UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
__X__ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For three months ended November 30, 2001.
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 (I.R.S. Employer
incorporation of organization) Identification No.)
P. O. Box 338, La Belle, FL 33975
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 863/675-2966
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 X No
There were 7,064,829 shares of common stock, par value $1.00 per share,
outstanding at January 14, 2001.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
ALICO, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited - See Accountants' Review Report)
Three Months Ended November 30,
2001 2000
_______________________________
Revenue:
Citrus $ 1,505,998 $ 1,095,619
Sugarcane 2,255,263 2,938,210
Ranch 3,589,560 4,799,772
Rock products and sand 454,797 421,645
Oil lease and land rentals 169,425 204,740
Forest products 104,484 27,707
Profit on sales of real estate 2,821,890 195,264
Interest and investment income 497,479 501,922
Other 149,726 90,605
___________ ___________
Total revenue 11,548,622 10,275,484
___________ ___________
Cost and expenses:
Citrus production, harvesting and
marketing 1,485,057 835,154
Sugarcane production and harvesting 1,854,842 2,236,378
Ranch 3,010,443 4,315,279
Real estate expenses 36,782 98,348
Interest 514,243 728,810
Other, general and administrative 1,366,640 881,374
____________ ___________
Total costs and expenses 8,268,007 9,095,343
____________ ___________
Income before income taxes 3,280,615 1,180,141
Provision for income taxes 276,963 375,397
____________ ___________
Net income 3,003,652 804,744
____________ ___________
____________ ___________
Weighted average number of shares outstanding 7,055,720 7,027,827
____________ ___________
____________ ___________
Per share amounts:
Basic and diluted $ .43 $ .11
Dividends $ 1.00 $ 1.00
See accompanying Notes to Condensed Consolidated Financial Statements.
ALICO, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(See Accountants' Review Report)
November 30, 2001 August 31, 2001
___(Unaudited)_____________________
ASSETS
Current assets:
Cash and cash investments $ 8,711,027 $ 6,225,088
Marketable Securities 18,478,754 18,726,723
Accounts receivable 7,274,827 10,153,205
Mortgage and notes receivable 2,924,727 2,482,454
Inventories 24,185,341 23,246,609
Other current assets 951,044 510,760
____________ ____________
Total current assets 62,525,720 61,344,839
Notes receivable, non-current 6,451,252 5,112,309
Land held for development and sale 7,906,852 7,931,544
Investments 1,283,210 1,170,898
Property, buildings and equipment 140,345,408 138,352,300
Less: Accumulated depreciation (36,253,606) (34,878,310)
____________ ____________
Total assets $182,258,836 $179,033,580
____________ ____________
____________ ____________
ALICO, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(See Accountants' Review Report)
(Continued)
November 30, 2001 August 31, 2001
LIABILITIES ___(Unaudited)_______________________
Current liabilities:
Accounts payable $ 1,092,912 $ 1,810,094
Due to profit sharing plan 0 443,942
Accrued ad valorem taxes 0 1,383,111
Current portion of notes payable 4,301,146 1,301,146
Accrued expenses 1,652,704 1,394,940
Income taxes payable 211,274 22,670
Deferred income taxes 960,514 1,234,697
____________ ____________
Total current liabilities 8,218,550 7,590,600
Deferred revenue 25,024 52,987
Notes payable 53,129,274 46,704,954
Deferred income taxes 11,643,630 11,909,252
Deferred retirement benefits 219,488 150,429
____________ ____________
Total liabilities 73,235,966 66,408,222
____________ ____________
STOCKHOLDERS' EQUITY
Common stock $ 7,062,465 $ 7,044,513
Additional paid in capital 803,963 331,617
Accumulated other comprehensive income 833,678 871,077
Retained earnings 100,322,764 104,378,151
____________ ____________
Total stockholders' equity 109,022,870 112,625,358
____________ ____________
Total liabilities and
stockholders' equity $182,258,836 $179,033,580
____________ ____________
____________ ____________
See accompanying Notes to Condensed Consolidated Financial Statements.
