Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 30, 2019 | Aug. 02, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2019 | |
Document Transition Report | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | ALICO INC | |
Current Fiscal Year End Date | --09-30 | |
Entity File Number | 0-261 | |
Entity Incorporation, State or Country Code | FL | |
Entity Tax Identification Number | 59-0906081 | |
Entity Address, Address Line One | 10070 Daniels Interstate Court | |
Entity Address, Postal Zip Code | 33913 | |
Entity Current Reporting Status | Yes | |
City Area Code | (239) | |
Entity Address, Address Line Two | Suite 100 | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Smaller Reporting Company | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | ALCO | |
Security Exchange Name | NASDAQ | |
Amendment Flag | false | |
Entity Central Index Key | 0000003545 | |
Entity Common Stock, Shares Outstanding (in shares) | 7,476,513 | |
Entity Address, City or Town | Fort Myers | |
Entity Address, State or Province | FL | |
Local Phone Number | 226-2000 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 3,519 | $ 25,260 |
Accounts receivable, net | 6,285 | 2,544 |
Inventories | 30,706 | 41,033 |
Assets held for sale | 2,086 | 1,391 |
Prepaid expenses and other current assets | 1,521 | 833 |
Total current assets | 44,117 | 71,061 |
Restricted cash | 7,006 | 7,000 |
Property and equipment, net | 343,604 | 340,403 |
Goodwill | 2,246 | 2,246 |
Deferred financing costs, net of accumulated amortization | 21 | 136 |
Other non-current assets | 2,525 | 2,576 |
Total assets | 399,519 | 423,422 |
Current liabilities: | ||
Accounts payable | 4,318 | 3,764 |
Accrued liabilities | 6,097 | 9,226 |
Long-term debt, current portion | 5,325 | 5,275 |
Income taxes payable | 6,570 | 2,320 |
Other current liabilities | 1,043 | 913 |
Total current liabilities | 23,353 | 21,498 |
Long-term debt: | ||
Principal amount, net of current portion | 160,855 | 169,074 |
Less: deferred financing costs, net | (1,416) | (1,563) |
Long-term debt less current portion and deferred financing costs, net | 159,439 | 167,511 |
Lines of credit | 0 | 2,685 |
Deferred income tax liabilities | 29,311 | 25,153 |
Deferred gain on sale | 0 | 24,928 |
Deferred retirement obligations | 3,887 | 4,052 |
Other liabilities | 246 | 0 |
Total liabilities | 216,236 | 245,827 |
Commitments and Contingencies (Note 12) | ||
Stockholders' equity: | ||
Preferred stock, no par value, 1,000,000 shares authorized; none issued | 0 | 0 |
Common stock, $1.00 par value, 15,000,000 shares authorized; 8,416,145 and 8,416,145 shares issued and 7,470,031 and 8,199,957 shares outstanding at June 30, 2019 and September 30, 2018, respectively | 8,416 | 8,416 |
Additional paid in capital | 19,756 | 20,126 |
Treasury stock, at cost, 946,114 and 216,188 shares held at June 30, 2019 and September 30, 2018, respectively | (32,205) | (7,536) |
Retained earnings | 181,989 | 151,111 |
Total Alico stockholders' equity | 177,956 | 172,117 |
Noncontrolling interest | 5,327 | 5,478 |
Total stockholders' equity | 183,283 | 177,595 |
Total liabilities and stockholders' equity | $ 399,519 | $ 423,422 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - $ / shares | Jun. 30, 2019 | Sep. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value per share (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 15,000,000 | 15,000,000 |
Common stock, shares issued (in shares) | 8,416,145 | 8,416,145 |
Common stock, shares outstanding (in shares) | 7,470,031 | 8,199,957 |
Treasury stock at cost, shares (in shares) | 946,114 | 216,188 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Operating revenues: | ||||
Total operating revenues | $ 57,565 | $ 26,517 | $ 120,865 | $ 79,650 |
Operating expenses: | ||||
Total operating expenses | 31,561 | 14,603 | 75,365 | 59,321 |
Gross profit | 26,004 | 11,914 | 45,500 | 20,329 |
General and administrative expenses | 2,682 | 2,955 | 10,786 | 9,914 |
Income from operations | 23,322 | 8,959 | 34,714 | 10,415 |
Other (expense) income: | ||||
Interest expense | (1,745) | (2,188) | (5,625) | (6,682) |
Gain on sale of real estate, property and equipment and assets held for sale | 114 | 7,248 | 137 | 9,083 |
Change in fair value of derivatives | 0 | 0 | (989) | 0 |
Other income, net | 8 | 14 | 18 | 158 |
Total other (expense), income | (1,623) | 5,074 | (6,459) | 2,559 |
Income before income taxes | 21,699 | 14,033 | 28,255 | 12,974 |
Income tax provision | 5,483 | 4,941 | 7,082 | 674 |
Net income | 16,216 | 9,092 | 21,173 | 12,300 |
Net loss attributable to noncontrolling interests | 28 | 8 | 151 | 32 |
Net income attributable to Alico, Inc. common stockholders | $ 16,244 | $ 9,100 | $ 21,324 | $ 12,332 |
Earnings per common share: | ||||
Basic (in dollars per share) | $ 2.17 | $ 1.11 | $ 2.85 | $ 1.50 |
Diluted (in dollars per share) | $ 2.17 | $ 1.09 | $ 2.85 | $ 1.48 |
Weighted-average number of common shares outstanding: | ||||
Basic (in shares) | 7,470 | 8,228 | 7,470 | 8,243 |
Diluted (in shares) | 7,471 | 8,324 | 7,494 | 8,314 |
Cash dividends declared per common share (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.18 | $ 0.18 |
Alico Citrus | ||||
Operating revenues: | ||||
Total operating revenues | $ 56,819 | $ 25,711 | $ 118,539 | $ 77,499 |
Operating expenses: | ||||
Total operating expenses | 31,141 | 13,697 | 73,597 | 56,102 |
Gross profit | 25,678 | 12,014 | 44,942 | 21,397 |
Water Resources and Other Operations | ||||
Operating revenues: | ||||
Total operating revenues | 746 | 806 | 2,326 | 2,151 |
Operating expenses: | ||||
Total operating expenses | 420 | 906 | 1,768 | 3,219 |
Gross profit | $ 326 | $ (100) | $ 558 | $ (1,068) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Directors | Executives | Total Alico, Inc. Equity | Total Alico, Inc. EquityDirectors | Total Alico, Inc. EquityExecutives | Common stock | Additional Paid In Capital | Additional Paid In CapitalDirectors | Additional Paid In CapitalExecutives | Treasury Stock | Treasury StockDirectors | Retained Earnings | Noncontrolling Interest |
Beginning balance (in shares) at Sep. 30, 2017 | 8,416 | |||||||||||||
Beginning balance at Sep. 30, 2017 | $ 165,369 | $ 160,641 | $ 8,416 | $ 18,694 | $ (6,502) | $ 140,033 | $ 4,728 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net income (loss) | $ 12,300 | 12,332 | 12,332 | (32) | ||||||||||
Dividends (in dollars per share) | $ 0.18 | |||||||||||||
Dividends | $ (1,480) | (1,480) | (1,480) | |||||||||||
Treasury stock purchases | (2,215) | (2,215) | (2,215) | |||||||||||
Capital contribution received from noncontrolling interest funding | 1,000 | 1,000 | ||||||||||||
Stock-based compensation | $ 621 | $ 716 | $ 621 | $ 716 | $ (242) | $ 716 | $ 863 | |||||||
Ending balance (in shares) at Jun. 30, 2018 | 8,416 | |||||||||||||
Ending balance at Jun. 30, 2018 | 176,311 | 170,615 | $ 8,416 | 19,168 | (7,854) | 150,885 | 5,696 | |||||||
Beginning balance (in shares) at Mar. 31, 2018 | 8,416 | |||||||||||||
Beginning balance at Mar. 31, 2018 | 168,239 | 163,535 | $ 8,416 | 19,050 | (6,208) | 142,277 | 4,704 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net income (loss) | $ 9,092 | 9,100 | 9,100 | (8) | ||||||||||
Dividends (in dollars per share) | $ 0.06 | |||||||||||||
Dividends | $ (492) | (492) | (492) | |||||||||||
Treasury stock purchases | (2,009) | (2,009) | (2,009) | |||||||||||
Capital contribution received from noncontrolling interest funding | 1,000 | 1,000 | ||||||||||||
Stock-based compensation | 239 | 242 | 239 | 242 | (124) | 242 | 363 | |||||||
Ending balance (in shares) at Jun. 30, 2018 | 8,416 | |||||||||||||
Ending balance at Jun. 30, 2018 | 176,311 | 170,615 | $ 8,416 | 19,168 | (7,854) | 150,885 | 5,696 | |||||||
Beginning balance (in shares) at Sep. 30, 2018 | 8,416 | |||||||||||||
Beginning balance at Sep. 30, 2018 | 177,595 | 172,117 | $ 8,416 | 20,126 | (7,536) | 151,111 | 5,478 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net income (loss) | $ 21,173 | 21,324 | 21,324 | (151) | ||||||||||
Dividends (in dollars per share) | $ 0.18 | |||||||||||||
Dividends | $ (1,343) | (1,343) | (1,343) | |||||||||||
Treasury stock purchases | (25,576) | (25,576) | (25,576) | |||||||||||
Stock-based compensation | 676 | 684 | 676 | 684 | (231) | 684 | 907 | |||||||
Executive forfeiture | (823) | (823) | (823) | |||||||||||
Ending balance (in shares) at Jun. 30, 2019 | 8,416 | |||||||||||||
Ending balance at Jun. 30, 2019 | 183,283 | 177,956 | $ 8,416 | 19,756 | (32,205) | 181,989 | 5,327 | |||||||
Beginning balance (in shares) at Mar. 31, 2019 | 8,416 | |||||||||||||
Beginning balance at Mar. 31, 2019 | 167,201 | 161,846 | $ 8,416 | 19,733 | (32,496) | 166,193 | 5,355 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net income (loss) | $ 16,216 | 16,244 | 16,244 | (28) | ||||||||||
Dividends (in dollars per share) | $ 0.06 | |||||||||||||
Dividends | $ (448) | (448) | (448) | |||||||||||
Treasury stock purchases | 0 | |||||||||||||
Stock-based compensation | $ 200 | $ 114 | $ 200 | $ 114 | $ (91) | $ 114 | $ 291 | |||||||
Ending balance (in shares) at Jun. 30, 2019 | 8,416 | |||||||||||||
Ending balance at Jun. 30, 2019 | $ 183,283 | $ 177,956 | $ 8,416 | $ 19,756 | $ (32,205) | $ 181,989 | $ 5,327 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Net cash provided by operating activities: | ||
Net income | $ 21,173 | $ 12,300 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Deferred gain on sale of sugarcane land | 0 | (767) |
Depreciation, depletion and amortization | 10,441 | 10,327 |
Deferred income tax provision | 454 | 649 |
Gain on sale of real estate, property and equipment and assets held for sale | (137) | (8,315) |
Change in fair value of derivatives | 989 | 0 |
Impairment of long-lived assets | 244 | 1,855 |
Non-cash interest expense on deferred gain on sugarcane land | 0 | 1,021 |
Stock-based compensation expense | 537 | 1,337 |
Other | (160) | (285) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (3,741) | (4,510) |
Inventories | 10,327 | 6,478 |
Prepaid expenses and other assets | (480) | (892) |
Accounts payable and accrued liabilities | (2,587) | (594) |
Income tax payable | 4,250 | 0 |
Other liabilities | 376 | (2,485) |
Net cash provided by operating activities | 41,686 | 16,119 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (14,567) | (12,129) |
Net proceeds from sale of property and equipment and assets held for sale | 419 | 31,671 |
Change in deposits on purchase of citrus trees | (256) | 0 |
Notes receivables | 56 | (379) |
Net cash (used in) provided by investing activities | (14,348) | 19,163 |
Cash flows from financing activities: | ||
Repayments on revolving lines of credit | (86,123) | (21,424) |
Borrowings on revolving lines of credit | 83,438 | 21,424 |
Principal payments on term loans | (8,169) | (9,421) |
Treasury stock purchases | (25,576) | (2,215) |
Payment on termination of Global Ag agreement | (11,300) | 0 |
Dividends paid | (1,343) | (1,480) |
Capital contribution received from noncontrolling interest | 0 | 1,000 |
Capital lease obligation payments | 0 | (8) |
Net cash used in financing activities | (49,073) | (12,124) |
Net (decrease) increase in cash and cash equivalents and restricted cash | (21,735) | 23,158 |
Cash and cash equivalents and restricted cash at beginning of the period | 32,260 | 3,395 |
Cash and cash equivalents and restricted cash at end of the period | $ 10,525 | $ 26,553 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Description of Business Alico, Inc., together with its subsidiaries (collectively, “Alico”, the “Company", "we", "us" or "our”), is a Florida agribusiness and land management company owning approximately 117,000 acres of land throughout Florida, including approximately 90,000 acres of mineral rights. The Company manages its land based upon its primary usage, and reviews its performance based upon two primary classifications: (i) Alico Citrus and (ii) Water Resources and Other Operations . Financial results are presented based upon its two business segments ( Alico Citrus and Water Resources and Other Operations ). Basis of Presentation The Company has prepared the accompanying financial statements on a condensed consolidated basis. These accompanying unaudited condensed consolidated interim financial statements, which are referred to herein as the “Financial Statements", have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to Article 10-01 of Regulation S-X of the U.S. Securities and Exchange Commission ("SEC") for interim financial information. These Financial Statements do not include all of the disclosures required for complete annual financial statements and, accordingly, certain information, footnotes and disclosures normally included in annual financial statements, prepared in accordance with U.S. GAAP, have been condensed or omitted in accordance with SEC rules and regulations. Accordingly, the Financial Statements should be read in conjunction with the Company's audited Consolidated Financial Statements and Notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2018 , as filed with the SEC on December 6, 2018 . The Financial Statements presented in this Form 10-Q are unaudited. However, in the opinion of management, such Financial Statements include all adjustments, consisting solely of normal recurring adjustments, necessary to present fairly the financial position, results of operations and cash flows for the periods presented in conformity with U.S. GAAP applicable to interim periods. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the current fiscal year ending September 30, 2019 . All intercompany transactions and account balances between the consolidated businesses have been eliminated. Segments Operating segments are defined in the criteria established under the Financial Accounting Standards Board - Accounting Standards Codification (“FASB ASC”) Topic 280 as components of public entities that engage in business activities from which they may earn revenues and incur expenses for which separate financial information is available and which is evaluated regularly by the Company’s chief operating decision maker (“CODM”) in deciding how to assess performance and allocate resources. The Company’s CODM assesses performance and allocates resources based on two operating segments: (i) Alico Citrus and (ii) Water Resources and Other Operations . Principles of Consolidation The Financial Statements include the accounts of Alico and the accounts of all the subsidiaries in which a controlling interest is held by the Company. Under U.S. GAAP, consolidation is generally required for investments of more than 50% of the outstanding voting stock of an investee, except when control is not held by the majority owner. The Company’s subsidiaries include: Alico Land Development, Inc., Alico-Agri, Ltd., Alico Plant World, LLC, Alico Fruit Company, LLC, Alico Citrus Nursery, LLC, Alico Chemical Sales, LLC, 734 Citrus Holdings, LLC and subsidiaries, Alico Fresh Fruit, LLC, Alico Skink Mitigation, LLC and Citree Holdings 1, LLC (“Citree”). The Company considers the criteria established under FASB ASC Topic 810, “Consolidations” in its consolidation process. All significant intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities as of the date of the accompanying Financial Statements, the disclosure of contingent assets and liabilities in the Financial Statements and the accompanying Notes, and the reported amounts of revenues and expenses and cash flows during the periods presented. Actual results could differ from those estimates based upon future events. The Company evaluates estimates on an ongoing basis. The estimates are based on current and expected economic conditions, historical experience, the experience and judgment of the Company’s management and various other specific assumptions that the Company believes to be reasonable. The Company evaluates its assumptions and estimates on an ongoing basis and may employ outside experts to assist in the Company’s evaluations. Restricted Cash Restricted cash is comprised of cash received from the sale of certain assets for which the use of funds is restricted. For certain sale transactions, the Company sells property, which serves as collateral for specific debt obligations. As a result, the sale proceeds can only be used to purchase like-kind citrus groves, which are acceptable to the debt holder. If the restricted cash is not used for such purchases within a twelve-month period, it will be used to pay down principal on Company debt. Based on the contractual uses of restricted cash, these amounts have been classified as non-current. Revenue Recognition Revenues are derived from the sale of processed fruit, fresh fruit, other citrus revenue, leasing revenue and other water and resource revenues. The majority of the revenue is generated from the sale of citrus fruit to processing facilities and fresh fruit sales. The Company recognizes revenue at the amount it expects to be entitled