What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2021-01-14 compared with 2020-01-14 · 38 added, 16 removed, 52 unchanged (51% of the section changed)

13 unchanged sentences

First Quarter Ended January 31, 2019 $ 0.0750

In December 2018, we increased our quarterly dividend to $0.0750 per common share and we expect to continue to pay quarterly dividends at a similar rate to the extent permitted by the financial results of our business and other factors beyond management’s control.

In December 2020, we declared our quarterly dividend of $0.0750 per common share and we expect to continue to pay quarterly dividends at a similar rate to the extent permitted by the financial results of our business and other factors beyond management’s control.

Performance Graph

4 unchanged sentences

During the fourth quarter of fiscal year 2020, we purchased shares of our common stock as follows:

Total Number of Shares Purchased (1)

Average Price Paid per Share

Total Number of

Period Total Number of Shares Purchased (1) Weighted Average Price Paid per Share Total Number of

Shares Purchased as

1 unchanged sentence

Announced Plans or

Maximum Number

Programs(2) Maximum Number

(or Approximate

5 unchanged sentences

October 1, 2020 through October 31, 2020 — $ — — —

(1) Shares were acquired from our employees in accordance with our stock-based compensation plan as a result of share withholdings to pay income tax

related to the vesting and distribution of a restricted stock award.

(2) We currently have no Company repurchase programs in place.

Total — 208,877 $ 6,507,000

(1) We did not acquire any shares from our employees in accordance with our stock-based compensation plan.

(2) On March 12, 2020, the Board of Directors of our Company approved a share repurchase program authorizing us to repurchase up to $10.0 million of our outstanding shares of common stock through March 2021.

Selected Financial Data

2 unchanged sentences

Fiscal Years Ended October 31,

2020 2019 2018 2017 2016

Total net revenues $ 164,559 $ 171,398 $ 129,392 $ 121,309 $ 111,789

3 unchanged sentences

Diluted net (loss) income per common share $ (0.96) $ (0.37) $ 1.25 $ 0.42 $ 0.52

Total assets $ 389,600 $ 399,867 $ 421,339 $ 339,031 $ 305,448

Current and long-term debt $ 125,848 108,915 $ 80,093 $ 105,113 $ 90,672

1 unchanged sentence

Cash dividends declared per share of common stock $ 0.30 $ 0.30 $ 0.25 $ 0.22 $ 0.20

In fiscal year 2020, we sold our remaining 200,000 shares of Calavo common stock at an average price of $55.29 per share, the net proceeds from the sale were $11.0 million.

In March 2020, the CARES Act was signed into law.

We have recorded approximately $1.9 million of income tax benefit and $6.7 million federal and California refunds in fiscal years 2020 and 2021.

In March 2020, the Board of Directors of our Company approved a share repurchase program authorizing us to repurchase up to $10.0 million of our outstanding shares of common stock through March 2021.

During 2020, we repurchased 250,977 shares under the share repurchase program for approximately $3.5 million.

In fiscal year 2019, revenues increased $14.7 million as a result of the Trapani Fresh acquisition and by $8.8 million with the adoption of FASB ASU 2014-09, Revenue from Contracts with Customers (Topic 606).

In December 2018, we terminated our lease agreement with the Joint Venture who is developing the East Area I real estate development project.

As a result, we reduced our sale lease-back deferral and corresponding real estate development by $58,330,000 and reclassified $33,353,000 of our basis in the Joint Venture from real estate development to equity in investments and contributed $4.0 million to the Joint Venture.

In May 2019, we acquired a 51% interest in a joint venture, Trapani Fresh, formed with FGF, a multi-generational, family owned citrus operation in Argentina for $15.0 million, which is consolidated.

As a result, we reduced our sale lease-back deferral and corresponding real estate development by $58.3 million and reclassified $33.4 million of our basis in the Joint Venture from real estate development to equity in investments and contributed $4.0 million to the Joint Venture.

In May 2019, we acquired a 51% interest in a joint venture, Trapani Fresh, formed with FGF Trapani, a multi-generational, family owned citrus operation in Argentina for $15.0 million, which is consolidated.

