Mission Produce Adopts Limited-Duration Stockholder Rights Plan

OXNARD, CA - Mission Produce, Inc., a world leader in sourcing, producing, and distributing fresh Hass avocados, with additional offerings in mangos and blueberries, announced that its Board of Directors has approved the adoption of a limited duration stockholder rights plan, effective January 21, 2026, with a one-year duration expiring on January 21, 2027.

The Rights Plan was approved in response to the accumulation of the Company’s common stock by a strategic investor, Globalharvest Holdings Venture Ltd. The Company has engaged, and expects to continue to engage, in dialogue with Globalharvest Holdings Venture Ltd. regarding its investment in the Company. However, discussions to date have not resulted in any commitments regarding Globalharvest’s intended level of ownership. The Rights Plan is designed to promote the fair and equal treatment of all stockholders and to reduce the likelihood that any person or group gains control or undue influence over the Company through open market accumulations or other tactics without paying all shareholders an appropriate control premium. The Rights Plan is not being adopted in response to a proposal or intended to deter offers that are fair and otherwise in the best interests of the Company’s stockholders, and does not prevent the Board from considering or negotiating any proposal.

The Rights Plan is similar to other plans adopted by publicly held companies in comparable circumstances. Under the plan, one preferred stock purchase right will be distributed for each share of common stock held by stockholders of record on February 4, 2026. Under certain circumstances, each right will entitle stockholders to buy one one-hundredth of a share of newly-created Series A Junior Participating Preferred Stock of the Company at an exercise price of $63.00. The Company’s Board of Directors may redeem the rights at $0.01 per right at any time before a person or group has acquired 15% or more of the outstanding common stock. Additionally, at any time after a person or group becomes an acquiring person and before such person or group acquires 50% or more of the outstanding common stock, the Board of Directors may exchange the outstanding rights (other than those held by the acquiring person, which will be void) for shares of common stock at an exchange rate of one share of common stock per right, subject to adjustment. The Rights Plan is effective January 21, 2026, and has a one-year duration, expiring on January 21, 2027, subject to the Company’s right to extend such date, unless earlier redeemed or exchanged by the Company or terminated.

Subject to limited exceptions, if a person or group acquires 15% or more of the Company’s common stock (including shares that are synthetically owned pursuant to derivative transactions or ownership of derivative securities) or announces a tender offer and the consummation of that offer would result in such ownership (we refer to such a person or group as an “acquiring person”), each right will entitle its holder to purchase, at the right’s then-current exercise price, a number of shares of common stock having a market value at that time of two times the right’s exercise price. Rights held by the acquiring person will become void and will not be exercisable. If the Company is acquired in a merger or other business combination transaction that has not been approved by the Board of Directors after the rights become exercisable, each right will entitle its holder to purchase, at the right’s then-current exercise price, a number of shares of the acquiring company’s common stock having a market value at that time of two times the right’s exercise price.

The dividend distribution to establish the new Rights Plan will be payable to stockholders of record on February 4, 2026. The rights distribution is not taxable to stockholders. Further details about the rights plan will be contained in a Form 8-K to be filed by the Company with the SEC.