10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☑	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

	For the Quarterly Period Ended June 30, 2022

	or

☐	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


For the transition period
	from____________________	to_________________________

Commission File Number: 0-261

ALICO, INC.

(Exact name of registrant as specified in its charter)


Florida			59-0906081
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
10070 Daniels Interstate Court
10070 Daniels Interstate Court
Suite 200	Fort Myers	FL	33913
(Address of principal executive offices)			(Zip Code)


(239)	226-2000
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	ALCO	Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☑Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☑Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):


Large Accelerated Filer	☐	Accelerated Filer	☑
Non-accelerated filer	☐	Smaller Reporting Company	☑
Emerging Growth Company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

There were 7,586,995 shares of common stock outstanding at August 2, 2022.

ALICO, INC.

FORM 10-Q

For the three and nine months ended June 30, 2022 and 2021

Table of Contents


Part I - FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements	1
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3. Quantitative and Qualitative Disclosures About Market Risk	37
Item 4. Controls and Procedures	37
Part II - OTHER INFORMATION	39
Item 1. Legal Proceedings	39
Item 1A. Risk Factors	39
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	39
Item 3. Defaults Upon Senior Securities	39
Item 4. Mine Safety Disclosure	39
Item 5. Other Information	39
Item 6. Exhibits	40
Signatures	41

PART I

Item 1. Condensed Consolidated Financial Statements

Index to Condensed Consolidated Financial Statements


Condensed Consolidated Balance Sheets as of June 30, 2022 (Unaudited) and September 30, 2021	1
Condensed Consolidated Statements of Operations for the three and nine months ended June 30, 2022 and 2021 (Unaudited)	2
Condensed Consolidated Statements of Changes in Equity for the three and nine months ended June 30, 2022 and 2021 (Unaudited)	3
Condensed Consolidated Statements of Cash Flows for the nine months ended June 30, 2022 and 2021 (Unaudited)	5
Notes to Condensed Consolidated Financial Statements (Unaudited)	6

ALICO, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share amounts)


	June 30,			September 30,
	2022			2021
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	6,869		$	886
Accounts receivable, net		4,596			6,105
Inventories		39,001			43,377
Income tax receivable	—				3,233
Assets held for sale		241			160
Prepaid expenses and other current assets		1,581			1,152
Total current assets		52,288			54,913

Restricted cash		2,660			—
Property and equipment, net		373,117			373,231
Goodwill		2,246			2,246
Other non-current assets		3,303			2,827
Total assets	$	433,614		$	433,217

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	4,838		$	7,274
Accrued liabilities		9,065			9,872
Long-term debt, current portion		3,035			4,285
Income tax payable		3,138			—
Other current liabilities		1,122			875
Total current liabilities		21,198			22,306

Long-term debt:
Principal amount, net of current portion		104,420			122,009
Less: deferred financing costs, net		(781	)		(986	)
Long-term debt less current portion and deferred financing costs, net		103,639			121,023
Deferred income tax liabilities, net		37,219			41,977
Other liabilities		533			306
Total liabilities		162,589			185,612
Commitments and Contingencies (Note 12)
Stockholders' equity:
Preferred stock, no par value, 1,000,000 shares authorized; none issued		—			—
Common stock, $1.00 par value, 15,000,000 shares authorized; 8,416,145 shares issued and 7,582,612 and 7,526,004 shares outstanding at June 30, 2022 and September 30, 2021, respectively		8,416			8,416
Additional paid in capital		19,631			19,989
Treasury stock, at cost, 833,533 and 890,141 shares held at June 30, 2022 and September 30, 2021, respectively		(28,096	)		(29,853	)
Retained earnings		265,852			243,651
Total Alico stockholders' equity		265,803			242,203
Noncontrolling interest		5,222			5,402
Total stockholders' equity		271,025			247,605
Total liabilities and stockholders' equity	$	433,614		$	433,217

See accompanying notes to the condensed consolidated financial statements.