ALICO, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(See Accountants' Review Report)
Accumulated
Common Stock Other Additional
Shares Retained Comprehensive Paid in
Issued Amount Earnings Income Capital Total
_________ __________ ___________ _______ __________ ____________
Balances,
August 31, 2000 7,027,827 $7,027,827 $95,339,847 $1,159,445 $ 17,885 $103,545,004
_______________
Comprehensive income:
Net income for the year
ended August 31, 2000 - - 16,066,131 - - 16,066,131
Unrealized gains on
securities, net of taxes
and reclassification adjustment - - - (288,368) - (288,368)
___________
Total comprehensive income: 15,777,763
Dividends paid - - (7,027,827) - - (7,027,827)
Stock options exercised 16,686 16,686 - - 227,264 243,950
Stock based compensation - - - - 86,468 86,468
_________ __________ ___________ ________ ____________
Balances,
August 31, 2001 7,044,513 $7,044,513 $104,378,151 $871,077 $331,617 $112,625,358
_______________
Comprehensive income:
Net income for the three months
ended November 30, 2001 - - 3,003,652 - - 3,003,652 Unrealized gains on
securities, net of taxes
and reclassification adjustment - - - (37,399) - (37,399)
___________
Total comprehensive income: 2,966,253
Dividends paid - - (7,059,039) - - (7,059,039)
Stock options exercised 17,952 17,952 - - 249,632 267,584
Stock based compensation - - - - 222,714 222,714
_________ __________ ___________ ________ ___________
Balances,
November 30, 2001 (Unaudited) 7,062,465 $7,062,465 $100,322,764 $ 833,678 $803,963 $109,022,870
_________ __________ ___________ ________ ___________
_________ __________ ___________ ________ ___________
November 30, August 31,
2001 2001
Disclosure of reclassification amount: _(Unaudited) ___________
Unrealized holding gains (losses)
arising during the period $ 211,256 $ (206,715)
Less: reclassification adjustment
for gains (losses) included in net
income 248,655 81,653
_________ __________
Net unrealized losses on securities $ (37,399) $ (288,368)
_________ __________
_________ __________
See accompanying Notes to Condensed Consolidated Financial Statements.
ALICO, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited - See Accountants' Review Report)
Three Months Ended November 30,
2001 2000
_______________________________
Cash flows from operating activities:
Net income $ 3,003,652 $ 804,744
Adjustments to reconcile net income to cash
provided from (used for) operating activities:
Depreciation and amortization 1,770,604 1,750,647
Net decrease in current assrts
and liabilities (1,337,086) (6,180,210)
Deferred income taxes (517,241) 27,682
Gain on sales of real estate (2,785,108) (96,916)
Stock options granted below fair
market value 222,714 86,468
Other 20,076 (470,108)
__________ __________
Net cash provided from (used for)
operating activities 377,611 (4,077,693)
__________ __________
Cash flows from (used for) investing activities:
Purchases of property and equipment (2,176,516) (2,462,959)
Proceeds from sales of real estate 1,113,702 210,595
Proceeds from sales of property and equipment 185,662 409,800
Purchases of marketable securities (1,042,966) (1,209,992)
Proceeds from sales of marketable securities 1,417,338 1,075,976
__________ __________
Net cash used for
investing activities (502,780) (1,976,580)
__________ __________
Cash flows from (used for) financing activities:
Notes receivable (additions) collections (21,757) 6,540
Repayment of bank loan (7,271,853) (13,277,249)
Proceeds from bank loan 16,696,173 26,613,827
Proceeds from exercising stock options 267,584 0
Dividends paid (7,059,039) (7,027,827)
__________ __________
Net cash provided from
financing activities 2,611,108 6,315,291
__________ __________
Net increase in cash and
cash investments $2,485,939 $ 261,018
__________ __________
__________ __________
Supplemental disclosures of cash flow information:
Cash paid for interest, net of
amount capitalized $ 635,971 $ 749,395
__________ __________
__________ __________
Cash paid for income taxes $ 605,600 $4,284,296
__________ __________
__________ __________
Non-cash investing and financing activities:
Mortgage and notes receivable issued in exchange
for land, less unamortized discount $ 1,759,459 $ -0-
___________ __________
___________ __________
Fair value adjustments to securities
available for sale $ 59,962 $ 779,982
__________ __________
__________ __________
Income tax effect related to fair
value adjustment $ 22,563 $ 293,507
__________ __________
__________ __________
Reclassification of breeding herd
to property & equipment $ 515,398 $ 370,192
__________ __________
__________ __________
See accompanying Notes to Condensed Consolidated Financial Statements.
