Dole (NYSE: DOLE) plans $75.0 million sale of Ecuadorian port business, 2026 closing

Rhea-AI Filing Summary

Dole plc has entered into sales and purchase agreements to sell 100% of the membership interests in its port properties and associated operations in Guayaquil, Ecuador to Terminal Investment Limited Holding S.A. Net cash proceeds from this Ecuadorian Port Business transaction are expected to be approximately $75.0 million after costs and customary completion adjustments.

The deal is subject to regulatory approvals under the laws of Ecuador and is expected to close in 2026. After closing, Dole expects to continue using the Guayaquil facilities under an arm’s length terminal services agreement with the buyer, covering loading and discharging of containers. Dole also points to various risks around timing, potential termination, operational disruption and legal proceedings that could cause actual outcomes to differ from these expectations.

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Dole plans to realize $75.0 million from selling its Ecuadorian port business while retaining access via a services agreement.

Dole plc has agreed to sell 100% of the membership interests in its Ecuadorian Port Business in Guayaquil to Terminal Investment Limited Holding S.A., with net cash proceeds expected to be approximately $75.0 million after costs and customary adjustments. The transaction focuses on port properties and associated operations rather than Dole's broader produce activities.

The agreements include customary representations, warranties, covenants and indemnities, and completion is conditioned on satisfying regulatory requirements under the laws of Ecuador. The transaction is expected to close in 2026, so there is a period in which timing, approval outcomes or other circumstances could affect whether the deal is completed as planned.

Dole expects to keep using the Guayaquil facilities after closing through an arm’s length terminal services agreement covering container loading and discharging. The forward-looking section highlights possible risks, including delays or failure to close, potential termination of the definitive agreement, management distraction, effects on customer relationships and operating results, and any legal proceedings related to the transaction. These factors mean the financial and operational impact will ultimately depend on successful closing and post-transaction execution.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of December, 2025

Commission File Number 001-40695

Dole plc

(Translation of registrant’s name into English)

29 North Anne Street, Dublin 7

D07 PH36 Ireland

101 South Tryon Street, Suite 600, Charlotte, NC

United States 28280

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

☒ Form 20-F ◻ Form 40-F

Incorporation by Reference

This report on Form 6-K, other than the press release attached as Exhibit 99.1 hereto, shall be deemed to be incorporated by reference into the registration statements on Form S-8 (File Numbers: 333-261591 and 333-258406) of Dole plc and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

Entry into a Material Definitive Agreement

On December 13, 2025, certain subsidiaries of Dole plc, an Irish public limited company (“Dole” or the “Company”), entered into a series of sales and purchases agreements (collectively referred to herein as the “Transaction”) that, if and when completed, will result in the sale of 100% of the membership interests in the Company’s port properties and associated operations in Guayaquil, Ecuador (the “Ecuadorian Port Business”), to Terminal Investment Limited Holding S.A., a corporation organized under the laws of Luxembourg (the “Buyer”). Net cash proceeds of the Transaction, after costs and customary transaction completion adjustments, are expected to be approximately $75.0 million.

The sales and purchase agreements for the Transaction contain customary representations, warranties, covenants and indemnification provisions, and the consummation of the Transaction is subject to regulatory approvals under the laws of Ecuador. The Transaction is expected to close in 2026. The Company is expected to continue to utilize the Ecuadorian Port Business after closing pursuant to an agreement with the Buyer to provide terminal services on arm’s length terms, including the loading and discharging of containers.

On December 15, 2025, the Company issued a press release in connection with the Transaction. A copy of the press release is attached as Exhibit 99.1 to this Report on Form 6-K and incorporated herein by reference.

Forward-looking information

Certain statements made in this disclosure that are not historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on management’s beliefs, assumptions and expectations of the Company’s future economic performance, considering the information currently available to management. These statements are not statements of historical fact. The words “believe,” “may,” “could,” “will,” “should,” “would,” “anticipate,” “estimate,” “expect,” “intend,” “objective,” “seek,” “strive,” “target” or similar words, or the negative of these words, identify forward-looking statements. The inclusion of this forward-looking information should not be regarded as a representation by the Company or any other person that the future plans, estimates or expectations contemplated by the Company will be achieved. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to the Company’s operations, financial results, financial condition, business prospects, growth strategy and liquidity. Accordingly, there are, or will be, important factors that could cause the Company’s actual results to differ materially from those indicated in these statements. Factors that could cause or contribute to such differences include (i) the parties’ inability to close the Transaction in a timely manner or at all due to the failure to satisfy conditions to the closing, including the satisfaction of all requirements under the laws of Ecuador, (ii) uncertainties as to the timing of closing the Transaction, (iii) the occurrence of any event, change or other circumstance that could give rise to the termination of the definitive agreement relating to the Transaction, (iv) risks related to disruption of management’s attention from the Company’s ongoing business operations, (v) the effect of the announcement or pendency of the Transaction on the Company’s relationships with its customers, operating results and business generally, (vi) the outcome of any legal proceedings to the extent initiated against the Company, the Buyer, Terminal Investment Switzerland SÀRL, or others related to the Transaction, (vii) the ability of the Company to execute on its strategy and achieve its goals and other expectations after the closing, (viii) legislative, regulatory and economic developments and (ix) those other matters disclosed in the Company’s filings with the U.S. Securities and Exchange Commission. If one or more of these or other risks or uncertainties materialize, or if the Company’s underlying assumptions prove to be incorrect, the Company’s actual results may vary materially from what the Company may have expressed or implied by these forward-looking statements. The Company cautions that you should not place undue reliance on any of the Company’s forward-looking statements. Any forward-looking statement speaks only as of the date on which such statement is made, and the Company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made except as required by the federal securities laws.

EXHIBIT INDEX

Exhibit No.						Description
99.1						Press Release, dated as of December 15, 2025

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: December 17, 2025									DOLE PLC (Registrant)
									By: /s/ Jacinta Devine
									Name: Jacinta Devine
									Title: Chief Financial Officer

FAQ

What transaction did Dole (DOLE) enter into regarding its Ecuadorian port business?

Dole plc subsidiaries entered into a series of sales and purchase agreements to sell 100% of the membership interests in the companys port properties and associated operations in Guayaquil, Ecuador (the Ecuadorian Port Business) to Terminal Investment Limited Holding S.A..

How much cash does Dole (DOLE) expect from the Ecuadorian port sale?

Dole expects net cash proceeds from the transaction to be approximately $75.0 million after costs and customary transaction completion adjustments.

When is Doles Ecuadorian port transaction expected to close?

The transaction is expected to close in 2026, subject to satisfaction of regulatory approvals and other conditions under the laws of Ecuador.

Who is buying Doles Ecuadorian Port Business in Guayaquil?

The buyer is Terminal Investment Limited Holding S.A., a corporation organized under the laws of Luxembourg.

Will Dole (DOLE) continue to use the Guayaquil port after the sale?

Yes. After closing, Dole is expected to continue utilizing the Ecuadorian Port Business under an agreement with the buyer to provide terminal services on arms length terms, including loading and discharging of containers.

What are the key risks Dole highlights around the Ecuadorian port transaction?

Dole notes risks such as failure to satisfy closing conditions under Ecuadorian law, uncertainties in timing, events that could lead to termination of the definitive agreement, disruption of managements attention, possible effects on customer relationships and operating results, potential legal proceedings related to the transaction, and broader legislative, regulatory and economic developments.

When did Dole (DOLE) sign the agreements for the Ecuadorian port transaction?

Certain subsidiaries of Dole plc entered into the sales and purchase agreements for the transaction on December 13, 2025.