In June 2018, we completed the sale of 3,136,000 shares of common stock, at a price of $22.00 per share, to institutional and other investors in a registered offering under our shelf registration statement.

6 unchanged sentences

Additionally, we contributed $7.5 million to the Joint Venture for our East Area I real estate development project.

In fiscal year 2016, we capitalized approximately $3.7 million of costs for the expansion of our lemon packing facility, which became operational in March 2016.

We purchased the Sheldon Ranch for approximately $15.1 million and capitalized approximately $6.9 million of costs related to our East Areas I & II real estate development projects.

Additionally, we capitalized approximately $5.5 million of costs related to orchard development and $1.0 million of costs related to vineyard development.

In fiscal year 2015, we capitalized approximately $15.6 million of costs for the expansion of our lemon packing facility and capitalized approximately $8.0 million of costs related to our East Areas I & II and Windfall Farms real estate development projects.

We capitalized approximately $2.7 million of costs in fiscal year 2015 for our agriculture workforce housing project, which was substantially completed in May 2015.

Additionally, in February 2015, we purchased $1.2 million of existing lemon trees and irrigation systems on 200 acres of land we lease from Cadiz.

COVID-19 Pandemic

The global spread of the novel coronavirus ("COVID-19") in recent months has negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of financial markets.

The impact of this pandemic has created significant uncertainty in the global economy and has affected our business, employees, suppliers, and customers.

The COVID-19 pandemic has had an adverse impact on the industries and markets in which we conduct business.

In particular, the United States lemon market has seen a significant decline in volume, with lemon demand falling since wide spread shelter in place orders were issued in mid-March, resulting in a significant market oversupply.

The export market for fresh product has also significantly declined due to COVID-19 impacts.

The decline in demand for our products beginning the second quarter of 2020, which we believe was a result of the COVID-19 pandemic, negatively impacted our sales and profitability for the second and third quarters of 2020.

We also expect an adverse impact on our sales and profitability in future periods.

These impacts are expected to be material.

However, the duration of these trends and the magnitude of such impacts cannot be precisely estimated at this time, as they are affected by a number of factors, many of which are outside management’s control, including those presented in - Item 1A.

Risk Factors of this Annual Report.

Although subject to unforeseen changes that may arise as the COVID-19 pandemic continues to unfold, we currently expect improvement into fiscal year 2021, specifically as restaurants and bars reopen.

We took proactive actions early on to protect the health of our employees and their families, including curtailing business travel and encouraging video conferencing whenever possible.

In addition, as the COVID-19 pandemic worsened throughout March and into April and May 2020, we allowed personnel to work remotely to the extent possible.

While we believe we have taken appropriate measures to mitigate the impacts of the COVID-19 pandemic, as the situation evolves into what could be a more prolonged pandemic, we will continue to analyze additional mitigation measures that may be needed to preserve the health and safety of our workforce and our customers and the ongoing continuity of our business operations.

Those measures might include modifying workspaces, continuing social distancing policies, implementing new personal protective equipment or health screening policies at our facilities, or such other industry best practices needed to continue to maintain a healthy and safe environment for our employees amidst the COVID-19 pandemic.

Given the economic uncertainty as a result of the COVID-19 pandemic, we have taken actions to improve our current liquidity position, including temporarily postponing capital expenditures, selling equity securities to increase cash, reducing operating costs, and substantially reducing discretionary spending.

We are one of the largest growers of lemons and avocados in the United States and maintain our country's food chain infrastructure and thus are considered an essential business and permitted to remain open during the ongoing pandemic, be it at reduced volumes, in order to fulfill our customers' needs.

However, there is significant uncertainty around the breadth and duration of our business disruptions related to the COVID-19 pandemic, as well as its impact on the U.S.

economy, the ongoing business operations of our clients and our results of operations and financial condition.

While our management team is actively monitoring the impacts of the COVID-19 pandemic and may take further actions altering our business operations that we determine are in the best interests of our employees and clients or as required by federal, state, or local authorities, the full impact of the COVID-19 pandemic on our results

of operations, financial condition, or liquidity cannot be fully estimated at this point.

The following discussions are subject to the future effects of the COVID-19 pandemic on our ongoing business operations.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity