10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

þ	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the Quarterly Period Ended June 30, 2024
	or
o	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period

from____________________ to _________________________

Commission File Number: 0-261

ALICO, INC.

(Exact name of registrant as specified in its charter)

Florida			59-0906081
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
10070 Daniels Interstate Court
Suite 200	Fort Myers	FL	33913
(Address of principal executive offices)			(Zip Code)

(239) 226-2000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	ALCO	Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. þYes o No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). þYes o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:

Large Accelerated Filer	o	Accelerated Filer	þ
Non-accelerated filer	o	Smaller Reporting Company	þ
Emerging Growth Company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

There were 7,628,739 shares of common stock outstanding at August 2, 2024.

ALICO, INC.

FORM 10-Q

For the three and nine months ended June 30, 2024 and 2023

Table of Contents

Part I - FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements	1
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3. Quantitative and Qualitative Disclosures About Market Risk	29
Item 4. Controls and Procedures	29
Part II - OTHER INFORMATION
Item 1. Legal Proceedings	30
Item 1A. Risk Factors	30
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 3. Defaults Upon Senior Securities	30
Item 4. Mine Safety Disclosure	30
Item 5. Other Information	30
Item 6. Exhibits	31
Signatures	33

PART I

Item 1. Condensed Consolidated Financial Statements

Index to Condensed Consolidated Financial Statements

Condensed Consolidated Balance Sheets as of June 30, 2024 (Unaudited) and September 30, 2023	1
Condensed Consolidated Statements of Operations for the three and nine months ended June 30, 2024 and 2023 (Unaudited)	2
Condensed Consolidated Statements of Changes in Equity for the three and nine months ended June 30, 2024 and 2023 (Unaudited)	3
Condensed Consolidated Statements of Cash Flows for the nine months ended June 30, 2024 and 2023 (Unaudited)	5
Notes to Condensed Consolidated Financial Statements (Unaudited)	6

Cautionary Note Regarding Forward-Looking Information

This Quarterly Report on Form 10-Q (the “Quarterly Report”) contains certain forward-looking statements. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical fact contained in this Quarterly Report are forward-looking statements, including without limitation, statements regarding future actions, business plans and prospects, prospective products, trends, future performance or results of current and anticipated products, sales efforts, expenses, interest rates, the outcome of contingencies, plans relating to dividends, government regulations, the adequacy of our liquidity to meet our needs for the foreseeable future, expectations regarding income taxes, our expectations regarding the continued impact of Hurricane Ian, and our expectations regarding market conditions. These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.

In some cases, you can identify forward-looking statements by terms such as such as “may,” “will,” “could,” “should,” “would,” “believes,” “expects,” “anticipates”, “estimates”, “projects,” “intends,” “plans” or the negative of these terms or other similar expressions. The forward-looking statements in this Quarterly Report are only predictions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our business, financial condition and results of operations. These forward-looking statements speak only as of the date of this Quarterly Report and are subject to a number of important factors that could cause actual results to differ materially from those in the forward-looking statements, including, but not limited to: adverse weather conditions, natural disasters and other natural conditions, including the effects of climate change and hurricanes and tropical storms, particularly because our citrus groves are geographically concentrated in Florida; damage and loss from disease including, but not limited to, citrus greening and citrus canker; any adverse event affecting our citrus business; our ability to effectively perform grove management services, or to effectively manage an expanded portfolio of groves; our dependency on our relationship with Tropicana and Tropicana’s relationship with certain third parties for a significant portion of our business; our ability to execute our strategic growth initiatives and whether they adequately address the challenges or opportunities we face; product contamination and product liability claims; water use regulations restricting our access to water; changes in immigration laws; harm to our reputation; tax risks associated with a Section 1031 Exchange; risks associated with the undertaking of one or more significant corporate transactions; the seasonality of our citrus business; fluctuations in our earnings due to market supply and prices and demand for our products; climate change, or legal, regulatory, or market measures to address climate change; Environmental, Social and Governance issues, including those related to climate change and sustainability; increases in labor, personnel and benefits costs; increases in commodity or raw product costs, such as fuel and chemical costs; transportation risks; any change or the classification or valuation methods employed by county property appraisers related to our real estate taxes; liability for the use of fertilizers, pesticides, herbicides and other potentially hazardous substances; compliance with applicable environmental laws; loss of key employees; material weaknesses and other control deficiencies relating to our internal control over financial reporting; macroeconomic conditions, such as rising inflation and the deadly conflicts in Ukraine and Israel; system security risks, data protection breaches, cyber-attacks and systems integration issues; our indebtedness and ability to generate sufficient cash flow to service our debt obligations; higher interest expenses as a result of variable rates of interest for our debt; our ability to continue to pay cash dividends; and the other factors described under the sections “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended September 30, 2023 filed with the Securities and Exchange Commission (the “SEC”) on December 6, 2023 (the “2023 Annual Report on Form 10-K”). Except as required by law, we do not undertake an obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments, or otherwise.

As used in this Quarterly Report, unless otherwise specified or the context otherwise requires, references to “we,” “us,” “our,” the “Company” and “Alico” refer to the operations of Alico, Inc. and its consolidated subsidiaries.

ALICO, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share amounts)

	June 30, 2024		September 30, 2023
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	9,106	$	1,062
Accounts receivable, net	4,512		712
Inventories	35,998		52,481
Income tax receivable	—		1,200
Assets held for sale	3,106		1,632
Prepaid expenses and other current assets	1,642		1,718
Total current assets	54,364		58,805
Restricted cash	—		2,630
Property and equipment, net	355,255		361,849
Goodwill	2,246		2,246
Other non-current assets	2,737		2,823
Total assets	$	414,602	$	428,353
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	6,632	$	6,311
Accrued liabilities	4,618		5,363
Current portion of long-term debt	1,410		2,566
Income tax payable	7,171		—
Other current liabilities	527		825
Total current liabilities	20,358		15,065
Long-term debt, net	82,642		101,410
Lines of credit	—		24,722
Deferred income tax liabilities, net	36,868		36,410
Other liabilities	442		369
Total liabilities	140,310		177,976
Commitments and Contingencies - Note 12.
Stockholders’ equity:
Preferred stock, no par value, 1,000,000 shares authorized; none issued	—		—
Common stock, $1.00 par value, 15,000,000 shares authorized; 8,416,145 shares issued and 7,624,185 and 7,610,551 shares outstanding at June 30, 2024 and September 30, 2023, respectively	8,416		8,416
Additional paid in capital	20,153		20,045
Treasury stock, at cost, 791,960 and 806,341 shares held at June 30, 2024 and September 30, 2023, respectively	(26,838)		(27,274)
Retained earnings	267,758		243,804
Total Alico stockholders’ equity	269,489		244,991
Noncontrolling interest	4,803		5,386
Total stockholders’ equity	274,292		250,377
Total liabilities and stockholders’ equity	$	414,602	$	428,353

    

See accompanying notes to the unaudited condensed consolidated financial statements.

1

ALICO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(in thousands, except per share amounts)

	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Operating revenues:
Alico Citrus	$	13,237	$	6,712	$	44,591	$	37,917
Land Management and Other Operations	373		572		1,117		1,249
Total operating revenues	13,610		7,284		45,708		39,166
Operating expenses:
Alico Citrus	17,813		(8,322)		82,062		33,493
Land Management and Other Operations	84		104		346		300
Total operating expenses	17,897		(8,218)		82,408		33,793
Gross (loss) profit	(4,287)		15,502		(36,700)		5,373
General and administrative expenses	2,441		2,930		8,034		8,106
(Loss) income from operations	(6,728)		12,572		(44,734)		(2,733)
Other expense, net:
Interest income	95		—		345		—
Interest expense	(628)		(1,196)		(2,896)		(3,618)
Gain on property and equipment	4,491		2,605		81,520		7,368
Other income, net	—		14		—		44
Total other expense, net	3,958		1,423		78,969		3,794
(Loss) income before income taxes	(2,770)		13,995		34,235		1,061
Income tax (benefit) provision	(861)		1,923		9,721		306
Net (loss) income	(1,909)		12,072		24,514		755
Net (loss) income attributable to noncontrolling interests	(135)		(240)		583		140
Net (loss) income attributable to Alico, Inc. common stockholders	$	(2,044)	$	11,832	$	25,097	$	895
Per share information attributable to Alico, Inc. common stockholders:
Earnings per common share:
Basic	$	(0.27)	$	1.56	$	3.29	$	0.12
Diluted	$	(0.27)	$	1.56	$	3.29	$	0.12
Weighted-average number of common shares outstanding:
Basic	7,624		7,605		7,620		7,599
Diluted	7,624		7,605		7,620		7,599
Cash dividends declared per common share	$	0.05	$	0.05	$	0.15	$	0.15

See accompanying notes to the unaudited condensed consolidated financial statements.

2

ALICO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)

(in thousands)

		For the Three Months Ended June 30, 2024
	Common stock			Additional Paid In Capital		Treasury Stock			Retained Earnings		Total Alico, Inc. Equity		Non- controlling Interest		Total Equity
	Shares	Amount				Shares	Amount
Balance at March 31, 2024	8,416	$	8,416	$	20,109	796	$	(26,969)	$	270,182	$	271,738	$	4,668	$	276,406
Net (loss) income	—	—		—		—	—		(2,044)		(2,044)		135		(1,909)
Dividends ($0.05/share)	—	—		—		—	—		(380)		(380)		—		(380)
Stock-based compensation	—	—		44		(4)	131		—		175		—		175
Balance at June 30, 2024	8,416	$	8,416	$	20,153	792	$	(26,838)	$	267,758	$	269,489	$	4,803	$	274,292

		For the Nine Months Ended June 30, 2024
	Common stock			Additional Paid In Capital		Treasury Stock			Retained Earnings		Total Alico, Inc. Equity		Non- controlling Interest		Total Equity
	Shares	Amount				Shares	Amount
Balance at September 30, 2023	8,416	$	8,416	$	20,045	806	$	(27,274)	$	243,804	$	244,991	$	5,386	$	250,377
Net income (loss)	—	—		—		—	—		25,097		25,097		(583)		24,514
Dividends ($0.15/share)	—	—		—		—	—		(1,143)		(1,143)		—		(1,143)
Stock-based compensation	—	—		108		(14)	436		—		544		—		544
Balance at June 30, 2024	8,416	$	8,416	$	20,153	792	$	(26,838)	$	267,758	$	269,489	$	4,803	$	274,292

3

		For the Three Months Ended June 30, 2023
	Common stock			Additional Paid In Capital		Treasury Stock			Retained Earnings		Total Alico, Inc. Equity		Non- controlling Interest		Total Equity
	Shares	Amount				Shares	Amount
Balance at March 31, 2023	8,416	$	8,416	$	19,985	817	$	(27,616)	$	231,793	$	232,578	$	4,743	$	237,321
Net income	—	—		—		—	—		11,832		11,832		240		12,072
Dividends ($0.05/share)	—	—		—		—	—		(380)		(380)		—		(380)
Capital contribution received from noncontrolling interest	—	—		—		—	—		—		—		441		441
Stock-based compensation	—	—		26		(6)	172		—		198		—		198
Balance at June 30, 2023	8,416	$	8,416	$	20,011	811	$	(27,444)	$	243,245	$	244,228	$	5,424	$	249,652

		For the Nine Months Ended June 30, 2023
	Common stock			Additional Paid In Capital		Treasury Stock			Retained Earnings		Total Alico, Inc. Equity		Non- controlling Interest		Total Equity
	Shares	Amount				Shares	Amount
Balance at September 30, 2022	8,416	$	8,416	$	19,784	829	$	(27,948)	$	243,490	$	243,742	$	5,123	$	248,865
Net income (loss)	—	—		—		—	—		895		895		(140)		755
Dividends ($0.15/share)	—	—		—		—	—		(1,140)		(1,140)		—		(1,140)
Capital contribution received from noncontrolling interest	—	—		—		—	—		—		—		441		441
Stock-based compensation	—	—		227		(18)	504		—		731		—		731
Balance at June 30, 2023	8,416	$	8,416	$	20,011	811	$	(27,444)	$	243,245	$	244,228	$	5,424	$	249,652

See accompanying notes to the unaudited condensed     consolidated financial statements.

4

ALICO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(in thousands)

	Nine Months Ended June 30,
	2024		2023
Net cash (used in) operating activities
Net income	$	24,514	$	755
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation, depletion and amortization	11,317		11,685
Amortization of debt issue costs	176		106
Gain on sale of property and equipment	(81,520)		(7,368)
Loss on disposal of long-lived assets	6,213		5,535
Inventory net realizable value adjustment	28,549		1,616
Deferred income tax provision	458		166
Stock-based compensation expense	544		731
Other	55		(4)
Changes in operating assets and liabilities:
Accounts receivable	(3,800)		(4,039)
Inventories	(12,624)		(12,767)
Prepaid expenses	76		(307)
Income tax receivable	1,200		70
Other assets	(46)		315
Accounts payable and accrued liabilities	(843)		3,355
Income taxes payable	7,171		—
Other liabilities	(160)		(467)
Net cash (used in) operating activities	(18,720)		(618)
Cash flows from investing activities:
Purchases of property and equipment	(15,931)		(12,923)
Acquisition of citrus groves	—		(77)
Net proceeds from sale of property and equipment	86,394		7,583
Notes receivable	—		(570)
Change in deposits on purchase of citrus trees	(375)		269
Net cash provided by (used in) investing activities	70,088		(5,718)
Cash flows from financing activities:
Repayments on revolving lines of credit	(44,032)		(51,953)
Borrowings on revolving lines of credit	19,310		64,935
Principal payments on term loans	(20,089)		(1,807)
Capital contribution received from noncontrolling interest	—		441
Dividends paid	(1,143)		(4,553)
Net cash (used in) provided by financing activities	(45,954)		7,063
Net increase in cash and restricted cash	5,414		727
Cash and cash equivalents and restricted cash at beginning of the period	3,692		865
Cash and cash equivalents at end of the period	$	9,106	$	1,592
Non-cash investing activities:
Assets received in exchange for services	$	85	$	—
Trees delivered in exchange for prior tree deposits	$	377	$	—

See accompanying notes to the unaudited condensed consolidated financial statements.

5

ALICO, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Dollars in thousands, except per share and per acre amounts)

Note 1. Description of Business and 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 53,700 acres of land and approximately 48,700 acres of mineral rights throughout Florida. Alico holds these mineral rights on substantially all its owned acres, with additional mineral rights on other acres. The Company manages its land based upon its primary usage, and reviews its performance based upon two primary classifications: (i) Alico Citrus and (ii) Land Management and Other Operations. Financial results are presented based upon these two business segments.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements, which are referred to herein as the “Financial Statements”, of Alico have been prepared pursuant to the rules and regulations for reporting on Form 10-Q. Accordingly, these Financial Statements do not include all of the disclosures required for complete annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). As such, these 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 year ended September 30, 2023, as filed with the SEC on December 6, 2023 (the “2023 Annual Report on Form 10-K”).

Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. 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. Certain reclassifications have been made to prior year amounts to conform to the current year presentation.

Seasonality

The Company is primarily engaged in the production of fruit for sale to citrus markets, which is of a seasonal nature, and subject to the influence of natural phenomena and wide price fluctuations. Historically, the second and third quarters of Alico’s fiscal year produce most of the Company’s annual revenue. However, due to the timing of the current year harvest, more of the citrus crop was harvested in the first and second quarters of this fiscal year. Working capital requirements are typically greater in the first and fourth quarters of the fiscal year, coinciding with harvesting cycles. Because of the seasonality of the business, results for any quarter are not necessarily indicative of the results that may be achieved for the full fiscal year.

Note 2. Summary of Significant Accounting Policies

The Company’s significant accounting policies are fully described in Note 2 – Summary of Significant Accounting Policies in our 2023 Annual Report on Form 10-K.

Revenue Recognition

The Company recognizes revenue under Financial Accounting Standards Board – Accounting Standards Codification (“ASC”) 606. The core principle of the revenue standard 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 company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle:

•Step 1: Identify the contract with the customer

•Step 2: Identify the performance obligations in the contract

•Step 3: Determine the transaction price

•Step 4: Allocate the transaction price to the performance obligations in the contract

•Step 5: Recognize revenue when the company satisfies a performance obligation

6

Revenues are derived from the sale of processed fruit, fresh fruit, other citrus revenue, revenues from grove management services, leasing revenue and other resource revenues. Most of the revenue is generated from the sale of citrus fruit to processing facilities, fresh fruit sales and grove management services.

For fruit sales, the Company recognizes revenue in 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 when the Company has a right to payment.

For the sale of fruit, the Company has identified one performance obligation, which is the delivery of fruit to the processing facility of the customer (or harvesting of the citrus in the case of fresh fruit) for each separate variety of fruit identified in the respective contract with the respective customer. 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 respective contracts. Additionally, the Company also has a contractual agreement whereby revenue is determined based on applying a cost-plus structure methodology. As such, since all these contracts contain elements of variable consideration, the Company recognizes this variable consideration by using the expected value method. On a quarterly basis, management reviews the reasonableness of the revenues accrued based on buyers’ and processors’ advances to growers, cash and futures markets and experience in the industry. 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.

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Revenue recognized at a point-in-time	$	12,291	$	6,285	$	42,250	$	36,939
Revenue recognized over time	1,319		999		3,458		2,227
Total	$	13,610	$	7,284	$	45,708	$	39,166

Receivables under contracts, whereby pricing is based on contractual and market prices, 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 are generally collected or paid thirty to sixty days after final market pricing is published. Receivables under those contracts where pricing is based off a cost-plus structure methodology are paid at the final prior year rate. Any adjustments to pricing because of the cost-plus calculation are collected or paid upon finalization of the calculation and agreement by both parties. As of June 30, 2024, and September 30, 2023, the Company had total receivables relating to sales of citrus of $3,840 and $394, respectively, recorded in Accounts Receivable, net, in the Condensed Consolidated Balance Sheets.

For grove management services, the Company has identified one performance obligation, which is the management of the third party’s groves. Grove management services include caretaking of the citrus groves, harvesting and hauling of citrus, management and coordination of citrus sales and other related activities. The Company is reimbursed for expenses incurred in the execution of its management duties and the Company receives a per acre management fee. The Company recognizes operating revenue, including a management fee, and corresponding operating expenses when such services are rendered and consumed.

The Company recorded $2,341 and $978 of operating revenue relating to these grove management services, including the management fee, in the nine months ended June 30, 2024 and 2023, respectively, for this group of third-party grove owners noted above. The Company recorded $1,591 and $613 of operating expenses relating to these grove management services in the nine months ended June 30, 2024 and 2023, respectively, for this group of third-party grove owners noted above.

Disaggregated Revenue

Revenues disaggregated by significant products and services for the three and nine months ended June 30, 2024 and 2023 are as follows:

7

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Alico Citrus
Early and Mid-Season	$	—	$	—	$	14,534	$	11,954
Valencias	12,183		6,064		26,915		23,994
Fresh Fruit and Other	108		221		801		991
Grove Management Services	946		427		2,341		978
Total	$	13,237	$	6,712	$	44,591	$	37,917
Land Management and Other Operations
Land and Other Leasing	$	302	$	474	$	894	$	1,028
Other	71		98		223		221
Total	$	373	$	572	$	1,117	$	1,249
Total Revenues	$	13,610	$	7,284	$	45,708	$	39,166

Cash and Cash Equivalents

The Company considers cash in banks and highly liquid instruments with an original maturity to the Company of three months or less to be cash and cash equivalents. At various times throughout the nine months ended June 30, 2024 and year ended September 30, 2023, some accounts held at financial institutions were in excess of the federally insured limit of $250. The Company has not experienced any losses on these accounts and believes credit risk to be minimal.

Fair Value Measurements

The Company categorizes its financial instruments measured at fair value into a fair value hierarchy that prioritizes the inputs used in pricing the asset or liability into a three tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:

•Level 1 – Observable inputs such as quoted market prices for identical assets and liabilities in active markets;

•Level 2 – Inputs, other than the quoted prices for identical assets and liabilities in active markets, for which significant other observable market inputs are readily available; and

•Level 3 – Unobservable inputs in which there is little or no market data, such as internally developed valuation models which require the reporting entity to develop its own assumptions.

The carrying amounts of the Company’s financial instruments, including cash, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate their fair values due to the short term and immediate nature of these financial instruments. The carrying amounts and estimated fair values (Level 2) of debt instruments are as follows:

(in thousands)	June 30, 2024				September 30, 2023
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Corporate debt
Current portion of long-term debt	$	1,410	$	1,364	$	2,566	$	2,325
Long-term debt	$	83,100	$	75,294	$	126,753	$	115,851

8

As of June 30, 2024 and September 30, 2023 the Company did not have any assets held for sale that had been measured at fair value on a non-recurring basis.

Accounting for government grants

The Company recognizes government grants when there is reasonable assurance that: (1) the grant will be received and (2) all conditions will be met. For income-based grants, the Company recognizes the income on a systemic basis over the periods in which it recognizes as expense the related costs for which the grant was intended to compensate.

In the nine months ended June 30, 2024, the Company received $2,911 of grant money from the Citrus Research and Field Trial Foundation’s (“CRAFT”) program to assist citrus growers in the State of Florida using Oxytetracycline (“OTC”) and other approved therapies to combat the effect of “greening” of their citrus trees. These funds were recognized as a component of Inventories ($1,106 at June 30, 2024) on the Company’s Condensed Consolidated Balance Sheet and as a reduction of Operating expenses ($1,805 during the nine months ended June 30, 2024) on its Condensed Consolidated Statement of Operations as the fruit was sold, in order to align it to the period over which the expense related to the OTC treatments is recognized. These grant monies were received in exchange for providing certain historical data to the CRAFT Foundation about the Company’s citrus groves. The $1,805 of CRAFT funds received in January of 2024 covered substantially all of the costs of the OTC application for 2023-2024 harvest and the $1,106 of CRAFT funds received in June 2024 will cover approximately 34% of the cost of OTC treatment for the 2024 - 2025 harvest. The Company may continue, but is not obligated, to participate in future CRAFT programs on the effects of the use of OTC on its Citrus Trees.

Concentrations

Accounts receivable from the Company’s major customer as of June 30, 2024 and September 30, 2023, and revenue from such customer for the nine months ended June 30, 2024 and 2023, are as follows:

(in thousands)	Accounts Receivable				Revenue				% of Total Revenue
	June 30,		September 30,		Nine Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023		2024		2023
Tropicana	$	3,218	$	—	$	40,456	$	32,220	88.5	%	82.3	%

The citrus industry is subject to various factors over which growers have limited or no control, including weather conditions, disease, pestilence, water supply and market price fluctuations. Market prices are highly sensitive to aggregate domestic and foreign crop sizes, as well as factors including, but not limited to, weather and competition from foreign countries.

The overall increase in Tropicana revenue, as a percentage of sales, was primarily due to an increase in processed fruit sales during the current quarter.

Segments

Operating segments are defined in the criteria established under 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) Land Management 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, Alico Ranch, LLC, Alico Natural Resources, LLC, 734 Citrus Holdings 1, LLC and subsidiaries (“Silver Nip”), Alico Skink Mitigation, LLC and Citree Holdings 1, LLC

9

(“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. 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.

