Private company
S&W Seed Co
In its 2024 annual report the company says: “We are a global multi-crop, middle-market agricultural company that is principally engaged in breeding, growing, processing and selling agricultural seeds. Our seed products are primarily grown under contract by farmers.”5 It is headquartered in Carson, United States.2
Last updated Oct 20, 2026.
Overview
- IndustryAgricultural Production-Crops2
- HeadquartersCarson, United States2
- Incorporated inNV4
- Business address2101 Ken Pratt Blvd., Suite 201, Longmont, Co 805014
- Filer categoryNon-accelerated filer, Smaller reporting company4
- Legal formCorporation2
- LEI5493000VGNLHM547AC082
- StatusActive2
- LEI statusLapsed (not renewed)2
- Registered address701 S CARSON ST STE 200, 89701 Carson, United States2
- Registered withBusiness Center (Secretary of State), E0582572011-72
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We are a global multi-crop, middle-market agricultural company that is principally engaged in breeding, growing, processing and selling agricultural seeds. In fiscal 2024, we operated seed cleaning and processing facilities located in Texas, New South Wales, and South Australia. Our seed products are primarily grown under contract by farmers. Our current focus is on growing sales of our proprietary and traited products, specifically through the expansion of Double Team TM for forage and grain sorghum products and new trait introductions, including the second generation of Double Team and Prussic Acid Free TM , or PF, improving profit margins through pricing and operational efficiencies, and developing the camelina market via a partnership formed in fiscal 2023.5 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2024
Where the money goes
Where each dollar of revenue went, fiscal 2024
- Cost of revenue63¢$44.6M
- Research and development6¢$4.1M
- Selling, general and admin31¢$21.7M
- Income tax1¢$496.3K
Out of $60.4M in revenue.3 The company lost money this year.
Financial statements
| Fiscal year | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|---|---|---|
| Revenue | $75.4M6 | $64.1M7 | $109.7M8 | $79.6M9 | $84.0M10 | $71.4M11 | $73.5M3 | $60.4M3 |
| Cost of revenue | $59.2M6 | $49.3M6 | $69.0M8 | $64.6M9 | $70.4M10 | $65.0M11 | $59.0M3 | $44.6M3 |
| Gross profit | $16.1M6 | $14.8M7 | $40.7M8 | $14.9M9 | $13.7M10 | $6.4M11 | $14.5M3 | $15.8M3 |
| Research and development | $3.0M6 | $3.9M7 | $6.3M8 | $7.3M9 | $8.5M10 | $7.7M11 | $5.2M3 | $4.1M3 |
| Selling, general and admin | $11.8M6 | $10.5M7 | $17.5M8 | $21.3M9 | $21.9M10 | $24.5M11 | $22.4M3 | $21.7M3 |
| Operating expenses | $39.2M11 | $32.5M3 | $33.5M3 | |||||
| Operating income | -$2.4M6 | -$3.0M7 | -$5.0M8 | -$18.8M9 | -$20.3M10 | -$32.8M11 | -$17.9M3 | -$17.7M3 |
| Income before tax | -$35.9M11 | $14.9M3 | -$26.7M3 | |||||
| Income tax | $7.6M6 | $143.0K7 | -$148.7K8 | $386.0K9 | -$24.4K10 | $413.4K11 | -$763.6K3 | $496.3K3 |
| Net income | -$11.8M6 | -$4.7M7 | -$9.3M8 | -$19.7M9 | -$19.2M10 | -$36.4M11 | $14.4M3 | -$30.0M3 |
| Earnings per share | -$0.676 | -$0.217 | -$0.318 | -$0.599 | -$0.5510 | -$0.9311 | $6.403 | -$13.213 |
| Earnings per share (diluted) | -$0.676 | -$0.217 | -$0.318 | -$0.599 | -$0.5510 | -$0.9311 | $6.383 | -$13.213 |
| Shares (weighted, basic) | 39.1M shares11 | 2.3M shares3 | 2.3M shares3 | |||||
| Shares (weighted, diluted) | 39.1M shares11 | 2.3M shares3 | 2.3M shares3 |
| Fiscal year | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|---|---|---|
| Cash | $745.0K7 | $4.3M7 | $3.4M8 | $4.1M9 | $3.5M10 | $2.1M11 | $3.4M3 | $294.0K3 |
| Receivables | $19.1M11 | $24.6M3 | $20.9M3 | |||||
| Inventory | $54.5M11 | $45.1M3 | $38.1M3 | |||||
