Limoneira CO 10-Q for FY2022 Q1

Limoneira CO (LMNR)

10-Q 2022-03-10 For: 2022-01-31

Added on April 07, 2026

About this 10-Q

Limoneira CO filed this 10-Q on March 10, 2022, covering the quarter ended January 31, 2022 (FY2022 Q1).

Headline figures

Quarter ended January 31, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $39.27M; up 2.6% from $38.28M a year earlier
Net loss: $6.52M; compared with a net loss of $4.21M a year earlier
Diluted EPS: -$0.38; compared with -$0.25 a year earlier

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Delaware			77-0260692
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)


1141 Cummings Road, Santa Paula, CA			93060
(Address of principal executive offices)			(Zip code)


Title of Each Class	Trading Symbol	Name of Each Exchange of Which Registered
Common Stock, $0.01 par value	LMNR	The NASDAQ Stock Market LLC (NASDAQ Global Select Market)


PART I. FINANCIAL INFORMATION		4

Item 1.	Financial Statements (Unaudited)	4

Consolidated Balance Sheets – January 31, 2022 and October 31, 2021		4

Consolidated Statements of Operations – three months ended January 31, 2022 and 2021		5

Consolidated Statements of Comprehensive Loss – three months ended January 31, 2022 and 2021		6

Consolidated Statements of Stockholders' Equity and Temporary Equity – three months ended January 31, 2022 and 2021		7

Consolidated Statements of Cash Flows – three months ended January 31, 2022 and 2021		8

Notes to Consolidated Financial Statements		10

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	37

Item 4.	Controls and Procedures	37

PART II. OTHER INFORMATION		38

Item 1.	Legal Proceedings	38

Item 1A.	Risk Factors	38

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38

Item 3.	Defaults Upon Senior Securities	38

Item 4.	Mine Safety Disclosures	38

Item 5.	Other Information	38

Item 6.	Exhibits	39

SIGNATURES		41


	January 31, 2022		October 31, 2021
Assets
Current assets:
Cash	$	816	$	439
Accounts receivable, net	20,868		17,483
Cultural costs	4,846		7,500
Prepaid expenses and other current assets	12,848		10,709
Receivables/other from related parties	4,840		5,958

Total current assets	44,218		42,089

Property, plant and equipment, net	240,499		242,420
Real estate development	22,813		22,828
Equity in investments	64,123		64,072
Goodwill	1,528		1,527
Intangible assets, net	8,162		8,329
Other assets	12,579		11,011
Total assets	$	393,922	$	392,276

Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	7,813	$	8,963
Growers and suppliers payable	9,213		10,371
Accrued liabilities	7,370		6,542
Payables to related parties	7,811		6,976
Current portion of long-term debt	2,401		2,472
Total current liabilities	34,608		35,324
Long-term liabilities:
Long-term debt, less current portion	142,148		130,353
Deferred income taxes	20,230		22,853
Other long-term liabilities	5,524		4,501
Total liabilities	202,510		193,031
Commitments and contingencies (See Note 16)	—		—

Series B Convertible Preferred Stock – $100.00 par value (50,000 shares authorized: 14,790 shares issued and outstanding at January 31, 2022 and October 31, 2021) (8.75% coupon rate)	1,479		1,479
Series B-2 Convertible Preferred Stock – $100.00 par value (10,000 shares authorized: 9,300 shares issued and outstanding at January 31, 2022 and October 31, 2021) (4% dividend rate on liquidation value of $1,000 per share)	9,331		9,331

Stockholders' Equity:
Series A Junior Participating Preferred Stock – $0.01 par value (20,000 shares authorized: zero issued or outstanding at January 31, 2022 and October 31, 2021)	—		—
Common Stock – $0.01 par value (39,000,000 shares authorized: 17,951,015 and 17,936,377 shares issued and 17,700,038 and 17,685,400 shares outstanding at January 31, 2022 and October 31, 2021, respectively)	180		179
Additional paid-in capital	164,061		163,965
Retained earnings	13,581		21,552
Accumulated other comprehensive loss	(5,606)		(5,733)
Treasury stock, at cost, 250,977 shares at January 31, 2022 and October 31, 2021	(3,493)		(3,493)
Noncontrolling interest	11,879		11,965
Total stockholders' equity	180,602		188,435
Total liabilities and stockholders' equity	$	393,922	$	392,276


