Limoneira CO

Previous wording

Historically, our agribusiness division has been seasonal in nature with quarterly revenue fluctuating depending on the timing and variety of crops being harvested. Cultural costs, also referred to as growing costs, in our agribusiness division tend to be higher in the first and second quarters and lower in the third and fourth quarters because of the timing of expensing cultural costs in the current year that were inventoried in the prior year. Our harvest costs generally increase in the second quarter and peak in the third quarter, coinciding with the increasing production and revenue.

Current wording

Historically, our agribusiness division has been seasonal in nature with quarterly revenue fluctuating depending on the timing and variety of crops being harvested. Cultural costs, also referred to as growing costs, in our agribusiness division tend to be higher in the first and second quarters and lower in the third and fourth quarters because of the timing of expensing cultural costs in the current year that were inventoried in the prior year. Our harvest costs generally increase in the second quarter and peak in the third quarter, coinciding with the increase in production and revenue.

Previous wording

Our avocado plantings have been profitable and historically have been pursued to diversify our product line. We plan to expand our avocado production by 1,000 acres through fiscal year 2027 to capitalize on robust consumer demand trends.

Current wording

Our avocado plantings have been profitable and historically have been pursued to diversify our product line. Since fiscal year 2023, we expanded our avocado production by 500 acres, and we plan to expand an additional 500 acres through fiscal year 2027. This 1,000-acre expansion reflects our strategy to capitalize on robust consumer demand trends for avocados.

Previous wording

Our water resources include water rights, usage rights and pumping rights to the water in aquifers under, and canals that run through, the land we own. We believe we have adequate supplies of water for our agribusiness segments as well as our rental and real estate development activities. Water for our farming operations located in Ventura County, California is sourced from the existing water resources associated with our land, which includes approximately 8,700 acre-feet of water rights in the adjudicated Santa Paula Basin (aquifer) and the un-adjudicated Fillmore Basin (aquifer). Our Windfall Farms property located in San Luis Obispo County, California obtains water from wells that derive water from the Paso Robles Basin (aquifer). Our farming operations in Yuma, Arizona source water from the Colorado River through the YMIDD, where we have access to approximately 11,500 acre-feet of Class 3 Colorado River water rights. We use ground water provided by wells and surface water for our PDA and San Pablo farming operations in La Serena, Chile and our Trapani Fresh farming operations in Argentina.

Current wording

Our water resources include water rights, usage rights and pumping rights to the water in aquifers under, and canals that run through, the land we own. We believe we have adequate supplies of water for our agribusiness segments as well as our rental and real estate development activities. Water for our farming operations located in Ventura County, California is sourced from the existing water resources associated with our land, which includes approximately 8,700 acre-feet of water rights in the adjudicated Santa Paula Basin (aquifer) and additional rights in the un-adjudicated Fillmore Basin (aquifer). Our Windfall Farms property located in San Luis Obispo County, California obtains water from wells that derive water from the Paso Robles Basin (aquifer). Our farming operations in Yuma, Arizona source water from the Colorado River through the YMIDD, where we have access to approximately 11,500 acre-feet of Class 3 Colorado River water rights. We use ground water provided by wells and surface water for our PDA and San Pablo farming operations in La Serena, Chile and our Trapani Fresh farming operations in Argentina.

Previous wording

On December 17, 2024, we declared a cash dividend of $0.075 per common share payable on January 15, 2025, in the aggregate amount of $1.4 million to common stockholders of record as of December 30, 2024.

Current wording

On April 4, 2025, we declared a cash dividend of $0.075 per common share paid on April 11, 2025, in the aggregate amount of $1.4 million to common stockholders of record as of March 31, 2025.

Previous wording

Due to significant depreciable assets associated with the nature of our operations and interest costs associated with our capital structure, management believes that earnings before interest, income taxes, depreciation and amortization (“EBITDA”) and adjusted EBITDA, which excludes stock-based compensation and gain on disposal of assets, net are important measures to evaluate our results of operations between periods on a more comparable basis. Such measurements are not prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and should not be construed as an alternative to reported results determined in accordance with GAAP. The non-GAAP information provided is unique to us and may not be consistent with methodologies used by other companies.

Current wording

Due to significant depreciable assets associated with the nature of our operations and interest costs associated with our capital structure, management believes that earnings before interest, income taxes, depreciation and amortization (“EBITDA”) and adjusted EBITDA, which excludes stock-based compensation, loss (gain) on disposal of assets, net and severance benefits are important measures to evaluate our results of operations between periods on a more comparable basis. Such measurements are not prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and should not be construed as an alternative to reported results determined in accordance with GAAP. The non-GAAP information provided is unique to us and may not be consistent with methodologies used by other companies.

