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Summary of Significant Accounting Policies (Policies)

12 Months Ended

Oct. 31, 2019

The consolidated financial statements include the accounts of the Company and the accounts of all the subsidiaries and investments in which a controlling interest is held by the Company. The consolidated financial statements represent the consolidated balance sheets, statements of operations, statements of comprehensive income, statements of stockholders’ equity and temporary equity and statements of cash flows of Limoneira Company and consolidated subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company considers the criteria established under the Financial Accounting Standards Board (“FASB”) – Accounting Standards Code (“ASC”) 810, Consolidations, and the effect of variable interest entities, in its consolidation process.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Accounts Receivable

The Company grants credit in the course of its operations to cooperatives, companies and lessees of the Company’s facilities. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. The Company provides allowances on its receivables as required based on accounts receivable aging and other factors.

Concentrations

The Company maintains its cash in federally insured financial institutions. The account balances at these institutions periodically exceed Federal Deposit Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of risk related to amounts on deposit in excess of FDIC insurance coverage.

Cultural Costs

Growing costs, also referred to as cultural costs, consist of orchard maintenance costs such as cultivation, fertilization and soil amendments, pest control, pruning and irrigation. Harvest costs are comprised of labor and equipment expenses incurred to harvest and deliver crops to the packinghouses.

Certain of the Company's crops have distinct growing periods and distinct harvest and selling periods, each of which lasts approximately four to eight months. During the growing period, cultural costs are capitalized as they are associated with benefiting and preparing the crops for the harvest and selling period. During the harvest and selling period, harvest costs and cultural costs are expensed when incurred and capitalized cultural costs are amortized as components of agribusiness costs and expenses.

Due to climate, growing conditions and the types of crops grown, certain of the Company's other crops may be harvested and sold on a year-round basis. Accordingly, the Company does not capitalize cultural costs associated with these crops and therefore such costs, as well as harvest costs associated with these crops, are expensed to operations when incurred as components of agribusiness costs and expenses.

Most cultural costs, including amortization of capitalized cultural costs, and harvest costs are associated with and charged to specific crops. Certain other costs, such as property taxes, indirect labor, including farm supervision and management, and irrigation that benefit multiple crops are allocated to crops on a per acre basis.

Income Taxes

Deferred income tax assets and liabilities are computed annually for differences between the financial statement and income tax basis of assets and liabilities that will result in taxable or deductible amounts in the future. Such deferred income tax asset and liability computations are based on enacted tax laws and rates applicable to periods in which the differences are expected to affect taxable income. A valuation allowance is established, when necessary, to reduce deferred income tax assets to the amount expected to be realized.

Tax benefits from an uncertain tax position are only recognized if it is more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement.

Property, Plant and Equipment

Property, plant and equipment is stated at original cost, net of accumulated depreciation. Depreciation is computed using the straight-line method at rates based upon the estimated useful lives of the related assets as follows (in years):



Land improvements	10 – 30
Buildings and building improvements	10 – 50
Equipment	5 – 20
Orchards and vineyards	20 – 40

Costs of planting and developing orchards are capitalized until the orchards become commercially productive. Planting costs consist primarily of the costs to purchase and plant nursery stock. Orchard development costs consist primarily of maintenance costs of orchards such as cultivation, pruning, irrigation, labor, spraying and fertilization, and interest costs during the development period. The Company ceases the capitalization of costs and commences depreciation when the orchards become commercially productive and orchard maintenance costs are accounted for as cultural costs as described above.

Capitalized Interest

Interest is capitalized on real estate development projects and significant construction in progress using the weighted average interest rate during the fiscal year.

Real Estate Development Costs

The Company capitalizes the planning, entitlement, construction, development costs and interest associated with its various real estate projects. Costs that are not capitalized, which include property maintenance and repairs, general and administrative and marketing expenses, are expensed as incurred. A real estate development project is considered substantially complete upon the cessation of construction and development activities. Once a project is substantially completed, future costs are expensed as incurred.

Equity in Investments

Investments in unconsolidated joint ventures in which the Company has significant influence but less than a controlling interest, or is not the primary beneficiary if the joint venture is determined to be a Variable Interest Entity (“VIE”), are accounted for under the equity method of accounting and, accordingly, are adjusted for capital contributions, distributions and the Company’s equity in net earnings or loss of the respective joint venture.

Marketable Securities

Equity Securities

Effective November 1, 2019 upon the adoption of ASU 2016-01, the Company’s equity securities, previously referred to as available-for-sale marketable securities, are stated at fair value with unrealized gains (losses) reported in net income. Previously the Company’s investments in marketable securities were stated at fair value with unrealized gains (losses), net of tax, reported as a component of accumulated other comprehensive income (loss) in the Company’s consolidated statement of comprehensive income.

Long-Lived Assets

Long-Lived and Intangible Assets

Intangible assets consist primarily of customer relationships, trade names and trademarks and a non-competition agreement. The Company’s definite-life intangible assets are being amortized on a straight-line basis over their estimated lives ranging from eight to ten years. Acquired water and mineral rights are indefinite-life assets not subject to amortization and are included in Other Assets in the Consolidated Balance Sheets. Assets held for sale are carried at the lower of cost or fair value less estimated cost to sell.

Intangible Assets

Long-Lived and Intangible Assets

The Company evaluates long-lived assets, including its definite-life intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. If the estimated fair value or undiscounted future cash flows from the use of an asset are less than the carrying value of that asset, a write-down is recorded to reduce the carrying value of the asset to its fair value. The Company evaluates its indefinite-life intangible assets annually or whenever events or changes in circumstances indicate an impairment of the assets’ value may exist.

Goodwill

Goodwill is tested for impairment on an annual basis or when an event or changes in circumstances indicate that its carrying value may not be recoverable. Goodwill impairment is tested at the reporting unit level, which is defined as an operating segment or one level below the operating segment. The annual, or interim, goodwill impairment test is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. Goodwill impairment testing involves significant judgment and estimates.

Fair Values of Financial Instruments

The fair values of financial instruments are based on level-one indicators within the fair value hierarchy or quoted market prices, where available, or are estimated using the present value or other valuation techniques. Estimated fair values are significantly affected by the assumptions used.

2. Summary of Significant Accounting Policies (continued)

Fair Values of Financial Instruments (continued)

Accounts receivable, note receivable, accounts payable, growers payable and accrued liabilities reported on the Company’s consolidated balance sheets approximate their fair values due to the short-term nature of the instruments.

