[PART I – FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20%E2%80%93%20FINANCIAL%20INFORMATION) [ITEM 1. Financial Statements](index=3&type=section&id=ITEM%201.%20Financial%20Statements) This section presents Cadiz Inc.'s unaudited condensed consolidated financial statements, including statements of operations and comprehensive loss, balance sheets, cash flows, and stockholders' equity, along with detailed notes explaining the basis of presentation, significant accounting policies, and specific financial line items for the periods ended September 30, 2022, and December 31, 2021 [Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - Three Months Ended September 30 | Metric ($ in thousands, except per share data) | 2022 | 2021 | |:-----------------------------------------------|:--------|:--------| | Total revenues | $599 | $142 | | Total costs and expenses | 5,043 | 4,309 | | Operating loss | (4,444) | (4,167) | | Interest expense, net | (2,097) | (2,000) | | Loss on extinguishment of debt | - | (1,399) | | Loss before income taxes | (6,541) | (7,566) | | Net loss and comprehensive loss | $(6,545) | $(7,839) | | Net loss and comprehensive loss applicable to common stock | $(7,810) | $(9,288) | | Basic and diluted net loss per common share | $(0.15) | $(0.22) | | Basic and diluted weighted average shares outstanding | 50,793 | 41,855 | Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - Nine Months Ended September 30 | Metric ($ in thousands, except per share data) | 2022 | 2021 | |:-----------------------------------------------|:----------|:----------| | Total revenues | $927 | $422 | | Total costs and expenses | 12,547 | 14,123 | | Operating loss | (11,620) | (13,701) | | Interest expense, net | (6,144) | (9,400) | | Loss on extinguishment of debt | - | (1,399) | | Loss before income taxes | (17,764) | (24,500) | | Net loss and comprehensive loss | $(17,940) | $(25,345) | | Net loss and comprehensive loss applicable to common stock | $(21,758) | $(26,794) | | Basic and diluted net loss per common share | $(0.45) | $(0.68) | | Basic and diluted weighted average shares outstanding | 48,689 | 39,611 | [Unaudited Condensed Consolidated Balance Sheets](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheets (Unaudited) | Metric ($ in thousands, except per share data) | September 30, 2022 | December 31, 2021 | |:-----------------------------------------------|:-------------------|:------------------| | **ASSETS** | | | | Cash and cash equivalents | $6,957 | $10,965 | | Total current assets | 9,917 | 13,214 | | Property, plant, equipment and water programs, net | 80,771 | 78,890 | | Total assets | $104,122 | $112,493 | | **LIABILITIES AND STOCKHOLDERS' EQUITY** | | | | Total current liabilities | 2,782 | 2,513 | | Long-term debt, net | 48,353 | 46,477 | | Total liabilities | 72,183 | 71,884 | | Total stockholders' equity | 31,939 | 40,609 | | Total liabilities and stockholders' equity | $104,122 | $112,493 | [Unaudited Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Condensed Consolidated Statements of Cash Flows (Unaudited) - Nine Months Ended September 30 | Metric ($ in thousands) | 2022 | 2021 | |:----------------------------------------------|:----------|:----------| | Net cash used in operating activities | $(13,374) | $(9,643) | | Net cash used in investing activities | $(2,533) | $(21,529) | | Net cash provided by financing activities | $8,058 | $52,663 | | Net (decrease) increase in cash, cash equivalents and restricted cash | $(7,849) | $21,491 | | Cash, cash equivalents and restricted cash, beginning of period | 19,856 | 7,424 | | Cash, cash equivalents and restricted cash, end of period | $12,007 | $28,915 | [Unaudited Condensed Consolidated Statement of Stockholders' Equity (Deficit)](index=8&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Stockholders%27%20Equity%20%28Deficit%29) Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - For the three and nine months ended September 30, 2022 | Metric ($ in thousands, except share data) | Common Shares | Stock Amount | Preferred Shares | Stock Amount | 8.875% Series A Cumulative Perpetual Preferred Stock Amount | Additional Paid-in Capital | Accumulated Deficit | Total Stockholders' Equity | |:-------------------------------------------|:--------------|:-------------|:-----------------|:-------------|:------------------------------------------------------------|:---------------------------|:--------------------|:---------------------------| | Balance as of December 31, 2021 | 43,656,169 | $435 | 329 | $1 | $1 | $613,572 | $(573,400) | $40,609 | | Stock-based compensation expense | 236,995 | $2 | - | - | - | $431 | - | $433 | | Issuance of shares pursuant to direct offerings | 6,857,140 | $69 | - | - | - | $11,672 | - | $11,741 | | Dividends declared on 8.875% series A cumulative perpetual preferred shares | - | - | - | - | - | - | $(1,265) | $(1,265) | | Net loss and comprehensive loss | - | - | - | - | - | - | $(5,912) | $(5,912) | | Balance as of September 30, 2022 | 50,793,567 | $506 | 329 | $1 | $1 | $626,589 | $(595,158) | $31,939 | Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - For the three and nine months ended September 30, 2021 | Metric ($ in thousands, except share data) | Common Shares | Stock Amount | Preferred Shares | Stock Amount | 8.875% Series A Cumulative Perpetual Preferred Stock Amount | Additional Paid-in Capital | Accumulated Deficit | Total Stockholders' Equity | |:-------------------------------------------|:--------------|:-------------|:-----------------|:-------------|:------------------------------------------------------------|:---------------------------|:--------------------|:---------------------------| | Balance as of December 31, 2020 | 36,902,361 | $368 | 7,531 | - | - | $513,744 | $(539,414) | $(25,301) | | Stock-based compensation expense | 72,229 | $1 | - | - | - | $147 | - | $148 | | Issuance of shares pursuant to ATM offerings | 1,368,362 | $13 | - | - | - | $14,853 | - | $14,866 | | Net loss and comprehensive loss | - | - | - | - | - | - | $(5,944) | $(5,944) | | Balance as of September 30, 2021 | 42,508,398 | $424 | 3,156 | - | - | $612,902 | $(566,208) | $47,119 | [Unaudited Notes to the Condensed Consolidated Financial Statements](index=10&type=section&id=Unaudited%20Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) [NOTE 1 – BASIS OF