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Document and Entity Information	3 Months Ended
Document and Entity Information	Jan. 31, 2020 shares
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jan. 31, 2020
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 Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding	17,614,233
Entity Central Index Key	0001133470
Current Fiscal Year End Date	--10-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q1
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jan. 31, 2020	Oct. 31, 2019
Current assets:
Cash and cash equivalents	$ 4,937	$ 7,973
Accounts receivable, net of allowances of $3,920 (2020) $3,366 (2019)	78,654	63,423
Inventories, net	42,237	36,889
Prepaid expenses and other current assets	10,826	9,027
Advances to suppliers	3,872	7,338
Income taxes receivable	4,004	2,865
Total current assets	144,530	127,515
Property, plant, and equipment, net	131,209	132,098
Operating lease right-of-use assets	64,159
Investment in Limoneira Company	32,741	31,734
Investments in unconsolidated entities	7,694	10,722
Deferred income taxes	3,447	3,447
Goodwill	18,262	18,262
Notes receivable from FreshRealm	36,112	35,241
Other assets	33,244	31,341
Total assets	471,398	390,360
Current liabilities:
Payable to growers	21,052	13,463
Trade accounts payable	21,880	17,421
Accrued expenses	36,074	39,629
Short-term borrowings	27,500
Dividend payable		19,354
Current portion of operating leases	5,881
Current portion of long-term obligations and finance leases	745	762
Total current liabilities	113,132	90,629
Long-term liabilities:
Long-term operating leases, less current portion	62,253
Long-term obligations, less current portion	5,453	5,412
Deferred rent		3,681
Other long-term liabilities	3,549	4,769
Total long-term liabilities	71,255	13,862
Commitments and contingencies
Shareholders' equity:
Common stock ($0.001 par value, 100,000 shares authorized; 17,614 (2019) and 17,595 (2019) shares issued and outstanding)	18	18
Additional paid-in capital	162,584	161,606
Noncontrolling interest	1,625	1,688
Retained earnings	122,784	122,557
Total shareholders' equity	287,011	285,869
Total liabilities and shareholders' equity	$ 471,398	$ 390,360

CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - USD ($) shares in Thousands, $ in Thousands	Jan. 31, 2020	Oct. 31, 2019
Statement of Financial Position [Abstract]
Allowances of accounts receivable	$ 3,920	$ 3,366
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000	100,000
Common stock, shares issued	17,614	17,595
Common stock, shares outstanding	17,614	17,595

CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Income Statement [Abstract]
Net sales	$ 273,348	$ 258,032
Cost of sales	257,540	227,195
Gross profit	15,808	30,837
Selling, general and administrative	16,298	14,276
Gain on sale of Temecula packinghouse	54
Operating income (loss)	(436)	16,561
Interest expense	(187)	(254)
Other income, net	994	510
Unrealized and realized net gain (loss) on Limoneira shares	1,006	(4,505)
Income before provision (benefit) for income taxes and loss from unconsolidated entities	1,377	12,312
Provision (benefit) for income taxes	(650)	1,533
Net loss from unconsolidated entities	(3,028)	(6,298)
Net income (loss)	(1,001)	4,481
Less: Net loss attributable to noncontrolling interest	63	6
Net income (loss) attributable to Calavo Growers, Inc.	$ (938)	$ 4,487
Calavo Growers, Inc.'s net income (loss) per share:
Basic	$ (0.05)	$ 0.26
Diluted	$ (0.05)	$ 0.26
Number of shares used in per share computation:
Basic	17,536	17,500
Diluted	17,536	17,558

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Cash Flows from Operating Activities:
Net income (loss)	$ (1,001)	$ 4,481
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	3,567	3,392
Non-cash operating lease expense	65
Net loss from unconsolidated entities	3,028	6,298
Unrealized and realized net gain (loss) on Limoneira shares	(1,006)	4,505
Interest income on notes to FreshRealm	(871)
Stock-based compensation expense	931	966
Gain on sale of Temecula packinghouse	(54)
Effect on cash of changes in operating assets and liabilities:
Accounts receivable, net	(15,231)	(7,181)
Inventories, net	(5,348)	(3,419)
Prepaid expenses and other current assets	(1,799)	(418)
Advances to suppliers	3,466	1,223
Income taxes receivable/payable	(1,139)	1,225
Other assets	(1,924)	(2,735)
Payable to growers	7,589	(3,753)
Deferred rent		217
Trade accounts payable, accrued expenses and other long-term liabilities	3,206	5,570
Net cash provided by (used in) operating activities	(6,521)	10,371
Cash Flows from Investing Activities:
Acquisitions of and deposits on property, plant, and equipment	(3,331)	(3,867)
Proceeds received for repayment of San Rafael note		112
Proceeds received from Limoneira stock sales		1,153
Notes receivables advanced to FreshRealm		(10,500)
Net cash used in investing activities	(3,331)	(13,102)
Cash Flows from Financing Activities:
Payment of dividend to shareholders	(19,354)	(17,568)
Proceeds from revolving credit facility	53,500	89,500
Payments on revolving credit facility	(26,000)	(65,500)
Payments of minimum withholding taxes on net share settlement of equity awards	(1,179)	(1,008)
Payments on long-term obligations and finance leases	(198)	(49)
Proceeds from stock option exercises	47	47
Net cash used in financing activities	6,816	5,422
Net increase (decrease) in cash and cash equivalents	(3,036)	2,691
Cash and cash equivalents, beginning of period	7,973	1,520
Cash and cash equivalents, end of period	4,937	4,211
Noncash Investing and Financing Activities:
Property, plant, and equipment included in trade accounts payable and accrued expenses	935	$ 573
Right of use assets obtained in exchange for new financing	$ 390

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Other Comprehensive Income [Member]	Retained Earnings [Member]	Noncontrolling Interest [Member]	Total
Beginning balance at Oct. 31, 2018	$ 18	$ 157,928	$ 12,141	$ 93,124	$ 1,748	$ 264,959
Beginning balance, shares at Oct. 31, 2018	17,567
Exercise of stock options and income tax benefit		47				47
Exercise of stock options and income tax benefit, shares	2
Stock compensation expense		966				966
Restricted stock issued, shares	29
Avocados de Jalisco noncontrolling interest contribution					(6)	(6)
Unrealized gains on Limoneira investment reclassed to retained earnings			$ (12,141)	12,141
Net income (loss) attributable to Calavo Growers, Inc.				4,487		4,487
Ending balance at Jan. 31, 2019	$ 18	158,941		109,752	1,742	270,453
Ending balance, shares at Jan. 31, 2019	17,598
Beginning balance at Oct. 31, 2019	$ 18	161,606		122,557	1,688	285,869
Beginning balance, shares at Oct. 31, 2019	17,595
Cumulative effect adjustment on ASC 842 related to leases				1,165		1,165
Exercise of stock options and income tax benefit		47				47
Exercise of stock options and income tax benefit, shares	2
Stock compensation expense		931				931
Restricted stock issued, shares	17
Avocados de Jalisco noncontrolling interest contribution					(63)	(63)
Net income (loss) attributable to Calavo Growers, Inc.				(938)		(938)
Ending balance at Jan. 31, 2020	$ 18	$ 162,584		$ 122,784	$ 1,625	$ 287,011
Ending balance, shares at Jan. 31, 2020	17,614

Description of the business

3 Months Ended

Jan. 31, 2020

Description of the business

Description of the business

1. Description of the business

Business

Calavo Growers, Inc. (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 avocados, 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 and (iii) process and package guacamole and salsa. We distribute our products both domestically and internationally and report our operations in three different business segments: Fresh products, Calavo Foods and Renaissance Food Group (RFG).

The accompanying unaudited consolidated condensed financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments, consisting of adjustments of a normal recurring nature necessary to present fairly the Company’s financial position, results of operations and cash flows. The results of operations for interim periods are not necessarily indicative of the results that may be expected for a full year. These statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2019.

Recently Adopted Accounting Pronouncements

In June 2018, the FASB issued an ASU, Improvements to Nonemployee Share-Based Payment Accounting. The FASB is issuing this update to simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. This ASU was effective for us beginning the first day of our 2020 fiscal year. The adoption of the amendment did not have an impact on the Company’s consolidated financial statements.

In February 2018, the FASB issued an ASU, Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income, which amends Accounting Standards Codification ("ASC") 220, Income Statement — Reporting Comprehensive Income, to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act, (the "Act"). In addition, under the ASU, an entity will be required to provide certain disclosures regarding stranded tax effects. This ASU was effective for us beginning the first day of our 2020 fiscal year. The adoption of the amendment did not have an impact on the Company’s consolidated financial statements.

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 14.

Recently Issued Accounting Standards

In October 2018, the FASB issued ASU 2018-17, Targeted Improvements to Related Party Guidance for Variable Interest Entities. This ASU provides that indirect interests held through related parties in common control arrangements should be considered on a proportional basis for determining whether fees paid to decision makers and service providers are variable interests. The new guidance is effective for fiscal years beginning after December 15, 2019. This ASU will be effective for us beginning the first day of our 2021 fiscal year. We are evaluating the impact of the adoption of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements.

In September 2018, the FASB issued an ASU, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40), Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. This ASU requires implementation costs incurred by customers in cloud computing arrangements (i.e., hosting arrangements) to be capitalized under the same premises of authoritative guidance for internal-use software and deferred over the non-cancellable term of the cloud computing arrangements plus any option renewal periods that are reasonably certain to be exercised by the customer or for which the exercise is controlled by the service provider. This ASU will be effective for us beginning the first day of our 2021 fiscal year. We are evaluating the impact of the adoption of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements.

In January 2017, the FASB issued an ASU, Simplifying the Test for Goodwill Impairment, which removes the requirement to compare the implied fair value of goodwill with its carrying amount as part of step 2 of the goodwill impairment test. The ASU permits an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and to recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. This ASU will be effective for us beginning the first day of our 2021 fiscal year and is not expected to have a significant impact upon adoption.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Measurement of Credit Losses on Financial Instruments, and subsequent amendments to the guidance, ASU 2018-19 in November 2018 and ASU 2019-05 in May 2019 including codification improvements to Topic 326 in ASU 2019-04. The standard significantly changes how entities will measure credit losses for most financial assets and certain other instruments that aren’t measured at fair value through net income. The standard will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. The amendment will affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. ASU 2018-19 clarifies that receivables arising from operating leases are accounted for using lease guidance and not as financial instruments. ASU 2019-05 provides entities that have certain instruments with an option to irrevocably elect the fair value option. The amendments should be applied on either a prospective transition or modified-retrospective approach depending on the subtopic. This ASU will be effective for us beginning the first day of our 2021 fiscal year. Early adoption is permitted. We are evaluating the impact of the adoption of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements.