Previous wording

EBITDA and adjusted EBITDA are summarized and reconciled to net loss attributable to Limoneira Company which management considers to be the most directly comparable financial measure calculated and presented in accordance with GAAP, as follows (in thousands):

Current wording

EBITDA and adjusted EBITDA are summarized and reconciled to net (loss) income attributable to Limoneira Company which management considers to be the most directly comparable financial measure calculated and presented in accordance with GAAP, as follows (in thousands):

Previous wording

•Lemons: The decrease for the first quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to lower prices of fresh lemons sold. Fresh lemon sales were $21.2 million and $23.9 million, in aggregate, on 1,147,000 and 1,137,000 cartons of lemons sold at average per carton prices of $18.44 and $21.06 for the first quarter of fiscal years 2025 and 2024, respectively. Lemon revenues included brokered lemons and other lemon sales of $2.2 million and $2.9 million, lemon packing of $4.5 million and $5.6 million and lemon by-product sales of $0.4 million and $0.5 million, for the first quarter of fiscal years 2025 and 2024, respectively.

Current wording

•Lemons: The decrease for the second quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to decreased volume and lower prices of fresh lemons sold. Fresh packed lemon sales were $19.7 million and $25.8 million, in aggregate, on 1,357,000 and 1,446,000 cartons of lemons sold at average per carton prices of $14.52 and $17.85, for the second quarter of fiscal years 2025 and 2024, respectively. Lemon revenues included brokered lemons and other lemon sales of $2.3 million and $3.8 million, lemon packing of $4.7 million and $5.0 million and lemon by-product sales of $0.6 million and $1.2 million, for the second quarter of fiscal years 2025 and 2024, respectively.

Previous wording

•Oranges: The increase for the first quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to higher prices, partially offset by decreased volume of oranges sold. We sold 75,000 and 80,000 cartons of oranges at an average per carton price of $20.91 and $14.26, for the first quarter of fiscal years 2025 and 2024, respectively.

Current wording

•Oranges: The increase for the second quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to increased volume, partially offset by lower prices of oranges sold. We sold 92,000 and 66,000 cartons of oranges at average per carton prices of $17.07 and $17.58, for the second quarter of fiscal years 2025 and 2024, respectively.

Previous wording

•Farm management: Farm management revenue is comprised primarily of Northern Properties farming, management and operations services. The decrease in farm management revenues for the first quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to farm management decisions based on weather and crop conditions.

Current wording

•Farm management: Farm management revenue, comprised primarily of Northern Properties farming, management and operations services, decreased for the second quarter of fiscal year 2025, compared to the same period of fiscal year 2024, primarily due to the FMA termination effective March 31, 2025.

Previous wording

Total costs and expenses for the three months ended January 31, 2025, were $39.7 million, compared to $47.5 million for the same period of fiscal year 2024. The 17% decrease of $7.8 million was primarily due to gains on sales of water rights and decreases in agribusiness costs and expenses and selling, general and administrative expenses. Agribusiness costs and expenses are detailed below ($ in thousands):

Current wording

Total costs and expenses were $38.5 million for the three months ended April 30, 2025, compared to $49.3 million for the same period of fiscal year 2024. The 22% decrease of $10.8 million was primarily due to decreases in agribusiness costs and expenses and in selling, general and administrative expenses. Agribusiness costs and expenses are detailed below ($ in thousands):

Previous wording

•Packing costs: Packing costs consist primarily of the costs to pack lemons for sale such as labor and benefits, cardboard cartons, fruit treatments, packing and shipping supplies, subcontracted costs and facility operating costs. We packed and sold 1,147,000 and 1,137,000 cartons of lemons at average per carton costs of $9.23 and $9.43, for the first quarter of fiscal years 2025 and 2024, respectively.

Current wording

•Packing costs: Packing costs consist primarily of the costs to pack lemons for sale such as labor and benefits, cardboard cartons, fruit treatments, packing and shipping supplies, subcontracted costs and facility operating costs. We packed and sold 1,357,000 and 1,446,000 cartons of lemons at average per carton costs of $8.94 and $9.39, for the second quarter of fiscal years 2025 and 2024, respectively. The decrease in per carton packing costs was primarily due to decreased subcontracted costs.

Previous wording

•Harvest costs: The decrease for the first quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to decreased wine grapes harvested due to harvest timing.