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 net income of $276 and $490 for the three months ended June 30, 2024 and 2023, respectively, and net losses of $1,190 and $286 for the nine months ended June 30, 2024 and 2023, respectively, of which 51% is attributable to the Company.

Recent Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07, “Improvements to Reportable Segment Disclosures,” which amends Topic 280 primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. ASU 2023-07 will become effective for us on October 1, 2024. The Company is currently evaluating the impact of the adoption of this accounting pronouncement on its Consolidated Financial Statements.

In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures,” which amends Topic 740 primarily through enhanced disclosures about an entity’s tax risks and tax planning. The amendments are effective for public business entities in annual periods beginning after December 15, 2024, with early adoption permitted on a prospective or retrospective basis. ASU 2023-09 will become effective for us on October 1, 2025. The Company is currently evaluating the impact of the adoption of this accounting pronouncement on its tax disclosures but it does not impact the Company's results of operations, financial condition or cash flows.

Note 3. Inventories

Inventories consist of the following at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Unharvested fruit crop on the trees	$	34,980	$	50,699
Other	1,018		1,782
Total inventories	$	35,998	$	52,481

The Company records its inventory at the lower of cost or net realizable value.

For the nine months ended June 30, 2024 and June 30, 2023, the Company recorded $28,549 and $1,616, respectively, for adjustments to reduce inventory to net realizable value, within Operating expenses. The adjustment for the nine months ended June 30, 2024 was due to significantly lower than anticipated harvests of the Early and Mid-Season and Valencia crops, as a result of the continued recovery from the impacts of Hurricane Ian.

The Company received $299 of insurance proceeds relating to Hurricane Ian during the three and nine months ended June 30, 2024, as part of a final true-up of amounts due. In the three and nine months ended June 30, 2023, the Company received insurance proceeds relating to Hurricane Ian of approximately $16,643 and $21,403 for crop claims, which have been recorded in operating expenses.

10

In the nine months ended June 30, 2024 and June 30, 2023, the Company received $0 and approximately $1,315 under the Florida Citrus Recovery Block Grant (“CRBG”) program. These federal relief proceeds are included as a reduction to operating expenses in the Condensed Consolidated Statements of Operations.

Note 4. 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 at June 30, 2024 and September 30, 2023:

(in thousands)	Carrying Value
	June 30, 2024		September 30, 2023
Ranch	$	69	$	1,632
Alico Citrus	3,037		—
Total assets held for sale	$	3,106	$	1,632

On April 19, 2024, the Company entered into an agreement to sell 798 acres of citrus land, which were not producing as expected, for $7,183 ($9,000 per acre). This agreement includes an option to purchase approximately 680 additional acres within 10 months of the closing date of the sale, at the same price per acre. The 798 acre sale closed on June 28, 2024.

During the nine months ended June 30, 2024, the Company consummated the sale of approximately 18,354 acres of land for $86,217 and recognized a gain of $81,246, including 17,229 acres of the Alico Ranch to the State of Florida for $77,631 in gross proceeds. A portion of the proceeds from these sales was used to repay the outstanding balance on the Company’s working capital line of credit (“WCLC”) with Rabo Agrifinance, Inc. (“Rabo”), the $19,094 Met Life Variable-Rate Term Loans, plus accrued interest and for general corporate purposes.

During the nine months ended June 30, 2023, the Company sold approximately 888 acres to various third parties for $4,883 and recognized a gain of $4,689 (including approximately 85 acres to Mr. John E. Kiernan, the Company’s President and CEO, on October 20, 2022, for $439 ($5,161 per acre) for general corporate purposes. See Note 13. Related Party Transactions for further information.

Note 5. Property and Equipment, Net

Property and equipment, net consists of the following at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Citrus trees	$	319,426	$	328,421
Equipment and other facilities	57,885		57,779
Buildings and improvements	6,515		7,081
Total depreciable properties	383,826		393,281
Less: accumulated depreciation and depletion	(142,969)		(144,150)
Net depreciable properties	240,857		249,131
Land and land improvements	114,398		112,718
Property and equipment, net	$	355,255	$	361,849

During the nine months ended June 30, 2024 and 2023, the Company recorded a loss on the disposal of long lived assets of $6,213 and $5,535, respectively, which has been recognized within Operating expenses.

11

Note 6. Accrued Liabilities

Accrued liabilities consist of the following at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Accrued employee wages and benefits	$	1,542	$	1,007
Ad valorem taxes	1,270		2,134
Other accrued liabilities	544		87
Accrued interest	580		1,102
Accrued dividends	381		381
Professional fees	76		307
Accrued insurance	225		345
Total accrued liabilities	$	4,618	$	5,363

Note 7. 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, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Long-term debt, net of current portion:
Met Fixed-Rate Term Loans	$	70,000	$	70,000
Pru Loans A & B	10,747		11,615
Met Citree Term Loan	3,763		3,888
Met Variable-Rate Term Loans	—		19,094
Deferred financing fees	(458)		(621)
	84,052		103,976
Less current portion	1,410		2,566
Long-term debt	$	82,642	$	101,410

The following table summarizes lines of credit and related deferred financing costs, net of accumulated amortization at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Lines of Credit:
RLOC	$	—	$	—
WCLC	—		24,722
Deferred financing fees	(133)		(95)
Lines of Credit	$	(133)	$	24,627

Interest costs expensed and capitalized were as follows:

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Interest expense	$	628	$	1,196	$	2,896	$	3,618
Interest capitalized	322		391		917		1,005
Total	$	950	$	1,587	$	3,813	$	4,623

12

Debt

The Company’s credit facilities consist of fixed interest rate term loans originally in the amount of $125,000 (“Met Fixed-Rate Term Loans”) variable interest rate term loans originally in the amount of $57,500 (“Met Variable-Rate Term Loans”), a $25,000 revolving line of credit (“RLOC”) with Metropolitan Life Insurance Company and New England Life Insurance Company (collectively “Met”), and a $70,000 WCLC with Rabo. At June 30, 2024 and September 30, 2023, $25,000 and $25,000 were available under the RLOC, respectively, and $69,752 and $45,030 was available under the WCLC, respectively.

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. The WCLC is collateralized by the Company’s current assets and certain other personal property owned by the Company.

The Met Fixed-Rate Term Loans, which bear interest at 3.85%, are interest-only with a balloon payment at maturity on November 1, 2029.

The Met Variable-Rate Term Loans are subject to quarterly principal payments of $406 and bear interest at the One Month Term Secured Overnight Financing Rate ("SOFR") plus 175 basis points (the “SOFR spread”) with a maturity date of November 1, 2029. The SOFR spread was subject to adjustment by Met every 2 years beginning May 1, 2023, until maturity. As of November 1, 2023, the interest rate on the Met Variable-Rate Term Loans was 7.53% per annum, payable quarterly, until December 26, 2023, when Company repaid the outstanding balance of $19,094, plus accrued interest, on these loans and no further borrowings are possible on these loans. The interest rate on the Met Variable-Rate Term Loans was 7.52% per annum, payable quarterly, as of September 30, 2023. Effective February 17, 2023, the Company had agreed to defer the next three quarterly principal payments which were previously due May 2023, August 2023 and November 2023 to the maturity date of the loan.

With respect to the RLOC, for the fiscal year ended September 30, 2023, the SOFR-based spread was SOFR plus 220 basis points and was subject to adjustment by the lender every 2 years beginning May 1, 2023, until maturity on November 1, 2029. The RLOC is subject to an annual commitment fee of 25 basis points on the unused portion of the line of credit and is available for funding general corporate purposes. The variable interest rate was 7.53% per annum and 7.52% per annum as of June 30, 2024 and September 30, 2023, respectively.

The WCLC is a revolving credit facility and is available for funding working capital and general corporate requirements. The WCLC agreement was amended on October 27, 2022, and the primary terms of the amendment were an extension of the maturity to November 1, 2025, and the conversion of the interest rate from LIBOR plus a spread to SOFR plus a spread, which spread 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. There were no changes to the commitment amount. The rate at September 30, 2023 was SOFR plus 175 basis points, or 7.08% and 7.07% per annum, respectively, as of June 30, 2024 and September 30, 2023. The WCLC agreement provides for Rabo to issue up to $2,000 in letters of credit on the Company’s behalf, of which $248 and $248 were issued as of June 30, 2024 and September 30, 2023, 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 The Company'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 were charged at 20 basis points; except from May 18, 2023 through August 8, 2023, when they were charged at 30 basis points. On June 5, 2024, the WCLC was amended to include, among other provisions, an allowance for certain dispositions that the Company may make, as defined in the agreement.

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 increased annually by 10% of consolidated net income for the preceding years, or $174,628 for the year ended September 30, 2023; (iii) minimum current ratio of 1.50 to 1.00; (iv) debt to total assets ratio not greater than .625 to 1.00, and; (v) solely in the case of the WCLC, a limit on capital expenditures of $30,000 per fiscal year. As of June 30, 2024, the Company was in compliance with all of the financial covenants.

Credit facilities also include a Met Life term loan collateralized by 1,200 gross acres of citrus grove owned by Citree (“Met Citree Loan”). This is a $5,000 credit facility that bears interest at a fixed rate of 5.28% per annum. Principal and interest

13

payments are made on a quarterly basis. Effective February 17, 2023, the Company agreed to defer the next three quarterly principal payments which were previously due May 2023, August 2023 and November 2023 to the maturity date of the loan. The loan matures in February 2029.

Silver Nip Citrus Debt

There are two fixed-rate term loans, with an original combined balance of $27,550, which bear interest at 5.35% per annum (“Pru Loans A & B”). Principal of $290 is payable quarterly, together with accrued interest. The loans are collateralized by 5,700 acres of citrus groves in Collier, Hardee, Highlands and Polk Counties, Florida and mature on June 1, 2029 and June 1, 2033, respectively.

The Pru Loans A & B are subject to an annual financial covenant whereby the consolidated current ratio requirement is 1.00 to 1.00. Silver Nip Citrus was in compliance with the current ratio covenant as of June 30, 2024.

Deferred Financing Costs

Costs incurred to obtain financing are deferred and amortized to “Interest expense” in the condensed consolidated statement of operations over the related financing period using the effective interest method. The Company records debt issuance costs as a direct reduction of the carrying value of the related debt. Financing costs related to the undrawn RLOC are included in "Other non-current assets" in the condensed consolidated balance sheets.

Note 8. Income Taxes

Our effective tax rate for the three and nine months ended June 30, 2024 was a (benefit) of 31.1% and a provision of 28.4%, respectively. The rate for the nine months ended June 30, 2024 differed from the Federal Statutory rate of 21.0%, primarily due to state income taxes and a change in the valuation allowance for the charitable contribution carryover.

Our effective tax rate for the three and nine months ended June 30, 2023 was a provision of 13.7% and 28.8%, respectively. The rate for the nine months ended June 30, 2023 differed from the Federal Statutory rate of 21.0%, primarily due to the valuation allowance booked for the charitable contribution carryover.

Note 9. 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.

14

Information by operating segment is as follows:

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Revenues:
Alico Citrus	$	13,237	$	6,712	$	44,591	$	37,917
Land Management and Other Operations	373		572		1,117		1,249
Total revenues	13,610		7,284		45,708		39,166
Operating expenses:
Alico Citrus	17,813		(8,322)		82,062		33,493
Land Management and Other Operations	84		104		346		300
Total operating expenses	17,897		(8,218)		82,408		33,793
Gross profit:
Alico Citrus	(4,576)		15,034		(37,471)		4,424
Land Management and Other Operations	289		468		771		949
Total gross (loss) profit	$	(4,287)	$	15,502	$	(36,700)	$	5,373
Depreciation, depletion and amortization:
Alico Citrus	$	3,660	$	3,714	$	11,111	$	11,318
Land Management and Other Operations	9		23		46		41
Other Depreciation, Depletion and Amortization	46		101		160		326
Total depreciation, depletion and amortization	$	3,715	$	3,838	$	11,317	$	11,685

(in thousands)	June 30, 2024		September 30, 2023
Assets:
Alico Citrus	$	399,984	$	415,030
Land Management and Other Operations	13,245		11,722
Other Corporate Assets	1,373		1,601
Total Assets	$	414,602	$	428,353

15

The reconciliations of segment gross profit (loss) to consolidated income (loss) before income taxes are as follows:

	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Alico Citrus	$	(4,576)	$	15,034	$	(37,471)	$	4,424
Land Management and Other Operations	289		468		771		949
Segment gross (loss) profit	(4,287)		15,502		(36,700)		5,373
General and administrative expenses	2,441		2,930		8,034		8,106
(Loss) income from operations	(6,728)		12,572		(44,734)		(2,733)
Other income (expense), net:
Interest income	95		—		345		—
Interest expense	(628)		(1,196)		(2,896)		(3,618)
Gain on property and equipment	4,491		2,605		81,520		7,368
Other income, net	—		14		—		44
Total other expense, net	3,958		1,423		78,969		3,794
(Loss) income before income taxes	$	(2,770)	$	13,995	$	34,235	$	1,061

Note 10. Leases

The Company determines whether an arrangement is a lease at inception. The Company’s leases consist of operating lease arrangements for certain office space, tractor leases and IT facilities. When these lease arrangements include lease and non-lease components, the Company accounts for lease components and non-lease components (e.g., common area maintenance) separately based on their relative standalone prices.

Any lease arrangements with an initial term of one year or less are not recorded on the Company’s Condensed Consolidated Balance Sheets, and it recognizes lease cost for these lease arrangements on a straight-line basis over the applicable lease term. Many lease arrangements provide the options to exercise one or more renewal terms or to terminate the lease arrangement. The Company includes these options when it will be reasonably certain to exercise them in the lease term used to establish the right-of-use assets and lease liabilities. Generally, lease agreements do not include an option to purchase the leased asset, residual value guarantees or material restrictive covenants.

As most of our lease arrangements do not provide an implicit interest rate, the Company applies an incremental borrowing rate based on the information available at the commencement date of the lease arrangement to determine the present value of lease payments.

No lease costs associated with finance leases and sale-leaseback transactions occurred and our lease income associated with lessor and sublease arrangements are not material to our Condensed Consolidated Financial Statements.

Our operating leases cost components are reported in our Condensed Consolidated Statements of Operations as follows:

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
Operating lease components	2024		2023		2024		2023
Operating leases costs recorded in general and administrative expenses	$	37	$	30	$	111	$	91

The weighted-average remaining lease term and weighted-average discount rate for our operating leases are as follows:

	June 30, 2024
Weighted-average remaining lease term	2.2 years
Weighted-average discount rate	5.49	%

16

Note 11. Stock-based Compensation

Effective January 27, 2015, the Company’s Board of Directors adopted the 2015 Stock Incentive Plan (the “2015 Plan”) which provides for up to 1,250 common shares available for issuance to provide a long-term incentive plan for officers, employees, directors and/or consultants to directly link incentives to stockholder value. The 2015 Plan was approved by the Company’s stockholders in February 2015. The Company’s 2015 Plan provides for grants to eligible participants in various forms including restricted shares of the Company’s common stock and stock options. Awards are discretionary and are determined by the Compensation Committee of the Board of Directors. Awards vest based upon service conditions. Non-vested restricted shares generally vest over requisite service periods of one to six years from the date of grant.

The Company recognizes stock-based compensation expense for (i) Board of Directors fees (generally paid in treasury stock), and (ii) other awards under the 2015 Plan (paid in restricted stock and stock options). 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 Directors fees was $118 and $375 for the three and nine months ended June 30, 2024, respectively, and $137 and $450 for the three and nine months ended June 30, 2023.

Restricted Stock

Stock compensation expense related to the Restricted Stock was $57 and $169 for the three and nine months ended June 30, 2024, respectively, and $61 and $253 for the three and nine months ended June 30, 2023, respectively. There was $207 and $376 of total unrecognized stock compensation costs related to unvested stock compensation for the Restricted Stock grants at June 30, 2024 and September 30, 2023, respectively.

Restricted Stock Awards

Restricted Stock Awards	Shares	Weighted- Average Grant Date Fair Value
Outstanding at September 30, 2023	17,540	$	37.82
Vested	(35)	32.30
Forfeited	(5)	32.30
Outstanding at June 30, 2024 (a)	17,500	$	37.82

a.The weighted average remaining contractual term is 1.3 years and the aggregate intrinsic value of RSAs expected to vest is $512.

Stock Option Grants

	Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (years)	Aggregate Intrinsic Value
Vested and outstanding - June 30, 2024	38,000	$	33.75	2.5	—

Stock compensation expense related to the options of $0 and $0 was recognized for the three and nine months ended June 30, 2024, respectively, and $0 and $18 for the three and nine months ended June 30, 2023, respectively. At June 30, 2024 and September 30, 2023, there were no unrecognized stock compensation costs related to unvested share-based compensation for the option grants.

Forfeitures of RSAs and stock options were recognized as incurred.

17

Total stock-based compensation expense for the three and nine months ended June 30, 2024, which was recognized in general and administrative expense, was $175 and $544, respectively, and $198 and $731 for the three and nine months ended June 30, 2023, respectively.

Note 12. Commitments and Contingencies

Purchase Commitments

The Company enters into contracts for the purchase of citrus trees during the normal course of its business. As of June 30, 2024, the Company had $3,384 relating to outstanding commitments for these purchases that will be paid upon delivery of the remaining citrus trees.

Letters of Credit

The Company had outstanding standby letters of credit in the total amount of $248 at both June 30, 2024 and September 30, 2023, respectively, to secure its various contractual obligations.

Legal Proceedings

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 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 condition.

Note 13. Related Party Transactions

Lease Agreement

On January 1, 2022, Mr. Kiernan, the Company’s President and CEO, entered into a Hunting Lease Agreement and Real Estate Purchase and Sale Option Agreement, with the Company (the “Kiernan Lease Agreement”). Under the Kiernan Lease Agreement, the Company leased approximately 93 acres of Company owned, largely unimproved land (the “Land”) to Mr. Kiernan for a three-year term commencing on January 1, 2022, and ending on January 1, 2025, with a yearly rent of $1,860 (in whole dollars). Additionally, under the terms of the Kiernan Lease Agreement, the Company granted to Mr. Kiernan an option to purchase the Land from the Company, exercisable only during the one-year period January 1, 2022, through January 1, 2023, and at a price of $480 ($5,161 per acre), which price is based on an independent appraisal obtained by the Company. On August 26, 2022, Mr. Kiernan exercised his option to purchase the land. Pursuant to the exercise of the option, the Company sold 85 acres to Mr. Kiernan on October 20, 2022 for $439 ($5,161 per acre).

Capital Contribution

On June 10, 2024, all operating partners of Citree received a funding notice relating to an additional Cash Capital Contribution (“Contribution”) requirement of $750, as a result of trees producing limited revenue as they continue to recover from Hurricane Ian. The Company’s portion of the Contribution of $382 and the noncontrolling parties’ portion of $368 was funded on July 11, 2024.

On June 6, 2023, all operating partners of Citree received a funding notice relating to an additional Cash Capital Contribution requirement of $900, as a result of trees producing limited revenue due to the severity of the fruit drop resulting from Hurricane Ian. The Company’s portion of the Contribution was $460 and funded on June 22, 2023. The remaining portion of the Contribution of $440 was funded by the noncontrolling parties.

Note 14. Subsequent Events

The Company evaluated subsequent events and transactions that occurred after June 30, 2024, the balance sheet date, up to the date that the unaudited condensed consolidated financial statements were issued and determined there are no additional events to disclose.

18

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with the accompanying Condensed Consolidated Financial Statements and related Notes thereto and other information included elsewhere in this Quarterly Report, our 2023 Annual Report on Form 10-K, and in our other filings with the SEC. Our actual results of operations may differ materially from those discussed in forward-looking statements as a result of various factors, including, but not limited to, those included our 2023 Annual Report on Form 10-K and other portions of this Quarterly Report. Additionally, our historical results are not necessarily indicative of the results that may be expected for any period in the future. In the following discussion and analysis, dollars are in thousands, except per share and per acre amounts.

Business Overview

Business Description

Alico, Inc., together with its subsidiaries (collectively, “Alico”, the “Company”, “we”, “us” or “our”) generates operating revenues primarily from the sale of our citrus products, providing management services to citrus groves owned by third parties, and grazing and hunting leasing. We operate as two business segments, and all of our operating revenues are generated in the United States. For the three months ended June 30, 2024 and June 30, 2023, we generated operating revenue of $13,610 and $7,284, respectively, (loss) income from operations of $(6,728) and $12,572, respectively, and net (loss) income attributable to common stockholders of $(2,044) and $11,832, respectively. Net cash used in operating activities was $18,720 and $618 for the nine months ended June 30, 2024 and June 30, 2023, respectively.

Business Segments

Operating segments are defined in the criteria established under 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 our CODM in deciding how to assess performance and allocate resources. Our CODM assesses performance and allocates resources based on its operating segments.

Our two segments are as follows:

•Alico Citrus includes activities related to planting, owning, cultivating and/or managing citrus groves to produce fruit for sale to fresh and processed citrus markets, including activities related to the purchase and resale of fruit and value-added services, which include contracting for the harvesting, marketing and hauling of citrus; and

•Land Management and Other Operations includes activities related to grazing and hunting leasing, management and/or conservation of unimproved native pastureland and activities related to rock mining royalties and other insignificant lines of business. Also included are activities related to owning and/or leasing improved farmland. Improved farmland is acreage that has been converted, or is permitted to be converted, from native pasture and which may have various improvements including irrigation, drainage and roads.

For the three months ended June 30, 2024 and 2023, the Alico Citrus segment generated 97.3% and 92.1%, respectively, of our consolidated revenues and the Land Management and Other Operations segment generated 2.7% and 7.9%, respectively, of our consolidated revenues.

For the nine months ended June 30, 2024 and 2023, the Alico Citrus segment generated 97.6% and 96.8%, respectively, of our consolidated revenues and the Land Management and Other Operations segment generated 2.4% and 3.2%, respectively, of our consolidated revenues.

19

Recent Developments

Tropicana Orange Purchase Agreement

On June 5, 2024, we entered a new three-year Orange Purchase Agreement (the “Tropicana Agreement”) to sell oranges to Tropicana at prices that are approximately 33% to 50% higher, over the life of the contract, than the average price for all the citrus fruit sold to Tropicana last season. The Tropicana Agreement is effective June 5, 2024 through July 31, 2027, subject to its terms and conditions, and succeeds existing agreements with Tropicana that expired at the end of July 2024.

Citrus Research and Field Trial Foundation

In June 2024, we received $1,106 from CRAFT of grower’s support payments in connection with our use of OTC, to combat the effect of “greening” in our citrus trees.

Land Sale

On June 28, 2024, we sold 798 acres of citrus land for approximately $7,183 ($9,000 per acre).