Information regarding our operations in different segments

3 Months Ended

Jan. 31, 2020

Information regarding our operations in different segments

Information regarding our operations in different segments

2. Information regarding our operations in different segments

We report our operations in three different business segments: (1) Fresh products, (2) Calavo Foods, and (3) RFG. These three business segments are presented based on how information is used by our Chief Executive Officer to measure performance and allocate resources. The Fresh products segment includes operations that involve the distribution of avocados and other fresh produce products. The Calavo Foods segment represents operations related to the purchase, manufacturing, and distribution of prepared avocado products, including guacamole, and salsa. The RFG

segment represents operations related to the manufacturing and distribution of fresh-cut fruit, fresh-cut vegetables, and prepared foods. 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. Data in the following tables is presented in thousands:


	Three months ended January 31, 2020								Three months ended January 31, 2019

	Fresh		Calavo						Fresh		Calavo
	products		Foods		RFG		Total		products		Foods		RFG		Total

Avocados	$	117,884	$	—	$	—	$	117,884	$	103,995	$	—	$	—	$	103,995
Tomatoes		12,992		—		—		12,992		11,392		—		—		11,392
Papayas		2,643		—		—		2,643		2,939		—		—		2,939
Other fresh products		127		—		—		127		80		—		—		80
Prepared avocado products		—		21,800		—		21,800		—		24,252		—		24,252
Salsa		—		719		—		719		—		853		—		853
Fresh-cut fruit & veg. and prepared foods		—		—		121,470		121,470		—		—		119,541		119,541
Total gross sales		133,646		22,519		121,470		277,635		118,406		25,105		119,541		263,052
Less sales incentives		(457)		(2,036)		(535)		(3,028)		(957)		(2,034)		(477)		(3,468)
Less inter-company eliminations		(408)		(851)		—		(1,259)		(595)		(957)		—		(1,552)
Net sales	$	132,781	$	19,632	$	120,935	$	273,348	$	116,854	$	22,114	$	119,064	$	258,032


	Fresh		Calavo				Interco.
	products		Foods		RFG		Elimins.		Total
	(All amounts are presented in thousands)
Three months ended January 31, 2020
Net sales	$	133,189	$	20,483	$	120,935	$	(1,259)	$	273,348
Cost of sales		126,607		14,133		118,059		(1,259)		257,540
Gross profit	$	6,582	$	6,350	$	2,876	$	—	$	15,808

Three months ended January 31, 2019
Net sales	$	117,449	$	23,071	$	119,064	$	(1,552)	$	258,032
Cost of sales		96,591		16,327		115,829		(1,552)		227,195
Gross profit	$	20,858	$	6,744	$	3,235	$	—	$	30,837

For the three months ended January 31, 2020 and 2019, intercompany sales and cost of sales of $0.3 million and $0.5 million between Fresh products and RFG were eliminated. For the three months ended January 31, 2020 and 2019, intercompany sales and cost of sales of $0.1 million and $0.1 million between Fresh products and Calavo Foods were eliminated. For the three months ended January 31, 2020 and 2019, intercompany sales and cost of sales of $0.9 million and $1.0 million between Calavo Foods and RFG were eliminated.

Sales to customers outside the U.S. were approximately $9.6 million, and $8.4 million for the three months ended January 31, 2020 and 2019.

Long-lived assets attributed to geographic areas as of January 31, 2020 and October 31, 2019, are as follows (in thousands):


	United States		Mexico		Consolidated
January 31, 2020	$	96,565	$	34,644	$	131,209
October 31, 2019	$	98,224	$	33,874	$	132,098

Inventories

3 Months Ended

Jan. 31, 2020

Inventories

Inventories

3.	Inventories

Inventories consist of the following (in thousands):


	January 31,		October 31,
	2020		2019

Fresh fruit	$	18,214	$	15,874
Packing supplies and ingredients		11,514		11,370
Finished prepared foods		12,509		9,645
	$	42,237	$	36,889

Inventories are stated at the lower of cost or net realizable value. We periodically review the value of items in inventory and record any necessary write downs of inventory based on our assessment of market conditions. No additional inventory reserve was considered necessary as of January 31, 2020 and October 31, 2019.

Related party transactions

3 Months Ended

Jan. 31, 2020

Related-Party Transactions

Related party transactions

4.	Related party transactions

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. For the three months ended January 31, 2020 and 2019, the aggregate amount of avocados procured from entities owned or controlled by members of our Board of Directors was $0.2 million and $0.1 million. Amounts payable to these Board members were $0.2 million as of January 31, 2020. We did not have any amounts payable to these Board members as of October 31, 2019.

During the three months ended January 31, 2020 and 2019, we received $0.1 million as dividend income from Limoneira Company (Limoneira). In addition, we lease office space from Limoneira for our corporate office. We paid rent expense to Limoneira totaling $0.1 million for the three months ended January 31, 2020 and 2019. Harold Edwards, who is a member of our Board of Directors, is the Chief Executive Officer of Limoneira Company. As of January 31, 2020, we own less than 10% of Limoneira’s outstanding shares.

We currently have a member of our Board of Directors who also serves as a partner in the law firm of TroyGould PC, which frequently represents Calavo as legal counsel. During the three months ended January 31, 2020 and 2019, Calavo Growers, Inc. paid fees totaling $0.1 million to TroyGould PC.

As of January 31, 2020, and October 31, 2019, we had an investment of $5.4 million and $4.9 million, representing Calavo Sub’s 50% ownership in Agricola Don Memo, S.A. de C.V. (Don Memo), which was 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. As of January 31, 2020 and October 31, 2019, we had outstanding advances of $3.3 million and $3.7 million to Don Memo. During the three months ended January 31, 2020 and 2019, we recorded $4.0 million and $5.7 million of cost of sales to Don Memo pursuant to our consignment agreement.

We make advances to Agricola Belher (Belher) 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 Belher, net of our commission and aforementioned advances. We had grower advances due from Belher totaling $4.5 million as of January 31, 2020 and October 31, 2019, which are netted against the grower payable. In addition, we had infrastructure advances due from Belher of $2.6 million as of January 31, 2020 and October 31, 2019. $0.8 million of these infrastructure advances were recorded as a receivable in prepaid and other current assets. The remaining $1.8 million of these

infrastructure advances were recorded in other assets. During the three months ended January 31, 2020 and 2019, we recorded $7.2 million and $5.3 million of cost of sales to Belher pursuant to our consignment agreement.

In August 2015, we entered into Shareholder’s Agreement with various partners and created Avocados de Jalisco, S.A.P.I. de C.V. (“Avocados de Jalisco”). Avocados de Jalisco is a Mexican corporation created to engage in procuring, packing and selling avocados. As of January 31, 2020, this entity was approximately 83% owned by Calavo and was consolidated in our financial statements. Avocados de Jalisco built a packinghouse located in Jalisco, Mexico, which began operations in June of 2017. As of January 31, 2020 and October 31, 2019, we have made an insignificant amount of preseason advances to various partners of Avocados de Jalisco. During the three months ended January 31, 2020 and 2019, we purchased approximately $0.4 million and $1.0 million of avocados from the partners of Avocados de Jalisco.

As of January 31, 2020, and October 31, 2019, we have an equity investment of $2.3 million and $5.8 million in FreshRealm, LLC (“FreshRealm”). We record the amount of our investment in FreshRealm in “Investment in unconsolidated entities” on our Consolidated Condensed Balance Sheets and recognize losses in FreshRealm in “Income/ (loss) in unconsolidated entities” in our Consolidated Condensed Statement of Income. See Note 12 for additional information. As of January 31, 2020, our ownership percentage in FreshRealm was approximately 38%.

Effective July 31, 2018, we entered into a Note and Membership Unit Purchase Agreement (“NMUPA”) with FreshRealm, pursuant to which we agreed to provide additional financing to FreshRealm, subject to certain terms and conditions. Pursuant to the NMUPA, we entered into a $12 million Senior Promissory Note and corresponding Security Agreement with FreshRealm, effective August 10, 2018. We funded $9 million of this loan commitment during the fourth quarter of fiscal 2018 and funded the remaining loan commitment amount of $3 million during the first quarter of fiscal 2019. During the second quarter of fiscal 2019, we amended the note related to this loan, due October 31, 2019, and, among other things, included a provision whereby we have the option to extend repayment of this note to November 1, 2020.

During our first quarter of fiscal 2019, we loaned FreshRealm $7.5 million in unsecured notes receivable. During our second quarter of fiscal 2019, we loaned an additional $4.2 million on an unsecured basis to FreshRealm under similar terms. During our third quarter of fiscal 2019, we loaned an additional $5.4 million on an unsecured basis to FreshRealm under similar terms. During our fourth quarter of fiscal 2019, we loaned an additional $3.7 million to FreshRealm for a total outstanding principal amount of $32.8 million, not including accrued interest. At such time, we entered into an agreement with FreshRealm wherein all of the outstanding loan amount owed by Fresh Realm to us would be secured in the assets of FreshRealm.

As of January 31, 2020, and October 31, 2019, we have $36.1 million and $35.2 million in note receivables (including interest) from FreshRealm. The notes to FreshRealm, as of January 31, 2020 and October 31, 2019, bear interest at the rate of 10% annually, with monthly interest payments scheduled to begin on October 31, 2020. This first interest payment would represent interest due for the month of October 2020 only, with similar monthly payments scheduled to follow afterwards. The due date of the notes is November 1, 2021, with the Company having the option of up to two, one-year extensions (i.e. first to November 1, 2022, then to November 1, 2023). At January 31, 2020 and October 31, 2019 we have a receivable of $3.3 million and $2.4 million related to interest that we have recorded with note receivables from FreshRealm on the balance sheet.