to be paid, determined when control of the products or services is transferred to its customers, which occurs upon delivery of and acceptance of the fruit by the customer and the Company has a right to payment. The Company has identified one performance obligation as the delivery of fruit to the processing facility (or harvesting of the citrus in the case of fresh fruit) of the customer for each separate variety of fruit identified in the contract. The Company initially recognizes revenue in an amount which is estimated based on contractual and market prices, if such market price falls within the range (known as “floor” and “ceiling” prices) identified in the specific contracts. Additionally, the Company also has a contractual agreement whereby revenue is determined based on applying a cost-plus structure methodology. As such, since these contracts contain elements of variable consideration, the Company recognizes this variable consideration by using the expected value method. Adjustments are made throughout the year to these estimates as more current relevant industry information becomes available. Differences between the estimates and the final realization of revenues at the close of the harvesting season can result in either an increase or decrease to reported revenues. During the periods presented, no material adjustments were made to the reported citrus revenues. Receivables under these contracts are primarily paid at the floor amount and are collected within seven days after the harvest week. Any adjustments to pricing as a result of changes in market prices, which fall within the range of the floor and ceiling price identified in the specific contract, are collected thirty to sixty days after final market pricing is published. As of June 30, 2019 , and September 30, 2018 , the Company had total receivables relating to sales of citrus of $5,417,000 and $2,471,000 , respectively, recorded in Accounts Receivable, net, in the Condensed Consolidated Balance Sheets. Disaggregated Revenue Revenues disaggregated by significant products and services for the three and nine months ended June 30, 2019 and 2018 are as follows: (in thousands) Three Months Ended June 30, Nine Months Ended June 30, 2019 2018 2019 2018 Alico Citrus Early and Mid-Season $ — $ 53 $ 39,574 $ 24,309 Valencias 54,734 24,257 73,480 48,855 Fresh Fruit 1,052 540 3,629 2,046 Other 1,033 861 1,856 2,289 Total $ 56,819 $ 25,711 $ 118,539 $ 77,499 Water Resources and Other Operations Land and other leasing $ 706 $ 693 $ 2,098 $ 1,780 Other 40 113 228 371 Total $ 746 $ 806 $ 2,326 $ 2,151 Total Revenues $ 57,565 $ 26,517 $ 120,865 $ 79,650 Reclassifications Certain prior year amounts have been reclassified in the accompanying Financial Statements for consistent presentation to the current period. These reclassifications had no impact on net income, equity or cash flows as previously reported. Noncontrolling Interest in Consolidated Subsidiary The Financial Statements include all assets and liabilities of the less-than- 100% -owned subsidiary the Company controls, Citree. Accordingly, the Company has recorded a noncontrolling interest in the equity of such entity. Citree had a net loss of approximately $57,000 and $15,000 for the three months ended June 30, 2019 and 2018 , respectively, and had a net loss of approximately $308,000 and $65,000 for the nine months ended June 30, 2019 and 2018 , respectively, of which 51% is attributable to the Company. Recent Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842).” This guidance will require entities that enter into leases as a lessee to recognize right-of-use assets and lease liabilities for those leases classified as operating leases under previous GAAP. The accounting applied by a lessor is largely unchanged from that applied under previous GAAP. The Company is currently evaluating the impact this guidance will have on our Financial Statements, and it will become effective for Alico beginning October 1, 2019. In January 2017, the FASB issued ASU 2017-04, “Intangibles-Goodwill and Other” (Topic 350), which simplifies the accounting for goodwill impairment. The updated guidance eliminates Step 2 of the impairment test, which requires entities to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value, determined in Step 1. This guidance will become effective for us in the fiscal years beginning after December 15, 2019, including interim periods within those reporting periods. We will adopt this guidance using a prospective approach. Earlier adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We are currently evaluating the impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, "Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurements" ("ASU 2018-13"), which aims to improve the overall usefulness of disclosures to financial statement users and reduce unnecessary costs to companies when preparing fair value measurement disclosures. ASU 2018-13 is effective for annual and interim periods in the fiscal years beginning after December 15, 2019. Early adoption is permitted. Retrospective adoption is required, except for certain disclosures, which will be required to be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. The Company does not expect the adoption of ASU 2018-13 will have a material impact on its consolidated financial statements and will adopt the standard effective October 1, 2020. In November 2018, the FASB issued ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments-Credit Losses.” ASU 2018-19 clarifies that receivables arising from operating leases are not within the scope of Subtopic 326-20. Instead, impairment of receivables arising from operating leases should be accounted for in accordance with Leases (Topic 842). The standard is effective on October 1, 2020, with early adoption permitted. The Company does not expect the adoption of ASU 2018-19 to have a material impact on the unaudited Condensed Consolidated Financial Statements of the Company. Information regarding the adoption of Leases (Topic 842) is described above. The Company has reviewed other recently issued accounting standards which have not yet been adopted in order to determine their potential effect, if any, on the results of operations or financial condition. Based on the review of these other recently issued standards, the Company does not currently believe that any of those accounting pronouncements will have a significant effect on its current or future financial position, results of operations, cash flows or disclosures. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, and has subsequently issued several supplemental and/or clarifying ASU’s (collectively, “ASC 606”), which prescribes a comprehensive new revenue recognition standard that supersedes previously existing revenue recognition guidance. The new model provides a five-step analysis in determining when and how revenue is recognized. The core principle of the new guidance is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires new, expanded disclosures regarding revenue recognition. The standard allows initial application to be performed retrospectively to each period presented or as a modified retrospective adjustment as of the date of adoption. ASC 606, also provides for certain practical expedients, including the option to expense as incurred the incremental costs of obtaining a contract, if the contract period is for one year or less, and policy elections regarding shipping and handling that provides the option to account for shipping and handling costs as contract fulfillment costs. The Company adopted ASC 606 effective October 1, 2018, the first day of our 2019 fiscal year, using the modified retrospective method. The implementation of ASC 606 did not require an adjustment to the opening balance of retained earnings as of October 1, 2018 (see Note 1. “Revenue Recognition”). In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (ASC 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets. This standard clarifies the scope and application of ASC 610-20 on the sale, transfer, and derecognition of nonfinancial assets and in substance nonfinancial assets to non-customers, including partial sales. It also provides guidance on how gains and losses on transfers of nonfinancial assets and in substance nonfinancial assets to non-customers are recognized. The standard also clarifies the derecognition of businesses is under the scope of ASC 810. The standard was required to be adopted concurrently with ASC 606, however an entity did not have to apply the same transition method as ASC 606. The Company adopted ASC 610-20 (“ASC 610-20”) effective October 1, 2018, the first day of our 2019 fiscal year, using the modified retrospective method. The implementation of ASC 610-20 resulted in an adjustment to increase the opening balance of retained earnings by $14,601,000 as of October 1, 2018 (see Note 7. “Deferred Gain on Sale”). Seasonality |
Inventories
Inventories | 9 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following at June 30, 2019 and September 30, 2018 : (in thousands) June 30, September 30, 2019 2018 Unharvested fruit crop on the trees $ 28,887 $ 39,888 Other 1,819 1,145 Total inventories $ 30,706 $ 41,033 The Company records its inventory at the lower of cost or net realizable value. For the three and nine months ended June 30, 2019 and June 30, 2018 , the Company did not record any adjustments to reduce inventory to net realizable value. During the fiscal year ended September 30, 2018 , the Company received insurance proceeds relating to Hurricane Irma of approximately $477,000 for property and casualty damage claims and approximately $8,952,000 for crop claims. On June 26, 2019, the Company executed an agreement whereby the Company would receive approximately $486,000 in additional property and casualty claims reimbursement relating to Hurricane Irma. This amount was recorded in the three months ended June 30, 2019. The reimbursement was received in July 2019. There are no further property and casualty or crop insurance claims pending relating to Hurricane Irma. The Company is eligible for Hurricane Irma federal relief programs distributed by the Farm Service Agency under the 2017 Wildfires and Hurricane Indemnity Program (2017 WHIP), as well as block grants that will be administered through the State of Florida. As of June 30, 2019, the Company was awaiting final approvals and could not determine the amount of federal relief funds, if any, which would be received, or when these funds will be disbursed. Subsequent to June 30, 2019 the Company did receive a portion of federal relief funds (see Note 14. “Subsequent Event”). |
Assets Held for Sale
Assets Held for Sale | 9 Months Ended |
Jun. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale | Assets Held for Sale In accordance with its strategy to dispose of non-core and under-performing assets, the following assets have been classified as assets held for sale as of June 30, 2019 and September 30, 2018 : (in thousands) Carrying Value June 30, September 30, 2019 2018 Trailers $ 421 $ 456 Frostproof Parcels — 176 East Ranch 1,442 759 Twin Mills 223 — Total Assets Held For Sale $ 2,086 $ 1,391 On March 1, 2019, the Company sold certain trailers for approximately $35,000 . On October 30, 2018, the Company sold certain parcels at Frostproof for approximately $188,000 and realized a gain of approximately $12,000 . On May 2, 2018, the Company sold its Gal Hog property for approximately $7,300,000 and recognized a gain of approximately $6,709,000 . On March 30, 2018, the Company sold property located on its Winterhaven location for approximately $225,000 and recognized a loss of approximately $50,000 . This asset was classified as an asset held for sale during the first quarter of fiscal year 2018. On February 12, 2018, the Company sold its property at Chancey Bay for approximately $4,200,000 and realized a loss of approximately $51,000 . As part of the transaction, the Company agreed to pay the purchaser rent of $200,000 in exchange for Alico retaining the rights of harvesting and selling of the fruit in the 2017/2018 harvest season. On February 9, 2018, the Company sold its nursery located in Gainesville for approximately $6,500,000 and realized a gain of approximately $111,000 . On January 25, 2018, the Company sold its breeding herd to a third party for approximately $7,800,000 . As part of this transaction, the purchaser is also leasing grazing and other rights on the Alico Ranch from the Company at a rate of $100,000 per month. Upon the sale of a parcel within the East Ranch, the lease rate was adjusted to $98,750 per month. On January 19, 2018, the Company sold certain trailers to a third party for $500,000 . The Company received $125,000 and the remaining portion is to be paid in accordance with a promissory note, which bears interest at 5% , over three years. On October 30, 2017, the Company sold its corporate office building in Fort Myers, Florida for $5,300,000 and realized a gain of approximately $1,751,000 . The sales agreement provides that the Company will lease back a portion of the office space for five years. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consists of the following at June 30, 2019 and September 30, 2018 : (in thousands) June 30, September 30, 2019 2018 Citrus trees $ 276,045 $ 264,714 Equipment and other facilities 54,645 53,544 Buildings and improvements 8,195 8,052 Total depreciable properties 338,885 326,310 Less: accumulated depreciation and depletion (101,204 ) (91,858 ) Net depreciable properties 237,681 234,452 Land and land improvements 105,923 105,951 Property and equipment, net $ 343,604 $ 340,403 During the nine months ended June 30, 2019 , the Company purchased 203 acres of citrus blocks for approximately $1,950,000 . These purchases were made from grove owners from within the Company’s existing grove locations. In April 2019, the Bank agreed to accept these purchases as substitute collateral and release approximately $1,800,000 from restricted cash, which is anticipated to occur in the fourth quarter of fiscal year 2019. Subsequent to April 2019, there were two additional purchases of Citrus blocks for approximately $100,000 that are not included as part of the substitution collateral. On September 29, 2018, the Company sold its property at Island Pond for $7,900,000 . As Island Pond was collateralized under one of the Company’s loan documents, $7,000,000 of the proceeds is restricted in use. On March 15, 2018, the Company sold certain parcels comprised of citrus trees and land located on its Ranch One grove for approximately $586,000 and recognized a loss of approximately $87,000 . As part of the transaction, the revenues generated from these parcels during the 2017/2018 harvest season were allocated to the purchaser. |
Long-Term Debt and Lines of Cre