20

Condensed Consolidated Results of Operations

The following discussion provides an analysis of our results of operations for the three and nine months ended June 30, 2024, as compared to 2023:

(in thousands)
	Three Months Ended June 30,				Change				Nine Months Ended June 30,				Change
	2024		2023		$		%		2024		2023		$		%
Operating revenues:
Alico Citrus	$	13,237	$	6,712	$	6,525	97.2	%	$	44,591	$	37,917	$	6,674	17.6	%
Land Management and Other Operations	373		572		(199)		(34.8)	%	1,117		1,249		(132)		(10.6)	%
Total operating revenues	13,610		7,284		6,326		86.8	%	45,708		39,166		6,542		16.7	%
Gross (loss) profit:
Alico Citrus	(4,576)		15,034		(19,610)		(130.4)	%	(37,471)		4,424		(41,895)		(947.0)	%
Land Management and Other Operations	289		468		(179)		(38.2)	%	771		949		(178)		(18.8)	%
Total gross (loss) profit	(4,287)		15,502		(19,789)		(127.7)	%	(36,700)		5,373		(42,073)		(783.0)	%
General and administrative expenses	2,441		2,930		(489)		(16.7)	%	8,034		8,106		(72)		(0.9	%)
(Loss) income from operations	(6,728)		12,572		(19,300)		(153.5)	%	(44,734)		(2,733)		(42,001)		NM
Total other expense, net	3,958		1,423		2,535		178.1	%	78,969		3,794		75,175		NM
(Loss) income before income taxes	(2,770)		13,995		(16,765)		(119.8)	%	34,235		1,061		33,174		NM
Income tax (benefit) provision	(861)		1,923		(2,784)		(144.8	%)	9,721		306		9,415		NM
Net (loss) income	(1,909)		12,072		(13,981)		(115.8)	%	24,514		755		23,759		NM
Net (loss) income attributable to noncontrolling interests	(135)		(240)		105		(43.8)	%	583		140		443		316.4	%
Net (loss) income attributable to Alico, Inc. common stockholders	$	(2,044)	$	11,832	$	(13,876)	(117.3)	%	$	25,097	$	895	$	24,202	NM

NM = Not meaningful

Operating Revenue

The 86.8% increase in revenue for the three months ended June 30, 2024, as compared to the three months ended June 30, 2023, was primarily due to the timing of the Valencia harvest, which is discussed in further detail below.

The 16.7% increase in revenue for the nine months ended June 30, 2024, as compared to the nine months ended June 30, 2023, was primarily due to an increase in pound solids produced as we began to recover to pre-hurricane levels and an increase in the price per pound solids for both the Early and Mid-season and Valencia crops, as a result of more favorable pricing in one of our contracts with Tropicana, which is discussed in further detail below. In addition, there was an increase

21

in Grove Management Services revenue as a result of the Citrus Grove Management Agreement we entered into on October 30, 2023 (the “Grove Owners Agreement”) with an unaffiliated group of third parties (the “Grove Owners”) to provide citrus grove caretaking services for approximately 3,300 acres owned by such third parties for the nine months ended June 30, 2024, as compared to the nine months ended June 30, 2023.

Operating Expenses

The increase in operating expenses for the three and nine months ended June 30, 2024, as compared to the three and nine months ended June 30, 2023, was primarily driven by insurance proceeds of $16,643 and $21,403 for crop claims received during the three and nine months ended June 30, 2023 (the “Crop Insurance Proceeds”), which were recorded as a reduction of operating expenses. In addition, the increase in operating expenses for the three and nine months ended June 30, 2024 was impacted by a combination of the inventory adjustments recorded at September 30, 2022 on the ending inventory balance, as a result of the impact of Hurricane Ian, which effectively lowered the inventory to be expensed in fiscal year 2023, as well as a 103.1% and 15.1% increase in the number of boxes which needed to be harvested in the three and nine months ended June 30, 2024, respectively. See Note 3. Inventories to the Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report.

General and Administrative Expense

General and administrative expense decreased $489 for the three months ended June 30, 2024, compared to the three months ended June 30, 2023. The decrease was primarily due to lower employee costs (as a result of lower bonus accruals), lower depreciation, lower legal costs (as a result of the voluntary dismissal of the shareholder lawsuit in the prior year), and lower accounting and insurance costs.

General and administrative expense decreased $72 for the nine months ended June 30, 2024, compared to the nine months ended June 30, 2023, primarily due to lower depreciation, legal and insurance costs, partially offset by increased employee costs.

Other Expense, net

Other Expense, net for the three months ended June 30, 2024 increased $2,535, compared to the three months ended June 30, 2023, driven by gains of $4,396 on the sale of 798 acres of citrus land during the quarter ended June 30, 2024 compared to gains of $2,613 on the sale of 548 acres of the Alico Ranch during the quarter ended June 30, 2023.

Other Expense, net for the nine months ended June 30, 2024 increased $75,175, compared to the nine months ended June 30, 2023, primarily due to the sale of 17,229 acres of the Alico Ranch to the State of Florida and the sale of 798 acres of citrus land during the nine months ended June 30, 2024. By comparison, for the nine months ended June 30, 2023 we recognized gains on sale of property and equipment of approximately $7,368 relating to the sale of 1,436 acres, in the aggregate, from the Alico Ranch to several third parties.

Income Taxes

The decrease in the income tax (benefit) provision of $(2,784) for the three months ended June 30, 2024, as compared to the three months ended June 30, 2023, was driven by a pre-tax loss for the current period, as opposed to pre-tax income in the three months ended June 30, 2023.

The increase in the income tax (benefit) provision of $9,415 for the nine months ended June 30, 2024, as compared to the nine months ended June 30, 2023, was principally due to the gain on the sale of 17,229 acres of the Alico Ranch to the State of Florida in the current year, while the income tax provision for the nine months ended June 30, 2023 was due to the lower pre-tax income generated for the period.

22

The following discussion provides an analysis of our operating segments:

Alico Citrus

(in thousands, except per box and per pound solids data)
	Three Months Ended June 30,				Change				Nine Months Ended June 30,				Change
	2024		2023		Unit		%		2024		2023		Unit		%
Operating Revenues:
Early and Mid-Season	$	—	$	—	$	—	—		$	14,534	$	11,954	$	2,580	21.6	%
Valencias	12,183		6,064		6,119		100.9	%	26,915		23,994		2,921		12.2	%
Fresh Fruit and Other	108		221		(113)		(51.1)	%	801		991		(190)		(19.2)	%
Grove Management Services	946		427		519		121.5	%	2,341		978		1,363		139.4	%
Total	$	13,237	$	6,712	$	6,525	97.2	%	$	44,591	$	37,917	$	6,674	17.6	%
Boxes Harvested:
Early and Mid-Season	—		—		—		—		1,194		979		215		22.0	%
Valencias	843		415		428		103.1	%	1,855		1,669		186		11.1	%
Total Processed	843		415		428		103.1	%	3,049		2,648		401		15.1	%
Fresh Fruit	—		1		(1)		(100.0)	%	35		41		(6)		(14.6)	%
Total	843		416		427		102.6	%	3,084		2,689		395		14.7	%
Pound Solids Produced:
Early and Mid-Season	—		—		—		—		5,364		4,586		778		17.0	%
Valencias	4,294		2,142		2,152		100.5	%	9,365		8,702		663		7.6	%
Total	4,294		2,142		2,152		100.5	%	14,729		13,288		1,441		10.8	%
Pound Solids per Box:
Early and Mid-Season	—		—		—		—		4.49		4.68		(0.19)		(4.0)	%
Valencias	5.09		5.16		(0.07)		(1.3)	%	5.05		5.21		(0.16)		(3.1)	%
Price per Pound Solids:
Early and Mid-Season	$	—	$	—	$	—	—		$	2.71	$	2.61	$	0.10	3.8	%
Valencias	$	2.84	$	2.83	$	0.01	0.3	%	$	2.87	$	2.76	$	0.11	4.1	%
Price per Box:
Fresh Fruit	$	—	NM		$	—	—		$	15.89	$	14.02	$	1.87	13.3	%
Operating Expenses:
Cost of Sales	$	14,038	$	6,603	$	7,435	112.6	%	$	68,857	$	45,647	$	23,210	50.8	%
Harvesting and Hauling	3,296		2,047		1,249		61.0	%	11,843		10,573		1,270		12.0	%
Fresh Fruit and Other	(222)		(17,278)		17,056		(98.7)	%	(229)		(23,340)		23,111		(99.0)	%
Grove Management Services	701		306		395		129.1	%	1,591		613		978		159.5	%
Total	$	17,813	$	(8,322)	$	26,135	(314.0)	%	$	82,062	$	33,493	$	48,569	145.0	%

23

Components of Results of Operations for Alico Citrus Segment

We sell our Early and Mid-Season and Valencia oranges to orange juice processors. The processors generally buy the citrus crop on a pound solids basis, which is the measure of the soluble solids (sugars and acids) contained in one box of fruit. Our Fresh Fruit revenue is derived from sales to packing houses that purchase the citrus on a per box basis. We also provide citrus grove caretaking and harvest and haul management services to third parties from which revenues are recorded as Grove Management Services, including a management fee. Other revenues consist of the purchase and reselling of fruit.

Operating expenses for our Alico Citrus segment consist primarily of Cost of Sales, Harvesting and Hauling costs and Grove Management Service costs. Cost of Sales represents the cost of maintaining the citrus groves for the preceding calendar year and does not vary in relation to production. Harvesting and Hauling costs represent the costs of bringing citrus product to processors and vary based upon the number of boxes produced. Grove Management Services costs include those costs associated with citrus grove caretaking and harvest and haul management services provided to third parties. Other expenses include the period costs of third-party grove caretaking and the purchase and reselling of third-party fruit.

Comparison of the Three and Nine Months Ended June 30, 2024 and 2023 for the Alico Citrus Segment

The 97.2% increase in revenue for the three months ended June 30, 2024, compared to the three months ended June 30, 2023, was primarily due to a 100.5% increase in pound solids, driven by a combination of factors related to the timing of the Valencia harvest, which started later this year to allow the fruit more time to mature, as compared to an acceleration of the harvest in the prior year as a result of Hurricane Ian, to try to mitigate the fruit drop.

The 17.6% increase in revenue for the nine months ended June 30, 2024, as compared to the nine months ended June 30, 2023, was primarily due to an 10.8% increase in pound solids produced as the trees continue to recover from the effects of Hurricane Ian, an increase in the price per pound solids for both the Early and Mid-season and Valencia crops as a result of more favorable pricing in one of our contracts with Tropicana, and an increase in Grove Management Services revenue as a result of the signing of the Grove Owners Agreement. Although Hurricane Ian initially impacted the fiscal year 2023 harvest, we expect it may take another season, or more, for the groves to recover to pre-hurricane production levels.

The Early and Mid-Season harvest was completed in the second quarters of 2024 and 2023. For the nine months ended June 30, 2024 the pound solids per box decreased 4.0%, and the processed box production increased 22.0%, compared to the same nine month period in the prior year. Although the overall decrease in pound solids per box for the season was disappointing, the increase in total boxes produced demonstrates that the groves are beginning to recover from the effects of Hurricane Ian. In addition, there was an increase in the price per pound solids of 3.8% in the Early and Mid-Season fruit harvested for the nine months ended June 30, 2024, compared to the same period in the prior year, as a result of more favorable pricing in one of our contracts with Tropicana.

The Valencia harvest was completed for the three and nine months ended June 30, 2024 and pound solids per box decreased 1.3% and 3.1%, respectively, and the processed box production increased 103.1% and 11.1%, respectively, compared to the same three and nine month periods in the prior year. In addition, there was an increase in the price per pound solids of 0.3% and 4.1% in the Valencia fruit harvested for the three and nine months ended June 30, 2024, respectively, compared to the same periods in the prior year, as a result of more favorable pricing in one of our contracts with Tropicana.

For the three and nine months ended June 30, 2024, we recognized a decrease in revenue from sales of Fresh Fruit and Other of $113 and $190, respectively, compared to the same periods in the prior year, driven by a decrease in the amount of fruit that was resold on behalf of grove owners.

Revenue for the three and nine months ended June 30, 2024 from the grove owners relating to Grove Management Services increased 121.5% and 139.4%, respectively, compared to the prior year, principally due to the signing of the Grove Owners Agreement in October 2023.

For the three and nine months ended June 30, 2024, we recognized an increase in Cost of Sales of $7,435 and $23,210, respectively, compared to the same periods in the prior year, which was driven by a combination of the inventory adjustments recorded at September 30, 2022 on the ending inventory balance as a result of the impact of Hurricane Ian, which effectively lowered the inventory to be expensed in fiscal year 2023, as well as a 103.1% and 15.1% increase in

24

boxes harvested in the three and nine months ended June 30, 2024, respectively, compared to the same periods in the prior year.

For the three month period ended June 30, 2024, Harvest and Hauling expenses increased $1,249, compared to the prior year period, driven by the increase in the number of boxes produced for the period as a result of the timing of our harvest. For the nine months ended June 30, 2024, Harvesting and Hauling expenses were up $1,270, when compared to the same period in the prior year, driven by the increase in the number of boxes produced for the period as we continue to recover from the impact of Hurricane Ian.

For the three and nine month periods ended June 30, 2024, the credit amounts shown in “Fresh Fruit and Other” in operating expenses above primarily represent a final true-up of Crop Insurance Proceeds from Hurricane Ian, received in the current period. For the three and nine month periods ended June 30, 2023, the credit amounts primarily represent the Crop Insurance Proceeds of $16,643 and $21,403, respectively, which were recorded as a reduction of operating expenses, and includes $1,315 in federal relief proceeds received under the CRBG program in the nine months ended June 30, 2023.

There was a 129.1% and 159.5% increase in operating expenses relating to grove management services for the Grove Owners for the three and nine months ended June 30, 2024 and 2023, respectively, primarily due to the new Grove Owners Agreement.

Land Management and Other Operations

The table below presents key operating measures for the three and nine months ended June 30, 2024 and 2023 for the Land Management and Other Operations segment:

(in thousands)	Three Months Ended June 30,				Change				Nine Months Ended June 30,				Change
	2024		2023		$		%		2024		2023		$		%
Revenue From:
Land and Other Leasing	$	302	$	474	$	(172)	(36.3)	%	$	894	$	1,028	$	(134)	(13.0)	%
Other	71		98		(27)		(27.6)	%	223		221		2		0.9	%
Total	$	373	$	572	$	(199)	(34.8)	%	$	1,117	$	1,249	$	(132)	(10.6)	%
Operating Expenses:
Land and Other Leasing	$	84	$	104	$	(20)	(19.2)	%	$	341	$	295	$	46	15.6	%
Other	—		—		—		—		5		5		—		—
Total	$	84	$	104	$	(20)	(19.2)	%	$	346	$	300	$	46	15.3	%

Components of Results of Operations for Land Management and Other Operations Segment

Land and Other Leasing includes lease income from leases for grazing rights, hunting leases, a farm lease, a lease to a third party of an aggregate mine, leases of oil extraction rights to third parties, and other miscellaneous income.

Land and Other Leasing operating expenses includes real estate, property taxes, general and administrative expenses including salaries, benefits and legal.

Comparison of the Three and Nine Months Ended June 30, 2024 and 2023 for the Land Management and Other Operations Segment

Land Management and Other Operations revenue for the three and nine months ended June 30, 2024 decreased 34.8% and 10.6%, respectively, as compared to the same period in the prior year principally due to a decrease in hunting lease revenue as a result of the sale of the ranch land.

The decrease in operating expenses from Land Management and Other Operations for the three months ended June 30, 2024, as compared to the three months ended June 30, 2023, was primarily due to a decrease in property taxes related to land sales. The increase in operating expenses from Land Management and Other Operations for the nine months ended

25

June 30, 2024, as compared to the nine months ended June 30, 2023, was primarily due to an increase in mining permitting costs, offset by a decrease in property taxes related to land sales.

Seasonality

We are primarily engaged in the production of fruit for sale to citrus markets, which is of a seasonal nature, and subject to the influence of natural phenomena and wide price fluctuations. Historically, the second and third quarters of our fiscal year produce most of our annual revenue. However, due to the timing of the current year harvest, more of the citrus crop was harvested in the first and second quarters of this fiscal year. Working capital requirements are typically greater in the first and fourth quarters of the fiscal year, coinciding with harvesting cycles. Because of the seasonality of the business, results for any quarter are not necessarily indicative of the results that may be achieved for the full fiscal year.

Liquidity and Capital Resources

A comparative balance sheet summary is presented in the following table:

(in thousands)	June 30, 2024		September 30, 2023		Change
Cash and cash equivalents	$	9,106	$	1,062	$	8,044
Total current assets	$	54,364	$	58,805	$	(4,441)
Total current liabilities	$	20,358	$	15,065	$	5,293
Working capital	$	34,006	$	43,740	$	(9,734)
Total assets	$	414,602	$	428,353	$	(13,751)
Principal amount of term loans and lines of credit	$	84,510	$	129,319	$	(44,809)
Working capital ratio	2.67 to 1		3.90 to 1
Debt to total assets ratio	0.20 to 1		0.30 to 1

Sources and Uses of Liquidity and Capital

Our business has historically generated full fiscal year positive net cash flows from operating activities, although the net cash flow in the first quarter of each fiscal year has been negative because of seasonality and the associated need to expend cash in advance of generating revenues from the harvesting season. Sources of cash primarily include cash flows from operations, sales of under-performing land and other assets, amounts available under our credit facilities, and access to capital markets. Access to additional borrowings under revolving lines of credit is subject to the satisfaction of customary borrowing conditions. As a public company, we may have access to other sources of capital. However, access to, and availability of, financing on acceptable terms in the future will be affected by many factors, including (i) financial condition, prospects, and credit rating; (ii) liquidity of the overall capital markets; and (iii) the state of the economy. There can be no assurance that we will continue to have access to the capital markets on acceptable terms, or at all.

The principal uses of cash that affect our liquidity position include the following: operating expenses including employee costs, the cost of maintaining the citrus groves, harvesting and hauling of citrus products, capital expenditures, stock repurchases, dividends, debt service costs including interest and principal payments on term loans and other credit facilities and acquisitions. Although the current year tax provision is recorded within Income taxes payable on our balance sheet, as required by U.S. GAAP; we do not expect to pay any further income taxes for the fiscal year ended September 30, 2024. The income tax payable is expected to be reclassified to Deferred income tax liabilities, net, at year-end, as we anticipate utilizing a portion of our prior year net operating loss carryover.

Management believes that a combination of cash-on-hand, cash generated from operations, and asset sales and availability under our lines of credit will provide sufficient liquidity to service the principal and interest payments on our indebtedness and will satisfy working capital requirements and capital expenditures for at least the next twelve months and over the long term. However, this is subject, to a certain extent, on general economic, financial, competitive, regulatory and other factors that are beyond our control.

26

Borrowing Facilities and Long-term Debt

We have a $70,000 working capital line of credit and a $25,000 revolving line of credit, of which $69,752 and $25,000 was available for general use as of June 30, 2024 (see Note 7. Long-Term Debt and Lines of Credit to the accompanying Condensed Consolidated Financial Statements). We may utilize the available cash to pay down indebtedness, pursue citrus grove acquisitions, conduct share repurchases, and possibly reinstate increased dividends. If we choose to pursue significant growth and other corporate opportunities, these actions could have a material adverse impact on our cash balances and may require us to finance such activities by drawing down on our lines of credit or by obtaining additional debt or equity financing. There can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms. Any inability to obtain additional financing could adversely impact our ability to pursue different growth and other corporate opportunities.

The level of debt could have important consequences on our business, including, but not limited to, increasing our vulnerability to general adverse economic and industry conditions, limiting the availability of cash flow to fund future investments, capital expenditures, working capital, business activities and other general corporate requirements, and limiting flexibility in planning for, or reacting to, changes in its business and industry.

Our credit facilities are subject to various debt 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 increased annually by 10% of consolidated net income for the preceding years, or $174,628 applicable for the year ended September 30, 2023; (iii) minimum current ratio of 1.50 to 1.00; (iv) debt to total assets ratio not greater than 0.625 to 1.00; and (v) solely in the case of the WCLC, a limit on capital expenditures of $30,000 per fiscal year. As of June 30, 2024, we were in compliance with all of the financial covenants.

Cash Flows

Cash and cash equivalents increased from $1,592 as of June 30, 2023, to $9,106 as of June 30, 2024. The components of these changes are discussed below.

(in thousands)	Nine Months Ended June 30,				Change
	2024		2023
Net cash (used in) operating activities	$	(18,720)	$	(618)	$	(18,102)
Net cash provided by (used in) investing activities	70,088		(5,718)		75,806
Net cash (used in) provided by financing activities	(45,954)		7,063		(53,017)
Net increase in cash and restricted cash	$	5,414	$	727	$	4,687

Net Cash (Used In) Operating Activities

The $(18,102) increase in Net Cash (used in) operating activities was driven by Crop Insurance Proceeds of $21,403 during the nine months ended June 30, 2023, partially offset by increased revenues for the nine months ended June 30, 2024.

Net Cash Provided By (Used In) Investing Activities

The $75,806 increase in Net Cash provided by (used in) investing activities for the nine months ended June 30, 2024, compared to the nine months ended June 30, 2023, was primarily due to proceeds from the sale of 17,229 acres of the Alico Ranch and the 798 acres of citrus land.

Net Cash (Used In) Provided By Financing Activities

The increase of $(53,017) in Net Cash (used in) provided by financing activities for the nine months ended June 30, 2024, as compared to the nine months ended June 30, 2023, was primarily due to the repayment of the WCLC and the $19,094 Met Life Variable-Rate Term debt with the proceeds from the sale of 17,229 acres of the Alico Ranch, as compared to an increase in net borrowings under the WCLC in the same period in the prior year.

We had $0 and $17,910 outstanding on our revolving lines of credit as of June 30, 2024 and June 30, 2023, respectively.

27

The WCLC agreement provides for Rabo Agrifinance, Inc. to issue up to $2,000 in letters of credit on our behalf. As of June 30, 2024, there was $248 in outstanding letters of credit, which correspondingly reduced our availability under the WCLC.

Contractual Obligations

Our material cash requirements from known contractual and other obligations are described in the accompanying notes to the financial statements within Part I, Item 1 of this Quarterly Report. These include principal and interest payments on long-term debt as described in Note 7. Long-Term Debt and Lines of Credit, operating leases as described in Note 10. Leases and purchase commitments as described in Note 12. Commitments and Contingencies to the Condensed Consolidated Financial Statements included in this Quarterly Report.

Critical Accounting Policies and Estimates

The discussion and analysis of the Company’s financial condition and results of operations is based upon its unaudited condensed consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires the Company to make certain estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. We base these estimates on historical experience, available current market information and on various other assumptions that management believes are reasonable under the circumstances. Additionally, the Company evaluates the results of these estimates on an on-going basis. Management’s estimates form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

See Note 1. Description of Business and Basis of Presentation to the Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report for a detailed description of recent accounting pronouncements. There have been no material changes to the Company’s Critical Accounting Policies and Estimates from those reflected in the Company’s 2023 Annual Report on Form 10-K.

28

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risk - We are subject to interest rate risk from the utilization of financial instruments such as term loan debt and other borrowings. Our primary long-term obligations are fixed rate debts subject to fair value risk due to interest rate fluctuations. See Note 1. Description of Business and Basis of Presentation to these Condensed Consolidated Financial Statements.

