SEC Filing | Calavo Growers, Inc.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): September 29, 2008

CALAVO GROWERS, INC.

(Exact Name of Registrant as Specified in Charter)


California	000-33385	33-0945304

(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1141-A Cummings Road, Santa Paula, California 93060

(Address of Principal Executive Offices) (Zip Code)

(Former Name or Former Address, if Changed Since Last Report)

Registrant’s telephone number, including area code: (805) 525-1245

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

	o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

	o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

	o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

	o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01. Regulation FD Disclosure.

(a)

Calavo Growers, Inc. has prepared slides for use in connection with investor presentations. A copy of the slides is furnished as an exhibit hereto. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing of Calavo Growers, Inc., whether made before or after the date of this report, regardless of any general incorporation language in the filing.

Item 9.01. Financial Statements and Exhibits.

(b)

Exhibits


			99.1			Calavo Growers, Inc. slide presentation.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	Calavo Growers, Inc.

September 29, 2008
	By:	/s/ Lecil E. Cole

	Lecil E. Cole
	Chairman of the Board of Directors, Chief Executive Officer and President
	(Principal Executive Officer)

exv99w1

Exhibit 99.1

CALAVOGROWERS,INC.

NASDQ: CVGW

Fall 2008 Institutional Investor Visit

Safe Harbor Statement

Except for the historical information contained herein, this presentation contains forward-looking statements that involve known and unknown risks, uncertainties and other factors that could cause the actual results of the Company to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements.

Business Overview

Everything between the produce grower and seller

Company Overview

84-year history

— Founded in 1924 as a co-operative of California avocado growers
— Non-traditional path to the public market in 2002

Expanding branded product portfolio — Avocados — Papayas — Tomatoes — Mushrooms — Pineapples — Guacamole

Diversified growing business with flexible infrastructure

— Increasing global sourcing (U.S.A., Mexico, Chile, Peru) — Increasing non-avocado revenue — Expanding customer list (Canada, retail, food service) — Increasing value-added focus (ProRipeVIP^®, bagging, UHP)

Grower and Customer List

Calavo adds value and draws revenue from both growers and customers

Growers Customers

Key Investment Highlights

· The leader in the growing avocado category

· Valuable supplier to large national customer base

· Proven business model expanding past California fresh avocados

· Beneficiary of large macro trends

· Embedded opportunities for long-term growth through continued internal expansion and acquisitions

· Ability to increase operating margins by leveraging SG&A

· Asset rich with owned facilities and 15% ownership in the 115 year-old Limoneira Company (agribusiness, land and water developer)

An Accelerating Timeline

Calavo de Chile 2008 Papaya Acquisition Maui Pineapples 2008 2007 Calavo Mushrooms 2007 Beltran Tomato Limoneira Relationship Investment 2007 2005

Avocado co-operative

Maui Fresh UHP guacamole

Acquisition 1998 2003

1965 Public 2002

Calavo de Mexico 1998

1924

The First Name in Avocados

Calavo is the leader in the growing avocado industry

Important to the seller — Avocados are a high profit item for stores

— Calavo provides consistent supply and quality

— Unique offering of value-added programs — Ripe program reduces shrink

Important to the growers —Reliability of distribution and payment —Premium price —The ability to build out new markets

Added Fees for Value-added Services

Increasing our profit and value to our customer base

Value-added services —Consistent avocado ripeness —Bagging —Special packing

Advantages of Business Model

· No direct crop risk

· No conflict of interest marketing customers crops

· Little competitive focus on providing a global avocado source from larger competitors

· Smaller competitors do not have the infrastructure, financial capabilities or historical reputation to offer a similar avocado service

· Avocado demand continues to grow

· Customer consolidation increases the value of larger brands

· Food safety focus increases the value of larger brands

· Relatively minimal investment capital needed to grow revenue

· Current SG&A is highly scalable

· Proof-of-concept allows for easier replication

The Business Today

TTM Net Sales

Divisional Breakdown — Fresh Products — Processed Products Fresh

Processed

85.6% 14.4%

Key Balance Sheet Items — $21.7 million in long-term debt

— $44.1 million position in LMNR TTM Gross Profit

Fresh Processed 68.8% 31

.3%

*Period ended 7.31.2008

Fresh Products Division

Sales First 9 Months 2008

Diversifying avocado sourcing — New sources: Calavo de Mexico, Imported

avocados

Calavo de Chile, Peru 48.1%

Diversified

— 9 months 2008 48% of fresh sales California 17.8%

avocad

— 9 months 2006 27% of fresh sales 34.0%

Sales First 9 Months 2006

Diversifying outside of avocados

Imported

— 9 months 2008 17.8% of fresh sales avocados

California

27.1%

—9 months 2006 7.4% of fresh sales avocados

Agricola BelHer Case Study

Agreement announced in August 2007 — Loan from CVGW to tomato grower — Calavo makes a small profit on loan

— Capital used by grower to increase quality and volume

— Calavo received a long-term marketing agreement

2008 seasons results

— Grower: Higher volume and a premium sales price with Calavo label

— Calavo: Successfully sold product through existing distribution network with little impact to SG&A

