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 six months ended February 28, 1995 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 33935 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 813/675-2966 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 7,027,827 shares of common stock, par value $1.00 per share, outstanding at April 12, 1995.
FORM 10-Q PART I. FINANCIAL INFORMATION Item 1. Financial Statements ALICO, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (See Accountants' Review Report) (Unaudited) (Unaudited) Three Months Ended February 28, Six Months Ended February 28, 1995 1994 1995 1994 _______________________________ _______________________________ Revenue: Citrus $ 6,802,818 $ 9,661,645 $10,250,285 $11,076,322 Sugarcane 3,860,724 4,485,172 5,022,828 5,548,741 Ranch 329,568 575,803 940,988 1,954,031 Rock products and sand 213,200 250,760 490,688 504,918 Oil lease and land rentals 116,910 86,847 170,761 162,466 Forest products 25,320 20,818 53,942 50,970 Profit on sales of real estate 16,627 60,663 36,224 160,265 Interest and investment income 274,077 253,226 520,378 596,736 Other 17,367 14,272 46,383 45,091 ___________ ___________ ___________ ___________ Total revenue 11,656,611 15,409,206 17,532,477 20,099,540 ___________ ___________ ___________ ___________ Cost and expenses: Citrus production, harvesting and marketing 5,153,275 6,884,590 8,294,764 8,281,554 Sugarcane production and harvesting 2,960,007 3,336,014 3,752,360 4,206,743 Ranch 191,871 233,914 638,812 1,147,437 Real estate expenses 113,157 127,050 228,431 342,032 Interest 318,034 145,997 536,605 292,643 Other, general and administrative 536,821 623,227 1,058,905 1,191,450 ____________ ___________ ___________ ___________ Total costs and expenses 9,273,165 11,350,792 14,509,877 15,461,859 ____________ ___________ ___________ ___________ ALICO, INC. AND SUBSIDIARY FORM 10-Q CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (See Accountants' Review Report) (Continued) (Unaudited) (Unaudited) Three Months Ended February 28, Six Months Ended February 28, 1995 1994 1995 1994 _______________________________ ______________________________ Income before income taxes 2,383,446 4,058,414 3,022,600 4,637,681 Provision for income taxes 843,020 1,397,476 1,061,161 1,598,436 ____________ ___________ ___________ ___________ Net income 1,540,426 2,660,938 1,961,439 3,039,245 Retained earnings beginning of period 59,593,333 53,579,740 60,929,277 54,255,607 Dividends paid - - (1,756,957) (1,054,174) ___________ ___________ ___________ ___________ Retained earnings end of period $61,133,759 $56,240,678 $61,133,759 $56,240,678 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Weighted average number of shares outstanding 7,027,827 7,027,827 7,027,827 7,027,827 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Per share amounts: Net income $ .22 $ .38 $ .28 $ .43 Dividends $ - $ - $ .25 $ .15 See accompanying notes to condensed consolidated financial statements.
ALICO, INC. AND SUBSIDIARY FORM 10-Q CONDENSED CONSOLIDATED BALANCE SHEETS (See Accountants' Review Report) (Unaudited) (Audited) February 28, 1995 August 31,1994 _________________ ______________ ASSETS Current assets: Cash and cash investments $ 799,909 $ 967,196 Marketable Securities 8,971,390 8,693,865 Accounts and mortgage notes receivable 8,609,005 7,618,943 Inventories 9,639,769 10,681,350 Prepaid expenses 189,563 189,120 Interest receivable 322,390 190,543 ____________ ____________ Total current assets 28,532,026 28,341,017 Mortgage notes receivable, non-current 2,803,227 3,131,465 Land held for development and sale 7,044,833 6,757,549 Investments 925,785 810,677 Other 43,620 40,470 Property, buildings and equipment 89,500,328 85,507,357 Less: Accumulated depreciation (24,115,608) (22,403,837) ____________ ____________ Total assets $104,734,211 $102,184,698 ____________ ____________ ____________ ____________ CONDENSED CONSOLIDATED BALANCE SHEETS (See Accountants' Review Report) (Continued) (Unaudited) (Audited) February 28, 1995 August 31, 1994 LIABILITIES _________________ _______________ Current liabilities: Accounts payable $ 1,150,322 $ 1,386,912 Due to profit sharing plan - 248,594 Accrued donation (See Note 6) 2,009,351 2,103,051 Accrued expenses 434,400 1,297,862 Income taxes payable 460,505 56,303 Deferred income taxes 795,646 567,426 Note payable to bank, current portion 146,998 - ____________ ____________ Total current liabilities 4,997,222 5,660,148 Note payable to bank, long-term 22,000,000 18,713,998 Deferred income taxes 9,088,446 9,424,707 Deferred retirement benefits 486,957 428,741 ____________ ____________ Total liabilities 36,572,625 34,227,594 ____________ ____________ STOCKHOLDERS' EQUITY Common stock $ 7,027,827 $ 7,027,827 Retained earnings 61,133,759 60,929,277 ____________ ____________ Total stockholders' equity 68,161,586 67,957,104 ____________ ____________ Total liabilities and stockholders' equity $104,734,211 $102,184,698 ____________ ____________ ____________ ____________ See Accompanying notes to condensed consolidated financial statements.