PRESENTATION](index=10&type=section&id=NOTE%201%20%E2%80%93%20BASIS%20OF%20PRESENTATION) This note outlines the basis for preparing the unaudited condensed consolidated financial statements, affirming compliance with GAAP and the inclusion of normal recurring adjustments. It also addresses the Company's liquidity, going concern assumption, and the impact of recent financing activities, including common stock offerings and a preferred stock offering, on its cash position and ability to fund operations and project development - The Company incurred a net loss of **$17.9 million** for the nine months ended September 30, 2022, an improvement from **$25.3 million** in the prior year, primarily due to lower compensation costs and interest expense in 2022[24](index=24&type=chunk) - Working capital stood at **$7.1 million** as of September 30, 2022, with **$13.4 million** cash used in operations for the nine-month period[24](index=24&type=chunk) - The Company completed a registered direct offering on March 23, 2022, raising approximately **$11.7 million** in net proceeds for working capital and general corporate purposes[31](index=31&type=chunk) - A subsequent offering on November 14, 2022, generated approximately **$9.85 million** in net proceeds, earmarked for capital expenditures to accelerate the Water Project, working capital, and additional water resource development[32](index=32&type=chunk) Cash, Cash Equivalents and Restricted Cash (in thousands) | Category | September 30, 2022 | December 31, 2021 | September 30, 2021 | |:------------------------------|:-------------------|:------------------|:-------------------| | Cash and Cash Equivalents | $6,957 | $10,965 | $18,575 | | Restricted Cash | 1,265 | 1,288 | 1,449 | | Long Term Restricted Cash | 3,785 | 7,603 | 8,891 | | Total Cash, Cash Equivalents and Restricted Cash | $12,007 | $19,856 | $28,915 | [NOTE 2 – LONG-TERM DEBT](index=13&type=section&id=NOTE%202%20%E2%80%93%20LONG-TERM%20DEBT) This note details the Company's $50 million senior secured credit agreement entered into on July 2, 2021, maturing on July 2, 2024, with quarterly interest payments at 7% per annum. It outlines repayment fees, mandatory prepayment conditions, negative covenants, and the Lenders' rights to convert outstanding principal and interest into Depositary Receipts at specified intervals - The Senior Secured Debt matures on **July 2, 2024**, with interest paid quarterly at **7% per annum**[44](index=44&type=chunk) - Repayment fees range from **2.0% to 6.0%** depending on the timing of prepayment[44](index=44&type=chunk) - Lenders have the right to convert outstanding principal and unpaid interest into Depositary Receipts at **$25.00 per share**, with conversion percentages increasing over time (up to **50% after 12 months**, **75% after 18 months**, and **100% after 24 months**)[47](index=47&type=chunk)[49](index=49&type=chunk) - In connection with the Senior Secured Debt, the Company issued two warrants (A Warrants and B Warrants), each for **500,000 shares** of common stock, with exercise prices of **$17.38** and **$21.72**, respectively[51](index=51&type=chunk) [NOTE 3 – STOCK-BASED COMPENSATION PLANS](index=14&type=section&id=NOTE%203%20%E2%80%93%20STOCK-BASED%20COMPENSATION%20PLANS) This note describes the Company's 2019 Equity Incentive Plan, which authorizes the grant of up to 2,700,000 shares and options to employees, directors, and consultants. It details the compensation structure for outside directors, various RSU grants with specific vesting conditions (including performance milestones and continued employment), and PSU grants tied to common stock price hurdles - The 2019 Equity Incentive Plan (2019 EIP) authorizes up to **2,700,000 shares** and options for employees, directors, and consultants[54](index=54&type=chunk) - As of September 30, 2022, **1,741,503 shares** and restricted stock units (RSUs) have been awarded under the 2019 EIP[57](index=57&type=chunk) - RSU grants include **510,000 RSUs** tied to milestones (e.g., refinancing completion, water supply agreements) and **315,000 RSUs** with time-based vesting in 2023. An additional **60,000 RSUs** granted in July 2022 vest in January 2024[58](index=58&type=chunk) - **450,000 performance stock units (PSUs)** were issued, vesting upon common stock achieving price hurdles (**$7, $9, $11, $13 per share**) not sooner than three years from grant date[60](index=60&type=chunk) Stock-Based Compensation Expense (in thousands) | Period | 2022 | 2021 | |:-------------------------------------|:------|:------| | Three months ended September 30 | $492 | $696 | | Nine months ended September 30 | $1,348 | $4,136 | [NOTE 4 – INCOME TAXES](index=16&type=section&id=NOTE%204%20%E2%80%93%20INCOME%20TAXES) This note details the Company's net operating loss (NOL) carryforwards, which amount to approximately $343 million for federal and $278 million for California state income tax purposes as of September 30, 2022. It notes that federal NOLs from tax years ending after December 31, 2017, carry forward indefinitely, but their use is subject to annual limitations due to prior ownership changes. The Company has recorded a full valuation allowance against its net deferred tax assets, indicating that it is more likely than not that these assets will not be realized - As of September 30, 2022, the Company had federal NOL carryforwards of approximately **$343 million** and California state NOL carryforwards of **$278 million**[64](index=64&type=chunk) - Federal NOLs from tax years ending after December 31, 2017, are allowed indefinitely, but their use is subject to annual limitations due to ownership changes[64](index=64&type=chunk) - The Company has recorded a full valuation allowance against its net deferred tax assets, as it is more likely than not that these assets will not be realized[67](index=67&type=chunk) [NOTE 5 – NET LOSS PER COMMON SHARE](index=16&type=section&id=NOTE%205%20%E2%80%93%20NET%20LOSS%20PER%20COMMON%20SHARE) This note explains the calculation of basic net loss per common share, which is derived by dividing the net loss by the weighted-average common shares outstanding. It clarifies that options, deferred stock units, convertible debt, convertible preferred shares, and warrants were excluded from the diluted EPS calculation because their inclusion would have been antidilutive - Basic net loss per common share is