ALICO, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(See Accountants' Review Report)
1. Basis of financial statement presentation:
The accompanying condensed consolidated financial statements include the
accounts of Alico, Inc. and its wholly owned subsidiaries, Saddlebag Lake
Resorts, Inc. (Saddlebag) and Agri-Insurance Company, Ltd. (Agri),
after elimination of all significant intercompany balances
and transactions.
The accompanying unaudited condensed consolidated financial statements have
been prepared on a basis consistent with the accounting principles and policies
reflected in the Company's annual report for the year ended August 31, 2001.
In the opinion of Management, the accompanying unaudited condensed consolidated
financial statements contain all adjustments (consisting only of normal recur-
ring accruals) necessary for a fair presentation of its consolidated financial
position at November 30, 2001 and August 31, 2001 and the consolidated results
of operations and cash flows for the three months ended November 30, 2001 and
2000.
The basic business of the Company is agriculture which is of a seasonal nature
and subject to the influence of natural phenomena and wide price fluctuations.
Fluctuation in the market prices for citrus fruit has caused the Company to
recognize additional revenue from the prior year's crop totaling $185,697 in
2001 and $280,758 in 2000. The results of operations for the stated periods
are not necessarily indicative of results to be expected for the full year.
Certain items from 2000 have been reclassified to conform to 2001 presentation.
2. Real Estate:
Real Estate sales are recorded under the accrual method of accounting.
Under this method, a sale is not recognized until payment is received,
including interest, aggregating 10% of the contract sales price for
residential properties and 20% for commercial properties.
3. Mortgage and notes receivable:
Mortgage and notes receivable arose from real estate sales. The balances at
November 30, 2001 and August 31, 2001 are as follows:
November 30, August 31,
2001 2001
____________ __________
Mortgage notes receivable
on retail land sales $ 249 $ 242
Mortgage notes receivable
on bulk land sales 8,787 7,262
Other notes receivable 340 90
____________ __________
Total mortgage notes receivable $ 9,376 $ 7,594
Less current portion 2,925 2,482
____________ __________
Non-current portion $ 6,451 $ 5,112
____________ __________
____________ __________
In July 2000, the Company received a mortgage note in exchange for land sold.
The note totaled $9,540,000 and principal payments of $2,385,000 are due
annually on July 14, bearing interest at the LIBOR, over four years.
In November 2001, the Company received a mortgage note in exchange for land
sold. The note totaled $1,759,459 and principal payments of $439,865 are due
annually on November 15, bearing interest at 1/2% under prime, over four years.
4. Inventories:
A summary of the Company's inventories (in thousands) is shown below:
November 30, August 31,
2001 2001
____________ ___________
Unharvested fruit crop on trees $ 11,468 $ 9,626
Unharvested sugarcane 5,440 5,387
Beef cattle 7,109 8,076
Sod 168 158
____________ ___________
Total inventories $ 24,185 $ 23,247
____________ ___________
____________ ___________
Subject to prevailing market conditions, the Company may hedge a portion of
its beef inventory by entering into cattle futures contracts to reduce
exposure to changes in market prices. Any gains or losses anticipated under
these agreements were deferred, with the cost of the related cattle being
adjusted when the contracts are settled. At November 30, 2001, the Company
had no open positions.
