Five Points, California, USA
November 27, 2012
S&W believes that this acquisition will be immediately accretive to its fiscal 2013 earnings and will create shareholder value in S&W's core business, both now and going forward.
S&W Seed Company (Nasdaq: SANW) today announced the filing of a Form 8-K/A with the U.S. Securities and Exchange Commission, containing historical financial information and pro forma combined financial statements relating to S&W's October 1, 2012 acquisition of Imperial Valley Seeds, Inc. ("IVS").
As more fully disclosed in the audited financial statements contained in the Form 8-K/A, IVS reported revenue of $16.3 million and net income of $1.7 million for the twelve months ended December 31, 2011. For the comparable period ending December 31, 2010, IVS reported revenue of $6.4 million and net income of $0.3 million. For the nine month period ended September 30, 2012, IVS reported, on an unaudited basis, revenue of $7.9 million and net income of $0.8 million.
The Form 8-K/A also includes pro forma combined financial statements that give effect to the IVS acquisition. If S&W and IVS's results are combined on a pro forma basis, assuming the IVS acquisition had occurred on July 1, 2011, pro forma combined financial results include revenue of $30.0 million and net income of $1.3 million, or $0.20 per diluted share for its fiscal year ended June 30, 2012. Similarly, and also as disclosed in the Form 8-K/A, pro forma combined financial results include revenue of $11.2 million and $296,000 in net income, or $0.04 per diluted share for the three months ended September 30, 2012.
Starting with the current quarter ended December 31, 2012, S&W's reported financial results will begin to reflect and include the ongoing effect of the IVS acquisition. Because the acquisition of IVS closed on October 1, 2012, S&W's results for the quarter ended September 30, 2012, did not reflect the IVS acquisition.
Mark Grewal, chief executive officer of S&W Seed Company commented, "The IVS acquisition accelerates our growth by bringing together two companies with complementary and overlapping core businesses. It boosts both our market share and geographical reach, greatly increasing our participation in the global alfalfa seed market. We have already started reaping benefits from efficiencies in sales and marketing, seed production and in our breeding program. We expect that the IVS acquisition will be immediately accretive, and will create shareholder value now and going forward."
The Form 8-K/A filing contains audited balance sheets of IVS at December 31, 2011 and 2010 and audited statements of operations, stockholders equity and cash flows for IVS for each of the two years ended December 31, 2011. In addition to audited financials for IVS's last two years, the Form 8-K/A also contains unaudited interim financial statements for the nine month periods ended September 30, 2012 and 2011. The company also provided an unaudited pro forma combined consolidated balance sheet as of September 30, 2012, and unaudited pro forma combined statements of operations for the year ended June 30, 2012 and three months ended September 30, 2012.
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