and intangible assets (other than goodwill), are continually monitored and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of any such asset may not be recoverable. The determination of recoverability is based on an estimate of undiscounted cash flows expected to result from the use of an asset and its eventual disposition. The estimate of undiscounted cash flows is based upon, among other things, certain assumptions about future operating performance, growth rates and other factors. Estimates of undiscounted cash flows may differ from actual cash flows due to, among other things, technological changes, economic conditions, changes to the business model or changes in operating performance. If the sum of the undiscounted cash flows (excluding interest) is less than the carrying value, an impairment loss will be recognized, measured as the amount by which the carrying value exceeds the fair value of the asset. For fiscal years 2022 and 2021, we performed our annual assessment of long-lived assets and determined that no impairment existed as of October 31, 2022 and 2021, except as it related to the Florida plant as disclosed in Note 18.

Investments

We account for non-marketable investments using the equity method of accounting if the investment gives us the ability to exercise significant influence over, but not control, an investee. Significant influence generally exists when we have an ownership interest representing between 20% and 50% of the voting stock of the investee. Under the equity method of accounting, investments are stated at initial cost and are adjusted for subsequent additional investments and our proportionate share of earnings or losses and distributions.

In December 2014, Calavo formed a wholly owned subsidiary Calavo Growers De Mexico, S. de R.L. de C.V. (Calavo Sub). In July 2015, Calavo Sub entered into a Shareholder Agreement with Grupo Belo del Pacifico, S.A. de C.V., (Belo) a Mexican company owned by Agricola Belher, and Agricola Don Memo, S.A. de C.V. (Don Memo). Don Memo, a Mexican corporation formed in July 2013, is engaged in the business of owning and improving land in Jalisco, Mexico for the growing of tomatoes and other produce and the sale and distribution of tomatoes and other produce. Belo and Calavo Sub have an equal one-half ownership interest in Don Memo. Pursuant to a management service agreement, Belo, through its officers and employees, shall have day-to-day power and authority to manage the operations. This investment contribution represent Calavo Sub’s 50% ownership in Don Memo, which is included in investment in unconsolidated entities on our balance sheet. We use the equity method to account for this investment. As of October 31, 2022 and 2021, we have an investment of $3.8 million and $4.3 million in Don Memo.

Marketable Securities

Our marketable securities consist of our investment in Limoneira Company (Limoneira) stock. These securities are considered available for sale securities based on management’s intent with respect to such securities and are carried at fair value as determined from quoted market prices.

On October 27, 2022, we sold 1,677,299 shares of Limoneira common stock for gross proceeds of approximately $18.5 million. The net proceeds thereof after payment of commissions and expenses was used by the Company to pay down borrowings on its credit facility with Bank of America, as administrative agent, and the other lenders thereto. Contemporaneously with such sale, Bank of America, as administrative agent, released its lien on such shares in accordance with terms of the Credit Facility and the related loan documents. For year ended October 31, 2022, we recorded a loss of $8.6 million in our consolidated statements of operations.

Limoneira’s stock price at October 31, 2021, and 2020 equaled $16.13 per share, and $13.83 per share. Our shares of Limoneira stock, totaling 1,677,299, were revalued to $16.13 per share at October 31, 2021 as a result, we recorded a gain of $3.9 million and a loss of $8.5 million for the year ended October 31, 2021 and 2020 in our consolidated statements of operations.

Advances to Suppliers

We advance funds to third-party growers primarily in Mexico for various farming needs. Typically, we obtain collateral (i.e. fruit, fixed assets, etc.) that approximates the value at risk, prior to making such advances. We continuously evaluate the ability of these growers to repay advances in order to evaluate the possible need to record an allowance. No such allowance was required at October 31, 2022 and 2021.

Pursuant to our distribution agreement, which was amended in fiscal 2011, with Agricola Belher (Belher) of Mexico, a producer of fresh vegetables, primarily tomatoes, for export to the U.S. market, Belher agreed, at their sole cost and expense, to harvest, pack, export, ship, and deliver tomatoes exclusively to our Company, primarily our Arizona facility. In exchange, we agreed to sell and distribute such tomatoes, make advances to Belher for operating purposes, provide additional advances as shipments are made during the season (subject to limitations, as defined), and return the proceeds from such tomato sales to Belher, net of our commission and aforementioned advances. These advances will be collected through settlements by the end of each year. For fiscal 2022 and 2021, we agreed to advance $4.5 million and $4.5 million for preseason advances. As of October 31, 2022 and 2021, we have total advances of $4.5 million and $4.5 million to Belher pursuant to this agreement, which is recorded in advances to suppliers.

Similar to Belher, we make advances to Don Memo for operating purposes, provide additional advances as shipments are made during the season, and return the proceeds from such tomato sales to Don Memo, net of our commission and aforementioned advances. As of October 31, 2022 and 2021, we have total advances of $7.0 million and $4.2 million to Don Memo, which is recorded in advances to suppliers, offset by tomato liabilities from the sales of tomatoes per the tomato marketing agreement.

We have entered into a distribution agreement with a new tomato grower Exportadora Silvalber (Silvalber). We made $1.4 million in advances for operating purposes, similar to Belher and Don Memo, as of October 31,2022. Advances to suppliers are offset by tomato liabilities from the sales of tomatoes per the tomato marketing agreement.

Infrastructure Advances

Pursuant to our infrastructure agreements, we make advances to be used solely for the acquisition, construction, and installation of improvements to and on certain land owned/controlled by Belher and Don Memo, as well as packing line equipment.

In October 2020, we entered into an infrastructure loan agreement with Don Memo for $2.4 million secured by Don Memo’s property and equipment. This infrastructure loan accrues interest at 7.25%. In October 2020, we advanced $0.7 million related to this loan agreement. We advanced an additional $0.7 million, and $0.6 million in the first, and second quarters of fiscal 2021, for a total outstanding balance at October 31, 2021 of $2.0 million ($0.4 million is included in prepaids and other currents assets and $1.6 million in other assets). As of October 31, 2022, we have a total outstanding balance at October 31, 2022 of $1.6 million ($0.4 million is included in prepaids and other current assets and $1.2 million in other assets).

In August 2018, we entered into an amended infrastructure loan agreement with Belher and advanced $3.0 million. This amount shall be paid back in annual installments of $0.6 million through June 2023, and accrues interest at Libor plus 10%. Loans prior to this amended agreement accrued interest at Libor plus 3.0%. In August 2020, we have agreed to amend the terms of this agreement to lower the interest rate to 7.25% and changed the repayment terms to two years ($0.9 million per year). This portion of the infrastructure loan has been paid in full as of October 31, 2022, of which $0.2 million was offset against the grower payable due to Belher.

In July 2021, we made a bridge loan of $3.5 million to Belher. This loan is secured by certain farmland in Mexico and accrues interest at 10%. In the first quarter of fiscal 2022, this loan was amended to be due with installments of $0.9 million on July 31, 2022, $0.9 million on July 31, 2023 and $1.7 million on July 31, 2024. As part of this amended loan agreement, we can withhold payments on both the infrastructure advances and the bridge loan through the netting against the grower payable due to Belher. For the year ended October 31, 2022, we withheld $0.9 million from payments to Belher to offset the bridge loan repayments. The remaining bridge loan has been recorded as $0.9 million in prepaid expenses and other current assets and $1.7 million in other assets.

Accrued Expenses

Included in accrued expenses are liabilities related to the receipt of goods and/or services for which an invoice has not yet been received. These totaled approximately $28.7 million and $32.6 million for the year ended October 31, 2022 and 2021.

Revenue Recognition

The Company recognizes revenue when obligations under the terms of a contract with its customer are satisfied; generally, this occurs with the transfer of control of its products. Revenue is measured as the amount of net consideration expected to be received in exchange for transferring products. Revenue from product sales is governed primarily by customer pricing and related purchase orders (“contracts”) which specify shipping terms and certain aspects of the transaction price including variable considerations such as rebates, discounts and other sales incentives. Contracts are at standalone pricing. The performance obligation in these contracts is determined by each of the individual purchase orders and the respective stated quantities, with revenue being recognized at a point in time when obligations under the terms of the agreement are satisfied. This generally occurs with the transfer of control of our products to the customer and the product is delivered. The Company's customers have an implicit and explicit right to return non-conforming products. A provision for payment discounts and product return allowances, which is estimated, is recorded as a reduction of sales in the same period that the revenue is recognized.

Sales Incentives and Other Promotional Programs

The Company routinely offers sales incentives and discounts through various regional and national programs to our customers and consumers. These programs include product discounts or allowances, product rebates, product returns, one-time or ongoing trade-promotion programs with customers and consumer coupon programs that require the Company to estimate and accrue the expected costs of such programs. The costs associated with these activities are accounted for as reductions to the transaction price of the Company’s products and are, therefore, recorded as reductions to gross sales at the time of sale. The Company bases its estimates of incentive costs on historical trend experience with similar programs, actual incentive terms per customer contractual obligations and expected levels of performance of trade promotions, utilizing customer and sales organization inputs. The Company maintains liabilities at the end of each period for the estimated incentive costs incurred but unpaid for these programs. Differences between estimated and actual incentive costs are generally not material and are recognized in earnings in the period such differences are determined. Reserves for product returns, accrued rebates and promotional accruals are included in the consolidated balance sheets as part of accounts receivable or accrued expenses.

Principal vs. Agent Considerations

We frequently enter into consignment arrangements with avocado and tomato growers and packers located outside of the U.S. and growers of certain perishable products in the U.S. We evaluate whether its performance obligation is a promise to transfer services to the customer (as the principal) or to arrange for services to be provided by another party (as the agent) using a control model. This evaluation determined that the Company is in control of establishing the transaction price, managing all aspects of the shipments process and taking the risk of loss for delivery, collection, and returns. Based on the Company’s evaluation of the control model, it determined that all of the Company’s major businesses act as the principal rather than the agent within their revenue arrangements and such revenues are reported on a gross basis.

Customers

We sell to retail grocery, foodservice, club stores, mass merchandisers, food distributors and wholesale customers. Our top ten customers accounted for approximately 59%, 58% and 56% of our consolidated net sales in fiscal years 2022, 2021 and 2020. Sales to our largest customer, Kroger (including its affiliates), represented approximately 15%, 16%, and 18% of net sales in each of fiscal years 2022, 2021, and 2020. Trader Joes, represented approximately 11% of net sales in fiscal year 2022. Additionally, Wal-Mart (including its affiliates) represented approximately 10%, 11% and 12% of net sales in fiscal years 2022, 2021 and 2020. No other single customer accounted for more than 10% of our net sales in any of the last three fiscal years.

Shipping and Handling

We include shipping and handling fees billed to customers in net sales. Amounts incurred by us for freight are included in cost of goods sold.

Promotional Allowances

We provide for promotional allowances at the time of sale, based on our historical experience. Our estimates are generally based on evaluating the historical relationship between promotional allowances and gross sales. The derived percentage is then applied to the current period’s sales revenues in order to arrive at the appropriate debit to sales allowances for the period. The offsetting credit is made to accrued expenses. When certain amounts of specific customer accounts are subsequently identified as promotional, they are written off against this allowance. Actual amounts may differ from these estimates and such differences are recognized as an adjustment to net sales in the period they are identified.

Loss on Reserve for FreshRealm Note Receivable and Impairment of Investment

At the beginning of fiscal year 2020, we had a note receivable from FreshRealm totaling $34.5 million which has been fully reserved during fiscal 2020.

In July 2021, FreshRealm paid Calavo the Loan Payoff Amount per the Separation Agreements with FreshRealm (See Note 16) of $6.0 million, and we recorded the receipt as a recovery of the reserve for collectability of the FreshRealm note receivable on the statement of operations. Therefore, the notes receivable mentioned above, have been deemed paid in full.

Consignment Arrangements

We frequently enter into consignment arrangements with avocado and tomato growers and packers located outside of the U.S. and growers of certain perishable products in the U.S. Although we generally do not take legal title to these avocados and perishable products, we do assume responsibilities (principally assuming credit risk, inventory loss and delivery risk, and pricing risk) that are consistent with acting as a principal in the transaction. Accordingly, the accompanying financial statements include sales and cost of sales from the sale of avocados and perishable products procured under consignment arrangements. Amounts recorded for each of the fiscal years ended October 31, 2022, 2021 and 2020 in the financial statements pursuant to consignment arrangements are as follows (in thousands):


	2022		2021		2020

Sales	$	59,748	$	52,287	$	64,922
Cost of Sales		53,238		45,945		57,554
Gross Profit	$	6,510	$	6,342	$	7,368

Advertising Expense

Advertising costs are expensed when incurred and are generally included as a component of selling, general and administrative expense. Such costs were approximately $0.6 million, $0.4 million and $0.4 million for fiscal years 2022, 2021, and 2020.

Research and Development

Research and development costs are expensed as incurred and are generally included as a component of selling, general and administrative expense. Total research and development costs for fiscal year 2022, 2021 and 2020 was approximately $0.1 million, $0.3 million and $0.7 million.

Restructuring Costs

For the year ended October 31, 2022 and 2021, we recorded $2.8 million and $0.9 million of consulting expenses (included in selling, general and administrative expenses) related to an enterprise-wide strategic business review conducted for the purpose of restructuring to improve the profitability of the organization and efficiency of our operations. We also recorded $2.0 million and $0.6 million for the years ended October 31, 2022 and 2021, respectively, of management recruiting and severance costs related to this restructuring initiative.

Other Income

Included in other income is dividend income totaling $0.8 million, $0.6 million, and $0.6 million for fiscal years 2022, 2021 and 2020. See Note 8 for related party disclosure related to other income.

Income Taxes

We account for deferred tax liabilities and assets for the future consequences of events that have been recognized in our consolidated financial statements or tax returns. Measurement of the deferred items is based on enacted tax laws. In the event the future consequences of differences between financial reporting bases and tax bases of our assets and liabilities result in a deferred tax asset, we perform an evaluation of the probability of being able to realize the future benefits indicated by such asset. A valuation allowance related to a deferred tax asset is recorded when it is more likely than not that some portion or all of the deferred tax asset will not be realized.

We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement.

As a multinational corporation, we are subject to taxation in many jurisdictions, and the calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in various taxing jurisdictions. If we ultimately determine that the payment of these liabilities will be unnecessary, the liability will be reversed and we will recognize a tax benefit during the period in which it is determined the liability no longer applies. Conversely, we record additional tax charges in a period in which it is determined that a recorded tax liability is less than the ultimate assessment is expected to be.

The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. Tax laws and regulations themselves are subject to change as a result of changes in fiscal policy, changes in legislation, the evolution of regulations and court rulings. Therefore, the actual liability for U.S. or foreign taxes may be materially different from management’s estimates, which could result in the need to record additional tax liabilities or potentially reverse previously recorded tax liabilities.

Basic and Diluted Net Loss per Share

Basic earnings per share is calculated using the weighted-average number of common shares outstanding during the period without consideration of the dilutive effect of stock options and contingent consideration. Diluted earnings per common share is calculated using the weighted-average number of common shares outstanding during the period after consideration of the dilutive effect of stock options and the effect of contingent consideration shares.

Basic and diluted net loss per share is calculated as follows (U.S. dollars in thousands, except per share data):


	Year ended October 31,
	2022		2021		2020
Numerator:
Net loss attributable to Calavo Growers, Inc.	$	(6,249)	$	(11,818)	$	(13,625)
Denominator:
Weighted average shares – Basic		17,663		17,621		17,564
Effect of dilutive securities – Restricted stock/units/options (1)		—		—		—
Weighted average shares – Diluted		17,663		17,621		17,564
Net loss per share attributable to Calavo Growers, Inc:
Basic	$	(0.35)	$	(0.67)	$	(0.78)
Diluted	$	(0.35)	$	(0.67)	$	(0.78)

(1)

For the year ended October 31, 2022, 2021 and 2020, approximately 82,000 shares, 42,000 shares, and 55,000 shares of common stock equivalents were excluded in the computation of diluted net loss per share, as the effect would be anti-dilutive since the Company reported a net loss.

Stock-Based Compensation

We account for awards of equity instruments issued to employees under the fair value method of accounting and recognize such amounts in our statements of operations. We measure compensation cost for all stock-based awards at fair value on the date of grant and recognize compensation expense in our consolidated statements of operations over the service period that the awards are expected to vest.

For the years ended October 31, 2022, 2021 and 2020, we recognized compensation expense of $3.1 million, $4.0 million, and $4.5 million related to stock-based compensation (See Note 12). The value of the stock-based compensation was determined from quoted market prices at the date of the grant.

Foreign Currency Translation and Remeasurement

Our foreign operations are subject to exchange rate fluctuations and foreign currency transaction costs. The functional currency of our foreign subsidiaries is the United States dollar. As a result, monetary assets and liabilities are translated into U.S. dollars at exchange rates as of the balance sheet date and non-monetary assets, liabilities and equity are translated at historical rates. Sales and expenses are translated using a weighted-average exchange rate for the period. Gains and losses resulting from those remeasurements are included in income. Gains and losses resulting from foreign currency transactions are also recognized in income. Total foreign currency translation gains for fiscal 2021, net of losses, was $0.9 million. Total foreign currency translation losses for fiscal 2022 and 2020, net of gains, were $1.0 million for each year.

Fair Value of Financial Instruments

We believe that the carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, and short-term borrowings approximates fair value based on either their short-term nature or on terms currently available to the Company in financial markets. Due to current market rates, we believe that our fixed-rate long-term obligations and finance leases have nearly the same fair value and carrying value of approximately $6.0 million and $7.1 million as of October 31, 2022 and 2021.

Derivative Financial Instruments

We were not a party to any material derivative instruments during the fiscal year. It is currently our intent not to use derivative instruments for speculative or trading purposes. Additionally, we do not use any hedging or forward contracts to offset market volatility.

Recently Adopted Accounting Pronouncements

In December 2019, the Financial Accounting Standards Board issued ASU 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes," which amends and simplifies the accounting for income taxes by removing certain exceptions and providing new guidance to reduce complexity in certain aspects of the current guidance. This guidance was adopted by the Company during the first quarter of 2022 and did not impact the Company’s financial statements or related disclosures.

Noncontrolling Interest

The following tables reconcile shareholders’ equity attributable to noncontrolling interest related to Avocados de Jalisco (in thousands).