calculated by dividing net loss by weighted-average common shares outstanding[68](index=68&type=chunk) - Options, deferred stock units, convertible debt, convertible preferred shares, and warrants were excluded from diluted EPS calculation as they were antidilutive[68](index=68&type=chunk) - Had these instruments been included, fully diluted weighted average shares outstanding would have increased by approximately **2,033,000** and **3,462,000** for the three months ended September 30, 2022 and 2021, respectively; and **1,702,000** and **3,316,000** for the nine months ended September 30, 2022 and 2021, respectively[68](index=68&type=chunk) [NOTE 6 – LEASES & PROPERTY, PLANT, EQUIPMENT AND WATER PROGRAMS](index=17&type=section&id=NOTE%206%20%E2%80%93%20LEASES%20%26%20PROPERTY%2C%20PLANT%2C%20EQUIPMENT%20AND%20WATER%20PROGRAMS) This note details the Company's lease arrangements, including operating leases for corporate offices expiring in Q4 2022. It highlights the removal of $3.3 million in right-of-use assets and liabilities related to BLM rights-of-way due to a court ruling, with plans to reapply. The note also covers a 99-year agricultural lease agreement with Fenner Valley Farms LLC, generating $420,000 in annual rental income, and reports on construction in progress for alfalfa planting and increased depreciation expense - The Company removed **$3.3 million** of right-of-use assets and liabilities related to Bureau of Land Management (BLM) rights-of-way leases due to a September 2022 court ruling vacating them. The Company plans to reapply[71](index=71&type=chunk) - A **99-year lease agreement** with Fenner Valley Farms LLC for **2,100 acres** generates an expected annual rental income of **$420 thousand**[72](index=72&type=chunk) - During the nine months ended September 30, 2022, **$3.024 million** of construction in progress was placed into service, primarily for land development, irrigation systems, and alfalfa planting on **610 acres**[73](index=73&type=chunk) - Depreciation expense increased to **$473 thousand** for the nine months ended September 30, 2022, from **$313 thousand** in 2021, mainly due to new assets placed in service[73](index=73&type=chunk) [NOTE 7 – COMMON AND PREFERRED STOCK](index=17&type=section&id=NOTE%207%20%E2%80%93%20COMMON%20AND%20PREFERRED%20STOCK) This note details the Company's capital structure, including 50,793,567 common shares outstanding as of September 30, 2022, and an agreement to issue common stock to Brownstein Hyatt Farber Schreck LLP upon achievement of Water Project milestones. It also covers the Series 1 Preferred Stock, with 329 shares outstanding, and the Series A Preferred Stock, with 2,300 shares outstanding, outlining its dividend rights, ranking, voting limitations, redemption options, and conversion terms - As of September 30, 2022, the Company had **50,793,567 shares** of common stock issued and outstanding[74](index=74&type=chunk) - The Company has an agreement to issue **200,000 shares** of common stock to Brownstein Hyatt Farber Schreck LLP upon achievement of two Water Project milestones (signing binding agreements for >51% capacity and commencement of major facility construction)[75](index=75&type=chunk)[78](index=78&type=chunk) - As of September 30, 2022, **329 shares** of Series 1 Preferred Stock remain outstanding, with **9,671 shares** converted into **3,917,235 common shares**[80](index=80&type=chunk) - The Series A Preferred Stock (**2,300 shares** outstanding) pays cumulative cash dividends at **8.875%** of its **$25 thousand** liquidation preference per year, payable quarterly. Dividends are pre-funded through July 2023 in a segregated account[86](index=86&type=chunk)[87](index=87&type=chunk)[91](index=91&type=chunk) - Series A Preferred Stock is redeemable at the Company's option on or after **July 2, 2026**, at **$25 thousand per share**, plus accrued dividends. Special redemption options exist upon change of control or delisting[89](index=89&type=chunk) [NOTE 8 – COMMITMENTS AND CONTINGENCIES](index=20&type=section&id=NOTE%208%20%E2%80%93%20COMMITMENTS%20AND%20CONTINGENCIES) This note addresses the Company's commitments and contingencies, including the handling of hazardous materials in its agricultural operations, for which no pending claims exist. It also mentions $750,000 in deferred revenue from cost-sharing agreements for the Water Project's environmental analysis, which may be reimbursed or credited to participants. The Company is involved in various lawsuits in the ordinary course of business but is not aware of any expected to have a material adverse effect - The Company handles hazardous materials in its agricultural operations but has no pending claims[94](index=94&type=chunk) - **$750 thousand** in deferred revenue from cost-sharing agreements for the Water Project's environmental analysis is reflected on the balance sheet[95](index=95&type=chunk) - The Company is not aware of any pending or threatened litigation expected to have a material adverse effect on its business, financial condition, liquidity, or operating results[96](index=96&type=chunk) [NOTE 9 – SUBSEQUENT EVENTS](index=20&type=section&id=NOTE%209%20%E2%80%93%20SUBSEQUENT%20EVENTS) This note reports on two significant subsequent events in November 2022: the acquisition of ATEC Systems, a water filtration technology company, for up to $2.2 million to enhance potable water supplies from contaminated groundwater, and a registered direct offering of 5,000,000 common shares, generating approximately $9.85 million in net proceeds for Water Project development, working capital, and additional water resource development - In November 2022, the Company acquired ATEC Systems, a water filtration technology company, for up to **$2.2 million**, aiming to increase potable water supplies from contaminated groundwater[97](index=97&type=chunk) - On November 14, 2022, the Company completed a registered direct offering of **5,000,000 common shares** at **$2.00 per share**, yielding approximately **$9.85 million** in net proceeds[98](index=98&type=chunk) - The proceeds from the November 2022 offering are planned for capital expenditures to accelerate the Water Project, working capital, and development of additional water resources[98](index=98&type=chunk) [ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=ITEM%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on