5. Income taxes:
The provision for income taxes for the quarters ended November 30, 2001
and 2000 is summarized as follows:
Three Months Ended November 30,
2001 2000
_______________________________
Current:
Federal income tax $ 697,389 $ 552,774
State income tax 119,379 88,449
__________ __________
816,768 641,223
__________ __________
Deferred:
Federal income tax (468,122) (226,973)
State income tax (71,683) (38,853)
__________ __________
(539,805) (265,826)
__________ __________
Total provision for
income taxes $ 276,963 $ 375,397
__________ __________
__________ __________
6. Indebtedness:
The Company has financing agreements with commercial banks that permit the
Company to borrow up to $44 million. The financing agreements allow the
Company to borrow up to $41 million which is due in 2003 and up to $3 million
which is due on demand. In March 1999, the Company mortgaged 7,680 acres for
$19 million in connection with a $22.5 million acquisition of producing
citrus and sugarcane operations. The total amount of long-term debt under
these agreements at November 30, 2001 and August 31, 2001 was $53,129,274 and
$46,704,954, respectively.
Maturities of the indebtedness of the Company over the next five years are
as follows: 2002- $4,301,146; 2003- $39,813,373; 2004- $1,306,142;
2005- $1,308,905; 2006- $1,311,862; thereafter $9,388,992.
Interest cost expensed and capitalized during the three months ended
November 30, 2001 and 2000 was as follows:
2001 2000
________ ________
Interest expensed $514,243 $728,810
Interest capitalized 51,233 53,930
________ ________
Total interest cost $565,476 $782,740
________ ________
________ ________
7. Dividends:
On October 2, 2001 the Company declared a year-end dividend of $1.00 per
share, which was paid on October 26, 2001.
8. Disclosures about reportable segments:
Alico, Inc. has four reportable segments: citrus, sugarcane, ranching and
general corporate. The commodities produced by these segments are sold to
wholesalers and processors who prepare the products for consumption. The
Company's operations are located in Florida.
The accounting policies of the segments are the same as those described in
the summary of significant accounting policies. Alico, Inc. evaluates
performance based on profit or loss from operations before income taxes.
Alico, Inc.'s reportable segments are strategic business units that offer
different products. They are managed separately because each segment
requires different management techniques, knowledge and skills.
The following table presents information for each of the Company's
operating segments as of and for the three months ended November 30, 2001:
____________________________________________________________
General Consolidated
Citrus Sugarcane Ranch Corporate* Total
____________________________________________________________
Revenue $ 1,505,998 2,255,263 3,589,560 4,197,801 11,548,622
Costs and
expenses 1,485,057 1,854,842 3,010,443 1,917,665 8,268,007
Depreciation and
amortization 604,196 660,346 380,954 125,108 1,770,604
Segment profit 20,941 400,421 579,117 2,280,136 3,280,615
Segment assets 54,748,884 53,042,121 20,371,634 54,096,197 182,258,836
The following table presents information for each of the Company's
operating segments as of and for the three months ended November 30, 2000:
____________________________________________________________
General Consolidated
Citrus Sugarcane Ranch Corporate* Total
____________________________________________________________
Revenue $ 1,095,619 2,938,210 4,799,772 1,441,883 10,275,484
Costs and
expenses 835,154 2,236,378 4,315,279 1,708,532 9,095,343
Depreciation and
amortization 610,453 652,679 356,917 130,598 1,750,647
Segment profit 260,465 701,832 484,493 (266,649) 1,180,141
Segment assets 54,259,074 52,036,655 20,930,064 48,633,942 175,859,735
*Consists of rents, investments, real estate activities and other such
items of a general corporate nature.