Long-Term Debt and Lines of Credit | 9 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Lines of Credit | Long-Term Debt and Lines of Credit The following table summarizes long-term debt and related deferred financing costs, net of accumulated amortization at June 30, 2019 and September 30, 2018 : (in thousands) June 30, 2019 September 30, 2018 Principal Deferred Financing Costs, Net Principal Deferred Financing Costs, Net Long-term debt, net of current portion: Met Fixed-Rate Term Loans $ 91,250 $ 752 $ 95,938 $ 836 Met Variable-Rate Term Loans 44,563 346 46,719 385 Met Citree Term Loan 4,800 41 4,925 44 Pru Loans A & B 16,547 228 17,417 241 Pru Loan E 4,510 11 4,675 17 Pru Loan F 4,510 38 4,675 40 166,180 1,416 174,349 1,563 Less current portion 5,325 — 5,275 — Long-term debt $ 160,855 $ 1,416 $ 169,074 $ 1,563 The following table summarizes lines of credit and related deferred financing costs, net of accumulated amortization at June 30, 2019 and September 30, 2018 : June 30, 2019 September 30, 2018 Principal Deferred Financing Costs, Net Principal Deferred Financing Costs, Net (in thousands) Lines of Credit: RLOC $ — $ 21 $ — $ 58 WCLC — — 2,685 78 Lines of Credit $ — $ 21 $ 2,685 $ 136 Future maturities of long-term debt as of June 30, 2019 are as follows: (in thousands) Due within one year $ 5,325 Due between one and two years 10,975 Due between two and three years 10,975 Due between three and four years 14,605 Due between four and five years 10,755 Due beyond five years 113,545 Total future maturities $ 166,180 Interest costs expensed and capitalized were as follows: (in thousands) Three Months Ended June 30, Nine Months Ended June 30, 2019 2018 2019 2018 Interest expense $ 1,745 $ 2,188 $ 5,625 $ 6,682 Interest capitalized 269 166 714 447 Total $ 2,014 $ 2,354 $ 6,339 $ 7,129 Debt The Company's credit facilities consist of $125,000,000 in fixed interest rate term loans (“Met Fixed-Rate Term Loans”), $57,500,000 in variable interest rate term loans (“Met Variable-Rate Term Loans”), a $25,000,000 revolving line of credit (“RLOC”) with Metropolitan Life Insurance Company and New England Life Insurance Company (collectively “Met”), and a $70,000,000 working capital line of credit (“WCLC”) with Rabo Agrifinance, Inc. (“Rabo”). The term loans and RLOC are secured by real property. The security for the term loans and RLOC consists of approximately 38,200 gross acres of citrus groves and 5,762 gross acres of ranch land. The WCLC is collateralized by the Company’s current assets and certain other personal property owned by the Company. The term loans, collectively, are subject to quarterly principal payments of $2,281,250 , and mature November 1, 2029 . The Met Fixed-Rate Term Loans bear interest at 4.15% per annum, and the Met Variable-Rate Term Loans bear interest at a rate equal to 90 day LIBOR plus 165 basis points (the “LIBOR spread”). The LIBOR spread is subject to adjustment by the lender beginning May 1, 2017 and is subject to further adjustment every two years thereafter until maturity. No adjustment was made at May 1, 2019. Interest on the term loans is payable quarterly. The interest rates on the Met Variable-Rate Term Loans were 4.23% per annum and 3.99% per annum as of June 30, 2019 and September 30, 2018 , respectively. The Company may prepay up to $8,750,000 of the Met Fixed-Rate Term Loan principal annually without penalty, and any such prepayments may be applied to reduce subsequent mandatory principal payments. The maximum annual prepayment was made for calendar year 2015. During the first and second quarter of fiscal year 2018, the Company elected not to make its principal payment and utilized a portion of its 2015 prepayment to satisfy its principal payment requirements for such quarters. At June 30, 2019 , the Company had $5,625,000 remaining available from its 2015 prepayment to reduce future mandatory principal payments should the Company elect to do so. The Met Variable-Rate Term Loans may be prepaid without penalty. The RLOC bears interest at a floating rate equal to 90 day LIBOR plus 165 basis points, payable quarterly. The LIBOR spread was adjusted by the lender on May 1, 2017 and is subject to further adjustment every two years thereafter. No adjustment was made at May 1, 2019. Outstanding principal, if any, is due at maturity on November 1, 2019. The RLOC is subject to an annual commitment fee of 25 basis points on the unused portion of the line of credit. The RLOC is available for funding general corporate needs. The variable interest rate was 4.23% and 3.99% per annum as of June 30, 2019 and September 30, 2018 , respectively. Availability under the RLOC was $25,000,000 as of June 30, 2019 . The WCLC is a revolving credit facility and is available for funding working capital and general corporate requirements. The interest rate on the WCLC is based on the one month LIBOR, plus a spread, which is adjusted quarterly, based on the Company's debt service coverage ratio for the preceding quarter and can vary from 175 to 250 basis points. The rate is currently at LIBOR plus 175 basis points. The variable interest rate was 4.19% per annum and 3.85% per annum as of June 30, 2019 and September 30, 2018 , respectively. The WCLC agreement was amended on September 30, 2018 , and the primary terms of the amendment were an extension of the maturity to November 1, 2021. There were no changes to the commitment amount or interest rate. Availability under the WCLC was approximately $69,540,000 and $57,015,000 as of June 30, 2019 and September 30, 2018 , respectively. The WCLC is subject to a quarterly commitment fee on the daily unused availability under the line computed as the commitment amount less the aggregate of the outstanding loans and outstanding letters of credit. The commitment fee is adjusted quarterly based on Alico's debt service coverage ratio for the preceding quarter and can vary from a minimum of 20 basis points to a maximum of 30 basis points. Commitment fees to date have been charged at 20 basis points. There were no amounts outstanding on the WCLC at June 30, 2019 . The WCLC agreement provides for Rabo to issue up to $20,000,000 in letters of credit on the Company’s behalf. As of June 30, 2019 , there was approximately $460,000 in outstanding letters of credit, which correspondingly reduced the Company's availability under the line of credit. In 2014, the Company capitalized approximately $2,834,000 of debt financing costs related to the refinancing. These costs, together with approximately $339,000 of costs related to the retired debt, are being amortized to interest expense over the applicable terms of the loans. Additionally, approximately $123,000 of financing costs were incurred for the fiscal year ended September 30, 2018 in connection with letters of credit. These costs are also being amortized to interest expense over the applicable terms of the obligations. The unamortized balance of deferred financing costs related to the financing above was approximately $1,119,000 and approximately $1,357,000 at June 30, 2019 and September 30, 2018 , respectively. These credit facilities noted above are subject to various covenants including the following financial covenants: (i) minimum debt service coverage ratio of 1.10 to 1.00, (ii) tangible net worth of at least $160,000,000 increased annually by 10% of consolidated net income for the preceding years, or approximately $163,581,000 for the year ended September 30, 2018, (iii) minimum current ratio of 1.50 to 1.00, (iv) debt to total assets ratio not greater than .625 to 1.00, and, solely in the case of the WCLC, (v) a limit on capital expenditures of $30,000,000 per fiscal year. As of June 30, 2019 , the Company was in compliance with all of the financial covenants. The credit facilities also include a Met Life term loan collateralized by real estate owned by Citree (“Met Citree Loan”). This is a $5,000,000 credit facility that bears interest at a fixed rate of 5.28% per annum. An initial advance of $500,000 was made at closing on March 4, 2014. The loan agreement was amended to provide for an interim advance of $2,000,000 on September 17, 2015, and the interest rate was adjusted to 5.30% per annum at the time of the interim advance. The final $2,500,000 advance was funded on April 27, 2016 and the interest rate was adjusted to 5.28% . Principal payments on this term loan commenced February 1, 2018 and are payable quarterly thereafter. The loan matures in February 2029. Transition from LIBOR The Company is currently evaluating the impact of the transition from LIBOR as an interest rate benchmark to other potential alternative reference rates. Currently, the Company has debt instruments in place that reference LIBOR-based rates. The transition from LIBOR is estimated to take place in 2021 and management will continue to actively assess the related opportunities and risks involved in this transition. Silver Nip Citrus Debt There are two fixed-rate term loans, with an original combined balance of $27,550,000 , bearing interest at 5.35% per annum (“Pru Loans A & B”). Principal of $290,000 is payable quarterly, together with accrued interest. On February 15, 2015, 734 Citrus Holdings, LLC d/b/a Silver Nip Citrus (“Silver Nip Citrus”) made a prepayment of $750,000 . In addition, the Company made prepayments of approximately $4,453,000 in the second fiscal quarter of 2018 with the sale of certain properties, which were collateralized under these loans. The Company may prepay up to $5,000,000 of principal without penalty. As such, the Company exceeded the allowed $5,000,000 prepayment by approximately $203,000 and was required to make a premium payment of approximately $22,000 . The loans are collateralized by real estate in Collier, Hardee, Highlands and Polk Counties, Florida and mature on June 1, 2029 and June 1, 2033, respectively. Silver Nip Citrus entered into two additional fixed-rate term loans with Prudential to finance the acquisition of a 1,500 acre citrus grove on September 4, 2014. Each loan was in the original amount of $5,500,000 . Principal of $55,000 per loan is payable quarterly, together with accrued interest. One loan bears interest at 3.85% per annum (“Pru Loan E”), while the other bears interest at 3.45% per annum (“Pru Loan F”). The interest rate on Pru Loan E is subject to adjustment on September 1, 2019 and every year thereafter until maturity. Both loans are collateralized by real estate in Charlotte County, Florida. Pru Note E matures September 1, 2021, and Pru Note F matures September 1, 2039. The Silver Nip Citrus credit agreements were amended on December 1, 2016. The primary terms of the amendments were (1) the Company provided a limited $8,000,000 guaranty of the Silver Nip Citrus debt, (2) the limited personal guarantees provided by George Brokaw, Remy Trafelet and Clayton Wilson prior to the Company’s merger with Silver Nip Citrus, and also totaling $8,000,000 , were released and (3) the consolidated current ratio covenant requirement was reduced from 1.50 to 1.00 to 1.00 to 1.00. Silver Nip Citrus was in compliance with the current ratio covenant as of June 30, 2019 |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consist of the following at June 30, 2019 and September 30, 2018 : (in thousands) June 30, September 30, 2019 2018 Ad valorem taxes $ 1,418 $ 2,196 Accrued interest 1,157 1,191 Accrued employee wages and benefits 1,682 3,115 Inventory received but not invoiced 19 726 Accrued dividends 448 492 Consulting and separation charges 400 — Accrued insurance 231 223 Current portion of deferred retirement obligations 357 345 Accrued tender offer consulting charges — 274 Other accrued liabilities 385 664 Total accrued liabilities $ 6,097 $ 9,226 |
Deferred Gain on Sale
Deferred Gain on Sale | 9 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Deferred Gain on Sale | Deferred Gain on Sale On November 21, 2014, the Company completed the sale of approximately 36,000 acres of land used for sugarcane production and land leasing in Hendry County, Florida to Global Ag Properties, LLC (“Global”) for approximately $97,900,000 in cash. The sales price was subject to post-closing adjustments over a ten year period. The Company realized a gain of approximately $42,753,000 on the sale. Initially, $29,140,000 of the gain was deferred due to the Company’s continuing involvement in the property pursuant to a post-closing agreement and the potential price adjustments. The deferral represented the Company’s estimate of the maximum exposure to loss as a result of the continuing involvement. A net gain of approximately $13,613,000 was recognized at the time of the sale. On October 1, 2018, the Company adopted ASC 610-20 and reevaluated the original post closing agreement under the guidance of ASC 610-20. As such, the Company recorded a derivative asset and derivative liabilities, which resulted in an increase to retained earnings of $14,601,000 . This adjustment consisted of recording a derivative asset in the amount of $3,553,000 relating to potential payments due Alico from Global Ag Properties USA, LLC (“Global Ag”) and derivative liabilities of $13,864,000 relating to potential payments due Global Ag from Alico. In the first quarter ended December 31, 2018, the Company recorded a loss of $956,000 , which reflects the change in fair value of the derivative asset and derivative liabilities. In the three months ended March 31, 2019, the Company recorded an additional loss of $33,000 . On December 7, 2018, the Company and Global Ag entered into a Termination of Post Closing Agreement (the “2018 Post Closing Agreement”), pursuant to which the parties thereto agreed to certain terms and conditions under which a Post Closing Agreement, dated as of November 21, 2014 (the “2014 Post Closing Agreement”), may be terminated prior to the expiration of its stated term and with the payment of certain termination payments. The 2014 Post Closing Agreement was entered into in connection with the November 21, 2014 closing (the “Land Disposition”) of the sale by Alico to Global Ag of certain land used for sugarcane production and land leasing in Hendry County, Florida, (the “Land”). The 2014 Post Closing Agreement contained obligations, including possible payments by Alico and by Global Ag to each other over a ten year period following the closing of the Land Disposition, with the payments each year being based on the difference, if any, between certain computed amounts. Since the time of the closing of the Land Disposition and up through March 11, 2019, the computations have resulted in payments being made each year by Alico to Global Ag., which have aggregated approximately $6,518,000 . The 2018 Post Closing Agreement provided for (i) the termination of the 2014 Post Closing Agreement following the satisfaction of certain terms and conditions set forth in the termination agreement and (ii) the deposit by wire transfer into escrow of an aggregate of $11,300,000 following notification by Global Ag to Alico of the closing date of a sale of the Land by Global Ag to a third party. The conditions to the termination of the 2014 Post Closing Agreement and the payment of funds to Global Ag included (a) Global Ag’s assignment to the third party buyer, and such third party buyer’s assumption, of certain specified water management obligations, irrigation and drainage easement obligations, access easements obligations and obligations under a certain option to purchase certain railroad property owned by Alico, (b) delivery to the escrow agent of all instruments and consideration required to consummate the closing by Global Ag of the sale of the Land to the third party buyer, and (c) delivery to the escrow agent of copies of a water management project cooperation agreement running in favor of Alico and signed by Global Ag and the third party buyer. |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes On December 22, 2017, the U.S. Tax Cuts and Jobs Act (the “Act”) was signed into law. The Act contains significant changes to corporate taxes, including a permanent reduction of the U.S. corporate tax rate from 35% to 21% effective January 1, 2018. The Company’s statutory rate for the fiscal year ended September 30, 2018 was 24.5% , based on a fiscal year blended rate calculation. The 21% U.S. corporate tax rate will apply to the fiscal years ending September 30, 2019 and each year thereafter. The Act required a one-time remeasurement of certain tax related assets and liabilities. During the first quarter ended December 31, 2017, the Company made certain estimates related to the impact of the Act including the remeasurement of deferred taxes at the new expected tax rate and a revised effective tax rate for the year ended September 30, 2018. The amounts recorded in the six months ended March 31, 2018 for the remeasurement of deferred taxes principally relate to the reduction in the U.S. corporate income tax rate. During the second and third quarter of fiscal year 2018, the Company made certain updates to the estimates used during the first quarter, which resulted in a change to the remeasurement. For the nine months ended June 30, 2018 , the Company has recorded a tax benefit of approximately $10,000,000 to account for these deferred tax impacts. The impact of adopting ASC 610 -20 was modified in the quarter ended March 31, 2019 to reflect the deferred tax impact of this adoption. The deferred tax asset related to the deferred gain on sale has been decreased by $3,704,000 with a corresponding decrease to retained earnings in the quarter ended March 31, 2019, offsetting the October 1, 2018 increase of $14,601,000 to retained earnings for the ASC 610-20 implementation (see Note 7. “Deferred Gain on Sale”). |
Earnings Per Common Share
Earnings Per Common Share | 9 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | Earnings Per Common Share Basic earnings per share for Alico's common stock is calculated by dividing net income attributable to Alico common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted earnings per common share is similarly calculated, except that the calculation includes the dilutive effect of the assumed issuance of common shares issuable under equity-based compensation plans in accordance with the treasury stock method, except where the inclusion of such common shares would have an anti-dilutive impact. For the three and nine months ended June 30, 2019 and 2018 , basic and diluted earnings per common share were as follows: (in thousands except per share amounts) Three Months Ended June 30, Nine Months Ended June 30, 2019 2018 2019 2018 Net income attributable to Alico, Inc. common stockholders $ 16,244 $ 9,100 $ 21,324 $ 12,332 Weighted average number of common shares outstanding - basic 7,470 8,228 7,470 8,243 Dilutive effect of equity-based awards 1 96 24 71 Weighted average number of common shares outstanding - diluted 7,471 8,324 7,494 8,314 Net income per common shares attributable to Alico, Inc. common stockholders: Basic $ 2.17 $ 1.11 $ 2.85 $ 1.50 Diluted $ 2.17 $ 1.09 $ 2.85 $ 1.48 For the nine months ended June 30, 2019 , equity awards are comprised of 227,500 stock options granted to Executive Officers, after taking into effect the forfeitures of 832,500 stock options (see Note 11. "Stockholders Equity"). There were no anti-dilutive equity awards that were excluded from the calculation of diluted earnings per common share for the three and nine months ended June 30, 2019 . |
