-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IPZF5l2w+hjaEPSLLZevSrDwFLuA1MSvuOG+zq7AKw/OoV5u7pP3ycdm+IE+AhEo BwvvE1oUEgVqoKRswl2U9A== 0001341004-07-002218.txt : 20070731 0001341004-07-002218.hdr.sgml : 20070731 20070731092147 ACCESSION NUMBER: 0001341004-07-002218 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20070731 DATE AS OF CHANGE: 20070731 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALICO INC CENTRAL INDEX KEY: 0000003545 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - CROPS [0100] IRS NUMBER: 590906081 STATE OF INCORPORATION: FL FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-10791 FILM NUMBER: 071011285 BUSINESS ADDRESS: STREET 1: PO BOX 338 STREET 2: 640 SOUTH MAIN STREET CITY: LA BELLE STATE: FL ZIP: 33935 BUSINESS PHONE: 8136752966 MAIL ADDRESS: STREET 1: 640 SOUTH MAIN STREET STREET 2: P O BOX 338 CITY: LA BELLE STATE: FL ZIP: 33935 FORMER COMPANY: FORMER CONFORMED NAME: ALICO LAND DEVELOPMENT CO DATE OF NAME CHANGE: 19740219 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ATLANTIC BLUE TRUST INC CENTRAL INDEX KEY: 0001282360 IRS NUMBER: 571149984 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 122 EAST TILLMAN AVENUE CITY: LAKE WALES STATE: FL ZIP: 33853 BUSINESS PHONE: 8636799595 SC 13D/A 1 atlanticblue_13da.htm ATLANTIC BLUE - ALICO 13D/A

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

(Rule 13d-101)

 

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2(a)

(Amendment No. 9)1

 

ALICO, INC.

 

(Name of Issuer)

 

 

 

 

Common Stock, par value $1.00 per share

 

(Title of Class of Securities)

 

 

 

 

016230 10-4

 

(CUSIP Number)

 

 

 

 

JD Alexander

Atlantic Blue Group, Inc.

122 East Tillman Avenue

Lake Wales, Florida 33853

Telephone: (863) 679-9595

(Name, Address and Telephone Number of Person Authorized

to Receive Notices and Communications)

 

 

 

Copy to:

Charles W. Mulaney, Jr., Esq.

Skadden, Arps, Slate, Meagher & Flom LLP

333 West Wacker Drive

Chicago, Illinois 60606

Telephone: (312) 407-0700

 

July 27, 2007


(Date of Event Which Requires Filing of This Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ]

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are sent.

 

(Continued on following pages)

(Page 1 of 5 Pages)

______________

 

1The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


 

 

 

CUSIP No. 016230 10-4

 

13D

 

Page 2 of 5 Pages

 

 

1

 

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

ATLANTIC BLUE GROUP, INC. (I.R.S. IDENTIFICATION NO. 57-1149984)

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(a) x

(b) o

 

3

 

SEC USE ONLY

 

 

4

 

SOURCE OF FUNDS

OO, BK, WC

 

5

 

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS o

REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

 

6

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

FL

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

7

 

SOLE VOTING POWER

0

 

8

 

SHARED VOTING POWER

3,725,457 (See Item 5)

 

9

 

SOLE DISPOSITIVE POWER

0

 

10

 

SHARED DISPOSITIVE POWER

3,725,457 (See Item 5)

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,725,457 (See Item 5)

 

12

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o

 

 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

50.6% (See Item 5)

 

14

 

TYPE OF REPORTING PERSON

CO

 

 


 

 

CUSIP No. 016230 10-4

13D

Page 3 of 5 Pages

 

 

 

1

 

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

ALICO HOLDING, LLC (I.R.S. IDENTIFICATION NO. 47-0906752)

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(a)x

(b) o

 

3

 

SEC USE ONLY

 

 

4

 

SOURCE OF FUNDS

OO, BK, WC

 

5

 

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS        o

REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

 

6

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

NV

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

7

 

SOLE VOTING POWER

0

 

8

 

SHARED VOTING POWER

3,725,457 (See Item 5)

 

9

 

SOLE DISPOSITIVE POWER

0

 

10

 

SHARED DISPOSITIVE POWER

3,725,457 (See Item 5)

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,725,457 (See Item 5)

 

12

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o

 

 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

50.6% (See Item 5)

 

14

TYPE OF REPORTING PERSON

OO

 

 


 

 

CUSIP No. 016230 10-4

 

13D

 

Page 4 of 5 Pages

 

This Amendment No. 9 (this "Amendment No. 9") amends and supplements the Schedule 13D originally filed with the Securities and Exchange Commission on March 2, 2004, by Atlantic Blue Group, Inc., f/k/a Atlantic Blue Trust, Inc., a Florida corporation ("Atlanticblue"), and Alico Holding, LLC, a Nevada limited liability company, as such original filing was amended and supplemented by Amendment No. 1, filed on August 26, 2004, Amendment No. 2, filed on October 15, 2004, Amendment No. 3, filed on December 22, 2004, Amendment No. 4, filed on February 3, 2005, Amendment No. 5, filed on March 22, 2005, Amendment No. 6 filed on May 4, 2006, Amendment No. 7 filed on May 18, 2006 and Amendment No. 8 filed on October 5, 2006 (as amended, the "Schedule 13D"). Except as indicated in this Amendment No. 9, all other information set forth in the Schedule 13D remains unchanged and capitalized terms used herein which are not defined herein have the meanings set forth in the Schedule 13D.

 

Item 2. Identity and Background

 

Atlantic Blue Trust, Inc. has changed its name to Atlantic Blue Group, Inc. Accordingly, Item 2 is hereby amended to reflect the name change. Each reference to "ABT" in the Schedule 13D shall be to Atlantic Blue Group, Inc.

 

Item 4. Item 4. Purpose of Transaction

 

On July 27, 2007, Atlanticblue requested that the Board of Directors of the Issuer nominate JD Alexander, President and Chief Executive Officer of Atlanticblue, for election as a director of the Issuer at the Issuer's 2007 annual meeting of shareholders. In making such request, Atlanticblue did not request that size of the Issuer's Board of Directors be increased or that the number of directors on the Issuer's Board of Directors who are also directors or shareholders (or spouses of shareholders) of Atlanticblue (currently 4) be increased.

 

Item 5. Interest in Securities of the Issuer

 

The information with respect to the beneficial ownership of Common Stock by the Reporting Person set forth in subsection (a) Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:

 

(a) According to the Issuer's quarterly report on Form 10-Q for the quarterly period ended May 31, 2007, as filed with the Securities and Exchange Commission on July 16, 2007, there were 7,364,084 shares of Common Stock issued and outstanding as of June 2, 2007. The Reporting Persons beneficially own, directly or indirectly, an aggregate of 3,725,457 shares of Common Stock (representing approximately 50.6% of the outstanding shares of Common Stock), all of which are directly owned by Holding.

 

 


 

Page 5 of 5 Pages

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: July 31, 2007

 

 

 

ATLANTIC BLUE GROUP, INC.

 

 

 

 

 

 

 

By:

/s/ JD Alexander

 

 

Name:

JD Alexander

 

 

Title:

President and Chief Executive Officer

 

 

 

 

 

 

 

 

ALICO HOLDING, LLC

 

 

 

 

 

 

 

By:

/s/ JD Alexander

 

 

Name:

JD Alexander

 

 

Title:

Manager

 

 

 

 

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