	Year ended		Year ended
Avocados de Jalisco noncontrolling interest	October 31, 2022		October 31, 2021

Noncontrolling interest, beginning	$	1,368	$	1,472
Net loss attributable to noncontrolling interest of Avocados de Jalisco		(353)		(104)
Noncontrolling interest, ending	$	1,015	$	1,368

Inventories

12 Months Ended

Oct. 31, 2022

Inventories

Inventories

3. Inventories

Inventories consist of the following (in thousands):


	October 31,
	2022		2021

Fresh fruit	$	16,938	$	17,648
Packing supplies and ingredients		14,176		13,088
Finished prepared foods		7,716		10,021
Total	$	38,830	$	40,757

We assess the recoverability of inventories through an ongoing review of inventory levels in relation to sales and forecasts and product marketing plans. When the inventory on hand, at the time of the review, exceeds the foreseeable demand, the value of inventory that is not expected to be sold is written down. The amount of the write-down is the excess of historical cost over estimated realizable value. Once established, these write-downs are considered permanent adjustments to the cost basis of the excess inventory.

The assessment of the recoverability of inventories and the amounts of any write-downs are based on currently available information and assumptions about future demand and market conditions. Demand for processed avocado products may fluctuate significantly over time, and actual demand and market conditions may be more or less favorable than our projections. In the event that actual demand is lower than originally projected, additional inventory write-downs may be required.

avocado operations at this facility will continue in operation and are not affected. We wrote down inventory related to this closure of $0.6 million as of October 31, 2021. See Note 18 for further information.

Property, Plant, and Equipment

12 Months Ended

Oct. 31, 2022

Property, Plant, and Equipment

Property, Plant, and Equipment

4. Property, Plant, and Equipment

Property, plant, and equipment consist of the following (in thousands):


	October 31,
	2022		2021

Land	$	11,008	$	11,008
Buildings and improvements		45,733		46,133
Leasehold improvements		19,030		25,114
Equipment		121,441		115,942
Information systems - hardware and software		11,920		11,598
Construction in progress		8,307		5,802
		217,439		215,597
Less accumulated depreciation and amortization		(104,129)		(97,317)
	$	113,310	$	118,280

Depreciation expense was $15.0 million, $14.5 million and $13.9 million for fiscal years 2022, 2021, and 2020. Included in property, plant, and equipment are finance leases. Amortization of finance leases was $1.8 million, $1.8 million and $1.0 million for fiscal years 2022, 2021, and 2020.

In February 2016, the FASB issued ASU 2016-02, Leases, and has subsequently issued several supplemental and/or clarifying ASU's (collectively, "Topic 842"), which requires a dual approach for lease accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases result in the lessee recognizing a right of use asset and a corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the right-of-use asset, and for operating leases, the lessee would recognize lease expense on a straight-line basis. See Note 17.

On October 18, 2021, the Company announced the closure of Prepared’s food processing operations at its Green Cove Springs (near Jacksonville), Florida facility, as part of its Project Uno profit improvement program. As of November 15, 2021, Prepared’s portion of the Green Cove facility has ceased operations. The Company’s Grown avocado operations at this facility will continue in operation and are not affected.

Other Assets and Intangibles

12 Months Ended

Oct. 31, 2022

Other Assets and Intangibles

Other assets and Intangibles

5. Other Assets and Intangibles

Other assets consist of the following (in thousands):


	October 31,		October 31,
	2022		2021
Mexican IVA (i.e. value-added) taxes receivable	$	43,625	$	37,493
Infrastructure advances to Agricola Belher		1,241		1,641
Bridge loan to Agricola Belher		1,700		—
Other		604		1,366
Total	$	47,170	$	40,500

The intangible assets consist of the following (in thousands):


		October 31, 2022						October 31, 2021
	Weighted-	Gross				Net		Gross				Net
	Average	Carrying		Accum.		Book		Carrying		Accum.		Book
	Useful Life	Value		Amortization		Value		Value		Amortization		Value
Customer list/relationships	8 years	$	17,340	$	(11,373)	$	5,967	$	17,340	$	(9,989)	$	7,351
Trade names	8 years		4,060		(3,100)		960		4,060		(2,980)		1,080
Trade secrets/recipes	9 years		630		(626)		4		630		(567)		63
Brand name intangibles	indefinite		275		—		275		275		—		275
Intangibles, net		$	22,305	$	(15,099)	$	7,206	$	22,305	$	(13,536)	$	8,769

We recorded amortization expense of approximately $1.6 million, $1.6 million, and $1.1 million for fiscal years 2022, 2021, and 2020. We anticipate recording amortization expense of approximately $1.6 million for fiscal year 2023, $1.5 million for each fiscal years 2024 through 2025 and $2.4 million thereafter.

Revolving Credit Facilities

12 Months Ended

Oct. 31, 2022

Revolving Credit Facilities

Revolving Credit Facilities

6. Revolving Credit Facilities

We have a revolving credit facility (the “Credit Facility”) with Bank of America, N.A. (Bank of America) as administrative agent and Merrill Lynch, Pierce, Fenner & Smith Inc. as joint lead arranger and sole bookrunner, and Farm Credit West (FCW), as joint lead arranger.

Borrowings under the Credit Facility are at the Company’s discretion at a BSBY (Bloomberg Short-Term Bank Yield Index) Daily Floating Rate plus applicable margin or a base rate loan plus applicable margin. The applicable margin is based on the Company’s Consolidated Leverage Ratio (as defined in the Credit Facility) and can range from 1.25% to 1.75% for BSBY loans and 0.25% to 0.75% for Base Rate Loans. The Credit Facility also includes a commitment fee on the unused commitment amount at a rate per annum of 0.15%.

The Credit Facility contains customary affirmative and negative covenants for agreements of this type, including the following financial covenants applicable to the Company and its subsidiaries on a consolidated basis: (a) a quarterly consolidated leverage ratio of not more than 2.50 to 1.00 and (b) a quarterly consolidated fixed charge coverage ratio of not less than 1.20 to 1.00.

The Credit Facility also contains customary events of default. If any event of default occurs and is continuing, Bank of America may take the following actions: (a) declare the commitment of each lender to make loans and any obligation of the Issuer to make credit extensions to be terminated; (b) declare the unpaid principal amount of all outstanding loans, all interest, and all other amounts to be immediately due and payable; (c) require that Calavo cash collateralize the obligations; and (d) exercise on behalf of itself, the lenders and the letter of credit issuers under the Credit Facility all rights and remedies available to it.

On January 29, 2021, we entered into the Third Amendment to our Credit Facility, which amendment, among other things, provides for a five-year extension of the maturity date to January 29, 2026, a $20 million increase in the revolving commitment to $100 million (from $80 million) (for a total facility size of $150 million if the $50 million accordion is exercised, up from a total size of $130 million), and a 25 basis point increase in the interest rate.

On December 1, 2021, we entered into the Fourth and Fifth Amendments to our Credit Facility, which amendments, among other terms, added CDM as a guarantor, increased the interest rate by 50 basis points required that we pledge our Limoneira shares as collateral (in addition to the general business assets of the Company already securing the Credit Facility), added a new financial covenant testing the minimum Consolidated EBITDA on a cumulative monthly basis for the period January 2022 through and including June 2022, and replaced LIBOR as the reference interest rate with the BSBY Daily Floating Rate.

As of January 31, 2022, the Company was not in compliance with the cumulative monthly minimum Consolidated EBITDA covenant, and the Consolidated Leverage Ratio (CLR) covenants. On March 14, 2022, we entered into the

Sixth Amendment to our Credit Facility, which amendment waived such non-compliance and included the following terms:

●

The interest rate was increased to BSBY plus 3.0%, until the first business day of the month after we certify that no default or event of default exists for the period ended July 31, 2022, after which point the interest rate would range between BSBY plus 1.25% to 1.75% based on our CLR.

●

The total facility size was reduced from $100 million to $80 million

●

Availability would be based on a borrowing base consisting of the sum of eligible accounts receivable (80%), eligible inventory (50%), and Limoneira shares (60%), less reserves including grower payables; and

●

The FCCR covenant was amended (i) to 1.20 to 1.00 and (ii) to calculate monthly and cumulatively starting with the quarter ended April 30, 2022, which calculation converts to a quarterly calculation of trailing 12 month figures starting with the period ending October 31, 2022.

On November 1, 2022, we entered into a Seventh Amendment to our Credit Facility with principal terms as follows:

●

The FCCR covenant, only for the period ending October 31, 2022, was modified to 1.00 to 1.00; and

●

We were permitted to declare cash dividends so long as (i) after giving effect to any such dividend a new Consolidated Dividend Adjusted Fixed Charge Coverage Ratio is not less than 1.20 to 1.00 and (ii) any such cash dividends are paid in the same fiscal quarter in which they are declared. Notwithstanding the foregoing restriction, we may declare and make a dividend payment in an amount not to exceed $5,200,000 on or before January 31, 2023.

As of October 31, 2022, we were in compliance with the financial covenants, and we expect to remain in compliance. As of October 31, 2022, approximately $29.9 million was available for borrowing, based on our borrowing base calculation discussed above. We have a letter of credit balance of $3.2 million as of October 31, 2022, that lowers the amount available per our Credit Facility.

The weighted-average interest rate under the Credit Facility was 4.9% and 2.2% at October 31, 2022 and 2021, respectively. Under the Credit Facility, we had $1.2 million and $37.7 million outstanding as of October 31, 2022 and 2021, and had standby letters-of-credit of $3.2 million and $2.5 million as of October 31, 2022 and 2021. In accordance with the extended due date, the outstanding balance of the Credit Facility has been classified as long-term in the accompanying consolidated balance sheet as of October 31, 2022.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Commitments and Contingencies

12 Months Ended

Oct. 31, 2022

Commitments and Contingencies.

Commitments and Contingencies

7. Commitments and Contingencies

Commitments and guarantees

We lease facilities and certain equipment under non-cancelable leases expiring at various dates through 2031. We are committed to make minimum cash payments under these agreements as of October 31, 2022. See Note 17 for additional details on the type of lease agreements.

We indemnify our directors and have the power to indemnify each of our officers, employees and other agents, to the maximum extent permitted by applicable law. No amounts have been accrued in the accompanying financial statements related to these indemnifications.

Mexico tax audits

We conduct business both domestically and internationally and, as a result, one or more of our subsidiaries files income tax returns in U.S. federal, U.S. state and certain foreign jurisdictions. Accordingly, in the normal course of business, we are subject to examination by taxing authorities, primarily in Mexico and the United States.

2011 Assessment

On June 16, 2021 Calavo reached a settlement agreement with the Ministry of Finance and Administration of the government of the State of Michoacan, Mexico (MFM) regarding a 2011 Assessment of approximately $2.2 billion Mexican pesos related to income tax, flat rate business tax and value added tax. Calavo agreed to pay approximately $47.8 million Mexican pesos (approximately $2.4 million USD) as a full and final settlement of all taxes, fines, and penalties.

2013 Assessment

In January 2017, we received preliminary observations from the Servicio de Administracion Tributaria in Mexico (the “Mexican Tax Administrative Service” or “SAT”) related to an audit for fiscal year 2013 outlining certain proposed adjustments primarily related to intercompany funding, deductions for services from certain vendors/suppliers and IVA. We provided a written rebuttal to these preliminary observations during our second fiscal quarter of 2017. During the period from our third fiscal quarter of 2017 through our third fiscal quarter of 2018.

As a result, in July 2018, the SAT’s local office in Uruapan issued to Calavo de Mexico (“CDM”) a final tax assessment (the “2013 Assessment”) totaling approximately $2.6 billion Mexican pesos (which includes annual adjustments for inflation, and equals approximately $131.3 million USD at October 31, 2022) related to income tax, flat rate business tax, and value added tax, related to this fiscal 2013 tax audit. This amount has been adjusted for inflation as of October 31, 2022 to the amount of $3.08 billion Mexican pesos (approximately $151.5 million USD). Additionally, the tax authorities have determined that we owe our employees profit-sharing liability, totaling approximately $118 million Mexican pesos (approximately $6.0 million USD at October 31, 2022). In August 2018, we filed an Administrative Appeal on the 2013 Assessment, appealing our case to the SAT’s central legal department in Michoacan.

On June 25, 2021, we became aware that the Administrative Appeal had been resolved by the SAT against CDM on March 12, 2021, and that we had allegedly failed to timely respond to and challenge the SAT’s notification of such resolution, therefore rendering the 2013 Assessment as definitive. Consequently, the SAT placed liens on the fixed assets of CDM, with a net book value of approximately $26 million USD, and on bank accounts of CDM totaling approximately $1 million USD in order to guaranty the 2013 Assessment. Based on legal counsel from our tax advisory firm, we and our tax advisory firm have concluded that the March notification was not legally communicated.

On August 18, 2021, we filed an Administrative Reconsideration (the Reconsideration) before the Central Legal Department of the SAT located in Mexico City, asserting that the resolution in March of the Administrative Appeal was wrongly concluded, in particular with respect to the following matters:

o

Failure to recognize CDM as a “maquiladora”

o

Considering the Company to have a permanent establishment in Mexico,

o

Including fruit purchase deposits transferred by the Company to CDM as taxable,

o

Application of 16% IVA tax to fruit purchase deposits; and

o

Imposing double-taxation on the fruit purchase transactions

On August 20, 2021 we filed an Annulment Suit (the Annulment Suit) with the Federal Tax Court, which among other things, strongly contends that the notifications made by the SAT to CDM and its designated advisors of the resolution of the Administrative Appeal in March 2021 were not legally communicated. In addition, the Annulment Suit asserts the same matters central to the Reconsideration, as described above, as wrongly concluded in the resolution of the Administrative Appeal.

On September 22, 2021, we had an initial in-person meeting with the SAT in Mexico City to formally present and discuss the Reconsideration. The SAT agreed to review our Reconsideration in more detail; however, on January 3, 2022, the SAT formally rejected our request for the Reconsideration. In response to this rejection, on January 21, 2022, we filed an injunction suit with a federal district court seeking to nullify the arguments against the Reconsideration made by the SAT on constitutional grounds.

On February 4, 2022, we had a follow-up meeting with the SAT in Mexico City to begin a dialog with the objective of reaching a settlement of the 2013 Assessment. The SAT agreed in principle to continue this dialog, but requested that we provide a financial guaranty to secure the related tax as a pre-requisite to these discussions.

On February 25, 2022, we filed an injunction to challenge the SAT’s response issued to the Reconsideration. This would allow time to continue the discussions with SAT at the administrative level and would give SAT the legal basis to issue a new resolution. This injunction suit represents a further opportunity for a Court of Law to analyze this matter from a constitutional perspective.

The injunction suit was admitted for analysis by the District Court, however, SAT filed a complaint (queja) against the ruling allowing CDM to file an extension of the injunction suit. This complaint was filed by SAT to challenge the admission and analysis of the injunction suit; this complaint was decided by the Circuit Courts in October against the SAT complaint and the court will start the analysis of injunction in the following months.

On March 4, 2022, the Annulment Suit was formally accepted by the Federal Tax Court, which simultaneously granted a provisional suspension of the collections proceedings by the SAT. The acceptance by the court of the Annulment Suit renders the 2013 Assessment as non-definitive, until such time as the suit is resolved.

On March 10, 2022, we met with the SAT and offered an Administrative Guaranty (Embargo en Via Administrativa) to secure the 2013 Assessment, which provides the SAT with certain administrative rights to CDM assets in the unlikely event we do not prevail in our actions through the Federal Tax Court (see below). Once the Administrative Guaranty is in place, the existing liens over the assets of CDM will be removed and the SAT collection process will be suspended.

On April 27, 2022, the SAT provided a Positive Compliance Opinion to CDM, and consequently the Tax Authority renewed the VAT Certification to CDM. These two resolutions signal a positive development on the Tax controversies in Mexico.

On October 10, 2022, the Tax Court ruled in favor of CDM granting the definitive suspension, accepting the Administrative Guaranty and forcing the SAT to remove all liens placed on CDM fixed assets and bank accounts. These liens were removed in November 2022. The Court also recognized that the $3.1 billion pesos assessment exceeds the economic capacity of CDM.

While we continue to believe that the 2013 Assessment is completely without merit, and that we will prevail on the Annulment Suit in the Tax Court, and we have had court rulings in favor of CDM, we also believe that it is in the best interest of CDM and the Company to settle the 2013 Assessment as quickly as possible. Furthermore, we believe that the above actions taken by CDM will encourage the SAT to agree to reach a settlement. In accordance with our cumulative probability analysis on uncertain tax positions, our recent settlements made by the SAT in other cases, the 2011 Assessment settlement reached by CDM with the MFM, and the value of CDM assets, we recorded a provision of $11 million USD in the third quarter of fiscal 2021, as a discrete item in Income Tax Provision. The provision includes estimated penalties, interest and inflationary adjustments. We believe that this provision remains appropriate as of October 31, 2022 based on our cumulative probability analysis. We incurred $1.4 million of related professional fees for the year ended October 31, 2022, which have been recorded in Expenses related to Mexican Tax matters.

Litigation

From time to time, we are also involved in litigation arising in the ordinary course of our business that we do not believe will have a material adverse impact on our financial statements.

Related-Party Transactions

12 Months Ended

Oct. 31, 2022

Related-Party Transactions

Related-Party Transactions

8. Related-Party Transactions

Board of Directors

Certain members of our Board of Directors market California avocados through Calavo pursuant to marketing agreements substantially similar to the marketing agreements that we enter into with other growers. During the years ended October 31, 2022, 2021, and 2020, the aggregate amount of avocados procured from entities owned or controlled by members of our Board of Directors was $7.5 million, $17.8 million and $18.0 million. We did not have any amounts due to Board members as of October 31, 2022 and 2021.

Limoneira

During fiscal years 2022, 2021, and 2020, we received $0.6 million, $0.5 million and $0.5 million as dividend income from Limoneira. In addition, we lease office space from Limoneira for our corporate office. Rent to Limoneira amounted to approximately $0.3 million for fiscal years 2022, 2021, and 2020. Harold Edwards, who resigned as a member of our Board of Directors in February 2022, is the Chief Executive Officer of Limoneira Company. In February 2022, Limoneira ended its marketing agreement with Calavo.

On October 27, 2022, we sold our entire investment of 1,677,299 shares of Limoneira common stock for gross proceeds of approximately $18.5 million. The net proceeds thereof after payment of commissions and expenses was used by the Company to pay down borrowings on its credit facility with Bank of America, as administrative agent, and the other lenders thereto. Contemporaneously with such sale, Bank of America, as administrative agent, released its lien on such shares in accordance with terms of the Credit Facility and the related loan documents. For the year ended October 31, 2022, 2021 and 2020, we recorded losses of $8.6 million, income of $3.9 million, and losses of $8.5 million in realized and unrealized net gain (loss) on Limoneira shares.