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			FOR THE TRANSITION PERIOD FROM TO


LIMONEIRA COMPANY
(Exact name of registrant as specified in its charter)


	Three Months Ended January 31,
		2022		2021
Net revenues:
Agribusiness		$	38,083	$	37,137
Other operations		1,191		1,138

Total net revenues		39,274		38,275
Costs and expenses:
Agribusiness		41,244		36,938
Other operations		1,074		1,082

Gain on disposal of assets		(85)		—
Selling, general and administrative		6,599		5,895
Total costs and expenses		48,832		43,915
Operating loss		(9,558)		(5,640)
Other income:
Interest income		21		43
Interest expense, net of patronage dividends		215		134
Equity in earnings of investments, net		51		366


Other income (expense), net		15		(6)
Total other income		302		537

Loss before income tax benefit		(9,256)		(5,103)
Income tax benefit		2,650		1,187
Net loss		(6,606)		(3,916)
Net loss (income) attributable to noncontrolling interest		88		(292)
Net loss attributable to Limoneira Company		(6,518)		(4,208)
Preferred dividends		(125)		(125)
Net loss attributable to common stock		$	(6,643)	$	(4,333)

Basic net loss per common share		$	(0.38)	$	(0.25)

Diluted net loss per common share		$	(0.38)	$	(0.25)

Weighted-average common shares outstanding-basic		17,448,000		17,405,000
Weighted-average common shares outstanding-diluted		17,448,000		17,405,000


	Three Months Ended January 31,
		2022		2021
Net loss		$	(6,606)	$	(3,916)
Other comprehensive income, net of tax:
Foreign currency translation adjustments		55		795
Minimum pension liability adjustment, net of tax of $27 and $51 for the three months ended January 31, 2022 and 2021, respectively.		72		134


Total other comprehensive income, net of tax		127		929
Comprehensive loss		(6,479)		(2,987)
Comprehensive loss (income) attributable to noncontrolling interest		86		(331)
Comprehensive loss attributable to Limoneira Company		$	(6,393)	$	(3,318)


	Stockholders' Equity															Temporary Equity
	Common Stock			Additional Paid-In		Retained		Accumulated Other Comprehensive		Treasury		Non- controlling		Total		Series B Preferred		Series B-2 Preferred
	Shares	Amount		Capital		Earnings		(Loss) Income		Stock		Interest		Equity		Stock		Stock
Balance at October 31, 2021	17,685,400	$	179	$	163,965	$	21,552	$	(5,733)	$	(3,493)	$	11,965	$	188,435	$	1,479	$	9,331
Dividends Common ($0.075 per share)	—	—		—		(1,328)		—		—		—		(1,328)		—		—
Dividends Series B ($2.19 per share)	—	—		—		(32)		—		—		—		(32)		—		—
Dividends Series B-2 ($10 per share)	—	—		—		(93)		—		—		—		(93)		—		—
Stock compensation	70,000	1		996		—		—		—		—		997		—		—
Exchange of common stock	(55,362)	—		(900)		—		—		—		—		(900)		—		—


Net loss	—	—		—		(6,518)		—		—		(88)		(6,606)		—		—
Other comprehensive income, net of tax	—	—		—		—		127		—		2		129		—		—


Balance at January 31, 2022	17,700,038	$	180	$	164,061	$	13,581	$	(5,606)	$	(3,493)	$	11,879	$	180,602	$	1,479	$	9,331


	Foreign Currency Translation (Loss) Gain		Defined Benefit Pension Plan		Accumulated Other Comprehensive (Loss) Income
Balance at October 31, 2021	$	(3,754)	$	(1,979)	$	(5,733)
Other comprehensive income	55		72		127
Balance at January 31, 2022	$	(3,699)	$	(1,907)	$	(5,606)


	January 31, 2022		October 31, 2021
Prepaid supplies and insurance	$	3,401	$	2,521

Note receivable and related interest	2,188		2,438
Real estate development held for sale	2,543		2,543
Sales tax receivable	502		909
Lemon supplier advances and other	4,214		2,298
	$	12,848	$	10,709


