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):
January 31, 2002
CADIZ 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.)
100 Wilshire Boulevard, Suite 1600, Santa Monica, CA 90401
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 899-4700
Item 5. OTHER EVENTS
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Cadiz Inc. ("Cadiz") and ING Baring (U.S.) Capital LLC
("ING") have historically structured their financing arrangement
with a view toward effective implementation of the Cadiz
Groundwater Storage and Dry-Year Supply Program. As such, Cadiz
and ING have amended the terms of their revolving credit and
senior term facilities in order to extend the maturity dates of
both facilities to January 31, 2003 and to increase the revolving
credit facility from $15 million to $25 million. The additional
revolving credit facility capacity will be used in furtherance of
water resource opportunities for Cadiz both domestically and
internationally as well as for general corporate and working
capital purposes. The cash interest rate for both loan facilities
was amended to LIBOR plus 3%, payable quarterly. At its option,
ING at any time may convert up to $10 million outstanding under
the revolving credit facility to Cadiz common stock at a rate
equal to $8.00 per share, subject to standard anti-dilution
adjustments. Currently, ING holds a senior deed of trust on
substantially all of Cadiz property - other than property held by
Cadiz' wholly-owned subsidiary, Sun World International, Inc. -
under the term loan facility and a second lien on substantially
all of the non-Sun World assets of Cadiz under the revolving
credit facility.
In connection with these amendments, Cadiz repriced certain
previously issued warrants to ING to purchase common stock of
Cadiz and issued 125,000 new warrants which are exercisable
immediately. Additionally, only if the ING term and revolving
loan facilities are not repaid by certain dates on or prior to
January 30, 2003, 1,475,000 warrants may become exercisable and
25,000 shares of the Cadiz common stock may be issued to ING.
While Cadiz currently anticipates repayment of the ING
facilities with monies to be received under the program, Cadiz
may, if it deems necessary, replace or renegotiate the terms of
the ING facilities to accommodate other developments such as
delays in the timetable for regulatory approvals or litigation
related to the regulatory approvals of the program.
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 INC.
By: /s/ Stanley E. Speer
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Stanley E. Speer
Chief Financial Officer
Dated: March 13, 2002