Agricola Don Memo, S.A. de C.V. (“Don Memo”)

In December 2014, Calavo formed a wholly owned subsidiary Calavo Growers De Mexico, S. de R.L. de C.V. (Calavo Sub). In July 2015, Calavo Sub entered into a Shareholder Agreement with Belo a Mexican company owned by Agricola Belher, and formed Agricola Don Memo, S.A. de C.V. Belo and Calavo Sub have an equal one-half ownership interest in Don Memo in exchange for $2 million each. Pursuant to a management service agreement, Belo, through its officers and employees, has day-to-day power and authority to manage the operations. Therefore, Don Memo is accounted for on the equity method as an unconsolidated entity. Belo is entitled to a management fee, as defined, which is payable annually in July of each year. Additionally, Calavo Sub is entitled to commission, for the sale of produce in Mexico, U.S., Canada, and any other overseas market.

As of October 31, 2022, 2021 and 2020, we have an investment of $3.8 million, $4.3 million and $6.1 million, representing Calavo Sub’s 50% ownership in Don Memo, which is included as an investment in unconsolidated entities on our balance sheet. We make advances to Don Memo for operating purposes, provide additional advances as shipments are made during the season, and return the proceeds from tomato sales under our marketing program to Don Memo, net of our commission and aforementioned advances. For the year ended October 31, 2022, we advanced an additional $2.8 million of preseason advances to Don Memo. As of October 31, 2022, 2021 and 2020, we had outstanding advances of $7.0 million, $4.2 million and $2.4 million to Don Memo. As of October 31, 2022, 2021 and 2020, we had a tomato liability of $1.9 million, $3.0 million and $1.8 million to Don Memo. During the year ended October 31, 2022, 2021 and 2020 we purchased $13.7 million, $14.7 million and $15.8 million of tomatoes from Don Memo pursuant to our consignment agreement.

In October 2020, we entered into an infrastructure loan agreement with Don Memo for up to $2.4 million secured by certain property and equipment of Don Memo. This infrastructure loan accrues interest at 7.25%. The total outstanding balance related to this infrastructure loan agreement at October 31, 2022 was $1.6 million ($0.4 million is included in prepaids and other current assets and $1.2 million in other assets). The total outstanding balance related to this infrastructure loan agreement at October 31, 2021 was $2.0 million ($0.4 million is included in prepaids and other current assets and $1.6 million in other assets). This infrastructure loan agreement will mature in fiscal 2024.

Belher

We had grower advances due from Belher of $4.5 million, $4.5 million and $4.5 million as of October 31, 2022, 2021 and 2020. In August 2018, we entered into an amended infrastructure agreement with Belher and advanced $3.0 million. This amount was to be paid back annually at $0.6 million through June 2023, and accrue interest of LIBOR plus 10%. In August 2020, we have amended this agreement to lower the interest rate to 7.25% and change the repayment terms to two years ($0.9 million per year). We had infrastructure advances due from Belher of $0.9 million, and $1.8 million as of October 31, 2021 and 2020. This infrastructure advance was paid in full during fiscal 2022, through the netting against the grower payable to Belher (see below).

In July 2021, we made a bridge loan of $3.5 million to Belher. This loan is secured by certain farmland in Mexico and accrues interest at 10%. In the first quarter of fiscal 2022, this loan was amended to be due with installments of $0.9 million on July 31, 2022, $0.9 million on July 31, 2023 and $1.7 million on July 31, 2024. As part of this amended loan agreement, we can withhold payments on both the infrastructure advances and the bridge loan through the netting against the grower payable due to Belher. For the year ended October 31, 2022, we withheld $1.1 million from payments to Belher to offset the bridge loan repayments. The remaining bridge loan has been recorded as $0.9 million in prepaid expenses and other current assets and $1.7 million in other assets. During the year ended October 31, 2022, 2021 and 2020, we purchased $19.4 million, $16.3 million, and $26.9 million of tomatoes from Belher pursuant to our consignment agreement.

Avocados de Jalisco, S.A.P.I. de C.V. (“Avocados de Jalisco”)

In August 2015, we entered into Shareholder’s Agreement with various partners to create Avocados de Jalisco, which is a Mexican corporation engaged in procuring, packing and selling avocados. This entity is approximately 83% owned by Calavo and is consolidated in our financial statements. Avocados de Jalisco built a packinghouse located in Jalisco, Mexico and such packinghouse began operations in June of 2017. As of October 31, 2022 and 2021, we have made an insignificant amount of preseason advances to various partners of Avocados de Jalisco. During the year ended October 31, 2022, 2021 and 2020, we purchased approximately $7.0 million, $13.0 million and $8.3 million of avocados from the partners of Avocados de Jalisco.

Income Taxes

12 Months Ended

Oct. 31, 2022

Income Taxes

Income Taxes

9. Income Taxes

The income tax provision (benefit) consists of the following for the years ended October 31, (in thousands):


	2022		2021		2020

Current:
Federal	$	2,012	$	(3,449)	$	(5,684)
State		147		323		(214)
Foreign		1,209		16,703		645
Total current		3,368		13,577		(5,253)

Deferred:
Federal		(162)		790		576
State		746		(343)		(505)
Foreign		(701)		(3,934)		260
Total deferred		(117)		(3,487)		331
Change in valuation allowance		—		657		630
Total income tax provision (benefit)	$	3,251	$	10,747	$	(4,292)

At October 31, 2022 and 2021, gross deferred tax assets totaled approximately $23.5 million and $29.3 million, while gross deferred tax liabilities totaled approximately $16.2 million and $22.7 million. Deferred income taxes reflect the net of temporary differences between the carrying amount of assets and liabilities for financial reporting and income tax purposes.

Significant components of our deferred taxes assets (liabilities) as of October 31, are as follows (in thousands):


	2022		2021

Property, plant, and equipment		(2,002)		(4,764)
Intangible assets		2,828		5,051
Unrealized gain, Limoneira investment		—		(1,138)
Stock-based compensation		715		511
State taxes		6		(498)
Credits and incentives		1,194		1,808
Allowance for accounts receivable		936		1,259
Inventories		442		507
Accrued liabilities		1,143		2,067
Operating lease - Right of use assets		(13,723)		(15,839)
Operating lease liabilities		14,861		17,040
Net operating loss		549		1,093
Valuation allowance		(1,830)		(1,291)
Capital loss carryover		804		—
Other		(490)		(490)
Long-term deferred income taxes	$	5,433	$	5,316

As of October 31, 2022 and 2021, the Company has no federal net operating loss carryforwards. The Company has gross state net operating loss carryforwards of approximately $9.1 million and $19.0 million with carryforward periods primarily ranging from 20 years to indefinite.

The Company records a valuation allowance against deferred tax assets when determined that all or a portion of the deferred tax assets are not more likely than not to be realized based on all available evidence. As of October 31, 2022 and 2021, the Company recorded an approximate $1.8 million and $1.2 million valuation allowance against the deferred

tax assets for state tax credit carryforwards and federal capital loss carryforwards that are more likely than not to expire unutilized. During the year ended October 31, 2022, the Company increased the valuation allowance against federal capital loss carryforwards by $0.6 million.

A reconciliation of the significant differences between the federal statutory income tax rate and the effective income tax rate on pretax income (loss) for the years ended October 31, is as follows:


	2022		2021		2020

Federal statutory tax rate	21.0	%	21.0	%	21.0	%
State taxes, net of federal effects	(1.3)		11.6		4.4
Rate differential on NOL carryback	—		125.8		6.2
Foreign income taxes greater than U.S.	5.2		16.1		(2.3)
Uncertain tax positions	5.1		(1,059.9)		—
Stock based compensation	(6.1)		(16.7)		—
Provision to return	(59.9)		39.2		(2.5)
State rate change	(2.5)		9.2		(0.1)
Valuation allowance	(24.2)		(44.1)		(2.7)
Other permanent differences	(33.8)		—		—
Other	(0.5)		(15.5)		(0.3)
	(97.0)	%	(913.3)	%	23.7	%

For fiscal years 2022, 2021 and 2020, income (loss) before income taxes (benefit) related to domestic operations was approximately $(1.4) million, $(5.0) million, and $(18.9) million. Additionally, for fiscal 2022, we received income tax refunds of $6.7 million. For fiscal years 2022, 2021 and 2020, income before income taxes (benefit) related to foreign operations was approximately $(1.9) million, $3.8 million and $0.8 million.

As of October 31, 2022, and 2021, we had $11.1 million and $11.3 million for unrecognized tax benefits related primarily to the probable outcomes of the 2013 Mexico Assessment. See Note 7 for further information.

A reconciliation of the beginning and ending amount of gross unrecognized taxes (exclusive of interest and penalties) was as follows (in thousands):


	Year Ended October 31,
	2022		2021
Beginning balance	$	11,303	$	72
Reductions based on tax positions related to prior periods		(172)		—
Gross increase - Tax positions in prior periods		—		131
Gross increase - Tax positions in current period		—		11,100
Ending balance	$	11,131	$	11,303

Although it is reasonably possible that certain unrecognized tax benefits may increase or decrease within the next twelve months due to tax examination changes, settlement activities, expirations of statute of limitations, or the impact on recognition and measurement considerations related to the results of published tax cases or other similar activities, the Company does not anticipate any significant changes to unrecognized tax benefits over the next 12 months. The Company accounts for income taxes regarding uncertain tax positions and recognized interest and penalties related to uncertain tax positions in income tax benefit/(expense) in the consolidated statements of operations. Total accrued interest and penalties recorded on the consolidated balance sheet were zero because the company prepaid the disputed amount. See Note 7 for additional details.

Due to our history of earnings, current, and expected future profitability, we believe there is sufficient objective positive evidence that it is more likely than not that we will realize our net deferred tax assets, therefore a valuation allowance over our federal and state net deferred tax assets is not needed, other than the state tax credit and federal capital loss carryforwards.

We are subject to U.S. federal income tax as well as income of multiple state tax and foreign tax jurisdictions. We are no longer subject to U.S. income tax examinations for the fiscal years prior to October 31, 2019, and are no longer subject to state income tax examinations for fiscal years prior to October 31, 2018.

The Company determined that certain foreign earnings to be indefinitely reinvested outside the United States. Our intent is to permanently reinvest these funds outside of the United States and our current plans do not demonstrate a need to repatriate the cash to fund our U.S. operations. However, if these funds were repatriated, we would be required to accrue and pay applicable United States taxes (if any) and withholding taxes payable to foreign tax authorities.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Segment Information

12 Months Ended

Oct. 31, 2022

Segment Information

Segment Information

10. Segment Information

On April 13, 2022, the Company announced its plans to reorganize its business into two reporting segments, Grown and Prepared. The management transition to operate as Grown and Prepared began at the start of the third quarter of 2022. The Grown segment consists of fresh avocados, tomatoes and papayas. The Prepared segment comprises all other products including fresh-cut fruits and vegetables, ready-to-eat sandwiches, wraps, salads and snacks, guacamole, and salsa sold at retail and food service as well as avocado pulp sold to foodservice.

As a result of the Company's operating segment realignment, the composition of its reporting units for the evaluation of goodwill impairment was changed. RFG reporting unit goodwill is now included within the Prepared reporting unit. Therefore, the goodwill of $24.7 million, which was previously recorded within the RFG reporting unit, is now within Prepared and the goodwill previously reported as part of the Fresh segment remained unchanged in the amount of $4.0 million and is part of the Grown segment. Prior to the change in its reporting unit, the Company tested goodwill for impairment at the previous reporting unit, which did not result in any impairment charge. Goodwill impairment testing requires significant judgment and management estimates, including, but not limited to, the determination of (i) the number of reporting units, (ii) the goodwill and other assets and liabilities to be allocated to the reporting units and (iii) the fair values of the reporting units which includes forecasted cash flow. The fair value of the Company’s reporting units is determined using a combination of valuation techniques, including a discounted cash flow methodology. To corroborate the discounted cash flow analysis, a market approach is utilized using observable market data such as comparable companies in similar lines of business that are publicly traded.

These two business segments are presented based on how information is used by our Chief Executive Officer (our Chief Operating Decision Maker) to measure performance and allocate resources. Selling, general and administrative expenses, as well as other non-operating income/expense items, are evaluated by our Chief Executive Officer in the aggregate. We do not allocate assets, or specifically identify them, to our operating segments. Prior year information has been recast to conform with the new segment disclosures.

The following table sets forth sales, cost of sales, and gross profit by segment (in thousands)


					Interco.
	Grown		Prepared		Elimins.		Total

	(All amounts are presented in thousands)
Year ended October 31, 2022
Net sales	$	700,270	$	492,868	$	(2,065)	$	1,191,073
Cost of sales		650,105		469,188		(2,065)		1,117,228
Gross profit	$	50,165	$	23,680	$	—	$	73,845

Year ended October 31, 2021
Net sales	$	588,527	$	469,800	$	(2,497)	$	1,055,830
Cost of sales		540,740		460,162		(2,497)		998,405
Gross profit	$	47,787	$	9,638	$	—	$	57,425

Year ended October 31, 2020
Net sales	$	585,052	$	475,970	$	(1,651)	$	1,059,371
Cost of sales		537,489		433,635		(1,651)		969,473
Gross profit	$	47,563	$	42,335	$	—	$	89,898

For fiscal year 2022, 2021 and 2020, inter-segment sales and cost of sales of $2.1 million, $2.5 million and $1.7 million between Grown and Prepared were eliminated.

The following table sets forth sales by product category, by segment (in thousands):


	Year ended October 31, 2022						Year ended October 31, 2021

	Grown		Prepared		Total		Grown		Prepared		Total

Avocados	$	645,944	$	—	$	645,944	$	536,969	$	—	$	536,969
Tomatoes		47,288		—		47,288		43,658		—		43,658
Papayas		11,422		—		11,422		10,884		—		10,884
Other fresh income		123		—		123		693		—		693
Fresh-cut fruit		—		204,433		204,433		—		205,087		205,087
Fresh-cut vegetables		—		107,332		107,332		—		102,291		102,291
Prepared products		—		114,396		114,396		—		95,639		95,639
Guacamole		—		74,970		74,970		—		75,681		75,681
Salsa		—		1,860		1,860		—		2,784		2,784
Total gross sales		704,777		502,991		1,207,768		592,204		481,482		1,073,686
Less sales allowances		(4,507)		(10,123)		(14,630)		(3,677)		(11,682)		(15,359)
Less inter-company eliminations		(2,065)		—		(2,065)		(2,497)		—		(2,497)
Net sales	$	698,205	$	492,868	$	1,191,073	$	586,030	$	469,800	$	1,055,830


	Year ended October 31, 2021						Year ended October 31, 2020

	Grown		Prepared		Total		Grown		Prepared		Total

Avocados	$	536,969	$	—	$	536,969	$	521,542	$	—	$	521,542
Tomatoes		43,658		—		43,658		53,922		—		53,922
Papayas		10,884		—		10,884		10,529		—		10,529
Other fresh income		693		—		693		327		—		327
Fresh-cut fruit		—		205,087		205,087		—		204,766		204,766
Fresh-cut vegetables		—		102,291		102,291		—		113,460		113,460
Prepared products		—		95,639		95,639		—		88,346		88,346
Guacamole		—		75,681		75,681		—		75,409		75,409
Salsa		—		2,784		2,784		—		2,783		2,783
Total gross sales		592,204		481,482		1,073,686		586,320		484,764		1,071,084
Less sales allowances		(3,677)		(11,682)		(15,359)		(1,268)		(8,794)		(10,062)
Less inter-company eliminations		(2,497)		—		(2,497)		(1,651)		—		(1,651)
Net sales	$	586,030	$	469,800	$	1,055,830	$	583,401	$	475,970	$	1,059,371

Sales to customers outside the U.S. were approximately $27.8 million, $34.8 million and $29.7 million for fiscal years 2022, 2021, and 2020.

Prepared segment sales included sales to one customer who represented more than 10% of total consolidated revenues for fiscal 2022, 2021 and 2020. Additionally, the Grown products segment had sales to one customer that represented more than 10% of total consolidated revenues for fiscal 2021 and 2020.

Our goodwill balance of $28.7 million is attributed by segment to Grown for $4.0 million and Prepared for $24.7 million as of October 31, 2022 and 2021.

Long-lived assets attributed to geographic areas as of October 31, are as follows (in thousands):


	United States		Mexico		Consolidated
October 31, 2022	$	77,208	$	36,102	$	113,310
October 31, 2021	$	81,059	$	37,221	$	118,280

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Long-Term Obligations

12 Months Ended

Oct. 31, 2022

Long-Term Obligations

Long-Term Obligations

11. Long-Term Obligations

Long-term obligations at fiscal year ends consist of the following (in thousands):


	2022		2021
Finance leases		6,021		7,140
Less current portion		(1,574)		(1,587)
	$	4,447	$	5,553

See Note 17 for additional information.

Stock-Based Compensation

12 Months Ended

Oct. 31, 2022

Stock-Based Compensation

Stock-Based Compensation

12. Stock-Based Compensation

The 2011 Management Incentive Plan

In April 2011, our shareholders approved the Calavo Growers, Inc. 2011 Management Incentive Plan (the 2011 Plan). All directors, officers, employees and consultants (including prospective directors, officers, employees and consultants) of Calavo and its subsidiaries are eligible to receive awards under the 2011 Plan. Up to 1,500,000 shares of common stock may be issued by Calavo under the 2011 Plan.

On November 2, 2020, 11 of our non-employee directors were each granted 1,500 restricted shares, as part of their annual compensation (total of 16,500 shares). In January of fiscal 2020 all 12 of our non-employee directors were granted 1,500 restricted shares each (total of 18,000 shares). These shares have full voting rights and participate in dividends as if unrestricted. The closing price of our stock was $67.97 and $87.21 for each respective year. After one year from the grant date, as long as the directors are still serving on the Board of Directors, these shares lose their restriction and become non-forfeitable and transferable. These shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants was $0.2 million and $1.1 million for the year ended October 31, 2022 and 2021.

On November 2, 2020, our executive officers were granted a total of 9,334 restricted shares. On December 18, 2019, our executive officers were granted a total of 31,158 restricted shares. These shares have full voting rights and participate in dividends as if unrestricted. The closing price of our stock on such dates was $67.97 and $87.63, respectively. The shares granted in fiscal year 2021, vest over two years, on an annual basis, beginning November 2, 2021. The shares granted in fiscal year 2020, vest in one-third increments, on an annual basis, beginning December 18, 2020. All shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants were $0.2 million and $1.0 million for the year ended October 31, 2022 and 2021.