As of November 25, 2019, we modified approximately $2.7 million of the outstanding secured loan to FreshRealm and applied it to unsecured debt as part of a convertible note round offered by FreshRealm to its existing equity holders. Such convertible note bears interest at the rate of 10% up to the time of conversion. Such $2.7 million unsecured note, along with the related accrued interest amount, was converted into additional equity of FreshRealm as of February 3, 2020. As a result of the convertible note round offered by FreshRealm our ownership percentage in FreshRealm (upon conversion on February 3, 2020) decreased to approximately 37%. In February 2020, we loaned FreshRealm an additional $1.0 million which is expected to be repaid in full before the end of Calavo’s second fiscal quarter.

Three officers and five members of our board of directors have investments in FreshRealm as of January 31, 2020. In addition, as of January 31, 2020 and October 31, 2019, we have a loan to FreshRealm members of approximately $0.2 million. In October and December 2017, our former Chairman and Chief Executive Officer invested $7.0 million and

$1.5 million into FreshRealm. In January 2018, one of our non-executive directors invested $1.8 million into FreshRealm. In the second quarter of fiscal 2018, two of our non-executive directors invested $1.2 million into FreshRealm. In October 2019, our former Chairman and Chief Executive Officer invested $0.5 million in FreshRealm. In October 2019, one of our non-executive directors invested $0.2 million into FreshRealm.

In the first quarter of fiscal 2019, FreshRealm entered into a supply contract with a large multi-national, multi-channel retailer. Calavo co-signed an addendum to this agreement to provide assurance to the customer that Calavo will assume responsibility for performance, in the event that FreshRealm cannot perform, provided that the customer must work in good faith to make reasonable adjustments to logistical elements in the contract, if requested by Calavo.

We provide storage services to FreshRealm from select Value-Added Depots and RFG facilities. We have received $0.2 million and $0.1 million in storage services revenue from FreshRealm in the three months ended January 31, 2020 and 2019. For the three months ended January 31, 2020 and 2019, RFG has sold $0.2 million and $1.6 million of products to FreshRealm.

The previous owners of RFG, one of which is currently an officer of Calavo, have a majority ownership of certain entities that provide various services to RFG, specifically LIG Partners, LLC and THNC, LLC. One of RFG’s California operating entities leases a building from LIG Partners, LLC (LIG) pursuant to an operating lease. RFG’s Texas operating entity leases a building from THNC, LLC (THNC) pursuant to an operating lease. In the first quarter of fiscal 2020, these facilities have been sold to a third party and our lease has transferred to the new owners. See the following tables for the related party activity for fiscal years 2020 and 2019:


	Three months ended January 31,
(in thousands)	2020		2019
Rent paid to LIG	$	80	$	139
Rent paid to THNC, LLC	$	132	$	198

Other assets

3 Months Ended

Jan. 31, 2020

Other Assets

Other Assets

5.	Other assets

Other assets consist of the following (in thousands):


	January 31,		October 31,
	2020		2019
Mexican IVA (i.e. value-added) taxes receivable (see note 15)	$	29,515	$	27,592
Infrastructure advance to Agricola Belher		1,800		1,800
Intangibles, net		418		435
Other		1,511		1,514
	$	33,244	$	31,341

Intangible assets consist of the following (in thousands):


		January 31, 2020						October 31, 2019
	Weighted-	Gross				Net		Gross				Net
	Average	Carrying		Accum.		Book		Carrying		Accum.		Book
	Useful Life	Value		Amortization		Value		Value		Amortization		Value
Customer list/relationships	—	$	7,640	$	(7,640)	$	—	$	7,640	$	(7,640)	$	—
Trade names	—		2,760		(2,760)		—		2,760		(2,760)		—
Trade secrets/recipes	9.3 years		630		(487)		143		630		(470)		160
Brand name intangibles	indefinite		275		—		275		275		—		275
Intangibles, net		$	11,305	$	(10,887)	$	418	$	11,305	$	(10,870)	$	435

We anticipate recording amortization expense of $0.1 million for the remainder of fiscal 2020, $0.1 million for fiscal year 2021, $0.1 million for fiscal year 2022, $0.1 million for fiscal year 2023, and less than $0.1 million for thereafter, through fiscal year 2023.

See Note 11 for additional information related to Mexican IVA taxes.

Stock-Based Compensation

3 Months Ended

Jan. 31, 2020

Stock-Based Compensation

Stock-Based Compensation

6.	Stock-Based Compensation

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 January 2, 2020, all 12 of our non-employee directors were granted 1,500 restricted shares, as part of their annual compensation, 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 on such date was $87.21. On January 2, 2021, as long as the directors are still serving on the board, 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 $0.1 million for the three months ended January 31, 2020.

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 date was $87.63. These shares vest in one-third increments, on an annual basis, beginning December 18, 2020. These shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants was $0.2 million for the three months ended January 31, 2020.

A summary of restricted stock activity, related to our 2011 Management Incentive 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, 2019	69	$	71.74
Vested	(51)	$	70.48
Granted	49	$	87.48
Outstanding at January 31, 2020	67	$	85.71	$	5,152

The total recognized stock-based compensation expense for restricted stock was $0.9 million and $1.0 million for the three months ended January 31, 2020 and 2019. Total unrecognized stock-based compensation expense totaled $4.1 million as of January 31, 2020 and will be amortized through fiscal year 2023.

Stock options are granted with exercise prices of not less than the fair market value at grant date, generally vest over one to five years and generally expire two to five years after the grant date. We settle stock option exercises with newly issued shares of common stock.

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. We measure the fair value of our stock-based compensation awards on the date of grant.

A summary of stock option activity, related to our 2005 Stock Incentive Plan, is as follows (in thousands, except for per share amounts):


		Weighted-Average		Aggregate
	Number of Shares	Exercise Price		Intrinsic Value
Outstanding at October 31, 2019	2	$	19.20
Exercised	—	$	19.20
Outstanding at January 31, 2020	2	$	19.20	$	115
Exercisable at January 31, 2020	2	$	19.20	$	115

At January 31, 2020, outstanding and exercisable stock options had a weighted-average remaining contractual term of 0.6 years. The total recognized and unrecognized stock-based compensation expense was insignificant for the three months ended January 31, 2020.

A summary of stock option activity, related to our 2011 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, 2019	18	$	41.91
Exercised	(2)	$	23.48
Outstanding at January 31, 2020	16	$	44.21	$	518
Exercisable at January 31, 2020	12	$	45.59	$	372

At January 31, 2020, outstanding and exercisable stock options had a weighted-average remaining contractual term of 3.9 years and 2.8 years. The total recognized and unrecognized stock-based compensation expense was insignificant for the three months ended January 31, 2020.

Other events

3 Months Ended

Jan. 31, 2020

Other events

Other events

7.	Other events

Dividend payment

On December 6, 2019, we paid a $1.10 per share dividend in the aggregate amount of $19.4 million to shareholders of record on November 15, 2019.

Litigation

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

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. During our third quarter of fiscal 2016, our wholly owned subsidiary, Calavo de Mexico (CDM), received a written communication from the Ministry of Finance and Administration of the government of the State of Michoacan, Mexico (MFM) containing preliminary observations related to a fiscal 2011 tax audit of such subsidiary. MFM’s preliminary observations outline certain proposed adjustments primarily related to intercompany funding, deductions for services from certain vendors/suppliers and Value Added Tax (IVA). During the period from our fourth fiscal quarter of 2016 through our first fiscal quarter of 2019, we attempted to resolve our case with the MFM through working meetings attended by representatives of the MFM, CDM and PRODECON (Local Tax Ombudsman). However, we were unable to materially resolve our case with the MFM through the PRODECON process.

As a result, in April 2019, the MFM issued a final tax assessment to CDM (the “2011 Assessment”) totaling approximately $2.2 billion Mexican pesos (approx. $116.4 million USD at January 31, 2020) related to Income Tax, Flat

Rate Business Tax and Value Added Tax, corresponding to the fiscal year 2011 tax audit. We have consulted with an internationally recognized tax advisor and continue to believe this tax assessment is without merit. Therefore, we filed an administrative appeal challenging the MFM’s 2011 assessment on June 12, 2019. The filing of an administrative appeal in Mexico is a process in which the taxpayer appeals to a different office within the Mexican tax authorities, forcing the legal office within the MFM to rule on the matter. This process preserves the taxpayer’s right to litigate in tax court if the administrative appeal process ends without a favorable or just resolution. Furthermore, in August 2018, we received a favorable ruling from Mexico’s Federal Tax Administration Service, Servicio de Administracion Tributaria’s (the “SAT”) central legal department in Mexico City on another tax matter (see footnote 11 regarding IVA refunds) indicating that they believe that our legal interpretation is accurate on a matter that is also central to the 2011 Assessment. We believe this recent ruling undermines the Assessment we received in April 2019. We believe we have the legal arguments and documentation to sustain the positions challenged by the MFM.

Additionally, we also received notice from the SAT, that CDM is currently under examination related to fiscal year 2013. In January 2017, we received preliminary observations from SAT outlining certain proposed adjustments primarily related to intercompany funding, deductions for services from certain vendors/suppliers, and VAT. 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, we attempted to resolve our case with the SAT through working meetings attended by representatives of the SAT, CDM and the PRODECON. However, we were unable to materially resolve our case with the SAT through the PRODECON process.

As a result, in July 2018, the SAT’s local office in Uruapan issued to CDM a final tax assessment (the “2013 Assessment”) totaling approximately $2.6 billion Mexican pesos (approx. $137.5 million USD at January 31, 2020) related to Income Tax, Flat Rate Business Tax, and Value Added Tax, related to this fiscal 2013 tax audit. Additionally, the tax authorities have determined that we owe an employees profit-sharing liability, totaling approximately $118 million Mexican pesos (approx. $6.2 million USD at January 31, 2020).

We have consulted with both an internationally recognized tax advisor, as well as a global law firm with offices throughout Mexico, and we continue to believe that this tax assessment is without merit. In August 2018, we filed an administrative appeal on the 2013 Assessment. CDM has appealed our case to the SAT’s central legal department in Mexico City. Furthermore, and as noted in the preceding paragraphs, in August 2018, we received a favorable ruling from the SAT’s central legal department in Mexico City on another tax matter (see footnote 11 regarding IVA refunds) indicating that they believe that our legal interpretation is accurate on a matter that is also central to the 2013 Assessment. We believe this recent ruling significantly undermines the 2013 Assessment we received in July 2018. We believe we have the legal arguments and documentation to sustain the positions challenged by the SAT.