9. Stock Option Plan
On November 3, 1998, the Company adopted the Alico, Inc., Incentive Equity
Plan (The Plan) pursuant to which the Board of Directors of the Company may
grant options, stock appreciation rights, and/or restricted stock to certain
directors and employees. The Plan authorizes grants of shares or options to
purchase up to 650,000 shares of authorized but unissued common stock. Stock
options granted have a strike price and vesting schedules which are at the
discretion of the Board of Directors and determined on the effective date of
the grant. The strike price cannot be less than 55% of the market price.
Weighted
Weighted average
average remaining
exercise contractual
Shares price Life (in years)
_______ _________ _______________
Balance outstanding,
August 31, 1999 34,700 $14.42 8
Granted 15,042 14.62 _______________
_______ _________ _______________
Balance outstanding,
August 31, 2000 49,742 14.62 9
_______________
Granted 51,074 14.62 _______________
Exercised 16,686 14.62
_______ _________
Balance outstanding,
August 31, 2001 84,130 14.62 10
_______________
Granted 69,598 15.68 _______________
Exercised 17,952 14.91
_______ _________
Balance outstanding,
November 30, 2001 135,776 15.11
_______ _________
_______ _________
On November 30, 2001, there were 135,776 shares exercisable and 479,636
shares available for grant.
10. Future Application of Accounting Standards
In June 2001, the Financial Accounting standard Board (FASB) issued
Financial Accounting Standards (SFAS) No. 141, "Business Combinations".
This Statement addresses financial accounting and reporting for business
combinations and supersedes Accounting Principal Board (APB) Opinion
No. 16, Business Combinations, and FASB Statement No. 38, Accounting for
Preacquisition Contingencies of Purchased Enterprises. All business
combinations in the scope of this Statement are to be accounted for using
one method. The provisions of this Statement apply to all business
combinations initiated after June 30, 2001. The Statement also applies to
all business combinations accounted for using the purchase method for
which the date of acquisition is July 1, 2001, or later. Adoption of this
Statement is not expected to have a significant impact on the financial
position or results of operation of the Company.
In June 2001, the FASB issued SFAS No. 142, "Goodwill and Other Intangible
Assets". This Statement addresses financial accounting and reporting for
acquired goodwill and other intangible assets and supersedes APB Opinion
No. 17, Intangible Assets. It addresses how intangible assets that are
acquired individually or with a group of other assets (but not those
acquired in a business combination) should be accounted for in financial
statements upon their acquisition. This Statement also addresses how goodwill
and other intangible assets should be accounted for after they have been
initially recognized in the financial statements. Adoption of this Statement
is not expected to have any impact on the financial position or
results of operations of the Company.
Statement of Financial Accounting Standards No. 143, "Accounting for Asset
Retirement Obligations", relates to the accounting for the obligations
associated with the retirement of long-lived assets. The Company is
currently reviewing this statement and the impact of its adoption on its
financial position, results of operations, and cash flow. The Company
will adopt Statement 143 beginning in the first quarter of its fiscal year
ending August 31, 2003.
Statement of Financial Accounting Standards No. 144, "Accounting for
Impairment or Disposal of Long-lived Assets" establishes methods of
accounting and reporting for impairment of long-lived assets other than
goodwill and intangible assets not being amortized. The Company is
currently reviewing this statement and the impact of its adoption on
is financial position, results of operations and cash flows. The Company
will adopt Statement 144 beginning in the first quarter of its fiscal
year ending August 31, 2003.
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
LIQUIDITY AND CAPITAL RESOURCES:
Working capital increased to $54,307,170 at November 30, 2001, up from
$53,754,239 at August 31, 2001. As of November 30, 2001, the Company had
cash and cash investments of $8,711,027 compared to $6,225,088 at August 31,
2001. Marketable securities decreased from $18,726,723 to $18,478,754 during
the same period. The ratio of current assets to current liabilities decreased
to 7.61 to 1 at November 30, 2001 from 8.08 to 1 at August 31, 2001. Total
assets increased by $3,225,256 to $182,258,836 at November 30, 2001 from
$179,033,580 at August 31, 2001.