In April 2021, the Board of Directors approved the vesting of all of the remaining restricted shares outstanding to our former Chief Executive Officer and Board member. With this vesting, we recognized stock-based compensation of $0.7 million for the year ended October 31, 2021. We recorded amortization of $0.3 million for the year ended October 31, 2021, of previous stock grants before his retirement.

In June 2021, our former Chief Financial Officer, resigned from Calavo and 5,598 restricted shares were forfeited. We recorded amortization of $0.1 million for the year ended October 31, 2021, of previous stock grants before his resignation.

In September 2021, the Board of Directors approved the vesting of all of the remaining restricted shares outstanding to our former Chief Executive Officer. With this vesting, we recognized stock-based compensation of $0.7 million for the year ended October 31, 2021.

The 2020 Equity Incentive Plan

In April 2021, our shareholders approved the Calavo Growers, Inc. 2020 Equity Incentive Plan (the 2020 Plan). All directors, officers, employees and consultants (including prospective directors, officers, employees and consultants) of Calavo and its subsidiaries are eligible to receive awards under the 2020 Plan. This is a five-year plan, with up to 1,500,000 shares issuable through December 9, 2025.

Restricted Stock Awards

On December 13, 2021, certain of our officers were granted a total of 5,355 restricted shares. These shares have full voting rights and participate in dividends as if unrestricted. The closing price of our stock on such date was $40.53. These shares vest over two years, on an annual basis, beginning December 13, 2022. These shares were granted pursuant to our 2020 Plan. The total recognized stock-based compensation expense for these grants was less than $0.1 million for the year ended October 31, 2022.

On January 3, 2022, all 10 of our current directors were granted 2,814 restricted shares each (for a total of 28,140 shares). These shares have full voting rights and participate in dividends as if unrestricted. The closing share price of our stock on such grant date was $42.64. As of January 3, 2023, these shares will vest and become unrestricted subject to the continued service of the director. The total recognized stock-based compensation expense for these grants was $1.0 million for the year ended October 31, 2022.

On January 20, 2022, one of our current directors was granted 1,500 unrestricted shares as a component of her compensation for services rendered during the 2021 fiscal year. The closing share price of our stock on such grant date

was $41.73. The stock-based compensation expense for this grant was recognized in total upon grant and aggregated $0.1 million for the year ended October 31, 2022.

On February 1, 2022, Brian Kocher, our new Chief Executive Officer, was granted 28,993 restricted shares as part of his employment agreement. The closing share price of our stock on such grant date was $41.39. These shares will vest over three years on an annual basis, beginning February 1, 2023. The total recognized stock-based compensation expense for this grant was $0.3 million for the year ended October 31, 2022.

A summary of restricted stock activity, related to our 2011 Plan and 2020 Plan, is as follows (in thousands, except for per share amounts):


		Weighted-Average		Aggregate
	Number of Shares	Grant Price		Intrinsic Value
Outstanding at October 31, 2021	43	$	64.89
Vested	(31)	$	45.44
Forfeited	(9)	$	37.67
Granted	64	$	41.88
Outstanding at October 31, 2022	67	$	45.01	$	2,318

The total recognized stock-based compensation expense for restricted stock awards was $2.3 million and $4.0 million for the years ended October 31, 2022 and 2021.

Restricted Stock Units (RSUs) and Performance Restricted Stock Units (PRSUs)

On April 1, 2022, we issued RSUs for officers and other members of management as part of our long-term incentive plan. The RSUs are time-based and vest annually in equal amounts over a three-year period. The PRSUs are based on three-year cumulative performance targets of net sales, adjusted EBITDA and return on invested capital and vest entirely at the third anniversary. We granted 34,269 RSUs and 34,269 PRSUs at a grant stock price of $37.49. With the departure of our former Chief Financial Officer, 4,014 shares each of RSUs and PRSUs were forfeited. Based on our current projections, we recognized approximately $0.6 million of stock-based compensation for the year ended October 31, 2022. As of October 31, 2022, there was $2.2 million of unrecognized stock-based compensation costs related to non-vested RSUs and PRSUs, which the Company expects to recognize over a weighted-average period of 2.0 years. The total fair value of the restricted stock units at October 31, 2022, is approximately $2.2 million.

In the third quarter of fiscal 2022, Shawn Munsell, our new Chief Financial Officer, and Danny Demas, our new SVP of Grown products were granted 9,002 RSUs and 3,533 RSUs, respectively, as part of their employment agreements. The closing share price of our stock on such grant dates were $38.88 and $42.46, respectively. These shares will vest over three years on an annual basis, with the first third vesting on June 20, 2023, and July 11, 2023, respectively. The total recognized stock-based compensation expense for this grant was $0.1 million for the year ended October 31, 2022.

In the fourth quarter of fiscal 2022, Helen Kurtz, our new SVP of Prepared products, and our new VP of global supply chain was granted 6,778 RSUs and 2,341 RSU’s as part of their employment agreements. The closing share price of our stock on such grant date was $44.26 and $42.71, respectively. These shares will vest over three years on an annual basis, with the first third vesting on August 16, 2023 and August 29, 2023. The total recognized stock-based compensation expense for this grant was insignificant for the year ended October 31, 2022.

In December 2022, we issued RSUs for officers and other members of management as part of our long-term incentive plan. The RSUs are time-based and vest annually in equal amounts over a three-year period. The PRSUs are based on three-year cumulative performance targets of net sales, adjusted EBITDA and return on invested capital and vest entirely at the third anniversary. We granted 101,800 RSUs and 66,228 PRSUs at a grant stock price of $34.51.

A combined summary of RSU and PRSU activity, related to our 2020 Plan, is as follows (in thousands, except for per share amounts):


	Number of Shares	Weighted-Average		Aggregate
	Represented	Grant Price		Intrinsic Value
Outstanding at April 30, 2022	69	$	37.49
Forfeited	(8)	$	37.49
Granted	22	$	41.56
Outstanding at October 31, 2022	83	$	38.57	$	3,253

The total recognized stock-based compensation expense for restricted stock units was $0.8 million for the year ended October 31, 2022.

Stock Options

In September 2021, our Board of Directors approved the issuance of options to acquire a total of 5,000 shares of our common stock to Steven Hollister, who for a period of time assumed the role of Interim Chief Executive Officer. Such grant vests in equal increments over a two-year period and has an exercise price of $39.20 per share. Vested options have an exercise period of five years from the vesting date. The market price of our common stock at the grant date was $39.20. The estimated fair market value of such option grant was approximately $0.2 million. The total recognized stock-based compensation expense for this grant was insignificant for the year ended October 31, 2022.

The value of each option award is estimated using a lattice-based option valuation model. We primarily consider the following assumptions when using these models: (1) expected volatility, (2) expected dividends, (3) expected life and (4) risk-free interest rate. Such models also consider the intrinsic value in the estimation of fair value of the option award.

A summary of stock option activity, related to our 2011 and 2020 Management Incentive Plan, is as follows (in thousands, except for per share amounts):


		Weighted-Average		Aggregate
		Exercise		Intrinsic
	Number of Shares	Price		Value
Outstanding at October 31, 2021	19	$	42.89
Exercised	(2)	$	23.48
Outstanding at October 31, 2022	17	$	47.62	$	—
Exercisable at October 31, 2022	12	$	51.12	$	—

The weighted average remaining life of such outstanding options is 1.5 years. The weighted average remaining life of such exercisable options is 2.4 years. The fair value of vested shares was insignificant for fiscal 2022 and $0.1 million for fiscal 2021.

Dividends

12 Months Ended

Oct. 31, 2022

Dividends

Dividends

13. Dividends

In November 2022, we announced that we will begin declaring and paying dividends quarterly rather than annually as had been our practice. On December 14, 2022, we paid a dividend of $0.2875 per share, or an aggregate of $5.2 million to shareholders of record on November 16, 2022.

On October 29, 2021, we declared a cash dividend of $1.15 per share. On December 3, 2021, we paid the aggregate amount of $20.3 million to shareholders of record on November 12, 2021.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI https://asc.fasb.org/topic&trid=2208762

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 16
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496180-112644

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 50
-Paragraph 6
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Fair Value Measurements

12 Months Ended

Oct. 31, 2022

Fair Value Measurements

Fair Value Measurements

14. Fair Value Measurements

A fair value measurement is determined based on the assumptions that a market participant would use in pricing an asset or liability. A three-tiered hierarchy draws distinctions between market participant assumptions based on (i) observable inputs such as quoted prices in active markets (Level 1), (ii) inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2) and (iii) unobservable inputs that require the Company to use present value and other valuation techniques in the determination of fair value (Level 3).

The Company had no financial assets or liabilities measured at fair value on a recurring basis as of October 31, 2022. The following table sets forth our financial assets and liabilities as of October 31, 2021 that are measured on a recurring basis during the period, segregated by level within the fair value hierarchy:


	Level 1		Level 2		Level 3		Total

	(All amounts are presented in thousands)

Assets at Fair Value at October 31, 2021:
Investment in Limoneira Company⁽¹⁾	$	27,055		—		—	$	27,055
Total assets at fair value	$	27,055		—		—	$	27,055

(1)

The investment in Limoneira Company consists of marketable securities in the Limoneira Company stock. These securities were measured at fair value by quoted market prices. Limoneira’s stock price at October 31, 2021 equaled $16.13 per share (level 1). Our remaining shares of Limoneira stock, totaling 1,677,299, were revalued to $16.13 per share and $13.83 per share at October 31, 2021 and 2020 and, as a result, we recorded a gain of $3.9 million for the year ended October 31, 2021 in our consolidated statements of operations.

On October 27, 2022, the Company sold 1,677,299 shares of Limoneira common stock for gross proceeds of approximately $18.5 million. The net proceeds thereof after payment of commissions and expenses was used by the Company to pay down borrowings on its credit facility with Bank of America, as administrative agent, and the other lenders thereto. Contemporaneously with such sale, Bank of America, as administrative agent, released its lien on such shares in accordance with terms of the Credit Facility and the related loan documents.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Mexican IVA taxes receivable

12 Months Ended

Oct. 31, 2022

Mexican IVA taxes receivable

Mexican IVA taxes receivable

15. Mexican IVA taxes receivable

Included in other assets are tax receivables due from the Mexican government for value-added taxes (IVA) paid in advance. CDM is charged IVA by vendors on certain expenditures in Mexico, which, insofar as they relate to the exportation of goods, translate into IVA amounts receivable from the Mexican government.

As of October 31, 2022, and October 31, 2021, CDM IVA receivables totaled $43.6 million (865.4 million Mexican pesos) and $37.5 million (762.1 million Mexican pesos). Historically, CDM received IVA refund payments from the Mexican tax authorities on a timely basis. Beginning in fiscal 2014 and continuing into fiscal 2021, however, the tax authorities began carrying out more detailed reviews of our refund requests and our supporting documentation. Additionally, they are also questioning the refunds requested attributable to IVA paid to certain suppliers that allegedly did not fulfill their own tax obligations. We believe these factors and others have contributed to delays in the processing of IVA claims by the Mexican tax authorities. Currently, we are in the process of collecting such balances primarily through regular administrative processes, but these amounts may ultimately need to be recovered through Administrative Appeals and/or legal means.

During the first quarter of fiscal 2017, the tax authorities informed us that their internal opinion, based on the information provided by the local SAT office, considers that CDM is not properly documented relative to its declared tax structure and therefore CDM cannot claim the refundable IVA balance. CDM has strong arguments and supporting documentation to sustain its declared tax structure for IVA and income tax purposes. CDM started an Administrative Appeal for the IVA related to the request of the months of July, August and September of 2015 (the “2015 Appeal”) in order to assert its argument that CDM is properly documented and to therefore change the SAT’s internal assessment. In August 2018, we received a favorable ruling from the SAT’s Legal Administration in Michoacan on the 2015 Appeal

indicating that they believe CDM’s legal interpretation of its declared tax structure is indeed accurate. While favorable on this central matter of CDM’s declared tax structure, the ruling, however, still does not recognize the taxpayers right to a full refund for the IVA related to the months of July, August and September 2015. Therefore, in October 2018, CDM filed a substance-over-form Annulment Suit in the Federal Tax Court to recover its full refund for IVA over the subject period, which is currently pending resolution.

In April 2022, the Tax Court issued the ruling for the months of July, August and September 2015 through which it was declared that the following resolutions were resolved:

●

It is recognized that CDM operates as a maquila under the authorization of the Ministry of Finance.

●

It is recognized that all bank deposits corresponding to the purchase of avocados on behalf of Calavo Growers Inc. (CGI), are subject to the maquila program and it is not accruable income for purposes of Income Tax nor activities subject to VAT.

●

It is recognized that VAT is recoverable, since CDM demonstrated the existence of operations carried under the maquila services.

●

Resolved that certain VAT amounts attributed to the purchase of certain packing materials are not recoverable as CDM was not the buyer on record and therefore did not pay for the materials, which approximated $6.9 million pesos (approximately $0.3 million USD).

The court is still reviewing the appeal filed by the Company on May 9, 2022, against the ruling resolving that certain VAT amounts are not recoverable.

The latest court resolution sustains the Company’s position that it is entitled to substantially all of its VAT amounts, and the Company is considering its options for collecting the entire VAT receivable. In the unlikely event of an unfavorable resolution of the Administrative Appeals, we plan to file Annulment Suits with the Mexican Federal Tax Court. If these suits result in an unfavorable ruling, there is an option to appeal to the Collegiate Circuit Court. The estimated time for the resolution of these suits could be 2 – 3 years.

We believe that our operations in Mexico are properly documented, and our internationally recognized tax advisors believe that there are legal grounds to prevail in collecting the corresponding IVA amounts. With assistance from our internationally recognized tax advisory firm, as of October 31, 2022, CDM has filed Administrative Appeals for months for which IVA refunds have been denied by the SAT, and will continue filing such appeals for any months for which refunds are denied in the future. Therefore, it is probable that the Mexican tax authorities will ultimately authorize the refund of the corresponding IVA amounts.

FreshRealm Separation

12 Months Ended

Oct. 31, 2022

FreshRealm Separation

FreshRealm Separation

16. FreshRealm Separation

On February 3, 2021, Calavo and FreshRealm entered into a Limited Liability Company Member Separation and Release Agreement (the “Separation Agreement”) described below.

Calavo was previously a limited liability company member in FreshRealm and was a party to that certain FreshRealm, LLC Seventh Amended and Restated Limited Liability Company Agreement, dated as of February 27, 2019, by and among FreshRealm and its members. Calavo and FreshRealm were also parties to that certain Sixth Amended and Restated Senior Promissory Note, effective August 10, 2018, as amended (the “Prior Note”), pursuant to which Calavo loaned to FreshRealm principal plus accrued interest in the total sum of $34.5 million. We recorded a reserve of $34.5 million on this balance in the third quarter of fiscal 2020.

Pursuant to the Separation Agreement, among other terms: (i) Calavo terminated its limited liability company interest and equity ownership in FreshRealm; (ii) Calavo and FreshRealm simultaneously entered into an Amended and Restated Senior Secured Loan Agreement and Promissory Note (the “Amended Note”), which amended and restated the Prior Note; (iii) FreshRealm issued an additional Secured Promissory Note to Calavo in the amount of approximately $5

million that is subordinated to the Amended Note (the “Second Note”, together with the Amended Note, the “Notes”); (iv) in the event FreshRealm paid Calavo the sum of $6 million (the “Loan Payoff Amount”) by March 31, 2022 (the “Loan Payoff Period”), the Notes shall be deemed paid in full; (v) the parties agreed to a mutual release of any claims; and (vi) the parties agreed to indemnify each other from any subsequent third party claims.

In July 2021, FreshRealm paid Calavo the Loan Payoff Amount of $6.0 million, and we recorded the receipt as a recovery of the reserve for collectability of the FreshRealm note receivable on the statement of operations. Therefore, the Notes mentioned above, have been deemed paid in full. If FreshRealm undergoes a sale of its business either through a merger or a majority sale of its assets or equity interests before February 3, 2022, FreshRealm must pay Calavo twenty percent (20%) of the purchase price proceeds from such sale of FreshRealm.

If FreshRealm (i) undergoes a “Success Event” in the future, including: a merger, a majority sale of FreshRealm’s assets or equity ownership interests, a private placement (greater than $35 million), or an initial public offering where FreshRealm as a company is valued at $100 million or more, FreshRealm must pay to the Company additional compensation in accordance with the following:

●

FreshRealm must pay Calavo a $10 million payment upon the closing of a Success Event if the valuation of FreshRealm at the time of the Success Event is equal to or greater than $100 million, but less than $230 million;

●

FreshRealm must pay Calavo a $20 million payment upon the closing of a Success Event if the valuation of FreshRealm at the time of the Success Event is equal to or greater than $230 million, but less than $380 million; or

●

FreshRealm must pay Calavo a $34 million payment upon the closing of a Success Event if the valuation of FreshRealm at the time of the Success Event is equal to or greater than $380 Million.

No amounts have been recorded on the balance sheet as of October 31, 2022 and 2021, with respect to a sale or success event.

Leases

12 Months Ended

Oct. 31, 2022

Leases

Leases

17. Leases

The impact of applying ASC 842 effective as of November 1, 2019, to the Company’s consolidated statements of operations and cash flows was not significant. The major impacts to the balance sheet at the effective date were 1) the addition of $65.7 million in operating lease assets and $69.6 million of operating lease liabilities, 2) the removal of approximately $3.7 million and $1.2 million of deferred rent and other long-term obligations, respectively, and 3) a cumulative-effect adjustment for the adoption of ASC 842 of $0.9 million was recorded to retained earnings, which relates to the gain previously recognized in accordance with ASC 840 on its sale and operating leaseback of the Temecula facility.

ASC 842 made changes to sale-leaseback accounting to result in the recognition of the gain on the transaction at the time of the sale instead of recognizing over the leaseback period, when the transaction is deemed to be a sale instead of a financing arrangement. ASC 842 further changes the assessment of sale accounting from a transfer of risk and rewards assessment to a transfer of control assessment.

The standard provides a number of optional practical expedients and policy elections in transition. We have elected to apply the package of practical expedients under which we will not reassess under the standard our prior conclusions about lease classification and initial direct costs. We have elected the short-term lease recognition exemption for all leases that qualify (under one year term), meaning we will recognize expense on a straight-line basis and will not include the recognition of a right-of-use asset or lease liability. We will account for lease and non-lease components as a single-lease component for all leases.