We continue to believe that the ultimate resolution of these matters is unlikely to have a material effect on our consolidated financial position, results of operations and cash flows.

Fair value measurements

3 Months Ended

Jan. 31, 2020

Fair Value Measurements

Fair value measurements

8.	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 following table sets forth our financial assets and liabilities as of January 31, 2020 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:
Investment in Limoneira Company⁽¹⁾	$	32,741		-		-	$	32,741
Total assets at fair value	$	32,741		-		-	$	32,741

(1) The investment in Limoneira Company consists of marketable securities in the Limoneira Company common stock. We currently own less than 10% of Limoneira’s outstanding common stock. These securities are measured at fair value using quoted market prices. For the three months ended January 31, 2020 and 2019, we recognized gains of $1.0 million and losses of $4.5 million on the consolidated condensed statement of income.

- 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

Noncontrolling interest

3 Months Ended

Jan. 31, 2020

Noncontrolling interest

Noncontrolling interest

9.	Noncontrolling interest

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


	Three months ended January 31,
Avocados de Jalisco noncontrolling interest	2020		2019

Noncontrolling interest, beginning	$	1,688	$	1,748
Net loss attributable to noncontrolling interest of Avocados de Jalisco		(63)		(6)
Noncontrolling interest, ending	$	1,625	$	1,742

Earnings per share

3 Months Ended

Jan. 31, 2020

Earnings per share

Earnings per share

10.

Earnings per share

Basic and diluted net income per share is calculated as follows (data in thousands, except per share data):


	Three months ended January 31,
	2020		2019
Numerator:
Net Income (loss) attributable to Calavo Growers, Inc.	$	(938)	$	4,487
Denominator:
Weighted average shares - Basic		17,536		17,500
Effect on dilutive securities – Restricted stock/options		—		58
Weighted average shares - Diluted		17,536		17,558
Net income per share attributable to Calavo Growers, Inc:
Basic	$	(0.05)	$	0.26
Diluted	$	(0.05)	$	0.26

Mexican IVA taxes receivable

3 Months Ended

Jan. 31, 2020

Mexican IVA taxes receivable

Mexican IVA taxes receivable

11.

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 January 31, 2020, and October 31, 2019, CDM IVA receivables totaled $29.5 million and $27.6 million. Historically, CDM received IVA refund payments from the Mexican tax authorities on a timely basis. Beginning in fiscal 2014 and continuing into fiscal 2020, 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 through regular administrative processes, but certain amounts may ultimately need to be recovered via legal means and/or administrative appeals.

During the first quarter of fiscal 2017, 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 central legal department in Mexico City 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 spite of the favorable ruling from the SAT’s central legal department in Mexico City, as discussed above, the local SAT office continues to believe that CDM is not properly documented relative to its declared tax structure. As a result, they believe CDM cannot claim certain refundable IVA balances, specifically regarding our IVA refunds related to January through December of 2013, January through November of 2014, January through December of 2015, and January 2017. CDM has strong arguments and supporting documentation to sustain its declared tax structure for IVA and income tax purposes. With assistance of our internationally recognized tax advisory firm, as of January 31, 2020, CDM has filed (or has plans to file) administrative appeals for the IVA related to the preceding months. A response to these administrative appeals is currently pending resolution.

We believe that our operations in Mexico are properly documented. Furthermore, our internationally recognized tax advisors believe that there are legal grounds to prevail in the Federal Tax Court and that therefore, the Mexican tax authorities will ultimately authorize the refund of the corresponding IVA amounts.

FreshRealm

3 Months Ended

Jan. 31, 2020

FreshRealm

FreshRealm

12. FreshRealm

A VIE refers to a legal business structure in which an investor has a controlling interest in, despite not having a majority of voting rights; or a structure involving equity investors that do not have sufficient resources to support the ongoing operating needs of the business. Due primarily to FreshRealm utilizing substantially more debt to finance its activities, in addition to its existing equity, we continue to believe that FreshRealm should be considered a VIE. In evaluating whether we are the primary beneficiary of FreshRealm, we considered several factors, including whether we (a) have the power to direct the activities that most significantly impact FreshRealm’s economic performance and (b) the obligation to absorb losses and the right to receive benefits that could potentially be significant to the VIE. We were not the primary beneficiary of FreshRealm at January 31, 2020 because the nature of our involvement with the activities of FreshRealm does not give us the power to direct the activities that most significantly impact its economic performance. We do not have a future obligation to fund losses or debts on behalf of FreshRealm. We may, however, voluntarily contribute funds. In the accompanying statements of income, we have presented the income (loss) from unconsolidated entities, subsequent to the provision for income taxes for all periods presented.

We record the amount of our investment in FreshRealm, totaling $2.3 million at January 31, 2020, in “Investment in unconsolidated entities” on our Consolidated Condensed Balance Sheets and recognize losses in FreshRealm in “Income/(loss) in unconsolidated entities” on our Consolidated Condensed Statement of Income.

For the three months ended January 31, 2020, FreshRealm incurred losses totaling $9.3 million. Effective December 16, 2018, FreshRealm completed a “check the box” tax election to change their entity classification for tax purposes to that of a corporation. To effect this change, FreshRealm, among other things, amended its operating agreement to eliminate the appropriate language related to the flow-through tax consequences of its prior tax status (Seventh Amended and Restated LLC Agreement) and checked the appropriate box on Form 8832 which it then filed with the Internal Revenue Service (IRS). As a result, losses incurred by FreshRealm from November 1, 2018 to December 15, 2018 were

recorded in accordance with FASB Accounting Standards Codification (“ASC”) 810, ASC 323, and ASC 970, which mandate that the recognition of losses for an unconsolidated subsidiary be handled in a manner consistent with cash distributions upon liquidation of the entity when such distributions are different than the investors percentage ownership. As such, we recorded 100% of FreshRealm’s losses from November 1, 2018 through December 15, 2018 totaling $4.2 million. Losses incurred by FreshRealm from December 16, 2018 to January 31, 2019 (after the change in tax status was effective) were recorded to reflect our proportionate share of FreshRealm losses which totaled $2.7 million. As a result, we realized total losses of $6.9 million in our first fiscal quarter of 2019. During our first fiscal quarter of 2020, we recorded losses of approximately $3.5 million, reflecting our proportionate share of FreshRealm losses. As a result of FreshRealm’s recent change in tax status (described above), future operating results for FreshRealm will be allocated to its owners based on ownership percentage.

As of January 31, 2020, and October 31, 2019, we have note receivables from FreshRealm totaling $36.1 million and $35.2 million. See Note 4 for further information.

In the first quarter of fiscal 2019, FreshRealm entered into a supply contract with a large multinational, multi-channel retailer. Calavo co-signed an addendum to this agreement to provide assurance to the customer that Calavo will assume responsibility for performance, in the event that FreshRealm cannot perform, provided that the customer must work in good faith to make reasonable adjustments to logistical elements in the contract, if requested by Calavo.

Except for the performance guarantee noted above (for which we are unable to quantify our current exposure, if any), our exposure to the obligations of FreshRealm is generally limited to our interests in it. We believe our maximum exposure to loss in FreshRealm is the carrying value of our investment and our notes to it, which totaled $2.3 million and $36.1 million, as of January 31, 2020. Note that as referenced earlier, Calavo loaned on a short-term basis an additional $1.0 million to FreshRealm in early February 2020. Our maximum exposure to loss could increase in the future if FreshRealm receives additional financing (i.e. equity or debt) from Calavo. We are under no obligation to provide FreshRealm additional financing.

Unconsolidated Significant Subsidiary

As described in footnote 4, we own approximately 38% of FreshRealm as of January 31, 2020 and October 31, 2019. In accordance with Rule 10-01(b)(1) of Regulation S-X, which applies for interim reports on Form 10-Q, we must determine if our unconsolidated subsidiaries are considered, “significant subsidiaries”. In evaluating our investments, there are two tests utilized to determine if our subsidiaries are considered significant subsidiaries: the income test and the investment test. Rule 10-01(b)(1) of Regulation S-X requires summarized income statement information of an unconsolidated subsidiary in an interim report if either of the two tests exceed 20%. Pursuant to Rule 10-01(b)(1) of Regulation S-X, this requires summarized income statement information of FreshRealm in our first fiscal quarter Form 10-Q.

The following table shows summarized financial information for FreshRealm (in thousands):

Income Statement:


	Three months ended January 31,
	2020		2019

Net sales	$	7,954	$	8,888
Gross loss		(1,253)		(2,891)
Selling, general and administrative		(4,346)		(6,003)
Other		(3,738)		(2,484)
Net loss	$	(9,337)	$	(11,378)

Revenue recognition

3 Months Ended

Jan. 31, 2020

Revenue recognition

Revenue recognition

13. Revenue recognition

Effective at the beginning of our fiscal 2019, the Company adopted Accounting Standards Update (ASU) No. 2014-09, "Revenue from Contracts with Customers," and all the related amendments (Accounting Standards Codification (ASC) 606) using the modified retrospective method of adoption. ASC 606 consists of a comprehensive revenue recognition standard, which requires the recognition of revenue when control of promised goods are transferred to customers in an amount that reflects the consideration to which the entity expects to be entitled.

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 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 condensed consolidated balance sheets as part of 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 evaluated 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.

The adoption of ASC 606 did not have an impact on our consolidated results of operations.

Leases

3 Months Ended

Jan. 31, 2020

Leases

Leases

14. Leases

The impact of applying ASC 842 effective as of November 1, 2019, to the Company’s condensed consolidated statements of operations and cash flows was not significant. The major impacts to the balance sheet 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 $1.2 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.

We utilized the modified retrospective adoption method. Therefore, the Consolidated Financial Statements for 2020 are presented under the new standard, while the comparative periods presented are not adjusted and continue to be reported in accordance with the Company's historical accounting policy.

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, 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 except building leases. Lease and non-lease components will be accounted for separately for building 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. As an accounting policy election, the Company will account for lease and non-lease components as a single-lease component for all leases except building leases. Lease and non-lease components will be accounted for separately for building leases.