Processed Products Division

Divisional Breakdown — Food Service — Retail and Club

Overview — All-natural product

— Leverage brand, sourcing and relationships

— High gross margin business

2008

— A focus on purging lower margin business

Benefiting from Macro Trends

The avocado and produce industry are nicely positioned

Avocado consumption in the U.S.A. — 490 million pounds in 1999/2000 — Roughly 1 billion pounds today

— CAC estimates 1.2 — 1.5 billion pounds by 2013

· Increasing U.S. Hispanic population

· Increasing awareness of the health benefits of avocados (monounsaturated fat)

· Increasing global grower commitment to avocado hectares

Produce industry — Consumers focus on a healthier diet

— Increasing industrialized population looking for produce

*Data Provided by California Avocado Commission

Focused on Growth

We Believe $1 Billion in Revenue is Achievable

Avocados — Increase sourcing (Mexico, Chile, Peru)

— Leverage and increase distribution (Canada, Europe)

Diversified Products

— Continue to build market-share in current categories

•Year-round tomato supply •Larger papaya and pineapple supply •Add new complementary categories Processed Products — Continue to grow guacamole sales

— Leverage infrastructure with non-avocado products

Acquisitions

— Expand current areas, add new expertise, take advantage of fragmented industry

Financial Highlights

Dollars in millions except 10-31-07 10-31-06 10-31-05 for per share data

Net Sales $302.9 $273.6 $258.9 Gross Margin 31.8 29.1 21.7 SG&A 19.8 19.8 18.6 Net Income 7.3 5.8 3.3 EPS $0.51 $0.40 $0.24

First Nine Months 2008

Dollars in millions except 7-31-08 7-31-07 7-31-06 for per share data

Net Sales $267.9 $217.7 $197.0 Gross Margin 21.0 24.7 22.3 SG&A 14.8 14.2 14.8 Net Income 3.7 6.1 4.5 EPS $0.26 $0.43 $0.31

Revenue, SG&A and Gross Margin Performance

Revenue Growth

2008 9 months:

320

23% revenue growth

300

280 2007: $303.0 million 260 2006: $273.9 million 2005: $258.8 million

240 220

SG&A as a Percent of Revenue Decreased

8.0% 6.0% 2005: 7.2% 2006: 7.2%

2007: 6.5%

4.0% 2008 9 months: 2.0% 5.5% 0.0%

Avocado Supply Shortage has Recently Lowered Gross Margins

15.0% 10.0%

2006: 10.6% 2007: 10.5%

Portfolio of Assets

Calavo’s owned facilities — 53K sq ft Santa Paula packinghouse — 60K sq ft Temecula packinghouse — 70K sq ft 5 acre Santa Paula VAD — 90K sq ft Uruapan processing facility — 50K sq ft Uruapan packinghouse — 725 acres and facility in Hawaii

Investment in the Limoneira Company (LMNR)

— CVGW owns 172K shares of LMNR, LMNR owns 1M shares of CVGW

— Largest California avocado grower, citrus — Over 7,000 acres of land, water assets

— June of 2008, City of Santa Paula approved key East Area 1 project

—Long-term investment by Calavo

Building the Future on the Past

Focused on leveraging the opportunity resulting from 84-years of investment

APPENDIX

Historical U.S.A. Avocado Consumption and Supply Data

Data Provided by California Avocado Commission, *,**estimates

An International Company

Calavo Source and Supply Locations

Avocados Processed guacamole

— Sourcing from U.S.A., Mexico, — Sourcing from Mexico Chile, Peru — Supplying to U.S.A., Canada,

— Supplying to U.S.A., Canada, Asia, Europe, Australia, New Asia, Europe Zealand

Tomatoes Pineapples

— Sourcing from Mexico — Sourcing from Hawaii
— Supplying to U.S.A., Canada — Supplying to U.S.A., Canada

Papayas Mushrooms

— Sourcing from Hawaii — Sourcing from Canada
— Supplying to U.S.A., Canada — Supplying to U.S.A., Canada

Fresh Division Revenue Structures

Different method of payment in each category

— California avocados — set marketing and packing fee

— Mexican avocados — buy and sell — Chilean avocados — commission on sale price — Tomatoes — commission on sale price — Pineapples — set fee per box sold — Mushrooms — commission on sale price — Papayas — set marketing and packing fee

Calavo earns an extra fee from customers for value-added services

— ProRipeVIP^® — Bagging — Special packing

Recognized revenue includes the price of the fruit

— As a result, gross margin percent in California avocados and pineapples inversely related to price

— Sale price up, gross profit the same, gross margin percentage down
— Sale price down, gross profit the same, gross margin percent up

ProRipe VIP Operation

Distribution Structure

Calavo can supply the complete U.S.A. and Canadian marketplace by efficiently using current infrastructure

CALAVO GROWERS, INC.

NASDAQ: CVGW

For follow-up needs, contact Michael Lippold (805) 421-5032 mikel@calavo.com .