SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
April 16, 1997
Cadiz Land Company, Inc.
(Exact name of issuer as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-12114 77-0313235
(Commission File Number) (IRS Employer Identification No.)
10535 Foothill Boulevard, Suite 150, Rancho Cucamonga CA 91730
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (909) 980-2738
Item 5. Other Events
Pursuant to the requirements of Rule 135c(d) promulgated under
the Securities Act of 1933, as amended, attached hereto as Exhibit
99.1 is a copy of a press release dated April 16, 1997 as delivered
by the Registrant to its shareholders.
Item 7. Financial Statements and Exhibits
(a) Not applicable
(b) Not applicable
(c) The following exhibit is provided in accordance with the
provisions of Item 601 of Regulation S-K:
99.1 Press Release dated April 16, 1997
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this Report to be signed on
its behalf by the undersigned hereunto duly authorized.
CADIZ LAND COMPANY, INC.
(Registrant)
By: /s/ Susan K. Chapman
---------------------
Susan K. Chapman
Chief Financial Officer
Dated: April 16, l997
EXHIBIT 99.1
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PRESS RELEASE
FOR IMMEDIATE RELEASE ON APRIL 16, 1997
FOR FULL NATIONAL COVERAGE ON BUSINESS WIRE
CADIZ LAND COMPANY, INC.
10535 Foothill Blvd., Suite 150
Rancho Cucamonga, CA 91730
Contacts:
SUN WORLD INTERNATIONAL, INC. CADIZ LAND COMPANY, INC.
Timothy J. Shaheen, Keith Brackpool
Chief Executive Officer Chief Executive Officer
(805) 392-5000 (909) 980-2738
Stoorza, Ziegaus & Metzger, Inc.
Cathy Connelly
Fiona Hutton
(213) 891-2822
Rancho Cucamonga, California, Wednesday, April 16, 1997 -- Cadiz Land
Company, Inc., Nasdaq symbol CLCI ("CLCI"), announced that its wholly-owned
subsidiary Sun World International, Inc. ("Sun World") today
completed a private placement of $115 million in First Mortgage Notes due
April 15, 2004 (the "Sun World Notes"). The Sun World Notes were sold
through Smith Barney Inc., as initial purchaser, to "qualified
institutional buyers" (as defined in Rule 144A under the Securities Act
of 1933, as amended (the "Securities Act")) and a limited number of
institutional "accredited investors" (as defined in the Securities Act).
The proceeds from the issuance of the Sun World Notes, when combined with
Sun World's existing cash and cash made available under a $30 million
Revolving Credit Facility (the "Facility") entered into by Sun World
concurrently with the issuance of the Sun World Notes, have been used to
retire the previously existing indebtedness of approximately $127 million
owed by Sun World to its two primary secured lenders, John Hancock Mutual
Life Insurance Company and Caisse Nationale de Credit Agricole, as well
as the existing debt of approximately $9 million owed by CLCI to its
junior secured lender, Cooperatieve Centrale Raiffeisen-Boerenleenbank
B.A. ("Rabobank"). Rabobank acted as lead agent for the $30 million
Facility and also participated in the Facility.
The Sun World Notes are secured by a first lien on substantially all of
the assets of Sun World and its subsidiaries, other than growing crops,
crop inventories and accounts receivable, which secure the Facility. The
Sun World Notes are also secured by the guarantee of CLCI. No CLCI
equity was issued in connection with the sale of the Sun World Notes.
The Sun World Note offering was undertaken in order to provide what, in
management's view, will be a more favorable debt structure for both Sun
World and CLCI. With the completion of the sale of the Sun World Notes,
Sun World has approximately $120 million of indebtedness outstanding and
$30 million of borrowing availability under the Facility. CLCI has
approximately $10 million of indebtedness outstanding to its primary
secured lender, ING Baring (U.S.) Capital Corporation, which purchased
such indebtedness from Henry Ansbacher & Co. Limited on March 31, 1997
and concurrently extended the maturity date of such debt to April 30,
1998 with provisions for further extensions, if required.
The Sun World Notes have not been registered under the Securities Act and
may not be offered or sold in the United States absent registration or
an applicable exemption from the Securities Act's registration
requirements. This press release does not constitute an offer to sell
or the solicitation of an offer to buy the Sun World Notes.
Sun World was acquired by CLCI in September 1996. With the acquisition
of Sun World, CLCI became one of the largest vertically integrated
agricultural companies in California. The Company also has substantial
landholdings in the desert regions of Southern California with underlying
water resources.
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