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. Therefore, we must estimate our incremental borrowing rate to discount the lease payments based on information available at lease commencement.

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 January 31, 2020 (in thousands):


		January 31,
		2020

Assets
Current assets:
Operating lease assets	Operating lease right-of-use assets	$	64,159
Finance lease assets	Property, plant and equipment, net		6,039
		$	70,198
Liabilities
Current liabilities:
Operating	Current portion of operating leases	$	5,881
Finance	Current portion of long-term debt and finance leases		742
Long-term obligations
Operating	Long-term operating leases, less current portion		62,253
Finance	Long-term debt and finance leases, less current portion		5,410
		$	74,286


Weighted-average remaining lease term:
Operating leases	10.7 years
Finance leases	9.6 years

Weighted-average discount rate:
Operating leases	2.85	%
Finance leases	3.60	%

Lease Costs

The following table presents certain information related to the lease costs for finance and operating leases for the three months ended January 31, 2020 (in thousands):


	Three months ended
	January 31, 2020
Amortization of financing lease assets	$	218
Operating lease cost		2,062
Short-term lease cost		627
Interest on financing lease liabilities		56
Total lease cost	$	2,963

Other Information

The following table presents supplemental cash flow information related to the leases for the three months ended January 31, 2020 (in thousands):


	Three months ended
Cash paid for amounts included in the measurement of lease liabilities	January 31, 2020
Operating cash flows for operating leases	$	1,998
Financing cash flows for finance leases		198
Operating cash flows for finance leases		37

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 January 31, 2020 (in thousands):


	Operating		Finance
	Leases		Leases
Remainder of 2020	$	5,791	$	711
2021		7,738		955
2022		7,650		947
2023		7,657		943
2024		7,480		641
Thereafter		43,359		3,180
Total lease payments		79,675		7,377
Less: imputed interest		11,541		1,225
Total lease liability	$	68,134	$	6,152

Prior to the adoption of ASC 842, as of October 31, 2019, we were committed to make minimum cash payments under these agreements, as follows (in thousands):


2020	$	9,534
2021		9,007
2022		8,672
2023		8,603
2024		8,203
Thereafter		50,796
	$	94,815

Total rent expense amounted to approximately $10.7 million for the year ended October 31, 2019.

Prior to the adoption of ASC 842, as of October 31, 2019, capital lease payments are scheduled as follows (in thousands):


	Total
Year ending October 31:
2020	$	907
2021		915
2022		908
2023		900
2024		548
Thereafter		3,162
Minimum lease payments		7,340
Less interest		(1,166)
Present value of future minimum lease payments	$	6,174

Capital leases payments as of October 31, 2019 consist of $5.4 million included in long-term obligations and finance leases and $0.8 million included in current portion of long-term obligations and finance leases.

Description of the business (Policies)	3 Months Ended
Description of the business (Policies)	Jan. 31, 2020
Description of the business
Business	Business Calavo Growers, Inc. (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 avocados, 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 and (iii) process and package guacamole and salsa. We distribute our products both domestically and internationally and report our operations in three different business segments: Fresh products, Calavo Foods and Renaissance Food Group (RFG). The accompanying unaudited consolidated condensed financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments, consisting of adjustments of a normal recurring nature necessary to present fairly the Company’s financial position, results of operations and cash flows. The results of operations for interim periods are not necessarily indicative of the results that may be expected for a full year. These statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2019.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In June 2018, the FASB issued an ASU, Improvements to Nonemployee Share-Based Payment Accounting. The FASB is issuing this update to simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. This ASU was effective for us beginning the first day of our 2020 fiscal year. The adoption of the amendment did not have an impact on the Company’s consolidated financial statements. In February 2018, the FASB issued an ASU, Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income, which amends Accounting Standards Codification ("ASC") 220, Income Statement — Reporting Comprehensive Income, to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act, (the "Act"). In addition, under the ASU, an entity will be required to provide certain disclosures regarding stranded tax effects. This ASU was effective for us beginning the first day of our 2020 fiscal year. The adoption of the amendment did not have an impact on the Company’s consolidated financial statements. 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 14. Recently Issued Accounting Standards In October 2018, the FASB issued ASU 2018-17, Targeted Improvements to Related Party Guidance for Variable Interest Entities. This ASU provides that indirect interests held through related parties in common control arrangements should be considered on a proportional basis for determining whether fees paid to decision makers and service providers are variable interests. The new guidance is effective for fiscal years beginning after December 15, 2019. This ASU will be effective for us beginning the first day of our 2021 fiscal year. We are evaluating the impact of the adoption of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements. In September 2018, the FASB issued an ASU, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40), Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. This ASU requires implementation costs incurred by customers in cloud computing arrangements (i.e., hosting arrangements) to be capitalized under the same premises of authoritative guidance for internal-use software and deferred over the non-cancellable term of the cloud computing arrangements plus any option renewal periods that are reasonably certain to be exercised by the customer or for which the exercise is controlled by the service provider. This ASU will be effective for us beginning the first day of our 2021 fiscal year. We are evaluating the impact of the adoption of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements. In January 2017, the FASB issued an ASU, Simplifying the Test for Goodwill Impairment, which removes the requirement to compare the implied fair value of goodwill with its carrying amount as part of step 2 of the goodwill impairment test. The ASU permits an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and to recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. This ASU will be effective for us beginning the first day of our 2021 fiscal year and is not expected to have a significant impact upon adoption. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Measurement of Credit Losses on Financial Instruments, and subsequent amendments to the guidance, ASU 2018-19 in November 2018 and ASU 2019-05 in May 2019 including codification improvements to Topic 326 in ASU 2019-04. The standard significantly changes how entities will measure credit losses for most financial assets and certain other instruments that aren’t measured at fair value through net income. The standard will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. The amendment will affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. ASU 2018-19 clarifies that receivables arising from operating leases are accounted for using lease guidance and not as financial instruments. ASU 2019-05 provides entities that have certain instruments with an option to irrevocably elect the fair value option. The amendments should be applied on either a prospective transition or modified-retrospective approach depending on the subtopic. This ASU will be effective for us beginning the first day of our 2021 fiscal year. Early adoption is permitted. We are evaluating the impact of the adoption of this ASU on our financial condition, results of operations and cash flows, and, as such, we are not able to estimate the effect the adoption of the new standard will have on our financial statements.

Information regarding our operations in different segments (Tables)

3 Months Ended

Jan. 31, 2020

Information regarding our operations in different segments

Schedule of sales by product and segment


	Three months ended January 31, 2020								Three months ended January 31, 2019

	Fresh		Calavo						Fresh		Calavo
	products		Foods		RFG		Total		products		Foods		RFG		Total

Avocados	$	117,884	$	—	$	—	$	117,884	$	103,995	$	—	$	—	$	103,995
Tomatoes		12,992		—		—		12,992		11,392		—		—		11,392
Papayas		2,643		—		—		2,643		2,939		—		—		2,939
Other fresh products		127		—		—		127		80		—		—		80
Prepared avocado products		—		21,800		—		21,800		—		24,252		—		24,252
Salsa		—		719		—		719		—		853		—		853
Fresh-cut fruit & veg. and prepared foods		—		—		121,470		121,470		—		—		119,541		119,541
Total gross sales		133,646		22,519		121,470		277,635		118,406		25,105		119,541		263,052
Less sales incentives		(457)		(2,036)		(535)		(3,028)		(957)		(2,034)		(477)		(3,468)
Less inter-company eliminations		(408)		(851)		—		(1,259)		(595)		(957)		—		(1,552)
Net sales	$	132,781	$	19,632	$	120,935	$	273,348	$	116,854	$	22,114	$	119,064	$	258,032

Schedule of segment gross margin


	Fresh		Calavo				Interco.
	products		Foods		RFG		Elimins.		Total
	(All amounts are presented in thousands)
Three months ended January 31, 2020
Net sales	$	133,189	$	20,483	$	120,935	$	(1,259)	$	273,348
Cost of sales		126,607		14,133		118,059		(1,259)		257,540
Gross profit	$	6,582	$	6,350	$	2,876	$	—	$	15,808

Three months ended January 31, 2019
Net sales	$	117,449	$	23,071	$	119,064	$	(1,552)	$	258,032
Cost of sales		96,591		16,327		115,829		(1,552)		227,195
Gross profit	$	20,858	$	6,744	$	3,235	$	—	$	30,837

Schedule of long-lived assets by geographic areas

Long-lived assets attributed to geographic areas as of January 31, 2020 and October 31, 2019, are as follows (in thousands):


	United States		Mexico		Consolidated
January 31, 2020	$	96,565	$	34,644	$	131,209
October 31, 2019	$	98,224	$	33,874	$	132,098

Inventories (Tables)

3 Months Ended

Jan. 31, 2020

Inventories

Schedule of Inventories

Inventories consist of the following (in thousands):


	January 31,		October 31,
	2020		2019

Fresh fruit	$	18,214	$	15,874
Packing supplies and ingredients		11,514		11,370
Finished prepared foods		12,509		9,645
	$	42,237	$	36,889

Related party transactions (Tables)

3 Months Ended

Jan. 31, 2020

Related-Party Transactions

Schedule of related party transactions


	Three months ended January 31,
(in thousands)	2020		2019
Rent paid to LIG	$	80	$	139
Rent paid to THNC, LLC	$	132	$	198

Other assets (Tables)

3 Months Ended

Jan. 31, 2020

Other Assets

Schedule of Other Assets

Other assets consist of the following (in thousands):


	January 31,		October 31,
	2020		2019
Mexican IVA (i.e. value-added) taxes receivable (see note 15)	$	29,515	$	27,592
Infrastructure advance to Agricola Belher		1,800		1,800
Intangibles, net		418		435
Other		1,511		1,514
	$	33,244	$	31,341

Schedule of Intangible Assets

Intangible assets consist of the following (in thousands):