Cadiz Inc.'s financial condition and operational results, highlighting its focus as a water solutions company and agribusiness in California. It discusses the development of the Cadiz Valley Water Conservation and Storage Project, the role of its land and water assets, and the financial performance for the three and nine months ended September 30, 2022, compared to 2021, along with an outlook on liquidity and capital resources [Company Overview](index=21&type=section&id=Company%20Overview) - Cadiz Inc. is a water solutions company and agribusiness focused on sustainable water and farming projects in California, owning approximately **45,000 acres** of land with naturally-recharging groundwater resources[102](index=102&type=chunk)[103](index=103&type=chunk) - The Company's primary focus is the Cadiz Valley Water Conservation and Storage Project, designed to conserve groundwater and store imported water, making available an average of **50,000 acre-feet of water per year** for **50 years**[105](index=105&type=chunk)[108](index=108&type=chunk) - Cadiz owns a **220-mile Northern Pipeline** capable of conveying **25,000 acre-feet of water** in either direction and holds a **99-year lease** for a **43-mile Southern Pipeline** with a maximum capacity of **150,000 acre-feet per year**[109](index=109&type=chunk) - Agricultural operations are the principal source of revenue, though they do not fully support working capital needs[112](index=112&type=chunk) - In November 2022, Cadiz acquired ATEC Systems to enhance potable water supplies from contaminated groundwater, expanding water exchange and transfer capabilities[113](index=113&type=chunk) [Results of Operations](index=23&type=section&id=Results%20of%20Operations) [Three Months Ended September 30, 2022, Compared to Three Months Ended September 30, 2021](index=23&type=section&id=Three%20Months%20Ended%20September%2030%2C%202022%2C%20Compared%20to%20Three%20Months%20Ended%20September%2030%2C%202021) For the three months ended September 30, 2022, Cadiz Inc. reported a reduced net loss of $6.5 million, down from $7.8 million in 2021, primarily due to lower stock-based compensation and interest expense. Revenues significantly increased to $599 thousand from $142 thousand, driven by agricultural leases and alfalfa crop harvest, while cost of sales rose to $1.2 million due to new alfalfa commercial production - Net loss decreased to **$6.5 million** in Q3 2022 from **$7.8 million** in Q3 2021, primarily due to lower stock-based non-cash bonus awards and interest expense in 2021[116](index=116&type=chunk) - Revenue increased significantly to **$599 thousand** in Q3 2022 from **$142 thousand** in Q3 2021, mainly from agricultural leases and alfalfa crop harvest[117](index=117&type=chunk) - Cost of sales was **$1.2 million** in Q3 2022 (vs. **$0** in Q3 2021) due to non-recurring start-up costs for alfalfa commercial production[118](index=118&type=chunk) - Stock-based compensation costs decreased to **$492 thousand** in Q3 2022 from **$696 thousand** in Q3 2021[120](index=120&type=chunk) Net Interest Expense (in thousands) - Three Months Ended September 30 | Component | 2022 | 2021 | |:--------------------------------|:------|:------| | Interest on outstanding debt | $1,480 | $1,461 | | Amortization of debt discount | 617 | 535 | | Amortization of deferred loan costs | - | 4 | | Total Net Interest Expense | $2,097 | $2,000 | [Nine Months Ended September 30, 2022, Compared to Nine Months Ended September 30, 2021](index=24&type=section&id=Nine%20Months%20Ended%20September%2030%2C%202022%2C%20Compared%20to%20Nine%20Months%20Ended%20September%2030%2C%202021) For the nine months ended September 30, 2022, Cadiz Inc. significantly reduced its net loss to $17.9 million from $25.3 million in 2021, primarily driven by lower stock-based compensation and interest expense. Revenues more than doubled to $927 thousand, mainly from agricultural leases and alfalfa harvest, while cost of sales emerged at $1.2 million due to new alfalfa production - Net loss decreased to **$17.9 million** for the nine months ended September 30, 2022, from **$25.3 million** in 2021, primarily due to lower stock-based non-cash bonus awards and interest expense in 2021[125](index=125&type=chunk) - Revenue increased to **$927 thousand** for the nine months ended September 30, 2022, from **$422 thousand** in 2021, mainly from agricultural leases and alfalfa crop harvest[126](index=126&type=chunk) - Cost of sales was **$1.2 million** for the nine months ended September 30, 2022 (vs. **$0** in 2021) due to non-recurring start-up costs for alfalfa commercial production[127](index=127&type=chunk) - Stock-based compensation costs decreased to **$1.3 million** for the nine months ended September 30, 2022, from **$4.1 million** in 2021[129](index=129&type=chunk) Net Interest Expense (in thousands) - Nine Months Ended September 30 | Component | 2022 | 2021 | |:----------------------------------------|:------|:------| | Interest on outstanding debt | $4,367 | $7,062 | | Unrealized (gains) losses on warrants, net | - | (573) | | Amortization of debt discount | 1,777 | 547 | | Amortization of deferred loan costs | - | 2,364 | | Total Net Interest Expense | $6,144 | $9,400 | [Liquidity and Capital Resources](index=25&type=section&id=Liquidity%20and%20Capital%20Resources) - The Company relies on debt and equity financing to fund operations and development activities, as water resource and real estate development revenues are not yet significant[134](index=134&type=chunk) - In March 2022, a registered direct offering of common stock generated approximately **$11.7 million** in net proceeds for working capital and general corporate purposes[140](index=140&type=chunk) - In November 2022, another registered direct offering of common stock generated approximately **$9.85 million** in net proceeds, intended for Water Project capital expenditures, working capital, and additional water resource development[141](index=141&type=chunk) - Cash used in operating activities increased to **$13.4 million** for the nine months ended September 30, 2022, from **$9.6 million** in 2021, primarily for water development, legal expenses, and alfalfa commercial production[144](index=144&type=chunk) - Cash used in investing activities decreased significantly to **$2.5 million** in 2022 from **$21.5 million** in 