We are also subject to interest rate risk on our variable rate debt; however, at June 30, 2024, we had no variable-rate debt outstanding.

In the three months ended June 30, 2024, there were no other material changes to our quantitative and qualitative disclosures about market risk from those discussed in Part II, Item 7A in our Annual Report on Form 10-K for the year ended September 30, 2023, filed with the SEC on December 6, 2023.

Item 4. Controls and Procedures

Limitations on effectiveness of controls and procedures

In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Evaluation of Disclosure Controls and Procedures

Management, with the participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) as of June 30, 2024, our disclosure controls and procedures were effective at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

During the quarter ended June 30, 2024 there were no changes in our internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

29

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we have been, and may in the future be involved in, litigation relating to claims arising out of our operations in the normal course of business. There are no current legal proceedings to which we are a party or of which any of our property is subject that we believe will have a material adverse effect on our financial position, results of operations or cash flows. See Note 12. Commitments and Contingencies to the Condensed Consolidated Financial Statements included in this Quarterly Report for further information.

Item 1A. Risk Factors

There have been no material changes to the risk factors set forth in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended September 30, 2023, as filed with the SEC on December 6, 2023.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no sales of unregistered equity securities during the period covered by this Quarterly Report.

There were no issuer repurchases of the Company’s equity securities during the period covered by this Quarterly Report.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosure

Not Applicable.

Item 5. Other Information

a)None.

b)None.

c)During the three months ended June 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

30

Item 6. Exhibits

Exhibit Number	Exhibit Description	Form	File No.	Exhibit	Filing Date	Filed/Furnished Herewith
3.1	Restated Certificate of Incorporation, dated February 17, 1972	10-K	00-000261	3.1	12/11/2017
3.2	Certificate of Amendment to Certificate of Incorporation, dated January 7, 1974	S-8	333-130575	4.2	12/21/2005
3.3	Amendment to Articles of Incorporation, dated January 14, 1987	S-8	333-130575	4.3	12/21/2005
3.4	Amendment to Articles of Incorporation, dated December 27, 1988	S-8	333-130575	4.4	12/21/2005
3.5	Second Amended By-Laws of Alico, Inc., amended and restated	8-K	000-00261	3.6	1/15/2021
10.1	Employment Agreement by and between Alico, Inc. and Mitch Hutchcraft, effective May 28, 2024					*
10.2	Letter Agreement by and between Alico, Inc. and James Sampel, dated May 28, 2024					*
10.3	Letter Agreement by and between Alico, Inc. and Bradley Heine, dated June 3, 2024					*
10.4 †	Tropicana Supply Agreement					*
10.5	Fifteenth Amendment and Waiver to Credit Agreement by and among Alico, Inc., Alico-Agri, Ltd., Alico Plant World, L.L.C., Alico Fruit Company, LLC, Alico Land Development Inc., Alico Citrus Nursery, LLC and Rabo Agrifinance LLC (f/k/a Rabo Agrifinance, Inc.) dated June 5, 2024					*
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Rule 13a-14(a) certification					*
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Rule 13a-14(a) certification					*
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350					**
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350					**
101.INS	Inline XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.					*
101.SCH	Inline XBRL Taxonomy Extension Schema Document					*
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document					*
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document					*

31

101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document	*
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document	*
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).	*
*	Filed herewith.
**	Furnished herewith.
†	Certain portions of this exhibit (indicated by asterisks) have been redacted in compliance with Regulation S-K Item 601(b)(10)(iv).

32

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		ALICO, INC. (Registrant)
August 5, 2024	By:	/s/ John E. Kiernan
		John E. Kiernan
		President and Chief Executive Officer
		(Principal Executive Officer)

August 5, 2024	By:	/s/ Bradley Heine
		Bradley Heine
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

33

EX-10.1

EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of the 28th day of May, 2024, by and between Mitch Hutchcraft (the "Executive"), a Texas resident, and Alica, Inc., a Florida corporation (the "Company"). Recitals WHEREAS, the Company desires to employ the Executive to serve as Executive Vice President- Real Estate of the Company, effective as of the Effective Date (as defined below), and the Executive desires to accept such position with the Company. Agreement NOW, THEREFORE, in consideration of the premises and of the mutual covenants contained herein, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Employment. Effective as of May 28, 2024, or such other date as mutually agreed to by the Executive and the Company (the "Effective Date"), the Company shall employ the Executive as its Executive Vice President - Real Estate, and the Executive shall commence such employment, upon the terms and conditions set forth herein. Notwithstanding the foregoing, the Executive agrees and acknowledges that his employment is conditioned on the completion of background checks, pre-employment drug testing of the Executive and all necessary employment documentation to the satisfaction of the Company prior to the Effective Date, and in the event such conditions are not satisfied, this Agreement shall be void ab initio. Except as otherwise expressly provided herein and in the Indemnification Agreement to be executed by the Company and the Executive, this Agreement (including the exhibits, which are an integral part of it) sets forth the terms and conditions of the Executive's employment by the Company, represents the entire agreement of the parties with respect to that subject, and supersedes all prior understandings and agreements with respect to that subject. Every reference in this Agreement to an Exhibit is to an exhibit to this Agreement. As used in this Agreement, the capitalized terms that are defined on Exhibit A have the respective definitions attributed to them on Exhibit A, and those definitions are incorporated by reference into this Agreement. 2. Position and Duties. (a) Duties. The Executive shall be employed by the Company as Executive Vice President - Real Estate. The Executive shall have the normal duties, responsibilities, and authority of such position, and shall perform all duties incidental to such position that may be required by law and all such other duties as may be reasonably assigned by the Chief Executive Officer of the Company and are consistent with the duties nonnally associated with such position at a public corporation. The Executive shall report to the Chief Executive Officer of the Company. (b) Engaging in Other Employment. While employed by the Company, except as otherwise approved by the Board of Directors of the Company (the "Board"), the Executive shall devote substantially all of his working time and attention to the Company and its affiliates and shall not be employed by any other person or entity. Notwithstanding the foregoing or the US-DOCS\ 150091584.3 Exhibit 10.1

EX-10.2

May 28, 2024 James Sampel 5386 Quarry Rock Rd Lakeland, FL 33809 Re: Severance Benefits Dear James: SEVERANCE AGREEMENT You are rece1Vmg this letter (this "Letter Agreement") because Alico, Inc. (the "Company") has determined to provide you with certain separation benefits for which you may become eligible upon certain terminations of your employment with the Company (a "Termination"), subject to the terms and conditions set forth in this Letter Agreement. 1. Severance Benefits on Termination without Cause: Resignation for Good Reason Following a Change in Control. (a) If your Termination is (x) by the Company other than for Cause, death, or Disability or (y) on or following a Change in Control, by you for Good Reason (each capitalized term, as defined below on Exhibit A hereto), then, subject to your execution of a release substantially in the form attached to this Letter Agreement as Exhibit B hereto (the "Release") and the Release becoming effective and irrevocable in accordance with its terms by no later than the 55th day immediately following the date that you incur a "separation from service" within the meaning of Section 409A of the Code of 1986 and your continued compliance with the Restrictive Covenants (as defined below), the Company shall pay to you an amount equal to your annual base salary (the "Severance Amount"). The Severance Amount shall be paid to you in equal installments for the one­ year period following your date of termination in accordance with the Company's regular payroll practices, as in effect on the date of termination. In addition, during this one-year period, the Company will provide to you the same health care benefit coverage being made available to similarly situated active Company employees ( at no cost to you in excess of the employee premium cost applicable to similarly situated active Company employees) provided that you will be eligible to continue to receive coverage under the Company's group health plans (together with the Severance Amount, the "Severance Benefits"). For the avoidance of doubt, if you resign, retire, or otherwise voluntarily terminate your employment with the Company for any reason or if the Termination is by the Company for 1 US-DOCS\147368482.3 Exhibit 10.2

EX-10.3

1 US-DOCS\147368211.5 SEVERANCE AGREEMENT May 28, 2024 Bradley M. Heine 1069 Silverstrand Drive Naples, FL 34110 Re: Employment Agreement Amendment Dear Brad: This Letter Agreement confirms the understanding reached between you and Alico, Inc., a Florida corporation (the “Company”), regarding the modification of the terms of your employment with the Company to include severance protection in the event of your qualifying termination of employment, as set forth in this letter agreement (this “Letter Agreement”). This Letter Agreement constitutes an amendment to that certain Employment Agreement, dated as of August 16, 2023, by and between you and the Company (the “Employment Agreement”). Capitalized terms used in this Letter Agreement and not defined herein shall have the meaning given to such terms in the Employment Agreement. This Letter Agreement shall be effective as of the date set forth above. 1. Severance Benefits on Termination without Cause; Resignation for Good Reason Following a Change in Control. (a) If, at any time following May 28, 2024, your employment is terminated (x) by the Company other than for Cause, death, or Disability or (y) on or following a Change in Control, by you for Good Reason (as defined below), then, subject to your compliance with the terms of Section 11(a) of the Employment Agreement, your execution of a release substantially in the form attached to your Employment Agreement as Exhibit B thereto (the “Release”) and the Release becoming effective and irrevocable in accordance with its terms by no later than the 55th day immediately following the date that you incur a “separation from service” within the meaning of Section 409A of the Code of 1986 and your continued compliance with the covenants set forth in Section 10 of the Employment Agreement, the Company shall pay to you an amount equal to your Annual Base Salary (the “Severance Amount”). The Severance Amount shall be paid to you in equal installments for the one- year period following your Date of Termination in accordance with the Company’s regular payroll practices, as in effect on the Date of Termination. In addition, during this one-year period, the Company will provide to you the same health care benefit coverage being made available to similarly situated active Company employees (at no cost to you in excess of the employee premium cost applicable to similarly situated active Company employees) Exhibit 10.3

2 US-DOCS\147368211.5 provided that you will be eligible to continue to receive coverage under the Company’s group health plans. (b) “Good Reason” means the occurrence (without your written consent) of any one of the following material adverse changes to your employment relationship with the Company on or following a Change in Control: (a) a reduction in the amount of your Annual Base Salary, (b) a reduction in the amount of your Target Bonus Opportunity, (c) a material diminution in your duties or responsibilities, (d) a requirement by the Company that you relocate to a principal place of work that is more than 50 miles from the current office location from which you worked prior to the Change in Control, (e) your title is diminished from that as Chief Financial Officer, (f) the Company fails to pay or provide to you when due any material amount owed to you under the Employment Agreement or any material employee benefits that are required to be provided to you pursuant to the Employment Agreement, or (g) any successor in interest to all or substantially all the assets or business of the Company (whether pursuant to a sale, merger, exchange, consolidation, or reorganization transaction) fails or refuses, at the closing of the transaction, to assume in writing the Employment Agreement (including this Letter Agreement) and agree to perform all the obligations of the Company under it, unless such assumption occurs by operation of law. Your continued employment shall not constitute consent to, or a waiver of rights with respect to, any act or failure to act constituting Good Reason under the Employment Agreement, provided, however, that you shall not have reason to terminate your employment with the Company for Good Reason unless (i) you shall have provided the Company with written notice of the occurrence of the event constituting Good Reason within 90 days after the occurrence of such event and, if the event is curable, the Company shall have failed to cure such event within 30 days following receipt of such written notice, and (ii) if the event is not cured by the Company within the prescribed cure period, you provide Notice of Termination to the Company within 180 days after the date on which the event giving rise to such Good Reason occurred. You and the Company acknowledge and agree that, to the maximum extent possible, this Letter Agreement and the Employment Agreement shall be interpreted in accordance with Section 409A of the Code and Department of Treasury regulations and other interpretive guidance issued thereunder.

Please indicate your acceptance of the terms and provisions of this Letter Agreement by signing both copies of this Letter Agreement and returning one copy to me. The other copy is for your files. By signing below, you acknowledge and agree that you have carefully read this Letter Agreement in its entirety; fully understand and agree to its terms and provisions; and intend and agree that it be final and legally binding on you and the Company. This Letter Agreement shall be governed and construed under the internal laws of the State of Florida and may be executed in several counterparts. Very truly yours, /s/ John E. Kiernan John E. Kiernan President and Chief Executive Officer Agreed and Accepted: /s/ Bradley M. Heine Bradley M. Heine

EX-10.4

1 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[***]”. ORANGE PURCHASE AGREEMENT (“Agreement”) Agreement Date: April 11, 2024 Agreement Number: R641 Agreement between ALICO, INC. (“Supplier”) and Tropicana Manufacturing Company, Inc. (“Tropicana”) Exhibit 10.4

2 Recitals Supplier grows oranges for the production of orange juice and Tropicana is in the business of processing oranges for juice. Tropicana requires a consistent supply of oranges at an agreed upon price so that it can confidently commit to the production of orange juice. Supplier seeks assurances that its production of conforming oranges will be purchased by a financially capable purchaser at an agreed upon price. It is in the mutual best interests of the Supplier and Tropicana that they be able to plan on the purchase and sale of oranges produced by Supplier at a price agreed upon in advance. Both parties agree that the price agreed upon in this Agreement is fair. They acknowledge that due to market conditions this price at any time may be higher or lower than the market price. However, they are willing to agree to a price so that they can plan for stability. NOW, THEREFORE, in consideration of the premises, the parties hereto agree as follows: Agreement 1. Purchase and Sale. (a) During the Term of this Agreement, and subject to the terms and conditions set forth herein, Supplier agrees to sell and Tropicana agrees to purchase all of the acceptable oranges (as described in Section 4) of the E/Mid, Vernia and Valencia variety grown in the groves identified on Schedule A attached to this Agreement (“Groves”). Groves, when used herein, shall be deemed to include the land on which trees are growing and does not only mean the trees growing on the land. (b) It is anticipated that the Groves will produce approximately [***] boxes of E/Mid, [***] boxes of Vernia and [***] boxes of Valencia oranges for the entire Term as follows: VARIETY BOXES PER CROP YEAR E/Mid [***] - 2024/2025 through 2026/2027 Crop Year Vernia [***] - 2024/2025 through 2026/2027 Crop Year Valencia [***] - 2024/2025 through 2026/2027 Crop Year (c) This approximate volume is for planning purposes only. Supplier’s obligation under this Agreement is to deliver the actual volume of acceptable oranges produced by the Groves. Supplier will continue to analyze the economic viability of the acreage listed in Schedule A during the term of this contract. If, in Suppliers best judgement, certain acreages are no longer economically viable, Supplier may remove that acreage from this contract with Buyer’s consent, which shall not be unreasonably withheld or delayed.

3 2. Term. The Term of this Agreement (“Term”) will be from November 1, 2024 through July 31, 2027. The parties agree to discuss the possibility for renewal of the Agreement by the end of the 2026/2027 crop year. If mutually agreed upon in a writing signed by both parties, the Agreement will be extended for another 2 crop years commencing with crop year 2027/2028. 3. Pricing. The gross price per pound of soluble orange juice solids (“pps”) for oranges delivered under this Agreement will be as follows: 2024/2025 2025/2026 2026/2027 E/Mid [***] [***] [***] Vernia [***] [***] [***] Valencia [***] [***] [***] 4. Standards of Acceptable Oranges: (a) Tropicana is not required to accept any oranges that do not meet the following minimum standards of quality listed in Schedule C: • Round juice oranges • Pass all applicable government inspections • Minimum State brix standard • Minimum State brix to acid ratio standard • Meet all warranties contained in this Agreement (b) Tropicana will not be required to accept any Ambersweets, Parson Browns, Robles, Temples, Murcotts, Tangelos or Navel oranges. (c) Tropicana may, at its sole discretion, declare oranges not meeting the minimum standards to be acceptable and, in such event, all other terms of this Agreement, including, but not limited to, the provisions relating to price and the obligation of Supplier to sell, transfer, or deliver the oranges exclusively to Tropicana, will apply. (d) Supplier will use best harvesting practices and minimize trash in loads, whether mechanically picked or hand picked. Tropicana will not be required to accept any loads of oranges containing excessive trash or debris, including, but not limited to, bottles, cans, limbs, branches and rocks. The oranges delivered to Tropicana’s processing plants will be graded by Tropicana. Tropicana will determine the culling rate applicable to such oranges. (e) Tropicana is a global company with global use for the oranges we buy. Therefore, Supplier agrees that in addition to following all local, state and federal guidelines

4 for pesticide usage, Supplier will not use any pesticide containing chlorpyrifos in the groves. Tropicana reserves the right to monitor pesticide compliance, including testing of oranges purchased. In addition, as new pesticides are added to banned lists by regulatory agencies outside the United States that are used for the growing of citrus in Florida and may impact the commercial viability of products derived from citrus, Supplier agrees to work with Tropicana to identify a mutually agreeable solution to discontinue, replace or segregate the use of the specific pesticide(s). 5. Determination of Type and Quality of Oranges Received: Any determination as to classification or quantity of oranges received, or as to pounds of solids will be as reported by daily tests made by authorized government inspectors, stationed at Tropicana or at the plant to which Tropicana has directed delivery to be made. 6. Picking and Delivery of Oranges: (a) The oranges are to be picked by Supplier and delivered by Supplier to Tropicana’s plant in Bradenton, FL, or to such other location as Tropicana may designate. Delivery will be at the sole cost of Supplier. Tropicana will have the unrestricted right to determine the delivery schedule for the oranges, the hours of operation, and the dates of opening and closing its processing plants. Tropicana has no obligation to receive deliveries of oranges made outside of the delivery schedule, dates, and times so determined. Supplier understands and agrees that in the event of a natural calamity (including but not limited to, freeze, drought, flood or storm), other suppliers under agreement with Tropicana may make demands on Tropicana for orange processing that exceed Tropicana’s processing capabilities. In such event, Tropicana will allocate deliveries, in its sole discretion, where delivery of the oranges is most efficient and beneficial for Tropicana. Such allocation will not constitute an inability or refusal to perform, or a breach of this Agreement. No oranges will be delivered after July 15 of any growing season or such date established by Tropicana and communicated to Supplier at least fourteen (14) days prior to such date, without the written consent of Tropicana. 7. Representations and Warranties: Supplier hereby represents and warrants to Tropicana that during the term of this Agreement: The oranges delivered by Supplier will be of good, wholesome, merchantable and marketable quality for oranges purchased for juice processing, as those terms are used in the citrus industry, and will not be oranges that have been genetically modified using recombinant DNA technology. The quality of the oranges will meet all applicable federal and state laws and regulations, including, but not limited to, requirements that residues of fertilizers, pesticides, and other chemicals do not exceed federal or state limits and that required waiting periods following application of such chemicals have expired before delivery of the oranges to Tropicana. Supplier will sell only oranges grown in the Groves to Tropicana.

5 Without the prior written consent of Tropicana, Supplier has not and will not, sell, or agree to sell, oranges that are subject to this Agreement to anyone other than Tropicana. (a) Supplier owns or controls the Groves and warrants good title to the oranges produced from the Groves. The oranges produced from the Groves are free from liens and encumbrances. Supplier has full power, right and authority to enter into this Agreement and to sell and deliver oranges in accordance with this Agreement. (b) The individuals signing this Agreement on behalf of Supplier represent they have full authority to do so. Supplier has all necessary powers and all federal, state and local licenses and permits, including, without limitation, water and environmental permits, necessary to own or control and cultivate the Groves and to perform its obligations under this Agreement. Supplier and Supplier’s labor contractor(s) are in compliance with all local, state and Federal labor and employment laws, including, but not limited to Title VII of the Civil Rights Act of 1964, as amended, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the Fair Labor Standards Acts, the Work or Adjustment Retraining and Notification Act, the Occupational Safety and Health Act of 1979, as amended, Executive Order 11246, as amended, the Employee Retirement Income Security Act of 1974, as amended, the Alfredo Bahena Act of 2004, and the Florida Agricultural Worker Safety Act of 2004, and any rules and regulations relating to said laws. SUPPLIER CODE OF CONDUCT – At all times, this Agreement will be subject to, and Supplier will adhere to, Tropicana’s Supplier Code of Conduct as amended from time to time and available at https://www.tropicanabrandsgroup.com/suppliercode. . RAW MATERIAL QUALITY & FOOD SAFETY REQUIREMENTS - Supplier will comply with Tropicana Brands Group Raw Material Quality & Food Safety Requirements attached hereto as Schedule B, as amended from time to time. All oranges which Supplier provides will at all times meet the Standards of Acceptability contained in Section 4 of this Agreement. 8. Taxes and Other Charges: Any Federal, State (including Florida Citrus Commission or Florida Department of Citrus), local or other tax or charge of any nature levied against oranges or juice from oranges processed by Tropicana will be paid by Supplier. Tropicana has the right to deduct unloading fees and regrading charges, as determined by Tropicana, in accordance with customary industry standards and practices.

6 9. Force Majeure: In the event of freeze, hurricane or other Act of God, fire, governmental law, directive or regulation or any contingency beyond the reasonable control of the affected party, (“Force Majeure”), the affected party will use commercially reasonable efforts to continue timely performance of its obligations under this Agreement. If even with such commercially reasonable efforts the affected party cannot perform its obligations hereunder, the affected party will be relieved of the prorated portion of its obligations hereunder during the period of time the affected party cannot perform its obligations. However, no party will be given relief hereunder if its negligence or misconduct materially contributed to its inability to perform its obligations. If Tropicana is the affected party, it will notify Supplier the volume of oranges Supplier may sell elsewhere. If Supplier is the affected party, Supplier will notify Tropicana as soon as Supplier has a reason to anticipate that its performance will be hindered by a Force Majeure event. If Force Majeure impairs the ability of Supplier to cultivate and produce oranges, it will use its best efforts thereafter to cultivate and produce oranges to at least the level of production prior to the incidence of Force Majeure as soon as possible. 10. Termination: This Agreement may be terminated: By the mutual consent of Supplier and Tropicana documented in a writing signed by both parties; or By either Tropicana or Supplier if there has been a breach of the other’s representations, warranties, covenants, agreements or obligations hereunder which breach is not cured within ten (10) days after receiving written notice thereof. No opportunity to cure need be given if the default, by its nature, is not capable of being cured. 11. Indemnity: Each party hereby agrees to indemnify, defend and hold harmless the other party, its officers, employees, directors, shareholders, affiliates, subsidiaries, parents, customers, contractors, and/or agents against any and all claims, liabilities, damages, loss, penalties, costs and/or other expense of any kind whatsoever which may result or arise from any breach of this Agreement, or any violation of law, or any negligent act or omission or willful misconduct, on the part of the indemnifying party and/or its employees or agents; provided, however, that a party shall not be required to indemnify, defend or hold harmless the other party against any such matters which arise out of the negligence or willful acts or omissions of such other party and/or its agents. 12. Insurance: Without limiting any other obligation or liability of Supplier under this Agreement, Supplier agrees that upon execution of the Agreement and throughout its entire effective period,

7 Supplier will procure and maintain insurance coverage, at its sole cost and expense, with limits and conditions not less than those specified below. (a) Commercial General Liability Insurance, written on an occurrence form, including but not limited to premises-operations, broad form property damage, products/completed operations, contractual liability, independent contractors, personal injury and advertising injury and liability assumed under an insured contract, with limits of at least $1,000,000 per occurrence and $2,000,000 general aggregate and products/completed operations aggregate of $2,000,000. (b) Worker’s Compensation Insurance with benefits afforded under the laws of the state in which the services are to be performed and Employers Liability insurance with minimum limits of $1,000,000 for Bodily Injury – each accident, $1,000,000 for Bodily Injury by disease – policy limit and $1,000,000 for Bodily Injury by disease – each employee. Supplier is required to carry this insurance regardless of eligibility for waiver or exemption of coverage under state statute, however a qualified self-insured is acceptable or Supplier may maintain an Occupational Accident Policy where allowed by law. (c) Business Automobile Liability Insurance including coverage for owned, hired, and non-owned vehicles with a combined single limit including bodily injury and property damage of not less than $1,000,000 each accident. (d) Excess Liability (Umbrella) Insurance with a minimum limit of $2,000,000 per occurrence. This policy will provide excess limits for the General Liability, Employer’s Liability and Automobile Liability policies and follow form or be at least as broad in coverage. (e) General Requirements i. Supplier’s purchase of insurance will not in any way limit Supplier’s liability under this agreement. All coverage must be written on an occurrence basis and must be maintained without interruption from the date of this agreement until the date of termination of this agreement. All coverage will be primary and non-contributory to any other insurance available to Tropicana. ii. Should any of the above described policies be cancelled before the expiration date thereof, the Supplier or Supplier’s representative will mail thirty (30) days written notice to the certificate holder. iii. The policies will be written with insuring company(ies) with AM Best financial strength ratings of “A” or higher and financial size categories of “VII” or greater. iv. The policies listed in subsections (a), (c) and (d) will list Tropicana and its subsidiaries, affiliates, directors, officers, employees, partners and agents as additional insured. v. The policies listed in subsections (a), (b), (c) and (d) will contain waiver of subrogation in favor of Tropicana. vi. The coverage amounts set forth above may be met by a combination of underlying and umbrella policies so long as in combination the limits equal or exceed those required. vii. Supplier and any subcontractors will provide Tropicana with certificates of insurance evidencing the insurance required within prior to commencing any work.