| Current assets | $56.7M6 | $79.9M7 | $91.6M8 | $88.4M9 | $87.9M10 | $77.2M11 | $84.1M3 | $63.4M3 |
| Property, plant and equipment | $16.9M11 | $10.1M3 | $9.7M3 | |||||
| Goodwill | $011 | |||||||
| Intangible assets | $34.1M3 | $29.7M3 | $24.0M3 | |||||
| Total assets | $117.1M6 | $137.8M7 | $146.4M8 | $156.0M9 | $151.5M10 | $133.8M11 | $152.0M3 | $120.7M3 |
| Accounts payable | $15.9M11 | $13.3M3 | $13.5M3 | |||||
| Current liabilities | $51.3M6 | $42.4M7 | $33.9M8 | $52.6M9 | $61.1M10 | $48.3M11 | $71.3M3 | $69.2M3 |
| Long-term debt | $1.1M6 | $13.0M6 | $7.9M11 | $8.4M3 | ||||
| Total liabilities | $55.9M6 | $56.0M7 | $46.4M8 | $74.6M9 | $77.1M10 | $77.6M11 | $77.9M3 | $75.7M3 |
| Retained earnings | -$105.9M11 | -$91.9M3 | -$122.1M3 | |||||
| Shareholders’ equity | $61.2M6 | $81.7M6 | $100.0M9 | $81.3M10 | $74.4M11 | $51.4M3 | $68.8M3 | $39.3M3 |
| Shares outstanding | 20.7M shares15 | 26.0M shares6 | 33.3M shares7 | 33.5M shares8 | 36.8M shares9 | 42.6M shares10 | 43.0M shares11 | 2.3M shares3 |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
| Fiscal year | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|---|---|---|
| Cash from operations | -$22.2M7 | $21.3M8 | -$5.8M9 | -$14.2M10 | -$18.4M11 | -$19.0M3 | -$5.6M3 | |
| Depreciation and amortization | $5.5M11 | $4.8M3 | $4.3M3 | |||||
| Stock-based compensation | $2.3M11 | $1.9M11 | ||||||
| Capital spending | $3.0M6 | $1.2M7 | $735.3K8 | $2.0M9 | $1.1M10 | $2.1M11 | $856.7K3 | $1.5M3 |
| Free cash flow | -$23.4M | $20.6M | -$7.7M | -$15.3M | -$20.5M | -$19.8M | -$7.2M | |
| Cash from investing | -$909.4K11 | $8.4M3 | $5.9M3 | |||||
| Share buybacks | ||||||||
| Cash from financing | $17.1M11 | $11.9M3 | -$3.3M3 |
Corporate structure
S&W Seed Co sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of S&W Seed Co
- MFP INVESTORS LLC Filed SCHEDULE 13D/A on S&W Seed Co, latest Dec 23, 2024 (9 filings since Oct 18, 2021)
- WYNNEFIELD PARTNERS SMALL CAP VALUE LP I Filed SC 13G on S&W Seed Co, latest Feb 16, 2023
- S&W Seed Co Carson, Nevada, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What S&W Seed Co reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $19.0M3 Jun 30, 2024 | $18.3M3 Jun 30, 2023 | +3.7% |
| Accumulated depreciation | $9.3M3 Jun 30, 2024 | $8.2M3 Jun 30, 2023 | +13.4% |
| Property and equipment, net | $9.7M3 Jun 30, 2024 | $10.1M3 Jun 30, 2023 | −4.1% |
| Finance-lease assets | $874.4K3 Jun 30, 2024 | $670.8K3 Jun 30, 2023 | +30.3% |
| Operating-lease assets (leased space) | $2.2M3 Jun 30, 2024 | $3.0M3 Jun 30, 2023 | −24.6% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $294.0K3 Jun 30, 2024 | $3.4M3 Jun 30, 2023 | −91.3% |
| Stakes in other companies (equity method) | $19.7M3 Jun 30, 2024 | $23.1M3 Jun 30, 2023 | −14.6% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Finite-lived intangibles, gross | $42.3M3 Jun 30, 2024 | $47.0M3 Jun 30, 2023 | −9.9% |
| Accumulated amortization | $18.3M3 Jun 30, 2024 | $17.2M3 Jun 30, 2023 | +6.1% |
| Finite-lived intangibles, net | $24.0M3 Jun 30, 2024 | $29.7M3 Jun 30, 2023 | −19.1% |
Inventory
| Item | Latest | A year before | Change |
|---|---|---|---|
| Inventory, total | $38.1M3 Jun 30, 2024 | $45.1M3 Jun 30, 2023 | −15.5% |
| Work in process | $4.8M3 Jun 30, 2024 | $6.4M3 Jun 30, 2023 | −24.6% |
| Finished goods | $31.0M3 Jun 30, 2024 | $35.4M3 Jun 30, 2023 | −12.3% |
Properties, in its own words
The following is a description of our material properties:
Location · Segment · Primary Use · Leased or Owned
The rest of Item 2
United States:
Dumas (Moore County), Texas · Americas · Warehouse storage · Owned by S&W Seed Company