Based on the borrowing rates currently available to the Company for bank loans with similar terms and maturities, the fair value of long-term debt is approximately equal to its carrying amount as of October 31, 2019 and 2018.

Business Combinations and Asset Acquisitions

Business Combinations are accounted for under the acquisition method in accordance with ASC 805, Business Combinations. The acquisition method requires identifiable assets acquired and liabilities assumed and any noncontrolling interest in the business acquired be recognized and measured at fair value on the acquisition date, which is the date that the acquirer obtains control of the acquired business. The amount by which the fair value of consideration transferred as the purchase price exceeds the net fair value of assets acquired and liabilities assumed is recorded as goodwill. Acquisitions that do not meet the definition of a business under the ASC are accounted for as asset acquisitions. Asset acquisitions are accounted for by allocating the cost of the acquisition to the individual assets acquired and liabilities assumed on a relative fair value basis. Goodwill is not recognized in an asset acquisition with any consideration in excess of net assets acquired allocated to acquired assets on a relative fair value basis. Transaction costs are expensed in a business combination and are considered a component of the cost of the acquisition in an asset acquisition.

Comprehensive Income (Loss)

Comprehensive (Loss) Income

Comprehensive (loss) income represents all changes in a company’s net assets, except changes resulting from transactions with shareholders, and is reported as a component of the Company’s stockholders’ equity.

Foreign Currency Translation

San Pablo and PDA’s functional currency is the Chilean Peso. Their balance sheets are translated to U.S. dollars at exchange rates in effect at the balance sheet date and their income statements are translated at average exchange rates during the reporting period. The resulting foreign currency translation adjustments are recorded as a separate component of accumulated other comprehensive income.

Revenue Recognition

On November 1, 2018, the Company adopted Financial Accounting Standards Board (“FASB”) – Accounting Standards Update (“ASU”) ASU 2014-09, Revenue from Contracts with Customers (Topic 606), that amends the guidance for the recognition of revenue from contracts with customers. The results for the reporting period beginning after November 1, 2018 are presented in accordance with the new standard which was adopted using the modified-retrospective method and applied to those contracts that were not completed as of November 1, 2018. There was no net effect of applying the standard and therefore no cumulative adjustment to retained earnings was necessary at the date of initial application. As a result, comparative information has not been restated and the results for the reporting periods before November 1, 2018 continue to be reported under the accounting standards and policies in effect for those periods.

The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps:


•	Identify the contract(s) with a customer.


•	Identify the performance obligations in the contract.


•	Determine the transaction price.


•	Allocate the transaction price to the performance obligations in the contract.


•	Recognize revenue when (or as) the entity satisfies a performance obligation.

2. Summary of Significant Accounting Policies (continued)

Revenue Recognition (continued)

The Company determined the appropriate method by which it recognizes revenue by analyzing the nature of the products or services being provided as well as the terms and conditions of contracts or arrangements entered into with its customers. The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. A contract's transaction price is allocated to each distinct good or service (i.e., performance obligation) identified in the contract and each performance obligation is valued based on its estimated relative standalone selling price.

The Company recognizes the majority of its revenue at a point in time when it satisfies a performance obligation and transfers control of the product to the respective customer. The amount of revenue that is recognized is based on the transaction price, which represents the invoiced amount and includes estimates of variable consideration such as allowances for estimated customer discounts or concessions, where applicable. The amount of variable consideration included in the transaction price may be constrained and is included only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized under the contract will not occur in a future period.

Upon adoption, the Company changed the accounting of certain brokered fruit sales. Under previous guidance, the Company was considered an agent and recorded revenues for certain brokered fruit sales and the costs of such fruit on a net basis in its consolidated statement of operations. Under the new revenue recognition standard, the Company is considered a principal in the transaction and revenues are recorded on a gross basis in the Company’s consolidated statement of operations with the related cost of such fruit included in agribusiness costs and expenses. This change resulted in the recognition of additional agribusiness revenue and agribusiness costs and expenses within the fresh lemons segment of $8,827,000 for the year ended October 31, 2019. Had it used the previous revenue recognition guidance, the Company would have recorded insignificant net agribusiness revenue for these transactions for the year ended October 31, 2019. No cumulative adjustment to retained earnings was necessary as there is no net effect to the consolidated statement of operations.

Agribusiness revenue - Revenue from lemon sales is generally recognized at a point in time when the customer takes control of the fruit from the Company’s packinghouse, which aligns with the transfer of title to the customer. The Company has elected to treat any shipping and handling costs incurred after control of the goods has been transferred to the customer as agribusiness costs.

The Company’s avocados, oranges, specialty citrus and other specialty crops are packed and sold by Calavo and other third-party packinghouses. The Company delivers all of its avocado production from its orchards to Calavo. These avocados are then packed by Calavo at its packinghouse and sold and distributed under Calavo brands to its customers primarily in the United States and Canada. The Company’s arrangements with other third-party packinghouses related to its oranges, specialty citrus and other specialty crops are similar to its arrangement with Calavo. The Company’s arrangements with its third-party packinghouses are such that the Company is the producer and supplier of the product and the third-party packinghouses are the Company’s customers.

The revenues the Company recognizes related to the fruits sold to the third-party packinghouses are based on the volume and quality of the fruits delivered, the market price for such fruit, less the packinghouses’ charges to pack and market the fruit. Such packinghouse charges include the grading, sizing, packing, cooling, ripening and marketing of the related fruit. The Company controls the product until it is delivered to the third-party packinghouses at which time control of the product is transferred to the third-party packinghouses and revenue is recognized. Such third-party packinghouse charges are recorded as a reduction of revenue as they are not for distinct services. The identifiable benefit the Company receives from the third-party packinghouses for packaging and marketing services cannot be sufficiently separated from the third-party packinghouses’ purchase of the Company’s products. In addition, the Company is not able to reasonably estimate the fair value of the benefit received from the third-party packinghouses for such services and as such, these costs are characterized as a reduction of revenue in the Company’s consolidated statements of operations.

