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CDZI > SEC Filings for CDZI > Form 8-K on 18-Apr-2013All Recent SEC Filings

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Form 8-K for CADIZ INC


Change in Directors or Principal Officers, Other Events

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(d) Mr. Bryant R. Riley has been appointed to the Company's Board of Directors effective April 15, 2013. Mr. Riley joins the Company's Board with significant corporate management expertise and over 20 years of experience in the investment banking industry. Mr. Riley is Chairman of B. Riley & Co., LLC ("B. Riley & Co."), a Los-Angeles-based brokerage and California Registered Investment Advisor.

There are no understandings or arrangements between Mr. Riley and any other person pursuant to which Mr. Riley was elected as a director. Mr. Riley is not currently expected to serve on any committees of the Board.

Mr. Riley will be compensated for his services as a director in accordance with the Company's Director Compensation Policy, as described in the Company's Proxy Statement for its Annual Meeting of Stockholders held November 5, 2012.

As previously disclosed by the Company, B. Riley & Co. (of which Mr. Riley is the sole indirect equity owner) served as advisor on the refinancing transaction and placement agent for the Company's $53.5 million convertible bond offering which closed March 5, 2013. Under the terms of the Company's Placement Agent Agreement with B. Riley & Co., the Company paid a fee of $825,000 to B. Riley & Co. for its services. Mr. Riley, B. Riley & Co. and its affiliates purchased $1.75 million of the convertible bond notes in the offering.

Item 8.01 Other Events

On April 15, 2013, Cadiz Inc. issued a press release announcing that Bryant Riley has been appointed to the Company's Board of Directors. A copy of the press release is attached hereto as Exhibit 99.1.

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