	January 31, 2022		October 31, 2021

East Area I - Retained Property	$	13,343	$	13,335
East Area II	9,470		9,493

	$	22,813	$	22,828


	January 31, 2022		October 31, 2021
Limoneira Lewis Community Builders, LLC	$	60,216	$	60,216
Limco Del Mar, Ltd.	2,131		1,997
Rosales	1,270		1,351
Romney Property Partnership	506		508
	$	64,123	$	64,072


FORM 10-Q


	Three Months Ended January 31,
	2022		2021
Operating activities
Net loss	$	(6,606)	$	(3,916)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	2,480		2,501

Gain on disposal of assets	(85)		—

Stock compensation expense	997		1,066
Non-cash lease expense	152		121
Equity in earnings of investments, net	(51)		(366)

Deferred income taxes	(2,650)		(1,187)




Other, net	213		142
Changes in operating assets and liabilities:
Accounts receivable and receivables/other from related parties	(2,188)		(6,115)
Cultural costs	2,654		2,918
Prepaid expenses and other current assets	(1,676)		(255)
Income taxes receivable	—		4,963
Other assets	29		(54)
Accounts payable and growers and suppliers payable	(2,666)		(307)
Accrued liabilities and payables to related parties	1,347		(1,116)
Other long-term liabilities	(112)		(185)
Net cash used in operating activities	(8,162)		(1,790)
Investing activities
Capital expenditures	(2,080)		(3,415)

Net proceeds from sale of assets	1,090		—


	Three Months Ended January 31,
	2022		2021
Supplemental disclosures of cash flow information
Cash paid during the period for interest, net of amounts capitalized	$	618	$	969
Cash paid (received) during the period for income taxes, net	$	—	$	(4,997)
Non-cash investing and financing activities:






Capital expenditures accrued but not paid at period-end	$	25	$	—

Accrued contribution obligation of investment in water company	$	450	$	—


	January 31, 2022							October 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Weighted Average Useful Life in Years	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Weighted Average Useful Life in Years
Trade names and trademarks	$	2,108	(717)		1,391		8	$	2,108	$	(663)	$	1,445	8
Customer relationships	4,037		(1,322)		2,715		9	4,037		(1,209)		2,828		9
Non-competition agreement	437		(36)		401		8	437		(22)		415		8
Acquired water and mineral rights	3,655		—		3,655		Indefinite	3,641		—		3,641		Indefinite
	$	10,237	$	(2,075)	$	8,162		$	10,223	$	(1,894)	$	8,329


	Goodwill Carrying Amount
Balance at October 31, 2021	$	1,527

Foreign currency translation adjustment	1
Balance at January 31, 2022	$	1,528


2022 (excluding the three months ended January 31, 2022)	$	543
2023	724
2024	716
2025	711
2026	711
Thereafter	1,102
	$	4,507


	January 31, 2022		October 31, 2021
Compensation	$	3,011	$	2,112
Property taxes	202		676