		January 31, 2020						October 31, 2019
	Weighted-	Gross				Net		Gross				Net
	Average	Carrying		Accum.		Book		Carrying		Accum.		Book
	Useful Life	Value		Amortization		Value		Value		Amortization		Value
Customer list/relationships	—	$	7,640	$	(7,640)	$	—	$	7,640	$	(7,640)	$	—
Trade names	—		2,760		(2,760)		—		2,760		(2,760)		—
Trade secrets/recipes	9.3 years		630		(487)		143		630		(470)		160
Brand name intangibles	indefinite		275		—		275		275		—		275
Intangibles, net		$	11,305	$	(10,887)	$	418	$	11,305	$	(10,870)	$	435

Stock-Based Compensation (Tables)

3 Months Ended

Jan. 31, 2020

Restricted Stock Activity

A summary of restricted stock activity, related to our 2011 Management Incentive 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, 2019	69	$	71.74
Vested	(51)	$	70.48
Granted	49	$	87.48
Outstanding at January 31, 2020	67	$	85.71	$	5,152

2005 Stock Incentive Plan [Member]

Stock Option Activity, Related to Incentive Plan

A summary of stock option activity, related to our 2005 Stock Incentive Plan, is as follows (in thousands, except for per share amounts):


		Weighted-Average		Aggregate
	Number of Shares	Exercise Price		Intrinsic Value
Outstanding at October 31, 2019	2	$	19.20
Exercised	—	$	19.20
Outstanding at January 31, 2020	2	$	19.20	$	115
Exercisable at January 31, 2020	2	$	19.20	$	115

2011 Management Incentive Plan [Member]

Stock Option Activity, Related to Incentive Plan

A summary of stock option activity, related to our 2011 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, 2019	18	$	41.91
Exercised	(2)	$	23.48
Outstanding at January 31, 2020	16	$	44.21	$	518
Exercisable at January 31, 2020	12	$	45.59	$	372

Fair Value Measurements (Tables)

3 Months Ended

Jan. 31, 2020

Fair Value Measurements

Financial Assets Measured on a Recurring Basis


	Level 1		Level 2		Level 3		Total
	(All amounts are presented in thousands)
Assets at Fair Value:
Investment in Limoneira Company⁽¹⁾	$	32,741		-		-	$	32,741
Total assets at fair value	$	32,741		-		-	$	32,741

Noncontrolling interest (Tables)

3 Months Ended

Jan. 31, 2020

Noncontrolling interest

Reconciliation of shareholders' equity attributable to noncontrolling interest

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


	Three months ended January 31,
Avocados de Jalisco noncontrolling interest	2020		2019

Noncontrolling interest, beginning	$	1,688	$	1,748
Net loss attributable to noncontrolling interest of Avocados de Jalisco		(63)		(6)
Noncontrolling interest, ending	$	1,625	$	1,742

Earnings per share (Tables)

3 Months Ended

Jan. 31, 2020

Earnings per share

Schedule of basic and diluted net income per share

Basic and diluted net income per share is calculated as follows (data in thousands, except per share data):


	Three months ended January 31,
	2020		2019
Numerator:
Net Income (loss) attributable to Calavo Growers, Inc.	$	(938)	$	4,487
Denominator:
Weighted average shares - Basic		17,536		17,500
Effect on dilutive securities – Restricted stock/options		—		58
Weighted average shares - Diluted		17,536		17,558
Net income per share attributable to Calavo Growers, Inc:
Basic	$	(0.05)	$	0.26
Diluted	$	(0.05)	$	0.26

FreshRealm (Tables)

3 Months Ended

Jan. 31, 2020

FreshRealm

Summarized financial information for FreshRealm

The following table shows summarized financial information for FreshRealm (in thousands):

Income Statement:


	Three months ended January 31,
	2020		2019

Net sales	$	7,954	$	8,888
Gross loss		(1,253)		(2,891)
Selling, general and administrative		(4,346)		(6,003)
Other		(3,738)		(2,484)
Net loss	$	(9,337)	$	(11,378)

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Leases (Tables)

3 Months Ended

Jan. 31, 2020

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 January 31, 2020 (in thousands):


		January 31,
		2020

Assets
Current assets:
Operating lease assets	Operating lease right-of-use assets	$	64,159
Finance lease assets	Property, plant and equipment, net		6,039
		$	70,198
Liabilities
Current liabilities:
Operating	Current portion of operating leases	$	5,881
Finance	Current portion of long-term debt and finance leases		742
Long-term obligations
Operating	Long-term operating leases, less current portion		62,253
Finance	Long-term debt and finance leases, less current portion		5,410
		$	74,286


Weighted-average remaining lease term:
Operating leases	10.7 years
Finance leases	9.6 years

Weighted-average discount rate:
Operating leases	2.85	%
Finance leases	3.60	%

Lease Costs

The following table presents certain information related to the lease costs for finance and operating leases for the three months ended January 31, 2020 (in thousands):


	Three months ended
	January 31, 2020
Amortization of financing lease assets	$	218
Operating lease cost		2,062
Short-term lease cost		627
Interest on financing lease liabilities		56
Total lease cost	$	2,963

Other Information

The following table presents supplemental cash flow information related to the leases for the three months ended January 31, 2020 (in thousands):


	Three months ended
Cash paid for amounts included in the measurement of lease liabilities	January 31, 2020
Operating cash flows for operating leases	$	1,998
Financing cash flows for finance leases		198
Operating cash flows for finance leases		37

Schedule of undiscounted cash flows of operating lease


	Operating		Finance
	Leases		Leases
Remainder of 2020	$	5,791	$	711
2021		7,738		955
2022		7,650		947
2023		7,657		943
2024		7,480		641
Thereafter		43,359		3,180
Total lease payments		79,675		7,377
Less: imputed interest		11,541		1,225
Total lease liability	$	68,134	$	6,152

Schedule of undiscounted cash flows of finance lease


	Operating		Finance
	Leases		Leases
Remainder of 2020	$	5,791	$	711
2021		7,738		955
2022		7,650		947
2023		7,657		943
2024		7,480		641
Thereafter		43,359		3,180
Total lease payments		79,675		7,377
Less: imputed interest		11,541		1,225
Total lease liability	$	68,134	$	6,152

Minimum Cash Payments Under Non-Cancelable Operating Leases


2020	$	9,534
2021		9,007
2022		8,672
2023		8,603
2024		8,203
Thereafter		50,796
	$	94,815

Schedule of Capital Lease Payments


	Total
Year ending October 31:
2020	$	907
2021		915
2022		908
2023		900
2024		548
Thereafter		3,162
Minimum lease payments		7,340
Less interest		(1,166)
Present value of future minimum lease payments	$	6,174

Description of the business (Details)	3 Months Ended
Description of the business (Details)	Jan. 31, 2020 segment
Description of the business
Number of reportable segments	3

Information regarding our operations in different segments - Sales by Product (Details) - USD ($) $ in Thousands	3 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Segment reporting information
Net sales	$ 273,348	$ 258,032
Fresh products [Member]
Segment reporting information
Net sales	132,781	116,854
Calavo Foods [Member]
Segment reporting information
Net sales	19,632	22,114
RFG [Member]
Segment reporting information
Net sales	120,935	119,064
Operating segments
Segment reporting information
Less sales incentives	(3,028)	(3,468)
Net sales	277,635	263,052
Operating segments \| Avocados [Member]
Segment reporting information
Net sales	117,884	103,995
Operating segments \| Tomatoes [Member]
Segment reporting information
Net sales	12,992	11,392
Operating segments \| Papayas [Member]
Segment reporting information
Net sales	2,643	2,939
Operating segments \| Other fresh products [Member]
Segment reporting information
Net sales	127	80
Operating segments \| Prepared avocado products [Member]
Segment reporting information
Net sales	21,800	24,252
Operating segments \| Salsa [Member]
Segment reporting information
Net sales	719	853
Operating segments \| Fresh-cut fruit & veg. and prepared foods [Member]
Segment reporting information
Net sales	121,470	119,541
Operating segments \| Fresh products [Member]
Segment reporting information
Less sales incentives	(457)	(957)
Net sales	133,646	118,406
Operating segments \| Fresh products [Member] \| Avocados [Member]
Segment reporting information
Net sales	117,884	103,995
Operating segments \| Fresh products [Member] \| Tomatoes [Member]
Segment reporting information
Net sales	12,992	11,392
Operating segments \| Fresh products [Member] \| Papayas [Member]
Segment reporting information
Net sales	2,643	2,939
Operating segments \| Fresh products [Member] \| Other fresh products [Member]
Segment reporting information
Net sales	127	80
Operating segments \| Calavo Foods [Member]
Segment reporting information
Less sales incentives	(2,036)	(2,034)
Net sales	22,519	25,105
Operating segments \| Calavo Foods [Member] \| Prepared avocado products [Member]
Segment reporting information
Net sales	21,800	24,252
Operating segments \| Calavo Foods [Member] \| Salsa [Member]
Segment reporting information
Net sales	719	853
Operating segments \| RFG [Member]
Segment reporting information
Less sales incentives	(535)	(477)
Net sales	121,470	119,541
Operating segments \| RFG [Member] \| Fresh-cut fruit & veg. and prepared foods [Member]
Segment reporting information
Net sales	121,470	119,541
Intersegment Eliminations [Member]
Segment reporting information
Net sales	(1,259)	(1,552)
Intersegment Eliminations [Member] \| Fresh products [Member]
Segment reporting information
Net sales	(408)	(595)
Intersegment Eliminations [Member] \| Calavo Foods [Member]
Segment reporting information
Net sales	$ (851)	$ (957)

Information regarding our operations in different segments - Gross Profit (Detail) $ in Thousands	3 Months Ended
	Jan. 31, 2020 USD ($) segment	Jan. 31, 2019 USD ($)
Segment reporting information
Number of reportable segments \| segment	3
Net sales less sales incentives	$ 273,348	$ 258,032
Cost of sales	257,540	227,195
Gross profit	15,808	30,837
Elimination between Fresh products and RFG [member]
Segment reporting information
Sales and Cost of Sales Eliminated	300	500
Elimination between Calavo Foods and RFG [member]
Segment reporting information
Sales and Cost of Sales Eliminated	900	1,000
Elimination between Fresh products and Calavo Foods [member]
Segment reporting information
Sales and Cost of Sales Eliminated	100	100
Operating segments \| Fresh products [Member]
Segment reporting information
Net sales less sales incentives	133,189	117,449
Cost of sales	126,607	96,591
Gross profit	6,582	20,858
Operating segments \| Calavo Foods [Member]
Segment reporting information
Net sales less sales incentives	20,483	23,071
Cost of sales	14,133	16,327
Gross profit	6,350	6,744
Operating segments \| RFG [Member]
Segment reporting information
Net sales less sales incentives	120,935	119,064
Cost of sales	118,059	115,829
Gross profit	2,876	3,235
Intersegment Eliminations [Member]
Segment reporting information
Net sales less sales incentives	(1,259)	(1,552)
Cost of sales	$ (1,259)	$ (1,552)

