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View From the West: Bankruptcy could cause major California stone fruit upheaval

By
Tim Linden

The recent announcement that California stone fruit giant Prima Wawona filed for bankruptcy sent shockwaves through the state’s San Joaquin Valley, with a strong possibility that aftershocks will still be reverberating during the 2024 summer season.

Earlier this month, Prima Wawona announced that it was filing Chapter 11 bankruptcy in an effort to implement an ownership change. “This transition will occur either through a conversion of our lenders’ debt into equity ownership or a sale of the company to a qualified third party via an expedited auction process,” the company said in an Oct. 13 press release.

The Chapter 11 petition asked the court to let it continue operating through its reorganization, including paying employees and suppliers. The company proposed a Nov. 17 deadline for bids on the business. Presumably, a December sale would occur if a qualified buyer emerges.

While the press release expressed confidence “that this process charts a path forward to strengthen Prima Wawona and positions the business for long-term success,” others in the industry were not as optimistic.

The Chapter 11 filing represents a significant decline in company value since the organization was formed from a 2019 merger of Gerawan Farming Inc. and Wawona Packing Co. The merger made it the largest California stone fruit grower-packer shipper by a wide margin. According to court documents, Prima Wawona had more than $300 million in sales revenue in 2022. The Chapter 11 filing revealed that the company has about $679 million in debt.

Prima Wawona is owned by the private equity firm Paine Schwartz Partners, which expects to sell the business in bankruptcy. The company grows peaches, nectarines, plums and apricots on about 18,000 acres in California's Central Valley.

The court documents blame its financial situation on many factors, but a couple of longtime stone fruit growers who required anonymity to express their opinions, pointed to corporate ownership as the main culprit.

One grower from a San Joaquin stone fruit farming family with very deep roots expressed sadness at what has occurred over the last four years. He said he knew many members of the Smittcamp family, which founded the Wawona operation more than 70 years ago, as well as the Gerawan family members, whose farming legacy dates back to the 1930s.

“They were very good farmers,” he said. “I don’t want to speculate what happened in this specific case, but you can’t take the soul out of an operation and expect it to thrive. An MBA can’t make the decisions that come with farming the same land for decades.”

He continued: “I’m saddened because this is happening all over the valley. For one reason or another, there has been a fundamental change in our business. Whether it is government regulations or lack of water or other issues, legacy families are leaving the business.”

In an email response to The Produce News, Dan Gerawan, who served as CEO of Prima Wawona shortly after the merger for a brief time, also commented on the Chapter 11 filing: "It wasn't a surprise since the new owners had abandoned the practices that made my family's company a success. But it was shocking to see how quickly it happened.”

Gerawan is not just a disgruntled former CEO of the company; he is a major investor in Prima Wawona and filed a shareholder derivative lawsuit suit in July on behalf of the corporation against the Paine Schwartz Partners, the corporation’s directors, officers and others. A derivative lawsuit is not personal but, in fact, belongs to the corporation. Any damage awards of the suit come to the corporation, not to the shareholder.

The lawsuit, which was filed by a company controlled by Gerawan, reveals that the former CEO, through Negocios Libertad LLC, owns about 25 percent of Prima Wawona.

“As an investor, Paine Schwartz told me that I lost everything I invested in the company. None of us investors, including the public pension funds, will get anything back. It’s all gone,” Gerawan relayed in an email to The Produce News after the initial story was published.

One of those public pension funds that invested in Paine Schwartz’s Wawona Packing Fund was the Maine Public Employee Retirement System (MainePERS). According to published reports, the pension fund made an initial $15 million investment in Paine Schwartz’s Wawona Packing fund in 2017. By September 2022, the investment was worth $7.978 million. By end of 2022, the MainePERS investment into the Wawona fund was worth only $4,000.  In 2019, MainePERS invested more than $7 million in Paine Schwartz’s merger investment into Prima Wawona. With the merger, that investment rose to more than $13.3 million in September 2022. But by the end of the year, the MainePERS investment into Prima Wawona was worth less than $537,000. 

Another San Joaquin Valley grower said it is hard to imagine that another company will come in and buy the assets for anything but a highly discounted price. Even then, he opined that it is more likely that the company be sold in pieces. He speculated that the farmland is valuable but large-scale stone fruit farming is not attracting a lot of interest.

While 2023 was a relatively good year, stone fruit has not generally performed as well as other San Joaquin Valley crops over the past decade. Nut crops generally have done well, and wine grapes are another crop that the investor community seems to like.

This grower believes the Prima Wawona land is being cared for on a maintenance level but not many of the orchards have been redeveloped over the past four to five years, which is an ongoing practice in the stone fruit business and could have been the reference Gerawan was making in his original email statement.

Both industry veterans who spoke to The Produce News said that California’s 2024 tree fruit volume will be materially impacted by the disposition of the Prima Wawona company and land. Such a large player will affect the supply-demand curve one way or the other.

“The Prima-Wawona Chapter 11 is a real concern in the industry,” said the grower who identified himself as a legacy stone fruit grower.

Though Prima Wawona did not respond to a press inquiry, the company’s CEO, John Boken, was quoted in the press release as saying, "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."

He continued: "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."

Tim Linden

Tim Linden

About Tim Linden  |  email

Tim Linden grew up in a produce family as both his father and grandfather spent their business careers on the wholesale terminal markets in San Francisco and Los Angeles.

Tim graduated from San Diego State University in 1974 with a degree in journalism. Shortly thereafter he began his career at The Packer where he stayed for eight years, leaving in 1983 to join Western Growers as editor of its monthly magazine. In 1986, Tim launched Champ Publishing as an agricultural publishing specialty company.

Today he is a contract publisher for several trade associations and writes extensively on all aspects of the produce business. He began writing for The Produce News in 1997, and currently wears the title of Editor at Large.

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