Operating expenses	2,636		1,203
Leases	809		604
Other	712		1,947

	$	7,370	$	6,542


	January 31, 2022		October 31, 2021
Farm Credit West revolving and non-revolving lines of credit: the interest rate of the revolving line of credit is variable based on the one-month London Interbank Offered Rate (“LIBOR”), which was 0.10% at January 31, 2022, plus 1.85%. The interest rate for the $40.0 million outstanding balance of the non-revolving line of credit is fixed at 4.77% through July 1, 2022, 3.57% through July 1, 2025 and variable thereafter. Interest is payable monthly and the principal is due in full on July 1, 2026.	$	113,845	$	111,293
Farm Credit West revolving equity line of credit: the interest rate is variable based on the Lender's variable interest rate plan, which was 2.50% at January 31, 2022. The loan is payable in interest-only monthly payments through April 2023 and monthly principal and interest payments thereafter, through February 2043.	9,930		—
Farm Credit West term loan: Effective July 1, 2020, the interest rate was fixed at 2.48%. The loan is payable in quarterly installments through November 2022.	649		809
Farm Credit West term loan: Effective July 1, 2020, the interest rate was fixed at 3.24%. The loan is payable in monthly installments through October 2035.	960		974
Farm Credit West term loan: Effective July 1, 2020, the interest rate was fixed at 3.24%. The loan is payable in monthly installments through March 2036.	7,895		8,004
Farm Credit West term loan: Effective July 1, 2020 the interest rate was fixed at 2.77% until July 1, 2025, becoming variable for the remainder of the loan. The loan is payable in monthly installments through March 2036.	5,809		5,892
Farm Credit West term loan: Effective August 2, 2021, the interest rate was fixed at 3.19%. The loan is payable in monthly installments through September 2026.	2,358		2,475
Banco de Chile term loan: the interest rate is fixed at 6.48%. The loan is payable in annual installments through January 2025.	791		1,011
Note Payable: the interest rate ranges from 5.00% to 7.00% and was 6.50% at January 31, 2022. The loan includes interest only monthly payments and principal is due in February 2023.	1,435		1,435
Banco de Chile COVID-19 loans: The interest rates are fixed at 3.48%. The loans are payable in monthly installments through September 2024.	379		411
Banco de Chile COVID-19 loans: The interest rates are fixed at 3.48% and 4.26%. The loans are payable in monthly installments through September 2026.	618		652
Subtotal	144,669		132,956
Less deferred financing costs, net of accumulated amortization	120		131
Total long-term debt, net	144,549		132,825
Less current portion	2,401		2,472
Long-term debt, less current portion	$	142,148	$	130,353


	Classification	January 31, 2022		October 31, 2021
Assets
Operating lease ROU assets	Other assets	$	2,242	$	2,041
Finance lease assets	Other assets	2,116		1,142
Total lease assets		$	4,358	$	3,183

Liabilities and Stockholders' Equity
Current operating lease liabilities	Accrued liabilities and payables to related parties	$	471	$	488
Current finance lease liabilities	Accrued liabilities	473		249
Non-current operating lease liabilities	Other long-term liabilities	1,799		1,648
Non-current finance lease liabilities	Other long-term liabilities	1,612		884
Total lease liabilities		$	4,355	$	3,269


Diluted net loss per common share:
Net loss for basic EPS	$	(6,656)	$	(4,351)
Effect of dilutive unvested, restricted stock and preferred stock	—		—
Numerator: Net loss for diluted EPS	(6,656)		(4,351)
Weighted average common shares–basic	17,448		17,405
Effect of dilutive unvested, restricted stock and preferred stock	—		—
Denominator: Weighted average common shares–diluted	17,448		17,405
Diluted net loss per common share	$	(0.38)	$	(0.25)


		January 31, 2022								October 31, 2021
		Balance Sheet								Balance Sheet
Ref	Related-Party	Receivable/Other from Related Parties		Other Assets		Payables to Related Parties		Other Long-Term Liabilities		Receivable/Other from Related Parties		Other Assets		Payables to Related Parties		Other Long-Term Liabilities

2	Mutual water companies	$	—	$	459	$	288	$	—	$	—	$	432	$	40	$	—
3	Cooperative association	$	—	$	—	$	83	$	—	$	—	$	—	$	19	$	—


5	Cadiz / Fenner / WAM	$	—	$	1,347	$	369	$	1,258	$	—	$	1,386	$	273	$	1,297


8	FGF	$	4,171	$	980	$	1,300	$	—	$	4,598	$	980	$	832	$	—
9	LLCB	$	—	$	—	$	5,771	$	—	$	—	$	—	$	5,771	$	—

11	Third party growers	$	—	$	—	$	—	$	—	$	—	$	—	$	41	$	—


		Three Months Ended January 31, 2022						Three Months Ended January 31, 2021
		Consolidated Statement of Operations								Consolidated Statement of Operations
Ref	Related-Party	Net Revenue Agribusiness		Net Revenue Rental Operations		Agribusiness Expense and Other		Dividends Paid			Net Revenue Agribusiness		Net Revenue Rental Operations		Agribusiness Expense and Other		Dividends Paid
1	Employees	$	—	$	211	$	—	$	—		$	—	$	198	$	—	$	—
2	Mutual water companies	$	—	$	—	$	139	$	—		$	—	$	—	$	442	$	—
3	Cooperative association	$	—	$	—	$	365	$	—		$	—	$	—	$	157	$	—
4	Calavo	$	—	$	80	$	2	$	126		$	—	$	79	$	1	$	126
5	Cadiz / Fenner / WAM	$	—	$	—	$	717	$	—		$	—	$	—	$	150	$	—
6	Colorado River Growers	$	—	$	—	$	—	$	—		$	157	$	—	$	2,772	$	—
7	YMIDD	$	—	$	—	$	14	$	—		$	—	$	—	$	9	$	—
8	FGF	$	229	$	—	$	59	$	—		$	1,671	$	—	$	288	$	—