2021, with 2022 primarily for alfalfa planting and 2021 including well development and pipeline testing[145](index=145&type=chunk) - Cash provided by financing activities decreased to **$8.1 million** in 2022 from **$52.7 million** in 2021, with proceeds primarily from stock issuances[147](index=147&type=chunk) [Outlook](index=27&type=section&id=Outlook) - Short-term working capital needs are met by approximately **$21.5 million** in net cash proceeds from March and November 2022 common stock offerings, combined with existing cash[148](index=148&type=chunk) - Long-term, additional capital will be required for working capital and capital expenditures, dependent on the progress of the Water Project and expansion of agricultural assets[149](index=149&type=chunk) - Future cash requirements may be met through equity or debt placements, asset sales, or operating cost reductions, with equity placements minimized to reduce dilution[150](index=150&type=chunk) [Recent Accounting Pronouncements](index=27&type=section&id=Recent%20Accounting%20Pronouncements) - The Company is assessing new FASB guidance on credit losses (effective after December 15, 2022) and expects no material impact on consolidated financial statements[40](index=40&type=chunk)[151](index=151&type=chunk) [ITEM 3. Quantitative and Qualitative Disclosures about Market Risk](index=27&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) As a smaller reporting company, Cadiz Inc. is exempt from providing quantitative and qualitative disclosures about market risk under SEC regulations - Cadiz Inc. is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about market risk[152](index=152&type=chunk) [ITEM 4. Controls and Procedures](index=28&type=section&id=ITEM%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of Cadiz Inc.'s disclosure controls and procedures as of September 30, 2022, ensuring timely and accurate communication of material information to management and the Board. It also states that no material changes in internal controls over financial reporting occurred during the last fiscal quarter - The Company's Principal Executive Officer and Principal Financial Officer concluded that disclosure controls and procedures were effective as of September 30, 2022[155](index=155&type=chunk) - No material changes in internal controls over financial reporting occurred during the last fiscal quarter[156](index=156&type=chunk) [PART II – OTHER INFORMATION](index=29&type=section&id=PART%20II%20%E2%80%93%20OTHER%20INFORMATION) [ITEM 1. Legal Proceedings](index=29&type=section&id=ITEM%201.%20Legal%20Proceedings) This section provides an update on two lawsuits filed against the United States Department of the Interior (DOI) and Bureau of Land Management (BLM) concerning rights-of-way for the Northern Pipeline. The Court granted Interior's motion for voluntary remand, vacating the rights-of-way and returning them to the BLM. Cadiz Inc. plans to reapply and work with the BLM on additional environmental review - Two lawsuits were filed against the DOI and BLM regarding rights-of-way for the Northern Pipeline over BLM-managed lands[159](index=159&type=chunk) - The Court granted Interior's motion for voluntary remand, vacating the rights-of-way and returning them to the BLM[160](index=160&type=chunk) - Cadiz Inc. will reapply for the rights-of-way and collaborate with the BLM on any required additional environmental review[160](index=160&type=chunk) [ITEM 1A. Risk Factors](index=29&type=section&id=ITEM%201A.%20Risk%20Factors) This section states that there have been no material changes to the risk factors previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2021 - No material changes to the risk factors described in the Annual Report on Form 10-K for the year ended December 31, 2021[161](index=161&type=chunk) [ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=29&type=section&id=ITEM%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This item is not applicable to the current report - Not applicable[162](index=162&type=chunk) [ITEM 3. Defaults Upon Senior Securities](index=29&type=section&id=ITEM%203.%20Defaults%20Upon%20Senior%20Securities) This item is not applicable to the current report - Not applicable[163](index=163&type=chunk) [ITEM 4. Mine Safety Disclosures](index=29&type=section&id=ITEM%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the current report - Not applicable[164](index=164&type=chunk) [ITEM 5. Other Information](index=30&type=section&id=ITEM%205.%20Other%20Information) This item is not applicable to the current report - Not applicable[166](index=166&type=chunk) [ITEM 6. Exhibits](index=31&type=section&id=ITEM%206.%20Exhibits) This section lists the exhibits filed or incorporated by reference as part of this Quarterly Report on Form 10-Q, including certifications under the Sarbanes-Oxley Act and various Inline XBRL documents List of Exhibits | Exhibit | Description | Status | |:--------|:---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|:-------| | 31.1 | Certification of Scott S. Slater, Chief Executive Officer of Cadiz Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed | | 31.2 | Certification of Stanley E. Speer, Chief Financial Officer and Secretary of Cadiz Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed | | 32.1 | Certification of Scott S. Slater, Chief Executive Officer of Cadiz Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Filed | | 32.2 | Certification of Stanley E. Speer, Chief Financial Officer and Secretary of Cadiz Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Filed | | 101.INS | Inline XBRL Instance Document | Filed | | 101.SCH | Inline XBRL Taxonomy Extension Schema Document | Filed | | 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | Filed | | 101.DEF | Inline XBRL Extension Definition Linkbase Document | Filed | | 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | Filed | | 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | Filed | | 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | Filed |

united states Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q (Mark One) ☑ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2022 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from …… to ……. Commission File Number 0-12114 Cadiz Inc. (Exact name of registrant specified in its charter) Delaware 77-0313235 (State or other jurisdiction of (I ...