FORM 10-Q ALICO, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (See Accountants' Review Report) (Unaudited) Six Months Ended February 28, 1995 1994 _______________________________ Cash flows from operating activities: Net income $ 1,961,439 $ 3,039,245 Adjustments to reconcile net income to cash provided from (used for) operating activities: Depreciation 2,049,189 1,816,446 Accrued donation (93,700) - Net decrease in current assets and liabilities (737,115) (1,526,311) Deferred income taxes (108,041) 344,991 Other (267,991) (26,493) ___________ ___________ Net cash provided from operating activities 2,803,781 3,647,878 ___________ ___________ Cash flows from (used for) investing activities: Purchases of property and equipment (4,409,677) (3,942,834) Proceeds from sales of property and equipment 104,300 328,348 Purchases of marketable securities (991,022) (1,431,784) Proceeds from sales of marketable securites 609,149 1,280,005 ___________ ___________ Net cash used for investing activities (4,687,250) (3,766,265) ___________ ___________ ALICO, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (See Accountants' Review Report) (Continued) (Unaudited) Six Months Ended February 28, 1995 1994 ____________________________ Cash flows from (used for) financing activities: Notes receivable collections 40,139 83,207 Repayment of bank loan (6,245,000) (3,810,025) Proceeds from bank loan 9,678,000 5,239,574 Dividends paid (1,756,957) (1,054,174) ___________ ___________ Net cash provided from financing activities 1,716,182 458,582 ___________ ___________ Net increase (decrease) in cash and cash investments $ (167,287) $ 340,195 ___________ ___________ ___________ ___________ Supplemental disclosures of cash flow information: Cash paid for interest, net of amount capitalized $ 445,318 $ 294,947 ___________ ___________ ___________ ___________ Cash paid for income taxes $ 765,000 $ 871,361 ___________ ___________ ___________ ___________ See accompanying notes to condensed consolidated financial statements.