We lease property and equipment under finance and operating leases. For leases with terms greater than 12 months, we record the related asset and obligation at the present value of lease payments over the term. Many of our leases

include rental escalation clauses, renewal options and/or termination options that are factored into our determination of lease payments when appropriate.

Right-of-use assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Right-of-use assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. When available, we use the rate implicit in the lease to discount lease payments to present value; however, most of our leases do not provide a readily determinable implicit rate. We estimated our incremental borrowing rate based upon a synthetic credit rating and yield curve analysis. As a result, the incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments.

We lease certain property, plant and equipment, including office facilities, under operating leases. The lease term consists of the noncancellable period of the lease and the periods covered by options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. The Company's lease agreements do not contain any residual value guarantees.

Lease Position

The following table presents the lease-related assets and liabilities recorded on the balance sheet as of October 31, 2022 and 2021 (in thousands):


		October 31,		October 31,
		2022		2021

Assets
Non-current assets:
Operating lease assets	Operating lease right-of-use assets	$	54,518	$	59,842
Finance lease assets	Property, plant and equipment, net		5,721		6,907
		$	60,239	$	66,749
Liabilities
Current liabilities:
Operating	Current portion of operating leases	$	6,925	$	6,817
Finance	Current portion of long-term obligations and finance leases		1,574		1,587
Long-term obligations
Operating	Long-term operating leases, less current portion		52,140		57,561
Finance	Long-term obligations and finance leases, less current portion		4,447		5,553
		$	65,086	$	71,518


Weighted-average remaining lease term:	Fiscal 2022		Fiscal 2021
Operating leases	9.3 years		10.1 years
Finance leases	6.9 years		7.1 years

Weighted-average discount rate:
Operating leases	2.87	%	2.80	%
Finance leases	3.62	%	3.20	%

Lease Costs

The following table presents certain information related to the lease costs for finance and operating leases for the year ended October 31, 2022 and 2021 (in thousands):


	Year ended		Year ended
	October 31, 2022		October 31, 2021
Amortization of financing lease assets	$	1,756	$	1,799
Operating lease cost		8,733		9,152
Short-term lease cost		2,483		2,981
Sublease income		(30)		(704)
Variable lease cost		133		275
Interest on financing lease liabilities		213		235
Total lease cost	$	13,288	$	13,738

Other Information

The following table presents supplemental cash flow information related to the leases for the year ended October 31, 2022 and 2021 (in thousands):


	Year ended		Year ended
Cash paid for amounts included in the measurement of lease liabilities	October 31, 2022		October 31, 2021
Operating cash flows for operating leases	$	7,012	$	7,200
Financing cash flows for finance leases		1,683		1,672
Operating cash flows for finance leases		213		235

The total right-of-use assets obtained in exchange for new operating leases for the year ended October 31, 2022 and 2021 was $1.0 million and $1.0 million.

Undiscounted Cash Flows

The following table reconciles the undiscounted cash flows for each of the first five years and total remaining years to the finance lease liabilities and operating lease liabilities recorded on the balance sheet as of October 31, 2022 (in thousands):


	Operating		Finance
	Leases		Leases
2023	$	8,494	$	1,778
2024		8,311		1,280
2025		7,212		786
2026		6,737		495
2027		6,348		371
Thereafter		30,411		2,162
Total lease payments		67,513		6,872
Less: imputed interest		8,448		851
Total lease liability	$	59,065	$	6,021

Closure of Prepared's Florida facility

12 Months Ended

Oct. 31, 2022

Closure of Prepared's Florida facility

Closure of Prepared's Florida facility

18. Closure of Prepared’s Florida facility

On October 18, 2021, the Company announced the closure of Prepared’s food processing operations at its Green Cove Springs (near Jacksonville), Florida facility, as part of its Project Uno profit improvement program. As of November 15, 2021, the Green Cove facility for our Prepared segment has ceased operations. The Company’s Grown avocado operations at this facility will continue in operation and are not affected. We will continue to serve customers of this location from its other food processing locations, primarily in Georgia.

The closure resulted in a reduction of 140 employees, impairment of leasehold improvements, writedowns of inventory and other assets, and certain cash expenditures for the relocation of machinery and equipment and the closure of the leased facilities. The impairment related to the Prepared Florida closure has been recorded on the face of the income statement under “Impairment and charges related to Prepared’s Florida facility closure”.

As of October 31, 2021, the Company had leasehold improvements with a net book value of $8.8 million, right of use assets with a net book value of $4.8 million, and lease liabilities of $6.0 million recorded on the balance sheet, all related to the closed facility. The facility lease has a maturity date of October 31, 2031. The Company completed an undiscounted cash flow analysis of its long-lived assets and estimated the undiscounted cash flow was less than the carrying value.

As of October 31, 2022 and October 31, 2021, the Company had right of use assets with a net book value of $4.0 million and $4.8 million respectively, and lease liabilities of $5.3 million and $6.0 million, respectively, recorded on the balance sheet related to the closed facility. The facility lease has a maturity date of October 31, 2031. The Company intends to seek a sub-lease tenant to assume the vacated space, and believes such a sub-lease can be obtained at a lease rate, and for a lease period, sufficient to realize the right of use asset. However, a full impairment of the leasehold improvements was recorded during the year ended October 31, 2021, which represented the excess of the carrying value over the estimated fair value. Management will continue to evaluate the actual amounts and duration of expected future sub-lease revenues. Should the actual sub-lease revenues be less than those currently expected, the Company may need to record impairment of some or all of its investment in the right of use asset. An additional $0.3 million of property, plant and equipment was impaired during the year ended October 31, 2022.

Following is a summary of the impairment and other charges recorded during the year ended October 31, 2021.


Leasehold improvements			$8,731
Inventory (recorded in cost of goods sold)			586
Employee severance			352
Other assets			79
Total			$ 9,748

COVID-19 Pandemic Impact

12 Months Ended

Oct. 31, 2022

COVID-19 Pandemic Impact

COVID-19 Pandemic Impact

19. COVID-19 Pandemic Impact

On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus originating in Wuhan, China and the risks to the international community as the virus spreads globally beyond its point of origin. In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally.

The COVID-19 pandemic has created challenging and unprecedented conditions for our business, and we are committed to taking action in support of a Company-wide response to the crisis. The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of financial markets. We believe we are well-positioned for the future as we continue to navigate the crisis and prepare for an eventual return to a more normal operating environment. We have successfully implemented contingency plans in the U.S. and in Mexico to monitor the evolving needs of our businesses in those countries, as well as those related to our Peru partner in consignment avocado sales.

The effects of the pandemic have been more pronounced in the portions of our business servicing foodservice customers and to a lesser extent certain segments of our retail business, including behind-the-glass deli and grab-and-go convenience items.

Sale of Investment in Limoneira

12 Months Ended

Oct. 31, 2022

Sale of Investment in Limoneira

Sale of Investment in Limoneira

20. Sale of Investment in Limoneira

On October 27, 2022, we sold our entire investment of 1,677,299 shares of Limoneira common stock for gross proceeds of approximately $18.5 million. The net proceeds thereof after payment of commissions and expenses were used to pay down borrowings on our credit facility with Bank of America, as administrative agent, and the other lenders thereto. Contemporaneously with such sale, Bank of America, as administrative agent, released its lien on such shares in accordance with terms of the Credit Facility and the related loan documents. For the year ended October 31, 2022, 2021 and 2020, we recorded losses of $8.6 million, income of $3.9 million, and losses of $8.5 million in realized and unrealized net gain (loss) on Limoneira stock.

Basis of Presentation and Significant Accounting Policies (Policies)

12 Months Ended

Oct. 31, 2022

Basis of Presentation and Significant Accounting Policies

Business

Consolidated financial statements

Use of Estimates

Cash and Cash Equivalents

Restricted Cash

We have $1.0 million in restricted cash in our subsidiary Calavo de Mexico. This cash is restricted due to the 2013 tax assessment. In November 2022, this restriction was lifted. See Note 7.

Prepaid Expenses and Other Current Assets

Accounts Receivable

The total allowance for estimated uncollectable accounts receivable balances and customer deductions were $4.2 million and $4.8 million as of October 31, 2022 and 2021.

Inventories

Property, Plant, and Equipment

Goodwill and Acquired Intangible Assets

Long-lived Assets

Investments

Marketable Securities

Advances to Suppliers

Infrastructure Advances

Accrued Expenses

Revenue Recognition

Sales Incentives and Other Promotional Programs

Principal vs. Agent Considerations

Customers

Shipping and Handling

We include shipping and handling fees billed to customers in net sales. Amounts incurred by us for freight are included in cost of goods sold.

Promotional Allowances

Loss on Reserve for FreshRealm Note Receivable and Impairment of Investment

At the beginning of fiscal year 2020, we had a note receivable from FreshRealm totaling $34.5 million which has been fully reserved during fiscal 2020.

Consignment Arrangements

We frequently enter into consignment arrangements with avocado and tomato growers and packers located outside of the U.S. and growers of certain perishable products in the U.S. Although we generally do not take legal title to these avocados and perishable products, we do assume responsibilities (principally assuming credit risk, inventory loss and delivery risk, and pricing risk) that are consistent with acting as a principal in the transaction. Accordingly, the accompanying financial statements include sales and cost of sales from the sale of avocados and perishable products procured under consignment arrangements. Amounts recorded for each of the fiscal years ended October 31, 2022, 2021 and 2020 in the financial statements pursuant to consignment arrangements are as follows (in thousands):


	2022		2021		2020

Sales	$	59,748	$	52,287	$	64,922
Cost of Sales		53,238		45,945		57,554
Gross Profit	$	6,510	$	6,342	$	7,368

Advertising Expense

Research and Development

Restructuring Costs

Other Income

Income Taxes

Basic and Diluted Net Income (loss) per Share

Basic and Diluted Net Loss per Share

Basic and diluted net loss per share is calculated as follows (U.S. dollars in thousands, except per share data):


	Year ended October 31,
	2022		2021		2020
Numerator:
Net loss attributable to Calavo Growers, Inc.	$	(6,249)	$	(11,818)	$	(13,625)
Denominator:
Weighted average shares – Basic		17,663		17,621		17,564
Effect of dilutive securities – Restricted stock/units/options (1)		—		—		—
Weighted average shares – Diluted		17,663		17,621		17,564
Net loss per share attributable to Calavo Growers, Inc:
Basic	$	(0.35)	$	(0.67)	$	(0.78)
Diluted	$	(0.35)	$	(0.67)	$	(0.78)

Stock-Based Compensation

Foreign Currency Translation and Remeasurement

Fair Value of Financial Instruments

Derivative Financial Instruments

Recently Adopted Accounting Pronouncements

Noncontrolling Interest

The following tables reconcile shareholders’ equity attributable to noncontrolling interest related to Avocados de Jalisco (in thousands).


	Year ended		Year ended
Avocados de Jalisco noncontrolling interest	October 31, 2022		October 31, 2021

Noncontrolling interest, beginning	$	1,368	$	1,472
Net loss attributable to noncontrolling interest of Avocados de Jalisco		(353)		(104)
Noncontrolling interest, ending	$	1,015	$	1,368

Basis of Presentation and Significant Accounting Policies (Tables)

12 Months Ended

Oct. 31, 2022

Basis of Presentation and Significant Accounting Policies

Financial Statements of Consignment Arrangements


	2022		2021		2020

Sales	$	59,748	$	52,287	$	64,922
Cost of Sales		53,238		45,945		57,554
Gross Profit	$	6,510	$	6,342	$	7,368

Schedule of basic and diluted net income per share


	Year ended October 31,
	2022		2021		2020
Numerator:
Net loss attributable to Calavo Growers, Inc.	$	(6,249)	$	(11,818)	$	(13,625)
Denominator:
Weighted average shares – Basic		17,663		17,621		17,564
Effect of dilutive securities – Restricted stock/units/options (1)		—		—		—
Weighted average shares – Diluted		17,663		17,621		17,564
Net loss per share attributable to Calavo Growers, Inc:
Basic	$	(0.35)	$	(0.67)	$	(0.78)
Diluted	$	(0.35)	$	(0.67)	$	(0.78)

Reconciliation of shareholders' equity attributable to noncontrolling interest

The following tables reconcile shareholders’ equity attributable to noncontrolling interest related to Avocados de Jalisco (in thousands).


	Year ended		Year ended
Avocados de Jalisco noncontrolling interest	October 31, 2022		October 31, 2021

Noncontrolling interest, beginning	$	1,368	$	1,472
Net loss attributable to noncontrolling interest of Avocados de Jalisco		(353)		(104)
Noncontrolling interest, ending	$	1,015	$	1,368

Inventories (Tables)

12 Months Ended

Oct. 31, 2022

Inventories

Schedule of Inventories

Inventories consist of the following (in thousands):


	October 31,
	2022		2021

Fresh fruit	$	16,938	$	17,648
Packing supplies and ingredients		14,176		13,088
Finished prepared foods		7,716		10,021
Total	$	38,830	$	40,757

Property, Plant, and Equipment (Tables)

12 Months Ended

Oct. 31, 2022

Property, Plant, and Equipment

Summary of Property, Plant, and Equipment

Property, plant, and equipment consist of the following (in thousands):


	October 31,
	2022		2021

Land	$	11,008	$	11,008
Buildings and improvements		45,733		46,133
Leasehold improvements		19,030		25,114
Equipment		121,441		115,942
Information systems - hardware and software		11,920		11,598
Construction in progress		8,307		5,802
		217,439		215,597
Less accumulated depreciation and amortization		(104,129)		(97,317)
	$	113,310	$	118,280

Other Assets and Intangibles (Tables)

12 Months Ended

Oct. 31, 2022

Other Assets and Intangibles

Schedule of Other Assets

Other assets consist of the following (in thousands):


	October 31,		October 31,
	2022		2021
Mexican IVA (i.e. value-added) taxes receivable	$	43,625	$	37,493
Infrastructure advances to Agricola Belher		1,241		1,641
Bridge loan to Agricola Belher		1,700		—
Other		604		1,366
Total	$	47,170	$	40,500

Schedule of Intangible Assets

The intangible assets consist of the following (in thousands):


		October 31, 2022						October 31, 2021
	Weighted-	Gross				Net		Gross				Net
	Average	Carrying		Accum.		Book		Carrying		Accum.		Book
	Useful Life	Value		Amortization		Value		Value		Amortization		Value
Customer list/relationships	8 years	$	17,340	$	(11,373)	$	5,967	$	17,340	$	(9,989)	$	7,351
Trade names	8 years		4,060		(3,100)		960		4,060		(2,980)		1,080
Trade secrets/recipes	9 years		630		(626)		4		630		(567)		63
Brand name intangibles	indefinite		275		—		275		275		—		275
Intangibles, net		$	22,305	$	(15,099)	$	7,206	$	22,305	$	(13,536)	$	8,769

Income Taxes (Tables)

12 Months Ended

Oct. 31, 2022

Income Taxes

Summary of Income Tax Provision (Benefit)

The income tax provision (benefit) consists of the following for the years ended October 31, (in thousands):


	2022		2021		2020

Current:
Federal	$	2,012	$	(3,449)	$	(5,684)
State		147		323		(214)
Foreign		1,209		16,703		645
Total current		3,368		13,577		(5,253)

Deferred:
Federal		(162)		790		576
State		746		(343)		(505)
Foreign		(701)		(3,934)		260
Total deferred		(117)		(3,487)		331
Change in valuation allowance		—		657		630
Total income tax provision (benefit)	$	3,251	$	10,747	$	(4,292)

Significant Components of Deferred Taxes Assets (Liabilities)

Significant components of our deferred taxes assets (liabilities) as of October 31, are as follows (in thousands):


	2022		2021

Property, plant, and equipment		(2,002)		(4,764)
Intangible assets		2,828		5,051
Unrealized gain, Limoneira investment		—		(1,138)
Stock-based compensation		715		511
State taxes		6		(498)
Credits and incentives		1,194		1,808
Allowance for accounts receivable		936		1,259
Inventories		442		507
Accrued liabilities		1,143		2,067
Operating lease - Right of use assets		(13,723)		(15,839)
Operating lease liabilities		14,861		17,040
Net operating loss		549		1,093
Valuation allowance		(1,830)		(1,291)
Capital loss carryover		804		—
Other		(490)		(490)
Long-term deferred income taxes	$	5,433	$	5,316

Reconciliation of effective tax rate


	2022		2021		2020

Federal statutory tax rate	21.0	%	21.0	%	21.0	%
State taxes, net of federal effects	(1.3)		11.6		4.4
Rate differential on NOL carryback	—		125.8		6.2
Foreign income taxes greater than U.S.	5.2		16.1		(2.3)
Uncertain tax positions	5.1		(1,059.9)		—
Stock based compensation	(6.1)		(16.7)		—
Provision to return	(59.9)		39.2		(2.5)
State rate change	(2.5)		9.2		(0.1)
Valuation allowance	(24.2)		(44.1)		(2.7)
Other permanent differences	(33.8)		—		—
Other	(0.5)		(15.5)		(0.3)
	(97.0)	%	(913.3)	%	23.7	%

Reconciliation of unrecognized taxes

A reconciliation of the beginning and ending amount of gross unrecognized taxes (exclusive of interest and penalties) was as follows (in thousands):


	Year Ended October 31,
	2022		2021
Beginning balance	$	11,303	$	72
Reductions based on tax positions related to prior periods		(172)		—
Gross increase - Tax positions in prior periods		—		131
Gross increase - Tax positions in current period		—		11,100
Ending balance	$	11,131	$	11,303

Segment Information (Tables)

12 Months Ended

Oct. 31, 2022

Segment Information

Schedule of sales by product and segment

The following table sets forth sales by product category, by segment (in thousands):


	Year ended October 31, 2022						Year ended October 31, 2021

	Grown		Prepared		Total		Grown		Prepared		Total

Avocados	$	645,944	$	—	$	645,944	$	536,969	$	—	$	536,969
Tomatoes		47,288		—		47,288		43,658		—		43,658
Papayas		11,422		—		11,422		10,884		—		10,884
Other fresh income		123		—		123		693		—		693
Fresh-cut fruit		—		204,433		204,433		—		205,087		205,087
Fresh-cut vegetables		—		107,332		107,332		—		102,291		102,291
Prepared products		—		114,396		114,396		—		95,639		95,639
Guacamole		—		74,970		74,970		—		75,681		75,681
Salsa		—		1,860		1,860		—		2,784		2,784
Total gross sales		704,777		502,991		1,207,768		592,204		481,482		1,073,686
Less sales allowances		(4,507)		(10,123)		(14,630)		(3,677)		(11,682)		(15,359)
Less inter-company eliminations		(2,065)		—		(2,065)		(2,497)		—		(2,497)
Net sales	$	698,205	$	492,868	$	1,191,073	$	586,030	$	469,800	$	1,055,830


