Guarantor Financial Information

12 Months Ended

Dec. 31, 2011

Guarantor Financial Information [Abstract]

Guarantor Financial Information

Note 25 — Guarantor Financial Information

Dole’s 100% owned domestic subsidiaries (“Guarantors”) have fully and unconditionally guaranteed, on a joint and several basis, Dole’s obligations under the indentures related to the 2013 Debentures, the 2014 Notes and the 2016 Notes. Each Guarantee is subordinated in right of payment to the Guarantors’ existing and future senior debt, including obligations under the senior secured credit facilities, and will rank pari passu with all senior subordinated indebtedness of the applicable Guarantor.

The accompanying Guarantor consolidating financial information is presented on the equity method of accounting for all periods presented. Under this method, investments in subsidiaries are recorded at cost and adjusted for Dole’s share in the subsidiaries’ cumulative results of operations, capital contributions and distributions and other changes in equity. Elimination entries relate to the elimination of investments in subsidiaries and associated intercompany balances and transactions as well as cash overdraft and income tax reclassifications.

The following are consolidating statements of operations of Dole for the years ended December 31, 2011, January 1, 2011 and January 2, 2010; consolidating balance sheets as of December 31, 2011 and January 1, 2011 and consolidating statements of cash flows for the years ended December 31, 2011, January 1, 2011 and January 2, 2010.

CONSOLIDATING STATEMENT OF OPERATIONS

For the Year Ended December 31, 2011

	Dole Food Company, Inc.			Guarantors			Non Guarantors			Eliminations			Total
	(In thousands)
Revenues, net	$	90,711		$	3,165,970		$	5,464,454		$	(1,497,299	)	$	7,223,836
Cost of products sold		(74,522	)		(2,811,777	)		(5,034,543	)		1,482,157			(6,438,685	)
Gross margin		16,189			354,193			429,911			(15,142	)		785,151
Selling, marketing and general and administrative expenses		(60,056	)		(238,630	)		(251,588	)		15,142			(535,132	)
Charges for restructuring and long-term receivables		—			—			(24,916	)		—			(24,916	)
Gain on asset sales		4,541			—			—			—			4,541
Operating income (loss)		(39,326	)		115,563			153,407			—			229,644
Equity in subsidiary income		135,584			53,928			—			(189,512	)		—
Other income (expense), net		(18,058	)		277			(31,452	)		—			(49,233	)
Interest income		804			523			3,338			—			4,665
Interest expense		(96,932	)		(143	)		(45,355	)		—			(142,430	)
Income (loss) from continuing operations before income taxes and equity earnings		(17,928	)		170,148			79,938			(189,512	)		42,646
Income taxes		56,441			(35,176	)		(27,786	)		—			(6,521	)
Earnings (loss) from equity method investments		(154	)		117			5,567			—			5,530
Income from continuing operations, net of income taxes		38,359			135,089			57,719			(189,512	)		41,655
Income from discontinued operations, net of income taxes		—			—			(201	)		—			(201	)
Gain on disposal of discontinued operations, net of income taxes		—			—			339			—			339
Net income		38,359			135,089			57,857			(189,512	)		41,793
Less: Net income attributable to noncontrolling interests		—			—			(3,434	)		—			(3,434	)
Net income (loss) attributable to shareholders of Dole Food Company, Inc.	$	38,359		$	135,089		$	54,423		$	(189,512	)	$	38,359

For the Year Ended January 1, 2011

	Dole Food Company, Inc.			Guarantors			Non Guarantors			Eliminations			Total
	(In thousands)
Revenues, net	$	88,283		$	3,089,675		$	5,174,650		$	(1,459,994	)	$	6,892,614
Cost of products sold		(74,744	)		(2,725,871	)		(4,849,178	)		1,446,929			(6,202,864	)
Gross margin		13,539			363,804			325,472			(13,065	)		689,750
Selling, marketing and general and administrative expenses		(50,459	)		(224,065	)		(237,407	)		13,065			(498,866	)
Charges for restructuring and long-term receivables		—			—			(32,748	)		—			(32,748	)
Gain on arbitration settlement, net		—			5,250			27,271			—			32,521
Gain on asset sales		676			—			2,341			—			3,017
Operating income (loss)		(36,244	)		144,989			84,929			—			193,674
Equity in subsidiary income		57,166			(48,220	)		—			(8,946	)		—
Other income (expense), net		(1,825	)		—			(61,816	)		—			(63,641	)
Interest income		1,236			251			4,708			—			6,195
Interest expense		(100,768	)		(105	)		(63,077	)		—			(163,950	)
Income (loss) from continuing operations before income taxes and equity earnings		(80,435	)		96,915			(35,256	)		(8,946	)		(27,722	)
Income taxes		46,311			(41,608	)		(18,097	)		—			(13,394	)
Earnings from equity method investments		—			211			7,153			—			7,364
Income (loss) from continuing operations, net of income taxes		(34,124	)		55,518			(46,200	)		(8,946	)		(33,752	)
Income from discontinued operations, net of income taxes		—			—			629			—			629
Gain on disposal of discontinued operations, net of income taxes		—			—			2,957			—			2,957
Net income (loss)		(34,124	)		55,518			(42,614	)		(8,946	)		(30,166	)
Less: Net income attributable to noncontrolling interests		—			—			(3,958	)		—			(3,958	)
Net income (loss) attributable to shareholders of Dole Food Company, Inc.	$	(34,124	)	$	55,518		$	(46,572	)	$	(8,946	)	$	(34,124	)