Current wording

•Harvest costs: The decrease for the second quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to decreased volume of lemons harvested due to harvest timing.

Previous wording

•Growing 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. The decrease for the first quarter of fiscal year 2025, compared to the same period for fiscal year 2024, was primarily due to farm management decisions based on weather, harvest timing and crop conditions.

Current wording

•Growing 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. The decrease for the second quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to the decrease in farm management growing costs related to the FMA termination and farm management decisions made in response to weather, harvest timing and crop conditions.

Previous wording

•Third-party grower and supplier costs: We sell fruit that we grow and fruit that we procure from other growers and suppliers. The cost of procuring fruit from other growers and suppliers is referred to as third-party grower and supplier costs. The decrease for the first quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to lower prices of third-party grower fruit. We incurred costs for third-party grower fruit of $11.7 million and $14.7 million for the first quarter of fiscal years 2025 and 2024, respectively. Of the 1,147,000 and 1,137,000 cartons of lemons packed and sold, 953,000 (83%) and 952,000 (84%) were procured from third-party growers at average per carton prices of $12.23 and $15.41 for the first quarter of fiscal years 2025 and 2024, respectively. Additionally, we incurred $2.7 million and $3.0 million of costs for brokered fruit for the first quarter of fiscal years 2025 and 2024, respectively.

Current wording

•Third-party grower and supplier costs: We sell fruit that we grow and fruit that we procure from other growers and suppliers. The cost of procuring fruit from other growers and suppliers is referred to as third-party grower and supplier costs. The decrease for the second quarter of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to lower prices, partially offset by increased volume of third-party grower fruit sold. We incurred costs for third-party grower fruit of $10.1 million and $12.4 million, for the second quarter of fiscal years 2025 and 2024, respectively. Of the 1,357,000 and 1,446,000 cartons of lemons packed and sold, 1,250,000 (92%) and 1,099,000 (76%) were procured from third-party growers at average per carton prices of $8.12 and $11.36, for the second quarter of fiscal years 2025 and 2024, respectively. Additionally, we incurred $2.3 million and $3.5 million of costs for brokered fruit, for the second quarter of fiscal years 2025 and 2024, respectively.

Previous wording

•Depreciation and amortization: Depreciation and amortization expense for the first quarter of fiscal year 2025 was similar to the same period of fiscal year 2024.

Current wording

•Depreciation and amortization: Depreciation and amortization expense for the second quarter of fiscal year 2025 was similar compared to the same period of fiscal year 2024.

Previous wording

•$0.4 million net decrease in consulting and legal fees primarily associated with our strategic initiatives;

Current wording

•$2.4 million net decrease in consulting and legal fees primarily associated with our strategic initiatives;

Previous wording

•$0.1 million net decrease in salaries, benefits and incentive compensation; and

Current wording

•$0.3 million net decrease in salaries, benefits and incentive compensation; and

Previous wording

•$0.3 million net decrease in other selling, general and administrative expenses.

Current wording

•$1.0 million net increase in other selling, general and administrative expenses.

Previous wording

Net (gain) loss attributable to noncontrolling interest represents 10% of PDA’s net income or loss for the period and 49% of Trapani Fresh’s net loss for the period.

Current wording

Net loss attributable to noncontrolling interest reflects 10% of PDA’s net income and 49% of Trapani Fresh’s net loss for the second quarter of fiscal years 2025 and 2024, respectively.

Previous wording

Total net revenues for the three months ended January 31, 2025, were $34.3 million, compared to $39.7 million for the same period of 2024. The 14% decrease of $5.4 million was primarily due to decreased agribusiness revenues from lemons, specialty citrus and wine grapes and farm management, partially offset by increased agribusiness revenues from oranges, as detailed below ($ in thousands):

Current wording

Total net revenues were $69.4 million for the six months ended April 30, 2025, compared to $84.3 million for the same period of fiscal year 2024. The 18% decrease of $14.9 million was primarily due to decreased agribusiness revenues from lemons, specialty citrus and wine grapes, and farm management, partially offset by increased agribusiness revenues from avocados and oranges, as detailed below ($ in thousands):

Previous wording

•Growing costs decrease of $0.9 million;

Current wording

•Lemons: The decrease for the first six months of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to decreased volume and lower prices of fresh lemons sold. Fresh packed lemon sales were $40.9 million and $49.8 million, in aggregate, on 2,504,000 and 2,583,000 cartons of lemons sold at average per carton prices of $16.31 and $19.27, for the first six months of fiscal years 2025 and 2024, respectively. Lemon revenues included brokered lemons and other lemon sales of $4.6 million and $6.8 million, lemon packing of $9.2 million and $10.6 million and lemon by-product sales of $0.9 million and $1.7 million, for the first six months of fiscal years 2025 and 2024, respectively.

