ADDED
cdzi20251231_10k.htm 0000727273 CADIZ INC false --12-31 FY 2025 true true true false true The Committee receives periodic reports from management on our cybersecurity risks.
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As of March 25, 2026 the Registrant had 83,424,366 shares of common stock outstanding.
To finance construction of all improvements and required facilities to operate the Mojave Groundwater Bank project including the Northern Pipeline, Southern Pipeline and related facilities, we established a new special purpose business entity, Mojave Water Infrastructure Company LLC ( MWI ), that will fund these capital costs in partnership with public sector, tribal and other investors.
In October 2025, we entered into a definitive agreement ( Lytton Credit Agreement ) with Lytton Rancheria of California, a federally recognized Native American Tribe ( Lytton ), pursuant to which we may require Lytton to provide up to $51 million in an unsecured loan facility, convertible into a majority interest in the storage cash flows from the Mojave Groundwater Bank ( Storage Cash Flows Right ), which Lytton would then contribute to MWI, in exchange for equity interests in MWI on the same economic terms offered to other equity investors in MWI.
The Lytton Credit Agreement represents the first tranche of up to approximately $451 million in total equity capital being raised by us through MWI, to construct, own and operate the Mojave Groundwater Bank (see Note 7 to the Consolidated Financial Statements Long-Term Debt ).
In addition, we are currently engaged in the completion of due diligence with private equity investors for up to a targeted $400 million in equity commitment to MWI.
Upon completion of definitive agreements for an additional $400 million in equity capital investments in MWI, we expect to contribute to MWI our pipeline infrastructure assets, including the Northern Pipeline and the Southern Pipeline right-of-way.
In addition, Lytton would contribute to MWI its Storage Cash Flows Right (see Note 7 to the Consolidated Financial Statements Long Term Debt ), so that the MWI investors would share in the cash flows generated from the constructed facilities, including from the supply agreements and the Storage Cash Flows Right.
Under this potential structure, in consideration of our transfer of assets, we expect to receive an upfront capital reimbursement payment at closing and an equity interest in MWI, entitling us to share in the long-term cash flows generated by MWI, among other consideration.
REMOVED
As of March 26, 2025 the Registrant had 81,785,011 shares of common stock outstanding.
These agreements cumulatively represent approximately 85% of the full capacity (25,000 AFY) of the Northern Pipeline.
To finance the estimated $800 million capital cost to bring the Northern Pipeline, Southern Pipeline and related facilities online to provide supply and storage to public water systems, in December 2024, we established a new business entity, Mojave Groundwater Storage Company LLC ( MGSC ) for public and private investors to take an ownership interest in the facility assets in exchange for equity capital to fund construction.
As of March 2025, we have entered into letters of intent and a letter of agreement with potential MGSC investors for up to $425 million.
The letters of intent and letter of agreement are non-binding and subject to on-going due diligence.
Extreme weather has created extreme unpredictability with regard to water supply for human consumption.
Under the agreement, RIC will consider the development of a solar powered green hydrogen production facility on up to 3,000 acres of land at the Cadiz Ranch.
In the current development phase, RIC will make payments of $35,000 per year.
Upon approval of construction, lease payments will increase to $1,000 per acre.
RIC will also purchase water from us for $850 per AF, subject to annual inflation adjustments.