For the Year Ended January 2, 2010

	Dole Food Company, Inc.			Guarantors			Non Guarantors			Eliminations			Total
	(In thousands)
Revenues, net	$	72,497		$	3,049,156		$	5,121,149		$	(1,464,281	)	$	6,778,521
Cost of products sold		(60,388	)		(2,726,295	)		(4,674,370	)		1,452,250			(6,008,803	)
Gross margin		12,109			322,861			446,779			(12,031	)		769,718
Selling, marketing and general and administrative expenses		(62,227	)		(197,670	)		(231,363	)		12,031			(479,229	)
Gain on asset sales		—			10,093			51,164			—			61,257
Operating income (loss)		(50,118	)		135,284			266,580			—			351,746
Equity in subsidiary income		216,555			145,008			—			(361,563	)		—
Other income (expense), net		(246	)		—			(24,481	)		—			(24,727	)
Debt retirement costs in connection with initial public offering		(30,551	)		—			—			—			(30,551	)
Interest income		1,190			151			5,576			—			6,917
Interest expense		(130,468	)		(115	)		(75,132	)		—			(205,715	)
Income from continuing operations before income taxes and equity earnings		6,362			280,328			172,543			(361,563	)		97,670
Income taxes		77,723			(65,083	)		(35,324	)		—			(22,684	)
Earnings from equity method investments		—			110			9,990			—			10,100
Income from continuing operations, net of income taxes		84,085			215,355			147,209			(361,563	)		85,086
Income from discontinued operations, net of income taxes		—			—			1,639			—			1,639
Gain on disposal of discontinued operations, net of income taxes		—			—			1,308			—			1,308
Net income		84,085			215,355			150,156			(361,563	)		88,033
Less: Net income attributable to noncontrolling interests		—			—			(3,948	)		—			(3,948	)
Net income attributable to shareholders of Dole Food Company, Inc.	$	84,085		$	215,355		$	146,208		$	(361,563	)	$	84,085

CONSOLIDATING BALANCE SHEET

As of December 31, 2011

	Dole Food Company, Inc.			Guarantors			Non Guarantors			Eliminations			Total
	(In thousands)
ASSETS
Cash and cash equivalents	$	13,558		$	1,813		$	106,977		$	—		$	122,348
Restricted cash and deposits		—			—			6,230			—			6,230
Receivables, net of allowances		106,855			122,450			455,789			—			685,094
Inventories		8,970			309,391			511,156			—			829,517
Prepaid expenses and other assets		6,647			8,934			49,750			—			65,331
Deferred income tax assets		—			21,442			9,257			(4,515	)		26,184
Assets held-for-sale		13,370			3,813			58,458			—			75,641
Total current assets		149,400			467,843			1,197,617			(4,515	)		1,810,345
Investments		2,485,133			1,834,271			100,629			(4,320,564	)		99,469
Actively marketed land		74,814			—			—			—			74,814
Property, plant and equipment, net		135,050			268,548			507,131			—			910,729
Goodwill		—			131,818			285,044			—			416,862
Intangible assets, net		689,615			7,331			35,067			—			732,013
Other assets, net		67,299			12,982			149,658			(4,100	)		225,839
Total assets	$	3,601,311		$	2,722,793		$	2,275,146		$	(4,329,179	)	$	4,270,071
LIABILITIES AND EQUITY
Accounts payable	$	10,428		$	140,638		$	300,983		$	—		$	452,049
Liabilities related to assets held-for-sale		—			—			49,117			—			49,117
Accrued liabilities		68,906			166,166			305,407			—			540,479
Current portion of long-term debt, net		(1,060	)		711			11,105			—			10,756
Notes payable		—			—			27,969			—			27,969
Total current liabilities		78,274			307,515			694,581			—			1,080,370
Intercompany payables (receivables)		1,260,604			(88,549	)		(1,167,540	)		(4,515	)		—
Long-term debt, net		1,014,113			2,608			624,391			—			1,641,112
Deferred income tax liabilities		154,011			—			31,766			(4,100	)		181,677
Other long-term liabilities		301,805			22,885			223,801			—			548,491
Equity attributable to shareholders of Dole Food Company, Inc.		792,504			2,478,334			1,842,230			(4,320,564	)		792,504
Equity attributable to noncontrolling interests		—			—			25,917			—			25,917
Total equity		792,504			2,478,334			1,868,147			(4,320,564	)		818,421
Total liabilities and equity	$	3,601,311		$	2,722,793		$	2,275,146		$	(4,329,179	)	$	4,270,071

