Dole plc Ordinary Shares Underwriting AgreementUnderwriting Agreement • July 28th, 2021 • Dole PLC • Agricultural production-crops • New York
Dole plc, an Irish public limited company (“New Dole” or the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ● ] ordinary shares (the “Firm Shares”), par value $0.01 (the “Ordinary Shares”) and, at the election of the Underwriters, up to [ ● ] additional Ordinary Shares of the Company (the “Optional Shares”). The Firm Shares and the Optional Shares that the Underwriters elect to subscribe for and purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
CREDIT AGREEMENT dated as of April 6, 2017 among DFC HOLDINGS, LLC, DOLE FOOD COMPANY, INC., The Lenders Party Hereto DEUTSCHE BANK SECURITIES INC. THE BANK OF NOVA SCOTIA and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Co- Syndication...Credit Agreement • July 22nd, 2021 • Dole PLC • Agricultural production-crops • New York
CREDIT AGREEMENT (this “Agreement”) dated as of April 6, 2017 among DFC HOLDINGS, LLC (“Holdings”), DOLE FOOD COMPANY, INC., the LENDERS party hereto and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent.
Dole plc Ordinary Shares Underwriting AgreementUnderwriting Agreement • July 19th, 2021 • Dole PLC • Agricultural production-crops • New York
Dole plc, an Irish public limited company (“New Dole” or the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] ordinary shares, par value $0.01 (the “Ordinary Shares”) and, at the election of the Underwriters, up to [●] additional Ordinary Shares of the Company and the shareholders of the Company named in Schedule II hereto (the “Selling Shareholders”) propose, subject to the terms and conditions stated in this this Agreement, to sell to the Underwriters an aggregate of [●] Ordinary Shares and, at the election of the Underwriters, up to [●] additional Ordinary Shares. The aggregate of [●] Ordinary Shares to be issued by the Company and sold by the Selling Shareholders is herein called the “Firm Shares” and the aggregate of [●] additional Ordinary Shares to be issued by the Company and sold by the Selling Shareholders is herein called the
CREDIT AGREEMENT dated as of April 6, 2017 among DFC HOLDINGS, LLC DOLE FOOD COMPANY, INC. SOLVEST, LTD. The Lenders Party Hereto DEUTSCHE BANK SECURITIES INC., MORGAN STANLEY SENIOR FUNDING, INC., THE BANK OF NOVA SCOTIA and COÖPERATIEVE RABOBANK...Credit Agreement • July 22nd, 2021 • Dole PLC • Agricultural production-crops • New York
CREDIT AGREEMENT (this “Agreement”) dated as of April 6, 2017 among DFC HOLDINGS, LLC (“Holdings”), DOLE FOOD COMPANY, INC., SOLVEST, LTD., the LENDERS party hereto and BANK OF AMERICA, N.A., as Administrative Agent, Issuing Bank and Swingline Lender.
REGISTRATION RIGHTS AGREEMENT by and among DOLE PLC and THE HOLDERS LISTED ON SCHEDULE A HERETO Dated as of [ ], 2021Registration Rights Agreement • July 2nd, 2021 • Dole PLC • Agricultural production-crops • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2021, by and among Dole plc, a company incorporated in Ireland (the “Company”), and the persons listed on Schedule A hereto (such persons, in their capacity as holders of Registrable Securities, including any Permitted Transferees hereunder, the “Holders” and each a “Holder” and, the Holders together with the Company, the “Parties”).
ContractRetention Agreement • July 2nd, 2021 • Dole PLC • Agricultural production-crops • California
EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT by and among DOLE PLC and THE HOLDERS LISTED ON SCHEDULE A HERETO Dated as of August 3, 2021Version Registration Rights Agreement • March 22nd, 2022 • Dole PLC • Agricultural production-crops • Delaware
AMENDMENT NO. 1 TO TRANSACTION AGREEMENTTransaction Agreement • July 2nd, 2021 • Dole PLC • Agricultural production-crops
This AMENDMENT NO. 1 TO TRANSACTION AGREEMENT, dated as of April 23, 2021 (this “Amendment”), is entered into by and among Total Produce plc, a company incorporated in Ireland, Total Produce USA Holdings Inc., a Delaware corporation, Dole Limited (formerly known as Pearmill Limited and to be renamed Dole plc), a company incorporated in Ireland, TP-Dole Merger Sub, LLC, a Delaware limited liability company, DFC Holdings, LLC, a Delaware limited liability company, The Murdock Group, LLC, a California limited liability company, Castle & Cooke Holdings, Inc., a Delaware corporation, and Dolicious Corporation, a Nevada corporation (collectively, the “Parties”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Transaction Agreement, dated as of February 16, 2021 (the “Transaction Agreement”), by and among the Parties.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 19th, 2021 • Dole PLC • Agricultural production-crops • New York
FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of April 3, 2018 (this “Amendment”), by and among DFC Holdings, LLC, a Delaware limited liability company (“Holdings”), Dole Food Company, Inc., a North Carolina corporation (the “Borrower”), the other Loan Parties party hereto, the Lenders (as defined below) party hereto and Morgan Stanley Senior Funding, Inc., as Administrative Agent.