	Year ended October 31, 2021						Year ended October 31, 2020

	Grown		Prepared		Total		Grown		Prepared		Total

Avocados	$	536,969	$	—	$	536,969	$	521,542	$	—	$	521,542
Tomatoes		43,658		—		43,658		53,922		—		53,922
Papayas		10,884		—		10,884		10,529		—		10,529
Other fresh income		693		—		693		327		—		327
Fresh-cut fruit		—		205,087		205,087		—		204,766		204,766
Fresh-cut vegetables		—		102,291		102,291		—		113,460		113,460
Prepared products		—		95,639		95,639		—		88,346		88,346
Guacamole		—		75,681		75,681		—		75,409		75,409
Salsa		—		2,784		2,784		—		2,783		2,783
Total gross sales		592,204		481,482		1,073,686		586,320		484,764		1,071,084
Less sales allowances		(3,677)		(11,682)		(15,359)		(1,268)		(8,794)		(10,062)
Less inter-company eliminations		(2,497)		—		(2,497)		(1,651)		—		(1,651)
Net sales	$	586,030	$	469,800	$	1,055,830	$	583,401	$	475,970	$	1,059,371

Schedule of segment gross margin

The following table sets forth sales, cost of sales, and gross profit by segment (in thousands)


					Interco.
	Grown		Prepared		Elimins.		Total

	(All amounts are presented in thousands)
Year ended October 31, 2022
Net sales	$	700,270	$	492,868	$	(2,065)	$	1,191,073
Cost of sales		650,105		469,188		(2,065)		1,117,228
Gross profit	$	50,165	$	23,680	$	—	$	73,845

Year ended October 31, 2021
Net sales	$	588,527	$	469,800	$	(2,497)	$	1,055,830
Cost of sales		540,740		460,162		(2,497)		998,405
Gross profit	$	47,787	$	9,638	$	—	$	57,425

Year ended October 31, 2020
Net sales	$	585,052	$	475,970	$	(1,651)	$	1,059,371
Cost of sales		537,489		433,635		(1,651)		969,473
Gross profit	$	47,563	$	42,335	$	—	$	89,898

Schedule of long-lived assets by geographic areas


	United States		Mexico		Consolidated
October 31, 2022	$	77,208	$	36,102	$	113,310
October 31, 2021	$	81,059	$	37,221	$	118,280

Long-Term Obligations (Tables)

12 Months Ended

Oct. 31, 2022

Long-Term Obligations

Schedule of long-term obligations

Long-term obligations at fiscal year ends consist of the following (in thousands):


	2022		2021
Finance leases		6,021		7,140
Less current portion		(1,574)		(1,587)
	$	4,447	$	5,553

Stock-Based Compensation (Tables)

12 Months Ended

Oct. 31, 2022

Stock-Based Compensation

Restricted Stock and RSU Activity


		Weighted-Average		Aggregate
	Number of Shares	Grant Price		Intrinsic Value
Outstanding at October 31, 2021	43	$	64.89
Vested	(31)	$	45.44
Forfeited	(9)	$	37.67
Granted	64	$	41.88
Outstanding at October 31, 2022	67	$	45.01	$	2,318

Summary of RSU activity

A combined summary of RSU and PRSU activity, related to our 2020 Plan, is as follows (in thousands, except for per share amounts):


	Number of Shares	Weighted-Average		Aggregate
	Represented	Grant Price		Intrinsic Value
Outstanding at April 30, 2022	69	$	37.49
Forfeited	(8)	$	37.49
Granted	22	$	41.56
Outstanding at October 31, 2022	83	$	38.57	$	3,253

Summary of stock option activity

A summary of stock option activity, related to our 2011 and 2020 Management Incentive Plan, is as follows (in thousands, except for per share amounts):


		Weighted-Average		Aggregate
		Exercise		Intrinsic
	Number of Shares	Price		Value
Outstanding at October 31, 2021	19	$	42.89
Exercised	(2)	$	23.48
Outstanding at October 31, 2022	17	$	47.62	$	—
Exercisable at October 31, 2022	12	$	51.12	$	—

Fair Value Measurements (Tables)

12 Months Ended

Oct. 31, 2022

Fair Value Measurements

Financial assets measured on recurring basis


	Level 1		Level 2		Level 3		Total

	(All amounts are presented in thousands)

Assets at Fair Value at October 31, 2021:
Investment in Limoneira Company⁽¹⁾	$	27,055		—		—	$	27,055
Total assets at fair value	$	27,055		—		—	$	27,055

(1)

Leases (Tables)

12 Months Ended

Oct. 31, 2022

Leases

Schedule of lease-related assets and liabilities and cost

The following table presents the lease-related assets and liabilities recorded on the balance sheet as of October 31, 2022 and 2021 (in thousands):


		October 31,		October 31,
		2022		2021

Assets
Non-current assets:
Operating lease assets	Operating lease right-of-use assets	$	54,518	$	59,842
Finance lease assets	Property, plant and equipment, net		5,721		6,907
		$	60,239	$	66,749
Liabilities
Current liabilities:
Operating	Current portion of operating leases	$	6,925	$	6,817
Finance	Current portion of long-term obligations and finance leases		1,574		1,587
Long-term obligations
Operating	Long-term operating leases, less current portion		52,140		57,561
Finance	Long-term obligations and finance leases, less current portion		4,447		5,553
		$	65,086	$	71,518


Weighted-average remaining lease term:	Fiscal 2022		Fiscal 2021
Operating leases	9.3 years		10.1 years
Finance leases	6.9 years		7.1 years

Weighted-average discount rate:
Operating leases	2.87	%	2.80	%
Finance leases	3.62	%	3.20	%

Lease Costs

The following table presents certain information related to the lease costs for finance and operating leases for the year ended October 31, 2022 and 2021 (in thousands):


	Year ended		Year ended
	October 31, 2022		October 31, 2021
Amortization of financing lease assets	$	1,756	$	1,799
Operating lease cost		8,733		9,152
Short-term lease cost		2,483		2,981
Sublease income		(30)		(704)
Variable lease cost		133		275
Interest on financing lease liabilities		213		235
Total lease cost	$	13,288	$	13,738

Other Information

The following table presents supplemental cash flow information related to the leases for the year ended October 31, 2022 and 2021 (in thousands):


	Year ended		Year ended
Cash paid for amounts included in the measurement of lease liabilities	October 31, 2022		October 31, 2021
Operating cash flows for operating leases	$	7,012	$	7,200
Financing cash flows for finance leases		1,683		1,672
Operating cash flows for finance leases		213		235

Schedule of undiscounted cash flows of operating lease


	Operating		Finance
	Leases		Leases
2023	$	8,494	$	1,778
2024		8,311		1,280
2025		7,212		786
2026		6,737		495
2027		6,348		371
Thereafter		30,411		2,162
Total lease payments		67,513		6,872
Less: imputed interest		8,448		851
Total lease liability	$	59,065	$	6,021

Schedule of undiscounted cash flows of finance lease


	Operating		Finance
	Leases		Leases
2023	$	8,494	$	1,778
2024		8,311		1,280
2025		7,212		786
2026		6,737		495
2027		6,348		371
Thereafter		30,411		2,162
Total lease payments		67,513		6,872
Less: imputed interest		8,448		851
Total lease liability	$	59,065	$	6,021

Closure of Prepared's Florida facility (Tables)

12 Months Ended

Oct. 31, 2022

Closure of Prepared's Florida facility

Summary of impairment and other charges


Leasehold improvements			$8,731
Inventory (recorded in cost of goods sold)			586
Employee severance			352
Other assets			79
Total			$ 9,748

Description of the business (Details) - segment		12 Months Ended
Description of the business (Details) - segment	Apr. 13, 2022	Oct. 31, 2022
Description of the business
Number of reportable segments	2	2

Basis of Presentation and Significant Accounting Policies - Presentation (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Oct. 31, 2021
Significant Accounting Policies [Line Items]
Restricted cash	$ 1,074	$ 970
Tax Assessment 2013
Significant Accounting Policies [Line Items]
Restricted cash	$ 1,000
Avocados de Jalisco \| Avocados de Jalisco
Significant Accounting Policies [Line Items]
Subsidiary ownership (as a percent)	83.00%

Basis of Presentation and Significant Accounting Policies - Prepaid (Details) - USD ($) $ in Millions	Oct. 31, 2022	Oct. 31, 2021
Basis of Presentation and Significant Accounting Policies
Non-trade receivables	$ 4.8	$ 5.3
Mexican IVA	1.8	1.7
Prepaid expenses	$ 3.1	$ 3.7

Basis of Presentation and Significant Accounting Policies - PPE and Goodwill (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021
Significant Accounting Policies [Line Items]
Goodwill	$ 28,653	$ 28,653
Prepared Reporting Unit [Member]
Significant Accounting Policies [Line Items]
Goodwill	24,700
Grown Reporting Unit [Member]
Significant Accounting Policies [Line Items]
Goodwill	$ 4,000
Minimum \| Buildings and improvements [Member]
Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Useful Life	7 years
Minimum \| Leasehold improvements [Member]
Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Useful Life	7 years
Minimum \| Equipment [Member]
Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Useful Life	7 years
Minimum \| Information systems - hardware and software [Member]
Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Useful Life	3 years
Maximum \| Buildings and improvements [Member]
Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Useful Life	50 years
Maximum \| Equipment [Member]
Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Useful Life	25 years
Maximum \| Information systems - hardware and software [Member]
Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Useful Life	10 years

Basis of Presentation and Significant Accounting Policies - Intangible Assets (Details) - USD ($) $ in Millions	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021
Basis of Presentation and Significant Accounting Policies
Goodwill impairment	$ 0.0	$ 0.0
Impairment of long-lived assets	$ 0.0	$ 0.0

Basis of Presentation and Significant Accounting Policies - Investments (Details) - USD ($) $ in Thousands	1 Months Ended
	Jul. 31, 2015	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Significant Accounting Policies [Line Items]
Investments in unconsolidated entities		$ 3,782	$ 4,346
Don Memo
Significant Accounting Policies [Line Items]
Ownership interest (as a percent)	50.00%	50.00%
Investment in FreshRealm	$ 2,000
Investments in unconsolidated entities		$ 3,800	$ 4,300	$ 6,100
Don Memo \| Belo
Significant Accounting Policies [Line Items]
Ownership interest (as a percent)	50.00%

Basis of Presentation and Significant Accounting Policies - Marketable Securities (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
	Oct. 27, 2022	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Significant Accounting Policies [Line Items]
Gross proceeds for common stock		$ 18,450
Realized and unrealized net gain (loss) on Limoneira shares		(8,605)	$ 3,858	$ (8,537)
Limoneira
Significant Accounting Policies [Line Items]
Limoneira's stock price			$ 16.13	$ 13.83
Limoneira
Significant Accounting Policies [Line Items]
Number of securities sold	1,677,299
Gross proceeds for common stock	$ 18,500
Investment shares held (in shares)			1,677,299	1,677,299
Realized and unrealized net gain (loss) on Limoneira shares		$ (8,600)	$ 3,900	$ (8,500)

Basis of Presentation and Significant Accounting Policies - Advances to Suppliers (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Significant Accounting Policies [Line Items]
Advances to suppliers	$ 12,430	$ 6,693
Silvalber
Significant Accounting Policies [Line Items]
Advances to suppliers	1,400
Don Memo
Significant Accounting Policies [Line Items]
Commitment amount			$ 2,400
Advances to suppliers	7,000	4,200	2,400
Agricola Belher
Significant Accounting Policies [Line Items]
Commitment amount	4,500	4,500
Advances to suppliers	$ 4,500	$ 4,500	$ 4,500

Basis of Presentation and Significant Accounting Policies - Infrastructure Advances (Details) - USD ($) $ in Thousands	1 Months Ended			3 Months Ended		12 Months Ended
	Oct. 31, 2020	Aug. 31, 2020	Aug. 31, 2018	Apr. 30, 2021	Jan. 31, 2021	Oct. 31, 2022	Oct. 31, 2020	Jan. 31, 2022	Oct. 31, 2021	Jul. 31, 2021	Jul. 31, 2018
Significant Accounting Policies [Line Items]
Non-cash settlement of advance						$ 1,060	$ 2,761
Agricola Belher
Significant Accounting Policies [Line Items]
Commitment amount						4,500			$ 4,500
Amount loaned			$ 3,000
Loan receivable fixed interest rate (as a percent)		7.25%								10.00%
Infrastructure advance	$ 1,800		3,000				1,800		900
Term of loans receivables		2 years
Annual repayment of advances		$ 900	$ 600
Bridge loan to related parties										$ 3,500
Expected payment 2022								$ 900		900
Expected payment 2023								900		900
Expected payment 2024								$ 1,700		$ 1,700
Non-cash settlement of advance						1,100
Agricola Belher \| Prepaid expenses and other current assets
Significant Accounting Policies [Line Items]
Bridge loan to related parties						900
Agricola Belher \| Other long-term assets
Significant Accounting Policies [Line Items]
Bridge loan to related parties						1,700
Agricola Belher \| Infrastructure loan
Significant Accounting Policies [Line Items]
Non-cash settlement of advance						200
Agricola Belher \| Bridge loan
Significant Accounting Policies [Line Items]
Non-cash settlement of advance						900
Agricola Belher \| LIBOR
Significant Accounting Policies [Line Items]
Advances variable interest rate (as a percent)			10.00%								3.00%
Don Memo
Significant Accounting Policies [Line Items]
Commitment amount	2,400						$ 2,400
Amount loaned	$ 700			$ 600	$ 700
Loan receivable fixed interest rate (as a percent)	7.25%						7.25%
Infrastructure advance						1,600			2,000
Don Memo \| Prepaid expenses and other current assets
Significant Accounting Policies [Line Items]
Infrastructure advance	$ 400						$ 400		400
Don Memo \| Other long-term assets
Significant Accounting Policies [Line Items]
Infrastructure advance						$ 1,200			$ 1,600

Basis of Presentation and Significant Accounting Policies - Accrued Expenses (Details) - USD ($) $ in Millions	Oct. 31, 2022	Oct. 31, 2021
Basis of Presentation and Significant Accounting Policies
Accrued liabilities related to goods and services	$ 28.7	$ 32.6

Basis of Presentation and Significant Accounting Policies - Revenue and Receivables (Details) $ in Thousands	1 Months Ended	12 Months Ended
	Jul. 31, 2021 USD ($)	Oct. 31, 2022 USD ($) customer	Oct. 31, 2021 USD ($)	Oct. 31, 2020 USD ($)	Feb. 27, 2019 USD ($)
Significant Accounting Policies [Line Items]
Number of Customers Accounted for More Than 10% \| customer		0
Allowances of accounts receivable		$ 4,199	$ 4,816
Bridge loan to Agricola Belher		$ 1,700
Proceeds received from FreshRealm Separation Agreement recovery			$ 6,000
FreshRealm [Member]
Significant Accounting Policies [Line Items]
Bridge loan to Agricola Belher				$ 34,500	$ 34,500
Proceeds received from FreshRealm Separation Agreement recovery	$ 6,000
Customer concentration [Member] \| Sales revenue [Member]
Significant Accounting Policies [Line Items]
Number of Customers \| customer		10
Concentration Risk Threshold Percentage		59.00%	58.00%	56.00%
Kroger [Member] \| Customer concentration [Member] \| Sales revenue [Member]
Significant Accounting Policies [Line Items]
Concentration Risk Threshold Percentage		15.00%	16.00%	18.00%
Trader Joes [Member] \| Customer concentration [Member] \| Sales revenue [Member]
Significant Accounting Policies [Line Items]
Concentration Risk Threshold Percentage		11.00%
Walmart [Member] \| Customer concentration [Member] \| Sales revenue [Member]
Significant Accounting Policies [Line Items]
Concentration Risk Threshold Percentage		10.00%	11.00%	12.00%

Basis of Presentation and Significant Accounting Policies - Consignments (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Sales	$ 1,191,073	$ 1,055,830	$ 1,059,371
Cost of sales	1,117,228	998,405	969,473
Gross profit	73,845	57,425	89,898
Consignment Arrangements [Member]
Sales	59,748	52,287	64,922
Cost of sales	53,238	45,945	57,554
Gross profit	$ 6,510	$ 6,342	$ 7,368

- Definition

Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 18: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.1,2)
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

+ Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Basis of Presentation and Significant Accounting Policies - Advertising Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Basis of Presentation and Significant Accounting Policies
Advertising costs	$ 0.6	$ 0.4	$ 0.4

Basis of Presentation and Significant Accounting Policies - Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Basis of Presentation and Significant Accounting Policies
Research and development costs	$ 0.1	$ 0.3	$ 0.7
Investment Income, Dividend	0.8	0.6	$ 0.6
Consulting fees	2.8	0.9
Employee costs	$ 2.0	$ 0.6

Basis of Presentation and Significant Accounting Policies - Income per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Basis of Presentation and Significant Accounting Policies
Net loss attributable to Calavo Growers, Inc	$ (6,249)	$ (11,818)	$ (13,625)
Weighted average shares - Basic (in shares)	17,663,000	17,621,000	17,564,000
Weighted average shares - Diluted (in shares)	17,663,000	17,621,000	17,564,000
Basic	$ (0.35)	$ (0.67)	$ (0.78)
Diluted	$ (0.35)	$ (0.67)	$ (0.78)
Antidilutive shares excluded from EPS (in shares)	82,000	42,000	55,000

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1448-109256

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1337-109256

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 52
-URI https://asc.fasb.org/extlink&oid=128363288&loc=d3e4984-109258

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(23))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=128363288&loc=d3e3842-109258

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 7
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1252-109256

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(27))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 52
-URI https://asc.fasb.org/extlink&oid=128363288&loc=d3e4984-109258

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 7
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=128363288&loc=d3e3842-109258

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1252-109256

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(27))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(23))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1337-109256

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 50
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22663-107794

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 17: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22658-107794

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580

Reference 25: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669625-108580

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

+ Details

Basis of Presentation and Significant Accounting Policies - Stock-Based Compensation (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Basis of Presentation and Significant Accounting Policies
Stock-based compensation expense	$ 3,100	$ 4,000	$ 4,500