As of January 1, 2011

	Dole Food Company, Inc.			Guarantors			Non Guarantors			Eliminations			Total
	(In thousands)
ASSETS
Cash and cash equivalents	$	39,080		$	2,714		$	128,353		$	—		$	170,147
Restricted cash and deposits		—			—			51,108			—			51,108
Receivables, net of allowances		560,020			117,936			517,074			(443,765	)		751,265
Inventories		7,405			285,757			441,804			—			734,966
Prepaid expenses		8,419			9,785			49,705			—			67,909
Deferred income tax assets		6,200			27,505			3,105			—			36,810
Assets held-for-sale		76,704			3,813			5,533			—			86,050
Total current assets		697,828			447,510			1,196,682			(443,765	)		1,898,255
Investments		2,453,484			1,831,009			85,081			(4,281,660	)		87,914
Property, plant and equipment, net		155,851			275,568			511,611			—			943,030
Goodwill		—			131,818			275,429			—			407,247
Intangible assets, net		689,615			11,033			433			—			701,081
Other assets, net		69,558			8,037			141,868			—			219,463
Total assets	$	4,066,336		$	2,704,975		$	2,211,104		$	(4,725,425	)	$	4,256,990
LIABILITIES AND EQUITY
Accounts payable	$	4,491		$	586,121		$	374,483		$	(443,765	)	$	521,330
Accrued liabilities		77,372			209,301			355,808			—			642,481
Current portion of long-term debt, net		(1,665	)		291			8,722			—			7,348
Notes payable		—			—			31,922			—			31,922
Total current liabilities		80,198			795,713			770,935			(443,765	)		1,203,081
Intercompany payables (receivables)		1,752,638			(567,550	)		(1,185,088	)		—			—
Long-term debt, net		918,346			2,921			643,058			—			1,564,325
Deferred income tax liabilities		212,468			599			31,257			—			244,324
Other long-term liabilities		310,517			20,244			97,715			—			428,476
Equity attributable to shareholders of Dole Food Company Inc.		792,169			2,453,048			1,828,612			(4,281,660	)		792,169
Equity attributable to non-controlling interests		—			—			24,615			—			24,615
Total equity		792,169			2,453,048			1,853,227			(4,281,660	)		816,784
Total liabilities and equity	$	4,066,336		$	2,704,975		$	2,211,104		$	(4,725,425	)	$	4,256,990

CONSOLIDATING STATEMENT OF CASH FLOWS

For the Year Ended December 31, 2011

	Dole Food Company, Inc.			Guarantors			Non Guarantors			Eliminations			Total
	(In thousands)
OPERATING ACTIVITIES
Intercompany dividend income	$	35,000		$	35,000		$	—		$	(70,000	)	$	—
Operating activities		(137,309	)		107,108			35,326			—			5,125
Cash flow provided by (used in) operating activities		(102,309	)		142,108			35,326			(70,000	)		5,125
INVESTING ACTIVITIES
Cash received from sales of assets and businesses, net of cash disposed		10,469			915			30,338			—			41,722
Business acquisitions, net of cash acquired		—			(77,887	)		(1,147	)		—			(79,034	)
Cash received from sales of investments, net of cash disposed		—			—			1,051			—			1,051
Capital expenditures		(513	)		(33,068	)		(48,606	)		—			(82,187	)
Restricted cash		—			—			44,878			—			44,878
Investments in non-consolidated subsidiaries		(6,000	)		—			(2,038	)		—			(8,038	)
Other		(1,127	)		—			—			—			(1,127	)
Cash flow provided by (used in) investing activities		2,829			(110,040	)		24,476			—			(82,735	)
FINANCING ACTIVITIES
Short-term debt borrowings		535			2,321			31			—			2,887
Short-term debt repayments		—			—			(10,128	)		—			(10,128	)
Long-term debt borrowings		756,138			—			581,340			—			1,337,478
Long-term debt repayments		(666,508	)		(290	)		(604,171	)		—			(1,270,969	)
Payment of debt issuance costs		(6,281	)		—			(6,726	)		—			(13,007	)
Premium on early retirement of notes		(10,238	)		—			—			—			(10,238	)
Net proceeds from stock option exercises		312			—			—			—			312
Dividends paid to noncontrolling interests		—			—			(2,935	)		—			(2,935	)
Intercompany dividends		—			(35,000	)		(35,000	)		70,000			—
Settlement on long-term Japanese yen hedge forwards		—			—			(3,910	)		—			(3,910	)
Cash flow provided by (used in) financing activities		73,958			(32,969	)		(81,499	)		70,000			29,490
Effect of foreign currency exchange rate changes on cash		—			—			321			—			321
Decrease in cash and cash equivalents		(25,522	)		(901	)		(21,376	)		—			(47,799	)
Cash and cash equivalents at beginning of period		39,080			2,714			128,353			—			170,147
Cash and cash equivalents at end of period	$	13,558		$	1,813		$	106,977		$	—		$	122,348