Kern County, California · Americas · Farmland suitable for farming alfalfa seed and alfalfa hay · Leased by S&W Seed Company
Longmont (Boulder County), Colorado · Americas · Corporate Headquarters for S&W · Leased by S&W Seed Company
Lubbock (Lubbock County), Texas · Americas · Research facilities and warehouse storage · Leased by S&W Seed Company
Lubbock (Lubbock County), Texas · Americas · Research greenhouse · Leased by S&W Seed Company
Lubbock (Lubbock County), Texas · Americas · Laboratory and general office · Leased by S&W Seed Company
New Deal (Lubbock County), Texas · Americas · Processing facility and production warehouse storage · Owned by S&W Seed Company
Tulia (Swisher County), Texas · Americas · Warehouse storage · Leased by S&W Seed Company
Victoria (Victoria County), Texas · Americas · Warehousing and production storage · Leased by S&W Seed Company
Australia:
Cambooya, Queensland · International · Research farm · Leased by S&W Australia
Deniliquin, New South Wales · AUSDOM · Processing facility · Leased by S&W Australia
Keith, South Australia · International · Processing facility · Owned by S&W Australia
Keith, South Australia · International · Research farm · Leased by S&W Australia
Penfield, South Australia · AUSDOM · Warehousing and production storage and research and development · Leased by S&W Australia
Toowoomba, Queensland · International · Research and development and warehousing and production storage · Leased by S&W Australia
We believe that our current facilities are adequate for our needs for the immediate future and that, should it be needed, suitable additional space will be available to accommodate expansion of our operations on commercially reasonable terms.
Item 2 of the 10-K filed Nov 1, 2024.5
Leadership
Who has led S&W Seed Co, and when. Pick a name to see everywhere that person has worked.
Chief financial officer
Chief operating officer
- Chief executive officerMark Herrmann Jul 10, 2023 to Mar 7, 202516
- Chief executive officerMark Wong Jul 7, 2017 to Apr 4, 202317
- Chief executive officerMark S. Grewal May 3, 2010 to May 22, 201718
- ChairGrover T. Wickersham May 3, 2010 to Oct 21, 201319
- PresidentMark Herrmann Oct 31, 2024 to Mar 7, 202520
- PresidentMark Wong Jul 7, 2017 to Apr 4, 202317
- PresidentMark S. Grewal May 3, 2010 to May 22, 201718
- Chief financial officerVanessa Baughman May 16, 2023 to Apr 2, 202521
- Chief financial officerElizabeth Horton Nov 17, 2021 to Apr 4, 202322
- Chief financial officerMatthew K. Szot May 3, 2010 to Oct 7, 202123
- Chief operating officerDennis Charles Jury Dec 12, 2013 to Oct 3, 201824
Board members and other officers (23)
- Executive VP, AmericasDonald M. Panter Jr. Oct 30, 2018 to Apr 4, 202325
- Executive VP, InternationalDavid Thomas Callachor Oct 31, 2018 to Oct 7, 202126
- Executive VP of OperationsDennis Charles Jury Apr 8, 2013 to Apr 8, 201327
- VP of Sales & MarketingFred G. Fabre Oct 9, 2012 to Dec 16, 201428
- VP Breeding and GeneticsDanielson B. Gardner Oct 23, 2012 to Oct 10, 201829
- VP OperationsDaniel Z. Karsten May 3, 2010 to Mar 6, 201530
- Board memberElizabeth Horton Jun 22, 2023 to Dec 15, 202331
- Board memberJeffrey A. Rona Dec 19, 2023 to Dec 19, 202432
- Board memberMark Herrmann Dec 16, 2022 to Dec 16, 202233
- Board memberConsuelo E. Madere Jan 12, 2018 to Dec 17, 202134
- Board memberRobert D. Straus Jan 12, 2018 to Dec 17, 202135
- Board memberAlan D. Willits Jul 19, 2018 to Dec 19, 202436
- Board memberDavid A. Fischhoff Dec 16, 2016 to Dec 17, 202137
- Board memberAlexander C. Matina Jun 1, 2015 to Dec 19, 202438
- Board memberMark Wong Aug 13, 2015 to Dec 19, 202439
- Board memberGrover T. Wickersham Mar 19, 2013 to Jan 14, 201940