Revenue from the sales of certain of the Company’s agricultural products is recorded based on estimated proceeds provided by certain of the Company’s sales and marketing partners (Calavo and other third-party packinghouses) due to the time between when the product is delivered by the Company and the closing of the pools for such fruits at the end of each month or harvest period. Calavo and other third-party packinghouses are agricultural cooperatives or function in a similar manner as an agricultural cooperative. The Company estimates the variable consideration using the most likely amount method, with the most likely amount being the quantities actually shipped extended by the prices reported by Calavo and other third-party packinghouses. Revenue is recognized at time of delivery to the packinghouses relating to fruits that are in pools that have not yet closed at month end if: (a) the related fruits have been delivered to and accepted by Calavo and other third-party packinghouses (i.e., Calavo and other third-

2. Summary of Significant Accounting Policies (continued)

Revenue Recognition (continued)

party packinghouses obtain control) and (b) sales price information has been provided by Calavo and other third-party packinghouses (based on the marketplace activity for the related fruit) to estimate with reasonable certainty the final selling price for the fruit upon the closing of the pools. In such instances the Company has the present right to payment and Calavo and other third-party packinghouses have the present right to direct the use of, and obtain substantially all of the remaining benefits from, the delivered fruit. The Company does not expect that there is a high likelihood that a significant reversal in the amount of cumulative revenue recognized in the early periods of the pool will occur once the final pool prices have been reported by the packinghouses. Historically, the revenue that is recorded based on the sales price information provided to the Company by Calavo and other third-party packinghouses at the time of delivery, have not materially differed from the actual amounts that are paid after the monthly or harvest period pools are closed.

The Company has entered into brokerage arrangements with third-party international packinghouses. In certain of these arrangements, the Company has the exclusive ability to direct the use of and obtains substantially all of the remaining benefits from the fruit, and therefore is acting as a principal. As such, the Company records the related revenue and costs of the fruit gross in the consolidated statement of operations.

Revenue from crop insurance proceeds is recorded when the amount can be reasonably determined and upon establishment of the present right to payment. The Company recorded agribusiness revenues from crop insurance proceeds of $2,311,000, $54,000 and $74,000 in fiscal years 2019, 2018 and 2017, respectively.

Rental Operations Revenue - Minimum rental revenues are generally recognized on a straight-line basis over the respective initial lease term. Contingent rental revenues are contractually defined as to the percentage of rent received by the Company and are based on fees collected by the lessee. Such revenues are recognized when actual results, based on collected fees reported by the tenant, are received. The Company's rental arrangements generally require payment on a monthly or quarterly basis.

Real Estate Development Revenue - The Company recognizes revenue on real estate development projects with customers at a point in time (i.e., the closing) when the Company satisfies the single performance obligation and transfers control of such real estate to a buyer. The transaction price, which is the amount of consideration the Company receives upon delivery of the completed real estate to the buyer, is allocated to this single obligation and is received at closing. Real estate development projects with non-customers are accounted for in accordance with Accounting Standards Code (“ASC”) 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets.

Incidental operations may occur during the holding or development period of real estate development projects to reduce holding or development costs. Incremental revenue from incidental operations in excess of incremental costs from incidental operations is accounted for as a reduction of development costs. Incremental costs from incidental operations in excess of incremental revenue from incidental operations are charged to operations.

Advertising Expense

Advertising costs are expensed as incurred.

Leases

The Company records rent expense for its operating leases on a straight-line basis from the lease commencement date as defined in the lease agreement until the end of the base lease term.

Basic and Diluted Net (Loss) Income per Share

Basic net (loss) income per common share is calculated using the weighted-average number of common shares outstanding during the period without consideration of the dilutive effect of preferred stock. Diluted net (loss) income per common share is calculated using the weighted-average number of common shares outstanding plus the dilutive effect of conversion of preferred stock. The Series B and Series B-2 convertible preferred shares were anti-dilutive for fiscal years ended October 31, 2019 and 2017 and dilutive for fiscal year ended October 31, 2018.

Unvested stock-based compensation awards that contain non-forfeitable rights to dividends as participating shares are included in computing earnings per share using the treasury stock method. The Company’s unvested, restricted stock awards qualify as participating shares.

Defined Benefit Retirement Plan

The Company sponsors a defined benefit retirement plan that was frozen in June 2004, and no future benefits have been accrued to participants subsequent to that time. Ongoing accounting for this plan under FASB ASC 715, Compensation – Retirement Benefits, provides guidance as to, among other things, future estimated pension expense, pension liability and minimum funding requirements. This information is provided to the Company by third-party actuarial consultants. In developing this data, certain estimates and assumptions are used, including among other things, discount rate, long-term rate of return and mortality tables.

During 2019, the Society of Actuaries (SOA) released a new mortality improvement scale table, referred to as MP-2019, which is believed to better reflect mortality improvements and is to be used in calculating defined benefit pension obligations. In addition, during fiscal year 2019, the assumed discount rate to measure the pension obligation decreased to 3.0%. The Company used the latest mortality tables released by the SOA through October 2019 to measure its pension obligation as of October 31, 2019 and combined with the assumed discount rate and other demographic assumptions, its pension liability increased by approximately $634,000 as of October 31, 2019. Further changes in any of these estimates could materially affect the amounts recorded that are related to our defined benefit retirement plan.

Recent Accounting Pronouncements

FASB ASU 2016-01, Financial Instruments Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities

The amendments in ASU 2016-01, among other things, require equity securities (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. Requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes. Requires separate presentation of financial assets and financial liabilities by measurement category and form of financial assets (i.e., securities or loans and receivables). Eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate fair value that is required to be disclosed for financial instruments measured at amortized cost.

ASU 2016-01 is effective for public companies for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company’s adoption of this ASU on November 1, 2018 resulted in a cumulative-effect adjustment to the statement of financial position, with the Company reclassifying unrealized holding gains of $15,921,000, net of taxes, in Calavo common stock to retained earnings from accumulated other comprehensive income ("AOCI") at the date of adoption. In addition, the change in the fair value of Calavo common stock has been disclosed as a separate line item in the statement of operations subsequent to the adoption of ASU 2016-01.

FASB ASU 2016-02, Leases (Topic 842) and related ASUs, including ASU 2018-11, Leases (Topic 842): Targeted Improvements

Under the new guidance, lessees will be required to recognize the following for all leases (with the exception of short-term leases) at the commencement date:


•	A lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and


•	A right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term.

Under the new guidance, lessor accounting is largely unchanged. Certain targeted improvements were made to align, where necessary, lessor accounting with the lessee accounting model and Topic 606, Revenue from Contracts with Customers. The new lease guidance simplified the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities. Lessees will no longer be provided with a source of off-balance sheet financing.

ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Lessees (for capital and operating leases) and lessors (for sales-type, direct financing, and operating leases) must apply a modified

2. Summary of Significant Accounting Policies (continued)

Recent Accounting Pronouncements (continued)

retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. The ASU will be effective for the Company beginning in the first quarter of its fiscal year ending October 31, 2020. The Company is evaluating the effect these ASU's may have on its consolidated financial statements, however it expects to apply the practical expedients provided in the ASUs.

The Company expects that most of its operating lease commitments will be recognized as lease liabilities and right-of-use assets upon adoption of this guidance. The Company’s leases primarily include agricultural land leases and equipment leases. The Company will adopt the guidance as of November 1, 2019, and prior periods will not be adjusted. The Company continues to implement changes to its systems, processes and controls in conjunction with its review of existing lease agreements. The Company expects the adoption of this guidance will result in an increase in assets and liabilities in the range of $2.0 million to $3.0 million on its opening balance sheet as a result of recognizing new right-of-use assets and lease liabilities. The Company does not expect the adoption of this guidance to have a material impact to its consolidated statements of operations or on its total cash flows from operating, investing or financing activities. The ultimate impact of adopting this guidance will depend on the Company's lease portfolio and other factors as of the transition date.

FASB ASU 2016-13, Financial Instruments -Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments

This amendment requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses.

ASU 2016-13 is effective for SEC filers for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early application is permitted for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is evaluating the effect this ASU may have on its consolidated financial statements.

FASB ASU No. 2017-04 -Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment

This amendment eliminates Step 2 from the goodwill impairment test. The annual, or interim, goodwill impairment test is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge should be recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary.

ASU 2017-04 is effective for interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted. The Company early adopted the standard as of May 1, 2019 and followed this guidance during its annual impairment testing performed during the third quarter. The adoption did not have an impact on its financial position, results of operations, or cash flows.

FASB ASU 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost

The amendment requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. If a separate line item or items are used to present the other components of net benefit cost, that line item or items must be appropriately described. If a separate line item or items are not used, the line item or items used in the income statement to present the other components of net benefit cost must be disclosed.

The amendment is effective for public business entities for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The Company’s adoption of this ASU during the first quarter of fiscal year 2019 had no material impact on its consolidated financial statements.

2. Summary of Significant Accounting Policies (continued)

Recent Accounting Pronouncements (continued)

FASB ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income

This amendment provides financial statement preparers with an option to reclassify stranded tax effects within AOCI to retained earnings in each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act of 2017 (the "2017 Act") (or portion thereof) is recorded.

The amendment is effective for all organizations for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. Organizations should apply the proposed amendment either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal corporate income tax rate in the 2017 Act is recognized. The Company early adopted this ASU on November 1, 2018, and as a result recorded a cumulative-effect reclassification in the statement of financial position to retained earnings from AOCI at the date of adoption of $1,411,000 related to the investment in Calavo and pension liability.

FASB ASU 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans

This amendment adds, removes and clarifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. For public business entities, the amendments are effective for fiscal years ending after December 15, 2020. Early adoption is permitted. The Company is evaluating the effect this ASU may have on its consolidated financial statements.

SEC Amendments to Certain Disclosure Requirements

In August 2018, the SEC adopted amendments to certain disclosure requirements for a number of SEC rules, including Rule 3-04 of Regulation S-X. Rule 3-04 requires that a public registrant’s Form 10-Q include a reconciliation of changes in stockholders’ equity for each period for which a statement of comprehensive income is required to be filed. These amendments are effective for interim periods beginning after November 5, 2018. The Company adopted these amendments beginning in the first quarter of fiscal year 2019 and included a separate statement of stockholders’ equity and temporary equity in its Quarterly Reports on Form 10-Q.

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Oct. 31, 2019	Oct. 31, 2018
Current assets:
Cash	$ 616	$ 609
Accounts receivable, net	18,099	14,116
Cultural costs	7,223	5,413
Prepaid expenses and other current assets	8,153	10,528
Income taxes receivable	979	378
Total current assets	35,070	31,044
Property, plant and equipment, net	248,114	225,681
Real estate development	17,602	107,162
Equity in investments	58,223	18,698
Investment in Calavo Growers, Inc.	17,346	24,250
Goodwill	1,839	1,431
Other intangible assets, net	12,407	6,225
Other assets	9,266	6,848
Total assets	399,867	421,339
Current liabilities:
Accounts payable	4,974	6,134
Growers payable	14,500	10,089
Accrued liabilities	9,167	7,724
Current portion of long-term debt	3,023	3,127
Total current liabilities	31,664	27,074
Long-term liabilities:
Long-term debt, less current portion	105,892	76,966
Deferred income taxes	24,346	25,372
Other long-term liabilities	5,467	3,647
Sale-leaseback deferral	0	58,330
Total liabilities	167,369	191,389
Commitments and contingencies	0	0
Stockholders' equity:
Common Stock – $0.01 par value (39,000,000 shares authorized: 17,756,180 and 17,647,135 shares issued and outstanding at October 31, 2019 and 2018, respectively)	178	176
Additional paid-in capital	160,254	159,071
Retained earnings	53,089	50,354
Accumulated other comprehensive (loss) income	(7,255)	8,965
Noncontrolling interest	15,422	574
Total stockholders' equity	221,688	219,140
Total Liabilities and Stockholders' Equity	399,867	421,339
Series B Convertible Preferred Stock
Long-term liabilities:
Convertible preferred stock	1,479	1,479
Series B-2 Convertible Preferred Stock
Long-term liabilities:
Convertible preferred stock	9,331	9,331
Series A Junior Participating Preferred Stock
Stockholders' equity:
Series A Junior Participating Preferred Stock – $0.01 par value (20,000 shares authorized: zero issued or outstanding at October 31, 2019 and 2018)	$ 0	$ 0

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2017
Statement of Comprehensive Income [Abstract]
Net (loss) income	$ (5,466)	$ 20,212	$ 6,549
Other comprehensive (loss) income, net of tax:
Foreign currency translation adjustments	(1,103)	(1,255)	2
Minimum pension liability adjustments, net of tax of $(252), $415 and $767	(607)	1,137	1,175
Unrealized holding gains on security available for sale, net of tax of $0, $1,956 and $1,722	0	4,809	2,643
Reclassification of unrealized gain on security sold, net of tax of $0, $(1,160) and $0	0	(2,965)	0
Unrealized gains from derivative instruments, net of tax of $0, $79 and $330	0	163	553
Total other comprehensive (loss) income, net of tax	(1,710)	1,889	4,373
Comprehensive (loss) income	(7,176)	22,101	10,922
Comprehensive loss (income) attributable to noncontrolling interest	438	(13)	46
Comprehensive (loss) income attributable to Limoneira Company	$ (6,738)	$ 22,088	$ 10,968