8 viii. Supplier will require its subcontractors to maintain coverage not less than those specified above to include listing Tropicana and its subsidiaries, affiliates, directors, officers, employees, partners and agents as additional insured and waiver of subrogation in favor of Tropicana on the policies listed under subsections (a), (b), (c) and (d). ix. Furnishing acceptable evidence of insurance as required hereunder will not relieve Supplier or any subcontractor from any liability or obligation for which it is otherwise liable under the terms of this contract, nor is liability limited to the amount of this contract. 13. Remedies in Certain Cases: Due to the variable, uncertain, and unstable nature of citrus markets, and supply of oranges, Supplier and Tropicana recognize and agree that a default or a breach in certain of Supplier’s obligations hereunder will result in damages that are uncertain and not easily susceptible to proof. It is the intent of Supplier and Tropicana to liquidate damages in advance of any such default or breach. Accordingly, if Supplier fails to deliver the oranges to Tropicana, Supplier will pay as liquidated damages and not a penalty, and Tropicana will have the right of set off against any monies owed Supplier for the greatest of: (i) the sum of [***] per ninety (90) pound box of oranges not delivered to Tropicana; (ii) [***] of the price, or equivalent other consideration received by Supplier for the transfer, assignment, sale, or delivery of oranges to anyone other than Tropicana; or (iii) the difference between the gross price per pound solid under this Agreement, and the gross price per pound solid of oranges procured by Tropicana to replace the oranges not delivered to Tropicana. In addition to liquidated damages, Tropicana will have the right to terminate this Agreement. In the event of termination, compensation for all oranges that Tropicana would have received from Supplier, up to the approximate volume set forth in Section 1(b), for the remainder of the Term, will be included as liquidated damages. 14. Governing Law; Venue: This Agreement will be governed by and construed in connection with the laws of the State of Florida without regard to conflict of laws principles. Tropicana and Supplier agree that should legal action be brought to enforce the terms of this Agreement, the state and federal courts in Bradenton, Manatee County, Florida have exclusive jurisdiction. It is also agreed that should either party be required to bring legal action to enforce the terms of this Agreement, the prevailing party will be entitled to its reasonable attorney’s fees, together with all costs and expenses of litigation, up to and including appeals.

9 15. Assignment; Successors; Sale of Groves: This Agreement may not be assigned or transferred by Supplier without the prior written consent of Tropicana which shall not be unreasonably withheld or delayed. Notwithstanding anything in this Agreement to the contrary, after completion of the 2024/2025 Crop Year, Supplier may sell that certain acreage described on Schedule A attached to this Agreement as “2x6 01” (comprising 205.9 acres) and “2x6 02” (comprising 290.9 acres) (collectively, the “2x6 Grove Option Property”), without the consent of Tropicana; provided, however, Supplier may sell the 2x6 Grove Option Property to a third party prior to completion of the 2024/2025 Crop Year without the consent of Tropicana as long as Supplier continues to exclusively own and/or control the 2024/2025 citrus crop growing on the 2x6 Grove Option Property so as to allow Supplier to fully perform its obligations under this Agreement with respect to same. Supplier will notify Tropicana in writing if the 2x6 Grove Option Property is sold, and upon completion of the 2024/2025 Crop Year, such acreage shall automatically be removed from the operation and effect of this Agreement without the need for any further documentation or amendment to this Agreement. The sale by Supplier of any other acreage comprising the Groves (i.e., the Groves less the 2x6 Grove Option Property) (collectively, the “Other Groves”)) shall require the prior written consent of Tropicana, which consent shall not be unreasonably withheld, conditioned, delayed or denied; provided, however, Supplier may sell Other Groves without the consent of Tropicana as long as Supplier continues to exclusively own and/or have the right to control the citrus crops on such Groves so as to allow Supplier to fully perform its obligations under this Agreement with respect to same during the remainder of the Term of this Agreement. If Tropicana’s written consent to the sale of Other Groves is required herein and Tropicana provides such consent, upon Supplier’s transfer of such applicable acreage to a third party, such acreage shall automatically be removed from the operation and effect of this Agreement without the need for any further documentation or amendment to this Agreement. 16. Notice: All notices will be in writing and will be deemed to have been given when served personally or upon the date of delivery when sent by a nationally recognized overnight courier. Notices to Tropicana will be sent to: 1001 13th Avenue E. Bradenton, Florida 34208 Attention: Sr. Director - Fruit Procurement With a copy to: Tropicana Brands Group 433 W. Van Buren Street Suite 3N Chicago, IL 60607 Attn.: Legal Department Notices to Supplier will be sent to: Alico, Inc.

10 10070 Daniels Interstate Court, Suite 200 Ft. Myers, FL 33913 Attn: President 17. Conformance With Applicable Laws: Supplier will comply with all applicable federal and state laws and regulations, including but not limited to, the rules and regulations of the office of Federal Contract Compliance Programs, including those relating to Equal Employment Opportunity, the Rehabilitation Act of 1973 and the Vietnam Era Veteran’s Readjustment Assistance Act of 1974 each of which is incorporated herein by reference. EQUAL EMPLOYMENT OPPORTUNITY LAWS – Tropicana and Supplier will abide by the requirements of 41 CFR §§ 60-1.4(a), 60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities, and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity or national origin. Moreover, these regulations require that Tropicana and Supplier take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status or disability. 18. Sustainable Agriculture Requirements: Supplier must verify sustainable farming practices by completing the Farm Sustainability Assessment through Sustainable Agriculture Initiative (SAI) Platform. In the event the Supplier does not meet Essential practices, they must be working toward compliance and provide a timeline approved by Tropicana Brands Group. 19. Binding Effect: This Agreement will be binding upon Tropicana only after it has been executed by one of Tropicana’s authorized representatives. 20. Confidentiality: Supplier and Tropicana will keep strictly confidential the terms of the Agreement and all disclosures made by the other containing business or technical information relating to the subject matter hereof and to the operation of each other's business and the businesses of its affiliates (“Confidential Information”), and will neither disclose such Confidential Information to anyone else nor use it for the receiving party’s separate benefit without the other party’s prior written consent. The parties will use such Confidential Information solely for the purpose of performing their respective obligations under the Agreement and not for the benefit of any other party. The Confidential Information will be disclosed only to each party’s employees or representatives having a need-to-know the information for performance under this Agreement. The confidentiality and non-use obligations under this Agreement will not apply to information that (1) was in possession of the recipient party at the time of disclosure and was not acquired directly or indirectly from the other party, (2) was in the public domain at the time of disclosure through no fault of the recipient

11 party, (3) becomes part of the public domain after disclosure through no fault of the recipient party, (4) is obtained by the recipient party after the disclosure from a third party who is to the best of the recipient party’s knowledge lawfully in possession of the information and is not subject to an obligation to treat the information as confidential, or (5) was subsequently developed by the receiving party independent of the disclosure. In addition to the foregoing obligations of confidentiality, neither party will use the other party’s name(s), trademarks or trade dress in any sales or advertising material without the other party’s prior written consent. The parties acknowledge that the obligations of confidentiality and non-use set forth in this Section will survive the termination or expiration of this Agreement. 21. Global Information Security Requirements: Supplier will adhere to the following Global Information Security Policy: 1) Notification of security breaches - Supplier will inform Tropicana in a timely manner regarding any breaches that may impact Tropicana or the integrity of Tropicana’s data. 2) Right to perform assessment - by request or upon significant changes to the relationship, Supplier will accommodate Tropicana’s information security assessments by providing information/documentation on related policies and practices. 3) Adherence to security practices - Supplier and its sub-contractors will adhere to industry acceptable practices regarding security policies/ guidelines/ standards (including physical security, onboarding and off-boarding resources, etc.). 4) Timely response to vulnerabilities - Supplier will remediate, within industry best practice time lines, security vulnerabilities that may impact Tropicana. 5) Communication of significant changes - Supplier will inform Tropicana in a timely manner of major changes in its data environment that may impact Tropicana. 6) Access to Personal Information (PI) - Supplier will notify Tropicana of any access it will have to Personal Information (PI). “Personal Information” means Tropicana data that relates to or can be attributed to an identified or identifiable natural person and/or information concerning an identified or identifiable natural person that is protected by applicable laws. 22. Entire Agreement; Waivers; Amendments or Modifications; Recitals: This Agreement and its Schedules constitute the entire agreement of the parties hereto and supersedes all prior and contemporaneous agreements, representations and understandings of the parties with regard to the subject matter herein. No waiver of the provisions of this Agreement will be deemed or will constitute a waiver of any other provisions, nor will any waiver constitute a continuing waiver. This Agreement may not be supplemented, altered, modified or amended or otherwise changed except in a writing that refers specifically to this Agreement and is signed by both parties. The course

12 of dealing or course of performance between the parties hereto will not commit either party to duties or obligations which are not expressly stated by this Agreement. The Recitals and Schedules to this Agreement are incorporated herein. 23. Counterparts and Signatures: This Agreement and any amendments thereto may be signed in counterparts, each of which will be deemed an original and which will together constitute one Agreement. The parties expressly accept that electronic signatures as recognized under applicable law will be deemed original signatures and will have the same validity and effect. [signatures appear on the following page]

13 ALICO, INC. By:_/s/ John Kiernan____________ Date:_ April 11, 2024_ John Kiernan, President and CEO Print Name: ___John Kiernan___________ Address: _______________________________ TROPICANA MANUFACTURING COMPANY, INC.: By:_/s/ William S. Poulton _______Date:_ April 11, 2024_________ William S. Poulton Sr. Director, Global Procurement

14 SCHEDULE A DESCRIPTION OF GROVES

15 SCHEDULE B

16 SCHEDULE C

EX-10.5

FIFTEENTH AMENDMENT TO CREDIT AGREEMENT This FIF H AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), is dated as of 2024, by and among ALICO, INC., a Florida corporation ("Alico"), ALICO-AGRI, LTD., a Florida limited partnership ("Alico-Agrl"'), ALICO PLANT WORLD, L.L.C., a Florida limited liability company ("Plant world'), ALICO FRUIT COMPANY, LLC, a Florida limited liability company ("Fruit Company"), ALICO LAND DEVELOPMENT INC., a Florida corporation ("Land Development"), ALICO CITRUS NURSERY, LLC, a Florida limited liability company ("Citrus Nursery", and together with Alico, Alico-Agri, Plant World, Fruit Company and Land Development, each a "Borrower" and collectively the "Borrowers"), the Guarantors party hereto and RABO AGRIFINANCE LLC (formerly known as Rabo Agrifinance, Inc.), a Delaware limited liability company ("Lender'). WITNESS ETH: WHEREAS, Borrowers and Lender are parties to that certain Credit Agreement dated as of December 1, 2014, as amended by that certain First Amendment to Credit Agreement and Consent dated as of February 26, 2015, that certain Second Amendment to Credit Agreement dated as of July 16, 2015, that certain Third Amendment to Credit Agreement dated as of September 30, 2016, that certain Consent and Waiver Agreement dated as of December 20, 2016, that certain Fourth Amendment to Credit Agreement dated as of September 6, 2017, that certain Fifth Amendment to Credit Agreement dated as of October 30, 2017, that certain Sixth Amendment, Consent and Waiver to Credit Agreement dated as of July 18, 2018, that certain Seventh Amendment to Credit Agreement dated as of September 26, 2018, that certain Eighth Amendment and Waiver to Credit Agreement dated as of August 29, 2019, that certain Ninth Amendment and Waiver to Credit Agreement dated as of June 26, 2020, that certain Tenth Amendment to Credit Agreement dated as of August 25, 2020, that certain Eleventh Amendment to Credit Agreement and Consent dated as of January 7, 2021, that certain Twelfth Amendment to Credit Agreement dated as of November 1 9, 2021, that certain Thirteenth Amendment to Credit Agreement dated as of October 27, 2022, and that certain Fourteenth Amendment to Credit Agreement dated as of December 15, 2023 (as may be further amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"); and WHEREAS, Borrowers have requested that Lender amend the Credit Agreement as more fully set forth herein, on the terms and conditions set forth herein; NOW, THEREFORE, in consideration of the premises set forth above, the terms and conditions contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree that all capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement, and further agree as follows: l. Amendments to Credit Agreement. (a) Section 6.4 of the Credit Agreement, Dispositions, is hereby modified and amended by deleting clause (m) thereof in its entirety and inserting in lieu thereof the following: ACTIVE 698763559v2 Exhibit 10.5

"(m) Dispositions not otherwise permitted under this Section 6.4; provided that (i) at the time of such Disposition, no Event of Default shall exist or would result from such Disposition, and (ii) the aggregate fair market value of all property Disposed of in reliance on this clause shall not exceed (A) $45,000,000 in the Fiscal Year ended September 30, 2018, (B) $16,000,000 in the Fiscal Year ended September 30, 2019, (C) (l) if the State of Florida Land Sale 2020 is consummated during the Fiscal Year ended September 30, 2020, $37,000,000 in such Fiscal Year, or (2) if the State of Florida Land Sale 2020 is not consummated during the Fiscal Year ended September 30, 2020, $10,000,000 in such Fiscal Year, (D) $65,000,000 in the Fiscal Year ended September 30, 2021 in connection with the sale of non-citrus ranch land, (E) for the Fiscal Year ended September 30, 2022, an aggregate amount equal to (l) $10,000,000, plus (2) solely to the extent such Dispositions are for the sale of non-citrus ranch land, an additional $50,000,000, (F) for the Fiscal Year ended September 30, 2023, an aggregate amount equal to (l) $15,000,000, plus (2) solely to the extent such Dispositions are for the sale of non-citrus ranch land, an additional $50,000,000, (G) for the Fiscal Year ended September 30, 2024, an aggregate amount equal to (l) $15,000,000, plus (2) solely to the extent such Dispositions are for the sale of non-citrus ranch land, an additional $80,000,000, plus (3) if the Hendry County Land Sale is consummated during such Fiscal Year, an additional $10,400,000, (H) for the Fiscal Year ended September 30, 2025, an aggregate amount equal to (l) $15,000,000, plus (2) if the Hendry County Land Sale is consummated during such Fiscal Year, an additional $10,400,000, and (I) $15,000,000 in the Fiscal Year ended September 30, 2026 and each Fiscal Year thereafter." 2. No Other Amendments. Except as expressly set forth above, the execution, delivery and effectiveness of this Amendment shall not operate as an amendment, modification or waiver of any right, power or remedy of Lender under the Credit Agreement or any of the other Loan Documents, nor constitute a waiver of any provision of the Credit Agreement or any of the other Loan Documents. Except for the amendments set forth above, the text of the Credit Agreement and all other Loan Documents shall remain unchanged and in full force and effect and each Borrower and each Guarantor hereby ratifies and confirms its obligations thereunder. This Amendment shall not constitute a modification ofthe Credit Agreement or any of the other Loan Documents or a course of dealing with Lender at variance with the Credit Agreement or the other Loan Documents such as to require further notice by Lender to require strict compliance with the terms of the Credit Agreement and the other Loan Documents in the future. Each Borrower and each Guarantor acknowledges and expressly agrees that Lender reserves the right to, and does in fact, require strict compliance with all terms and provisions of the Credit Agreement and the other Loan Documents, as amended herein. ACTIVE 698763559v2 2

3. Representations and Warranties. In consideration of the execution and delivery of this Amendment by Lender, each Borrower and each Guarantor hereby represents and warrants in favor of Lender as follows: (a) The execution, delivery and performance by each Borrower and each Guarantor of this Amendment (i) are all within such Borrower's corporate, limited liability company or other similar powers, as applicable, (ii) have been duly authorized, (iii) do not require any consent, authorization or approval of, registration or filing with, notice to, or any other action by, any Governmental Authority or any other Person, except for such as have been obtained or made and are in full force and effect, (iv) will not violate any applicable law or regulation or the Organizational Documents of such Borrower or Guarantor, (v) will not violate or result in a default under any material agreement binding upon such Borrower or Guarantor, (vi) will not conflict with or result in a breach or contravention of, any material order, injunction, writ or decree of any Governmental Authority or any arbitral award to which such Borrower or Guarantor is a party or affecting such Borrower or Guarantor or their respective properties, and (vii) except for the Liens created pursuant to the Security Documents, will not result in the creation or imposition of any Lien on any asset of such Borrower or Guarantor or any of their respective properties; (b) This Amendment has been duly executed and delivered by each Borrower and each Guarantor, and constitutes the legal, valid and binding obligations of each such Borrower or Guarantor enforceable against each Borrower and each Guarantor in accordance with its terms, except as such enforceability may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws of general applicability affecting the enforcement of creditors' rights and (ii) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law); (c) As of the date hereof and after giving effect to this Amendment, the representations and warranties made by or with respect to any Borrower or Guarantor under the Credit Agreement (as amended by this Amendment) and the other Loan Documents, are true and correct in all material respects (unless any such representation or warranty is qualified as to materiality or as to Material Adverse Effect, in which case such representation and warranty shall be true and correct in all respects) on and as of the date hereof, both before and immediately after giving effect to this Amendment, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (unless any such representation or warranty is qualified as to materiality or as to Material Adverse Effect, in which case such representation and warranty shall be true and correct in all respects) as of such earlier date; (d) Immediately after giving effect hereto, no event has occurred and is continuing which constitutes a Default or an Event of Default or would constitute a Default or an Event of Default but for the requirement that notice be given or time elapse or both; and ACTIVE 698763559v2 3

(e) No Borrower or Guarantor has knowledge of any challenge to Lender's claims arising under the Loan Documents, or to the effectiveness of the Loan Documents. 4. Effectiveness. This Amendment shall become effective as of the date set forth above (the "Amendment Effective Date") upon Lender's receipt of each of the following, in each case in form and substance satisfactory to Lender: (a) this Amendment duly executed by each Borrower, Guarantor and Lender; (b) the payment of all reasonably estimated fees, charges and disbursements required to be paid pursuant to this Amendment or Section 9.3 of the Credit Agreement to Lender to the extent invoiced on or prior to the Amendment Effective Date; and (c) all other documents, certificates, reports, statements, instruments or other documents as Lender may reasonably request. 5. Costs and Expenses. Each Borrower agrees to pay on demand all costs and expenses of Lender in connection with the preparation, execution and delivery of this Amendment and the other instruments and documents to be delivered hereunder (including, without limitation, the fees and out-of-pocket expenses of counsel for Lender with respect thereto). 6. Affirmation of Guaranty/Loan Documents. Each Obligor hereby acknowledges that as of the date hereof, the security interests and liens granted to Lender under the Loan Documents are in full force and effect and are enforceable in accordance with the terms of the applicable Loan Documents and will continue to secure the Obligations. Additionally, by executing this Amendment, each Guarantor hereby acknowledges, consents and agrees that all of its obligations and liability under the Guaranty Agreement and all other Loan Documents to which such Guarantor is a party remain in full force and effect, and that the execution and delivery of this Amendment and any and all documents executed in connection therewith shall not alter, amend, reduce or modify its obligations and liability under such Guaranty Agreement and all other Loan Documents. 7. Counterparts. This Amendment may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which taken together shall constitute but one and the same instrument. Delivery of a signature page hereto by facsimile transmission or by other electronic transmission shall be as effective as delivery of a manually executed counterpart hereof. 8. Reference to and Effect on the Loan Documents. Upon the effectiveness of this Amendment, on and after the date hereof, each reference in the Credit Agreement to "this Agreement", "hereunder", "hereof' or words of like import referring to the Credit Agreement, and each reference in the other Loan Documents to "the Credit Agreement", "thereunder", thereof' or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement as amended hereby. ACTIVE 698763559v2 4

9. Governing Law. This Amendment shall be deemed to be made pursuant to the laws of the State of Florida with respect to agreements made and to be performed wholly in the State of Florida and shall be construed, interpreted, performed and enforced in accordance therewith. 10. Final Agreement. This Amendment represents the final agreement between Borrowers, Guarantors and Lender as to the subject matter hereofand may not be contradicted by evidence of prior, contemporaneous or subsequent oral agreements of the parties. There are no unwritten oral agreements between the parties. 11. Loan Document. This Amendment shall be deemed to be a Loan Document for all purposes. [Remainder of this page intentionally left blank.] ACTIVE 698763559v2 5

IN WITNESS WHEREOF, the parties hereto have caused their respective duly authorized officers or representatives to execute and deliver this Amendment as of the day and year first above written. BORROWERS: ALICO, INC., a Florida corporation By: Na e: John E. Kiernan Titl : Chief Executive Officer and President ALICO-AGRI, LTD., a Florida limited partnership By: Alico, Inc., a Florida corporation, its General Partner By: Nam . John E. Kiernan Title: Chief Executive Officer and President ALICO PLANT WORLD, L.L.C., a Florida limited liability company By: Alico-Agri, Ltd., a Florida limited partnership, its Sole Member By: Alico, Inc., a Florida corporation, its General Partner By: Na • John E. Kiernan Tit Chief Executive Officer and President FIFTEENTH AMENDMENT TO CREDIT AGREEMENT