Information regarding our operations in different segments - Long-Lived Assets Attributed to Geographic Areas (Details) - USD ($) $ in Thousands	3 Months Ended
	Jan. 31, 2020	Jan. 31, 2019	Oct. 31, 2019
Segment reporting information
Net sales	$ 273,348	$ 258,032
Long-lived assets	131,209		$ 132,098
Outside United States [Member]
Segment reporting information
Net sales	9,600	$ 8,400
United States [Member]
Segment reporting information
Long-lived assets	96,565		98,224
Mexico [Member]
Segment reporting information
Long-lived assets	$ 34,644		$ 33,874

Inventories (Details) - USD ($) $ in Thousands	Jan. 31, 2020	Oct. 31, 2019
Inventories
Fresh fruit	$ 18,214	$ 15,874
Packing supplies and ingredients	11,514	11,370
Finished prepared foods	12,509	9,645
Total, Inventories	42,237	36,889
Adjustment for inventory net realizable value	$ 0	$ 0

Related-Party Transactions (Details) $ in Thousands			1 Months Ended			3 Months Ended							12 Months Ended
Related-Party Transactions (Details) $ in Thousands	Feb. 03, 2020 USD ($)	Jul. 31, 2018 USD ($)	Feb. 29, 2020 USD ($)	Oct. 31, 2019 USD ($) director	Jan. 31, 2018 USD ($) director	Jan. 31, 2020 USD ($) director item	Oct. 31, 2019 USD ($)	Jul. 31, 2019 USD ($)	Apr. 30, 2019 USD ($)	Jan. 31, 2019 USD ($)	Oct. 31, 2018 USD ($)	Apr. 30, 2018 USD ($) director	Oct. 31, 2019 USD ($)	Nov. 25, 2019 USD ($)	Dec. 31, 2017 USD ($)	Oct. 31, 2017 USD ($)
Related Party Transaction [Line Items]
Rent paid, prior to ASU 842													$ 10,700
Investments in unconsolidated entities				$ 10,722		$ 7,694	$ 10,722						10,722
Additional loan										$ 10,500
Advances to suppliers				7,338		3,872	7,338						7,338
Infrastructure advance, noncurrent				1,800		1,800	1,800						1,800
Notes receivable from FreshRealm				35,241		36,112	35,241						35,241
FreshRealm [Member]
Related Party Transaction [Line Items]
Ownership interest	37.00%
Investments in unconsolidated entities				5,800		$ 2,300	5,800						$ 5,800
Additional loan			$ 1,000				3,700	$ 5,400	$ 4,200
VIE ownership (as a percent)						38.00%							38.00%
Note receivable principal, excluding accrued interest				32,800			32,800						$ 32,800
Notes receivable from FreshRealm				$ 35,200		$ 36,100	$ 35,200						$ 35,200	$ 2,700
Loan receivable interest rate (as a percent)				10.00%		10.00%	10.00%						10.00%	10.00%
Conversion of secured loan	$ 2,700
Interest receivable				$ 2,400		$ 3,300	$ 2,400						$ 2,400
Number of officers \| item						3
Number of board of directors \| director						5
Loans to FreshRealm members				200		$ 200	200						200
Revenue from related parties						200				100
FreshRealm [Member] \| RFG [Member]
Related Party Transaction [Line Items]
Revenue from related parties						200				1,600
FreshRealm [Member] \| NMUPA
Related Party Transaction [Line Items]
Additional loan										3,000	$ 9,000
Loan receivable commitment		$ 12,000
FreshRealm [Member] \| $7.5 million Note
Related Party Transaction [Line Items]
Additional loan										7,500
FreshRealm [Member] \| Chairman and Chief Executive Officer [Member]
Related Party Transaction [Line Items]
Investments in unconsolidated entities				500			500						500		$ 1,500	$ 7,000
FreshRealm [Member] \| Non Executive Directors [Member]
Related Party Transaction [Line Items]
Payment to acquire unconsolidated entities												$ 1,200
Investments in unconsolidated entities				$ 200	$ 1,800		200						200
Number of board of directors \| director				1	1							2
Limoneira [Member]
Related Party Transaction [Line Items]
Dividend income from Limoneira						100				100
Rent paid, prior to ASU 842										100
Rent paid						$ 100
Limoneira [Member] \| Maximum [Member]
Related Party Transaction [Line Items]
Non-equity method investment ownership (as a percent)						10.00%
Agricola Don Memo
Related Party Transaction [Line Items]
Purchases from related parties						$ 4,000				5,700
Ownership interest						50.00%
Investments in unconsolidated entities				$ 4,900		$ 5,400	4,900						4,900
Advances to suppliers				3,700		3,300	3,700						3,700
Director [Member]
Related Party Transaction [Line Items]
Purchases from related parties						200				100
Accounts payable to related parties						200
TroyGould PC
Related Party Transaction [Line Items]
Legal fees						100
Agricola Belher [Member]
Related Party Transaction [Line Items]
Purchases from related parties						7,200				5,300
Advances to suppliers				4,500		4,500	4,500						4,500
Infrastructure advance				2,600		2,600	2,600						2,600
Infrastructure advance, current				800		800	800						800
Infrastructure advance, noncurrent				$ 1,800		1,800	$ 1,800						$ 1,800
Avocados de Jalisco
Related Party Transaction [Line Items]
Purchases from related parties						$ 400				1,000
Avocados de Jalisco \| Avocados de Jalisco
Related Party Transaction [Line Items]
Subsidiary ownership (as a percent)						83.00%
LIG [Member]
Related Party Transaction [Line Items]
Rent paid, prior to ASU 842										139
Rent paid						$ 80
THNC [Member]
Related Party Transaction [Line Items]
Rent paid, prior to ASU 842										$ 198
Rent paid						$ 132

Other Assets - Other Assets (Details) - USD ($) $ in Thousands	Jan. 31, 2020	Oct. 31, 2019
Statement of Financial Position [Abstract]
Mexican IVA (i.e. value-added) taxes receivable	$ 29,515	$ 27,592
Infrastructure advance to Agricola Belher	1,800	1,800
Intangibles, net	418	435
Other	1,511	1,514
Other assets	$ 33,244	$ 31,341

Other Assets - Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended
	Jan. 31, 2020	Oct. 31, 2019
Finite-Lived Intangible Assets
Accum. Amortization	$ (10,887)	$ (10,870)
Finite and indefinite lived intangible assets gross	11,305	11,305
Intangibles, net	418	435
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
Gross Carrying Value	7,640	7,640
Accum. Amortization	(7,640)	(7,640)
Trade names [Member]
Finite-Lived Intangible Assets
Gross Carrying Value	2,760	2,760
Accum. Amortization	$ (2,760)	(2,760)
Trade secrets/recipes [Member]
Finite-Lived Intangible Assets
Weighted-Average Useful Life	9 years 3 months 18 days
Gross Carrying Value	$ 630	630
Accum. Amortization	(487)	(470)
Net Book Value	$ 143	$ 160

Other Assets - Amortization (Details) $ in Millions	Jan. 31, 2020 USD ($)
Amortization expense for remainder of fiscal 2020	$ 0.1
Amortization expense for 2021	0.1
Amortization expense for 2022	0.1
Amortization expense for 2023	0.1
Maximum [Member]
Amortization expense thereafter through fiscal year 2023	$ 0.1

Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Millions			3 Months Ended
	Jan. 02, 2020 director $ / shares shares	Dec. 18, 2019 $ / shares shares	Jan. 31, 2020 USD ($) $ / shares shares	Jan. 31, 2019 USD ($)	Apr. 30, 2011 shares
Restricted Stock [Member]
Share-based Compensation
Restricted shares granted			49,000
Restricted stock closing price awarded (in dollars per share) \| $ / shares			$ 87.48
Recognized stock-based compensation expense \| $			$ 0.9	$ 1.0
Unrecognized stock based compensation expenses \| $			$ 4.1
Vested, Number of Shares			51,000
Restricted Stock [Member] \| Non-employee directors [Member]
Share-based Compensation
Number of non-employee directors \| director	12
Restricted shares granted per non-employee	1,500
Restricted shares granted	18,000
Restricted stock closing price awarded (in dollars per share) \| $ / shares	$ 87.21
Recognized stock-based compensation expense \| $			$ 0.1
Restricted Stock [Member] \| Executive officers [Member]
Share-based Compensation
Restricted shares granted		31,158
Restricted stock closing price awarded (in dollars per share) \| $ / shares		$ 87.63
Recognized stock-based compensation expense \| $			$ 0.2
Annual incremental vesting percentage		33.00%
Stock Options [Member] \| Minimum [Member]
Share-based Compensation
Vesting period			1 year
Expiration period, after grant date			2 years
Stock Options [Member] \| Maximum [Member]
Share-based Compensation
Vesting period			5 years
Expiration period, after grant date			5 years
2011 Management Incentive Plan [Member]
Share-based Compensation
Common stock shares authorized under plan					1,500,000

Stock-Based Compensation - Restricted Stock Activity (Details) - Restricted Stock [Member] $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Jan. 31, 2020 USD ($) $ / shares shares
Share-based Compensation
Outstanding, Number of Shares, Beginning Balance \| shares	69
Vested, Number of Shares \| shares	(51)
Granted, Number of Shares \| shares	49
Outstanding, Number of Shares, Ending Balance \| shares	67
Outstanding, Weighted-Average Exercise Price, balance balance \| $ / shares	$ 71.74
Vested, Weighted-Average Grant Price \| $ / shares	70.48
Granted, Weighted-Average Grant Price \| $ / shares	87.48
Outstanding, Weighted-Average Exercise Price, ending balance \| $ / shares	$ 85.71
Aggregate Intrinsic Value \| $	$ 5,152