	Fresh Lemons		Lemon Packing		Eliminations		Avocados		Other Agribusiness		Total Agribusiness		Corporate and Other		Total
Revenues from external customers	$	29,600	$	5,968	$	—	$	766	$	1,749	$	38,083	$	1,191	$	39,274
Intersegment revenue	—		6,589		(6,589)		—		—		—		—		—
Total net revenues	29,600		12,557		(6,589)		766		1,749		38,083		1,191		39,274
Costs and expenses	32,161		10,556		(6,589)		321		2,610		39,059		7,293		46,352
Depreciation and amortization	—		—		—		—		—		2,185		295		2,480
Operating (loss) income	$	(2,561)	$	2,001	$	—	$	445	$	(861)	$	(3,161)	$	(6,397)	$	(9,558)


	Agribusiness Revenues for the Three Months Ended January 31,
	2022		2021		Change
Lemons	$	35,568	$	34,197	$	1,371	4%
Avocados	766		—		766		—%
Oranges	873		1,091		(218)		(20)%
Specialty citrus and other crops	876		1,849		(973)		(53)%
Agribusiness revenues	$	38,083	$	37,137	$	946	3%


	Agribusiness Costs and Expenses for the Three Months Ended January 31,
	2022		2021		Change
Packing costs	$	11,280	$	10,377	$	903	9%
Harvest costs	5,246		4,923		323		7%
Growing costs	8,278		8,112		166		2%
Third-party grower and supplier costs	14,255		11,314		2,941		26%
Depreciation and amortization	2,185		2,212		(27)		(1)%
Agribusiness costs and expenses	$	41,244	$	36,938	$	4,306	12%


	Trailing Twelve Months Ended January 31,
	2022		2021
Revenues:
Agribusiness	$	162,327	$	156,591
Other operations	4,699		4,587
Total revenues	167,026		161,178
Costs and expenses:
Agribusiness	152,798		151,676
Other operations	4,324		4,317

Gain on disposal of assets	24		502
Selling, general and administrative	20,130		20,865
Total costs and expenses	177,276		177,360
Operating loss	(10,250)		(16,182)
Other income (expense):
Interest income	357		180
Interest expense, net of patronage dividends	(1,420)		(1,744)
Equity in earnings of investments, net	2,888		825
Loss on stock in Calavo Growers, Inc.	—		(4,275)
Other income (expense), net	111		(302)
Total other income (expense)	1,936		(5,316)
Loss before income tax benefit	(8,314)		(21,498)
Income tax benefit	1,729		6,545
Net loss	(6,585)		(14,953)
Loss attributable to noncontrolling interest	836		737
Net loss attributable to Limoneira Company	$	(5,749)	$	(14,216)


Period	Total Number of Shares Purchased(1)	Weighted Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2)	Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs(2)
November 1, 2021 - November 30, 2021	—	—		—	—
December 1, 2021 - December 31, 2021	55,362	$	16.25	—	—
January 1, 2022 - January 31, 2022	—	—		—	—
Total	55,362			—	—


Exhibit Number			Exhibit
3.1			Restated Certificate of Incorporation of Limoneira Company, dated July 5, 1990 (Incorporated by reference to exhibit 3.1 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

3.2			Certificate of Merger of Limoneira Company and The Samuel Edwards Associates into Limoneira Company, dated October 31, 1990 (Incorporated by reference to exhibit 3.2 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

3.3			Certificate of Merger of McKevett Corporation into Limoneira Company dated December 31, 1994 (Incorporated by reference to exhibit 3.3 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

3.4			Agreement of Merger Between Ronald Michaelis Ranches, Inc. and Limoneira Company, dated June 24, 1997 (Incorporated by reference to exhibit 3.6 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

3.5			Certificate of Amendment of Certificate of Incorporation of Limoneira Company, dated April 22, 2003 (Incorporated by reference to exhibit 3.7 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