United States Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q (Mark One) ☑ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2022 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from …… to ……. Commission File Number 0-12114 Cadiz Inc. (Exact name of registrant specified in its charter) Delaware 77-0313235 (State or other jurisdiction of ( ...

united states Securities and Exchange Commission Washington, D. C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2021 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from …… to ……. Commission File Number 0-12114 Cadiz Inc. (Exact name of registrant specified in its charter) Delaware 77-0313235 (State or other jurisdiction of (I.R.S. Employer ...

United States Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q (Mark One) ☑ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2021 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from …… to ……. Commission File Number 0-12114 Cadiz Inc. (Exact name of registrant specified in its charter) Delaware 77-0313235 (State or other jurisdiction ...

united states Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q (Mark One) ☑ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2021 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from …… to ……. Commission File Number 0-12114 Cadiz Inc. (Exact name of registrant specified in its charter) Delaware 77-0313235 (State or other jurisdiction of (I ...

united states Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q (Mark One) ☑ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2021 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from …… to ……. Commission File Number 0-12114 _____________________ Cadiz Inc. (Exact name of registrant specified in its charter) Delaware 77-0313235 (State or o ...

[Part I](index=3&type=section&id=Part%20I) [Item 1. Description of Business](index=4&type=section&id=Item%201.%20Description%20of%20Business) Cadiz Inc. is a natural resources company focused on developing its **45,000 acres** of land in Southern California for sustainable water and agricultural projects - Cadiz Inc. is a natural resources development company owning approximately **45,000 acres** in Southern California, with a primary focus on sustainable water and agricultural projects[11](index=11&type=chunk)[12](index=12&type=chunk) - The company's main objective is the development of the Cadiz Valley Water Conservation, Recovery and Storage Project ("Water Project") to supply water to Southern California communities[14](index=14&type=chunk)[19](index=19&type=chunk) - Current working capital is primarily funded by debt and equity investments, as revenues from agricultural operations do not fully cover operational needs, with the Water Project expected to be the main future source of cash flow[23](index=23&type=chunk) [The Cadiz Water Project](index=6&type=section&id=The%20Cadiz%20Water%20Project) The Cadiz Water Project aims to address Southern California's water shortages by managing a large groundwater aquifer - Phase **1** of the Water Project is approved to deliver an average of **50,000 acre-feet** of water per year for **50 years**, and Phase **2** would add storage capacity for up to **one million acre-feet** of water[20](index=20&type=chunk)[35](index=35&type=chunk)[36](index=36&type=chunk) - The project has completed its California Environmental Quality Act (CEQA) review and obtained key permits, which have been upheld in court, though further approvals are needed for water conveyance from the Metropolitan Water District (MWD) for use of the CRA and from the California State Lands Commission[47](index=47&type=chunk)[48](index=48&type=chunk)[49](index=49&type=chunk) - Two main conveyance routes are planned: the Southern Pipeline (new construction) and the Northern Pipeline (repurposing an existing pipeline), with the Northern Pipeline acquisition requiring a **$19 million** payment by **June 30, 2021**[63](index=63&type=chunk)[82](index=82&type=chunk) - The project has executed Letters of Intent and option agreements with various public water agencies, with pricing for water supply under newer LOIs set at **$960 per acre-foot** (**2014** dollars) and options for storage capacity at **$1,500 per acre-foot**[54](index=54&type=chunk)[57](index=57&type=chunk)[58](index=58&type=chunk) [Sustainable Agricultural Development](index=14&type=section&id=Sustainable%20Agricultural%20Development) The company conducts sustainable farming on its **35,000-acre** Cadiz Property, with **9,600 acres** permitted for agriculture - Cadiz Ranch is the largest approved agricultural operation in San Bernardino County, with **9,600 acres** permitted for use[97](index=97&type=chunk) Current Agricultural Leases and Revenue | Lease Type | Acreage | Annual Revenue | Notes | | :--- | :--- | :--- | :--- | | Lemons & other crops | **2,100 acres** | **~$420,000** | All farming expenses borne by lessees | | Industrial Hemp (SoCal Hemp JV) | **242 acres** | **$121,000** | **50/50** joint venture with Glass House Farms | - The groundwater basins supporting the agricultural operations are classified as "low/very low" priority under California's Sustainable Groundwater Management Act (SGMA), indicating sustainability[106](index=106&type=chunk) [Land Stewardship](index=15&type=section&id=Land%20Stewardship) Cadiz manages approximately **30,000 of its 45,000 acres** for permanent open space and conservation - The company established the Fenner Valley Desert Tortoise Conservation Bank on **7,500 acres** of its Piute Valley property to offer mitigation credits for development projects impacting the species[109](index=109&type=chunk) [Human Capital and Corporate Matters](index=16&type=section&id=Human%20Capital%20and%20Corporate%20Matters) As of **December 31, 2020**, Cadiz employed **10 full-time employees**, supplemented by seasonal workers and consultants - The company had **10 full-time employees** as of year-end **2020**, with an average tenure exceeding **over 10 years**[115](index=115&type=chunk)[116](index=116&type=chunk) - Operations continued during the COVID-**19** pandemic, with safety protocols like teleworking and PPE provided to employees[121](index=121&type=chunk)[122](index=122&type=chunk) [Item 1A. Risk Factors](index=18&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks, primarily related to its pre-revenue status and dependence on the successful implementation of the Water Project - The company has not generated significant revenues and continues to incur net losses, with future profitability dependent on the successful implementation of its development projects[128](index=128&type=chunk)[129](index=129&type=chunk) - Development