Commitments and Contingencies (Tables)

12 Months Ended

Oct. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Minimum Future Lease Payments

Minimum future lease payments are as follows (in thousands):

18. Commitments and Contingencies (continued)

Operating Leases (continued)



2020	$	688
2021	492
2022	291
2023	154
2024	134
Thereafter	1,382
	$	3,141

Goodwill and Other Intangible Assets - Narrative (Details) - USD ($)		12 Months Ended
	Jul. 31, 2019	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2017
Goodwill [Line Items]
Goodwill impairment losses	$ 0	$ 0	$ 0	$ 0
Goodwill		1,839,000	1,431,000	876,000
Amortization expense		689,000	$ 84,000	$ 85,000
Fresh Lemons
Goodwill [Line Items]
Goodwill		1,269,000
Lemon Packing
Goodwill [Line Items]
Goodwill		$ 570,000

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND TEMPORARY EQUITY (Parenthetical) - $ / shares	12 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2017
Dividends on common stock (in dollars per share)	$ 0.30	$ 0.25	$ 0.22
Series B Preferred Stock
Dividends on preferred stock (in dollars per share)	8.75	8.75	8.75
Series B-2 Preferred Stock
Dividends on preferred stock (in dollars per share)	$ 40	$ 40	$ 40

Real Estate Development - East Areas I and II, Narrative (Details)	1 Months Ended		12 Months Ended
	Dec. 31, 2018 USD ($)	Jan. 31, 2018 USD ($)	Oct. 31, 2018 USD ($)	Oct. 31, 2019 USD ($) Property	Jul. 31, 2019 USD ($)	Nov. 10, 2015 USD ($)	Oct. 31, 2005 a property
Real Estate Properties [Line Items]
Net carrying value of property			$ 107,162,000	$ 17,602,000	$ 17,602,000
Real estate development costs and corresponding increases in the sale-leaseback deferral			27,934,000
Decrease in real estate development and sale lease-back deferral	$ 58,330,000
Reclassification from joint venture to equity in investments	$ 33,353,000
Loan balance			80,093,000	$ 108,915,000
Limoneira Lewis Community Builders
Real Estate Properties [Line Items]
Number of residential units sold \| Property				210
Unsecured Line of Credit Loan Agreement and Promissory Note
Real Estate Properties [Line Items]
Estimated value of the guarantee obligation			1,080,000
Unsecured Line of Credit Loan Agreement and Promissory Note \| Limoneira Lewis Community Builders
Real Estate Properties [Line Items]
Face amount of loan		$ 45,000,000
Loan balance			43,158,000
Unsecured Line of Credit Loan Agreement and Promissory Note \| LIBOR \| Limoneira Lewis Community Builders
Real Estate Properties [Line Items]
Basis spread on variable rate		2.85%
East Areas I and II
Real Estate Properties [Line Items]
Number of real estate properties \| property							2
Number of acres of land for real estate development \| a							550
East Area I
Real Estate Properties [Line Items]
Net carrying value of property			91,357,000		0
East Area I \| Lewis Group of Companies
Real Estate Properties [Line Items]
Ownership interest						50.00%
Cost of equity method investment						$ 20,000,000
East Area I - Retained Property
Real Estate Properties [Line Items]
Net carrying value of property			10,408,000	$ 11,943,000	$ 11,943,000
Estimated costs incurred by and reimbursable to LLCB			$ 1,200,000

Long-Term Debt - Composition of Long-Term Debt (Details) - USD ($)	12 Months Ended
	Oct. 31, 2019	Oct. 31, 2018
Debt Instrument [Line Items]
Long-term debt, gross	$ 109,077,000	$ 80,251,000
Less deferred financing costs, net of accumulated amortization	162,000	158,000
Total long-term debt, net	108,915,000	80,093,000
Less current portion	3,023,000	3,127,000
Long-term debt, less current portion	105,892,000	76,966,000
Notes Payable
Debt Instrument [Line Items]
Long-term debt, gross	$ 1,435,000	1,435,000
Variable interest rate	5.50%
Maturity date	Feb. 28, 2023
Notes Payable \| Minimum
Debt Instrument [Line Items]
Variable interest rate	5.00%
Notes Payable \| Maximum
Debt Instrument [Line Items]
Variable interest rate	7.00%
Farm Credit West Revolving and Non-Revolving Lines of Credit
Debt Instrument [Line Items]
Long-term debt, gross	$ 82,843,000	50,888,000
Maturity date	Jul. 01, 2022
Farm Credit West Revolving and Non-Revolving Lines of Credit \| Revolving Credit Facility \| LIBOR
Debt Instrument [Line Items]
Reference rate	2.30%
Basis spread on variable rate	1.60%
Farm Credit West Revolving and Non-Revolving Lines of Credit \| Non-Revolving Credit Facility
Debt Instrument [Line Items]
Long-term debt, gross	$ 40,000,000
Interest rate	4.77%
3.76% Farm Credit West Term Loan due November 2022
Debt Instrument [Line Items]
Long-term debt, gross	$ 2,035,000	2,602,000
Interest rate	3.76%
Maturity date	Nov. 30, 2022
4.14% Farm Credit West Term Loan due October 2035
Debt Instrument [Line Items]
Long-term debt, gross	$ 1,078,000	1,122,000
Interest rate	4.14%
Maturity date	Oct. 31, 2035
4.17% Farm Credit West Term Loan due March 2036
Debt Instrument [Line Items]
Long-term debt, gross	$ 8,823,000	9,172,000
Interest rate	4.17%
Maturity date	Mar. 31, 2036
3.62% Farm Credit West Term Loan due March 2036
Debt Instrument [Line Items]
Long-term debt, gross	$ 6,522,000	6,808,000
Interest rate	3.62%
Maturity date	Mar. 31, 2036
3.58% Wells Fargo Term Loan due January 2023
Debt Instrument [Line Items]
Long-term debt, gross	$ 4,955,000	6,367,000
Interest rate	3.58%
Maturity date	Jan. 31, 2023
6.48% Banco de Chile Term Loan due January 2025
Debt Instrument [Line Items]
Long-term debt, gross	$ 1,386,000	$ 1,857,000
Interest rate	6.48%
Maturity date	Jan. 31, 2025

