SANTA PAULA, Calif.--(BUSINESS WIRE)--Jun. 21, 2018--
Limoneira Company (the “Company” or “Limoneira”) (Nasdaq:LMNR), a
diversified citrus packing, sales and marketing company with related
agribusiness activities and real estate development operations,
announced today the upsizing and pricing of its previously announced
underwritten registered public offering of 2,727,272 shares of its
common stock at a public offering price of $22.00 per share, for total
gross proceeds of approximately $60 million. The net proceeds, after
underwriting discounts, but before estimated expenses of the offering
payable by the Company, are expected to be approximately $56 million.
The Company also granted the underwriters for the offering a 30-day
option to purchase up to an additional 409,090 shares of its common
stock on the same terms and conditions to cover over-allotments, if any.
All shares of common stock to be sold in the offering will be offered by
the Company. The offering is expected to close on or about June 25,
2018, subject to the satisfaction of customary closing conditions.
The Company intends to use the net proceeds from the offering to fund
its recently announced asset acquisition from Fruticola San Pablo S.A.
and the capital expenditures associated with such acquisition, future
potential acquisitions and for general corporate purposes.
Stephens Inc. and Stifel are acting as the lead book-running managers
for the offering. Roth Capital Partners is acting as lead manager for
the offering and Lake Street Capital Markets is acting as co-manager for
the offering.
The offering is being made pursuant to the Company’s shelf registration
statement on Form S-3 (File No. 333-217622), which was previously filed
with, and declared effective by, the U.S. Securities and Exchange
Commission (the “SEC”). A preliminary prospectus supplement and
accompanying prospectus relating to and describing the terms of the
offering were filed with the SEC on June 20, 2018 and may be obtained by
visiting the SEC’s website at www.sec.gov
or by contacting Stephens Inc., Attention: Equity Syndicate Prospectus,
111 Center Street, Little Rock, Arkansas 72201 or by email at prospectus@stephens.com
or Stifel, Nicolaus & Company, Incorporated, Attention: Syndicate, One
Montgomery Street, Suite 3700, San Francisco, California 94104 or by
email at syndprospectus@stifel.com.
The final terms of the proposed offering will be disclosed in a final
prospectus supplement to be filed with the SEC.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of these
securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About Limoneira Company
Limoneira Company, a 125-year-old international agribusiness
headquartered in Santa Paula, California, has grown to become one of the
premier integrated agribusinesses in the world. Limoneira (pronounced lç
mon´âra) is a dedicated sustainability company with approximately 11,200
acres of rich agricultural lands, real estate properties, and water
rights in California, Arizona and Chile. The Company is a leading
producer of lemons, avocados, oranges, specialty citrus and other crops
that are enjoyed throughout the world. For more about Limoneira Company,
visit www.limoneira.com.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended.These
forward-looking statements are based on Limoneira’s current expectations
about future events and can be identified by terms such as “expect,”
“may,” “anticipate,” “intend,” “should be,” “will be,” “is likely to,”
“strive to,” and similar expressions referring to future periods.
Limoneira believes the expectations reflected in the forward-looking
statements are reasonable but cannot guarantee future results, level of
activity, performance or achievements.Actual results may differ
materially from those expressed or implied in the forward-looking
statements.Therefore, Limoneira cautions you against relying on
any of these forward-looking statements. Factors which may cause future
outcomes to differ materially from those foreseen in forward-looking
statements include, but are not limited to:changes in laws,
regulations, rules, quotas, tariffs and import laws; weather conditions
that affect production, transportation, storage, import and export of
fresh product; increased pressure from crop disease, insects and other
pests; disruption of water supplies or changes in water allocations;
pricing and supply of raw materials and products; market responses to
industry volume pressures; pricing and supply of energy; changes in
interest and currency exchange rates; availability of financing for land
development activities; political changes and economic crises;
international conflict; acts of terrorism; labor disruptions, strikes or
work stoppages; loss of important intellectual property rights;
inability to pay debt obligations; inability to engage in certain
transactions due to restrictive covenants in debt instruments;
government restrictions on land use; the ability to close the asset
acquisition from Fruticola San Pablo S.A.; and market and pricing risks
due to concentrated ownership of stock.Other risks and
uncertainties include those that are described in Limoneira’s SEC
filings which are available on the SEC’s website at http://www.sec.gov.Limoneira undertakes no obligation to subsequently update or revise
the forward-looking statements made in this press release, except as
required by law.
View source version on businesswire.com: https://www.businesswire.com/news/home/20180621005353/en/
Source: Limoneira Company
Investors:
ICR
John Mills, 646-277-1254
Partner
