On January 16, 2024, after market hours, Calavo issued a press release announcing it would file a Form 12b-25 Notification of Late Filing for its Annual Report on Form 10-K for the fiscal year ended October 31, 2023. In addition, Calavo stated “[a]s part of [an] internal investigation, the Special Committee [of the Board of Directors] determined that certain matters relating to the Company’s operations in Mexico merited further investigation in connection with the completion of the Company’s financial statements for the year ended October 31, 2023.”

On this news, Calavo’s stock price fell $2.48 per share, or 8%, to close at $26.57 per share on January 17, 2024, the next trading day.

Then on January 31, 2024, after market hours, Calavo issued a press release which in part announced the Special Committee’s investigation results. The press release stated that “certain of those matters related to the Company’s operations in Mexico raised potential issues under the Foreign Corrupt Practices Act (‘FCPA’). The Company has voluntarily disclosed this ongoing internal investigation to the SEC and the Department of Justice (‘DOJ’), and the Company intends to fully cooperate with the SEC and the DOJ in connection with these matters.”

On this news, Calavo’s stock price fell $1.59 per share, or 6%, to close at $24.50 per share on February 1, 2024, the next trading day.