In connection with financing agreements with commercial banks (See Note 6
under Notes to Condensed Consolidated Financial Statements), the Company
has an unused availability of funds of approximately $ 2.5 million at
November 30, 2001. During December 2001, the Company secured a $10 million
mortgage. The terms of the mortgage call for interest to be paid quarterly
and annual principal to be made evenly over the next five years.
RESULTS OF OPERATIONS:
The basic business of the Company is agriculture, which is of a seasonal
nature and subject to the influence of natural phenomena and wide price
fluctuations. The results of operations for the stated periods are not
necessarily indicative of results to be expected for the full year.
Net income for the three months ending November 30, 2001 increased by
$2,198,908 when compared to the first quarter of fiscal 2001. Income before
income taxes increased $2,100,474 for the three months ended November 30,
2001, when compared to the same period a year ago. This was primarily due to
an increase in earnings from land sales during the first quarter of fiscal
2001, compared to the same period a year ago. ($2,821,890 vs. $195,264
during the first three months of fiscal 2001 and 2000, respectively.
Citrus
______
Citrus earnings decreased for the quarter ended November 30, 2001, when
compared to the prior year ($20,941 during the first quarter of fiscal
2002 vs. $260,465 during the same period in fiscal 2001). This is partially
the result of the recognition of revenue from the fiscal 2000 fresh fruit
crop which was greater than the comparable amount realized in the first
quarter of the current year from the fiscal 2001 fresh fruit crop
($185,697 in the first quarter of fiscal 2002, compared to $280,758
in the first quarter of fiscal 2001, see Note 1 to the Notes to
Condensed Consolidated Financial Statements). Additionally, producing
acreage decreased when compared to the prior year, resulting in higher
unit costs for both the boxes harvested and the related pounds of solids.
Sugarcane
_________
Sugarcane earnings decreased during the first quarter of 2002 ($400,421
during fiscal 2002 vs. $701,832 during fiscal 2001) when compared to the
prior year. Fewer acres have been harvested to date, when compared to
the same period last year. However, this is a matter of timing and it is
early in the harvesting cycle. The difference in yields will turnaround
as remaining acres are harvested, baring unforeseen circumstances.
Ranching
________
Ranch earnings increased when compared to a year ago ($579,117 vs.
$484,493 for the three months ended November 30, 2001 and November 30, 2000,
respectively). Reduced operating expenses for beef are the primary cause
of the improvement. Market prices for the first quarter of fiscal 2002
were approximately the same as a year ago. While the number of cattle sold
decreased 32%, total revenue remained consistent due to the average weight
per head sold increasing 8%.
General Corporate
_________________
The Company is continuing its marketing and permitting activities for its
land which surrounds the Florida Gulf Coast University site. At November
30, 2001, there were sales contracts in place for more than 7,400 acres of
the Lee County, Florida property totaling $164 million. The agreements are
at various stages of the due diligence periods with closing dates over the
next ten years.
The Company announced the formation of Agri-Insurance Company, Ltd. (Agri)
a wholly owned subsidiary, during July of 2000. The insurance company was
initially capitalized by transferring cash and approximately 3,000 acres of
the Lee County property (along with the sales contracts totaling $8 million).
Through Agri, the Company expects to be able to underwrite previously
uninsurable risk related to catastrophic crop and other losses.
Additionally, the insurance company will have access to reinsurance
markets, otherwise inaccessible. To expedite the creation of the capital
liquidity necessary to underwrite the Company's exposure to catastrophic
losses, through land sales, another 5,600 acres was transferred during
fiscal 2001. Agri underwrote a limited amount of coverage during fiscal
2001.
During November 2001, Agri began closing on a 2,500 acre, $30 million sale,
of which 40 acres were transferred in November and 1,740 acres were
transferred in December. The remaining 720 acres are expected to be
transferred by the end of calendar year 2002. Also in December 2001, the
Company agreed to donate $5 million to Florida Gulf Coast University for a
new athletic complex, scholarships and athletic programs. The agreement calls
for $1 million to be donated during the current fiscal year and $800 thousand
to be donated each year over the next five years.