Previous wording

•Specialty citrus and wine grapes: Specialty citrus revenue for the first quarters of fiscal years 2025 and 2024 was $0.5 million. Due to harvest timing, no wine grape revenue was recorded for the first quarter of fiscal year 2025, compared to $0.6 million in the first quarter of fiscal year 2024.

Current wording

•Specialty citrus and wine grapes: The decrease for the first six months of fiscal year 2025, compared to the same period of fiscal year 2024, was primarily due to a decrease in wine grape revenues. Due to harvest timing, no wine grape revenue was recorded for the first six months of fiscal year 2025, compared to $0.6 million for the first six months of fiscal year 2024.

Previous wording

•Other: Other revenue is comprised primarily of fallowing and shipping revenue. Other revenue for the first quarter of fiscal year 2025 was similar to the same period of fiscal year 2024.

Current wording

•Other: Other revenue, comprised primarily of fallowing and shipping, for the first six months of fiscal year 2025 was similar compared to the same period of fiscal year 2024.

Previous wording

Gain on sales of water rights was $1.5 million for the first quarter of fiscal year 2025 due to three separate sale transactions of Santa Paula Basin water pumping rights.

Current wording

Gain on sales of water rights was $1.5 million for the first six months of fiscal year 2025. There were no sales of water rights for the same period of fiscal year 2024.

Previous wording

We recorded an estimated income tax benefit of $2.4 million and $4.2 million for the first quarter of fiscal years 2025 and 2024 on pre-tax loss of $5.5 million and $7.9 million, respectively. The tax benefit recorded for the first quarter of fiscal year 2025 differs from the U.S. federal statutory tax rate of 21.0% primarily due to foreign jurisdictions that are taxed at different rates, state taxes, tax impact of stock-based compensation, executive compensation, nondeductible tax items and valuation allowances on certain deferred tax assets of foreign subsidiaries. Our projected annual effective blended tax rate for fiscal year 2025, excluding discrete items, is approximately 43.1%.

Current wording

We recorded an estimated income tax benefit (provision) of $2.1 million and $(1.0) million on pre-tax (loss) income of $(8.5) million and $3.9 million, for the first six months of fiscal years 2025 and 2024, respectively. The tax benefit recorded for the first six months of fiscal year 2025 differs from the U.S. federal statutory tax rate of 21.0% primarily due to foreign jurisdictions that are taxed at different rates, state taxes, tax impact of stock-based compensation, executive compensation, nondeductible tax items and valuation allowances on certain deferred tax assets of foreign subsidiaries. Our projected annual effective blended tax rate for fiscal year 2025, excluding discrete items, is approximately 24.0%.

Previous wording

Fresh lemons segment revenue is comprised of sales of fresh lemons, lemon by-products, brokered lemons and other lemon revenue. Our fresh lemons segment total net revenues were $23.7 million for the first quarter of fiscal year 2025, compared to $27.4 million for the same period in fiscal year 2024. The (13)% decrease of $3.7 million was primarily due to:

Current wording

Fresh lemons segment revenue is comprised of sales of fresh lemons, lemon by-products, brokered lemons and other lemon revenue. Our fresh lemons segment total net revenues were $22.7 million for the second quarter of fiscal year 2025, compared to $30.8 million for the same period of fiscal year 2024. The 26% decrease of $8.1 million was primarily due to:

Previous wording

•Lemon by-products sales decrease of $0.2 million; and

Current wording

•Lemon by-products sales decrease of $0.6 million.

Previous wording

Costs and expenses associated with our fresh lemons segment include growing costs, harvest costs, cost of lemons we procure from third-party growers and suppliers and packing service charges incurred from the lemon packing segment to pack lemons for sale. For the first quarter of fiscal years 2025 and 2024, our fresh lemons segment costs and expenses were $24.4 million and $28.8 million, respectively. The 15% decrease of $4.4 million was primarily due to:

Current wording

Costs and expenses associated with our fresh lemons segment include growing costs, harvest costs and cost of lemons we procure from third-party growers and suppliers. Our fresh lemons segment costs and expenses were $22.3 million for the second quarter of fiscal year 2025, compared to $28.9 million for the same period of fiscal year 2024. The 23% decrease of $6.6 million was primarily due to:

Previous wording

•Harvest costs decrease of $0.2 million;

Current wording

•Harvest costs decrease of $1.5 million; and

Previous wording

Lemon packing segment revenue is comprised of packing revenue and intersegment packing revenue. For the first quarter of fiscal years 2025 and 2024, our lemon packing segment total net revenues were $11.8 million and $12.3 million, respectively. The 4% decrease of $0.5 million was primarily due to decreased packing revenue.