Basis of Presentation and Significant Accounting Policies - Foreign Currency (Details) - USD ($) $ in Millions	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Basis of Presentation and Significant Accounting Policies
Foreign currency gains (losses)	$ (1.0)	$ 0.9	$ (1.0)
Fixed rate long term obligation fair value	$ 6.0	$ 7.1

Basis of Presentation and Significant Accounting Policies - Noncontrolling Interest (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Noncontrolling Interest [Line Items]
Noncontrolling interest, beginning	$ 1,368
Net income attributable to noncontrolling interest of Avocados de Jalisco	353	$ 104	$ 216
Noncontrolling interest, ending	1,015	1,368
Avocados de Jalisco
Noncontrolling Interest [Line Items]
Noncontrolling interest, beginning	1,368	1,472
Net income attributable to noncontrolling interest of Avocados de Jalisco	(353)	(104)
Noncontrolling interest, ending	$ 1,015	$ 1,368	$ 1,472

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which is directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent (that is, noncontrolling interest, previously referred to as minority interest).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 210
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-03(a)(24))
-URI https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.31)
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 210
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-03(22))
-URI https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

+ Details

Inventories (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Oct. 31, 2021
Fresh fruit	$ 16,938	$ 17,648
Packing supplies and ingredients	14,176	13,088
Finished prepared foods	7,716	10,021
Total inventories	$ 38,830	40,757
Project Uno, Florida facility
Inventory valuation reserves		$ 600

Property, Plant, and Equipment - Summary (Details) $ in Thousands		12 Months Ended
	Oct. 18, 2021 employee	Oct. 31, 2022 USD ($)	Oct. 31, 2021 USD ($)	Oct. 31, 2020 USD ($)
Property, Plant and Equipment
Property plant and equipment, Gross		$ 217,439	$ 215,597
Less accumulated depreciation and amortization		(104,129)	(97,317)
Total property, plant, and equipment, net		113,310	118,280
Depreciation expense		15,000	14,500	$ 13,900
Amortization of financing lease assets		1,756	1,799	$ 1,000
Land [Member]
Property, Plant and Equipment
Property plant and equipment, Gross		11,008	11,008
Buildings and improvements [Member]
Property, Plant and Equipment
Property plant and equipment, Gross		45,733	46,133
Leasehold improvements [Member]
Property, Plant and Equipment
Property plant and equipment, Gross		19,030	25,114
Equipment [Member]
Property, Plant and Equipment
Property plant and equipment, Gross		121,441	115,942
Information systems - hardware and software [Member]
Property, Plant and Equipment
Property plant and equipment, Gross		11,920	11,598
Construction in progress [Member]
Property, Plant and Equipment
Property plant and equipment, Gross		$ 8,307	5,802
Project Uno, Florida facility
Property, Plant and Equipment
Employee reduction \| employee	140
Project Uno, Florida facility \| Leasehold improvements [Member]
Property, Plant and Equipment
Total property, plant, and equipment, net			$ 8,800

Other Assets and Intangibles - Other (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Oct. 31, 2021
CONSOLIDATED BALANCE SHEETS
Mexican IVA (i.e. value-added) taxes receivable	$ 43,625	$ 37,493
Infrastructure advances to Agricola Belher	1,241	1,641
Bridge loan to Agricola Belher	1,700
Other	604	1,366
Total	$ 47,170	$ 40,500

Other Assets and Intangibles - Intangibles (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Finite-Lived Intangible Assets
Accum. Amortization	$ (15,099)	$ (13,536)
Intangibles, net	7,206	8,769
Finite and indefinite lived intangible assets gross	22,305	22,305
Amortization expense	1,600	1,600	$ 1,100
Brand name intangibles [Member]
Finite-Lived Intangible Assets
Gross carrying value and net book value	$ 275	275
Customer list/relationships [Member]
Finite-Lived Intangible Assets
Weighted-Average Useful Life	8 years
Gross Carrying Value	$ 17,340	17,340
Accum. Amortization	(11,373)	(9,989)
Net Book Value	$ 5,967	7,351
Trade names [Member]
Finite-Lived Intangible Assets
Weighted-Average Useful Life	8 years
Gross Carrying Value	$ 4,060	4,060
Accum. Amortization	(3,100)	(2,980)
Net Book Value	$ 960	1,080
Trade secrets/recipes [Member]
Finite-Lived Intangible Assets
Weighted-Average Useful Life	9 years
Gross Carrying Value	$ 630	630
Accum. Amortization	(626)	(567)
Net Book Value	$ 4	$ 63

Other Assets and Intangibles - Amortization (Details) $ in Millions	Oct. 31, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense for 2023	$ 1.6
Amortization expense for 2024	1.5
Amortization expense for 2025	1.5
Amortization expense thereafter	$ 2.4

Revolving Credit Facilities (Details)		3 Months Ended		12 Months Ended
Revolving Credit Facilities (Details)	Jan. 29, 2021 USD ($)	Jul. 31, 2022 USD ($)	Apr. 30, 2022	Oct. 31, 2022 USD ($)	Dec. 01, 2021	Oct. 31, 2021 USD ($) shares	Jan. 28, 2021 USD ($)	Oct. 31, 2020 shares
Debt
Borrowings pursuant to credit facilities, long-term				$ 1,200,000		$ 37,700,000
Limoneira
Debt
Investment shares held (in shares) \| shares						1,677,299		1,677,299
Total Facility
Debt
Credit available under borrowing agreement	$ 150,000,000
Letters of credit outstanding				$ 3,200,000		$ 2,500,000
Revolving Credit Facility
Debt
Basis point increase	0.25%				50.00%
Credit agreement term	5 years
Increase in maximum borrowing capacity	$ 20,000,000
Fixed charge coverage ratio			1.20	1.00
Weighted average interest rate (as a percent)				4.90%		2.20%
Borrowings pursuant to credit facilities, long-term				$ 1,200,000		$ 37,700,000
Credit available under borrowing agreement	100,000,000	$ 80,000,000					$ 80,000,000
Remaining credit available				$ 29,900,000
Commitment fee (as a percent)				0.15%
Dividend payment				$ 5,200,000
Revolving Credit Facility \| Minimum
Debt
Adjusted fixed charge coverage ratio				1.20
Quarterly consolidated leverage ratio				1.20%
Revolving Credit Facility \| Maximum
Debt
Quarterly consolidated leverage ratio				2.50%
Revolving Credit Facility \| BSBY
Debt
Applicable margin (as a percent)		3.00%
Revolving Credit Facility \| BSBY \| Minimum
Debt
Applicable margin (as a percent)		1.25%		1.25%
Revolving Credit Facility \| BSBY \| Maximum
Debt
Applicable margin (as a percent)		1.75%		1.75%
Revolving Credit Facility \| Base Rate \| Minimum
Debt
Applicable margin (as a percent)				0.25%
Revolving Credit Facility \| Base Rate \| Maximum
Debt
Applicable margin (as a percent)				0.75%
Accordion Credit Facility
Debt
Credit available under borrowing agreement	$ 50,000,000						$ 130,000,000

Commitments and Contingencies - Litigation (Details) $ in Thousands, $ in Millions						12 Months Ended
	Oct. 10, 2022 MXN ($)	Jun. 25, 2021 USD ($)	Jun. 16, 2021 USD ($)	Jun. 16, 2021 MXN ($)	Jul. 31, 2018 MXN ($)	Oct. 31, 2022 USD ($)	Oct. 31, 2021 USD ($)	Oct. 31, 2022 MXN ($)	Jul. 31, 2021 USD ($)
Commitments And Contingencies [Line Items]
Settlement related fees						$ 1,417	$ 1,797
Mexican Tax Authority \| Tax Assessment 2011
Commitments And Contingencies [Line Items]
Tax assessment				$ 2,200.0
Discreet tax expense (benefit)			$ 2,400	$ 47.8
Mexican Tax Authority \| Tax Assessment 2013
Commitments And Contingencies [Line Items]
Tax assessment	$ 3,100.0
Settlement related fees						1,400
Fixed assets net book value under lien		$ 26,000
Amount disputed					$ 2,600.0	131,300
Bank accounts under lien		$ 1,000
Percentage of tax on fruit purchase deposits		16.00%
Tax dispute liability accrued									$ 11,000
Estimate of loss						151,500		$ 3,080.0
Mexican Tax Authority \| Tax Assessment 2013 \| Employee Profit Sharing Liability
Commitments And Contingencies [Line Items]
Estimate of loss						$ 6,000		$ 118.0

Related-Party Transactions (Details) - USD ($) $ in Thousands		1 Months Ended			12 Months Ended
	Oct. 27, 2022	Aug. 31, 2020	Aug. 31, 2018	Jul. 31, 2015	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020	Jan. 31, 2022	Jul. 31, 2021	Jul. 31, 2018
Related-Party Transactions
Dividend income from Limoneira					$ 800	$ 600	$ 600
Gross proceeds for common stock					18,450
Realized and unrealized net gain (loss) on Limoneira shares					(8,605)	3,858	(8,537)
Investments in unconsolidated entities					3,782	4,346
Advances to suppliers					12,430	6,693
Non-cash settlement of advance					1,060		2,761
Avocados de Jalisco
Related-Party Transactions
Purchases from related parties					$ 7,000	13,000	8,300
Avocados de Jalisco \| Avocados de Jalisco
Related-Party Transactions
Subsidiary ownership (as a percent)					83.00%
Limoneira
Related-Party Transactions
Dividend income from Limoneira					$ 600	500	500
Number of shares	1,677,299
Gross proceeds for common stock	$ 18,500
Realized and unrealized net gain (loss) on Limoneira shares					(8,600)	3,900	(8,500)
Rent paid					300	300	300
Don Memo
Related-Party Transactions
Purchases from related parties					$ 13,700	14,700	15,800
Ownership interest (as a percent)				50.00%	50.00%
Investment in FreshRealm				$ 2,000
Investments in unconsolidated entities					$ 3,800	4,300	6,100
Amount loaned					2,800
Advances to suppliers					7,000	4,200	$ 2,400
Loan receivable fixed interest rate (as a percent)							7.25%
Infrastructure advance					1,600	2,000
Commitment amount							$ 2,400
Tomato liability due to related party					1,900	3,000	1,800
Don Memo \| Prepaid expenses and other current assets
Related-Party Transactions
Infrastructure advance					400	400
Don Memo \| Other long-term assets
Related-Party Transactions
Infrastructure advance					1,200	1,600
Directors
Related-Party Transactions
Purchases from related parties					7,500	17,800	18,000
Accounts payable to related parties					0	0
Agricola Belher
Related-Party Transactions
Purchases from related parties					19,400	16,300	26,900
Amount loaned			$ 3,000
Advances to suppliers					4,500	4,500	4,500
Annual repayment of advances		$ 900	600
Loan receivable fixed interest rate (as a percent)		7.25%							10.00%
Term of loans receivables		2 years
Infrastructure advance			$ 3,000			900	$ 1,800
Commitment amount					4,500	$ 4,500
Bridge loan to related parties									$ 3,500
Expected payment 2022								$ 900	900
Expected payment 2023								900	900
Expected payment 2024								$ 1,700	$ 1,700
Non-cash settlement of advance					1,100
Agricola Belher \| LIBOR
Related-Party Transactions
Advances variable interest rate (as a percent)			10.00%							3.00%
Agricola Belher \| Prepaid expenses and other current assets
Related-Party Transactions
Bridge loan to related parties					900
Agricola Belher \| Other long-term assets
Related-Party Transactions
Bridge loan to related parties					$ 1,700

Income Taxes - Provision (Benefit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Current:
Federal	$ 2,012	$ (3,449)	$ (5,684)
State	147	323	(214)
Foreign	1,209	16,703	645
Total current	3,368	13,577	(5,253)
Deferred:
Federal	(162)	790	576
State	746	(343)	(505)
Foreign	(701)	(3,934)	260
Total deferred	(117)	(3,487)	331
Change in valuation allowance		657	630
Total income tax provision (benefit)	$ 3,251	$ 10,747	$ (4,292)

Income Taxes - Deferred Taxes Assets (Liabilities) (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Oct. 31, 2021
Income Taxes
Gross deferred tax assets	$ 23,500	$ 29,300
Gross deferred tax liabilities	16,200	22,700
Property, plant, and equipment	(2,002)	(4,764)
Intangible assets	2,828	5,051
Unrealized gain, Limoneira investment		(1,138)
Stock-based compensation	715	511
State taxes	6	(498)
Credits and incentives	1,194	1,808
Allowance for accounts receivable	936	1,259
Inventories	442	507
Accrued liabilities	1,143	2,067
Operating lease - Right of use assets	(13,723)	(15,839)
Operating lease liabilities	14,861	17,040
Net operating loss	549	1,093
Valuation allowance	(1,830)	(1,291)
Capital loss carryover	804
Other	(490)	(490)
Long-term deferred income taxes	5,433	5,316
State
Income Taxes
Operating loss carryforwards	9,100	19,000
Operating loss carryforwards allowance	1,800	1,200
Federal
Income Taxes
Operating loss carryforwards	0	$ 0
Operating loss carryforwards allowance	$ 600

Income Taxes - Rate reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Federal statutory tax rate	21.00%	21.00%	21.00%
State taxes, net of federal effects	(1.30%)	11.60%	4.40%
Rate differential on NOL carryback		125.80%	6.20%
Foreign income taxes greater than U.S.	5.20%	16.10%	(2.30%)
Uncertain tax positions	5.10%	(1059.90%)
Stock based compensation	(6.10%)	(16.70%)
Provision to return	(59.90%)	39.20%	(2.50%)
State rate change	(2.50%)	9.20%	(0.10%)
Valuation allowance	(24.20%)	(44.10%)	(2.70%)
Other permanent differences	(33.80%)
Other	(0.50%)	(15.50%)	(0.30%)
Effective Income Tax Rate, Total	(97.00%)	(913.30%)	23.70%
Domestic operations income (loss) before taxes	$ (1,400)	$ (5,000)	$ (18,900)
Income tax refunds	6,700
Foreign operations income (loss) before taxes	(1,900)	3,800	800
Unrecognized tax benefits	11,131	11,303	$ 72
Tax Assessment 2013
Unrecognized tax benefits	$ 11,100	$ 11,300

Income Taxes - Unrecognized (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021
Reconciliation of gross unrecognized taxes
Beginning balance	$ 11,303	$ 72
Reductions based on tax positions related to prior periods	(172)
Gross increase - Tax positions in prior periods		131
Gross increase - Tax positions in current period		11,100
Ending balance	11,131	$ 11,303
Accrued interest and penalties	$ 0

Segment Information - Gross Profit (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Segment reporting information
Net sales	$ 1,191,073	$ 1,055,830	$ 1,059,371
Cost of sales	1,117,228	998,405	969,473
Gross profit	73,845	57,425	89,898
Elimination between Grown products and Prepared products
Segment reporting information
Sales and cost of sales eliminated	2,100	2,500	1,700
Operating segments \| Grown [Member]
Segment reporting information
Net sales	700,270	588,527	585,052
Cost of sales	650,105	540,740	537,489
Gross profit	50,165	47,787	47,563
Operating segments \| Prepared [Member]
Segment reporting information
Net sales	492,868	469,800	475,970
Cost of sales	469,188	460,162	433,635
Gross profit	23,680	9,638	42,335
Intersegment Eliminations [Member]
Segment reporting information
Net sales	(2,065)	(2,497)	(1,651)
Cost of sales	$ (2,065)	$ (2,497)	$ (1,651)

Segment Information - Product (Details) $ in Thousands		12 Months Ended
Segment Information - Product (Details) $ in Thousands	Apr. 13, 2022 segment	Oct. 31, 2022 USD ($) segment	Oct. 31, 2021 USD ($)	Oct. 31, 2020 USD ($)
Segment reporting information
Number of reportable segments \| segment	2	2
Goodwill		$ 28,653	$ 28,653
Total gross sales		1,207,768	1,073,686	$ 1,071,084
Less sales allowances		(14,630)	(15,359)	(10,062)
Net sales		1,191,073	1,055,830	1,059,371
Avocados [Member]
Segment reporting information
Total gross sales		645,944	536,969	521,542
Tomatoes [Member]
Segment reporting information
Total gross sales		47,288	43,658	53,922
Papayas [Member]
Segment reporting information
Total gross sales		11,422	10,884	10,529
Other fresh income [Member]
Segment reporting information
Total gross sales		123	693	327
Fresh-cut fruit
Segment reporting information
Total gross sales		204,433	205,087	204,766
Fresh-cut vegetables
Segment reporting information
Total gross sales		107,332	102,291	113,460
Prepared products
Segment reporting information
Total gross sales		114,396	95,639	88,346
Guacamole
Segment reporting information
Total gross sales		74,970	75,681	75,409
Salsa
Segment reporting information
Total gross sales		1,860	2,784	2,783
Grown [Member]
Segment reporting information
Goodwill		4,000	4,000
Total gross sales		704,777	592,204	586,320
Less sales allowances		(4,507)	(3,677)	(1,268)
Net sales		698,205	586,030	583,401
Grown [Member] \| Avocados [Member]
Segment reporting information
Total gross sales		645,944	536,969	521,542
Grown [Member] \| Tomatoes [Member]
Segment reporting information
Total gross sales		47,288	43,658	53,922
Grown [Member] \| Papayas [Member]
Segment reporting information
Total gross sales		11,422	10,884	10,529
Grown [Member] \| Other fresh income [Member]
Segment reporting information
Total gross sales		123	693	327
Prepared [Member]
Segment reporting information
Goodwill		24,700	24,700
Total gross sales		502,991	481,482	484,764
Less sales allowances		(10,123)	(11,682)	(8,794)
Net sales		492,868	469,800	475,970
Prepared [Member] \| Fresh-cut fruit
Segment reporting information
Total gross sales		204,433	205,087	204,766
Prepared [Member] \| Fresh-cut vegetables
Segment reporting information
Total gross sales		107,332	102,291	113,460
Prepared [Member] \| Prepared products
Segment reporting information
Total gross sales		114,396	95,639	88,346
Prepared [Member] \| Guacamole
Segment reporting information
Total gross sales		74,970	75,681	75,409
Prepared [Member] \| Salsa
Segment reporting information
Total gross sales		1,860	2,784	2,783
Intersegment Eliminations [Member]
Segment reporting information
Net sales		(2,065)	(2,497)	(1,651)
Intersegment Eliminations [Member] \| Grown [Member]
Segment reporting information
Net sales		$ (2,065)	$ (2,497)	$ (1,651)

