Cadiz Sells Water Assets for $50M

TL;DR

Cadiz selling water rights for $50M, deal expected Q1 2025.

AI Summary

Cadiz Inc. announced on October 21, 2024, that it has entered into a definitive agreement to sell its water rights and related assets to the Cadiz Community Water District for $50 million. This transaction is expected to close in the first quarter of 2025, subject to customary closing conditions.

Why It Matters

This sale represents a significant divestiture for Cadiz Inc., potentially reshaping its business focus and providing substantial capital. The transaction's impact on water availability and management in the region will be closely watched.

Risk Assessment

Risk Level: medium — The transaction is subject to customary closing conditions, and the financial and operational implications of this divestiture carry inherent risks.

Key Numbers

• $50 million — Sale Price (Total consideration for the sale of water rights and related assets.)
• Q1 2025 — Expected Closing (Anticipated timeframe for the completion of the transaction.)

Key Players & Entities

• Cadiz Inc. (company) — Seller of water rights
• Cadiz Community Water District (company) — Buyer of water rights
• $50 million (dollar_amount) — Sale price of water rights
• October 21, 2024 (date) — Date of the agreement
• first quarter of 2025 (date) — Expected closing period

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share CDZI The NASDAQ Global Ma
• $35,000 — pay an average annual rental payment of $35,000 per year during the development term. D
• $1,000 — IC will pay an annual rental payment of $1,000 per acre subject to annual inflation ad
• $850 — n development. The Company will receive $850 per AF/Y in 2024 dollars, subject to an
• $11.5 million — the hydrogen facility, or approximately $11.5 million over 27 years. Annual payments for wate

Filing Documents

• ea0218385-8k_cadiz.htm (8-K) — 45KB
• ea021838501ex99-1_cadiz.htm (EX-99.1) — 13KB
• ea021838501ex99-2_cadiz.htm (EX-99.2) — 200KB
• ex99-1_001.jpg (GRAPHIC) — 16KB
• ex99-1_002.jpg (GRAPHIC) — 16KB
• 0001213900-24-089834.txt ( ) — 576KB
• cdzi-20241021.xsd (EX-101.SCH) — 4KB
• cdzi-20241021_def.xml (EX-101.DEF) — 26KB
• cdzi-20241021_lab.xml (EX-101.LAB) — 36KB
• cdzi-20241021_pre.xml (EX-101.PRE) — 25KB
• ea0218385-8k_cadiz_htm.xml (XML) — 6KB

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On October 23, 2024, Cadiz Inc. ("Cadiz") issued a press release regarding the entry into the Lease Agreement (as defined below). A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K. The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing.

01 Other Events

Item 8.01 Other Events. On October 21, 2024, Cadiz Real Estate LLC (the "Company"), a wholly-owned subsidiary of Cadiz, entered into a Renewable Energy System Site Lease and Easement Agreement (the "Lease Agreement") with RIC Development, LLC ("RIC"), a wholly-owned subsidiary of global renewable energy company RIC Energy, for the development of a hydrogen production facility and renewable energy resources on up to 3,062 acres of property owned by the Company at the Cadiz Ranch in eastern San Bernardino County, California. Once constructed and operational, the off-grid green hydrogen production facility would utilize Cadiz water resources and a photovoltaic solar array to create industrial quantities of green hydrogen, up to 50 tons per day, for delivery to California's hydrogen market. RIC will be responsible for permitting, constructing and operating the hydrogen project. The Lease Agreement provides that RIC will initially lease access to the Cadiz property for a development term of up to three years, followed by a construction term of up to three years, as well as a 27-year operations term renewable in 5 year increments up to an additional 30 years. Under the terms of the Lease Agreement, RIC will pay an average annual rental payment of $35,000 per year during the development term. During the construction term and the operations term, RIC will pay an annual rental payment of $1,000 per acre subject to annual inflation adjustments. Under the terms of the Lease Agreement, RIC will purchase up to 500 acre-feet of water per year from the Cadiz Water Project for its hydrogen development. The Company will receive $850 per AF/Y in 2024 dollars, subject to annual inflation adjustments, for producing water for the hydrogen facility, or approximately $11.5 million over 27 years. Annual payments for water supply under the Lease Agreement would begin when conditions precedent are met, construction is complete, and water deliveries begin. In addition, once the facility

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits 99.1 Press Release dated October 23, 2024. 99.2 Renewable Energy System Site Lease and Easement Agreement, dated October 21, 2024, between Cadiz Real Estate LLC and RIC Development, LLC. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 1 INFORMATION RELATING TO FORWARD LOOKING STATEMENTS This current report contains forward-looking include, but are not limited to, statements regarding Cadiz's expectation that the RIC Energy hydrogen facility will be permitted, constructed and operated on the Cadiz property along with the expected related benefits. Although Cadiz believes that the expectations reflected in our forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Factors that could cause actual results or events to differ materially from those reflected in Cadiz's forward-looking statements include the risk that the development may not proceed as planned and the Lease Agreement could be terminated during the development term, and other factors and considerations detailed in Cadiz's Securities and Exchange Commission filings including our annual report on Form 10-K for the year ended December 31, 2023. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise. 2

SIGNATURES

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 Stanley E. Speer Chief Financial Officer Date: October 23, 2024 3

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