Segment Information
Segment Information | 9 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Segments Total revenues represent sales to unaffiliated customers, as reported in the Condensed Consolidated Statements of Operations. Goods and services produced by these segments are sold to wholesalers and processors in the United States who prepare the products for consumption. The Company evaluates the segments’ performance based on direct margins (gross profit) from operations before general and administrative expenses, interest expense, other income (expense) and income taxes, not including nonrecurring gains and losses. Information by operating segment is as follows: (in thousands) Three Months Ended June 30, Nine Months Ended June 30, 2019 2018 2019 2018 Revenues: Alico Citrus $ 56,819 $ 25,711 $ 118,539 $ 77,499 Water Resources and Other Operations 746 806 2,326 2,151 Total revenues $ 57,565 $ 26,517 $ 120,865 $ 79,650 Operating expenses: Alico Citrus $ 31,141 $ 13,697 $ 73,597 $ 56,102 Water Resources and Other Operations 420 906 1,768 3,219 Total operating expenses $ 31,561 $ 14,603 $ 75,365 $ 59,321 Gross profit (loss): Alico Citrus $ 25,678 $ 12,014 $ 44,942 $ 21,397 Water Resources and Other Operations 326 (100 ) 558 (1,068 ) Total gross profit $ 26,004 $ 11,914 $ 45,500 $ 20,329 Depreciation, depletion and amortization: Alico Citrus $ 3,445 $ 3,342 $ 10,309 $ 10,106 Water Resources and Other Operations 27 44 82 161 Other Depreciation, Depletion and Amortization 18 19 50 60 Total depreciation, depletion and amortization $ 3,490 $ 3,405 $ 10,441 $ 10,327 (in thousands) June 30, September 30, 2019 2018 Assets: Alico Citrus $ 381,298 $ 405,752 Water Resources and Other Operations 16,691 15,904 Other Corporate Assets 1,530 1,766 Total Assets $ 399,519 $ 423,422 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity The Company recognizes stock-based compensation expense for (i) Board of Directors (the “Board of Directors” or the “Board”) fees (paid in treasury stock), and (ii) other awards under the Stock Incentive Plan of 2015 (paid in restricted stock and stock options) (the “2015 Plan”). Stock-based compensation expense is recognized in general and administrative expenses in the Condensed Consolidated Statements of Operations. Stock Compensation - Board of Directors The Board of Directors can either elect to receive stock compensation or cash for their fees for services provided. Stock-based compensation expense relating to the Board of Director fees was approximately $200,000 and $676,000 for the three and nine months ended June 30, 2019 , and approximately $238,000 and $621,000 for the three and nine months ended June 30, 2018 , respectively. Restricted Stock In fiscal year 2015, the Company awarded 12,500 restricted shares of the Company’s common stock (“Restricted Stock”) to two senior executives under the 2015 Plan at a weighted average fair value of $49.49 per common share, vesting over three to five years. In November 2017, a senior executive was awarded 5,000 restricted shares of the Company’s common stock (“Restricted Stock”) under the 2015 Plan at a weighted average fair value of $31.95 per common share, vesting over approximately three years. Stock compensation expense related to the Restricted Stock totaled approximately $25,000 and $77,000 for the three and nine months ended June 30, 2019 , and $37,000 and $100,000 for the three and nine months ended June 30, 2018 , respectively. There was approximately $95,000 and $172,000 of total unrecognized stock compensation costs related to unvested stock compensation for the Restricted Stock grants at June 30, 2019 and September 30, 2018 , respectively. Stock Option Grant Stock option grants of 10,000 options to Mr. John Kiernan (the “2019 Option Grants”) were granted on October 25, 2018. The option exercise price for these options was set at $33.34 , the closing price on October 25, 2018. The 2019 Option Grants will vest as follows: (i) 3,333 of the options will vest if the price of the Company’s common stock during a consecutive 20 -trading day period exceeds $40.00 ; (ii) 3,333 of the options will vest if the price of the Company’s common stock during a consecutive 20 -trading day period exceeds $45.00 ; (iii) 3,334 of the options will vest if the price of the Company’s common stock during a consecutive 20 -trading day period exceeds $50.00 . If the applicable stock price hurdles have not been achieved by (A) the date that is 18 months following the Executive’s termination of employment, if the Executive’s employment is terminated due to death or disability, (B) the date that is 12 months following the Executive’s termination of employment, if the Executive’s employment is terminated by the Company without cause, by the Executive with good reason, or due to the Executive’s retirement, or (C) the date of the termination of the Executive’s employment for any other reason, then any unvested options will be forfeited. In addition, if the applicable stock price hurdles have not been achieved by December 31, 2021 then any unvested options will be forfeited. The 2019 Option Grants will also become vested to the extent that the applicable stock price hurdles are satisfied in connection with a change in control of the Company. As of June 30, 2019 , the Company’s stock was trading at $30.34 per share, and during the nine months ended June 30, 2019 , the stock did not trade above $40.00 per share; accordingly, none of the stock options are vested at June 30, 2019 . Stock option grants of 210,000 options to Mr. Remy Trafelet and 90,000 options to Mr. John Kiernan (collectively, the “2018 Option Grants”) were granted on September 7, 2018. The option exercise price for these options was set at $33.60 , the closing price on September 7, 2018. The 2018 Option Grants will vest as follows: (i) 25% of the options will vest if the price of the Company’s common stock during a consecutive 20 -trading day period exceeds $35.00 ; (ii) 25% of the options will vest if the price of the Company’s common stock during a consecutive 20 -trading day period exceeds $40.00 ; (iii) 25% of the options will vest if the price of the Company’s common stock during a consecutive 20 -trading day period exceeds $45.00 ; and (iv) 25% of the options will vest if the price of the Company’s common stock during a consecutive 20 -trading day period exceeds $50.00 . If the applicable stock price hurdles have not been achieved by (A) the date that is 18 months following the Executive’s termination of employment, if the Executive’s employment is terminated due to death or disability, (B) the date that is 12 months following the Executive’s termination of employment, if the Executive’s employment is terminated by the Company without cause, by the Executive with good reason, or due to the Executive’s retirement, or (C) the date of the termination of the Executive’s employment for any other reason, then any unvested options will be forfeited. In addition, if the applicable stock price hurdles have not been achieved by December 31, 2021 then any unvested options will be forfeited. The 2018 Option Grants will also become vested to the extent that the applicable stock price hurdles are satisfied in connection with a change in control of the Company. As of June 30, 2019 , the Company’s stock was trading at $30.34 per share, and during the nine months ended June 30, 2019 , the stock did not trade above $35.00 per share; accordingly, none of the stock options are vested at June 30, 2019 . As set forth below, more than a majority of the 2018 Option Grants issued to Mr. Trafelet were forfeited and the vesting conditions of the remainder were modified, all pursuant to the Settlement Agreement, as defined below. A stock option grant of 300,000 options in the case of Mr. Trafelet and 225,000 options in the case of each of Mr. Henry Slack and Mr. George Brokaw (collectively, the “2016 Option Grants”) were granted on December 31, 2016. The option price was set at $27.15 , the closing price on December 31, 2016. The 2016 Option Grants will vest as follows: (i) 25% of the options will vest if the price of the Company’s common stock during a consecutive 20 -trading day period exceeds $60.00 ; (ii) 25% of the options will vest if such price exceeds $75.00 ; (iii) 25% of the options will vest if such price exceeds $90.00 ; and (iv) 25% of the options will vest if such price exceeds $105.00 . If the applicable stock price hurdles have not been achieved by (A) the second anniversary of the Executive’s termination of employment, if the Executive’s employment is terminated due to death or disability, (B) the date that is 18 months following the Executive’s termination of employment, if the Executive’s employment is terminated by the Company without cause, by the Executive with good reason, or due to the Executive’s retirement, or (C) the date of the termination of the Executive’s employment for any other reason, then any unvested options will be forfeited. In addition, if the applicable stock price hurdles have not been achieved by the fifth anniversary of the grant date (or the fourth anniversary of the grant date, in the case of the tranche described in clause (i) above), then any unvested options will be forfeited. The 2016 Option Grants will also become vested to the extent that the applicable stock price hurdles are satisfied in connection with a change in control of the Company. As of June 30, 2019 , the Company’s stock was trading at $30.34 per share, and during the nine months ended June 30, 2019 , the stock did not trade above $60.00 per share; accordingly, none of the stock options are vested at June 30, 2019 . As set forth below, all of the 2016 Option Grants issued to Mr. Trafelet were forfeited pursuant to the Settlement Agreement, as defined below. Additionally, 187,500 shares of the 2016 Option Grants made to each of Messrs. Slack and Brokaw were forfeited on September 5, 2018 and no replacement options were granted. As such, the remaining unrecognized expense associated with these options of approximately $783,000 was accelerated and recorded for the fiscal year ended September 30, 2018 . Pursuant to a Settlement Agreement (described in Note 13. “Related Party Transactions”), which was unanimously approved by the Board of Directors, Mr. Trafelet agreed to voluntarily resign from his roles as president and chief executive officer and a director of the Company. Under the Settlement Agreement, Mr. Trafelet forfeited (i) all the 2016 Option Grants granted to him and (ii) all of the 2018 Option Grants granted to him in September 2018, other than 26,250 stock options that will vest if the minimum price of Alico's common stock over 20 consecutive trading days exceeds $35.00 per share and 26,250 stock options that will vest if the minimum price of Alico's common stock over 20 consecutive trading days exceeds $40.00 per share (“2019 Modified Option Grant”), in each case, by the first anniversary of the date of the Settlement Agreement (collectively, the "Retained Options"). Any Retained Options that vest in accordance with their terms will expire on the date that is six months following the date on which the Retained Option vests, and any Retained Options that do not vest by the first anniversary of the Settlement Agreement will be forfeited as of such first anniversary. As a result of the forfeited stock options, the Company reversed $823,000 of previously recorded stock compensation expense during the quarter ended March 31, 2019, which is recorded as a reduction of General and Administrative expense. Stock compensation expense related to the options totaled approximately $89,000 and $607,000 for the three and nine months ended June 30, 2019 , prior to taking into effect the forfeited stock options during the quarter ended June 30, 2019 , and $205,000 and $616,000 for the three and nine months ended June 30, 2018 , respectively. After taking into effect these forfeitures, the Company recorded a credit to stock compensation expense of $0 and $823,000 for the three and nine months ended June 30, 2019 , respectively. At June 30, 2019 and September 30, 2018 , there was approximately $569,000 and $2,842,000 of total unrecognized stock compensation costs related to unvested share-based compensation for the option grants, respectively. The total unrecognized compensation cost is expected to be recognized over a weighted-average period of approximately 1.47 years. The fair value of the 2019, 2018 and 2016 Option Grants was estimated on the date of grant using a Monte Carlo valuation model that uses the assumptions noted in the following table. The expected term of options granted is derived from the output of the option valuation model and represents the period of time that options granted are expected to be outstanding; the range given below results from different time-frames for the various market conditions being met. 2019 Modified Option Grant Expected Volatility 25.0 % Expected Term (in years) 1.50 Risk Free Rate 2.52 % The weighted-average grant-date fair value of the 2019 Modified Option Grant was $1.40 . 2019 Option Grants Expected Volatility 30.0 % Expected Term (in years) 4.09 Risk Free Rate 2.95 % The weighted-average grant-date fair value of the 2019 Option Grants was $7.10 . 2018 Option Grants Expected Volatility 30.0 % Expected Term (in years) 3.32 Risk Free Rate 2.80 % The weighted-average grant-date fair value of the 2018 Option Grants was $7.40 . 2016 Option Grants Expected Volatility 32.2 % Expected Term (in years) 2.6 - 4.0 Risk Free Rate 2.45 % The weighted-average grant-date fair value of the 2016 Option Grants was $3.53 . There were no additional stock options granted or exercised for the fiscal quarter ended June 30, 2019 . As of June 30, 2019 , there remained 1,005,000 common shares available for issuance under the 2015 Plan. Stock Repurchase Authorizations In the fiscal year 2017, the Board of Directors authorized the repurchase of up to $7,000,000 of the Company’s common stock in two separate authorizations (the "2017 Authorization"). In March 2017, the Board of Directors authorized the repurchase of up to $5,000,000 of the Company’s common stock beginning March 9, 2017 and continuing through March 9, 2019. In May 2017, the Board of Directors authorized the repurchase of up to an additional $2,000,000 of the Company’s common stock beginning May 24, 2017 and continuing through May 24, 2019. The stock repurchases made under this repurchase were made through open market transactions at times and in such amounts as the Company’s broker determined subject to the provisions of SEC Rule 10b-18. On October 3, 2018, the Company completed a tender offer of 752,234 shares at a price of $ 34.00 per share aggregating $ 25,575,956 . 734 Investors, Alico's largest stockholder since 2013, participated in the tender offer and sold a small percentage of its holdings. For the three and nine months ended June 30, 2019 , the Company did not purchase any shares under the 2017 Authorization. The following table illustrates the Company’s treasury stock activity for the nine months ended June 30, 2019 : (in thousands, except share amounts) Shares Cost Balance as of September 30, 2018 216,188 $ 7,536 Purchased 752,234 25,576 Issued to employees and directors (22,308 ) (907 ) Balance as of June 30, 2019 946,114 $ 32,205 Capital Contribution On April 16, 2018, all operating partners of Citree received a funding notice relating to an additional Cash Capital Contribution (“Contribution”) requirement of approximately $2,041,000 as a result of Hurricane Irma, which reduced the amount of crop available for sale in the 2017-2018 harvest season and the Company’s adoption of a more extensive caretaking plan focused on limiting the impact of citrus greening. The Company’s portion of the Contribution was approximately $1,041,000 and was funded on April 27, 2018. The remaining portion of the Contribution of $1,000,000 was funded by the noncontrolling parties. