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Dole To Complete Sale Of Worldwide Packaged Foods And Asia Fresh Business In Early 2013

On December 4, 2012, Typhoon Bopha, with high winds and heavy rain, struck the banana growing region in Mindanao, Philippines. The current estimated impact to the Asian banana industry is a loss of 30 million 13-kilo boxes, which is approximately 14% of the Asian banana industry on an annualized basis. “While the immediate effect has been an increase in prices in the Asian market, we have not yet seen any impact on prices in the North American and European banana markets,” said Mr. Carter.

“Despite the tightening global supply, we continue to see aggressive contract negotiations in the North American banana market even though costs are higher, with some importers seeking to buy market share,” said Mr. Carter. “While right-sizing initiatives for the new Dole will partially offset these impacts, our current expectation is that pro forma 2013 Adjusted EBITDA for the new Dole, including 2013 planned cost savings in the $20 million range, will be in the $150 - $170 million range, with income from continuing operations, net of income taxes, in the $45 - $60 million range, assuming no major market changes. The fresh fruit business of the new Dole is continuing to experience declining earnings in a continued difficult economic environment.”

“While the current environment in the banana market remains challenging, I remain very optimistic about the long-term future of the new Dole and its prospects,” stated David H. Murdock, Dole’s Chairman. “I am excited to be returning to the position of CEO, working with Michael Carter and Dole’s new management team, all of whom are committed to our right-sizing efforts and delivering synergies within Dole’s remaining fresh fruit and vegetables businesses.”

Dole has provided earnings guidance to give investors general information on the overall direction of its remaining businesses following the sale transaction. The guidance provided is subject to numerous uncertainties, including, among others, the timing and ultimate consummation of the sale transaction, overall economic and capital-market conditions and the markets for fresh fruits and vegetables. Dole does not intend, and undertakes no obligation, to update its forward-looking statements, including projections and future prospects.

This release contains “forward-looking statements,” within the meaning of the Private Securities Litigation Reform Act of 1995 that involve a number of risks and uncertainties. Forward- looking statements, which are based on management’s current expectations, are generally identifiable by the use of terms such as “may,” “will,” “expects,” “believes,” “intends,” “anticipates” and similar expressions. The potential risks and uncertainties that could cause actual results to differ materially from those expressed or implied herein include the timing and whether the sale transaction is consummated, weather-related phenomena; market responses to industry volume pressures; product and raw materials supplies and pricing; energy supply and pricing; changes in interest and currency exchange rates; economic crises and security risks in developing countries; international conflict; and quotas, tariffs and other governmental actions. Further information on the factors that could affect Dole’s financial results is included in its filings with the SEC.

Non-GAAP Measurements

Net debt is calculated as total debt less cash. Adjusted EBITDA is a measure commonly used by financial analysts in evaluating the performance of companies. EBITDA is calculated from net income by adding interest expense and income tax expense, and adding depreciation and amortization. Through Q3 of 2012, Dole calculated Adjusted EBITDA from EBITDA by: (1) adding the net unrealized loss or subtracting the net unrealized gain on foreign currency and bunker fuel hedges and the cross currency swap which do not have a more than insignificant financing element present at contract inception; (2) adding the net loss or subtracting the net gain on the long-term Japanese yen hedges; (3) adding the foreign currency loss or subtracting the foreign currency gain on the vessel obligations; (4) adding the net unrealized loss or subtracting the net unrealized gain on foreign denominated instruments; (5) adding share-based compensation expense; (6) adding charges for restructuring and long-term receivables; (7) adding strategic review transaction costs and expenses; (8) adding refinancing charges and loss on early retirement of debt; and (9) subtracting the gain on asset sales.

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