- Board memberAnn M. Veneman Dec 12, 2013 to Dec 12, 201341
- Board memberGlen D. Bornt Dec 11, 2012 to Dec 22, 201742
- Board memberMark S. Grewal May 3, 2010 to May 22, 201718
- Board memberMichael C. Culhane May 3, 2010 to Feb 4, 201443
- Board memberMichael N. Nordstrom May 3, 2010 to Mar 19, 201544
- Board memberMick Fleming May 3, 2010 to Oct 20, 201645
- Board memberCharles B. Seidler Jun 17, 2010 to Dec 17, 202146
Named in SEC Form D filings
People the company listed in its private-offering notices.
Timeline
- Aug 5, 20258-K Other events48
- Jul 17, 20258-K Debt or obligation accelerated49
- Jul 14, 20258-K New debt or obligation; Listing notice or transfer; Other events50
- Jul 8, 20258-K New debt or obligation; Other events51
- Jun 23, 20258-K Entered a material agreement; New debt or obligation; Debt or obligation accelerated52
- May 15, 20258-K Results of operations53
- Feb 13, 20258-K Results of operations54
- Jan 24, 20258-K Regulation FD disclosure55
- Dec 23, 20248-K Entered a material agreement; Ended a material agreement; New debt or obligation56
- Dec 18, 20248-K Shareholder vote57
- Dec 2, 20248-K Entered a material agreement; Other events58
- Nov 27, 20248-K Entered a material agreement; Completed an acquisition or sale59
- Jul 10, 2023New chief executive Mark Herrmann becomes CEO16
- Jul 7, 2017New chief executive Mark Wong becomes CEO17
- Oct 25, 2011Founded S&W Seed Co is founded2
- May 3, 2010New chief executive Mark S. Grewal becomes CEO18
Calendar
When it reported results
- May 15, 2025Reported quarterly or annual results53
- Feb 13, 2025Reported quarterly or annual results54
- Nov 26, 2024Reported quarterly or annual results60
- Nov 19, 2024Reported quarterly or annual results61
- Nov 1, 2024Reported quarterly or annual results62
- May 14, 2024Reported quarterly or annual results63
- Feb 14, 2024Reported quarterly or annual results64
- Nov 9, 2023Reported quarterly or annual results65
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
219 filings to the SEC since October 2021: 4 annual reports, 12 quarterly reports, 61 major events, 86 insider forms, 10 large holders, 2 private raises, 44 other. The latest 20:
- Aug 6, 202515-15D EDGAR
- Aug 5, 20258-K EDGAR
- Aug 1, 2025EFFECT EDGAR
- Aug 1, 2025EFFECT EDGAR
- Aug 1, 2025EFFECT EDGAR
- Aug 1, 2025EFFECT EDGAR
- Aug 1, 2025EFFECT EDGAR
- Aug 1, 2025EFFECT EDGAR
- Aug 1, 2025POS AM EDGAR
- Aug 1, 2025POS AM EDGAR
- Aug 1, 2025POS AM EDGAR
- Aug 1, 2025POS AM EDGAR
- Aug 1, 2025POS AM EDGAR
- Aug 1, 2025POS AM EDGAR
- Aug 1, 2025POS AM EDGAR
- Aug 1, 2025S-8 POS EDGAR
- Aug 1, 2025S-8 POS EDGAR
- Aug 1, 2025S-8 POS EDGAR
- Aug 1, 2025S-8 POS EDGAR
- Jul 24, 202525 EDGAR
The 219 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
3 open-market trades by officers, directors and large owners since October 2021: 1 buys and 2 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Dec 19, 2024 | MFP PARTNERS LP10% owner | Sale | 200,000 | $0.15 | $30.0K | Form 4 |
| Feb 7, 2023 | WYNNEFIELD PARTNERS SMALL CAP VALUE LP10% owner | Sale | 380,000 | $1.71 | $649.8K | Form 4 |
| May 20, 2022 | Wong MarkDirector | Buy | 7,634 | $1.32 | $10.1K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- MFP INVESTORS LLCSCHEDULE 13D/A, 9 filings Oct 18, 2021 to Dec 23, 202466
- WYNNEFIELD PARTNERS SMALL CAP VALUE LP ISC 13G, 1 filing Feb 16, 202367
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2024 | Mark Herrmann | 63 | $500.0K | $693.5K68 |
| 2024 | Vanessa Baughman | 54 | $311.6K | $607.0K68 |
| 2023 | Chief Financial Officer and Secretary | $39.2K | $59.2K68 |
Money raised
Private offerings the company reported to the SEC on Form D.