Stock-Based Compensation - Stock Option Activity (Details) - Stock Options [Member] $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Jan. 31, 2020 USD ($) $ / shares shares
2005 Stock Incentive Plan [Member]
Share-based Compensation
Outstanding, Number of Shares, Beginning Balance \| shares	2
Outstanding, Number of Shares, Ending Balance \| shares	2
Exercisable, Number of Shares \| shares	2
Outstanding, Weighted-Average Exercise Price	$ 19.20
Exercised, Weighted-Average Exercise Price	19.20
Outstanding, Weighted-Average Exercise Price, ending balance	19.20
Exercisable, Weighted-Average Exercise Price	$ 19.20
Outstanding, Aggregate Intrinsic Value \| $	$ 115
Exercisable, Aggregate Intrinsic Value \| $	$ 115
Outstanding stock options, weighted-average remaining contractual term	7 months 6 days
Exercisable stock options, weighted-average remaining contractual term	7 months 6 days
2011 Management Incentive Plan [Member]
Share-based Compensation
Outstanding, Number of Shares, Beginning Balance \| shares	18
Exercised, Number of Shares \| shares	(2)
Outstanding, Number of Shares, Ending Balance \| shares	16
Exercisable, Number of Shares \| shares	12
Outstanding, Weighted-Average Exercise Price	$ 41.91
Exercised, Weighted-Average Exercise Price	23.48
Outstanding, Weighted-Average Exercise Price, ending balance	44.21
Exercisable, Weighted-Average Exercise Price	$ 45.59
Outstanding, Aggregate Intrinsic Value \| $	$ 518
Exercisable, Aggregate Intrinsic Value \| $	$ 372
Outstanding stock options, weighted-average remaining contractual term	3 years 10 months 24 days
Exercisable stock options, weighted-average remaining contractual term	2 years 9 months 18 days

Other Events (Details) $ / shares in Units, $ in Thousands, $ in Millions		1 Months Ended		3 Months Ended
	Dec. 06, 2019 USD ($) $ / shares	Apr. 30, 2019 MXN ($)	Jul. 31, 2018 MXN ($)	Jan. 31, 2020 USD ($)	Jan. 31, 2019 USD ($)
Dividend declared per share \| $ / shares	$ 1.10
Dividend amount paid to shareholders \| $	$ 19,400			$ 19,354	$ 17,568
Mexican Tax Authority [Member]
Employee profit sharing liability			$ 118	6,200
Tax Year 2011 [Member] \| Mexican Tax Authority [Member]
Final tax assessment related to Income Tax, Flat Rate Business Tax, and Value Added Tax		$ 2,200		116,400
Tax Year 2013 [Member] \| Mexican Tax Authority [Member]
Final tax assessment related to Income Tax, Flat Rate Business Tax, and Value Added Tax			$ 2,600	$ 137,500

Fair Value Measurements (Details) - USD ($) $ in Thousands	3 Months Ended
Fair Value Measurements (Details) - USD ($) $ in Thousands	Jan. 31, 2020	Jan. 31, 2019
Limoneira [Member]
Assets at Fair Value:
Realized gain (loss)	$ 1,000	$ (4,500)
Limoneira [Member] \| Maximum [Member]
Assets at Fair Value:
Non-equity method investment ownership (as a percent)	10.00%
Fair Value, Measurements, Recurring [Member]
Assets at Fair Value:
Total assets at fair value	$ 32,741
Fair Value, Measurements, Recurring [Member] \| Limoneira [Member]
Assets at Fair Value:
Investment in Limoneira Company	32,741
Fair Value, Measurements, Recurring [Member] \| Level 1
Assets at Fair Value:
Total assets at fair value	32,741
Fair Value, Measurements, Recurring [Member] \| Level 1 \| Limoneira [Member]
Assets at Fair Value:
Investment in Limoneira Company	$ 32,741

Noncontrolling Interest (Details) - USD ($) $ in Thousands	3 Months Ended
Noncontrolling Interest (Details) - USD ($) $ in Thousands	Jan. 31, 2020	Jan. 31, 2019
Noncontrolling Interest [Line Items]
Noncontrolling interest, beginning	$ 1,688
Net loss attributable to noncontrolling interest of Avocados de Jalisco	(63)	$ (6)
Noncontrolling interest, ending	1,625
Avocados de Jalisco
Noncontrolling Interest [Line Items]
Noncontrolling interest, beginning	1,688	1,748
Net loss attributable to noncontrolling interest of Avocados de Jalisco	(63)	(6)
Noncontrolling interest, ending	$ 1,625	$ 1,742

Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Earnings per share
Net income (loss) attributable to Calavo Growers, Inc.	$ (938)	$ 4,487
Weighted average shares - Basic	17,536	17,500
Effect on dilutive securities - Restricted stock/options		58
Weighted average shares - Diluted	17,536	17,558
Basic	$ (0.05)	$ 0.26
Diluted	$ (0.05)	$ 0.26

- Definition

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

+ References

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-Name Accounting Standards Codification
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+ 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
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+ Details

- Definition

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

+ References + Details

Mexican IVA taxes receivable (Details) - USD ($) $ in Millions	Jan. 31, 2020	Oct. 31, 2019
Mexican IVA taxes receivable
IVA receivables balance	$ 29.5	$ 27.6

FreshRealm (Details) - USD ($) $ in Thousands	1 Months Ended		2 Months Ended	3 Months Ended					12 Months Ended
FreshRealm (Details) - USD ($) $ in Thousands	Feb. 29, 2020	Dec. 15, 2018	Jan. 31, 2019	Jan. 31, 2020	Oct. 31, 2019	Jul. 31, 2019	Apr. 30, 2019	Jan. 31, 2019	Oct. 31, 2019	Nov. 25, 2019
Variable Interest Entity [Line Items]
Investments in unconsolidated entities				$ 7,694	$ 10,722				$ 10,722
Income (loss) from unconsolidated entities			$ 2,700	(3,028)				$ (6,298)
Notes receivable from FreshRealm				36,112	35,241				35,241
Additional loan								10,500
FreshRealm [Member]
Variable Interest Entity [Line Items]
Investments in unconsolidated entities				2,300	5,800				$ 5,800
Net loss		$ (4,200)		$ (9,337)				(11,378)
VIE ownership (as a percent)				38.00%					38.00%
Income (loss) from unconsolidated entities				$ 3,500				$ 6,900
Notes receivable from FreshRealm				$ 36,100	35,200				$ 35,200	$ 2,700
Additional loan	$ 1,000				$ 3,700	$ 5,400	$ 4,200

FreshRealm - Summarized financial information (Details) - FreshRealm [Member] - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Dec. 15, 2018	Jan. 31, 2020	Jan. 31, 2019
Income Statement:
Net sales		$ 7,954	$ 8,888
Gross loss		(1,253)	(2,891)
Selling, general and administrative		(4,346)	(6,003)
Other		(3,738)	(2,484)
Net loss	$ (4,200)	$ (9,337)	$ (11,378)

Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands		3 Months Ended
	Nov. 01, 2019	Jan. 31, 2020	Oct. 31, 2019
Leases
Operating lease liability		$ 68,134
Finance lease liability		6,152
Other long-term liabilities		3,549	$ 4,769
Cumulative effect adjustment on ASC 842 related to leases		$ 1,165
Lease, Practical Expedients, Package [true false]		true
Lease, Practical Expedient, Lessor Single Lease Component [true false]		true
Lease-related assets and liabilities
Operating lease assets		$ 64,159
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]		Operating lease assets
Finance lease asset		$ 6,039
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]		Property, Plant and Equipment, Net
Total		$ 70,198
Operating Lease, Liability, Current		$ 5,881
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]		Operating Lease, Liability, Current
Finance Lease, Liability, Current		$ 742
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]		Long-term Debt and Capital Lease Obligations, Current
Operating Lease, Liability, Noncurrent		$ 62,253
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]		Operating Lease, Liability, Noncurrent
Finance Lease, Liability, Noncurrent		$ 5,410
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]		Long-term Debt and Capital Lease Obligations
Total		$ 74,286
Weighted-average remaining lease term: Operating leases		10 years 8 months 12 days
Weighted-average remaining lease term: Finance leases		9 years 7 months 6 days
Weighted-average discount rate: Operating leases		2.85%
Weighted-average discount rate: Finance leases		3.60%
ASU, Leases \| Adjustments
Leases
Operating lease liability	$ 69,600
Deferred rent and incentives	(3,700)
Other long-term liabilities	(1,200)
Cumulative effect adjustment on ASC 842 related to leases	1,200
Lease-related assets and liabilities
Operating lease assets	$ 65,700

Leases - Costs and Other Information (Details) $ in Thousands	3 Months Ended
	Jan. 31, 2020 USD ($)
Lease costs
Amortization of financing lease assets	$ 218
Operating lease cost	2,062
Short-term lease cost	627
Interest on financing lease liabilities	56
Total lease cost	2,963
Operating cash flows for operating leases	1,998
Financing cash flows for finance leases	198
Operating cash flows for finance leases	$ 37

Leases - Undiscounted Cash Flows (Details) $ in Thousands	Jan. 31, 2020 USD ($)
Operating Leases
Remainder of 2020	$ 5,791
2021	7,738
2022	7,650
2023	7,657
2024	7,480
Thereafter	43,359
Total lease payments	79,675
Less: imputed interest	11,541
Total lease liability	68,134
Finance Leases
Remainder of 2020	711
2021	955
2022	947
2023	943
2024	641
Thereafter	3,180
Total lease payments	7,377
Less: imputed interest	1,225
Total lease liability	$ 6,152

Leases - Operating lease payments pre-842 (Details) $ in Thousands	12 Months Ended
	Oct. 31, 2019 USD ($)
Leases
2020	$ 9,534
2021	9,007
2022	8,672
2023	8,603
2024	8,203
Thereafter	50,796
Total	94,815
Rent paid, prior to ASU 842	$ 10,700

Leases - Capital lease payments pre-842 (Details) $ in Thousands	Oct. 31, 2019 USD ($)
Leases
2020	$ 907
2021	915
2022	908
2023	900
2024	548
Thereafter	3,162
Minimum lease payments	7,340
Less interest	(1,166)
Present value of future minimum lease payments	6,174
Capital lease, noncurrent	5,400
Capital lease, current	$ 800