ALICO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(in thousands, except per share amounts)


	Three Months Ended June 30,						Nine Months Ended June 30,
	2022			2021			2022			2021
Operating revenues:
Alico Citrus	$	25,533		$	34,262		$	89,313		$	102,456
Land Management and Other Operations		405			626			1,603			2,108
Total operating revenues		25,938			34,888			90,916			104,564
Operating expenses:
Alico Citrus		24,489			26,156			83,365			79,821
Land Management and Other Operations		138			222			430			610
Total operating expenses		24,627			26,378			83,795			80,431
Gross profit		1,311			8,510			7,121			24,133
General and administrative expenses		2,557			1,911			7,679			7,092
(Loss) income from operations		(1,246	)		6,599			(558	)		17,041
Other income (expense), net:
Interest expense		(854	)		(907	)		(2,625	)		(3,185	)
Gain on sale of real estate, property and equipment and assets held for sale		5,755			30,288			40,804			33,635
Other income, net		9			6			19			18
Total other income, net		4,910			29,387			38,198			30,468
Income before income taxes		3,664			35,986			37,640			47,509
Income tax provision		1,002			8,853			4,281			11,682
Net income		2,662			27,133			33,359			35,827
Net loss (income) attributable to noncontrolling interests		44			(14	)		180			4
Net income attributable to Alico, Inc. common stockholders	$	2,706		$	27,119		$	33,539		$	35,831
Per share information attributable to Alico, Inc. common stockholders:
Earnings per common share:
Basic	$	0.36		$	3.61		$	4.44		$	4.77
Diluted	$	0.36		$	3.61		$	4.44		$	4.77
Weighted-average number of common shares outstanding:
Basic		7,570			7,521			7,551			7,512
Diluted		7,589			7,521			7,561			7,512

Cash dividends declared per common share	$	0.50		$	0.50		$	1.50		$	0.86

See accompanying notes to the condensed consolidated financial statements.

ALICO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)

(in thousands)

For the Three Months Ended June 30, 2022


					Additional									Total			Non-
	Common stock				Paid In			Treasury			Retained			Alico, Inc.			controlling			Total
	Shares		Amount		Capital			Stock			Earnings			Equity			Interest			Equity
Balance at March 31, 2022		8,416	$	8,416	$	19,963		$	(29,027	)	$	266,938		$	266,290		$	5,266		$	271,556
Net income (loss)		—		—		—			—			2,706			2,706			(44	)		2,662
Dividends ($0.50/share)		—		—		—			—			(3,792	)		(3,792	)		—			(3,792	)
Exercise of stock options		—		—		19			276			—			295			—			295
Stock-based compensation:
Directors		—		—		27			130			—			157			—			157
Executives and Managers		—		—		(471	)		528			—			57			—			57
Employees		—		—		93			(3	)		—			90			—			90
Balance at June 30, 2022		8,416	$	8,416	$	19,631		$	(28,096	)	$	265,852		$	265,803		$	5,222		$	271,025

For the Nine Months Ended June 30, 2022


					Additional									Total			Non-
	Common stock				Paid In			Treasury			Retained			Alico, Inc.			controlling			Total
	Shares		Amount		Capital			Stock			Earnings			Equity			Interest			Equity
Balance at September 30, 2021		8,416	$	8,416	$	19,989		$	(29,853	)	$	243,651		$	242,203		$	5,402		$	247,605
Net income (loss)		—		—		—			—			33,539			33,539			(180	)		33,359
Dividends ($1.50/share)		—		—		—			—			(11,338	)		(11,338	)		—			(11,338	)
Exercise of stock options		—		—		34			431			—			465			—			465
Stock-based compensation:
Directors		—		—		77			428			—			505			—			505
Executives and Managers		—		—		(359	)		671			—			312			—			312
Employees		—		—		(110	)		227			—			117			—			117
Balance at June 30, 2022		8,416	$	8,416	$	19,631		$	(28,096	)	$	265,852		$	265,803		$	5,222		$	271,025

See accompanying notes to the condensed consolidated financial statements.

ALICO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)

(in thousands)

For the Three Months Ended June 30, 2021

Additional

Total

Non-

Common stock

Paid In

Treasury

Retained

Alico, Inc.