Form 8k announcing clarification of July 13, 2005 release
UNITED
STATES
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) September
22, 2005
Alico,
Inc.
Florida
0-261
59-0906081
(State
of other jurisdiction
(Commission
(IRS Employer
of
incorporation)
File
Number)
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
(Former
name or former address, if changed since last report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
[
]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[
]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Item
8.01. other events.
Incorporated
by reference is a press release issued by the Registrant on September 22, 2005,
attached as Exhibit 99.1, announcing clarification of July 13, 2005
press
release.
Item
9.01
Financial Statements and Exhibits.
(c)
Exhibits
Exhibit
99.1 - Press release announcing clarification of July 13, 2005 press release,
dated September 22, 2005.
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.
Date:
September 22, 2005
By:
/s/
John R. Alexander
John R. Alexander
President & Chief Executive Officer
Exhibit
99.1
NEWS
RELEASE
Clarification
of July 13, 2005 Press Release
Alico
to Recognize Gain on Real Estate Sale
La
Belle,
FL, September 22, 2005 -- Alico, Inc., (NASDAQ: ALCO) a leading agribusiness
company operating in Central and Southwest Florida, issued a clarification
regarding the closing of the previously-announced sale of approximately 4,538
acres in Lee County, Florida to Ginn LA Naples, LTD, LLLP for $62.9 million
by
its subsidiary Alico-Agri, LTD. Under the terms of the contract, Ginn paid
$6.3
million, or 10% of the total purchase price in cash on July 13, 2005 with
Alico-Agri holding a first mortgage that provides for the balance of the
purchase price to be paid in four equal annual installments together with
accrued interest. The proceeds were placed in escrow to allow for the
possibility of a 1031 like-kind exchange should the Company elect that option.
It
was
previously reported that if Alico-Agri chooses to receive cash, the gain
(net of
income taxes of $21.0 million) over the next two years from this contract
would
be $33.4 million or $4.53 per share, consisting of approximately $3.3 million
or
$0.45 per share to be recognized in the fourth quarter of fiscal year 2005
and
$30.1 million or $4.08 per share recognized in the fourth quarter of fiscal
year
2006 upon receipt of the first scheduled mortgage principal payment. It was
also
previously reported that if Alico-Agri exercises its option under the like-kind
exchange rules, no gain would be recognized for book or tax purposes for
the
portion of the property exchanged.
The
company would like to make the following clarifications: Upon final settlement
and closing of the transaction, it was determined that the gain from this
transaction (net of income taxes of $19.7) over the next two years will be
$32.2
million or $4.37 per share, consisting of approximately $3.3 million or $0.45
per share to be recognized in the fourth quarter of fiscal year 2005 and
$28.9
million or $3.92 per share recognized in the fourth quarter of fiscal 2006
upon
receipt of the first scheduled mortgage principal payment. Also, no gain
will be
recognized for tax purposes for the portion of the property exchanged; gain
will
be recognized, however, for financial statement purposes with respect to
property so exchanged.
About
Alico
Alico,
Inc., a leading agribusiness company operating in Central and Southwest Florida,
owns approximately 136,000 acres of land located in Collier, Hendry, Lee
and
Polk counties. The Company is involved in various operations and activities
including citrus fruit production, cattle ranching, sugarcane, sod production,
and forestry. The Company also leases land for farming, cattle grazing,
recreation and oil exploration, and is increasingly involved in exploring
real
estate development in and beyond its holdings.
For
Further Information Contact: John
R.
Alexander
La Belle, Florida
(863) 675-2966
Some
of the statements in this press release include statements about future
expectations. Statements that are not historical facts are "forward-looking
statements" for the purpose of the safe harbor provided by Section 21E of
the
Exchange Act and Section 27A of the Securities Act. These forward-looking
statements, which include references to the expected tax or accounting treatment
of the sale are predictive in nature or depend upon or refer to future events
or
conditions which may not be achievable and, are subject to known, as well
as,
unknown risks and uncertainties that may cause actual results to differ
materially from our expectations. The Company undertakes no obligation to
update
publicly any forward-looking statements, whether as a result of future events,
new information or otherwise.