ALICO FRUIT COMPANY, LLC, a Florida limited liability company By: Alico, Inc., a Florida corporation, its Managing Member By: Nam John E. Kiernan Title. Chief Executive Officer and President ALICO LAND DEVELOPMENT INC., a Florida corporation Nam : John E. Kiernan Title. Chief Executive Officer and President ALICO CITRUS NURSERY, LLC, a Florida limited liability company By: Alico, Inc., a Florida corporation, its Managing Member By: John E. Kiernan Titl Chief Executive Officer and President FIELEENTH AMENDMENT TO CREDIT AGREEMENT

GUARANTORS: 734 CITRUS HOLDINGS, LLC By: Alico, Inc., as its sole Member By: Nam . John E. Kiernan Title. Chief Executive Officer and President 734 HARVEST, LLC By: Name John E. Kiernan Title: Chief Executive Officer and President 734 CO-OP GROVES, LLC By: John E. Kiernan Titl : Chief Executive Officer and President 734 LMC GROVES, LLC By: Nam John E. Kiernan Title: Chief Executive Officer and President 734 BLP GROVES, LLC By: Name John E. Kiernan Title: Chief Executive Officer and President FIFTEENTH AMENDMENT TO CREDIT AGREEMENT

ALICO CHEMICAL SALES, LLC By: Name: Ohn E. Kiernan Title: Chief Executive Officer and President ALICO SKINK MITIGATION, LLC By: Alico, Inc., its Manager By: Name: Ohn E. Kiernan Title: Chief Executive Officer and President FIFTEENTH AMENDMENT TO CREDIT AGREEMENT

LENDER: RABO AGRIFINANCE LLC, a Delaware limited liability company By: Name: FIFTEENTH AMENDMENT TO CREDIT AGREEMENT

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, John E. Kiernan, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Alico, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 5, 2024	By:	/s/ John E. Kiernan
		John E. Kiernan
		President and Chief Executive Officer
		(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Bradley Heine, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Alico, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 5, 2024	By:	/s/ Bradley Heine
		Bradley Heine
		Chief Financial Officer
		(Principal Financial Officer and Principal Accounting Officer)

EX-32.1

Exhibit 32.1

Certification

Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)

In connection with the Quarterly Report of Alico, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2024 as filed with the Securities and Exchange Commission on August 5, 2024, (the “Form 10-Q”), I, John E. Kiernan, President and Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 5, 2024	By:	/s/ John E. Kiernan
		John E. Kiernan
		President and Chief Executive Officer
		(Principal Executive Officer)

EX-32.2

Exhibit 32.2

Certification

Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)

In connection with the Quarterly Report of Alico, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2024, as filed with the Securities and Exchange Commission on August 5, 2024, (the “Form 10-Q”), I, Bradley Heine, Chief Financial Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 5, 2024	By:	/s/ Bradley Heine
		Bradley Heine
		Chief Financial Officer
		(Principal Financial Officer and Principal Accounting Officer)

XML

Cover Page - shares	9 Months Ended
	Jun. 30, 2024	Aug. 02, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	0-261
Entity Registrant Name	ALICO, INC.
Entity Incorporation, State or Country Code	FL
Entity Tax Identification Number	59-0906081
Entity Address, Address Line One	10070 Daniels Interstate Court
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Fort Myers
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33913
City Area Code	239
Local Phone Number	226-2000
Title of 12(b) Security	Common Stock
Trading Symbol	ALCO
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Smaller Reporting Company	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		7,628,739
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Central Index Key	0000003545
Current Fiscal Year End Date	--09-30

XML

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2024	Sep. 30, 2023
Current assets:
Cash and cash equivalents	$ 9,106	$ 1,062
Accounts receivable, net	4,512	712
Inventories	35,998	52,481
Income tax receivable	0	1,200
Assets held for sale	3,106	1,632
Prepaid expenses and other current assets	1,642	1,718
Total current assets	54,364	58,805
Restricted cash	0	2,630
Property and equipment, net	355,255	361,849
Goodwill	2,246	2,246
Other non-current assets	2,737	2,823
Total assets	414,602	428,353
Current liabilities:
Accounts payable	6,632	6,311
Accrued liabilities	4,618	5,363
Current portion of long-term debt	1,410	2,566
Income tax payable	7,171	0
Other current liabilities	527	825
Total current liabilities	20,358	15,065
Long-term debt, net	82,642	101,410
Lines of credit	0	24,722
Deferred income tax liabilities, net	36,868	36,410
Other liabilities	442	369
Total liabilities	140,310	177,976
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 shares issued and 7,624,185 and 7,610,551 shares outstanding at June 30, 2024 and September 30, 2023, respectively	8,416	8,416
Additional paid in capital	20,153	20,045
Treasury stock, at cost, 791,960 and 806,341 shares held at June 30, 2024 and September 30, 2023, respectively	(26,838)	(27,274)
Retained earnings	267,758	243,804
Total Alico stockholders’ equity	269,489	244,991
Noncontrolling interest	4,803	5,386
Total stockholders’ equity	274,292	250,377
Total liabilities and stockholders’ equity	$ 414,602	$ 428,353

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2024	Sep. 30, 2023
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)	$ 1.00	$ 1.00
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)	7,624,185	7,610,551
Treasury stock, shares (in shares)	791,960	806,341

XML

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Operating revenues:
Total operating revenues	$ 13,610	$ 7,284	$ 45,708	$ 39,166
Operating expenses:
Total operating expenses	17,897	(8,218)	82,408	33,793
Gross (loss) profit	(4,287)	15,502	(36,700)	5,373
General and administrative expenses	2,441	2,930	8,034	8,106
(Loss) income from operations	(6,728)	12,572	(44,734)	(2,733)
Other expense, net:
Interest income	95	0	345	0
Interest expense	(628)	(1,196)	(2,896)	(3,618)
Gain on property and equipment	4,491	2,605	81,520	7,368
Other income, net	0	14	0	44
Total other expense, net	3,958	1,423	78,969	3,794
(Loss) income before income taxes	(2,770)	13,995	34,235	1,061
Income tax (benefit) provision	(861)	1,923	9,721	306
Net (loss) income	(1,909)	12,072	24,514	755
Net (loss) income attributable to noncontrolling interests	(135)	(240)	583	140
Net (loss) income attributable to Alico, Inc. common stockholders	$ (2,044)	$ 11,832	$ 25,097	$ 895
Earnings per common share:
Basic (in dollars per share)	$ (0.27)	$ 1.56	$ 3.29	$ 0.12
Diluted (in dollars per share)	$ (0.27)	$ 1.56	$ 3.29	$ 0.12
Weighted-average number of common shares outstanding:
Basic (in shares)	7,624	7,605	7,620	7,599
Diluted (in shares)	7,624	7,605	7,620	7,599
Cash dividends declared per common share (in dollars per share)	$ 0.05	$ 0.05	$ 0.15	$ 0.15
Alico Citrus
Operating revenues:
Total operating revenues	$ 13,237	$ 6,712	$ 44,591	$ 37,917
Operating expenses:
Total operating expenses	17,813	(8,322)	82,062	33,493
Land Management and Other Operations
Operating revenues:
Total operating revenues	373	572	1,117	1,249
Operating expenses:
Total operating expenses	$ 84	$ 104	$ 346	$ 300

XML

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED) - USD ($) $ in Thousands	Total	Common stock	Additional Paid In Capital	Treasury Stock	Retained Earnings	Total Alico, Inc. Equity	Non- controlling Interest
Beginning balance (in shares) at Sep. 30, 2022		8,416,000
Beginning balance at Sep. 30, 2022	$ 248,865	$ 8,416	$ 19,784	$ (27,948)	$ 243,490	$ 243,742	$ 5,123
Treasury stock, shares (in shares) at Sep. 30, 2022				829,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	755				895	895	(140)
Dividends	(1,140)				(1,140)	(1,140)
Capital contribution received from noncontrolling interest	441						441
Stock-based compensation (in shares)				(18,000)
Stock-based compensation	731		227	$ 504		731
Ending balance (in shares) at Jun. 30, 2023		8,416,000
Ending balance at Jun. 30, 2023	249,652	$ 8,416	20,011	$ (27,444)	243,245	244,228	5,424
Treasury stock, shares (in shares) at Jun. 30, 2023				811,000
Beginning balance (in shares) at Mar. 31, 2023		8,416,000
Beginning balance at Mar. 31, 2023	237,321	$ 8,416	19,985	$ (27,616)	231,793	232,578	4,743
Treasury stock, shares (in shares) at Mar. 31, 2023				817,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	12,072				11,832	11,832	240
Dividends	(380)				(380)	(380)
Capital contribution received from noncontrolling interest	441						441
Stock-based compensation (in shares)				(6,000)
Stock-based compensation	198		26	$ 172		198
Ending balance (in shares) at Jun. 30, 2023		8,416,000
Ending balance at Jun. 30, 2023	249,652	$ 8,416	20,011	$ (27,444)	243,245	244,228	5,424
Treasury stock, shares (in shares) at Jun. 30, 2023				811,000
Beginning balance (in shares) at Sep. 30, 2023		8,416,000
Beginning balance at Sep. 30, 2023	$ 250,377	$ 8,416	20,045	$ (27,274)	243,804	244,991	5,386
Treasury stock, shares (in shares) at Sep. 30, 2023	806,341			806,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	$ 24,514				25,097	25,097	(583)
Dividends	(1,143)				(1,143)	(1,143)
Stock-based compensation (in shares)				(14,000)
Stock-based compensation	544		108	$ 436		544
Ending balance (in shares) at Jun. 30, 2024		8,416,000
Ending balance at Jun. 30, 2024	$ 274,292	$ 8,416	20,153	$ (26,838)	267,758	269,489	4,803
Treasury stock, shares (in shares) at Jun. 30, 2024	791,960			792,000
Beginning balance (in shares) at Mar. 31, 2024		8,416,000
Beginning balance at Mar. 31, 2024	$ 276,406	$ 8,416	20,109	$ (26,969)	270,182	271,738	4,668
Treasury stock, shares (in shares) at Mar. 31, 2024				796,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(1,909)				(2,044)	(2,044)	135
Dividends	(380)				(380)	(380)
Stock-based compensation (in shares)				(4,000)
Stock-based compensation	175		44	$ 131		175
Ending balance (in shares) at Jun. 30, 2024		8,416,000
Ending balance at Jun. 30, 2024	$ 274,292	$ 8,416	$ 20,153	$ (26,838)	$ 267,758	$ 269,489	$ 4,803
Treasury stock, shares (in shares) at Jun. 30, 2024	791,960			792,000

XML

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED) (Parenthetical) - $ / shares	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Statement of Stockholders' Equity [Abstract]
Cash dividends declared per common share (in dollars per share)	$ 0.05	$ 0.05	$ 0.15	$ 0.15

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Net cash (used in) operating activities
Net income	$ 24,514	$ 755
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation, depletion and amortization	11,317	11,685
Amortization of debt issue costs	176	106
Gain on sale of property and equipment	(81,520)	(7,368)
Loss on disposal of long-lived assets	6,213	5,535
Inventory net realizable value adjustment	28,549	1,616
Deferred income tax provision	458	166
Stock-based compensation expense	544	731
Other	55	(4)
Changes in operating assets and liabilities:
Accounts receivable	(3,800)	(4,039)
Inventories	(12,624)	(12,767)
Prepaid expenses	76	(307)
Income tax receivable	1,200	70
Other assets	(46)	315
Accounts payable and accrued liabilities	(843)	3,355
Income taxes payable	7,171	0
Other liabilities	(160)	(467)
Net cash (used in) operating activities	(18,720)	(618)
Cash flows from investing activities:
Purchases of property and equipment	(15,931)	(12,923)
Acquisition of citrus groves	0	(77)
Net proceeds from sale of property and equipment	86,394	7,583
Notes receivable	0	(570)
Change in deposits on purchase of citrus trees	(375)	269
Net cash provided by (used in) investing activities	70,088	(5,718)
Cash flows from financing activities:
Repayments on revolving lines of credit	(44,032)	(51,953)
Borrowings on revolving lines of credit	19,310	64,935
Principal payments on term loans	(20,089)	(1,807)
Capital contribution received from noncontrolling interest	0	441
Dividends paid	(1,143)	(4,553)
Net cash (used in) provided by financing activities	(45,954)	7,063
Net increase in cash and restricted cash	5,414	727
Cash and cash equivalents and restricted cash at beginning of the period	9,106	1,592
Cash and cash equivalents at end of the period	9,106	1,592
Non-cash investing activities:
Assets received in exchange for services	85	0
Trees delivered in exchange for prior tree deposits	$ 377	$ 0

XML

Description of Business and Basis of Presentation

9 Months Ended

Jun. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business and Basis of Presentation

Note 1. Description of Business and 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 53,700 acres of land and approximately 48,700 acres of mineral rights throughout Florida. Alico holds these mineral rights on substantially all its owned acres, with additional mineral rights on other acres. The Company manages its land based upon its primary usage, and reviews its performance based upon two primary classifications: (i) Alico Citrus and (ii) Land Management and Other Operations. Financial results are presented based upon these two business segments.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements, which are referred to herein as the “Financial Statements”, of Alico have been prepared pursuant to the rules and regulations for reporting on Form 10-Q. Accordingly, these Financial Statements do not include all of the disclosures required for complete annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). As such, these 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 year ended September 30, 2023, as filed with the SEC on December 6, 2023 (the “2023 Annual Report on Form 10-K”).

Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. 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. Certain reclassifications have been made to prior year amounts to conform to the current year presentation.

Seasonality

The Company is primarily engaged in the production of fruit for sale to citrus markets, which is of a seasonal nature, and subject to the influence of natural phenomena and wide price fluctuations. Historically, the second and third quarters of Alico’s fiscal year produce most of the Company’s annual revenue. However, due to the timing of the current year harvest, more of the citrus crop was harvested in the first and second quarters of this fiscal year. Working capital requirements are typically greater in the first and fourth quarters of the fiscal year, coinciding with harvesting cycles. Because of the seasonality of the business, results for any quarter are not necessarily indicative of the results that may be achieved for the full fiscal year.

XML

Summary of Significant Accounting Policies

9 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2. Summary of Significant Accounting Policies

The Company’s significant accounting policies are fully described in Note 2 – Summary of Significant Accounting Policies in our 2023 Annual Report on Form 10-K.

Revenue Recognition

The Company recognizes revenue under Financial Accounting Standards Board – Accounting Standards Codification (“ASC”) 606. The core principle of the revenue standard 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 company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle:

•Step 1: Identify the contract with the customer

•Step 2: Identify the performance obligations in the contract

•Step 3: Determine the transaction price

•Step 4: Allocate the transaction price to the performance obligations in the contract

•Step 5: Recognize revenue when the company satisfies a performance obligation

Revenues are derived from the sale of processed fruit, fresh fruit, other citrus revenue, revenues from grove management services, leasing revenue and other resource revenues. Most of the revenue is generated from the sale of citrus fruit to processing facilities, fresh fruit sales and grove management services.

For fruit sales, the Company recognizes revenue in 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 when the Company has a right to payment.

For the sale of fruit, the Company has identified one performance obligation, which is the delivery of fruit to the processing facility of the customer (or harvesting of the citrus in the case of fresh fruit) for each separate variety of fruit identified in the respective contract with the respective customer. 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 respective contracts. Additionally, the Company also has a contractual agreement whereby revenue is determined based on applying a cost-plus structure methodology. As such, since all these contracts contain elements of variable consideration, the Company recognizes this variable consideration by using the expected value method. On a quarterly basis, management reviews the reasonableness of the revenues accrued based on buyers’ and processors’ advances to growers, cash and futures markets and experience in the industry. 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.

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Revenue recognized at a point-in-time	$	12,291	$	6,285	$	42,250	$	36,939
Revenue recognized over time	1,319		999		3,458		2,227
Total	$	13,610	$	7,284	$	45,708	$	39,166

Receivables under contracts, whereby pricing is based on contractual and market prices, 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 are generally collected or paid thirty to sixty days after final market pricing is published. Receivables under those contracts where pricing is based off a cost-plus structure methodology are paid at the final prior year rate. Any adjustments to pricing because of the cost-plus calculation are collected or paid upon finalization of the calculation and agreement by both parties. As of June 30, 2024, and September 30, 2023, the Company had total receivables relating to sales of citrus of $3,840 and $394, respectively, recorded in Accounts Receivable, net, in the Condensed Consolidated Balance Sheets.

For grove management services, the Company has identified one performance obligation, which is the management of the third party’s groves. Grove management services include caretaking of the citrus groves, harvesting and hauling of citrus, management and coordination of citrus sales and other related activities. The Company is reimbursed for expenses incurred in the execution of its management duties and the Company receives a per acre management fee. The Company recognizes operating revenue, including a management fee, and corresponding operating expenses when such services are rendered and consumed.

The Company recorded $2,341 and $978 of operating revenue relating to these grove management services, including the management fee, in the nine months ended June 30, 2024 and 2023, respectively, for this group of third-party grove owners noted above. The Company recorded $1,591 and $613 of operating expenses relating to these grove management services in the nine months ended June 30, 2024 and 2023, respectively, for this group of third-party grove owners noted above.

Disaggregated Revenue

Revenues disaggregated by significant products and services for the three and nine months ended June 30, 2024 and 2023 are as follows:

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Alico Citrus
Early and Mid-Season	$	—	$	—	$	14,534	$	11,954
Valencias	12,183		6,064		26,915		23,994
Fresh Fruit and Other	108		221		801		991
Grove Management Services	946		427		2,341		978
Total	$	13,237	$	6,712	$	44,591	$	37,917
Land Management and Other Operations
Land and Other Leasing	$	302	$	474	$	894	$	1,028
Other	71		98		223		221
Total	$	373	$	572	$	1,117	$	1,249
Total Revenues	$	13,610	$	7,284	$	45,708	$	39,166

Cash and Cash Equivalents

The Company considers cash in banks and highly liquid instruments with an original maturity to the Company of three months or less to be cash and cash equivalents. At various times throughout the nine months ended June 30, 2024 and year ended September 30, 2023, some accounts held at financial institutions were in excess of the federally insured limit of $250. The Company has not experienced any losses on these accounts and believes credit risk to be minimal.

Fair Value Measurements

The Company categorizes its financial instruments measured at fair value into a fair value hierarchy that prioritizes the inputs used in pricing the asset or liability into a three tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:

•Level 1 – Observable inputs such as quoted market prices for identical assets and liabilities in active markets;

•Level 2 – Inputs, other than the quoted prices for identical assets and liabilities in active markets, for which significant other observable market inputs are readily available; and

•Level 3 – Unobservable inputs in which there is little or no market data, such as internally developed valuation models which require the reporting entity to develop its own assumptions.

The carrying amounts of the Company’s financial instruments, including cash, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate their fair values due to the short term and immediate nature of these financial instruments. The carrying amounts and estimated fair values (Level 2) of debt instruments are as follows:

(in thousands)	June 30, 2024				September 30, 2023
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Corporate debt
Current portion of long-term debt	$	1,410	$	1,364	$	2,566	$	2,325
Long-term debt	$	83,100	$	75,294	$	126,753	$	115,851

As of June 30, 2024 and September 30, 2023 the Company did not have any assets held for sale that had been measured at fair value on a non-recurring basis.

Accounting for government grants

The Company recognizes government grants when there is reasonable assurance that: (1) the grant will be received and (2) all conditions will be met. For income-based grants, the Company recognizes the income on a systemic basis over the periods in which it recognizes as expense the related costs for which the grant was intended to compensate.

In the nine months ended June 30, 2024, the Company received $2,911 of grant money from the Citrus Research and Field Trial Foundation’s (“CRAFT”) program to assist citrus growers in the State of Florida using Oxytetracycline (“OTC”) and other approved therapies to combat the effect of “greening” of their citrus trees. These funds were recognized as a component of Inventories ($1,106 at June 30, 2024) on the Company’s Condensed Consolidated Balance Sheet and as a reduction of Operating expenses ($1,805 during the nine months ended June 30, 2024) on its Condensed Consolidated Statement of Operations as the fruit was sold, in order to align it to the period over which the expense related to the OTC treatments is recognized. These grant monies were received in exchange for providing certain historical data to the CRAFT Foundation about the Company’s citrus groves. The $1,805 of CRAFT funds received in January of 2024 covered substantially all of the costs of the OTC application for 2023-2024 harvest and the $1,106 of CRAFT funds received in June 2024 will cover approximately 34% of the cost of OTC treatment for the 2024 - 2025 harvest. The Company may continue, but is not obligated, to participate in future CRAFT programs on the effects of the use of OTC on its Citrus Trees.

Concentrations

Accounts receivable from the Company’s major customer as of June 30, 2024 and September 30, 2023, and revenue from such customer for the nine months ended June 30, 2024 and 2023, are as follows:

(in thousands)	Accounts Receivable				Revenue				% of Total Revenue
	June 30,		September 30,		Nine Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023		2024		2023
Tropicana	$	3,218	$	—	$	40,456	$	32,220	88.5	%	82.3	%

The citrus industry is subject to various factors over which growers have limited or no control, including weather conditions, disease, pestilence, water supply and market price fluctuations. Market prices are highly sensitive to aggregate domestic and foreign crop sizes, as well as factors including, but not limited to, weather and competition from foreign countries.

The overall increase in Tropicana revenue, as a percentage of sales, was primarily due to an increase in processed fruit sales during the current quarter.

Segments

Operating segments are defined in the criteria established under 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) Land Management 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, Alico Ranch, LLC, Alico Natural Resources, LLC, 734 Citrus Holdings 1, LLC and subsidiaries (“Silver Nip”), 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. 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.

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 net income of $276 and $490 for the three months ended June 30, 2024 and 2023, respectively, and net losses of $1,190 and $286 for the nine months ended June 30, 2024 and 2023, respectively, of which 51% is attributable to the Company.

Recent Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07, “Improvements to Reportable Segment Disclosures,” which amends Topic 280 primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. ASU 2023-07 will become effective for us on October 1, 2024. The Company is currently evaluating the impact of the adoption of this accounting pronouncement on its Consolidated Financial Statements.

In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures,” which amends Topic 740 primarily through enhanced disclosures about an entity’s tax risks and tax planning. The amendments are effective for public business entities in annual periods beginning after December 15, 2024, with early adoption permitted on a prospective or retrospective basis. ASU 2023-09 will become effective for us on October 1, 2025. The Company is currently evaluating the impact of the adoption of this accounting pronouncement on its tax disclosures but it does not impact the Company's results of operations, financial condition or cash flows.

XML

Inventories

9 Months Ended

Jun. 30, 2024

Inventory Disclosure [Abstract]

Inventories

Note 3. Inventories

Inventories consist of the following at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Unharvested fruit crop on the trees	$	34,980	$	50,699
Other	1,018		1,782
Total inventories	$	35,998	$	52,481

The Company records its inventory at the lower of cost or net realizable value.

For the nine months ended June 30, 2024 and June 30, 2023, the Company recorded $28,549 and $1,616, respectively, for adjustments to reduce inventory to net realizable value, within Operating expenses. The adjustment for the nine months ended June 30, 2024 was due to significantly lower than anticipated harvests of the Early and Mid-Season and Valencia crops, as a result of the continued recovery from the impacts of Hurricane Ian.