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Letters of Credit The Company had outstanding standby letters of credit in the total amount of approximately $460,000 and $10,300,000 at June 30, 2019 and September 30, 2018 , respectively, to secure its various contractual obligations. Upon the completion of the 2018 Post Closing Agreement (and corresponding termination of the 2014 Post-Closing Agreement) during the quarter ended March 31, 2019, the Company terminated its $9,800,000 standby letter of credit associated with the Global Ag Land Disposition transaction (see Note 7. “Deferred Gain on Sale”). Legal Proceedings Florida Litigation On November 16, 2018, 734 Agriculture, RCF 2014 Legacy LLC, Delta Offshore Master II, LTD. and Mr. Remy W. Trafelet (the “Trafelet Parties”), the Company's President and Chief Executive Officer and a member of the Board of Directors, filed a lawsuit against Messrs. George R. Brokaw, Henry R. Slack, W. Andrew Krusen and Greg Eisner, members of the Board of Directors, in the Circuit Court (the “Circuit Court”) for Hillsborough County, Florida (the “Florida Litigation”). The Trafelet Parties sought, among other things, a declaration that (1) a purported stockholder action by written consent, delivered to the Company in the name of 734 Investors and the plaintiffs in the Florida Litigation on November 11, 2018 (the “Purported Consent”) was valid and binding, (2) the resolutions passed at a meeting of the Board of Directors on November 12, 2018, to, among other things, constitute an ad hoc committee of the Board of Directors to consider, evaluate and make any and all determinations, and to take any and all actions, on behalf of the Board of Directors, in connection with the Purported Consent were null and void and (3) the four defendants in the Florida Litigation were properly removed from the Board of Directors by the Purported Consent. On November 27, 2018, the Circuit Court denied without prejudice plaintiffs’ motion for a temporary restraining order and an affirmative injunction restoring Mr. Trafelet from administrative leave to active status in his capacity as President and CEO of the Company. On November 28, 2018, the parties in the Florida Litigation stipulated to an order which provided, pending the resolution of the Delaware Litigation (as defined below), that (1) the record date for the Purported Consent was stayed indefinitely, and (2) Mr. Trafelet and the Company’s Board of Directors should not take any action out of routine day-to-day operations conducted in the ordinary course of business, including any action to change the corporate governance of Alico or removing any corporate officers or directors from positions held as of November 27, 2018. On December 6, 2018, the Trafelet Parties filed an amended complaint in the Florida Litigation which added the Company and Benjamin D. Fishman, a member of the Board of Directors, as defendants. On December 21, 2018, the Trafelet Parties filed a renewed motion for a preliminary injunction restoring Mr. Trafelet from administrative leave to active status in his capacity as President and CEO of the Company. On January 14, 2019, the defendants in the Florida Litigation filed an opposition to plaintiffs’ renewed motion for a preliminary injunction. On January 18, 2019, the defendants in the Florida Litigation filed a motion to dismiss the plaintiffs’ amended complaint. On February 11, 2019, the parties to the Florida Litigation entered into a settlement agreement (the “Alico Settlement Agreement”) wherein the parties agreed to promptly dismiss all claims in the Florida Litigation. Pursuant to the Alico Settlement Agreement, Mr. Trafelet agreed to voluntarily resign as president and chief executive officer and as a member of the Board of Directors, effective upon the execution of the Alico Settlement Agreement. As contemplated by the Alico Settlement Agreement, on February 11, 2019, the Company entered into a consulting agreement (the “Consulting Agreement”) with Mr. Trafelet and 3584 Inc., an entity controlled by Mr. Trafelet (the “Consultant”). Pursuant to the Consulting Agreement, Mr. Trafelet will make himself available to provide consulting services to the Company through the Consultant for up to 24 months. In exchange for the consulting services, the Consultant will receive an annual consulting fee of $400,000 . If the Company terminates the consulting period (other than in certain specified circumstances), the Company will continue to pay the consulting fees described in the immediately preceding sentence through the balance of the 24 -month term. As such, the Company recorded the $800,000 as expense in the quarter ended March 31, 2019. In addition, on February 11, 2019, as contemplated by the Alico Settlement Agreement, the Company entered into a Registration Rights Agreement (the “Registration Rights Agreement”) with Mr. Trafelet, relating to the shares of the Company’s common stock directly held by the Trafelet Parties as of February 11, 2019 (the “Registrable Securities”). The Registration Rights Agreement requires the Company to, among other things and subject to the terms and conditions thereof, use reasonable best efforts to file with the SEC a registration statement on Form S-3 covering the resale of the Registrable Securities. Delaware Litigation On November 20, 2018, members of 734 Investors filed a lawsuit against 734 Agriculture and Mr. Trafelet, the Company's President and Chief Executive Officer and a member of the Board of Directors in the Delaware Court of Chancery (the "Delaware Court"), captioned Arlon Valencia Holdings v. Trafelet, C.A. No. 2018-0842-JTL (the “Members’ Delaware Litigation”). The plaintiffs sought, among other things, a declaration that (1) 734 Agriculture was validly replaced as the managing member of 734 Investors pursuant to the Amended and Restated Limited Liability Company Operating Agreement of 734 Investors (the “LLC Agreement”) and the Purported Consent (described above), and (2) the Purported Consent was invalid under the LLC Agreement. Also on November 20, 2018, 734 Agriculture filed a lawsuit contesting the Purported Consent in the Delaware Court, captioned 734 Agriculture v. Arlon Valencia Holdings, LLC, C.A. No. 2018-0844-JTL (the “734 Delaware Litigation”). On November 27, 2018, the Delaware Court entered a stipulated order consolidating the Members’ Delaware Litigation and the 734 Delaware Litigation into a single lawsuit, captioned In re 734 Investors, LLC Litigation, Consol. C.A. No. 2018-0844-JTL (the consolidated suit, the “Delaware Litigation”). On December 5, 2018, the Delaware Court entered a stipulated status quo order which provided, among other things, that 734 Agriculture was to serve as the managing member of 734 Investors during the pendency of the Delaware Litigation. The status quo order also provided that 734 Agriculture would not be permitted to take any actions outside of the ordinary course of business of 734 Investors without the consent of two-thirds of the membership interests of 734 Investors, including exercising any voting rights with respect to any shares of the Company’s common stock beneficially owned by 734 Investors. On February 11, 2019, Mr. Trafelet, 734 Agriculture, 734 Investors, and certain members of 734 Investors entered into a settlement agreement (the “734 Investors Settlement Agreement”) wherein the parties agreed to promptly dismiss all claims in the Delaware Litigation. Pursuant to the 734 Investors Settlement Agreement, 734 Agriculture resigned as Managing Member of 734 Investors and Arlon Valencia Holdings, LLC was confirmed as Managing Member of 734 Investors. From time to time, Alico may be involved in litigation relating to claims arising out of its operations in the normal course of business. There are no other current legal proceedings to which the Company is a party or of which any of its property is subject that it believes will have a material adverse effect on its financial position, results of operations or cash flows. Purchase Commitments The Company enters into contracts for the purchase of citrus trees during the normal course of its business. As of June 30, 2019 , the Company had approximately $2,421,000 relating to outstanding commitments for these purchases, which will be paid upon delivery. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Clayton G. Wilson The Company entered into a Separation and Consulting Agreement with Clayton G. Wilson (the “Separation and Consulting Agreement”), the Company’s Chief Executive Officer, pursuant to which Mr. Wilson stepped down as Chief Executive Officer of the Company effective as of December 31, 2016. Under the Separation and Consulting Agreement, Mr. Wilson also acknowledged and agreed that he would continue to be bound by the restrictive covenants set forth in his Employment Agreement with the Company. The Separation and Consulting Agreement provided that, subject to his execution, delivery, and non-revocation of a general release of claims in favor of the Company, Mr. Wilson would be entitled to vesting of any unvested portion of the restricted stock award granted to him under his Employment Agreement. In addition, the Separation and Consulting Agreement provided that Mr. Wilson serve as a consultant to the Company during 2017 and would receive an aggregate consulting fee of $750,000 for such services (payable $200,000 in an initial lump sum, $275,000 in a lump sum on July 1, 2017, and $275,000 in six equal monthly installments commencing July 31, 2017 and ending December 31, 2017). As of December 31, 2017 the Company satisfied its obligation to Mr. Wilson in full. The Company expensed approximately $0 and $187,500 under the Consulting and Non-Competition Agreement for the nine months ended June 30, 2019 and 2018 , respectively. Mr. Wilson resigned as a member of the Company’s Board of Directors effective February 27, 2017. Henry R. Slack and George R. Brokaw Beginning June 26, 2017, both Messrs. Slack and Brokaw agreed to waive payment of their salaries. Remy Trafelet As described above, on February 11, 2019 and as contemplated by the Alico Settlement Agreement, Mr. Trafelet submitted to the Board his resignation as president and chief executive officer of the Company and a member of the Board, effective upon the execution of the Alico Settlement Agreement. Also on February 11, 2019, as contemplated by the Settlement Agreement, the Company entered into a consulting agreement (the "Consulting Agreement") with Mr. Trafelet and 3584 Inc., an entity controlled by Mr. Trafelet (the "Consultant"). Pursuant to the Consulting Agreement, Mr. Trafelet will make himself available to provide consulting services to the Company through the Consultant for up to 24 months. In exchange for the consulting services, the Consultant will receive an annual consulting fee of $400,000 . As of June 30, 2019, the Company has paid approximately $154,000 towards these consulting fees. If the Company terminates the consulting period (other than in certain specified circumstances), the Company will continue to pay the consulting fees described in the immediately preceding sentence through the balance of the 24 -month term. Shared Services Agreement The Company had a shared services agreement with Trafelet Brokaw Capital Management, L.P. (“TBCM”), whereby the Company reimbursed TBCM for use of office space and various administrative and support services. The agreement expired December 31, 2018 and has not been extended or renewed. The annual cost of the office and services was approximately $618,000 . The Company expensed approximately $0 and $149,000 under the Shared Services Agreement for the three months ended June 30, 2019 and 2018 , respectively, and $147,000 and $443,000 for the nine months ended June 30, 2019 and 2018 , respectively. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On August 1, 2019, the Company received $ 5,775,000 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The Company has prepared the accompanying financial statements on a condensed consolidated basis. These accompanying unaudited condensed consolidated interim financial statements, which are referred to herein as the “Financial Statements", have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to Article 10-01 of Regulation S-X of the U.S. Securities and Exchange Commission ("SEC") for interim financial information. These Financial Statements do not include all of the disclosures required for complete annual financial statements and, accordingly, certain information, footnotes and disclosures normally included in annual financial statements, prepared in accordance with U.S. GAAP, have been condensed or omitted in accordance with SEC rules and regulations. Accordingly, the Financial Statements should be read in conjunction with the Company's audited Consolidated Financial Statements and Notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2018 , as filed with the SEC on December 6, 2018 . The Financial Statements presented in this Form 10-Q are unaudited. However, in the opinion of management, such Financial Statements include all adjustments, consisting solely of normal recurring adjustments, necessary to present fairly the financial position, results of operations and cash flows for the periods presented in conformity with U.S. GAAP applicable to interim periods. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the current fiscal year ending September 30, 2019 . All intercompany transactions and account balances between the consolidated businesses have been eliminated. |
Segments | Segments Operating segments are defined in the criteria established under the Financial Accounting Standards Board - Accounting Standards Codification (“FASB ASC”) Topic 280 as components of public entities that engage in business activities from which they may earn revenues and incur expenses for which separate financial information is available and which is evaluated regularly by the Company’s chief operating decision maker (“CODM”) in deciding how to assess performance and allocate resources. The Company’s CODM assesses performance and allocates resources based on two operating segments: (i) Alico Citrus and (ii) Water Resources and Other Operations . |
Principles of Consolidation and Noncontrolling Interest in Consolidated Subsidiary | Principles of Consolidation The Financial Statements include the accounts of Alico and the accounts of all the subsidiaries in which a controlling interest is held by the Company. Under U.S. GAAP, consolidation is generally required for investments of more than 50% of the outstanding voting stock of an investee, except when control is not held by the majority owner. The Company’s subsidiaries include: Alico Land Development, Inc., Alico-Agri, Ltd., Alico Plant World, LLC, Alico Fruit Company, LLC, Alico Citrus Nursery, LLC, Alico Chemical Sales, LLC, 734 Citrus Holdings, LLC and subsidiaries, Alico Fresh Fruit, LLC, Alico Skink Mitigation, LLC and Citree Holdings 1, LLC (“Citree”). The Company considers the criteria established under FASB ASC Topic 810, “Consolidations” in its consolidation process. All significant intercompany balances and transactions have been eliminated in consolidation. Noncontrolling Interest in Consolidated Subsidiary The Financial Statements include all assets and liabilities of the less-than- 100% |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities as of the date of the accompanying Financial Statements, the disclosure of contingent assets and liabilities in the Financial Statements and the accompanying Notes, and the reported amounts of revenues and expenses and cash flows during the periods presented. Actual results could differ from those estimates based upon future events. The Company evaluates estimates on an ongoing basis. The estimates are based on current and expected economic conditions, historical experience, the experience and judgment of the Company’s management and various other specific assumptions that the Company believes to be reasonable. The Company evaluates its assumptions and estimates on an ongoing basis and may employ outside experts to assist in the Company’s evaluations. |
Restricted Cash | Restricted Cash Restricted cash is comprised of cash received from the sale of certain assets for which the use of funds is restricted. For certain sale transactions, the Company sells property, which serves as collateral for specific debt obligations. As a result, the sale proceeds can only be used to purchase like-kind citrus groves, which are acceptable to the debt holder. If the restricted cash is not used for such purchases within a twelve-month period, it will be used to pay down principal on Company debt. Based on the contractual uses of restricted cash, these amounts have been classified as non-current. |