Income Taxes (Tables)

12 Months Ended

Oct. 31, 2019

Income Tax Disclosure [Abstract]

Reconciliation of Income before Income Taxes for Domestic and Foreign Locations

A reconciliation of income before income taxes for domestic and foreign locations for the years ended October 31, 2019, 2018 and 2017 are as follows (in thousands):



	2019			2018		2017
United States	$	(6,285	)	$	13,099	$	11,386
Foreign	(278		)	384		(760		)
Income before income taxes	$	(6,563	)	$	13,483	$	10,626

Components of the Provisions for Income Taxes

The components of the provisions for income taxes for fiscal years 2019, 2018 and 2017 are as follows (in thousands):



	2019			2018			2017
Current:
Federal	$	(7	)	$	35		$	(1,217	)
State	563			(444		)	(527		)
Foreign	(232		)	(169		)	(41		)
Total current benefit (provision)	324			(578		)	(1,785		)

Deferred:
Federal	998			7,393			(2,282		)
State	(302		)	(212		)	(238		)
Foreign	77			126			228
Total deferred benefit (provision)	773			7,307			(2,292		)
Total benefit (provision)	$	1,097		$	6,729		$	(4,077	)

Components of Deferred Income Tax Assets and Liabilities

The components of deferred income tax assets (liabilities) at October 31, 2019 and 2018 are as follows (in thousands):



	2019			2018
Deferred income tax assets:
Labor accruals	$	236		$	194
State income taxes	—			97
Net operating losses	1,112			706
Prepaid insurance and other	422			457
Impairments of real estate development assets	719			1,557
Minimum pension liability adjustment	820			644
Amortization	295			203
Total deferred income tax assets	3,604			3,858
Valuation allowance	(362		)	—
Total net deferred income tax assets	3,242			3,858

Deferred income tax liabilities:
Property taxes	(150		)	(165		)
Depreciation	(13,630		)	(13,230		)
Book and tax basis difference of acquired assets	(9,661		)	(9,886		)
Unrealized net gain on Calavo investment	(4,142		)	(5,830		)
Other	(5		)	(119		)
Total deferred income tax liabilities	(27,588		)	(29,230		)
Net deferred income tax liabilities	$	(24,346	)	$	(25,372	)

Reconciliation of Income Tax Provision from that Computed Using the Federal Statutory Rate

15. Income Taxes (continued)



	2019					2018					2017
	Amount			%		Amount			%		Amount			%
Provision at statutory rates	$	1,351		(21.0	)%	$	(3,125	)	(23.3	)%	$	(3,613	)	(34.0	)%
State income tax, net of federal benefit	316			(4.9	)%	(768		)	(5.7	)%	(580		)	(5.5	)%
Dividend exclusion	28			(0.4	)%	49			0.4	%	67			0.6	%
Meals and entertainment	(90		)	1.4	%	—			—		—			—
Transaction costs	(137		)	2.1	%	—			—		—			—
Production deduction	—			—		—			—		148			1.4	%
Tax law change	—			—		10,295			76.4	%	$	—		—
State rate adjustment	(109		)	1.7	%	—			—		—			—
Valuation allowance	(393		)	6.1	%	—			—		—			—
Minority interest	116			(1.8	)%	—			—		—			—
Other permanent items	15			(0.3	)%	278			2.1	%	(99		)	(0.9	)%
Total income tax benefit (provision)	$	1,097		(17.1	)%	$	6,729		49.9	%	$	(4,077	)	(38.4	)%

Prepaid Expenses and Other Current Assets

12 Months Ended

Oct. 31, 2019

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Prepaid Expenses And Other Current Assets

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following at October 31 (in thousands):



	2019		2018
Prepaid supplies and insurance	$	3,199	$	1,843
Note receivable and related interest	181		2,797
Real estate development held-for-sale	2,543		5,024
Lemon supplier advances, deferred lease expense and other	2,230		864
	$	8,153	$	10,528

Property, Plant and Equipment - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Sep. 30, 2019	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2017
Property, Plant and Equipment [Line Items]
Depreciation expense		$ 7,944	$ 7,178	$ 6,370
Net proceeds from sales of property assets		3,978	0	0
Gain on sale of property assets		$ 1,069	$ 0	$ 0
Mercantile
Property, Plant and Equipment [Line Items]
Net proceeds from sales of property assets	$ 4,000
Gain on sale of property assets	$ 586

Income Taxes - Reconciliation of Income before Income Taxes for Domestic and Foreign Locations (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2017
Income Tax Disclosure [Abstract]
United States	$ (6,285)	$ 13,099	$ 11,386
Foreign	(278)	384	(760)
(Loss) income before income tax benefit (provision)	$ (6,563)	$ 13,483	$ 10,626

Retirement Plans - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2017
Pension Plan
Defined Benefit Plan Disclosure [Line Items]
Funding contributions	$ 600	$ 600
Pension Plan \| Domestic Equity
Defined Benefit Plan Disclosure [Line Items]
Long-term asset allocation target percentage	30.00%
Pension Plan \| International Equity
Defined Benefit Plan Disclosure [Line Items]
Long-term asset allocation target percentage	10.00%
Pension Plan \| Fixed Income
Defined Benefit Plan Disclosure [Line Items]
Long-term asset allocation target percentage	60.00%
401(k) Plan
Defined Benefit Plan Disclosure [Line Items]
Matching contribution percentage (up to)	4.00%
Maximum annual earnings that may be deferred (up to)	100.00%
Additional matching contribution percentage on deferrals (up to)	4.00%
Period after which employees are 100% vested	6 years
Annual vesting rate	20.00%
Plan contribution expense	$ 927	$ 823	$ 774