SEC filer profile
How S&W Seed Co is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARS&W Seed Co1
- CIK0001477246
- Employer ID (EIN)27-12757845
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company5
- Incorporated inNevada5
- Fiscal year endsJune 301
- Industry code (SIC)0100 Agricultural Production-Crops1
- SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
- Business address2101 Ken Pratt Blvd., Suite 201, Longmont, CO 805011
- Phone(720) 506-91911
- Shares outstanding2,146,806 as of May 12, 202514
- Public float$17.1M as of Dec 31, 20235
- AuditorGrant Thornton LLP, Denver, Colorado PCAOB ID 248; no auditor attestation of internal control over financial reporting5
- On EDGAR sinceJan 29, 20101
- Filings1,121 in all: 4 (499), 8-K (227), 10-Q (46), SC 13G/A (32), 3 (31), UPLOAD (26), EFFECT (21), SC 13G (20)1
All 45 form types
4/A (19), CORRESP (18), DEF 14A (18), SC 13D/A (18), 10-K (15), DEFA14A (13), S-3 (11), 8-K/A (10), POS AM (10), S-3/A (9), 424B5 (8), S-1/A (7), 424B3 (6), CT ORDER (6), D (6), PRE 14A (6), S-8 (4), S-8 POS (4), 10-K/A (3), 424B2 (3), 5 (3), SC 13D (3), 25 (2), ARS (2), FWP (2), S-1 (2), 10-Q/A (1), 15-15D (1), 25-NSE (1), 424B4 (1), 8-A12B (1), 8-A12B/A (1), CERTNAS (1), DEFR14A (1), NT 10-K (1), NT 10-Q (1), SCHEDULE 13D/A (1)
- Latest filingsAnnual report (10-K) Nov 1, 2024
Quarterly report (10-Q) May 15, 2025
Proxy statement (DEF 14A) Nov 5, 2024
Latest 8-K (8-K) Aug 5, 2025
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.001 per share | SANW | Nasdaq |
From the cover page of the 10-K filed Nov 1, 2024 (Section 12(b) of the Exchange Act).5
Risk factors and legal proceedings
The risks S&W Seed Co names in Item 1A of its 10-K filed Nov 1, 2024: 48 risks under these headings, as written.5
- Risks Relating to Our Business and Industry
- We need to raise additional capital in the future. If we are unsuccessful in attracting new capital, we may not be able to continue operations or may be forced to sell assets to do so. Alternatively, capital may not be available to us on favorable terms, or if at all. If available, financing terms may lead to significant dilution of our stockholders’ equity.
- Our earnings can be negatively impacted by declining demand brought on by varying factors, many of which are out of our control.
- Our earnings may also be sensitive to fluctuations in market prices for seed.
- Our earnings are vulnerable to cost increases.
- Adverse weather conditions, natural disasters, crop disease, pests and other natural conditions can impose significant costs and losses on our business.
- We have entered into a partnership for the development, marketing and production of camelina. Our future revenues may be substantially dependent on the success of this relationship and we do not have any control over the operations or decision-making of the partnership. This partnership may not be successful, and we may be unable to realize any significant recurring commercial benefit from them.
