---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-22-020708"
form_type: "8-K"
ticker: null
cik: "0001477246"
company_name: "S&W Seed Co"
filed_at: "2022-11-01T23:59:59+00:00"
generated_at: "2026-06-22T17:58:11.523425+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# S&W Seed receives Nasdaq deficiency notice; amends loan agreements with CIBC and MFP

## Summary
- Nasdaq notified S&W Seed that bid price closed below $1.00 for 30 consecutive days; 180-day compliance period until May 1, 2023.
- CIBC revolving loan commitment increased from $18M to $21M; inventory sublimit raised from $9M to $12M.
- MFP increased letter of credit collateral from $9M to $12M and sub-loan capacity from $9M to $12M.
- MFP received warrant to purchase 166,700 shares at $1.60, expiring in 5 years; MFP is largest shareholder.
- Approximately $7.6M remained available under CIBC Loan Agreement as of October 28, 2022.

## SEC filing metadata
- accession: 0000950170-22-020708
- form_type: 8-K
- cik: 0001477246
- company_name: S&W Seed Co
- filed_at: 2022-11-01T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.03, 3.01, 3.02
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1477246/000095017022020708/0000950170-22-020708-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1477246/000095017022020708/sanw-20221028.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-22-020708
- JSON: https://secwatch.observer/filing/0000950170-22-020708.json
- Plain text: https://secwatch.observer/filing/0000950170-22-020708.txt

## Key facts
- Listing & Compliance Notices
  S&W Seed Co received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
  - Exchange: nasdaq
  - Notice: deficiency notice
  - Deficiency: minimum bid price
  - Rules: 5550(a)(2), 5810(c)(3)(A)
  source text: October 31, 2022, the Company received a letter (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) advising the Company that for 30 consecutive business days preceding the date of the Notice, the bid price of the Company’s common stock had closed below the $1.00 per share minimum required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”). The Notice has no effect on the listing of the Company’s common stock at this time, and the Company’s common stock continues to trade on The Nasdaq Capital Market under
  evidence_url: https://www.sec.gov/Archives/edgar/data/1477246/000095017022020708/0000950170-22-020708-index.htm
- Material Agreements
  S&W Seed Co amended First Amendment to Subordinate Loan and Security Agreement with MFP Partners, L.P. (effective 2022-10-28).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: MFP Partners, L.P.
  - Effective: 2022-10-28
  source text: Concurrently, on October 28, 2022, the Company entered into a First Amendment to Subordinate Loan and Security Agreement (the “MFP Amendment”) with MFP, amending the Company’s Subordinate Loan and Security Agreement, dated September 22, 2022 (as amended, the “MFP Loan Agreement”), with MFP, to increase the maximum amount of term loan advances available to the Company under the MFP Loan Agreement from $9,000,000 to $12,000,000.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1477246/000095017022020708/0000950170-22-020708-index.htm
- Material Agreements
  S&W Seed Co entered into Warrant with MFP Partners, L.P. valued at $1.60 per Warrant Share (effective 2022-10-28).
  - Action: entry
  - Counterparty: MFP Partners, L.P.
  - Value: $1.60 per Warrant Share
  - Effective: 2022-10-28
  source text: In connection with the MFP Amendment, on October 28, 2022, the Company issued to MFP a warrant (the “Warrant”) to purchase 166,700 shares of the Company’s Common Stock (the “Warrant Shares”), at an exercise price of $1.60 per Warrant Share (subject to adjustment in connection with any stock dividends and splits, distributions with respect to common stock and certain fundamental transactions as described in the Warrant).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1477246/000095017022020708/0000950170-22-020708-index.htm
- Material Agreements
  S&W Seed Co amended Seventh Amendment to Loan and Security Agreement with CIBC Bank USA (effective 2022-10-28).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: CIBC Bank USA
  - Effective: 2022-10-28
  source text: On October 28, 2022, S&W Seed Company (the “Company”) entered into a Seventh Amendment to Loan and Security Agreement (the “CIBC Amendment”) with CIBC Bank USA (“CIBC”), amending the Company’s Loan and Security Agreement with CIBC, dated December 26, 2019 (as amended, the “CIBC Loan Agreement”), by and among the Company, Seed Holding, LLC, Stevia California, LLC and CIBC.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1477246/000095017022020708/0000950170-22-020708-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.