ALICO, INC. AND SUBSIDIARY 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 the Company and its wholly owned subsidiary, Saddlebag Lake Resorts, Inc., 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, 1994. In the opinion of Management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of its consolidated financial position at February 28, 1995 and August 31, 1994 and the consolidated results of operations and cash flows for the six months ended February 28, 1995 and 1994. 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 $1,770,146 in 1995 and $1,663,549 in 1994. The results of operations for the stated periods are not necessarily indicative of results to be expected for the full year. 2. Accounts and mortgage notes receivable: Mortgage notes receivable 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. Inventories: A summary of the Company's inventories is shown below: February 28, August 31, 1995 1994 ____________ ___________ Unharvested fruit crop on trees $ 4,786,621 $ 5,936,629 Unharvested sugarcane 862,741 2,160,025 Beef cattle 3,673,975 2,227,320 Sod 316,432 357,376 ___________ ___________ Total inventories $ 9,639,769 $10,681,350 ___________ ___________ ___________ ___________
FORM 10-Q 4. Income taxes: The provision for income taxes for the quarters ended February 28, 1995 and 1994 is summarized as follows: Three Months Ended February 28, Six Months Ended February 28, 1995 1994 1995 1994 _______________________________ _____________________________ Current: Federal income tax $ 702,407 $ 909,456 $ 979,517 $1,039,751 State income tax 135,545 181,572 164,411 213,456 __________ __________ __________ __________ 837,952 1,091,028 1,143,928 1,253,207 __________ __________ __________ __________ Deferred: Federal income tax 11,328 218,573 (71,628) 251,686 State income tax (6,260) 87,875 (11,139) 93,543 __________ __________ __________ __________ 5,068 306,448 (82,767) 345,229 __________ __________ __________ __________ Total provision for income taxes $ 843,020 $1,397,476 $1,061,161 $1,598,436 __________ __________ __________ __________ __________ __________ __________ __________ Following is a reconciliation of the expected income tax expense computed at the U.S. Federal statutory rate of 34% and the actual income tax provision for the quarters ended February 28, 1995 and 1994: Three Months Ended February 28, Six Months Ended February 28, 1995 1994 1995 1994 _______________________________ _____________________________ Expected income Tax $ 810,372 $1,379,861 $1,027,864 $1,576,812 Increase (decrease) resulting from: State income taxes, net of federal benefit 86,519 147,318 109,720 168,345 Nontaxable interest and dividends (50,552) (45,392) (100,158) (101,648) Other reconciling items, net (3,319) (84,311) 23,915 (45,073) __________ __________ __________ __________ Total provision for income taxes $ 843,020 $1,397,476 $1,061,161 $1,598,436 __________ __________ __________ __________ __________ __________ __________ __________ The Company is currently under examination by the Internal Revenue Service for the years ended August 31, 1992, 1991 and 1990. The adjustments proposed to date by the Interanl Revenue Service would result in approximately $6 million in additional income taxes. When the matter is resolved, any income taxes due will become currently payable. However, the majority of the proposed adjustments relate to the timing of recognition of certain income and expense items already provided for in the Company's deferred tax liability accounts. Management intends to vigorously oppose the proposed adjustments and is of the opinion that the ultimate outcome will not have a significant adverse effect on the financial position or operations of the Company. 5. Indebtedness: The Company has a financing agreement with a commercial bank that permits the Company to borrow up to $25 million. The financing agreement allows the Company to borrow up to $22,000,000 which is due in January 1997 and up to $3,000,000 which is due on demand. The total amount of long-term debt under this agreement at February 28, 1995 and August 31, 1994 was $22,000,000 and $18,713,998, respectively. Interest cost expensed and capitalized during the six months ended February 28, 1995 and February 28, 1994 was as follows: 1995 1994 ________ ________ Interest expensed $536,605 $292,643 Interest capitalized 241,181 146,662 ________ ________ Total interest cost $777,786 $439,305 ________ ________ ________ ________ 6. Commitment: The Company has entered into an agreement to donate land, improvements and other items, to the State of Florida, to be used as a site for a new university. The gift included 975 acres of land, road construction, engineering and planning services, assistance with utility costs and academic chairs. Amounts for academic chairs and planning activities were finalized during prior years and charged against earnings. The title to the land was transferred during May 1994, recorded as a contribution and charged against earnings. The commitment for road construction, totaling $2.4 million, was accrued at May 31, 1994. The portion allocable to the university land was expensed as a donation while the remainder was capitalized. 7. Accountants' review report: The accompanying unaudited condensed consolidated financial statements have been reviewed by the Company's independent auditors in accordance with standards for such limited reviews established by the American Institute of Certified Public Accountants. The report of such auditors with respect to their limited review is attached hereto as Exhibit A. ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. LIQUIDITY AND CAPITAL RESOURCES: Working capital increased to $23,534,804 at February 28, 1995, up from $22,680,869 at August 31, 1994. As of Feburary 28, 1995 the Company had cash and cash investments of $799,909 compared to $967,196 at August 31, 1994. Marketable securities increased from $8,693,865 to $8,971,390 during the same period. The ratio of current assets to current liabilities increased from 5.01 to 1 at August 31, 1994 to 5.71 to 1 at February 28, 1995. Total assets increased by $2,549,513 from $102,184,698 at August 31, 1994 to $104,734,211 at February 28, 1995. The working capital increase is primarily the result of the decrease in current liabilities ($5,660,148 vs. $4,997,222 at August 31, 1994 and February 28, 1995, respectively). Ad valorem taxes ($1,143,204) and the profit sharing plan contribution ($248,594), accrued at August 31, 1994, were paid during the first quarter of fiscal 1995. Income taxes deferred and currently payable increased by $632,422 and the amount currently payable under the financing agreement with the commercial bank increased to $146,998 during the first six months of fiscal 1995. In connection with a financing agreement with a commercial bank (See Note 5 under Notes to Condensed Consolidated Financial Statements), the Company has an unused availability of funds of approximately $2.9 million at February 28, 1995. RESULTS OF OPERATIONS: When compared to the same period a year ago, net income decreased $1,120,512 and $1,077,806 during the three and six months ended February 28, 1995, respectively. Income before income taxes decreased $1,615,081 during the first six months and $1,674,968 during the second quarter of fiscal 1995, when compared to the same periods a year ago. This was largely due to the decrease in earnings from agricultural activities ($3,528,165 vs. $4,943,360 during the first half of fiscal 1995 and 1994, respectively). Citrus earnings decreased during the second quarter of fiscal 1995 when compared to the same period last year ($1,649,543 vs. $2,777,055). The number of boxes harvested as of February 28, 1995 approximated the February 1994 level. However, the average revenue per box has declined approximately 12% from the prior year, primarily due to a decrease in the average number of pound solids per box. This is also the primary factor in the year to date decline in earnings for this division ($1,955,521 vs. $2,794,768 during the six months ended February 28, 1995 and 1994, respectively). FORM 10-Q ITEM 2. Management's Discussion RESULTS OF OPERATIONS (Continued): Sugarcane earnings decreased 5% during the first six months of fiscal 1995, compared to the same fiscal 1994 period ($1,270,468 vs. $1,341,998). The gross tons yielded by this year's crop were down 17% due to a 10% decrease in the number of producing acres. Product quality has improved, however, as the sugar yield percentage has increased 7%, generating a 14% increase in the gross profit per ton harvested, significantly offsetting the decreased production volume. Ranch earnings decreased $504,418 during the first six months of fiscal 1995 ($302,176 vs. $806,594), compared to the same period a year ago. An increase in the number of animals placed in feedlots has decreased the number of calves sold during the period. More calves have been placed on feed in an attempt to improve the gross profit per calf. Construction of the new state university, on the land donated by the Company, has been somewhat delayed. The permits necessary for construction have been challenged by a local group in Fort Myers, Florida. However, efforts are underway to negotiate a settlement and a resolution appears eminent. Management is of the opinion that this matter will be favorably resolved and construction will begin before the end of 1995. 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 February 28, 1995. (b) Reports on Form 8-K. None. 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) April 13, 1995 W. Bernard Lester Date Exeuctive Vice President and Chief Operating Officer (Signature) April 13, 1995 L. Craig Simmons Date Vice President and Chief Financial Officer (Signature) April 13, 1995 Patrick W. Murphy 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 subsidiary as to February 28, 1995, and the related condensed consolidated statements of operations and retained earnings for the three-month and the six-month periods ended February 28, 1995 and 1994, and the related condensed consolidated statements of cash flows for the six-month periods ended February 28, 1995 and 1994, in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of obtaining an understanding of the system for the preparation of interim financial information, 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 in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accodingly, 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 generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of Alico, Inc. and subsidiary as of August 31, 1994 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 16, 1994, 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, 1994, is fairly presented, in all material respects, in relation to the balance sheet from which it has been derived. KPMG PEAT MARWICK LLP (Signature) Orlando, Florida April 4, 1995 FORM 10-Q ALICO, INC. Computation of Weighted Average Shares Outstanding as of February 28, 1995: Number of shares outstanding at August 31, 1994 7,027,827 _________ _________ Number of shares outstanding at February 28, 1995 7,027,827 _________ _________ Weighted Average 9/1/94 - 2/28/95 7,027,827 _________ _________ EXHIBIT B