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Sale of Investment in Maui Fresh | 12 Months Ended
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Oct. 31, 2012
Sale of Investment in Other Company Under Sale Agreement [Abstract] |
Sale of Investment in Maui Fresh | 17. Sale of Investment in Maui Fresh On October 31, 2012, Calavo, entered into a Sale of LLC Interest Agreement (Sale Agreement) with San Rafael, pursuant to which the Company has agreed to sell to San Rafael all of our interest, representing one-half ownership, in Maui for $2.6 million. This transaction resulted in a gain on sale of approximately $0.5 million. Since 2006, Calavo and San Rafael both had a 50% interest in the joint venture of Maui for the purpose of the marketing, sale and distribution of fresh produce from the Los Angeles Wholesale Produce Market. Pursuant to the Sale Agreement, San Rafael made an initial down payment of $0.3 million on October 31, 2012. Concurrently, San Rafael also entered into two promissory notes, the “Equity Promissory Note” and the “Goodwill Promissory Note.” The equity promissory note of $1.0 million and the goodwill promissory note of $1.3 million have been secured by a pledge by San Rafael’s entire ownership interest on Maui and were guaranteed by Francisco Clouthier (owner of San Rafael). The Equity Promissory Note, totaling approximately $1.0 million, will be paid in 36 equal monthly principal payments plus accrued interest, as defined, on the unpaid principal balance. The entire amount of principal and all accrued unpaid interest shall be due and payable on November 1, 2015. The interest rate for the first payment in November was approximately 1.6%. The Goodwill Promissory Note, totaling $1.3 million, is due and payable in full on November 1, 2017.

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