Limoneira's subsidiary Windfall Investors received a notice of purchase agreement termination from Peak Holdings on June 15. The termination ends the proposed transaction between the two entities, with a $500K deposit currently held in escrow slated for return to Peak Holdings.

The agreement's conclusion resolves the pending obligations outlined in the original purchase contract. The return of the $500K deposit marks the financial settlement associated with the termination of the deal.

Transaction Details

The following table outlines the key financial terms related to the termination:

Windfall Investors, a subsidiary of Limoneira, had entered into the purchase agreement with Peak Holdings prior to the termination notice. The specific reasons for the termination were not disclosed in the filing.

Limoneira reported quarterly sales of $23.926 million for the second quarter ended April 30, 2026, beating the analyst consensus estimate of $21.419 million by 11.70 percent. Despite the revenue beat, the company reported a net loss of $21.4 million, or $(0.29) per adjusted diluted share, missing the analyst consensus estimate of $(0.21) by 38.1 percent. This represents a significant widening of losses compared to net income of $0.17 per share in the same period last year.

Total net revenues decreased to $23.9 million from $35.1 million in the prior-year quarter. The company increased its full-year avocado volume guidance to a range of 5.5 million to 6.5 million pounds, up from the previous guidance of 5.0 million to 6.0 million. Fresh lemon volumes for the full year are expected to be in the range of 4.0 million to 4.5 million cartons.

Fiscal Year 2026 Guidance and Longer-Term Outlook

The company continues to expect fresh lemon volumes to be in the range of 4.0 million to 4.5 million cartons for fiscal year 2026. The company now expects avocado volumes to be in the range of 5.5 million to 6.5 million pounds for fiscal year 2026, compared to the prior expectation of 5.0 million to 6.0 million pounds.

The company expects to receive total proceeds of approximately $180 million from Harvest, LLCB II, LLC and East Area II spread out over seven fiscal years, of which $10 million was received in fiscal year 2025 and $15 million was received in fiscal year 2024.

Harvest at Limoneira Cash Flow Projections (in millions)

The company has 800 acres of non-bearing avocados estimated to become full bearing over the next two to four years, which the company expects will enable strong organic growth in the coming years. Additionally, the company plans to continue expanding its plantings of avocados over the next two fiscal years.

Strategic Initiatives

Strategic initiatives executed during the quarter included the formation of a 50/50 joint venture with California Wood Recycling, Inc. dba Agromin to develop a 70-acre commercial composting center. Limoneira also entered into a Purchase and Sale Agreement to sell an 80% undivided tenant-in-common interest in its Windfall Farms property for $16 million, consisting of $10 million in cash and a $6 million promissory note. The transaction is expected to close in the fourth quarter of fiscal year 2026.

Additionally, Limoneira ceased citrus farming operations on 600 acres of lemons in Arizona to focus on water monetization. The company anticipates a monetization event from its Colorado River water rights in fiscal year 2026.

Financial Performance

For the six months ended April 30, 2026, total net revenue was $42.1 million, compared to $69.4 million in the prior-year period. Net loss for the first six months was $31.0 million, or $1.74 per diluted share, compared to a net loss of $6.7 million, or $0.38 per diluted share, in the same period last year. Long-term debt as of April 30, 2026, was $93.7 million, compared to $72.5 million at the end of fiscal year 2025.