3.6			Certificate of Amendment of Certificate of Incorporation of Limoneira Company, dated March 24, 2010 (Incorporated by reference to exhibit 3.9 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

3.7			Certificate of Amendment of Certificate of Incorporation of Limoneira Company, dated March 29, 2017 (Incorporated by reference to exhibit 3.1 to the Company’s Current Report on Form 8-K, filed March 31, 2017 (File No. 001-34755))

3.8			Amended and Restated Bylaws of Limoneira Company (Incorporated by reference to exhibit 3.1 to the Company's Current Report on Form 8-K, filed October 27, 2021 (File No. 001-34755))

4.1			Specimen Certificate representing shares of Common Stock, par value $0.01 per share (Incorporated by reference to exhibit 4.1 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

4.2			Rights Agreement dated December 20, 2006 between Limoneira Company and The Bank of New York, as Rights Agent (Incorporated by reference to exhibit 4.2 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

4.3			Certificate of Designation, Preferences and Rights of $8.75 Voting Preferred Stock, $100.00 Par Value, Series B of Limoneira Company, dated May 21, 1997 (Incorporated by reference to exhibit 3.4 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

4.4			Amended Certificate of Designation, Preferences and Rights of $8.75 Voting Preferred Stock, $100.00 Par Value, Series B of Limoneira Company, dated May 21, 1997 (Incorporated by reference to exhibit 3.5 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

4.5			Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred Stock, $.01 Par Value, of Limoneira Company, dated November 21, 2006 (Incorporated by reference to exhibit 3.8 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885))

4.6			Certificate of Designation, Preferences and Rights of 4% Voting Preferred Stock, $100.00 Par Value, Series B-2 of Limoneira Company, dated March 20, 2014 (Incorporated by reference to exhibit 3.1 to the Company’s Current Report on Form 8-K, filed March 24, 2014 (File No. 001-34755))


Exhibit Number			Exhibit
10.1			Separation Agreement, dated January 10, 2022, by and between Limoneira Company and Alex M. Teague (Incorporated by reference to exhibit 10.1 to the Company's Current Report on Form 8-K, filed January 14, 2022 (File No. 001-34755))

10.2			Consulting Agreement, dated January 12, 2022, by and between Limoneira Company and AMT Ag Consulting, LLC (Incorporated by reference to exhibit 10.2 to the Company's Current Report on Form 8-K, filed January 14, 2022 (File No. 001-34755))

31.1*			Certification of the Principal Executive Officer pursuant to Exchange Act Rule 13a-14(a) and 15d-14(a)

31.2*			Certification of the Principal Financial Officer pursuant to Exchange Act Rule 13a-14(a) and 15d-14(a)

32.1*			Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2*			Certification of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS*			XBRL Instance Document

101.SCH*			XBRL Taxonomy Extension Schema Document

101.CAL*			XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*			XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*			XBRL Taxonomy Extension Label Linkbase Document

101.PRE*			XBRL Taxonomy Extension Presentation Linkbase Document

104			The cover page for the Company's Quarterly Report on Form 10-Q for the quarter ended January 31, 2022 has been formatted in Inline XBRL


			*			Filed or furnished herewith,


						In accordance with Item 601(b)(32)(ii) of Regulation S-K and SEC Release Nos. 33-8238 and 34-47986, Final Rule: Management's Report on Internal Control Over Financial Reporting and Certification of Disclosure in Exchange Act Periodic Reports, the certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Quarterly Report on Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.


	LIMONEIRA COMPANY

March 10, 2022	By:	/s/ HAROLD S. EDWARDS
		Harold S. Edwards
		Director, President and Chief Executive Officer
		(Principal Executive Officer)

March 10, 2022	By:	/s/ MARK PALAMOUNTAIN
		Mark Palamountain
		Chief Financial Officer, Treasurer and Corporate Secretary
		(Principal Financial and Accounting Officer)



March 10, 2022						/s/ Harold S. Edwards
						Harold S. Edwards,
						Director, President, and Chief Executive Officer
						(Principal Executive Officer)



March 10, 2022						/s/ Mark Palamountain
						Mark Palamountain,
						Chief Financial Officer, Treasurer and Corporate Secretary
						(Principal Financial and Accounting Officer)