During January 2002, the Company acquired 40 acres of Lee County property
for $9.5 million. The property is located near one of the interstate highway
access ramps to Florida Gulf Coast University.
Cautionary Statement
____________________
Readers should note, in particular, that this Form 10-Q contains forward-
looking statements within the meaning of Section 21E of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), that involve
substantial risks and uncertainties. When used in this document, or in
the documents incorporated by reference herein, the words "anticipate",
"believe", "estimate", "may", "intend" and other words of similar meaning,
are likely to address the Company's growth strategy, financial results
and/or product development programs. Actual results, performance or
achievements could differ materially from those contemplated, expressed
or implied by the forward-looking statements contained herein. The
considerations listed herein represent certain important factors the
Company believes could cause such results to differ. These considerations
are not intended to represent a complete list of the general or specific
risks that may effect the Company. It should be recognized that other
risks, including general economic factors and expansion strategies, may
be significant, presently or in the future, and the risks set forth herein
may affect the Company to a greater extent than indicated.
ITEM 3. Quantitative and Qualitative Disclosures about Market Risk
No changes
FORM 10-Q
PART II. OTHER INFORMATION
ITEM 6. Exhibits and reports on Form 8-K.
(a) Exhibits:
A. Accountant's Report.
B. Computation of Weighted Average Shares Outstanding at
November 30, 2001.
(b) Reports on Form 8-K.
October 2, 2001
October 9, 2001
December 5, 2001
December 7, 2001
December 7, 2001
December 12, 2001
December 13, 2001
January 7, 2002
January 7, 2002
SIGNATURES
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 thereunto duly authorized.
ALICO, INC.
(Registrant)
January 14, 2002 W. Bernard Lester
Date President
Chief Operating Officer
(Signature)
January 14, 2002 L. Craig Simmons
Date Vice President
Chief Financial Officer
(Signature)
January 14, 2002 Deirdre M. Purvis
Date Controller
(Signature)
EXHIBIT A
INDEPENDENT ACCOUNTANT'S REVIEW REPORT
______________________________________
The Stockholders and
Board of Directors
Alico, Inc.:
We have reviewed the condensed consolidated balance sheet of Alico, Inc.
and subsidiaries as of November 30, 2001, and the related condensed
consolidated statements of operations for the three month periods
ended November 30, 2001 and 2000, the condensed consolidated statements
of stockholders' equity for the three month period ended November 30, 2001,
and the condensed consolidated statements of cash flows for the three
month periods ended November 30, 2001 and 2000. These condensed
consolidated financial statements are the responsibility of the Company's
management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical review
procedures to financial data and making inquiries of persons responsible
for financial and accounting matters. It is substantially less in scope
than an audit conducted in accordance with auditing standards generally
accepted in the United States of America, the objective of which is the
expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications that
should be made to the condensed consolidated financial statements referred
to above for them to be in conformity with accounting principles generally
accepted in the United States of America.
We have previously audited, in accordance with auditing standards generally
accepted in the United States of America, the consolidated balance sheet
of Alico, Inc. and subsidiaries as of August 31, 2001 and the related
consolidated statements of operations, stockholders' equity and cash flows
for the year then ended (not presented herein); and in our report dated
October 12, 2001 we expressed an unqualified opinion on those consolidated
financial statements. In our opinion, the information set forth in the
accompanying condensed consolidated balance sheet as of August 31, 2001,
is fairly presented, in all material respects, in relation to the
consolidated balance sheet from which it has been derived.
/s/ KPMG LLP
Orlando, Florida
January 4, 2002
EXHIBIT B
ALICO, INC.
Computation of Weighted Average Shares Outstanding as of November 30, 2001:
Number of shares outstanding at August 31, 2001 7,044,513
_________
_________
Number of shares outstanding at November 30, 2001 7,062,465
_________
_________
Weighted Average 9/1/01 - 11/30/01 7,055,720
_________
_________