Mission Produce Inc
For the period ended Oct 31, 2024. Filed Dec 19, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Dec 19, 2024
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Item 15. Exhibit and Financial Statement Schedules
A. All financial statements
The financial statements of Mission Produce, Inc., together with the report thereon of Deloitte & Touche LLP, an independent registered public accounting firm, are included in this annual report on Form 10-K beginning on page F-1.
B. Financial statement schedules
All schedules have been omitted because the required information is not present or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto.
C. Exhibits
The documents set forth are filed herewith or incorporated herein by reference.
INDEX
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Form · Date · Number · FiledHerewith | ||||
| 3.1 | Amended and Restated Certificate of Incorporation | 8-K | 10/7/2020 | 3.2 |
| 3.2 | Amendment to Amended and Restated Certificate of Incorporation | 10-Q | 6/8/2024 | 3.2 |
| 3.3 | Amended and Restated Bylaws | 8-K | 10/7/2020 | 3.2 |
| 4.1 | Form of Common Stock Certificate | S-1/A | 9/22/2020 | 4.1 |
| 4.2 | Description of Capital Stock | 10-K | 12/22/2021 | 4.2 |
| 10.1+ | Mission Produce, Inc. Amended and Restated 2003 Stock Incentive Plan | S-1/A | 9/22/2020 | 10.1 |
| 10.2+ | Form of Stock Option Agreement pursuant to the Mission Produce, Inc. Amended and Restated 2003 Stock Incentive Plan | S-8 | 10/5/2020 | 10.2 |
| 10.3+ | Mission Produce, Inc. 2020 Incentive Award Plan | S-1 | 9/4/2020 | 10.3 |
| 10.5+ | Form of Stock Option Agreement pursuant to the Mission Produce, Inc. 2020 Incentive Award Plan | S-1 | 9/4/2020 | 10.5 |
| 10.6+ | Form of RSU Agreement pursuant to the Mission Produce, Inc. 2020 Incentive Award Plan | S-1 | 9/4/2020 | 10.6 |
| 10.7+ | Form of Indemnification Agreement between Mission Produce, Inc. and certain of its directors and officers | S-1 | 9/4/2020 | 10.7 |
| 10.8 | Credit Agreement, dated as of October 11, 2018, by and among Mission Produce, Inc., as Borrower, certain subsidiaries of the Borrower party thereto as guarantors, Bank of America, N.A. as administrative agent, Swingline Lender and L/C Issuer, Farm Credit West, PCA as Syndication Agent, City National Bank and J.P. Morgan Chase Bank, N.A. as co-documentation agents, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Farm Credit West, PCA as joint lead arrangers and joint bookrunners, and other lenders party thereto | S-1 | 9/4/2020 | 10.8 |
| 10.9 | First Amendment to Credit Agreement and Consent, dated September 18, 2020, by and among Mission Produce, Inc., as Borrower, certain subsidiaries of the Borrower party thereto as guarantors, Bank of America, N.A. as administrative agent, Swingline Lender and L/C Issuer, Farm Credit West, PCA as Syndication Agent, City National Bank and J.P. Morgan Chase Bank, N.A. as co-documentation agents, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Farm Credit West, PCA as joint lead arrangers and joint bookrunners, and other lenders party thereto | S-1/A | 9/22/2020 | 10.9 |
| 10.10 | Form of Amended and Restated Stockholder Agreement, by and among Mission Produce, Inc. and the stockholder party thereto | S-1/A | 9/22/2020 | 10.10 |
| 10.11 | Corporate Headquarters Lease Agreement | 10-K | 1/19/2021 | 10.11 |
| 10.13+ | Mission Produce Deferred Compensation Plan | 10-K | 12/22/2021 | 10.13 |
| 10.14+ | Director Equity Deferral Plan | 10-K | 12/22/2021 | 10.14 | |
| 10.15+ | Form of Performance Stock Unit Agreement pursuant to the Mission Produce, Inc. 2020 Incentive Award Plan | 10-K | 12/22/2022 | 10.15 | |
| 10.16+^ | Offer letter dated March 8, 2021 to Joanne Wu | 10-K | 12/22/2021 | 10.16 | |
| 10.17 | Second Amendment dated April 26, 2022, to the Credit Agreement dated as of October 11, 2018 and amended on September 18, 2020, by and among Mission Produce, Inc., as Borrower, certain subsidiaries of the Borrower party thereto as guarantors, Bank of America, N.A. as administrative agent, Swingline Lender and L/C Issuer, Farm Credit West, PCA as Syndication Agent, City National Bank and J.P. Morgan Chase Bank, N.A. as co-documentation agents, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Farm Credit West, PCA as joint lead arrangers and joint bookrunners, and other lenders party thereto. | 8-K | 4/26/2022 | 10.17 | |
| 10.18+ | Amended and Restated Non-Employee Director Compensation Program | 10-K | 10/31/2023 | 10.18 | |
| 10.20 | Third Amendment to the Credit Agreement, dated as of October 11, 2018, as amended on September 18, 2020 and April 26, 2022, by and among Mission Produce, Inc., as Borrower, certain subsidiaries of the Borrower party thereto as guarantors, Bank of America, N.A. as administrative agent, Swingline Lender and L/C Issuer, Farm Credit West, PCA as Syndication Agent, City National Bank, Citibank, N.A., and J.P. Morgan Chase Bank, N.A. as co-documentation agents, BofA Securities, Inc. and Farm Credit West, PCA as joint lead arrangers and joint bookrunners, and other lenders party thereto | 8-K | 10/21/2022 | 10.20 | |
| 10.21+ | Employee Equity Deferral Plan | 10-K | 12/22/2022 | 10.21 | |
| 10.22+ | Employment Agreement, dated August 7, 2023 by and between Mission Produce, Inc., and Stephen J. Barnard | 8-K | 8/7/2023 | 10.1 | |
| 10.23+ | Executive Severance and Change in Control Plan | 8-K | 8/7/2023 | 10.2 | |
| 10.25 | Land Lease Agreement Between Blueberries Peru S.A. and Agrolatam S.A.C. | 10-K | 10/31/2023 | 10.25 | |
| 10.26+^ | Offer letter dated February 21, 2024 to John Pawlowski | 10-Q | 6/8/2024 | 10.26 | |
| 19.1 | Insider Trading Compliance Policy | 10-K | 10/31/2023 | 19.1 | |
| 21.1 | List of Subsidiaries of Registrant | X | |||
| 23.1 | Consent of Deloitte & Touche LLP | X | |||
| 24.1 | Power of Attorney | X | |||
| 31.1* | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 31.2* | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32.1* | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32.2* | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | |||
| 97.1 | Policy for Recovery of Erroneously Awarded Compensation | 10-K | 10/31/2023 | 97.1 | |
| 101 | The following financial statements from the Company's Annual Report on Form 10-K for the year ended October 31, 2024 formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income (Loss), (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Changes in Equity, (v) Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags. | X | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | X | |||
| + | Indicates management contract or compensatory plan. |
|---|---|
| * | These certifications are being furnished solely to accompany this annual report pursuant to 18 U.S.C. Section 1350, and are not being filed for purposes of Section 18 of the Securities Exchange Act of 1934 and are not to be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing. |
| ^ | Pursuant to Item 601(b)(10)(iv) of Regulation S-K promulgated by the Securities and Exchange Commission, certain portions of this exhibit have been redacted. The Registrant hereby agrees to furnish supplementally to the Securities and Exchange Commission, upon its request, an unredacted copy of this exhibit. |
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