Prima® Wawona to Implement Ownership Transition Through Court-Supervised Process

Company Pursuing an Ownership Transition to Certain of Its Lenders That Provides for a Potential Sale of the Business to a Third-Party Buyer

Commences Voluntary Chapter 11 Proceedings to Facilitate Sale Process

Continues to Operate Normally and Provide High-Quality Stone Fruit to Customers and Consumers

FRESNO, Calif., Oct. 13, 2023 /PRNewswire/ -- Prima® Wawona, the industry's largest producer of stone fruit, today announced that it is transitioning ownership of the Company and recapitalizing the business. In connection with an agreement reached amongst the Company's Lenders, Prima® Wawona is proceeding with a transaction that will involve either the conversion of existing lender debt into equity ownership of the business or allow for a sale transaction to a third-party buyer. The ownership transition is expected to allow for the continued operation and long-term sustainability of the business.

To facilitate the sale process, the Company has initiated voluntary Chapter 11 proceedings. The Company commences the Chapter 11 case with the backing of its lenders, who entered into a Lender Support Agreement ("LSA") among themselves. The Company will ultimately proceed with the highest and best offer via a court-supervised auction process.

Prima® Wawona remains dedicated to delivering consistent and superior-quality stone fruits to its customers and consumers. The Company recently completed a successful harvest season and intends to continue providing its customers across the country with the highest quality fruit.

John Boken, Prima® Wawona's Chief Executive Officer, said, "Over the last several years, Prima® Wawona has grown tremendously. We recently completed the 2023 harvest season, during which our team grew, packed and delivered more fruit across more acres than ever before. At the same time, the business has faced significant headwinds, including increased costs and weather-related impacts, that have combined to make our existing capital structure unsustainable. Over the course of this year, we proactively evaluated options intended to enable us to build on our leading market position, our efficient and sustainable farming practices, and our history as an employer of choice."

"We are pleased that our lenders have reached an agreement and fully support this ownership transition that charts a path forward to strengthen Prima® Wawona and position the business for long-term success. The court-supervised process allows for the possibility that a qualified third-party buyer will emerge as the owner of the business as an alternative to our lenders. The entire Prima® Wawona organization is focused on working through this process as quickly as possible."

Mr. Boken concluded, "As we move forward, we are committed to our industry-leading farming practices and continuing to provide the high-quality stone fruit for which Prima® Wawona is known. We thank our customers and partners for their ongoing support, and we look forward to continuing to serve them. We are grateful to the entire Prima® Wawona team for their hard work and dedication at this important time in the history of our Company."

Additional Information About the Chapter 11 Process

The Company today initiated voluntary Chapter 11 cases in the United States Bankruptcy Court for the District of Delaware to pursue one or more potential sale transactions, or, in the alternative, an equitization transaction that would transition ownership to the Company's prepetition lenders through a debt-to-equity conversion.

The Company's prepetition lenders have retained ACM Management Company, LLC, an experienced operator in the Company's industry, to advise them as to a potential ownership transition. In connection with these Chapter 11 cases, the prepetition lenders have consented to the use of cash collateral to support the ordinary course operations of the business and to fund the administration of the sale process and these Chapter 11 cases.

The Company has filed a number of customary motions seeking court approval to continue to support its operations during the court-supervised process, including the continued payment of employee wages and benefits without interruption. Prima® Wawona intends to pay vendors in full under normal terms for goods and services provided on or after the filing date.

With the support of its lenders, the Company intends to move through Chapter 11 expediently to consummate a sale transaction or an equitization transaction with its lenders. 

Additional information is available at http://www.PW-Process.com/. Court filings and other information related to the proceedings are available on a separate website administered by the Company's claims agent, Stretto, at https://cases.stretto.com/primawawona, by calling Stretto toll-free at (888) 405-4599 or (949) 385-6774 for calls originating outside of the U.S., or by sending an email to [email protected].

Kirkland & Ellis LLP and Young Conaway Stargatt & Taylor, LLP are serving as the Company's legal counsel. Houlihan Lokey Capital, Inc. is serving as the Company's investment banker. AP Services, LLC is serving as its interim management and restructuring advisor.

About Prima® Wawona

Family Farming Legacies bringing together over a century and a half of expertise and passion from two of the stone fruit industry's leading family farms, Prima® Wawona is committed to advancing strong retail partnerships and supporting the success of our supply chain partners, workforce and communities.

For more information, visit www.prima.com or follow us on Facebook, Instagram.

Contacts:
Aaron Palash / Rose Temple
Joele Frank, Wilkinson Brimmer Katcher
+1 212-355-4449

SOURCE Prima® Wawona