SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 2, 2001
___________________________
ALICO, INC.
(Exact name of registrant as specified in its charter)
Florida 0-261 59-0906081
____________________________________________________________________________
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Post Office Box 338, La Belle, Florida 33975
___________________________________________________________________________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (863) 675-2966
_________________________
Item 5. Other Events.
Incorporated by reference is a press release issued by the
Registrant on October 2, 2001, attached as Exhibit 01, providing information
concerning the Registrant's announcement of a 13D/A filed by its majority
shareholder group.
Item 7. Financial Statements and Exhibits.
( c ) Exhibit
Exhibit 01 - Press release issued October 2, 2001.
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 hereunto duly authorized.
ALICO, INC.
(Registrant)
/s/ W. BERNARD LESTER
October 2, 2001 By__________________________________
__________________ W. Bernard Lester, President
Date (Signature)
EXHIBIT INDEX
Exhibit
Number Description
01 Press release issued October 2, 2001
NEWS RELEASE
ALICO, INC.
October 2, 2001
National Circuit
La Belle, Florida
Alico, Inc., (ALCO), a La Belle, Florida agribusiness company, announced today
that it has received a copy of the schedule 13D/A filed by Ben Hill Griffin III
(BHG III), Ben Hill Griffin, Inc., and Ben Hill Griffin Investment, Inc. (BHG
Investments), with the Securities and Exchange Commission.
Item 6 of that filing states as follows:
In January 2000, the families of the four sisters of BHG III, most of the
members of whom are beneficiaries of a trust, entitled the Ben Hill Griffin, Jr.
Revocable Intervivos Trust #1 (the "TRUST"), filed suit against BHG III in Polk
County, Florida Circuit Court (The Four Sisters Protectorate, et al v. Ben Hill
Griffin, III, Trustee, Case No. GC-G-0054, Section 81), seeking to impose
judicial sanctions, including his removal as Trustee of the Trust based on
allegations of over-compensation and receipt of an illegal bonus. BHG III,
as trustee, vigorously defended the suit and, during pre-trial proceedings,
obtained orders dismissing certain claims and striking others. Trial commenced
on March 26, 2001. Following three full days of trial, the judge ordered the
parties into mediation on the evening of March 8, 2001 and adjourned the trial
pending completion of the mediation process.
On March 29, 2001, after mediation, BHG III and a representative of the Four
Sister Protectorate (FSP), joined by their respective counsel, executed a
document titled "Settlement Agreement", in large part drafted by the court
appointed mediator, which set forth the basic elements of a settlement of the
suit, contingent upon several events, including Internal Revenue Service
approval of the proposed transaction as a tax free split-off, and the Court's
judicial termination of the Trust. The terms of settlement contained in this
document were set out on two pages, and were not intended, nor were
they sufficient, to resolve all specific items necessary to consummate a
sttlement of the suit.
The Settlement Agreement provided that the shares of Alico stock then
owned by BHG Investments would be utilized in the tax free split-off,
along with other assets, as a means of allocating to the FSP assets
approximating the value of their interests in BHG Investments, a holding
company wholly owned by the Trust, BHG III, the FSP and its members.
Although the Settlement Agreement provided that the transaction was be
closed on May 1, 2001, the parties were advised by their respective counsel
that the Settlement Agreement could not be closed without prior receipt of
the requested revenue ruling approving the contemplated tax free split-off,
and that, by reason of the time involved with the preparation, filing and
review of the ruling request, such ruling would likely not be forthcoming
for many months. No party to the Settlement Agreement objected to that
timetable or insisted that a closing of its terms occur on May 1, 2001.
Disagreements between the parties to the Settlement Agreement arose almost
immediately following its execution concerning whether it was valid or
enforceable. The bases for these disagreements included: (a) the Harris
Family's refusal to acknowledge that they were bound by the Settlement
Agreement; (b) the inability of BHG III and the representatives of the FSP
to determine the quality and quantity of assets that were to be included in
the tax free split-off; (c) the inadvisability, according to tax counsel, of
the Trust termination required by the Settlement Agreement; and (d) the
uncertainty of the steps required to close the Settlement Agreement.
On May 14, 2001, the Harris Family filed a motion with the Court seeking to
have the Settlement Agreement set aside as invalid and unenforceable. This
motion in turn caused further negotiation and mediation among the parties,
which have not as of this date produced any agreement as to whether or how the
Settlement Agreement should be consummated. As a result, BHG III filed a
motion to enforce the Settlement Agreement which is scheduled to be heard by
the Court commencing Wednesday, October 3, 2001. At this hearing, the Court
will be called upon to decide whether the Settlement Agreement is enforceable.
For further information contact: W. Bernard Lester
La Belle, Florida
(863) 675-2966