TRANSACTION AGREEMENT among TOTAL PRODUCE PLC, TOTAL PRODUCE USA HOLDINGS INC., PEARMILL LIMITED (TO BE RENAMED DOLE PLC), TP-DOLE MERGER SUB, LLC, DFC HOLDINGS, LLC and THE C&C PARTIES HERETO Dated as of February 16, 2021Transaction Agreement • July 2nd, 2021 • Dole PLC • Agricultural production-crops • Delaware
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 22nd, 2021 • Dole PLC • Agricultural production-crops • New York
SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of July 23, 2018 (this “Amendment”), by and among DFC Holdings, LLC, a Delaware limited liability company (“Holdings”), Dole Food Company, Inc., a North Carolina corporation (the “Company”), Solvest, Ltd. (the “Bermuda Borrower” and, together with the Company, the “Borrowers”), the Lenders (as defined below) party hereto and Bank of America, N.A., as Administrative Agent.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 19th, 2021 • Dole PLC • Agricultural production-crops • New York
SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of July 23, 2018 (this “Amendment”), by and among DFC Holdings, LLC, a Delaware limited liability company (“Holdings”), Dole Food Company, Inc., a North Carolina corporation (the “Company”), Solvest, Ltd. (the “Bermuda Borrower” and, together with the Company, the “Borrowers”), the Lenders (as defined below) party hereto and Bank of America, N.A., as Administrative Agent.
CREDIT AGREEMENT dated as of March 26, 2021 among TOTAL PRODUCE PLC, TOTAL PRODUCE INTERNATIONAL HOLDINGS LIMITED, TOTAL PRODUCE IRELAND LIMITED, TOTAL PRODUCE INTERNATIONAL LIMITED, TOTAL PRODUCE C HOLDINGS LIMITED, TPH (UK) LIMITED, NORDIC FRUIT...Patent Security Agreement • July 2nd, 2021 • Dole PLC • Agricultural production-crops • New York
CREDIT AGREEMENT (this “Agreement”), dated as of March 26, 2021, among TOTAL PRODUCE PLC, a public limited company, incorporated under the laws of Ireland with registration number: 427687 (“Total Produce”), TOTAL PRODUCE INTERNATIONAL HOLDINGS LIMITED, a private company limited by shares, incorporated under the laws of Ireland with registration number: 462700 (“TP International Holdings”), TOTAL PRODUCE IRELAND LIMITED, a private company limited by shares, incorporated under the laws of Ireland with registration number: 117680 (“TP Ireland”), TOTAL PRODUCE INTERNATIONAL LIMITED, a private company limited by shares, incorporated under the laws of Ireland with registration number: 432227 (“TP International”), TOTAL PRODUCE C HOLDINGS LIMITED, a private company limited by shares, incorporated under the laws of Ireland with registration number: 518204 (“TP C Holdings”), TPH (UK) LIMITED, a private company limited by shares, incorporated under the laws of England and Wales (“TP UK”), NORDIC
DOLE PLC Stock Option AgreementStock Option Agreement • July 2nd, 2021 • Dole PLC • Agricultural production-crops
This Stock Option Agreement (this “Option Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Dole plc, an Irish public limited company (the “Company”), and the optionee named below (the “Participant”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Dole plc 2021 Omnibus Incentive Compensation Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
STOCK PURCHASE AGREEMENT dated as of January 30, 2023 by and among FRESH EXPRESS ACQUISITIONS LLC, DOLE FRESH VEGETABLES, INC., BUD ANTLE, INC., DOLE FOOD COMPANY, INC., solely for the purposes set forth herein, and FRESH EXPRESS INCORPORATED, solely...Stock Purchase Agreement • January 31st, 2023 • Dole PLC • Agricultural production-crops • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of January 30, 2023, is entered into by and among Fresh Express Acquisitions LLC, a Delaware limited liability company (the “Purchaser”), Dole Fresh Vegetables, Inc., a California corporation (the “Seller”), Bud Antle, Inc., a California corporation (the “Company”), and solely for the purposes set forth herein, Dole Food Company, Inc., a North Carolina corporation (the “Seller Guarantor”), and Fresh Express Incorporated, a Delaware corporation (the “Purchaser Guarantor”). Each of the Purchaser, the Seller, the Company, the Seller Guarantor and the Purchaser Guarantor are referred to from time to time herein individually as a “Party” and collectively as the “Parties”.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 19th, 2021 • Dole PLC • Agricultural production-crops • New York
FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of April 6, 2018 (this “Amendment”), by and among DFC Holdings, LLC, a Delaware limited liability company (“Holdings”), Dole Food Company, Inc., a North Carolina corporation (the “Company”), Solvest, Ltd. (the “Bermuda Borrower” and, together with the Company, the “Borrowers”), the other Loan Parties party hereto, the Lenders (as defined below) party hereto and Bank of America, N.A., as Administrative Agent.6
DOLE FOOD COMPANY, INC. as Issuer DFC HOLDINGS, LLC as a Guarantor THE SUBSIDIARY GUARANTORS PARTY HERETO as additional Guarantors, and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee and Collateral Agent FIRST SUPPLEMENTAL INDENTURE dated as of...Supplemental Indenture • July 19th, 2021 • Dole PLC • Agricultural production-crops • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 9, 2018, by and among DOLE FOOD COMPANY, INC., a North Carolina corporation (the “Issuer”), DFC HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), as a Guarantor, the additional Guarantors from time to time party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee (the “Trustee”) and as Collateral Agent (the “Collateral Agent”).