Current wording

Lemon packing segment revenue is comprised of packing revenue and intersegment packing revenue. Our lemon packing segment total net revenues were $13.8 million for the second quarter of fiscal year 2025, compared to $15.9 million for the same period of fiscal year 2024. The 13% decrease of $2.1 million was primarily due to decreased volume of lemons packed and sold.

Previous wording

Costs and expenses associated with our lemon packing segment consist of the costs to pack lemons for sale such as labor and benefits, cardboard cartons, fruit treatments, packing and shipping supplies, subcontracted costs and facility operating costs. Our lemon packing costs and expenses were $10.6 million and $10.7 million, for the first quarter of fiscal years 2025 and 2024, respectively.

Current wording

Costs and expenses associated with our lemon packing segment consist of the costs to pack lemons for sale such as labor and benefits, cardboard cartons, fruit treatments, packing and shipping supplies, subcontracted costs and facility operating costs. Our lemon packing costs and expenses were $12.1 million for the second quarter of fiscal year 2025, compared to $13.6 million for the same period of fiscal year 2024. The 11% decrease of $1.5 million was primarily due to decreased subcontracted costs.

Previous wording

Lemon packing segment operating income per carton sold was $1.07 and $1.40, for the first quarter of fiscal years 2025 and 2024, respectively.

Current wording

Lemon packing segment operating income per carton sold was $1.27 for the second quarter of fiscal year 2025, compared to $1.58 for the same period of fiscal year 2024.

Previous wording

The lemon packing segment included $7.3 million and $6.7 million of intersegment revenues for the first quarter of fiscal years 2025 and 2024, respectively, that were charged to the fresh lemons segment to pack lemons for sale. Such intersegment revenues and expenses are eliminated in our consolidated financial statements.

Current wording

The lemon packing segment included $9.2 million of intersegment revenues for the second quarter of fiscal year 2025, compared to $10.9 million for the same period of fiscal year 2024, that were charged to the fresh lemons segment to pack lemons for sale. Such intersegment revenues and expenses are eliminated in our consolidated financial statements.

Previous wording

For the first quarter of fiscal year 2025, our avocados segment had revenues of $0.2 million, compared to no revenues in the same period of fiscal year 2024.

Current wording

Our avocados segment had revenues of $2.8 million for the second quarter of fiscal year 2025, compared to $2.3 million for the same period of fiscal year 2024.

Previous wording

Costs and expenses associated with our avocados segment include growing and harvest costs.

Current wording

Costs and expenses associated with our avocados segment include growing and harvest costs. Our avocados segment costs and expenses were $1.6 million for the second quarter of fiscal year 2025, compared to $1.4 million for the same period of fiscal year 2024. The increase of $0.2 million was primarily due to:

Previous wording

•Farm management revenues decrease of $0.9 million;

Current wording

•Farm management revenues decrease of $1.7 million;

Previous wording

•Shipping costs decrease of $0.1 million; and

Current wording

•Other revenues decrease of $0.1 million; and

Previous wording

•Oranges revenues increase of $0.4 million; and

Current wording

•Orange revenues increase of $0.4 million.

Previous wording

Costs and expenses associated with our other agribusiness segment include growing costs, harvest costs, brokered fruit costs and shipping costs. Our other agribusiness costs and expenses were $3.9 million and $4.5 million for the first quarter of fiscal years 2025 and 2024, respectively. The 13% decrease of $0.6 million was primarily due to:

Current wording

Costs and expenses associated with our other agribusiness segment include growing costs, harvest costs, brokered fruit costs and shipping costs. Our other agribusiness costs and expenses were $3.0 million for the second quarter of fiscal year 2025, compared to $5.7 million for the same period of fiscal year 2024. The 47% decrease of $2.7 million was primarily due to:

Previous wording

Total agribusiness depreciation and amortization expenses were $1.8 million and $1.7 million for the first quarter of fiscal years 2025 and 2024, respectively.

Current wording

Total agribusiness depreciation and amortization expenses were $1.9 million for the second quarter of fiscal year 2025, compared to $1.8 million for the same period of fiscal year 2024.