Earnings Per Share - Computations for Basic and Diluted Net (Loss) Income Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2017
Basic net income per common share:
Net (loss) income applicable to common stock	$ (6,444)	$ 19,687	$ 6,035
Effect of unvested, restricted stock	(51)	(34)	0
Numerator: Net (loss) income for basic EPS	$ (6,495)	$ 19,653	$ 6,035
Denominator: Weighted-average common shares outstanding-basic (in shares)	17,580	15,581	14,315
Basic net (loss) income per common share (in dollars per share)	$ (0.37)	$ 1.26	$ 0.42
Diluted net (loss) income per common share:
Numerator: Net (loss) income for diluted EPS	$ (6,495)	$ 20,188	$ 6,595
Weighted average common shares-basic (in shares)	17,580	15,581	14,315
Effect of dilutive unvested, restricted stock and preferred stock (in shares)	0	628	0
Weighted average common shares - diluted (in shares)	17,580	16,209	14,315
Diluted net (loss) income per common share (in dollars per share)	$ (0.37)	$ 1.25	$ 0.42

Stockholders' Equity (Tables)

12 Months Ended

Oct. 31, 2019

Stockholders' Equity Note [Abstract]

Summary of the Performance, Executive, and Director Awards Granted under the Stock Plan

A summary of the Performance, Executive, and Director awards granted under the Stock Plan during fiscal years 2019, 2018 and 2017, and the weighted average grant price is as follows:



	Year Ended October 31,
	2019			2018			2017
	Number of Shares	Weighted-Average Grant Price		Number of Shares	Weighted-Average Grant Price		Number of Shares	Weighted-Average Grant Price
Performance Awards	40,095	$	18.74	41,291	$	22.86	44,688	$	19.92
Executive Awards	90,000	$	19.84	90,000	$	22.19	—	$	—
Director Awards	15,642	$	21.65	14,033	$	22.00	18,956	$	17.02
Total	145,737	$	19.73	145,324	$	22.36	63,644	$	19.06

Summary of Restricted Stock Activity

A summary of the status of the Company’s nonvested shares as of October 31, 2019, and changes during the year ended October 31, 2019, is presented below.



	Number of Shares		Weighted-Average Grant Price
Nonvested at October 31, 2018	126,282		$	22.04
Vested	(85,271	)	$	20.97
Granted	130,095		$	19.50
Nonvested at October 31, 2019	171,106		$	20.64

Equity in Investments - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Feb. 28, 2017	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2017	Oct. 31, 2007	Feb. 24, 2017	Feb. 23, 2017	Oct. 31, 2014	Aug. 14, 2014	May 31, 2007
Schedule of Equity Method Investments [Line Items]
Payment to acquire equity method investment		$ 4,000	$ 3,500	$ 7,450
Goodwill		1,839	1,431	876
Amortization of intangible assets		689	84	85
Expected future amortization of intangible assets in 2020		1,037
Expected future amortization of intangible assets in 2021		1,027
Expected future amortization of intangible assets in 2022		976
Expected future amortization of intangible assets in 2023		976
Expected future amortization of intangible assets in 2024		$ 976
PDA
Schedule of Equity Method Investments [Line Items]
Goodwill						$ 196
Limco Del Mar, Ltd.
Schedule of Equity Method Investments [Line Items]
Ownership interest		50.00%
Expense reimbursements received		$ 159	163	146
Limco Del Mar, Ltd. \| General Partner
Schedule of Equity Method Investments [Line Items]
Ownership interest		1.30%
Limco Del Mar, Ltd. \| Limited Partner
Schedule of Equity Method Investments [Line Items]
Ownership interest		26.80%
Limco Del Mar, Ltd. \| Limco Del Mar, Ltd.
Schedule of Equity Method Investments [Line Items]
Purchases from related parties		$ 1,674	2,361	2,271
Amounts due to related parties		$ 554	709
Romney Property Partnership
Schedule of Equity Method Investments [Line Items]
Ownership interest										75.00%
Payment to acquire equity method investment					$ 489
Percentage of net profits, losses and cash flows received		75.00%
Romney Property Partnership \| Individual Partner in the Romney Property Partnership
Schedule of Equity Method Investments [Line Items]
Percentage of net profits, losses and cash flows received		25.00%
Rosales
Schedule of Equity Method Investments [Line Items]
Ownership interest		47.00%				47.00%	35.00%	35.00%
Difference between carrying amount and underlying equity	$ 925								$ 1,683
Goodwill	143								$ 343
Intangible assets acquired	$ 2,122
Amortization of intangible assets		$ 298	337	$ 290
Expected future amortization of intangible assets in 2020		179
Expected future amortization of intangible assets in 2021		179
Expected future amortization of intangible assets in 2022		118
Expected future amortization of intangible assets in 2023		87
Expected future amortization of intangible assets in 2024		76
Rosales \| PDA
Schedule of Equity Method Investments [Line Items]
Ownership interest				12.00%		13.00%
Rosales \| Rosales
Schedule of Equity Method Investments [Line Items]
Amounts due from (to) related parties		156	(65)
Rosales \| Rosales \| Lemons and Oranges
Schedule of Equity Method Investments [Line Items]
Purchases from related parties		4,315	7,658	$ 4,283
Rosales \| Rosales \| Lemons
Schedule of Equity Method Investments [Line Items]
Revenue from related parties		3,741	$ 3,849	$ 2,097
Limoneira Lewis Community Builders
Schedule of Equity Method Investments [Line Items]
Difference between carrying amount and underlying equity		11,294
Net income from equity method investment prior to basis amortization		4,368
Historical investment in the project		42,722
Amortization of capitalized interest and certain other costs		$ 1,498

Related-Party Transactions

12 Months Ended

Oct. 31, 2019

Related-Party Transactions

The Company has transactions with various related-parties as summarized in the tables below (in thousands):



As of and for the year ending October 31, 2019:
		Balance Sheet										Consolidated Statement of Operations
Ref	Related Party	Accounts Receivable		Other Assets		Accounts Payable		Growers Payable		Dividends Paid		Net Revenue - Agribusiness		Net Revenue - Rental Operations		Agribusiness Expense and Other		Other Income, Net
1	Employees	$	—	$	—	$	—	$	—	$	—	$	—	$	744	$	—	$	—
2	Mutual water companies	—		473		11		—		—		—		—		838		—
3	Cooperative association	—		—		35		—		—		—		—		1,687		—
4	Calavo	—		—		—		—		506		3,080		400		1,096		250
5	Third party growers	—		—		—		2		—		—		—		10		—
6	Cadiz / Fenner / WAM	—		—		—		—		—		—		—		186		—
7	Colorado River Growers	376		—		—		—		—		306		—		5,476		—
8	YMIDD	—		—		—		—		—		—		—		150		—
9	FGF	2,609		—		906		—		—		867		—		10,300		—

