Business Context and Reporting Period
This Form 8-K Current Report was filed by Limoneira Company on October 15, 2013, regarding events occurring on September 27, 2013, and October 11, 2013. The filing details the entry into a material definitive agreement and the subsequent acquisition of agricultural assets.
Key Financial Metrics
The filing reports a specific capital expenditure related to a property acquisition. The total combined payment made by the Company was $8,750,000. This amount comprises a purchase price of $8,500,000 and a reimbursement of $250,000 for cultural costs incurred for a lemon crop.
The filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity metrics as this is a current report focused on a specific transaction rather than a periodic financial statement.
Material Changes
- Asset Acquisition: On October 11, 2013, the Company acquired approximately 760 acres of land in Tulare County, California, from Sun World International, LLC.
- Asset Scope: The acquisition included the land, associated personal property, and certain rights to receive water supply.
- Transaction Counterparty: The seller was Sun World International, LLC, a Delaware limited liability company.
Outlook, Risks, and Management Commentary
The Company issued a press release on October 14, 2013, announcing the consummation of the acquisition. The filing incorporates the full text of the Purchase and Sale Agreement by reference for detailed terms. No specific forward-looking guidance, risk factors, or contingencies beyond the standard transaction details are explicitly discussed in the provided text.
Investor Verification Checklist
- Verify the total consideration paid ($8,750,000) and the breakdown between purchase price and cost reimbursement.
- Confirm the location and acreage of the acquired property (760 acres in Tulare County, CA).
- Review the attached Exhibit 10.1 (Purchase and Sale Agreement) for specific covenants, conditions, or water rights details.
- Check the October 14, 2013 press release (Exhibit 99.1) for additional strategic context regarding the acquisition.