is heavily regulated and requires critical future approvals from the Metropolitan Water District (MWD) and the California State Lands Commission (CSLC) for the Southern Pipeline, which could be denied or delayed[130](index=130&type=chunk)[131](index=131&type=chunk) - The company has significant debt of approximately **$78.6 million** as of **December 31, 2020**, and requires a **$19 million** payment by **June 30, 2021**, to complete the acquisition of the Northern Pipeline extension[138](index=138&type=chunk) - Additional working capital will be required, and an inability to raise funds could force operating expense reductions and adversely affect the business plan, with future financings potentially causing dilution to current stockholders[141](index=141&type=chunk)[142](index=142&type=chunk) [Item 1B. Unresolved Staff Comments](index=20&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) There are no unresolved staff comments at this time - Not applicable at this time[145](index=145&type=chunk) [Item 2. Properties](index=21&type=section&id=Item%202.%20Properties) Cadiz Inc. owns significant real estate assets held by its subsidiary, Cadiz Real Estate LLC Company Properties | Property | Acreage | Primary Use | | :--- | :--- | :--- | | Cadiz Valley Property | **~35,000** | Water Project and agricultural operations | | Piute Valley Property | **~9,000** | Conservation (**7,500 acres** in Fenner Bank) | | Danby Dry Lake Property | **~2,000** | Managed as open space | - All real estate assets are held by the wholly-owned subsidiary Cadiz Real Estate LLC and are pledged as collateral for **$78.5 million** of senior secured debt as of **December 31, 2020**[158](index=158&type=chunk)[160](index=160&type=chunk) [Item 3. Legal Proceedings](index=22&type=section&id=Item%203.%20Legal%20Proceedings) In **March 2021**, two lawsuits were filed against the U.S. Department of Interior and the Bureau of Land Management (BLM) by environmental groups - Two lawsuits were filed in **March 2021** by environmental groups against the U.S. Department of Interior and BLM, challenging the permits for the Northern Pipeline[161](index=161&type=chunk) - The lawsuits seek to vacate the permits and require additional federal review, with the company not a party but considering intervention[161](index=161&type=chunk) [Item 4. Mine Safety Disclosures](index=22&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not Applicable[162](index=162&type=chunk) [Part II](index=23&type=section&id=Part%20II) [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchase of Equity Securities](index=23&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchase%20of%20Equity%20Securities) The company's common stock trades on The NASDAQ Global Market under the symbol "CDZI" - Common stock is traded on NASDAQ under the symbol "CDZI"[165](index=165&type=chunk) 2020 Quarterly Stock Price Range | Quarter Ended | High Sales Price | Low Sales Price | | :--- | :--- | :--- | | **March 31** | **$11.78** | **$11.38** | | **June 30** | **$10.19** | **$9.92** | | **September 30** | **$10.03** | **$9.87** | | **December 31** | **$10.75** | **$10.57** | - The company has not paid and does not anticipate paying cash dividends, which are prohibited by its senior secured term loan covenants[167](index=167&type=chunk) [Item 6. Selected Financial Data](index=23&type=section&id=Item%206.%20Selected%20Financial%20Data) As a smaller reporting company, Cadiz Inc. is not required to provide the information for this item - The company is a smaller reporting company and is not required to provide this information[169](index=169&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Cadiz reported a net loss of **$37.8 million** in **2020**, an increase from the **$29.5 million** loss in **2019**, primarily due to a non-cash **$12.4 million** loss on debt extinguishment [Results of Operations (2020 vs. 2019)](index=26&type=section&id=Results%20of%20Operations%20%282020%20vs.%202019%29) For the year ended **December 31, 2020**, Cadiz's net loss increased to **$37.8 million** from **$29.5 million** in **2019** Key Operational Results (in thousands) | Metric | **2020** | **2019** | Change Driver | | :--- | :--- | :--- | :--- | | Total Revenues | **$541** | **$441** | Increased rental income | | General & Admin. (excl. stock comp) | **$9,800** | **$11,600** | Decrease in legal and professional fees | | Interest Expense | **$11,526** | **$17,072** | Lower debt balance after note conversion | | Loss on Extinguishment of Debt | **$12,394** | **$0** | Non-cash charge from preferred stock exchange | | Net Loss | (**$37,817**) | (**$29,528**) | Primarily due to loss on debt extinguishment | - Loss from equity-method investments in the SoCal Hemp JV increased to **$2.2 million** in **2020** from **$490 thousand** in **2019**, due to higher startup costs and lower hemp market prices[195](index=195&type=chunk) [Liquidity and Capital Resources](index=27&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity depends on external financing - The company raised net proceeds of approximately **$10.8 million** from its **July 2020** ATM offering as of **Dec 31, 2020**, and an additional **$14.9 million** in **Q1 2021**[197](index=197&type=chunk)[210](index=210&type=chunk) - The company has the option to extend the maturity of its **~$78.5 million** Senior Secured Debt to **November 2022**, which is entirely within its control[209](index=209&type=chunk)[347](index=347&type=chunk) - A payment of **$19 million** is required by **June 30, 2021**, to complete the acquisition of the **124-mile pipeline segment** of the Northern Pipeline[202](index=202&type=chunk)[210](index=210&type=chunk) Cash Flow Summary (in millions) | Activity | **2020** | **2019** | | :--- | :--- | :--- | | Cash Used for Operating | (**$13.4**) | (**$13.7**) | | Cash Used for Investing | (**$9.8**) | (**$2.5**) | | Cash Provided by Financing | **$14.9** | **$19.3** | [Item 7A. Quantitative and Qualitative Disclosures about Market Risk](index=31&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) As a smaller reporting company, Cadiz Inc. is not required to provide the information for this item - The company is a smaller reporting company and is not required to provide this information[228](index=228&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=31&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This item refers to the consolidated financial statements and related index, which are provided in Part IV of the report - The required information is submitted in response to Part IV of the Form **10-K**[229](index=229&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=31&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) This item is not applicable - Not applicable[230](index=230&type=chunk) [Item 9A. Controls and Procedures](index=31&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that as of **December 31, 2020**, the company's disclosure controls and procedures were effective - The Principal Executive Officer and Principal Financial Officer concluded that disclosure controls and procedures were effective as of **December 31, 2020**[231](index=231&type=chunk) - Management concluded that internal control over financial reporting was effective as of **December 31, 2020**[233](index=233&type=chunk) [Item 9B. Other Information](index=32&type=section&id=Item%209B.