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Get filing alertsMission Produce shareholders approve stock issuance for Calavo Growers merger with 98.8% support
Filed April 29, 2026 · Period ending April 28, 2026 · ~1 min read
Key Changes
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high
Shareholders approved issuance of Mission Produce stock for the Calavo Growers merger with 49.2M votes for (98.8% of votes cast, 69.5% of 70.8M shares outstanding). Transaction expected to close in Q4 fiscal 2026.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
low
Meeting achieved 70% quorum with 49.8M shares present or by proxy. Adjournment proposal deemed unnecessary given sufficient support already secured.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
Summary
Mission Produce shareholders voted overwhelmingly to approve the issuance of company stock as consideration for the merger with Calavo Growers, originally announced January 14, 2026. The proposal received 49,222,202 votes in favor against just 605,041 opposed (98.8% approval), clearing a critical regulatory hurdle under Nasdaq listing rules.
With 70% of outstanding shares represented at the special meeting, the strong support signals broad shareholder confidence in the strategic combination. The transaction is now expected to close in the fiscal quarter ending July 31, 2026, subject to customary closing conditions. For Mission Produce holders, this vote marks the final major shareholder approval milestone.
The merger will combine Mission Produce's avocado sourcing and distribution network with Calavo's broader fresh produce platform, creating a larger integrated player in the fresh produce industry. Investors should monitor for the formal closing announcement and details on the combined company's operational integration plans.
Section-by-Section Diff
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
Item 5.07 — Submission of Matters to a Vote of Security Holders filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
As of the close of business on March 16, 2026, the record date of the Special Meeting, there were 70,846,364 shares of common stock of Mission Produce, par value $0.001 per share (“Mission Produce Common Stock”), issued and outstanding, each of which was entitled to one vote on each proposal at the Special Meeting. At the Special Meeting, a total of 49,834,743 shares of Mission Produce Common Stock, representing approximately 70% of the outstanding shares of Mission Produce Common Stock entitled to vote, were present via the Special Meeting website or represented by proxy, constituting a quorum to conduct business. ... Proposal No. 1: Approval of the issuance of shares of Mission Produce Common Stock in the mergers (the “Mergers”) contemplated by the Agreement and Plan of Merger, dated as of January 14, 2026, by and among Mission Produce, Calavo Growers, Inc., a California corporation (“Calavo”), Cantaloupe Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of Mission Produce, and Cantaloupe Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Mission Produce (as that agreement may be amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), for purposes of complying with Nasdaq Listing Rule 5635(a) and, in the event such issuance constitutes a change of control, Nasdaq Listing Rule 5635(b) (the “Share Issuance Proposal”).
The Share Issuance Proposal was approved by the requisite vote of Mission Produce’s stockholders.
Votes For | Votes Against | Abstentions | 49,222,202 | 605,041 | 7,500
Shareholders voted to approve the issuance of Mission Produce stock as consideration for the merger with Calavo Growers, originally announced January 14, 2026. The proposal received 49,222,202 votes for, 605,041 against, and 7,500 abstentions, representing 98.8% approval of votes cast and 69.5% support of the 70,846,364 shares outstanding. The strong approval clears a key regulatory hurdle for the transaction, which is expected to close in the fiscal quarter ending July 31, 2026, subject to customary closing conditions.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
Proposal No. 2: Approval of the adjournment of the Special Meeting to solicit additional proxies if there are not sufficient votes at the time of the Special Meeting to approve the Share Issuance Proposal (the “Adjournment Proposal”).
Adjournment of the Special Meeting was deemed not necessary because there was a quorum present and there were sufficient proxies at the time of the Special Meeting to approve the Share Issuance Proposal.
Votes For | Votes Against | Abstentions | 49,075,279 | 751,406 | 8,058
The proposal to adjourn the meeting if needed to solicit additional votes was deemed unnecessary because sufficient support for the merger was already secured. This procedural vote received 49,075,279 for, 751,406 against, and 8,058 abstentions (98.5% approval of votes cast), confirming the meeting had adequate participation to approve the primary merger proposal without delay.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 21, 2026 · How we verify