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MFP Partners Comments On S&W Seed Co.

S&W Seed Company closed a non-brokered private placement of its common stock with MFP Partners, L.P. for proceeds of approximately $4.9 million. The company issued 1,180,722 shares of its common stock at a purchase price of $4.15 per share in the private placement.

S&W Seed Company anticipates using proceeds from the private placement to partially accelerate payment of the remaining principal balance of the Convertible Debentures it issued in December 2014, thus reducing interest expense and providing the Company with additional financial flexibility to pursue other growth opportunities.

MFP Partners, L.P. is a private investment fund controlled by Michael F. Price that focuses on long-term, value investment opportunities. MFP Partners, L.P. originally became a shareholder in December 2014 when it acquired common stock from the company in a private placement to help finance the Pioneer asset acquisition and now owns approximately 16.9% of the outstanding common stock of S&W Seed Company following this private placement.  Alexander C. Matina, Vice President, Investments at MFP Partners, L.P., became a member of the S&W Seed Company board of directors in May 2015.

Rights Offering
Additionally, S&W Seed Company announced today that it intends to file with the SEC a registration statement under the Securities Act in order to effect a rights offering to be made to its holders of common stock, and other security holders having rights to participate, as of the as-yet-undetermined record date. S&W Seed Company currently plans to raise up to approximately $10.4 million through the distribution of subscription rights and the exercise thereof, which full rights will entitle the security holders to purchase shares of common stock at $4.15 per share. S&W Seed Company currently plans to fix a record date in early 2016 following completion of the review process by the Commission staff, to distribute subscription rights to holders of common stock and other security holders having rights to participate as of the record date and to consummate the rights offering in the first quarter of 2016.