For the Year Ended January 1, 2011

	Dole Food Company, Inc.			Guarantors			Non Guarantors			Eliminations		Total
	(In thousands)
OPERATING ACTIVITIES
Cash flow provided by operating activities	$	37,446		$	42,098		$	68,095		$	—	$	147,639
INVESTING ACTIVITIES
Cash received from sales of assets and businesses, net of cash disposed		1,960			112			43,819			—		45,891
Capital expenditures		(923	)		(33,899	)		(52,580	)		—		(87,402	)
Restricted cash and deposits		—			—			(27,818	)		—		(27,818	)
Other		(135	)		—			(453	)		—		(588	)
Cash flow provided by (used in) investing activities		902			(33,787	)		(37,032	)		—		(69,917	)
FINANCING ACTIVITIES
Short-term debt borrowings		—			—			57,535			—		57,535
Short-term debt repayments		(871	)		(7,433	)		(68,037	)		—		(76,341	)
Long-term debt borrowings		329,100			—			594,270			—		923,370
Long-term debt repayments		(337,306	)		(282	)		(576,385	)		—		(913,973	)
Payment of debt issuance costs		(10,100	)		—			(6,900	)		—		(17,000	)
Payment of initial public offering costs		(1,004	)		—			—			—		(1,004	)
Dividends paid to noncontrolling interests		—			—			(1,958	)		—		(1,958	)
Cash flow used in financing activities		(20,181	)		(7,715	)		(1,475	)		—		(29,371	)
Effect of foreign currency exchange rate changes on cash		—			—			2,126			—		2,126
Increase in cash and cash equivalents		18,167			596			31,714			—		50,477
Cash and cash equivalents at beginning of period		20,913			2,118			96,639			—		119,670
Cash and cash equivalents at end of period	$	39,080		$	2,714		$	128,353		$	—	$	170,147

For the Year Ended January 2, 2010

	Dole Food Company, Inc.			Guarantors			Non Guarantors			Eliminations			Total
	(In thousands)
OPERATING ACTIVITIES
Intercompany dividend income	$	102,000		$	102,000		$	—		$	(204,000	)	$	—
Operating activities		140,321			(43,462	)		174,651			11,442			282,952
Cash flow provided by operating activities		242,321			58,538			174,651			(192,558	)		282,952
INVESTING ACTIVITIES
Cash received from sales of assets and businesses, net of cash disposed		1,093			46,559			111,912			—			159,564
Capital expenditures		(2,027	)		(15,457	)		(33,728	)		—			(51,212	)
Restricted deposits		—			—			(23,290	)		—			(23,290	)
Other		(101	)		—			(556	)		—			(657	)
Cash flow provided by (used in) investing activities		(1,035	)		31,102			54,338			—			84,405
FINANCING ACTIVITIES
Short-term debt borrowings		892			14,771			22,255			—			37,918
Short-term debt repayments		—			—			(33,621	)		—			(33,621	)
Long-term debt borrowings		1,293,109			—			1,603			—			1,294,712
Long-term debt repayments		(1,809,752	)		(293	)		(96,538	)		—			(1,906,583	)
Payment of debt issuance costs		(20,103	)		—			(5,306	)		—			(25,409	)
Long-term debt repayment costs in connection with the initial public offering		(18,028	)		—			—			—			(18,028	)
Proceeds from initial public offering, net		416,698			—			—			—			416,698
Repayment of assumed Hotel and Wellness Center debt		(85,000	)		—			—			—			(85,000	)
Dividends paid to parent		(15,000	)		—			—			—			(15,000	)
Intercompany dividends		—			(102,000	)		(102,000	)		204,000			—
Dividends paid to noncontrolling interests		—			—			(6,382	)		—			(6,382	)
Cash flow used in financing activities		(237,184	)		(87,522	)		(219,989	)		204,000			(340,695	)
Effect of foreign currency exchange rate changes on cash		—			—			2,179			—			2,179
Increase in cash and cash equivalents		4,102			2,118			11,179			11,442			28,841
Cash and cash equivalents at beginning of period		16,811			—			85,460			(11,442	)		90,829
Cash and cash equivalents at end of period	$	20,913		$	2,118		$	96,639		$	—		$	119,670