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425 ·Filed Apr 17, 2026

CVGW

CALAVO GROWERS INC
MIXED
Impact 6/10
Horizondays Processed6mo ago SEC0001193125-26-161590
Rule 425 M&A communications
Actionable Insight ◆ Mixed

Traders should monitor for potential merger arbitrage opportunities, but remain cautious due to ongoing litigation risk. The gap between the offer price (~$27) and implied DCF values (> $33) suggests potential upside if the deal closes, but litigation or shareholder vote failure could lead to deal collapse or repricing.

DirectionMixed
Confidencehigh
Horizondays
Latest settled — T+20d ⚠ clustered
CVGW ▼ -2.41% at T+20d
NEUTRAL call -2.41% · α vs SPY -6.61% · entry $27.48 → $26.82
Next anchor: T+60d due 3mo ago
Entry = T+0 close
Apr 17, 2026
via day close
T+1d
-1.12%
call -1.12% · α -0.47%
$27.17
settled 6mo ago
T+5d
+3.78%
call +3.78% · α +2.86%
$28.52
settled 6mo ago
T+20d
-2.41%
call -2.41% · α -6.61%
$26.82
settled 5mo ago
T+60d
Pending
due 3mo ago

Price Chart

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Executive Summary

Calavo Growers and Mission Produce are proceeding with their merger but face two shareholder lawsuits alleging inadequate disclosure. In response, they are voluntarily supplementing their proxy statement with additional financial analysis to avoid delays, while denying any legal obligation to do so. A shareholder vote is scheduled for April 28, 2026.

Key Financial Metrics

Deal Type
merger

Key Facts

  • Calavo and Mission Produce are moving forward with a merger first announced on January 14, 2026.
  • Two lawsuits have been filed in New York Supreme Court challenging the adequacy of disclosures in the joint proxy statement.
  • The companies are voluntarily supplementing the proxy with additional financial analyses to avoid litigation delays, while denying any legal requirement to do so.
  • Supplemental disclosures include updated Selected Public Companies, Selected Transactions, and Discounted Cash Flow analyses performed by Jefferies.
  • A special meeting of shareholders is scheduled for April 28, 2026, to vote on the merger.

Financial Impact

The merger consideration is $27.00 per share on a VWAP basis, or $27.15 on a spot basis. Jefferies' standalone DCF analysis implies a per-share value of $33.65–$41.80, while the pro forma combined company DCF implies $35.00–$43.35 per share.

enterprise valueper share equity valuesynergiesmerger consideration

Risk Factors

  • Litigation could delay or block the merger, or force a higher offer.
  • Shareholders may reject the merger at the April 28 vote.
  • The companies' denial of materiality contradicts their decision to supplement, creating legal and reputational risk.

Market Snapshot

Exchange
Nasdaq
Sector
Agricultural Services

Investment Themes

Consumer & Retail

Documents Analyzed

This report is based on 4 SEC documents filed with EDGAR.

DocumentAccession Number
425 Filing (Primary)0001193125-26-161590
Document: 0001193125-26-161590-index-headers.html0001193125-26-161590
Document: 0001193125-26-161590-index.html0001193125-26-161590
Document: 0001193125-26-161590.txt0001193125-26-161590
11 reports for CVGW
Performance horizon

Track record builds as more directional reports settle.

Filters
Rows
Reports for CVGW — sortable, filterable
TypeNow
Jun 12, 2026
19w ago
Institutional Cluster
BEARISH ★ 5/10
—awaiting T+20——
Jun 11, 2026
19w ago
15-12G
NEUTRAL ★ 5/10
—awaiting T+20——
Jun 3, 2026
20w ago
EFFECT
BEARISH ★ 6/10
—awaiting T+20——
May 29, 2026
21w ago
8-K
NEUTRAL ★ 6/10
$26.09awaiting T+20——
Apr 29, 2026
25w ago
425
MIXED ★ 6/10
$28.07 $26.09▼ −7.05%▼ −12.51%—
Apr 20, 2026
27w ago
425
MIXED ★ 6/10
$27.48 $26.82▼ −2.41%▼ −6.61%—
Apr 20, 2026
27w ago
8-K
BULLISH ★ 7/10
$27.48 $26.82▼ −2.41%▼ −6.61%—
Apr 17, 2026
27w ago
425
MIXED ★ 6/10
$27.48 $26.82▼ −2.41%▼ −6.61%—
Apr 17, 2026
27w ago
8-K
MIXED ★ 6/10
$27.48 $26.82▼ −2.41%▼ −6.61%—
Apr 13, 2026
28w ago
8-K
NEUTRAL ★ 3/10
$27.26 $27.16▼ −0.38%▼ −8.11%—
Showing 10 of 11

US Market Status

Market Closed — Opens in 18m

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Report published Apr 17, 2026