0001104659-26-043817
SEC filingLimoneira Company formed a 50/50 joint venture with Agromin via NewCo for an organics recycling facility, entering material agreements including LLC operating agreement, $5M revolving credit facility, and 70-acre land lease.
Limoneira Company has entered into definitive agreements establishing a strategic 50/50 joint venture with Agromin through the newly formed Agromin-Limoneira LLC, targeting the development and operation of a commercial organics recycling facility on 70 acres of Company-owned land in Ventura County, California. The LLC Operating Agreement outlines equal governance with each partner appointing two managers to the Board and requiring unanimous consent for major decisions, while assigning Agromin responsibility for securing necessary permits. Limoneira supports the venture through a 50-year land and water lease commencing quarterly rental payments of $140,000 upon operational start (expected second half FY2027), escalating annually, and providing 89 acre-feet of water rights. To ensure short-term liquidity, Limoneira extended a $5 million revolving credit facility to NewCo at SOFR plus 3.50% interest, maturing in 18 months and secured by all NewCo personal property, but subordinated to potential $23 million in senior debt. This structure positions Limoneira to monetize underutilized assets via rental income and shared JV economics, diversifying revenue streams into sustainable organics processing amid California's SB 1383 waste diversion mandates, while limiting initial capital outlay through third-party financing pursuits and proportional guarantees.