Revenue Recognition | Revenue Recognition Revenues are derived from the sale of processed fruit, fresh fruit, other citrus revenue, leasing revenue and other water and resource revenues. The majority of the revenue is generated from the sale of citrus fruit to processing facilities and fresh fruit sales. The Company recognizes revenue at the amount it expects to be entitled to be paid, determined when control of the products or services is transferred to its customers, which occurs upon delivery of and acceptance of the fruit by the customer and the Company has a right to payment. The Company has identified one performance obligation as the delivery of fruit to the processing facility (or harvesting of the citrus in the case of fresh fruit) of the customer for each separate variety of fruit identified in the contract. The Company initially recognizes revenue in an amount which is estimated based on contractual and market prices, if such market price falls within the range (known as “floor” and “ceiling” prices) identified in the specific contracts. Additionally, the Company also has a contractual agreement whereby revenue is determined based on applying a cost-plus structure methodology. As such, since these contracts contain elements of variable consideration, the Company recognizes this variable consideration by using the expected value method. Adjustments are made throughout the year to these estimates as more current relevant industry information becomes available. Differences between the estimates and the final realization of revenues at the close of the harvesting season can result in either an increase or decrease to reported revenues. During the periods presented, no material adjustments were made to the reported citrus revenues. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified in the accompanying Financial Statements for consistent presentation to the current period. These reclassifications had no impact on net income, equity or cash flows as previously reported. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842).” This guidance will require entities that enter into leases as a lessee to recognize right-of-use assets and lease liabilities for those leases classified as operating leases under previous GAAP. The accounting applied by a lessor is largely unchanged from that applied under previous GAAP. The Company is currently evaluating the impact this guidance will have on our Financial Statements, and it will become effective for Alico beginning October 1, 2019. In January 2017, the FASB issued ASU 2017-04, “Intangibles-Goodwill and Other” (Topic 350), which simplifies the accounting for goodwill impairment. The updated guidance eliminates Step 2 of the impairment test, which requires entities to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value, determined in Step 1. This guidance will become effective for us in the fiscal years beginning after December 15, 2019, including interim periods within those reporting periods. We will adopt this guidance using a prospective approach. Earlier adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We are currently evaluating the impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, "Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurements" ("ASU 2018-13"), which aims to improve the overall usefulness of disclosures to financial statement users and reduce unnecessary costs to companies when preparing fair value measurement disclosures. ASU 2018-13 is effective for annual and interim periods in the fiscal years beginning after December 15, 2019. Early adoption is permitted. Retrospective adoption is required, except for certain disclosures, which will be required to be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. The Company does not expect the adoption of ASU 2018-13 will have a material impact on its consolidated financial statements and will adopt the standard effective October 1, 2020. In November 2018, the FASB issued ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments-Credit Losses.” ASU 2018-19 clarifies that receivables arising from operating leases are not within the scope of Subtopic 326-20. Instead, impairment of receivables arising from operating leases should be accounted for in accordance with Leases (Topic 842). The standard is effective on October 1, 2020, with early adoption permitted. The Company does not expect the adoption of ASU 2018-19 to have a material impact on the unaudited Condensed Consolidated Financial Statements of the Company. Information regarding the adoption of Leases (Topic 842) is described above. The Company has reviewed other recently issued accounting standards which have not yet been adopted in order to determine their potential effect, if any, on the results of operations or financial condition. Based on the review of these other recently issued standards, the Company does not currently believe that any of those accounting pronouncements will have a significant effect on its current or future financial position, results of operations, cash flows or disclosures. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, and has subsequently issued several supplemental and/or clarifying ASU’s (collectively, “ASC 606”), which prescribes a comprehensive new revenue recognition standard that supersedes previously existing revenue recognition guidance. The new model provides a five-step analysis in determining when and how revenue is recognized. The core principle of the new guidance is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires new, expanded disclosures regarding revenue recognition. The standard allows initial application to be performed retrospectively to each period presented or as a modified retrospective adjustment as of the date of adoption. ASC 606, also provides for certain practical expedients, including the option to expense as incurred the incremental costs of obtaining a contract, if the contract period is for one year or less, and policy elections regarding shipping and handling that provides the option to account for shipping and handling costs as contract fulfillment costs. The Company adopted ASC 606 effective October 1, 2018, the first day of our 2019 fiscal year, using the modified retrospective method. The implementation of ASC 606 did not require an adjustment to the opening balance of retained earnings as of October 1, 2018 (see Note 1. “Revenue Recognition”). |
Seasonality | Seasonality |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Disaggregation of Revenue | Revenues disaggregated by significant products and services for the three and nine months ended June 30, 2019 and 2018 are as follows: (in thousands) Three Months Ended June 30, Nine Months Ended June 30, 2019 2018 2019 2018 Alico Citrus Early and Mid-Season $ — $ 53 $ 39,574 $ 24,309 Valencias 54,734 24,257 73,480 48,855 Fresh Fruit 1,052 540 3,629 2,046 Other 1,033 861 1,856 2,289 Total $ 56,819 $ 25,711 $ 118,539 $ 77,499 Water Resources and Other Operations Land and other leasing $ 706 $ 693 $ 2,098 $ 1,780 Other 40 113 228 371 Total $ 746 $ 806 $ 2,326 $ 2,151 Total Revenues $ 57,565 $ 26,517 $ 120,865 $ 79,650 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Inventories consist of the following at June 30, 2019 and September 30, 2018 : (in thousands) June 30, September 30, 2019 2018 Unharvested fruit crop on the trees $ 28,887 $ 39,888 Other 1,819 1,145 Total inventories $ 30,706 $ 41,033 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of assets held for sale | In accordance with its strategy to dispose of non-core and under-performing assets, the following assets have been classified as assets held for sale as of June 30, 2019 and September 30, 2018 : (in thousands) Carrying Value June 30, September 30, 2019 2018 Trailers $ 421 $ 456 Frostproof Parcels — 176 East Ranch 1,442 759 Twin Mills 223 — Total Assets Held For Sale $ 2,086 $ 1,391 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment, net | Property and equipment, net consists of the following at June 30, 2019 and September 30, 2018 : (in thousands) June 30, September 30, 2019 2018 Citrus trees $ 276,045 $ 264,714 Equipment and other facilities 54,645 53,544 Buildings and improvements 8,195 8,052 Total depreciable properties 338,885 326,310 Less: accumulated depreciation and depletion (101,204 ) (91,858 ) Net depreciable properties 237,681 234,452 Land and land improvements 105,923 105,951 Property and equipment, net $ 343,604 $ 340,403 |
Long-Term Debt and Lines of C_2
Long-Term Debt and Lines of Credit (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt, net of current portion | The following table summarizes long-term debt and related deferred financing costs, net of accumulated amortization at June 30, 2019 and September 30, 2018 : (in thousands) June 30, 2019 September 30, 2018 Principal Deferred Financing Costs, Net Principal Deferred Financing Costs, Net Long-term debt, net of current portion: Met Fixed-Rate Term Loans $ 91,250 $ 752 $ 95,938 $ 836 Met Variable-Rate Term Loans 44,563 346 46,719 385 Met Citree Term Loan 4,800 41 4,925 44 Pru Loans A & B 16,547 228 17,417 241 Pru Loan E 4,510 11 4,675 17 Pru Loan F 4,510 38 4,675 40 166,180 1,416 174,349 1,563 Less current portion 5,325 — 5,275 — Long-term debt $ 160,855 $ 1,416 $ 169,074 $ 1,563 |
Schedule of lines of credit | The following table summarizes lines of credit and related deferred financing costs, net of accumulated amortization at June 30, 2019 and September 30, 2018 : June 30, 2019 September 30, 2018 Principal Deferred Financing Costs, Net Principal Deferred Financing Costs, Net (in thousands) Lines of Credit: RLOC $ — $ 21 $ — $ 58 WCLC — — 2,685 78 Lines of Credit $ — $ 21 $ 2,685 $ 136 |
Schedule of future maturities of debt and lines of credit | Future maturities of long-term debt as of June 30, 2019 are as follows: (in thousands) Due within one year $ 5,325 Due between one and two years 10,975 Due between two and three years 10,975 Due between three and four years 14,605 Due between four and five years 10,755 Due beyond five years 113,545 Total future maturities $ 166,180 |
Schedule of interest costs expensed and capitalized | Interest costs expensed and capitalized were as follows: (in thousands) Three Months Ended June 30, Nine Months Ended June 30, 2019 2018 2019 2018 Interest expense $ 1,745 $ 2,188 $ 5,625 $ 6,682 Interest capitalized 269 166 714 447 Total $ 2,014 $ 2,354 $ 6,339 $ 7,129 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of accrued liabilities | Accrued liabilities consist of the following at June 30, 2019 and September 30, 2018 : (in thousands) June 30, September 30, 2019 2018 Ad valorem taxes $ 1,418 $ 2,196 Accrued interest 1,157 1,191 Accrued employee wages and benefits 1,682 3,115 Inventory received but not invoiced 19 726 Accrued dividends 448 492 Consulting and separation charges 400 — Accrued insurance 231 223 Current portion of deferred retirement obligations 357 345 Accrued tender offer consulting charges — 274 Other accrued liabilities 385 664 Total accrued liabilities $ 6,097 $ 9,226 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted earnings per common share | For the three and nine months ended June 30, 2019 and 2018 , basic and diluted earnings per common share were as follows: (in thousands except per share amounts) Three Months Ended June 30, Nine Months Ended June 30, 2019 2018 2019 2018 Net income attributable to Alico, Inc. common stockholders $ 16,244 $ 9,100 $ 21,324 $ 12,332 Weighted average number of common shares outstanding - basic 7,470 8,228 7,470 8,243 Dilutive effect of equity-based awards 1 96 24 71 Weighted average number of common shares outstanding - diluted 7,471 8,324 7,494 8,314 Net income per common shares attributable to Alico, Inc. common stockholders: Basic $ 2.17 $ 1.11 $ 2.85 $ 1.50 Diluted $ 2.17 $ 1.09 $ 2.85 $ 1.48 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of information by business segment | Information by operating segment is as follows: (in thousands) Three Months Ended June 30, Nine Months Ended June 30, 2019 2018 2019 2018 Revenues: Alico Citrus $ 56,819 $ 25,711 $ 118,539 $ 77,499 Water Resources and Other Operations 746 806 2,326 2,151 Total revenues $ 57,565 $ 26,517 $ 120,865 $ 79,650 Operating expenses: Alico Citrus $ 31,141 $ 13,697 $ 73,597 $ 56,102 Water Resources and Other Operations 420 906 1,768 3,219 Total operating expenses $ 31,561 $ 14,603 $ 75,365 $ 59,321 Gross profit (loss): Alico Citrus $ 25,678 $ 12,014 $ 44,942 $ 21,397 Water Resources and Other Operations 326 (100 ) 558 (1,068 ) Total gross profit $ 26,004 $ 11,914 $ 45,500 $ 20,329 Depreciation, depletion and amortization: Alico Citrus $ 3,445 $ 3,342 $ 10,309 $ 10,106 Water Resources and Other Operations 27 44 82 161 Other Depreciation, Depletion and Amortization 18 19 50 60 Total depreciation, depletion and amortization $ 3,490 $ 3,405 $ 10,441 $ 10,327 (in thousands) June 30, September 30, 2019 2018 Assets: Alico Citrus $ 381,298 $ 405,752 Water Resources and Other Operations 16,691 15,904 Other Corporate Assets 1,530 1,766 Total Assets $ 399,519 $ 423,422 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of stock options using valuation assumptions | The expected term of options granted is derived from the output of the option valuation model and represents the period of time that options granted are expected to be outstanding; the range given below results from different time-frames for the various market conditions being met. 2019 Modified Option Grant Expected Volatility 25.0 % Expected Term (in years) 1.50 Risk Free Rate 2.52 % The weighted-average grant-date fair value of the 2019 Modified Option Grant was $1.40 . 2019 Option Grants Expected Volatility 30.0 % Expected Term (in years) 4.09 Risk Free Rate 2.95 % 2018 Option Grants Expected Volatility 30.0 % Expected Term (in years) 3.32 Risk Free Rate 2.80 % 2016 Option Grants Expected Volatility 32.2 % Expected Term (in years) 2.6 - 4.0 Risk Free Rate 2.45 % |
Schedule of treasury stock purchases and issuances | The following table illustrates the Company’s treasury stock activity for the nine months ended June 30, 2019 : (in thousands, except share amounts) Shares Cost Balance as of September 30, 2018 216,188 $ 7,536 Purchased 752,234 25,576 Issued to employees and directors (22,308 ) (907 ) Balance as of June 30, 2019 946,114 $ 32,205 |
Basis of Presentation - Narrati
Basis of Presentation - Narrative (Details) a in Thousands, $ in Thousands | Oct. 01, 2018USD ($) | Jun. 30, 2019USD ($)aclassification | Mar. 31, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)aclassificationsegment | Jun. 30, 2018USD ($) | Sep. 30, 2018USD ($) |
Property, Plant and Equipment [Line Items] | |||||||
Number of business segments | segment | 2 | ||||||
Accounts receivable, net | $ 6,285 | $ 6,285 | $ 2,544 | ||||
Citree | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Net loss attributable to noncontrolling interest | $ 57 | $ 15 | $ 308 | $ 65 | |||
Land | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Area of land owned (in acres) | a | 117 | 117 | |||||
Number of primary classifications | classification | 2 | 2 | |||||
Mineral Rights | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Area of land owned (in acres) | a | 90 | 90 | |||||
Citree | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Ownership interest (as a percent) | 51.00% | 51.00% | |||||
Citrus | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Accounts receivable, net | $ 5,417 | $ 5,417 | $ 2,471 | ||||
Discontinued Operations, Disposed of by Sale | ASC 610-20 | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Net adjustment to retained earnings | $ 14,601 | $ 3,704 |
Basis of Presentation - Schedul
Basis of Presentation - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | $ 57,565 | $ 26,517 | $ 120,865 | $ 79,650 |
Alico Citrus | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 56,819 | 25,711 | 118,539 | 77,499 |
Water Resources and Other Operations | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 746 | 806 | 2,326 | 2,151 |
Early and Mid-Season | Alico Citrus | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 0 | 53 | 39,574 | 24,309 |
Valencias | Alico Citrus | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 54,734 | 24,257 | 73,480 | 48,855 |
Fresh Fruit | Alico Citrus | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 1,052 | 540 | 3,629 | 2,046 |
Other | Alico Citrus | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 1,033 | 861 | 1,856 | 2,289 |
Other | Water Resources and Other Operations | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 40 | 113 | 228 | 371 |
Land and other leasing | Water Resources and Other Operations | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | $ 706 | $ 693 | $ 2,098 | $ 1,780 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 26, 2019 | Sep. 30, 2018 | Jun. 30, 2019 |
Inventory Disclosure [Abstract] | |||
Unharvested fruit crop on the trees | $ 39,888 | $ 28,887 | |
Other | 1,145 | 1,819 | |
Total inventories | 41,033 | $ 30,706 | |
Proceeds received from insurance relating to property and casualty damage claims | $ 486 | 477 | |
Proceeds from insurance settlement, crop claims | $ 8,952 |
Assets Held for Sale (Details)
Assets Held for Sale (Details) - USD ($) | Oct. 30, 2018 | May 02, 2018 | Mar. 30, 2018 | Feb. 12, 2018 | Feb. 09, 2018 | Jan. 25, 2018 | Jan. 19, 2018 | Oct. 30, 2017 | Jun. 30, 2019 | Mar. 01, 2019 | Sep. 30, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Assets held for sale | $ 2,086,000 | $ 1,391,000 | |||||||||
Discontinued Operations, Held-for-sale | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Assets held for sale | 2,086,000 | 1,391,000 | |||||||||