The Company received $299 of insurance proceeds relating to Hurricane Ian during the three and nine months ended June 30, 2024, as part of a final true-up of amounts due. In the three and nine months ended June 30, 2023, the Company received insurance proceeds relating to Hurricane Ian of approximately $16,643 and $21,403 for crop claims, which have been recorded in operating expenses.

In the nine months ended June 30, 2024 and June 30, 2023, the Company received $0 and approximately $1,315 under the Florida Citrus Recovery Block Grant (“CRBG”) program. These federal relief proceeds are included as a reduction to operating expenses in the Condensed Consolidated Statements of Operations.

XML

Assets Held for Sale

9 Months Ended

Jun. 30, 2024

Discontinued Operations and Disposal Groups [Abstract]

Assets Held for Sale

Note 4. 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 at June 30, 2024 and September 30, 2023:

(in thousands)	Carrying Value
	June 30, 2024		September 30, 2023
Ranch	$	69	$	1,632
Alico Citrus	3,037		—
Total assets held for sale	$	3,106	$	1,632

On April 19, 2024, the Company entered into an agreement to sell 798 acres of citrus land, which were not producing as expected, for $7,183 ($9,000 per acre). This agreement includes an option to purchase approximately 680 additional acres within 10 months of the closing date of the sale, at the same price per acre. The 798 acre sale closed on June 28, 2024.

During the nine months ended June 30, 2024, the Company consummated the sale of approximately 18,354 acres of land for $86,217 and recognized a gain of $81,246, including 17,229 acres of the Alico Ranch to the State of Florida for $77,631 in gross proceeds. A portion of the proceeds from these sales was used to repay the outstanding balance on the Company’s working capital line of credit (“WCLC”) with Rabo Agrifinance, Inc. (“Rabo”), the $19,094 Met Life Variable-Rate Term Loans, plus accrued interest and for general corporate purposes.

During the nine months ended June 30, 2023, the Company sold approximately 888 acres to various third parties for $4,883 and recognized a gain of $4,689 (including approximately 85 acres to Mr. John E. Kiernan, the Company’s President and CEO, on October 20, 2022, for $439 ($5,161 per acre) for general corporate purposes. See Note 13. Related Party Transactions for further information.

XML

Property and Equipment, Net

9 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

Note 5. Property and Equipment, Net

Property and equipment, net consists of the following at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Citrus trees	$	319,426	$	328,421
Equipment and other facilities	57,885		57,779
Buildings and improvements	6,515		7,081
Total depreciable properties	383,826		393,281
Less: accumulated depreciation and depletion	(142,969)		(144,150)
Net depreciable properties	240,857		249,131
Land and land improvements	114,398		112,718
Property and equipment, net	$	355,255	$	361,849

During the nine months ended June 30, 2024 and 2023, the Company recorded a loss on the disposal of long lived assets of $6,213 and $5,535, respectively, which has been recognized within Operating expenses.

XML

Accrued Liabilities

9 Months Ended

Jun. 30, 2024

Payables and Accruals [Abstract]

Accrued Liabilities

Note 6. Accrued Liabilities

Accrued liabilities consist of the following at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Accrued employee wages and benefits	$	1,542	$	1,007
Ad valorem taxes	1,270		2,134
Other accrued liabilities	544		87
Accrued interest	580		1,102
Accrued dividends	381		381
Professional fees	76		307
Accrued insurance	225		345
Total accrued liabilities	$	4,618	$	5,363

XML

Long-Term Debt and Lines of Credit

9 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Long-Term Debt and Lines of Credit

Note 7. 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, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Long-term debt, net of current portion:
Met Fixed-Rate Term Loans	$	70,000	$	70,000
Pru Loans A & B	10,747		11,615
Met Citree Term Loan	3,763		3,888
Met Variable-Rate Term Loans	—		19,094
Deferred financing fees	(458)		(621)
	84,052		103,976
Less current portion	1,410		2,566
Long-term debt	$	82,642	$	101,410

The following table summarizes lines of credit and related deferred financing costs, net of accumulated amortization at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Lines of Credit:
RLOC	$	—	$	—
WCLC	—		24,722
Deferred financing fees	(133)		(95)
Lines of Credit	$	(133)	$	24,627

Interest costs expensed and capitalized were as follows:

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Interest expense	$	628	$	1,196	$	2,896	$	3,618
Interest capitalized	322		391		917		1,005
Total	$	950	$	1,587	$	3,813	$	4,623

Debt

The Company’s credit facilities consist of fixed interest rate term loans originally in the amount of $125,000 (“Met Fixed-Rate Term Loans”) variable interest rate term loans originally in the amount of $57,500 (“Met Variable-Rate Term Loans”), a $25,000 revolving line of credit (“RLOC”) with Metropolitan Life Insurance Company and New England Life Insurance Company (collectively “Met”), and a $70,000 WCLC with Rabo. At June 30, 2024 and September 30, 2023, $25,000 and $25,000 were available under the RLOC, respectively, and $69,752 and $45,030 was available under the WCLC, respectively.

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. The WCLC is collateralized by the Company’s current assets and certain other personal property owned by the Company.

The Met Fixed-Rate Term Loans, which bear interest at 3.85%, are interest-only with a balloon payment at maturity on November 1, 2029.

The Met Variable-Rate Term Loans are subject to quarterly principal payments of $406 and bear interest at the One Month Term Secured Overnight Financing Rate ("SOFR") plus 175 basis points (the “SOFR spread”) with a maturity date of November 1, 2029. The SOFR spread was subject to adjustment by Met every 2 years beginning May 1, 2023, until maturity. As of November 1, 2023, the interest rate on the Met Variable-Rate Term Loans was 7.53% per annum, payable quarterly, until December 26, 2023, when Company repaid the outstanding balance of $19,094, plus accrued interest, on these loans and no further borrowings are possible on these loans. The interest rate on the Met Variable-Rate Term Loans was 7.52% per annum, payable quarterly, as of September 30, 2023. Effective February 17, 2023, the Company had agreed to defer the next three quarterly principal payments which were previously due May 2023, August 2023 and November 2023 to the maturity date of the loan.

With respect to the RLOC, for the fiscal year ended September 30, 2023, the SOFR-based spread was SOFR plus 220 basis points and was subject to adjustment by the lender every 2 years beginning May 1, 2023, until maturity on November 1, 2029. The RLOC is subject to an annual commitment fee of 25 basis points on the unused portion of the line of credit and is available for funding general corporate purposes. The variable interest rate was 7.53% per annum and 7.52% per annum as of June 30, 2024 and September 30, 2023, respectively.

The WCLC is a revolving credit facility and is available for funding working capital and general corporate requirements. The WCLC agreement was amended on October 27, 2022, and the primary terms of the amendment were an extension of the maturity to November 1, 2025, and the conversion of the interest rate from LIBOR plus a spread to SOFR plus a spread, which spread 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. There were no changes to the commitment amount. The rate at September 30, 2023 was SOFR plus 175 basis points, or 7.08% and 7.07% per annum, respectively, as of June 30, 2024 and September 30, 2023. The WCLC agreement provides for Rabo to issue up to $2,000 in letters of credit on the Company’s behalf, of which $248 and $248 were issued as of June 30, 2024 and September 30, 2023, 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 The Company'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 were charged at 20 basis points; except from May 18, 2023 through August 8, 2023, when they were charged at 30 basis points. On June 5, 2024, the WCLC was amended to include, among other provisions, an allowance for certain dispositions that the Company may make, as defined in the agreement.

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 increased annually by 10% of consolidated net income for the preceding years, or $174,628 for the year ended September 30, 2023; (iii) minimum current ratio of 1.50 to 1.00; (iv) debt to total assets ratio not greater than .625 to 1.00, and; (v) solely in the case of the WCLC, a limit on capital expenditures of $30,000 per fiscal year. As of June 30, 2024, the Company was in compliance with all of the financial covenants.

Credit facilities also include a Met Life term loan collateralized by 1,200 gross acres of citrus grove owned by Citree (“Met Citree Loan”). This is a $5,000 credit facility that bears interest at a fixed rate of 5.28% per annum. Principal and interest

payments are made on a quarterly basis. Effective February 17, 2023, the Company agreed to defer the next three quarterly principal payments which were previously due May 2023, August 2023 and November 2023 to the maturity date of the loan. The loan matures in February 2029.

Silver Nip Citrus Debt

There are two fixed-rate term loans, with an original combined balance of $27,550, which bear interest at 5.35% per annum (“Pru Loans A & B”). Principal of $290 is payable quarterly, together with accrued interest. The loans are collateralized by 5,700 acres of citrus groves in Collier, Hardee, Highlands and Polk Counties, Florida and mature on June 1, 2029 and June 1, 2033, respectively.

The Pru Loans A & B are subject to an annual financial covenant whereby the consolidated current ratio requirement is 1.00 to 1.00. Silver Nip Citrus was in compliance with the current ratio covenant as of June 30, 2024.

Deferred Financing Costs

Costs incurred to obtain financing are deferred and amortized to “Interest expense” in the condensed consolidated statement of operations over the related financing period using the effective interest method. The Company records debt issuance costs as a direct reduction of the carrying value of the related debt. Financing costs related to the undrawn RLOC are included in "Other non-current assets" in the condensed consolidated balance sheets.

XML

Income Taxes

9 Months Ended

Jun. 30, 2024

Income Tax Disclosure [Abstract]

Income Taxes

Note 8. Income Taxes

Our effective tax rate for the three and nine months ended June 30, 2024 was a (benefit) of 31.1% and a provision of 28.4%, respectively. The rate for the nine months ended June 30, 2024 differed from the Federal Statutory rate of 21.0%, primarily due to state income taxes and a change in the valuation allowance for the charitable contribution carryover.

Our effective tax rate for the three and nine months ended June 30, 2023 was a provision of 13.7% and 28.8%, respectively. The rate for the nine months ended June 30, 2023 differed from the Federal Statutory rate of 21.0%, primarily due to the valuation allowance booked for the charitable contribution carryover.

XML

Segment Information

9 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Segment Information

Note 9. 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,
	2024		2023		2024		2023
Revenues:
Alico Citrus	$	13,237	$	6,712	$	44,591	$	37,917
Land Management and Other Operations	373		572		1,117		1,249
Total revenues	13,610		7,284		45,708		39,166
Operating expenses:
Alico Citrus	17,813		(8,322)		82,062		33,493
Land Management and Other Operations	84		104		346		300
Total operating expenses	17,897		(8,218)		82,408		33,793
Gross profit:
Alico Citrus	(4,576)		15,034		(37,471)		4,424
Land Management and Other Operations	289		468		771		949
Total gross (loss) profit	$	(4,287)	$	15,502	$	(36,700)	$	5,373
Depreciation, depletion and amortization:
Alico Citrus	$	3,660	$	3,714	$	11,111	$	11,318
Land Management and Other Operations	9		23		46		41
Other Depreciation, Depletion and Amortization	46		101		160		326
Total depreciation, depletion and amortization	$	3,715	$	3,838	$	11,317	$	11,685

(in thousands)	June 30, 2024		September 30, 2023
Assets:
Alico Citrus	$	399,984	$	415,030
Land Management and Other Operations	13,245		11,722
Other Corporate Assets	1,373		1,601
Total Assets	$	414,602	$	428,353

The reconciliations of segment gross profit (loss) to consolidated income (loss) before income taxes are as follows:

	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Alico Citrus	$	(4,576)	$	15,034	$	(37,471)	$	4,424
Land Management and Other Operations	289		468		771		949
Segment gross (loss) profit	(4,287)		15,502		(36,700)		5,373
General and administrative expenses	2,441		2,930		8,034		8,106
(Loss) income from operations	(6,728)		12,572		(44,734)		(2,733)
Other income (expense), net:
Interest income	95		—		345		—
Interest expense	(628)		(1,196)		(2,896)		(3,618)
Gain on property and equipment	4,491		2,605		81,520		7,368
Other income, net	—		14		—		44
Total other expense, net	3,958		1,423		78,969		3,794
(Loss) income before income taxes	$	(2,770)	$	13,995	$	34,235	$	1,061

XML

Leases

9 Months Ended

Jun. 30, 2024

Leases [Abstract]

Leases

Note 10. Leases

The Company determines whether an arrangement is a lease at inception. The Company’s leases consist of operating lease arrangements for certain office space, tractor leases and IT facilities. When these lease arrangements include lease and non-lease components, the Company accounts for lease components and non-lease components (e.g., common area maintenance) separately based on their relative standalone prices.

Any lease arrangements with an initial term of one year or less are not recorded on the Company’s Condensed Consolidated Balance Sheets, and it recognizes lease cost for these lease arrangements on a straight-line basis over the applicable lease term. Many lease arrangements provide the options to exercise one or more renewal terms or to terminate the lease arrangement. The Company includes these options when it will be reasonably certain to exercise them in the lease term used to establish the right-of-use assets and lease liabilities. Generally, lease agreements do not include an option to purchase the leased asset, residual value guarantees or material restrictive covenants.

As most of our lease arrangements do not provide an implicit interest rate, the Company applies an incremental borrowing rate based on the information available at the commencement date of the lease arrangement to determine the present value of lease payments.

No lease costs associated with finance leases and sale-leaseback transactions occurred and our lease income associated with lessor and sublease arrangements are not material to our Condensed Consolidated Financial Statements.

Our operating leases cost components are reported in our Condensed Consolidated Statements of Operations as follows:

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
Operating lease components	2024		2023		2024		2023
Operating leases costs recorded in general and administrative expenses	$	37	$	30	$	111	$	91

The weighted-average remaining lease term and weighted-average discount rate for our operating leases are as follows:

	June 30, 2024
Weighted-average remaining lease term	2.2 years
Weighted-average discount rate	5.49	%

XML

Stock-based Compensation

9 Months Ended

Jun. 30, 2024

Equity [Abstract]

Stock-based Compensation

Note 11. Stock-based Compensation

Effective January 27, 2015, the Company’s Board of Directors adopted the 2015 Stock Incentive Plan (the “2015 Plan”) which provides for up to 1,250 common shares available for issuance to provide a long-term incentive plan for officers, employees, directors and/or consultants to directly link incentives to stockholder value. The 2015 Plan was approved by the Company’s stockholders in February 2015. The Company’s 2015 Plan provides for grants to eligible participants in various forms including restricted shares of the Company’s common stock and stock options. Awards are discretionary and are determined by the Compensation Committee of the Board of Directors. Awards vest based upon service conditions. Non-vested restricted shares generally vest over requisite service periods of one to six years from the date of grant.

The Company recognizes stock-based compensation expense for (i) Board of Directors fees (generally paid in treasury stock), and (ii) other awards under the 2015 Plan (paid in restricted stock and stock options). 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 Directors fees was $118 and $375 for the three and nine months ended June 30, 2024, respectively, and $137 and $450 for the three and nine months ended June 30, 2023.

Restricted Stock

Stock compensation expense related to the Restricted Stock was $57 and $169 for the three and nine months ended June 30, 2024, respectively, and $61 and $253 for the three and nine months ended June 30, 2023, respectively. There was $207 and $376 of total unrecognized stock compensation costs related to unvested stock compensation for the Restricted Stock grants at June 30, 2024 and September 30, 2023, respectively.

Restricted Stock Awards

Restricted Stock Awards	Shares	Weighted- Average Grant Date Fair Value
Outstanding at September 30, 2023	17,540	$	37.82
Vested	(35)	32.30
Forfeited	(5)	32.30
Outstanding at June 30, 2024 (a)	17,500	$	37.82

a.The weighted average remaining contractual term is 1.3 years and the aggregate intrinsic value of RSAs expected to vest is $512.

Stock Option Grants

	Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (years)	Aggregate Intrinsic Value
Vested and outstanding - June 30, 2024	38,000	$	33.75	2.5	—

Stock compensation expense related to the options of $0 and $0 was recognized for the three and nine months ended June 30, 2024, respectively, and $0 and $18 for the three and nine months ended June 30, 2023, respectively. At June 30, 2024 and September 30, 2023, there were no unrecognized stock compensation costs related to unvested share-based compensation for the option grants.

Forfeitures of RSAs and stock options were recognized as incurred.

Total stock-based compensation expense for the three and nine months ended June 30, 2024, which was recognized in general and administrative expense, was $175 and $544, respectively, and $198 and $731 for the three and nine months ended June 30, 2023, respectively.

XML

Commitments and Contingencies

9 Months Ended

Jun. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 12. Commitments and Contingencies

Purchase Commitments

The Company enters into contracts for the purchase of citrus trees during the normal course of its business. As of June 30, 2024, the Company had $3,384 relating to outstanding commitments for these purchases that will be paid upon delivery of the remaining citrus trees.

Letters of Credit

The Company had outstanding standby letters of credit in the total amount of $248 at both June 30, 2024 and September 30, 2023, respectively, to secure its various contractual obligations.

Legal Proceedings

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 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 condition.

XML

Related Party Transactions

9 Months Ended

Jun. 30, 2024

Related Party Transactions [Abstract]

Related Party Transactions

Note 13. Related Party Transactions

Lease Agreement

On January 1, 2022, Mr. Kiernan, the Company’s President and CEO, entered into a Hunting Lease Agreement and Real Estate Purchase and Sale Option Agreement, with the Company (the “Kiernan Lease Agreement”). Under the Kiernan Lease Agreement, the Company leased approximately 93 acres of Company owned, largely unimproved land (the “Land”) to Mr. Kiernan for a three-year term commencing on January 1, 2022, and ending on January 1, 2025, with a yearly rent of $1,860 (in whole dollars). Additionally, under the terms of the Kiernan Lease Agreement, the Company granted to Mr. Kiernan an option to purchase the Land from the Company, exercisable only during the one-year period January 1, 2022, through January 1, 2023, and at a price of $480 ($5,161 per acre), which price is based on an independent appraisal obtained by the Company. On August 26, 2022, Mr. Kiernan exercised his option to purchase the land. Pursuant to the exercise of the option, the Company sold 85 acres to Mr. Kiernan on October 20, 2022 for $439 ($5,161 per acre).

Capital Contribution

On June 10, 2024, all operating partners of Citree received a funding notice relating to an additional Cash Capital Contribution (“Contribution”) requirement of $750, as a result of trees producing limited revenue as they continue to recover from Hurricane Ian. The Company’s portion of the Contribution of $382 and the noncontrolling parties’ portion of $368 was funded on July 11, 2024.

On June 6, 2023, all operating partners of Citree received a funding notice relating to an additional Cash Capital Contribution requirement of $900, as a result of trees producing limited revenue due to the severity of the fruit drop resulting from Hurricane Ian. The Company’s portion of the Contribution was $460 and funded on June 22, 2023. The remaining portion of the Contribution of $440 was funded by the noncontrolling parties.

XML

Subsequent Events

9 Months Ended

Jun. 30, 2024

Subsequent Events [Abstract]

Subsequent Events

Note 14. Subsequent Events

The Company evaluated subsequent events and transactions that occurred after June 30, 2024, the balance sheet date, up to the date that the unaudited condensed consolidated financial statements were issued and determined there are no additional events to disclose.

XML

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net income attributable to Alico, Inc. common stockholders	$ (2,044)	$ 11,832	$ 25,097	$ 895

XML

Insider Trading Arrangements	3 Months Ended
	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

XML

Description of Business and Basis of Presentation (Policies)

9 Months Ended

Jun. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements, which are referred to herein as the “Financial Statements”, of Alico have been prepared pursuant to the rules and regulations for reporting on Form 10-Q. Accordingly, these Financial Statements do not include all of the disclosures required for complete annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). As such, these 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 year ended September 30, 2023, as filed with the SEC on December 6, 2023 (the “2023 Annual Report on Form 10-K”).

Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. 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. Certain reclassifications have been made to prior year amounts to conform to the current year presentation.

Seasonality

Seasonality

The Company is primarily engaged in the production of fruit for sale to citrus markets, which is of a seasonal nature, and subject to the influence of natural phenomena and wide price fluctuations. Historically, the second and third quarters of Alico’s fiscal year produce most of the Company’s annual revenue. However, due to the timing of the current year harvest, more of the citrus crop was harvested in the first and second quarters of this fiscal year. Working capital requirements are typically greater in the first and fourth quarters of the fiscal year, coinciding with harvesting cycles. Because of the seasonality of the business, results for any quarter are not necessarily indicative of the results that may be achieved for the full fiscal year.

Revenue Recognition

Revenue Recognition

The Company recognizes revenue under Financial Accounting Standards Board – Accounting Standards Codification (“ASC”) 606. The core principle of the revenue standard 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 company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle:

•Step 1: Identify the contract with the customer

•Step 2: Identify the performance obligations in the contract

•Step 3: Determine the transaction price

•Step 4: Allocate the transaction price to the performance obligations in the contract

•Step 5: Recognize revenue when the company satisfies a performance obligation

Revenues are derived from the sale of processed fruit, fresh fruit, other citrus revenue, revenues from grove management services, leasing revenue and other resource revenues. Most of the revenue is generated from the sale of citrus fruit to processing facilities, fresh fruit sales and grove management services.

For fruit sales, the Company recognizes revenue in 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 when the Company has a right to payment.

For the sale of fruit, the Company has identified one performance obligation, which is the delivery of fruit to the processing facility of the customer (or harvesting of the citrus in the case of fresh fruit) for each separate variety of fruit identified in the respective contract with the respective customer. 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 respective contracts. Additionally, the Company also has a contractual agreement whereby revenue is determined based on applying a cost-plus structure methodology. As such, since all these contracts contain elements of variable consideration, the Company recognizes this variable consideration by using the expected value method. On a quarterly basis, management reviews the reasonableness of the revenues accrued based on buyers’ and processors’ advances to growers, cash and futures markets and experience in the industry. 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.

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Revenue recognized at a point-in-time	$	12,291	$	6,285	$	42,250	$	36,939
Revenue recognized over time	1,319		999		3,458		2,227
Total	$	13,610	$	7,284	$	45,708	$	39,166

Receivables under contracts, whereby pricing is based on contractual and market prices, 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 are generally collected or paid thirty to sixty days after final market pricing is published. Receivables under those contracts where pricing is based off a cost-plus structure methodology are paid at the final prior year rate. Any adjustments to pricing because of the cost-plus calculation are collected or paid upon finalization of the calculation and agreement by both parties. As of June 30, 2024, and September 30, 2023, the Company had total receivables relating to sales of citrus of $3,840 and $394, respectively, recorded in Accounts Receivable, net, in the Condensed Consolidated Balance Sheets.

For grove management services, the Company has identified one performance obligation, which is the management of the third party’s groves. Grove management services include caretaking of the citrus groves, harvesting and hauling of citrus, management and coordination of citrus sales and other related activities. The Company is reimbursed for expenses incurred in the execution of its management duties and the Company receives a per acre management fee. The Company recognizes operating revenue, including a management fee, and corresponding operating expenses when such services are rendered and consumed.

The Company recorded $2,341 and $978 of operating revenue relating to these grove management services, including the management fee, in the nine months ended June 30, 2024 and 2023, respectively, for this group of third-party grove owners noted above. The Company recorded $1,591 and $613 of operating expenses relating to these grove management services in the nine months ended June 30, 2024 and 2023, respectively, for this group of third-party grove owners noted above.