- Because our seed business is highly seasonal, our revenue, cash flows from operations and operating results may fluctuate on a seasonal and quarterly basis.
- We have had a material concentration of revenue from a small group of customers that fluctuates, and the loss of any of these customers in any quarter could have a material adverse effect on our revenue.
- Because we depend on a core group of significant customers, our sales, cash flows from operations and results of operations may be negatively affected if our key customers reduce the amount of products they purchase from us.
- Because we do not grow the seed that we sell, we are completely dependent on our network of contract growers, and our sales, cash flows from operations and results of operations may be negatively affected if we are unable to maintain an adequate network of contract growers to supply our seed requirements.
- Our ability to contract for sufficient acreage presents challenges.
The other 37 risks
- A lack of availability of water in any of our production areas could impact our business.
- We face intense competition, and our inability to compete effectively for any reason could adversely affect our business.
- If we are unable to estimate our customers’ future needs accurately and to match our production to the demand of our customers, our business, financial condition and results of operations may be adversely affected.
- Our third-party distributors may not effectively distribute our products.
- We extend credit to our international customers, which exposes us to the difficulties of collecting our receivables in foreign jurisdictions if those customers fail to pay us.
- Our current reliance on the seed development and production business does not permit us to spread our business risks among different business segments, and thus a disruption in our seed production or the industry would harm us more immediately and directly than if we were more diversified.
- If we fail to introduce and commercialize new seed products, we may not be able to maintain market share, and our future sales may be harmed.
- The presence of GMO alfalfa in California could impact our sales.
- The loss of key employees or the failure to attract qualified personnel could have a material adverse effect on our ability to run our business.
- We may not be able to manage expansion of our operations effectively.
- S&W Australia's voluntary administration is expected to result in S&W Australia’s business no longer being conducted through us, which would significantly reduce the scope of our overall worldwide operations and could have a material adverse effect on our business, financial position and results of operations.
- S&W Australia's voluntary administration may have a negative adverse effect upon our financial condition.
- Changes in government policies and laws could adversely affect international sales and therefore our financial results.
- We are subject to risks associated with doing business globally.
- The effects of the military conflict between Russia and Ukraine may have an adverse impact on our business.
- Failure to comply with the United States Foreign Corrupt Practices Act or similar laws could subject us to penalties and other adverse consequences.
- Logistical challenges could negatively impact our business.
- Environmental regulation affecting our seed products could negatively impact our business.
- If we are unable to obtain government approvals for certain of our products, we may be unable to commercialize those products in certain markets.
- Unauthorized access to our information technology systems, infrastructure and data could have a material adverse effect on our business, financial condition or results of operations.
- Insurance covering defective seed claims may become unavailable or be inadequate.
- We may be exposed to product quality claims, which may cause us to incur substantial legal expenses and, if determined adversely against us, may cause us to pay significant damage awards.
- Capital and credit market issues could negatively affect our liquidity, increase our costs of borrowing and disrupt the operations of our growers and customers.
- If we are unable to protect our intellectual property rights, our business and prospects may be harmed.
- Actual or threatened public health pandemics or outbreaks may adversely impact on our business, operations and the markets and communities in which we, our partners and customers operate.
- A negative public perception of biotechnology may adversely impact our business.
- Disruptions to our operations may adversely impact our business.
- Risks Related to our Financial Position and Investment in Our Securities
- The terms of our loan and security agreement with CIBC and MFP, S&W Australia's debt facilities with NAB, and our AgAmerica note place restrictions on our operating and financial flexibility, and failure to comply with covenants or to satisfy certain conditions may result in acceleration of our repayment obligations and foreclosure on our pledged assets, which could significantly harm our liquidity, financial condition, operating results, business and prospects and cause the price of our securities to decline.
- The value of our common stock can be volatile.
- Our quarter-to-quarter performance may vary substantially, and this variance, as well as general market conditions, may cause the price of our securities to fluctuate greatly and potentially expose us to litigation.
- If we fail to comply or regain compliance with the continued listing standards of the Nasdaq Capital Market, we may be delisted and the price of our common stock, our ability to access the capital markets and our financial condition could be negatively impacted.