Discontinued Operations, Held-for-sale | Trailers | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Assets held for sale | 421,000 | 456,000 | |||||||||
Discontinued Operations, Held-for-sale | Frostproof Parcels | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Assets held for sale | 0 | 176,000 | |||||||||
Discontinued Operations, Held-for-sale | East Ranch | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Assets held for sale | 1,442,000 | 759,000 | |||||||||
Discontinued Operations, Held-for-sale | Twin Mills | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Assets held for sale | $ 223,000 | $ 0 | |||||||||
Discontinued Operations, Disposed of by Sale | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration for discontinued operation | $ 35,000 | ||||||||||
Discontinued Operations, Disposed of by Sale | Frostproof Parcels | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration for discontinued operation | $ 188,000,000 | ||||||||||
Gain (loss) on disposal of discontinued operation | $ 12,000,000 | ||||||||||
Discontinued Operations, Disposed of by Sale | Gal Hog | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration for discontinued operation | $ 7,300,000 | ||||||||||
Gain (loss) on disposal of discontinued operation | $ 6,709,000 | ||||||||||
Discontinued Operations, Disposed of by Sale | Winterhaven | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration for discontinued operation | $ 225,000 | ||||||||||
Gain (loss) on disposal of discontinued operation | $ (50,000) | ||||||||||
Discontinued Operations, Disposed of by Sale | Office Building | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration for discontinued operation | $ 5,300,000 | ||||||||||
Gain (loss) on disposal of discontinued operation | $ 1,751,000 | ||||||||||
Period of portion of lease back of office space | 5 years | ||||||||||
Chancey Bay | Discontinued Operations, Disposed of by Sale | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration for discontinued operation | $ 4,200,000 | ||||||||||
Gain (loss) on disposal of discontinued operation | (51,000) | ||||||||||
Disposal group, rent expense | $ 200,000 | ||||||||||
Nursery - Gainsville | Discontinued Operations, Disposed of by Sale | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration for discontinued operation | $ 6,500,000 | ||||||||||
Gain (loss) on disposal of discontinued operation | $ 111,000 | ||||||||||
Herd | Discontinued Operations, Disposed of by Sale | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration for discontinued operation | $ 7,800,000 | ||||||||||
Disposal group, rent expense | 100,000 | ||||||||||
Trailers | Discontinued Operations, Disposed of by Sale | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Consideration for discontinued operation | $ 500,000 | ||||||||||
Gain (loss) on disposal of discontinued operation | $ 125,000 | ||||||||||
Disposal group stated percentage | 5.00% | ||||||||||
Disposal group period for remaining amount to be paid | 3 years | ||||||||||
East Ranch | Discontinued Operations, Disposed of by Sale | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Disposal group, rent expense | $ 98,750 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) $ in Thousands | Mar. 15, 2018USD ($) | Jun. 30, 2019USD ($)aproperty | Jun. 30, 2019USD ($)aproperty | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)aproperty | Jun. 30, 2018USD ($) | Apr. 30, 2019USD ($) | Mar. 01, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 29, 2018USD ($) |
Property, Plant and Equipment [Line Items] | ||||||||||
Property and equipment, net | $ 343,604 | $ 343,604 | $ 343,604 | $ 340,403 | ||||||
Gain on sale of investment in real estate | 114 | $ 7,248 | 137 | $ 9,083 | ||||||
Citrus trees | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Property and equipment, gross | 276,045 | 276,045 | 276,045 | 264,714 | ||||||
Equipment and other facilities | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Property and equipment, gross | 54,645 | 54,645 | 54,645 | 53,544 | ||||||
Buildings and improvements | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Property and equipment, gross | 8,195 | 8,195 | 8,195 | 8,052 | ||||||
Depreciable properties | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Property and equipment, gross | 338,885 | 338,885 | 338,885 | 326,310 | ||||||
Less: accumulated depreciation and depletion | (101,204) | (101,204) | (101,204) | (91,858) | ||||||
Property and equipment, net | 237,681 | 237,681 | 237,681 | 234,452 | ||||||
Land and land improvements | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Property and equipment, net | $ 105,923 | $ 105,923 | $ 105,923 | $ 105,951 | ||||||
Citrus Blocks | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Acres of land purchased | a | 203 | 203 | 203 | |||||||
Gain on sale of investment in real estate | $ 100 | $ 1,950 | ||||||||
Amount of collateral and release substituted | $ 1,800 | |||||||||
Number of additional purchases | property | 2 | 2 | 2 | |||||||
Discontinued Operations, Disposed of by Sale | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Consideration for discontinued operation | $ 35 | |||||||||
Discontinued Operations, Disposed of by Sale | Island Pond | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Consideration for discontinued operation | $ 7,900 | |||||||||
Discontinued Operations, Disposed of by Sale | Ranch One Grove | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Consideration for discontinued operation | $ 586 | |||||||||
Loss on disposal of discontinued operation | $ 87 | |||||||||
Restricted Cash | Discontinued Operations, Disposed of by Sale | Island Pond | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Consideration for discontinued operation | $ 7,000 |
Long-Term Debt and Lines of C_3
Long-Term Debt and Lines of Credit - Schedule of Long-term Debt, Net of Current Portion (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Debt Instrument [Line Items] | ||
Total future maturities | $ 166,180 | $ 174,349 |
Deferred Financing Costs, Net | 1,416 | 1,563 |
Less current portion | 5,325 | 5,275 |
Long-term debt | 160,855 | 169,074 |
Met Fixed-Rate Term Loans | ||
Debt Instrument [Line Items] | ||
Total future maturities | 91,250 | 95,938 |
Deferred Financing Costs, Net | 752 | 836 |
Met Variable-Rate Term Loans | ||
Debt Instrument [Line Items] | ||
Total future maturities | 44,563 | 46,719 |
Deferred Financing Costs, Net | 346 | 385 |
Met Citree Term Loan | ||
Debt Instrument [Line Items] | ||
Total future maturities | 4,800 | 4,925 |
Deferred Financing Costs, Net | 41 | 44 |
Pru Loans A & B | ||
Debt Instrument [Line Items] | ||
Total future maturities | 16,547 | 17,417 |
Deferred Financing Costs, Net | 228 | 241 |
Pru Loan E | ||
Debt Instrument [Line Items] | ||
Total future maturities | 4,510 | 4,675 |
Deferred Financing Costs, Net | 11 | 17 |
Pru Loan F | ||
Debt Instrument [Line Items] | ||
Total future maturities | 4,510 | 4,675 |
Deferred Financing Costs, Net | $ 38 | $ 40 |
Long-Term Debt and Lines of C_4
Long-Term Debt and Lines of Credit - Schedule of Lines of Credit (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2014 |
Line of Credit Facility [Line Items] | |||
Deferred Financing Costs, Net | $ 1,416 | $ 1,563 | |
RLOC | |||
Line of Credit Facility [Line Items] | |||
Deferred Financing Costs, Net | 1,119 | 1,357 | $ 339 |
Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Principal | 0 | 2,685 | |
Deferred Financing Costs, Net | 21 | 136 | |
Line of Credit | RLOC | |||
Line of Credit Facility [Line Items] | |||
Principal | 0 | 0 | |
Deferred Financing Costs, Net | 21 | 58 | |
Line of Credit | WCLC | |||
Line of Credit Facility [Line Items] | |||
Principal | 0 | 2,685 | |
Deferred Financing Costs, Net | $ 0 | $ 78 |
Long-Term Debt and Lines of C_5
Long-Term Debt and Lines of Credit - Schedule of Future Maturities of Debt and Lines of Credit (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Debt Disclosure [Abstract] | |
Due within one year | $ 5,325 |
Due between one and two years | 10,975 |
Due between two and three years | 10,975 |
Due between three and four years | 14,605 |
Due between four and five years | 10,755 |
Due beyond five years | 113,545 |
Total future maturities | $ 166,180 |
Long-Term Debt and Lines of C_6
Long-Term Debt and Lines of Credit - Schedule of Interest Costs Expensed and Capitalized (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Debt Disclosure [Abstract] | ||||
Interest expense | $ 1,745 | $ 2,188 | $ 5,625 | $ 6,682 |
Interest capitalized | 269 | 166 | 714 | 447 |
Total | $ 2,014 | $ 2,354 | $ 6,339 | $ 7,129 |
Long-Term Debt and Lines of C_7
Long-Term Debt and Lines of Credit - Narrative (Details) | Apr. 27, 2016USD ($) | Sep. 17, 2015USD ($) | Sep. 04, 2014USD ($)aloan | Mar. 04, 2014USD ($) | Jun. 30, 2019USD ($)aloan | Jun. 30, 2018USD ($) | Sep. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 01, 2016USD ($) | Feb. 15, 2015USD ($) | Sep. 30, 2014USD ($) |
Debt Instrument [Line Items] | |||||||||||
Interest rate term loans | $ 166,180,000 | $ 174,349,000 | |||||||||
Debt issuance cost, net | $ 1,416,000 | $ 1,563,000 | |||||||||
Minimum debt service coverage ratio | 1.10 | ||||||||||
Tangible net worth | $ 160,000,000 | ||||||||||
Percentage of consolidated net income | 10.00% | ||||||||||
Annual increase of tangible net worth | $ 163,581,000 | ||||||||||
Minimum current ratio | 1.50 | ||||||||||
Debt to total assets ratio | 0.625 | ||||||||||
Limit on capital expenditures | $ 30,000,000 | ||||||||||
Borrowings on revolving lines of credit | 83,438,000 | $ 21,424,000 | |||||||||
Met Fixed-Rate Term Loans | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate term loans | 91,250,000 | 95,938,000 | |||||||||
Quarterly principal payments | $ 2,281,250 | ||||||||||
Fixed interest rate (as a percentage) | 4.15% | ||||||||||
Prepayment amount of the fixed term loan (up to) | $ 8,750,000 | ||||||||||
Availability under line of credit | 5,625,000 | ||||||||||
Debt issuance cost, net | 752,000 | 836,000 | |||||||||
Met Variable-Rate Term Loans | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate term loans | $ 44,563,000 | $ 46,719,000 | |||||||||
LIBOR spread subject to adjustment period | 2 years | ||||||||||
Variable interest rate (as a percentage) | 4.23% | 3.99% | |||||||||
Debt issuance cost, net | $ 346,000 | $ 385,000 | |||||||||
Met Variable-Rate Term Loans | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
LIBOR spread | 1.65% | ||||||||||
Citrus Groves | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Area of land (in acres) | a | 38,200 | ||||||||||
Farm and Ranch Land | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Area of land (in acres) | a | 5,762 | ||||||||||
Revolving Credit Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt issuance cost, gross | $ 2,834,000 | ||||||||||
Debt issuance cost, net | $ 1,119,000 | $ 1,357,000 | $ 339,000 | ||||||||
Revolving Credit Facility | Met Fixed-Rate Term Loans | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate term loans | 125,000,000 | ||||||||||
Revolving Credit Facility | Met Variable-Rate Term Loans | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate term loans | 57,500,000 | ||||||||||
RLOC | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Revolving line of credit | 25,000,000 | ||||||||||
Availability under line of credit | $ 25,000,000 | ||||||||||
Annual commitment fee (as a percent) | 0.25% | ||||||||||
RLOC | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
LIBOR spread | 1.65% | ||||||||||
WCLC | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Revolving line of credit | $ 70,000,000 | ||||||||||
Variable interest rate (as a percentage) | 4.19% | 3.85% | |||||||||
Availability under line of credit | $ 69,540,000 | $ 57,015,000 | |||||||||
WCLC | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Annual commitment fee (as a percent) | 0.30% | ||||||||||
WCLC | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Annual commitment fee (as a percent) | 0.20% | ||||||||||
WCLC | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
LIBOR spread | 1.75% | ||||||||||
WCLC | LIBOR | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
LIBOR spread | 2.50% | ||||||||||
WCLC | LIBOR | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
LIBOR spread | 1.75% | ||||||||||
Letter of Credit | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt issuance cost, gross | $ 123,000 | ||||||||||
Letter of Credit | WCLC | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Revolving line of credit | $ 20,000,000 | ||||||||||
Outstanding balance | 0 | ||||||||||
Outstanding letters of credit | 460,000 | ||||||||||
Citree | Metlife Term Loan | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Revolving line of credit | $ 5,000,000 | ||||||||||
Interest rate | 5.28% | 5.30% | 5.28% | ||||||||
Borrowings on revolving lines of credit | $ 2,500,000 | $ 2,000,000 | $ 500,000 | ||||||||
Silver Nip Citrus | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of fixed rate term loans | loan | 2 | ||||||||||
Silver Nip Citrus | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Covenant ratio | 1.50 | ||||||||||
Silver Nip Citrus | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Covenant ratio | 1 | ||||||||||
Silver Nip Citrus | Met Fixed-Rate Term Loans | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate term loans | $ 27,550,000 | ||||||||||
Quarterly principal payments | $ 290,000 | ||||||||||
Fixed interest rate (as a percentage) | 5.35% | ||||||||||
Prepayment amount of the fixed term loan (up to) | $ 5,000,000 | ||||||||||
Number of fixed rate term loans | loan | 2 | ||||||||||
Amount of prepayment | $ 4,453,000 | $ 750,000 | |||||||||
Amount of prepayment in excess of total without penalty | $ 203,000 | ||||||||||
Premium payment of penalty | $ 22,000 | ||||||||||
Silver Nip Citrus | Fixed Rate Term Loan1 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Fixed interest rate (as a percentage) | 3.85% | ||||||||||
Silver Nip Citrus | Fixed Rate Term Loan 2 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Fixed interest rate (as a percentage) | 3.45% | ||||||||||
Silver Nip Citrus | Loans Payable | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Limited guaranty and security agreement | $ 8,000,000 | ||||||||||
Citrus Grove | Silver Nip Citrus | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Area of land owned (in acres) | a | 1,500 | ||||||||||
Prudential | Silver Nip Citrus | Met Fixed-Rate Term Loans | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate term loans | $ 5,500,000 | ||||||||||
Quarterly principal payments | $ 55,000 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Payables and Accruals [Abstract] | ||
Ad valorem taxes | $ 1,418 | $ 2,196 |
Accrued interest | 1,157 | 1,191 |
Accrued employee wages and benefits | 1,682 | 3,115 |
Inventory received but not invoiced | 19 | 726 |
Accrued dividends | 448 | 492 |
Consulting and separation charges | 400 | 0 |
Accrued insurance | 231 | 223 |
Current portion of deferred retirement obligations | 357 | 345 |
Accrued tender offer consulting charges | 0 | 274 |
Other accrued liabilities | 385 | 664 |
Total accrued liabilities | $ 6,097 | $ 9,226 |
Deferred Gain on Sale (Details)
Deferred Gain on Sale (Details) a in Thousands, $ in Thousands | Oct. 01, 2018USD ($) | Nov. 21, 2014USD ($)a | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Mar. 01, 2019USD ($) | Sep. 30, 2018USD ($) |
Business Acquisition [Line Items] | |||||||||||
Deferred gain on sale | $ 0 | $ 0 | $ 24,928 | ||||||||
Gain on sale of investment in real estate | 114 | $ 7,248 | 137 | $ 9,083 | |||||||
Change in fair value of derivatives | $ 0 | $ 0 | (989) | $ 0 | |||||||
Hendry County Florida | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Post-closing adjustment period | 10 years | ||||||||||
Aggregate amount of payments made due to post closing agreement | $ 6,518 | ||||||||||
Amount to be deposited into escrow | $ 11,300 | ||||||||||
Discontinued Operations, Disposed of by Sale | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Consideration for discontinued operation | $ 35 | ||||||||||
Discontinued Operations, Disposed of by Sale | Hendry County Florida | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acres of land | a | 36 | ||||||||||
Consideration for discontinued operation | $ 97,900 | ||||||||||
Post-closing adjustment period | 10 years | ||||||||||
Realized gain on disposal | $ 42,753 | ||||||||||
Deferred gain on sale | 29,140 | ||||||||||
Gain on sale of investment in real estate | $ 13,613 | ||||||||||
ASC 610-20 | Discontinued Operations, Disposed of by Sale | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Net adjustment to retained earnings | $ 14,601 | $ 3,704 | |||||||||
Derivative asset | 3,553 | ||||||||||
Other current liabilities | $ 13,864 | ||||||||||
Change in fair value of derivatives | $ (956) | $ (33) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | Oct. 01, 2018 | Mar. 31, 2019 | Jun. 30, 2019 | Sep. 30, 2018 |