%20Other%20Information) This item is not applicable - Not applicable[235](index=235&type=chunk) [Part III](index=33&type=section&id=Part%20III) Items **10** through **14**, covering Directors, Executive Compensation, Security Ownership, Certain Relationships, and Principal Accounting Fees, are incorporated by reference from the company's definitive proxy statement for its **2021** Annual Meeting of Stockholders [Items 10-14 (Incorporated by Reference)](index=33&type=section&id=Items%2010-14%20%28Incorporated%20by%20Reference%29) Information required for Item **10** (Directors, Executive Officers and Corporate Governance), Item **11** (Executive Compensation), Item **12** (Security Ownership), Item **13** (Certain Relationships and Related Transactions), and Item **14** (Principal Accounting Fees and Services) is incorporated by reference from the company's definitive proxy statement, to be filed within **120 days** of the fiscal year-end - Information for Items **10**, **11**, **12**, **13**, and **14** is incorporated by reference from the definitive proxy statement for the **2021** Annual Meeting of Stockholders[238](index=238&type=chunk)[239](index=239&type=chunk)[240](index=240&type=chunk) [Part IV](index=34&type=section&id=Part%20IV) [Item 15. Exhibits, Financial Statement Schedules](index=34&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists all exhibits filed with or incorporated by reference into the Form **10-K**, including corporate governance documents, material contracts, debt agreements, and certifications - This section contains a list of all filed exhibits, including the Certificate of Incorporation, debt agreements, and management contracts[247](index=247&type=chunk) [Financial Statements](index=40&type=section&id=Financial%20Statements) The audited consolidated financial statements for the years ended **December 31, 2020** and **2019** are presented [Report of Independent Registered Public Accounting Firm](index=41&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) PricewaterhouseCoopers LLP issued an unqualified opinion on the consolidated financial statements for the years ended **December 31, 2020** and **2019** - The auditor, PricewaterhouseCoopers LLP, issued an unqualified (clean) opinion on the financial statements[272](index=272&type=chunk) - The auditor identified the company's "Liquidity Assessment" as a Critical Audit Matter due to the significant management judgment required to project future cash flows and assess its going concern status[276](index=276&type=chunk)[279](index=279&type=chunk) [Consolidated Financial Statements Data](index=43&type=section&id=Consolidated%20Financial%20Statements%20Data) The company reported a net loss of **$37.8 million** in **2020**, compared to a **$29.5 million** loss in **2019** Consolidated Statement of Operations (in thousands) | Metric | **2020** | **2019** | | :--- | :--- | :--- | | Total Revenues | **$541** | **$441** | | Operating Loss | (**$11,754**) | (**$11,989**) | | Net Loss | (**$37,817**) | (**$29,528**) | | Basic and Diluted EPS | (**$1.11**) | (**$1.11**) | Consolidated Balance Sheet (in thousands) | Metric | **Dec 31, 2020** | **Dec 31, 2019** | | :--- | :--- | :--- | | Total Current Assets | **$8,036** | **$16,117** | | Total Assets | **$74,363** | **$76,724** | | Total Current Liabilities | **$3,135** | **$4,805** | | Long-Term Debt | **$78,596** | **$137,565** | | Total Liabilities | **$99,664** | **$158,842** | | Total Stockholders' Deficit | (**$25,301**) | (**$82,118**) | Consolidated Statement of Cash Flows (in thousands) | Metric | **2020** | **2019** | | :--- | :--- | :--- | | Net Cash Used for Operating Activities | (**$13,428**) | (**$13,708**) | | Net Cash Used for Investing Activities | (**$9,838**) | (**$2,503**) | | Net Cash Provided by Financing Activities | **$14,874** | **$19,336** | | Net (Decrease) Increase in Cash | (**$8,392**) | **$3,125** | [Notes to the Consolidated Financial Statements](index=47&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes detail the basis of the financial statements, confirming a going concern basis despite recurring losses, funded by financing activities - The financial statements are prepared on a going concern basis, with management acknowledging recurring losses and reliance on financing to fund operations[301](index=301&type=chunk)[302](index=302&type=chunk) - In **March 2020**, the company exchanged **$27.3 million** of convertible notes for **10,000 shares** of new Series **1** Preferred Stock, resulting in a non-cash loss on extinguishment of debt of **$12.4 million**[307](index=307&type=chunk)[356](index=356&type=chunk) - The company has an obligation to pay **$19 million** by **June 2021** to finalize the acquisition of a **124-mile pipeline segment** from El Paso Natural Gas Company[308](index=308&type=chunk)[386](index=386&type=chunk) - Subsequent to year-end, in **Q1 2021**, the company raised **$14.9 million** in net proceeds from its ATM offering and secured an option to further extend its senior debt maturity to **November 2022**[401](index=401&type=chunk)[402](index=402&type=chunk) [Item 16. Form 10-K Summary](index=38&type=section&id=Item%2016.%20Form%2010-K%20Summary) No summary is provided under this item - None[259](index=259&type=chunk)

united states Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q (Mark One) ☑ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2020 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from …… to ……. Commission File Number 0-12114 Cadiz Inc. (Exact name of registrant specified in its charter) Delaware 77-0313235 (State or other jurisdiction ...

united states Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q (Mark One) ☑ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2020 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from …… to ……. Commission File Number 0-12114 Cadiz Inc. (Exact name of registrant specified in its charter) Delaware 77-0313235 (State or other jurisdiction of (I ...