Segment Information - Concentrations (Details) $ in Thousands	12 Months Ended
	Oct. 31, 2022 USD ($) customer	Oct. 31, 2021 USD ($) customer	Oct. 31, 2020 customer
Segment reporting information
Goodwill \| $	$ 28,653	$ 28,653
Prepared [Member]
Segment reporting information
Goodwill \| $	24,700	24,700
Grown [Member]
Segment reporting information
Goodwill \| $	$ 4,000	$ 4,000
Sales revenue [Member] \| Customer concentration [Member]
Segment reporting information
Number of customers \| customer	10
Concentration Risk Threshold Percentage	59.00%	58.00%	56.00%
Sales revenue [Member] \| Customer concentration [Member] \| Prepared [Member]
Segment reporting information
Number of customers \| customer	1	1	1
Sales revenue [Member] \| Customer concentration [Member] \| Grown [Member]
Segment reporting information
Number of customers \| customer	1	1	1
Minimum \| Sales revenue [Member] \| Customer concentration [Member] \| Prepared [Member]
Segment reporting information
Concentration Risk Threshold Percentage	10.00%	10.00%	10.00%
Minimum \| Sales revenue [Member] \| Customer concentration [Member] \| Grown [Member]
Segment reporting information
Concentration Risk Threshold Percentage		10.00%	10.00%

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Segment Information - Geographic (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Segment reporting information
Net sales	$ 1,191,073	$ 1,055,830	$ 1,059,371
Long-lived assets	113,310	118,280
Outside United States
Segment reporting information
Net sales	27,800	34,800	$ 29,700
United States
Segment reporting information
Long-lived assets	77,208	81,059
Mexico
Segment reporting information
Long-lived assets	$ 36,102	$ 37,221

- Definition

+ References

+ Details

Long-Term Obligations - Summary (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Oct. 31, 2021
Long-Term Obligations
Finance leases	$ 6,021	$ 7,140
Less current portion	$ (1,574)	$ (1,587)
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Long-term Debt and Capital Lease Obligations, Current	Long-term Debt and Capital Lease Obligations, Current
Finance lease liability, noncurrent	$ 4,447	$ 5,553
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Long-term Debt and Capital Lease Obligations	Long-term Debt and Capital Lease Obligations

Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands								1 Months Ended						3 Months Ended		6 Months Ended	12 Months Ended
	Apr. 01, 2022 $ / shares shares	Feb. 01, 2022 $ / shares shares	Jan. 20, 2022 USD ($) $ / shares shares	Jan. 03, 2022 USD ($) $ / shares shares	Dec. 13, 2021 $ / shares shares	Nov. 02, 2020 $ / shares shares	Dec. 18, 2019 $ / shares shares	Dec. 31, 2022 $ / shares shares	Sep. 30, 2021 USD ($) $ / shares shares	Jun. 30, 2021 shares	Apr. 30, 2021 USD ($) shares	Jan. 31, 2020 director $ / shares shares	Jan. 31, 2019 $ / shares	Oct. 31, 2022 USD ($) $ / shares shares	Jul. 31, 2022 $ / shares shares	Oct. 31, 2022 USD ($) $ / shares shares	Oct. 31, 2022 USD ($) $ / shares shares	Oct. 31, 2021 USD ($)	Oct. 31, 2020 USD ($)	Apr. 30, 2011 shares
Share-based Compensation
Stock-based compensation expense \| $																	$ 3,100	$ 4,000	$ 4,500
Restricted stock
Share-based Compensation
Shares granted (in shares)	34,269																64
Forfeited, Number of Shares																	9
Stock closing price awarded (in dollars per share) \| $ / shares																	$ 41.88
Vesting period	3 years
Stock-based compensation expense \| $																	$ 2,300	4,000
Restricted stock \| Officer
Share-based Compensation
Shares granted (in shares)					5,355
Stock closing price awarded (in dollars per share) \| $ / shares					$ 40.53
Vesting period					2 years
Stock-based compensation expense \| $																	100
Restricted stock \| Directors
Share-based Compensation
Shares granted (in shares)				28,140
Stock closing price awarded (in dollars per share) \| $ / shares				$ 42.64
Stock-based compensation expense \| $				$ 1,000
Number of shares granted per Director				2,814
Restricted stock \| Brian Kocher (CEO)
Share-based Compensation
Shares granted (in shares)		28,993
Stock closing price awarded (in dollars per share) \| $ / shares		$ 41.39
Vesting period		3 years
Stock-based compensation expense \| $									$ 700		$ 300						$ 300	700
Restricted stock \| Key Employees
Share-based Compensation
Vesting period																	2 years
Restricted stock \| Shawn Munsell (CFO)
Share-based Compensation
Forfeited, Number of Shares										5,598
Stock-based compensation expense \| $																		100
Restricted stock \| Non-employee directors [Member]
Share-based Compensation
Shares granted (in shares)						16,500						18,000
Stock closing price awarded (in dollars per share) \| $ / shares												$ 67.97	$ 87.21
Vesting period						1 year							1 year
Stock-based compensation expense \| $																	$ 200	1,100
Number of non-employee directors \| director												12
Per employee restricted shares granted (in shares)						1,500						1,500
Restricted stock \| Executive officers [Member]
Share-based Compensation
Shares granted (in shares)						9,334	31,158
Stock closing price awarded (in dollars per share) \| $ / shares						$ 67.97	$ 87.63
Stock-based compensation expense \| $																	200	$ 1,000
Annual incremental vesting percentage																			33.00%
Unrestricted Stock \| Directors
Share-based Compensation
Shares granted (in shares)			1,500
Stock closing price awarded (in dollars per share) \| $ / shares			$ 41.73
Stock-based compensation expense \| $			$ 100
RSU and PRSU
Share-based Compensation
Forfeited, Number of Shares	4,014
Stock closing price awarded (in dollars per share) \| $ / shares	$ 37.49							$ 34.51
Vesting period															3 years
Stock-based compensation expense \| $																	600
Fair value, non option \| $																	2,200
Unrecognized stock based compensation expenses \| $														$ 2,200		$ 2,200	$ 2,200
Unrecognized compensation cost period																	2 years
RSU
Share-based Compensation
Shares granted (in shares)								101,800								22,000
Forfeited, Number of Shares																8,000
Stock closing price awarded (in dollars per share) \| $ / shares																$ 41.56
Vesting period								3 years
Stock-based compensation expense \| $																	$ 800
RSU \| Helen Kurtz and Vice President [Member]
Share-based Compensation
Vesting period														3 years
RSU \| Shawn Munsell (CFO)
Share-based Compensation
Shares granted (in shares)															9,002
Stock closing price awarded (in dollars per share) \| $ / shares															$ 38.88
RSU \| Vice President
Share-based Compensation
Shares granted (in shares)														2,341
Stock closing price awarded (in dollars per share) \| $ / shares														$ 42.71
RSU \| Danny Demas
Share-based Compensation
Shares granted (in shares)															3,533
Stock closing price awarded (in dollars per share) \| $ / shares															$ 42.46
RSU \| Helen Kurtz
Share-based Compensation
Shares granted (in shares)														6,778
Stock closing price awarded (in dollars per share) \| $ / shares														$ 44.26
RSU \| Shawn Munsell (CFO) and Danny Demas [Member]
Share-based Compensation
Stock-based compensation expense \| $																	$ 100
PRSU
Share-based Compensation
Shares granted (in shares)	34,269							66,228
Vesting period	3 years							3 years
Stock options
Share-based Compensation
Award expiration period									5 years
Vesting period									2 years
Options granted (in shares)									5,000
Option grant date fair value (in dollars per share) \| $ / shares									$ 39.20
Option grant date fair value \| $									$ 200
2011 Management Incentive Plan [Member]
Share-based Compensation
Common stock shares authorized (in shares)																				1,500,000
2020 Management Incentive Plan [Member]
Share-based Compensation
Common stock shares authorized (in shares)											1,500,000
Award expiration period											5 years

Stock-Based Compensation - Non-options (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	6 Months Ended	12 Months Ended
	Apr. 01, 2022	Dec. 31, 2022	Oct. 31, 2022	Oct. 31, 2022
Restricted stock
Share-based Compensation
Outstanding, Number of Shares, Beginning Balance				43
Vested, Number of Shares				(31)
Forfeited, Number of Shares				(9)
Granted, Number of Shares	34,269			64
Outstanding, Number of Shares, Ending Balance			67	67
Outstanding, Weighted-Average Exercise Price, beginning balance				$ 64.89
Vested, Weighted-Average Grant Price				45.44
Forfeited, Weighted-Average Grant Price				37.67
Granted, Weighted-Average Grant Price				41.88
Outstanding, Weighted-Average Exercise Price, ending balance			$ 45.01	$ 45.01
Aggregate Intrinsic Value			$ 2,318	$ 2,318
RSU
Share-based Compensation
Outstanding, Number of Shares, Beginning Balance			69,000
Forfeited, Number of Shares			(8,000)
Granted, Number of Shares		101,800	22,000
Outstanding, Number of Shares, Ending Balance			83,000	83,000
Outstanding, Weighted-Average Exercise Price, beginning balance			$ 37.49
Forfeited, Weighted-Average Grant Price			37.49
Granted, Weighted-Average Grant Price			41.56
Outstanding, Weighted-Average Exercise Price, ending balance			$ 38.57	$ 38.57
Aggregate Intrinsic Value			$ 3,253	$ 3,253

Stock-Based Compensation - Stock Option (Details) - Stock options - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021
Share-based Compensation
Outstanding, Number of Shares, Beginning Balance	19
Exercised, Number of Shares	(2)
Outstanding, Number of Shares, Ending Balance	17	19
Exercisable, Number of Shares	12
Outstanding, Weighted-Average Exercise Price	$ 42.89
Exercised, Weighted-Average Exercise Price	23.48
Outstanding, Weighted-Average Exercise Price, ending balance	47.62	$ 42.89
Exercisable, Weighted-Average Exercise Price	$ 51.12
Outstanding stock options, weighted-average remaining contractual term	1 year 6 months
Exercisable stock options, weighted-average remaining contractual term	2 years 4 months 24 days
Estimated fair market value of options		$ 0.1

Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands				12 Months Ended
	Dec. 14, 2022	Dec. 03, 2021	Oct. 29, 2021	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Dividends
Dividend declared per share	$ 0.2875		$ 1.15		$ 1.15	$ 1.15
Dividend amount paid to shareholders	$ 5,200	$ 20,300		$ 20,330	$ 20,343	$ 19,354

Fair Value Measurements (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
	Oct. 27, 2022	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Assets at Fair Value:
Realized and unrealized net gain (loss) on Limoneira shares		$ (8,605)	$ 3,858	$ (8,537)
Gross proceeds for common stock		18,450
Limoneira
Assets at Fair Value:
Limoneira's stock price			$ 16.13	$ 13.83
Limoneira
Assets at Fair Value:
Investment shares held (in shares)			1,677,299	1,677,299
Realized and unrealized net gain (loss) on Limoneira shares		(8,600)	$ 3,900	$ (8,500)
Number of securities sold	1,677,299
Gross proceeds for common stock	$ 18,500
Fair Value, recurring
Assets at Fair Value:
Total assets at fair value			27,055
Fair Value of financial assets and liabilities		$ 0
Fair Value, recurring \| Limoneira
Assets at Fair Value:
Investment in Limoneira Company			27,055
Fair Value, recurring \| Level 1
Assets at Fair Value:
Total assets at fair value			27,055
Fair Value, recurring \| Level 1 \| Limoneira
Assets at Fair Value:
Investment in Limoneira Company			$ 27,055

Mexican IVA taxes receivable (Details) $ in Millions, $ in Millions	1 Months Ended
	Apr. 30, 2022 USD ($)	Oct. 31, 2022 USD ($)	Oct. 31, 2022 MXN ($)	Apr. 30, 2022 MXN ($)	Oct. 31, 2021 USD ($)	Oct. 31, 2021 MXN ($)
IVA receivables
IVA receivables balance		$ 43.6	$ 865.4		$ 37.5	$ 762.1
Unrecoverable value added tax	$ 0.3			$ 6.9
Minimum
IVA receivables
Estimated term for resolution of law suits	2 years
Maximum
IVA receivables
Estimated term for resolution of law suits	3 years

FreshRealm Separation (Details) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended	12 Months Ended
FreshRealm Separation (Details) - USD ($) $ in Thousands	Feb. 03, 2021	Jul. 31, 2021	Jul. 31, 2020	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020	Feb. 27, 2019
Related Party Transaction [Line Items]
Bridge loan to Agricola Belher				$ 1,700
Loss on reserve					$ (6,130)	$ 37,322
Proceeds received for repayment of related party loan					6,000
FreshRealm [Member]
Related Party Transaction [Line Items]
Bridge loan to Agricola Belher						$ 34,500	$ 34,500
Loss on reserve			$ 34,500
Proceeds received for repayment of related party loan		$ 6,000
Receivable proceeds event of sale (as a percent)		20.00%
Threshold values of the private placement for VIE company	$ 35,000
Amount of sale or success event				$ 0	$ 0
FreshRealm [Member] \| Success Event is equal to or greater than $100 million, but less than $230 million
Related Party Transaction [Line Items]
Receivable upon closing of success event	10,000
Value threshold of success event	100,000
FreshRealm [Member] \| Success Event is equal to or greater than $100 million, but less than $230 million \| Minimum
Related Party Transaction [Line Items]
Value threshold of success event	100,000
FreshRealm [Member] \| Success Event is equal to or greater than $100 million, but less than $230 million \| Maximum
Related Party Transaction [Line Items]
Value threshold of success event	230,000
FreshRealm [Member] \| Success Event is equal to or greater than $230 million, but less than $380 million
Related Party Transaction [Line Items]
Receivable upon closing of success event	20,000
FreshRealm [Member] \| Success Event is equal to or greater than $230 million, but less than $380 million \| Minimum
Related Party Transaction [Line Items]
Value threshold of success event	230,000
FreshRealm [Member] \| Success Event is equal to or greater than $230 million, but less than $380 million \| Maximum
Related Party Transaction [Line Items]
Value threshold of success event	380,000
FreshRealm [Member] \| Success Event is equal to or greater than $380 Million
Related Party Transaction [Line Items]
Receivable upon closing of success event	34,000
Value threshold of success event	380,000
FreshRealm [Member] \| Promissory Notes
Related Party Transaction [Line Items]
Amount loaned	5,000
Loan payoff amount	$ 6,000
Proceeds received for repayment of related party loan		$ 6,000

Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020	Nov. 01, 2019	Oct. 31, 2019
Leases
Operating lease liability	$ 59,065
Other long-term liabilities	2,635	$ 3,081
Total shareholders' equity	$ 223,371	226,883	$ 256,002		$ 285,869
Lease, Practical Expedients, Package [true false]	true
Lease-related assets and liabilities
Operating lease assets	$ 54,518	59,842
Finance lease asset	$ 5,721	$ 6,907
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization	Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization
Total	$ 60,239	$ 66,749
Current portion of operating leases	6,925	6,817
Finance lease liability, current	$ 1,574	$ 1,587
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Long-term Debt and Capital Lease Obligations, Current	Long-term Debt and Capital Lease Obligations, Current
Long-term operating leases, less current portion	$ 52,140	$ 57,561
Finance lease liability, noncurrent	$ 4,447	$ 5,553
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Long-term Debt and Capital Lease Obligations	Long-term Debt and Capital Lease Obligations
Total	$ 65,086	$ 71,518
Weighted-average remaining lease term: Operating leases	9 years 3 months 18 days	10 years 1 month 6 days
Weighted-average remaining lease term: Finance leases	6 years 10 months 24 days	7 years 1 month 6 days
Weighted-average discount rate: Operating leases	2.87%	2.80%
Weighted-average discount rate: Finance leases	3.62%	3.20%
Cumulative effect adjustment \| ASU, Leases
Leases
Operating lease liability				$ 69,600
Deferred rent and incentives				(3,700)
Other long-term liabilities				(1,200)
Total shareholders' equity				900
Lease-related assets and liabilities
Operating lease assets				$ 65,700

Leases - Costs and Other Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Lease costs
Amortization of financing lease assets	$ 1,756	$ 1,799	$ 1,000
Operating lease cost	8,733	9,152
Short-term lease cost	2,483	2,981
Sublease income	(30)	(704)
Variable lease cost	133	275
Interest on financing lease liabilities	213	235
Total lease cost	13,288	13,738
Operating cash flows for operating leases	7,012	7,200
Financing cash flows for finance leases	1,683	1,672
Operating cash flows for finance leases	213	235
Right of use assets obtained for operating lease	$ 1,000	$ 1,000

Leases - Undiscounted Future Payments (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Oct. 31, 2021
Operating Leases
2023	$ 8,494
2024	8,311
2025	7,212
2026	6,737
2027	6,348
Thereafter	30,411
Total lease payments	67,513
Less: imputed interest	8,448
Operating lease liability	59,065
Finance Leases
2023	1,778
2024	1,280
2025	786
2026	495
2027	371
Thereafter	2,162
Total lease payments	6,872
Less: imputed interest	851
Finance lease liability	$ 6,021	$ 7,140

Closure of Prepared's Florida facility (Details) $ in Thousands		12 Months Ended
	Oct. 18, 2021 employee	Oct. 31, 2022 USD ($)	Oct. 31, 2021 USD ($)
Closure
Operating lease right-of-use assets		$ 54,518	$ 59,842
Operating lease liability		59,065
Impairment and other charges
Impairment of Long-Lived Assets Held-for-use		0	0
Incremental restructuring and related costs		317	9,748
Property, plant, and equipment, net		113,310	118,280
Project Uno, Florida facility
Closure
Employee reduction \| employee	140
Operating lease right-of-use assets		4,000	4,800
Operating lease liability		5,300	6,000
Impairment and other charges
Leasehold improvements			8,731
Inventory			586
Employee severance			352
Impairment charges		$ 300
Other assets			79
Incremental restructuring and related costs			9,748
Project Uno, Florida facility \| Leasehold improvements [Member]
Impairment and other charges
Property, plant, and equipment, net			$ 8,800

Sale of Investment in Limoneira (Details) - USD ($) $ in Thousands		12 Months Ended
	Oct. 27, 2022	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2020
Equity investment
Proceeds received from Limoneira stock sales		$ 18,450
Realized and unrealized net gain (loss) on Limoneira shares		(8,605)	$ 3,858	$ (8,537)
Limoneira
Equity investment
Number of securities sold	1,677,299
Proceeds received from Limoneira stock sales	$ 18,500
Realized and unrealized net gain (loss) on Limoneira shares		$ (8,600)	$ 3,900	$ (8,500)