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LIMONEIRA ACQUIRES ASSOCIATED CITRUS PACKERS
Source: Limoneira Company news release

Limoneira Company (NASDAQ: LMNR), a leading agribusiness with prime agricultural land and operations, real estate and water rights in California, announced today that it has completed the acquisition of Associated Citrus Packers, Inc. ("ACP"), a privately owned Arizona corporation for approximately $18.6 million.

The purchase price was paid with the issuance of approximately 705,000 unregistered shares of Limoneira common stock with a value of $16.0 million, $1.0 million in cash and the repayment of $1.6 million in ACP's long term debt.

ACP will be a wholly owned subsidiary of Limoneira, and several members of ACP's senior management will remain an important part of the management of the combined organization. ACP owns approximately 1,300 acres of property located in Yuma, Arizona, comprised of approximately 950 acres of productive lemon orchards, 350 acres of other crops and facilities and access to the Colorado River for crop irrigation.

The Yuma, Arizona lemon crop typically harvests and sells beginning September and may continue through February. Limoneira procured, packed and sold ACP's lemons and the lemons of certain other Yuma area lemon growers during the 2012 / 2013 season.

A total of 745,000 cartons of lemons were sold during the period September 2012 to February 2013, including 355,000 cartons harvested by ACP. A similar volume of lemons is anticipated to be sold during the 2013 / 2014 season.

The acquisition of ACP is expected to generate additional agribusiness operating profit for Limoneira during the 4th quarter of fiscal year 2013 and first quarter of fiscal year 2014 versus last year due to larger profit margins on lemons grown on Limoneira orchards compared to lemons that are procured from third party growers.

"We are very excited to bring Associated Citrus Packers into the Limoneira family," said Alex Teague, Senior Vice President of Limoneira. "The high quality of the fruit that ACP added to our year round supply chain has been instrumental to our customers and packing operations growing success.

The ability to supply our customers on a year round basis domestically and abroad is vital in today's marketplace. We are confident that this fruit adds to not only our bottom line, but that of our customers as well."

Harold Edwards, the Company's President and Chief Executive Officer, added, "This acquisition is in-line with Limoneira's long-term growth strategy to expand our portfolio of quality citrus acreage. We are very pleased that several members of Associated Citrus Packers will be joining the Limoneira team following the acquisition, and we are confident that ACP will be an important contributor to our top and bottom line growth.

We continue to see a strong pipeline of additional acquisition opportunities and look forward to further expanding our business through acquisitions as well as organic growth in coming years. We expect this acquisition to be accretive to our earnings in fiscal years 2013 and 2014."

Mark Spencer, former Chief Executive Officer of ACP, stated, "Since we entered into the agreement with Limoneira last year to pack and market our lemons, we have been extremely pleased with their operational expertise.

Their strong reputation in the marketplace is well deserved and highlighted by their dedication to food safety and sustainability. We are excited to join their company and continue a successful relationship."


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