- We completed a private placement of our Series B Redeemable Convertible Non-Voting Preferred Stock on February 18, 2022, and if we are required to redeem such shares of preferred stock, our cash position will be negatively impacted. In addition, we may not have sufficient funds to redeem such shares of preferred stock.
- If we issue additional securities with rights superior to our common stock, the holdings of those owning our common stock could be further diluted or subordinated to the rights of the holders of preferred stock.
- Our actual operating results may differ significantly from our guidance.
- We do not anticipate declaring any cash dividends on our common stock.
- Anti-takeover provisions and our right to issue preferred stock could make a third-party acquisition of us difficult.
- We identified a material weakness in our internal control over financial reporting, and if we are unable to achieve and maintain effective internal control over financial reporting, our ability to produce accurate financial statements on a timely basis could be impaired and our public reporting may be unreliable.
Legal proceedings
From time to time, we are involved in lawsuits, claims, investigations and proceedings, including pending opposition proceedings involving patents that arise in the ordinary course of business.
On July 24, 2024, S&W Australia adopted a voluntary plan of administration based on its determination that S&W Australia is likely to become “insolvent” within the meaning of section 436A(1) of Australia’s Corporations Act 2001. In Australia, voluntary administration is a process whereby an insolvent company is placed in the hands of one or more independent administrators whose role is to investigate the company’s affairs, to report to creditors and to recommend to creditors whether the company should enter into a deed of company arrangement, liquidation, or be returned to its board of directors. A voluntary administration involves an investigation of available options to provide a better return to creditors and, if possible, to save the business.
There are no other matters pending that we expect to have a material adverse impact on our business, results of operations, financial condition or cash flows.
The opening of Item 3, Legal Proceedings.5
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARS&W Seed Co filings on SEC EDGAR
- 2
- 3SEC EDGARS&W Seed Co 10-K for fiscal 2024
- 4SEC EDGARS&W Seed Co filings on SEC EDGAR
- 5
- 6SEC EDGARS&W Seed Co 10-K for fiscal 2017
- 7SEC EDGARS&W Seed Co 10-K for fiscal 2018
- 8SEC EDGARS&W Seed Co 10-K for fiscal 2019
- 9SEC EDGARS&W Seed Co 10-K for fiscal 2020
- 10SEC EDGARS&W Seed Co 10-K for fiscal 2021
- 11SEC EDGARS&W Seed Co 10-K for fiscal 2022
- 12SEC EDGARS&W Seed Co 10-Q for fiscal 2024
- 13SEC EDGARS&W Seed Co 10-Q for fiscal 2024
- 14SEC EDGARS&W Seed Co 10-Q for fiscal 2025
- 15SEC EDGARS&W Seed Co 10-K for fiscal 2017
- 16
- 17SEC EDGARMark Wong, Chief executive officer
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- 19SEC EDGARGrover T. Wickersham, Chair
- 20SEC EDGARMark Herrmann, President
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- 27
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- 30SEC EDGARDaniel Z. Karsten, VP Operations
- 31SEC EDGARElizabeth Horton, Board member
- 32SEC EDGARJeffrey A. Rona, Board member
- 33SEC EDGARMark Herrmann, Board member
- 34SEC EDGARConsuelo E. Madere, Board member
- 35SEC EDGARRobert D. Straus, Board member
- 36SEC EDGARAlan D. Willits, Board member
- 37SEC EDGARDavid A. Fischhoff, Board member
- 38SEC EDGARAlexander C. Matina, Board member
- 39SEC EDGARMark Wong, Board member
- 40SEC EDGARGrover T. Wickersham, Board member
- 41SEC EDGARAnn M. Veneman, Board member
- 42SEC EDGARGlen D. Bornt, Board member
- 43SEC EDGARMichael C. Culhane, Board member
- 44SEC EDGARMichael N. Nordstrom, Board member
- 45SEC EDGARMick Fleming, Board member
- 46SEC EDGARCharles B. Seidler, Board member
- 47
- 48SEC EDGAROther events
- 49SEC EDGARDebt or obligation accelerated
- 50
- 51SEC EDGARNew debt or obligation; Other events
- 52
- 53SEC EDGARResults of operations
- 54SEC EDGARResults of operations
- 55SEC EDGARRegulation FD disclosure
- 56
- 57SEC EDGARShareholder vote
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