Item 1.01 Entry into a Material Definitive Agreement.

On March 10, 2020, Limoneira Company (the "Company") entered into a $15,000,000 Revolving Equity Line of Credit (the "RELOC") with Farm Credit West, FLCA (the "Lender"). The RELOC expands the Company's current borrowing capacity of $115,000,000 to $130,000,000 with the Lender. Any indebtedness under the RELOC is secured by a first lien on the Windfall Investors, LLC property (the "Property").

The RELOC features a three-year draw period followed by 20 years of fully amortized loan payments. The interest rate is variable with monthly interest-only payments during the three-year draw period and monthly principal and interest payments thereafter. Disbursements under the RELOC are not to exceed the lesser of $15,000,000 or 65% of the appraised value of the Property. For amounts outstanding under the RELOC, interest will begin to be charged on the date the Lender disburses principal and will continue until the outstanding indebtedness under the RELOC is paid in full with interest. The initial interest rate in effect under the RELOC is 3.704% per annum, which rate will be automatically adjusted on the first day of each month to the rate then made applicable to the RELOC's assigned interest rate group under the provisions of the Lender's Variable Interest Rate plan in effect at that time. Any amounts outstanding under the RELOC are due and payable in full on February 1, 2043. The Company may prepay any amounts outstanding under the RELOC without penalty.

The RELOC includes customary default provisions. Should an event of default occur, the Lender, at its option, may declare all or any portion of the indebtedness under the RELOC to be immediately due and payable without demand, notice of non-payment, protest or prior recourse to collateral, and terminate or suspend the Company's right to draw or request funds on any loan or line of credit.

The foregoing summary of the RELOC is qualified in its entirety by reference to the text of the RELOC, a copy of which is filed hereto as Exhibit 10.1 and incorporated herein by reference.


 Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an

           Off-Balance Sheet Arrangement of a Registrant.

The information set forth above under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.




 Item 8.01 Other Events.

On March 12, 2020, the Board of Directors of the Company approved a share repurchase program authorizing the Company to repurchase up to $10,000,000 shares of its outstanding shares of common stock in the open market or in privately negotiated transactions. The share repurchase program may be modified, suspended or discontinued at any time and does not commit the Company to repurchase shares of its common stock. The actual number and value of the shares to be purchased will depend on the performance of the Company's stock price and other market conditions.

On March 12, 2020, the Company issued a press release announcing the share repurchase program, which is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.






Exhibit
Number                                  Description
  10.1       Revolving Line of Credit Promissory Note and Loan Agreement, dated
           March 12, 2020, between Limoneira Company and Farm Credit West, FLCA.

  99.1       Limoneira Company Press Release dated March 12, 2020.

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