14. Related-Party Transactions (continued)



As of and for the year ending October 31, 2018:
		Balance Sheet										Consolidated Statement of Operations
Ref	Related Party	Accounts Receivable		Other Assets		Accounts Payable		Growers Payable		Dividends Paid		Net Revenue - Agribusiness		Net Revenue - Rental Operations		Agribusiness Expense and Other		Other Income, Net
1	Employees	$	—	$	—	$	—	$	—	$	—	$	—	$	706	$	—	$	—
2	Mutual water companies	—		343		142		—		—		—		—		1,102		—
3	Cooperative association	—		—		142		—		—		—		—		1,869		—
4	Calavo	—		—		3		—		432		6,576		293		367		285
5	Third party growers	—		—		—		487		—		—		—		2,279		—
6	Cadiz / Fenner / WAM	—		—		100		—		—		—		—		178		—
7	Colorado River Growers	232		—		—		—		—		374		—		3,707		—
8	YMIDD	—		—		—		—		—		—		—		213		—



For the year ending October 31, 2017:
		Consolidated Statement of Operations
Ref	Related Party	Net Revenue - Agribusiness		Net Revenue - Rental Operations		Agribusiness Expense and Other		Other Income, Net
1	Employees	$	—	$	724	$	—	$	—
2	Mutual water companies	—		—		871		—
3	Cooperative association	—		—		1,843		—
4	Calavo	9,522		287		276		270
5	Third party growers	—		—		2,441		—
6	Cadiz / Fenner / WAM	—		—		144		—
7	Colorado River Growers	476		—		3,959		—
8	YMIDD	—		—		76		34

(1) Employees - The Company rents certain of its residential housing assets to employees on a month-to-month basis and recorded rental income from employees. There were no rental payments due from employees at October 31, 2019 and 2018.

(2) Mutual water companies - The Company has representation on the boards of directors of the mutual water companies in which the Company has investments. The Company recorded capital contributions, purchased water and water delivery services and had water payments due to the mutual water companies.

(3) Cooperative association - The Company has representation on the board of directors of a non-profit cooperative association that provides pest control services for the agricultural industry. The Company purchased services and supplies from and had payments due to the cooperative association.

(4) Calavo - The Company has an investment in and representation on the board of directors of Calavo and Calavo has an investment in and had representation on the board of directors of the Company through December 2018. The Company recorded dividend income on its investment in Calavo, paid dividends to Calavo and had avocado sales to Calavo. Additionally, the Company leases office space to Calavo, purchases storage services from Calavo and had amounts due to Calavo for those services.

(5) Third party growers - Certain members of the Company’s board of directors, or entities owned or controlled by members of the board of directors, market lemons through the Company and the Company had payments due to them for such lemon procurement.

(6) Cadiz / Fenner / WAM - A member of the Company’s board of directors serves as the CEO, President and a member of the board of directors of Cadiz, Inc. In 2013, the Company entered a long-term lease agreement (the “Lease”) with Cadiz Real Estate, LLC (“Cadiz”), a wholly owned subsidiary of Cadiz, Inc., and currently leases 670 acres located in eastern San Bernardino County, California. The annual base rental is equal to the sum of $200 per planted acre and 20% of gross revenues from the sale of harvested lemons (less operating expenses), not to exceed $1,200 per acre per year. In 2016, Cadiz assigned this lease to Fenner Valley Farms,

14. Related-Party Transactions (continued)

LLC (“Fenner”), a subsidiary of Water Asset Management, LLC (“WAM”). An entity affiliated with WAM is the holder of 9,300 shares of Limoneira Company Series B-2 convertible preferred stock.

(7) Colorado River Growers, Inc. (“CRG”) - The Company has representation on the board of directors of CRG, a non-profit cooperative association of fruit growers engaged in the agricultural harvesting business in Yuma County, Arizona. The Company paid harvest expense to CRG, provided harvest management and administrative services to CRG and had a receivable due from CRG for such services.

(8) Yuma Mesa Irrigation and Drainage District (“YMIDD”) - The Company has representation on the board of directors of YMIDD. The Company purchased water from YMIDD and had amounts payable to them for such purchases.

(9) FGF - The Company advances funds to FGF for fruit purchases which are recorded as an asset until the sales occur and the remaining proceeds become due to FGF. Additionally, FGF provided farming, packing and administrative services to Trapani Fresh from acquisition to October 31, 2019. The Company had a payable due to FGF for such fruit purchases and services.

Accrued Liabilities (Tables)

12 Months Ended

Oct. 31, 2019

Accounts Payable and Accrued Liabilities, Current [Abstract]

Accrued Liabilities

Accrued liabilities consist of the following at October 31 (in thousands):



	2019		2018
Compensation	$	1,973	$	2,784
Property taxes	652		785
Lemon supplier payables	899		1,214
Capital expenditures, allowance and packing and harvest expenses	3,191		1,769
Payable to FGF	906		—
Other	1,546		1,172
	$	9,167	$	7,724

Real Estate Development - Schedule of Real Estate Development Assets (Details) - USD ($) $ in Thousands	Oct. 31, 2019	Jul. 31, 2019	Oct. 31, 2018
Real Estate Properties [Line Items]
Real estate development assets	$ 17,602	$ 17,602	$ 107,162
East Area I
Real Estate Properties [Line Items]
Real estate development assets		0	91,357
Retained property - East Area I
Real Estate Properties [Line Items]
Real estate development assets	$ 11,943	11,943	10,408
East Area II
Real Estate Properties [Line Items]
Real estate development assets		$ 5,659	$ 5,397

Earnings Per Share

12 Months Ended

Oct. 31, 2019

Earnings Per Share [Abstract]

Earnings Per Share

Basic net (loss) income per common share is calculated using the weighted-average number of common shares outstanding during the period without consideration of the dilutive effect of conversion of preferred stock. Diluted net (loss) income per common share is calculated using the weighted-average number of common shares outstanding during the period plus the dilutive effect of conversion of unvested, restricted stock and preferred stock. The Series B and Series B-2 convertible preferred shares were anti-dilutive for fiscal years ended October 31, 2019 and 2017 and dilutive for fiscal years ended October 31, 2018. The computations for basic and diluted net (loss) income per common share are as follows (in thousands, except per share amounts):

13. Earnings Per Share (continued)



	Year ended October 31,
	2019			2018	2017
Basic net (loss) income per common share:
Net (loss) income applicable to common stock	$	(6,444	)