Income Tax Contingency [Line Items] | ||||
Federal statutory tax rate, percent | 24.50% | |||
Tax benefit related to TCJA | $ 10,000 | |||
Deferred gain on sale | $ 3,704 | |||
Discontinued Operations, Disposed of by Sale | ASC 610-20 | ||||
Income Tax Contingency [Line Items] | ||||
Net adjustment to retained earnings | $ 14,601 | $ 3,704 |
Earnings Per Common Share (Deta
Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Earnings Per Share [Abstract] | ||||
Net income attributable to Alico, Inc. common stockholders | $ 16,244 | $ 9,100 | $ 21,324 | $ 12,332 |
Weighted average number of common shares outstanding - basic (in shares) | 7,470,000 | 8,228,000 | 7,470,000 | 8,243,000 |
Dilutive effect of equity-based awards (in shares) | 1,000 | 96,000 | 24,000 | 71,000 |
Weighted average number of common shares outstanding - diluted (in shares) | 7,471,000 | 8,324,000 | 7,494,000 | 8,314,000 |
Net income per common shares attributable to Alico, Inc. common stockholders: | ||||
Basic (in dollars per share) | $ 2.17 | $ 1.11 | $ 2.85 | $ 1.50 |
Diluted (in dollars per share) | $ 2.17 | $ 1.09 | $ 2.85 | $ 1.48 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0 | ||
Officer | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 227,500 | |||
Forfeited in period (in shares) | 832,500 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2018 | |
Revenues: | |||||
Total operating revenues | $ 57,565 | $ 26,517 | $ 120,865 | $ 79,650 | |
Operating expenses: | |||||
Total operating expenses | 31,561 | 14,603 | 75,365 | 59,321 | |
Gross profit (loss): | |||||
Gross profit | 26,004 | 11,914 | 45,500 | 20,329 | |
Depreciation, depletion and amortization: | |||||
Total depreciation, depletion and amortization | 3,490 | 3,405 | 10,441 | 10,327 | |
Assets: | |||||
Total Assets | 399,519 | 399,519 | $ 423,422 | ||
Alico Citrus | |||||
Revenues: | |||||
Total operating revenues | 56,819 | 25,711 | 118,539 | 77,499 | |
Operating expenses: | |||||
Total operating expenses | 31,141 | 13,697 | 73,597 | 56,102 | |
Gross profit (loss): | |||||
Gross profit | 25,678 | 12,014 | 44,942 | 21,397 | |
Water Resources and Other Operations | |||||
Revenues: | |||||
Total operating revenues | 746 | 806 | 2,326 | 2,151 | |
Operating expenses: | |||||
Total operating expenses | 420 | 906 | 1,768 | 3,219 | |
Gross profit (loss): | |||||
Gross profit | 326 | (100) | 558 | (1,068) | |
Operating Segments | Alico Citrus | |||||
Depreciation, depletion and amortization: | |||||
Total depreciation, depletion and amortization | 3,445 | 3,342 | 10,309 | 10,106 | |
Assets: | |||||
Total Assets | 381,298 | 381,298 | 405,752 | ||
Operating Segments | Water Resources and Other Operations | |||||
Depreciation, depletion and amortization: | |||||
Total depreciation, depletion and amortization | 27 | 44 | 82 | 161 | |
Assets: | |||||
Total Assets | 16,691 | 16,691 | 15,904 | ||
Segment Reconciling Items | |||||
Depreciation, depletion and amortization: | |||||
Total depreciation, depletion and amortization | 18 | $ 19 | 50 | $ 60 | |
Corporate | |||||
Assets: | |||||
Total Assets | $ 1,530 | $ 1,530 | $ 1,766 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) | Oct. 25, 2018$ / sharesshares | Oct. 03, 2018USD ($)$ / sharesshares | Sep. 07, 2018$ / sharesshares | Sep. 05, 2018shares | Apr. 27, 2018USD ($) | Apr. 16, 2018USD ($) | Dec. 31, 2016$ / sharesshares | Nov. 30, 2017$ / sharesshares | Jun. 30, 2019USD ($)$ / sharesshares | Mar. 31, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2018USD ($) | Sep. 30, 2018USD ($)$ / shares | Sep. 30, 2016$ / shares | Sep. 30, 2015executive$ / sharesshares | Sep. 30, 2017shares | May 31, 2017shares | Mar. 31, 2017shares |
Class of Stock [Line Items] | |||||||||||||||||||
Shares issued (in dollars per share) | $ 34 | ||||||||||||||||||
Shares of common stock authorized to be repurchased (up to) (in shares) | shares | 7,000,000 | 2,000,000 | 5,000,000 | ||||||||||||||||
Shares issued (in shares) | shares | 752,234 | ||||||||||||||||||
Cost of shares | $ | $ 25,575,956 | ||||||||||||||||||
Cash capital contribution required, due to catastrophe | $ | $ 2,041,000 | ||||||||||||||||||
Capital contribution received from parent | $ | $ 1,041,000 | ||||||||||||||||||
Capital contribution received from noncontrolling interest | $ | $ 1,000,000 | $ 0 | $ 1,000,000 | ||||||||||||||||
Corporate, General and Administrative Expense | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock-based compensation expense | $ | $ 200,000 | $ 238,000 | 676,000 | 621,000 | |||||||||||||||
Restricted Stock | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock-based compensation expense | $ | 25,000 | 37,000 | 77,000 | 100,000 | |||||||||||||||
Restricted shares awarded (in shares) | shares | 5,000 | 12,500 | |||||||||||||||||
Number of senior executives | executive | 2 | ||||||||||||||||||
Weighted average fair value (in dollars per share) | $ 31.95 | $ 49.49 | |||||||||||||||||
Award vesting period | 3 years | ||||||||||||||||||
Unrecognized expense | $ | 95,000 | 95,000 | $ 172,000 | ||||||||||||||||
Employee Stock Option | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock-based compensation expense | $ | 89,000 | $ 205,000 | 607,000 | $ 616,000 | |||||||||||||||
Unrecognized expense | $ | 569,000 | 569,000 | $ 2,842,000 | ||||||||||||||||
Stock option credit | $ | $ 0 | $ 823,000 | |||||||||||||||||
Weighted average remaining contractual term | 1 year 5 months 19 days | ||||||||||||||||||
Minimum | Restricted Stock | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Award vesting period | 3 years | ||||||||||||||||||
Maximum | Restricted Stock | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Award vesting period | 5 years | ||||||||||||||||||
2019 Option Grants | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Shares issued (in dollars per share) | $ 33.34 | ||||||||||||||||||
Period following an executive's termination of employment for a number of reasons | 18 months | ||||||||||||||||||
Period following an executive's termination of employment without cause | 12 months | ||||||||||||||||||
Share price (in dollars per share) | $ 30.34 | $ 30.34 | |||||||||||||||||
2019 Option Grants | Mr. Kiernan | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Options granted in period (in shares) | shares | 10,000 | ||||||||||||||||||
2019 Option Grants | Tranche One | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Number of awards vesting (in shares) | shares | 3,333 | ||||||||||||||||||
Period of consecutive trading days | 20 days | ||||||||||||||||||
Amount per share (in dollars per share) | $ 40 | ||||||||||||||||||
2019 Option Grants | Tranche Two | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Number of awards vesting (in shares) | shares | 3,333 | ||||||||||||||||||
Period of consecutive trading days | 20 days | ||||||||||||||||||
Amount per share (in dollars per share) | $ 45 | ||||||||||||||||||
2019 Option Grants | Tranche Three | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Number of awards vesting (in shares) | shares | 3,334 | ||||||||||||||||||
Period of consecutive trading days | 20 days | ||||||||||||||||||
Amount per share (in dollars per share) | $ 50 | ||||||||||||||||||
2019 Option Grants | Employee Stock Option | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Grants in period, weighted average (in dollars per share) | 7.10 | ||||||||||||||||||
2019 Option Grants | Maximum | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Share price (in dollars per share) | 40 | 40 | |||||||||||||||||
2018 Option Grants | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock-based compensation expense | $ | $ (823,000) | ||||||||||||||||||
Shares issued (in dollars per share) | $ 33.60 | ||||||||||||||||||
Period following an executive's termination of employment for a number of reasons | 18 months | ||||||||||||||||||
Period following an executive's termination of employment without cause | 12 months | ||||||||||||||||||
Share price (in dollars per share) | 30.34 | $ 30.34 | |||||||||||||||||
2018 Option Grants | Mr. Kiernan | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Options granted in period (in shares) | shares | 90,000 | ||||||||||||||||||
2018 Option Grants | Remy W. Trafelet | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Options granted in period (in shares) | shares | 210,000 | ||||||||||||||||||
2018 Option Grants | Tranche One | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Period of consecutive trading days | 20 years | ||||||||||||||||||
Amount per share (in dollars per share) | $ 35 | ||||||||||||||||||
Percentage of options | 25.00% | ||||||||||||||||||
2018 Option Grants | Tranche One | Henry R. Slack | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Period of consecutive trading days | 20 days | ||||||||||||||||||
Amount per share (in dollars per share) | $ 35 | ||||||||||||||||||
Number of shares expected to vest (in shares) | shares | 26,250 | ||||||||||||||||||
2018 Option Grants | Tranche Two | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Period of consecutive trading days | 20 years | ||||||||||||||||||
Amount per share (in dollars per share) | $ 40 | ||||||||||||||||||
Percentage of options | 25.00% | ||||||||||||||||||
2018 Option Grants | Tranche Two | Henry R. Slack | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Period of consecutive trading days | 20 days | ||||||||||||||||||
Amount per share (in dollars per share) | $ 40 | ||||||||||||||||||
Number of shares expected to vest (in shares) | shares | 26,250 | ||||||||||||||||||
2018 Option Grants | Tranche Three | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Period of consecutive trading days | 20 years | ||||||||||||||||||
Amount per share (in dollars per share) | $ 45 | ||||||||||||||||||
Percentage of options | 25.00% | ||||||||||||||||||
2018 Option Grants | Tranche Four | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Period of consecutive trading days | 20 years | ||||||||||||||||||
Amount per share (in dollars per share) | $ 50 | ||||||||||||||||||
Percentage of options | 25.00% | ||||||||||||||||||
2018 Option Grants | Employee Stock Option | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Grants in period, weighted average (in dollars per share) | $ 7.40 | ||||||||||||||||||
2018 Option Grants | Maximum | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Share price (in dollars per share) | 35 | $ 35 | |||||||||||||||||
2016 Option Grants | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Shares issued (in dollars per share) | $ 27.15 | ||||||||||||||||||
Period of consecutive trading days | 20 days | ||||||||||||||||||
Period following an executive's termination of employment for a number of reasons | 18 months | ||||||||||||||||||
Share price (in dollars per share) | 30.34 | 30.34 | |||||||||||||||||
2016 Option Grants | Remy W. Trafelet | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Options granted in period (in shares) | shares | 300,000 | ||||||||||||||||||
2016 Option Grants | Henry R. Slack | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Unrecognized expense | $ | $ 783,000 | ||||||||||||||||||
Options granted in period (in shares) | shares | 225,000 | ||||||||||||||||||
Shares forfeited (in shares) | shares | 187,500 | ||||||||||||||||||
2016 Option Grants | George R. Brokaw | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Options granted in period (in shares) | shares | 225,000 | ||||||||||||||||||
Shares forfeited (in shares) | shares | 187,500 | ||||||||||||||||||
2016 Option Grants | Tranche One | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Amount per share (in dollars per share) | $ 60 | ||||||||||||||||||
Percentage of options | 25.00% | ||||||||||||||||||
2016 Option Grants | Tranche Two | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Amount per share (in dollars per share) | $ 75 | ||||||||||||||||||
Percentage of options | 25.00% | ||||||||||||||||||
2016 Option Grants | Tranche Three | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Amount per share (in dollars per share) | $ 90 | ||||||||||||||||||
Percentage of options | 25.00% | ||||||||||||||||||
2016 Option Grants | Tranche Four | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Amount per share (in dollars per share) | $ 105 | ||||||||||||||||||
Percentage of options | 25.00% | ||||||||||||||||||
2016 Option Grants | Employee Stock Option | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Grants in period, weighted average (in dollars per share) | $ 3.53 | ||||||||||||||||||
2016 Option Grants | Maximum | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Share price (in dollars per share) | $ 60 | 60 | |||||||||||||||||
2019 Modified Option Grants | Employee Stock Option | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Grants in period, weighted average (in dollars per share) | $ 1.40 | ||||||||||||||||||
2015 Option Grants | Employee Stock Option | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common shares available (in shares) | shares | 1,005,000 | 1,005,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Stock Options Using Valuation Assumptions (Details) - Employee Stock Option | 9 Months Ended |
Jun. 30, 2019 | |
2019 Modified Option Grants | |
Class of Stock [Line Items] | |
Expected Volatility | 25.00% |
Expected Term (in years) | 1 year 6 months |
Risk Free Rate | 2.52% |
2019 Option Grants | |
Class of Stock [Line Items] | |
Expected Volatility | 30.00% |
Expected Term (in years) | 4 years 1 month 2 days |
Risk Free Rate | 2.95% |
2018 Option Grants | |
Class of Stock [Line Items] | |
Expected Volatility | 30.00% |
Expected Term (in years) | 3 years 3 months 25 days |
Risk Free Rate | 2.80% |
2016 Option Grants | |
Class of Stock [Line Items] | |
Expected Volatility | 32.20% |
Risk Free Rate | 2.45% |
2016 Option Grants | Minimum | |
Class of Stock [Line Items] | |
Expected Term (in years) | 2 years 7 months |
2016 Option Grants | Maximum | |
Class of Stock [Line Items] | |
Expected Term (in years) | 4 years |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Treasury Stock Purchases and Issuance (Details) - USD ($) | Oct. 03, 2018 | Jun. 30, 2019 |
Shares | ||
Beginning Balance (in shares) | 216,188 | |
Ending Balance (in shares) | 946,114 | |
Cost | ||
Beginning Balance | $ 7,536,000 | |
Purchased | $ 25,575,956 | |
Ending Balance | $ 32,205,000 | |
Treasury Stock | ||
Shares | ||
Beginning Balance (in shares) | 216,188 | |
Purchased (in shares) | 752,234 | |
Ending Balance (in shares) | 946,114 | |
Cost | ||
Beginning Balance | $ 7,536,000 | |
Purchased | 25,576,000 | |
Ending Balance | $ 32,205,000 | |
Treasury Stock | Issued to employees and directors | ||
Shares | ||
Issued to employees and directors (in shares) | (22,308) | |
Cost | ||
Issued to employees and directors | $ (907,000) |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | Feb. 11, 2019 | Mar. 31, 2019 | Jun. 30, 2019 | Sep. 30, 2018 |
Loss Contingencies [Line Items] | ||||
Outstanding purchase commitments | $ 2,421 | |||
Alico Settlement Agreement | ||||
Loss Contingencies [Line Items] | ||||
Gain contingency, annual consulting fee, term (up to) | 24 months | |||
Gain contingency, annual consulting fee | $ 400 | |||
Amount of expense recorded | $ 800 | |||
Financial Standby Letter of Credit | ||||
Loss Contingencies [Line Items] | ||||
Outstanding standby letters of credit | $ 460 | $ 10,300 | ||
Letters of credit terminated | $ 9,800 |
Related Party Transaction - Cla
Related Party Transaction - Clayton G. Wilson (Details) - Clayton G. Wilson - USD ($) | 9 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jul. 31, 2017 | Jul. 01, 2017 | |
Related Party Transaction [Line Items] | ||||
Payments for services and covenants | $ 750,000 | |||
Lump sum payments | 200,000 | $ 275,000 | $ 275,000 | |
Expense under consulting and non-compete agreement | $ 0 | $ 187,500 |
Related Party Transactions - Re
Related Party Transactions - Remy Trafelet (Details) - Remy W. Trafelet - USD ($) | Feb. 11, 2019 | Jun. 30, 2019 |
Related Party Transaction [Line Items] | ||
Period of consulting services provided (up to) | 24 months | |
Payments for services and covenants | $ 400,000 | $ 154,000 |
Related Party Transactions - Sh
Related Party Transactions - Shared Services Agreement (Details) - TBCO - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Related Party Transaction [Line Items] | ||||
Payments for services and covenants | $ 618,000 | |||
Expense under shared services agreement | $ 0 | $ 149,000 | $ 147,000 | $ 443,000 |
Subsequent Event (Details)
Subsequent Event (Details) $ in Thousands | Jul. 31, 2019USD ($) |
Florida | Subsequent Event | |
Subsequent Event [Line Items] | |
Proceeds received from citrus recovery block grant | $ 5,775 |
Uncategorized Items - alco-6301
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 10,897,000 |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 10,897,000 |
Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 10,897,000 |