Fair Value Measurement

Fair Value Measurements

The Company categorizes its financial instruments measured at fair value into a fair value hierarchy that prioritizes the inputs used in pricing the asset or liability into a three tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:

•Level 1 – Observable inputs such as quoted market prices for identical assets and liabilities in active markets;

•Level 2 – Inputs, other than the quoted prices for identical assets and liabilities in active markets, for which significant other observable market inputs are readily available; and

•Level 3 – Unobservable inputs in which there is little or no market data, such as internally developed valuation models which require the reporting entity to develop its own assumptions.

The carrying amounts of the Company’s financial instruments, including cash, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate their fair values due to the short term and immediate nature of these financial instruments.

Concentrations

The citrus industry is subject to various factors over which growers have limited or no control, including weather conditions, disease, pestilence, water supply and market price fluctuations. Market prices are highly sensitive to aggregate domestic and foreign crop sizes, as well as factors including, but not limited to, weather and competition from foreign countries.

The overall increase in Tropicana revenue, as a percentage of sales, was primarily due to an increase in processed fruit sales during the current quarter.

Segments

Segments

Operating segments are defined in the criteria established under 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) Land Management and Other Operations.

Principle 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, Alico Ranch, LLC, Alico Natural Resources, LLC, 734 Citrus Holdings 1, LLC and subsidiaries (“Silver Nip”), 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%-owned subsidiary the Company controls, Citree. Accordingly, the Company has recorded a noncontrolling interest in the equity of such entity. Citree had net income of $276 and $490 for the three months ended June 30, 2024 and 2023, respectively, and net losses of $1,190 and $286 for the nine months ended June 30, 2024 and 2023, respectively, of which 51% is attributable to the Company.

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. 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.

Recent Accounting Pronouncements and Recently Adopted Accounting Pronouncements

Recent Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07, “Improvements to Reportable Segment Disclosures,” which amends Topic 280 primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. ASU 2023-07 will become effective for us on October 1, 2024. The Company is currently evaluating the impact of the adoption of this accounting pronouncement on its Consolidated Financial Statements.

In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures,” which amends Topic 740 primarily through enhanced disclosures about an entity’s tax risks and tax planning. The amendments are effective for public business entities in annual periods beginning after December 15, 2024, with early adoption permitted on a prospective or retrospective basis. ASU 2023-09 will become effective for us on October 1, 2025. The Company is currently evaluating the impact of the adoption of this accounting pronouncement on its tax disclosures but it does not impact the Company's results of operations, financial condition or cash flows.

XML

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Schedule of disaggregation of revenue

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Revenue recognized at a point-in-time	$	12,291	$	6,285	$	42,250	$	36,939
Revenue recognized over time	1,319		999		3,458		2,227
Total	$	13,610	$	7,284	$	45,708	$	39,166

Revenues disaggregated by significant products and services for the three and nine months ended June 30, 2024 and 2023 are as follows:

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Alico Citrus
Early and Mid-Season	$	—	$	—	$	14,534	$	11,954
Valencias	12,183		6,064		26,915		23,994
Fresh Fruit and Other	108		221		801		991
Grove Management Services	946		427		2,341		978
Total	$	13,237	$	6,712	$	44,591	$	37,917
Land Management and Other Operations
Land and Other Leasing	$	302	$	474	$	894	$	1,028
Other	71		98		223		221
Total	$	373	$	572	$	1,117	$	1,249
Total Revenues	$	13,610	$	7,284	$	45,708	$	39,166

Schedule of Short-Term Debt

The carrying amounts and estimated fair values (Level 2) of debt instruments are as follows:

(in thousands)	June 30, 2024				September 30, 2023
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Corporate debt
Current portion of long-term debt	$	1,410	$	1,364	$	2,566	$	2,325
Long-term debt	$	83,100	$	75,294	$	126,753	$	115,851

Schedule of Revenue by Major Customers by Reporting Segments

Accounts receivable from the Company’s major customer as of June 30, 2024 and September 30, 2023, and revenue from such customer for the nine months ended June 30, 2024 and 2023, are as follows:

(in thousands)	Accounts Receivable				Revenue				% of Total Revenue
	June 30,		September 30,		Nine Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023		2024		2023
Tropicana	$	3,218	$	—	$	40,456	$	32,220	88.5	%	82.3	%

XML

Inventories (Tables)

9 Months Ended

Jun. 30, 2024

Inventory Disclosure [Abstract]

Schedule of inventories

Inventories consist of the following at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Unharvested fruit crop on the trees	$	34,980	$	50,699
Other	1,018		1,782
Total inventories	$	35,998	$	52,481

XML

Assets Held for Sale (Tables)

9 Months Ended

Jun. 30, 2024

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 at June 30, 2024 and September 30, 2023:

(in thousands)	Carrying Value
	June 30, 2024		September 30, 2023
Ranch	$	69	$	1,632
Alico Citrus	3,037		—
Total assets held for sale	$	3,106	$	1,632

XML

Property and Equipment, Net (Tables)

9 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Schedule of property and equipment, net

Property and equipment, net consists of the following at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Citrus trees	$	319,426	$	328,421
Equipment and other facilities	57,885		57,779
Buildings and improvements	6,515		7,081
Total depreciable properties	383,826		393,281
Less: accumulated depreciation and depletion	(142,969)		(144,150)
Net depreciable properties	240,857		249,131
Land and land improvements	114,398		112,718
Property and equipment, net	$	355,255	$	361,849

XML

Accrued Liabilities (Tables)

9 Months Ended

Jun. 30, 2024

Payables and Accruals [Abstract]

Schedule of accrued liabilities

Accrued liabilities consist of the following at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Accrued employee wages and benefits	$	1,542	$	1,007
Ad valorem taxes	1,270		2,134
Other accrued liabilities	544		87
Accrued interest	580		1,102
Accrued dividends	381		381
Professional fees	76		307
Accrued insurance	225		345
Total accrued liabilities	$	4,618	$	5,363

XML

Long-Term Debt and Lines of Credit (Tables)

9 Months Ended

Jun. 30, 2024

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, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Long-term debt, net of current portion:
Met Fixed-Rate Term Loans	$	70,000	$	70,000
Pru Loans A & B	10,747		11,615
Met Citree Term Loan	3,763		3,888
Met Variable-Rate Term Loans	—		19,094
Deferred financing fees	(458)		(621)
	84,052		103,976
Less current portion	1,410		2,566
Long-term debt	$	82,642	$	101,410

Schedule of lines of credit

The following table summarizes lines of credit and related deferred financing costs, net of accumulated amortization at June 30, 2024 and September 30, 2023:

(in thousands)	June 30, 2024		September 30, 2023
Lines of Credit:
RLOC	$	—	$	—
WCLC	—		24,722
Deferred financing fees	(133)		(95)
Lines of Credit	$	(133)	$	24,627

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,
	2024		2023		2024		2023
Interest expense	$	628	$	1,196	$	2,896	$	3,618
Interest capitalized	322		391		917		1,005
Total	$	950	$	1,587	$	3,813	$	4,623

XML

Segment Information (Tables)

9 Months Ended

Jun. 30, 2024

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,
	2024		2023		2024		2023
Revenues:
Alico Citrus	$	13,237	$	6,712	$	44,591	$	37,917
Land Management and Other Operations	373		572		1,117		1,249
Total revenues	13,610		7,284		45,708		39,166
Operating expenses:
Alico Citrus	17,813		(8,322)		82,062		33,493
Land Management and Other Operations	84		104		346		300
Total operating expenses	17,897		(8,218)		82,408		33,793
Gross profit:
Alico Citrus	(4,576)		15,034		(37,471)		4,424
Land Management and Other Operations	289		468		771		949
Total gross (loss) profit	$	(4,287)	$	15,502	$	(36,700)	$	5,373
Depreciation, depletion and amortization:
Alico Citrus	$	3,660	$	3,714	$	11,111	$	11,318
Land Management and Other Operations	9		23		46		41
Other Depreciation, Depletion and Amortization	46		101		160		326
Total depreciation, depletion and amortization	$	3,715	$	3,838	$	11,317	$	11,685

(in thousands)	June 30, 2024		September 30, 2023
Assets:
Alico Citrus	$	399,984	$	415,030
Land Management and Other Operations	13,245		11,722
Other Corporate Assets	1,373		1,601
Total Assets	$	414,602	$	428,353

The reconciliations of segment gross profit (loss) to consolidated income (loss) before income taxes are as follows:

	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Alico Citrus	$	(4,576)	$	15,034	$	(37,471)	$	4,424
Land Management and Other Operations	289		468		771		949
Segment gross (loss) profit	(4,287)		15,502		(36,700)		5,373
General and administrative expenses	2,441		2,930		8,034		8,106
(Loss) income from operations	(6,728)		12,572		(44,734)		(2,733)
Other income (expense), net:
Interest income	95		—		345		—
Interest expense	(628)		(1,196)		(2,896)		(3,618)
Gain on property and equipment	4,491		2,605		81,520		7,368
Other income, net	—		14		—		44
Total other expense, net	3,958		1,423		78,969		3,794
(Loss) income before income taxes	$	(2,770)	$	13,995	$	34,235	$	1,061

XML

Leases (Tables)

9 Months Ended

Jun. 30, 2024

Leases [Abstract]

Components of lease cost

Our operating leases cost components are reported in our Condensed Consolidated Statements of Operations as follows:

(in thousands)	Three Months Ended June 30,				Nine Months Ended June 30,
Operating lease components	2024		2023		2024		2023
Operating leases costs recorded in general and administrative expenses	$	37	$	30	$	111	$	91

The weighted-average remaining lease term and weighted-average discount rate for our operating leases are as follows:

	June 30, 2024
Weighted-average remaining lease term	2.2 years
Weighted-average discount rate	5.49	%

XML

Stock-based Compensation (Tables)

9 Months Ended

Jun. 30, 2024

Equity [Abstract]

Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award

Restricted Stock Awards

Restricted Stock Awards	Shares	Weighted- Average Grant Date Fair Value
Outstanding at September 30, 2023	17,540	$	37.82
Vested	(35)	32.30
Forfeited	(5)	32.30
Outstanding at June 30, 2024 (a)	17,500	$	37.82

a.The weighted average remaining contractual term is 1.3 years and the aggregate intrinsic value of RSAs expected to vest is $512.

Stock Option Grants

	Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (years)	Aggregate Intrinsic Value
Vested and outstanding - June 30, 2024	38,000	$	33.75	2.5	—

XML

Description of Business and Basis of Presentation - Narrative (Details)	9 Months Ended
	Jun. 30, 2024 a classification Segment	Jun. 30, 2023 a
Property Plant And Equipment [Line Items]
Area of land sold	53,700	85
Area of mineral rights	48,700
Number of business segments | Segment	2
Land
Property Plant And Equipment [Line Items]
Number of primary classifications | classification	2

XML

Summary of Significant Accounting Policies - Schedule of disaggregation of revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Disaggregation Of Revenue [Line Items]
Total operating revenues	$ 13,610	$ 7,284	$ 45,708	$ 39,166
Revenue recognized at a point-in-time
Disaggregation Of Revenue [Line Items]
Total operating revenues	12,291	6,285	42,250	36,939
Revenue recognized over time
Disaggregation Of Revenue [Line Items]
Total operating revenues	$ 1,319	$ 999	$ 3,458	$ 2,227

XML

Summary of Significant Accounting Policies - Narrative (Details)	3 Months Ended		9 Months Ended
	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) Segment	Jun. 30, 2023 USD ($)	Sep. 30, 2023 USD ($)
Property Plant And Equipment [Line Items]
Accounts receivable, net	$ 4,512,000		$ 4,512,000		$ 712,000
Total operating revenues	13,610,000	$ 7,284,000	45,708,000	$ 39,166,000
Proceeds from grower's support payments	2,911,000		$ 2,911,000
Grower's support payments, percentage of cost coverage			34.00%
Number of business segments | Segment			2
Net Income (loss) attributable to subsidiary	135,000	240,000	$ (583,000)	(140,000)
Citree
Property Plant And Equipment [Line Items]
Net Income (loss) attributable to subsidiary	$ 276,000	$ 490,000	$ (1,190,000)	(286,000)
Ownership interest (as a percent)	51.00%		51.00%
Operating Expense
Property Plant And Equipment [Line Items]
Proceeds from grower's support payments	$ 1,805,000		$ 1,805,000
Inventories
Property Plant And Equipment [Line Items]
Proceeds from grower's support payments	1,106,000		1,106,000
Citrus
Property Plant And Equipment [Line Items]
Accounts receivable, net	$ 3,840,000		3,840,000		$ 394,000
Grove Management Services
Property Plant And Equipment [Line Items]
Total operating revenues			2,341,000	978,000
Operating expenses			$ 1,591,000	$ 613,000

XML

Summary of Significant Accounting Policies - Schedule of disaggregation of revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Disaggregation Of Revenue [Line Items]
Total Revenues	$ 13,610	$ 7,284	$ 45,708	$ 39,166
Alico Citrus
Disaggregation Of Revenue [Line Items]
Total Revenues	13,237	6,712	44,591	37,917
Land Management and Other Operations
Disaggregation Of Revenue [Line Items]
Total Revenues	373	572	1,117	1,249
Early and Mid-Season | Alico Citrus
Disaggregation Of Revenue [Line Items]
Total Revenues	0	0	14,534	11,954
Valencias | Alico Citrus
Disaggregation Of Revenue [Line Items]
Total Revenues	12,183	6,064	26,915	23,994
Fresh Fruit and Other | Alico Citrus
Disaggregation Of Revenue [Line Items]
Total Revenues	108	221	801	991
Grove Management Services
Disaggregation Of Revenue [Line Items]
Total Revenues			2,341	978
Grove Management Services | Alico Citrus
Disaggregation Of Revenue [Line Items]
Total Revenues	946	427
Land and Other Leasing | Land Management and Other Operations
Disaggregation Of Revenue [Line Items]
Total Revenues	302	474	894	1,028
Other | Land Management and Other Operations
Disaggregation Of Revenue [Line Items]
Total Revenues	$ 71	$ 98	$ 223	$ 221

XML

Summary of Significant Accounting Policies - Schedule of short-term debt (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Sep. 30, 2023
Carrying Amount
Current portion of long-term debt	$ 1,410	$ 2,566
Long-term debt	84,052	103,976
Fair Value, Inputs, Level 2
Carrying Amount
Long-term debt	83,100	126,753
Estimated Fair Value
Current portion of long-term debt	1,364	2,325
Long-term debt	$ 75,294	$ 115,851

XML

Summary of Significant Accounting Policies -Schedule of revenues and accounts receivable from major customers (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Sep. 30, 2023
Concentration Risk [Line Items]
Accounts Receivable	$ 4,512		$ 712
Tropicana
Concentration Risk [Line Items]
Accounts Receivable	3,218		$ 0
Revenue	$ 40,456	$ 32,220
Tropicana | Total Revenue | Customer Concentration Risk
Concentration Risk [Line Items]
% of Total Revenue	88.50%	82.30%

XML

Inventories - Schedule of inventories (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Sep. 30, 2023
Inventory Disclosure [Abstract]
Unharvested fruit crop on the trees	$ 34,980	$ 50,699
Other	1,018	1,782
Total inventories	$ 35,998	$ 52,481

XML

Inventories - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Inventory [Line Items]
Proceeds from insurance settlement, property and casualty damage	$ 299	$ 16,643	$ 299	$ 21,403
Insurance proceeds for crop claims			0	1,315
Year-End Adjustment
Inventory [Line Items]
Inventory casualty loss			$ 28,549	$ 1,616

XML

Assets Held for Sale - Schedule of assets held for sale (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Sep. 30, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale	$ 3,106	$ 1,632
Discontinued Operations, Held-for-sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale	3,106	1,632
Discontinued Operations, Held-for-sale | Ranch
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale	69	1,632
Discontinued Operations, Held-for-sale | Alico Citrus
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale	$ 3,037	$ 0

XML

Assets Held for Sale - Narrative (Details)			3 Months Ended		9 Months Ended
	Apr. 19, 2024 USD ($) classification	Oct. 20, 2022 USD ($)	Jun. 30, 2024 USD ($) a	Jun. 30, 2023 USD ($) a	Jun. 30, 2024 USD ($) a	Jun. 30, 2023 USD ($) a	Sep. 30, 2023 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Area of land sold | classification	798
Consideration received	$ 7,183,000	$ 439,000
Land sold price per acre	$ 9,000	$ 5,161
Additional area of land | classification	680
Period for purchase	10 months
Area of land sold | a			53,700	85	53,700	85
Gains on sale of real estate, property and equipment and assets held for sale			$ 4,491,000	$ 2,605,000	$ 81,520,000	$ 7,368,000
Long-term debt			$ 84,052,000		$ 84,052,000		$ 103,976,000
Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration]					Gains on sale of real estate, property and equipment and assets held for sale	Gains on sale of real estate, property and equipment and assets held for sale
Discontinued Operations, Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Area of land sold | a			18,354	888	18,354	888
Gains on sale of real estate, property and equipment and assets held for sale					$ 86,217,000	$ 4,883,000
Gain (loss) on disposal of discontinued operation					81,246,000	$ 4,689,000
Long-term debt			$ 19,094,000		$ 19,094,000
Discontinued Operations, Disposed of by Sale | Ranch
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Area of land sold | a			17,229		17,229
Gains on sale of real estate, property and equipment and assets held for sale					$ 77,631,000

XML

Property and Equipment, Net - Schedule of property and equipment, net (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Sep. 30, 2023
Property Plant And Equipment [Line Items]
Property and equipment, net	$ 355,255	$ 361,849
Citrus trees
Property Plant And Equipment [Line Items]
Property and equipment, gross	319,426	328,421
Equipment and other facilities
Property Plant And Equipment [Line Items]
Property and equipment, gross	57,885	57,779
Buildings and improvements
Property Plant And Equipment [Line Items]
Property and equipment, gross	6,515	7,081
Depreciable properties
Property Plant And Equipment [Line Items]
Property and equipment, gross	383,826	393,281
Less: accumulated depreciation and depletion	(142,969)	(144,150)
Property and equipment, net	240,857	249,131
Land and land improvements
Property Plant And Equipment [Line Items]
Property and equipment, net	$ 114,398	$ 112,718

XML

Property and Equipment, Net - Narrative (Details) - USD ($) $ in Thousands	9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Property, Plant and Equipment [Abstract]
Loss on disposal of property and equipment	$ 6,213	$ 5,535

XML

Accrued Liabilities - Schedule of accrued liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Sep. 30, 2023
Payables and Accruals [Abstract]
Accrued employee wages and benefits	$ 1,542	$ 1,007
Ad valorem taxes	1,270	2,134
Other accrued liabilities	544	87
Accrued interest	580	1,102
Accrued dividends	381	381
Professional fees	76	307
Accrued insurance	225	345
Total accrued liabilities	$ 4,618	$ 5,363

XML

Long-Term Debt and Lines of Credit - Schedule of long-term debt, net of current portion (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Sep. 30, 2023
Debt Instrument [Line Items]
Deferred financing fees	$ (458)	$ (621)
Long-term debt	84,052	103,976
Less current portion	(1,410)	(2,566)
Long-term debt, net	82,642	101,410
Met Fixed-Rate Term Loans
Debt Instrument [Line Items]
Long-term debt, net of current portion:	70,000	70,000
Pru Loans A & B
Debt Instrument [Line Items]
Long-term debt, net of current portion:	10,747	11,615
Met Citree Term Loan
Debt Instrument [Line Items]
Long-term debt, net of current portion:	3,763	3,888
Met Variable-Rate Term Loans
Debt Instrument [Line Items]
Long-term debt, net of current portion:	0	19,094
Term Loans and PRU Loans
Debt Instrument [Line Items]
Less current portion	(1,410)	(2,566)
Long-term debt, net	$ 82,642	$ 101,410

XML

Long-Term Debt and Lines of Credit - Schedule of lines of credit (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Sep. 30, 2023
Line of Credit Facility [Line Items]
Deferred financing fees	$ (458)	$ (621)
Line of Credit
Line of Credit Facility [Line Items]
Deferred financing fees	(133)	(95)
Lines of Credit	(133)	24,627
Line of Credit | RLOC
Line of Credit Facility [Line Items]
Lines of Credit:	0	0
Line of Credit | WCLC
Line of Credit Facility [Line Items]
Lines of Credit:	$ 0	$ 24,722

XML

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, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Debt Disclosure [Abstract]
Interest expense	$ 628	$ 1,196	$ 2,896	$ 3,618
Interest capitalized	322	391	917	1,005
Total	$ 950	$ 1,587	$ 3,813	$ 4,623

XML

Long-Term Debt and Lines of Credit - Narrative (Details)			3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 26, 2023 USD ($)	Oct. 27, 2022	Sep. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) a Loan	Sep. 30, 2023 USD ($)
Debt Instrument [Line Items]
Adjusted fixed interest rate				3.85%
Minimum debt service coverage ratio			1.10		1.10
Tangible net worth			$ 160,000,000		$ 160,000,000
Percentage of consolidated net income					10.00%
Annual increase of tangible net worth					$ 174,628,000
Minimum current ratio			1.50		1.50
Debt to total assets ratio			0.625		0.625
Limit on capital expenditures			$ 30,000,000		$ 30,000,000
Fixed interest rate				5.35%
Long-term debt			103,976,000	$ 84,052,000	103,976,000
Silver Nip Citrus
Debt Instrument [Line Items]
Covenant ratio				1.00
Grove Management Services
Debt Instrument [Line Items]
Area of land (in acres) | a				38,200
Met Fixed-Rate Term Loans | Silver Nip Citrus
Debt Instrument [Line Items]
Quarterly principal payments				$ 290,000
Area of property that served as collateral (in acres) | a				5,700
Number of fixed rate term loans | Loan				2
Long-term debt				$ 27,550,000
Revolving Credit Facility | Met Fixed-Rate Term Loans
Debt Instrument [Line Items]
Revolving line of credit				125,000,000
Revolving Credit Facility | Met Variable-Rate Term Loans
Debt Instrument [Line Items]
Revolving line of credit				57,500,000
RLOC
Debt Instrument [Line Items]
Revolving line of credit				25,000,000
Outstanding standby letters of credit			$ 25,000,000	25,000,000	$ 25,000,000
Quarterly principal payments				$ 406,000
LIBOR spread (as a percent)			0.25%
Debt prepayment	$ 19,094,000
RLOC | Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
LIBOR spread (as a percent)			2.20%	1.75%
LIBOR spread subject to adjustment period			2 years	2 years
RLOC | Met Variable-Rate Term Loans
Debt Instrument [Line Items]
Variable interest rate			7.52%	7.53%	7.52%
WCLC
Debt Instrument [Line Items]
Revolving line of credit				$ 70,000,000
Availability under line of credit			$ 45,030,000	$ 69,752,000	$ 45,030,000
LIBOR spread (as a percent)				0.20%
Variable interest rate			7.07%	7.08%	7.07%
WCLC | Minimum
Debt Instrument [Line Items]
LIBOR spread (as a percent)				0.20%
WCLC | Maximum
Debt Instrument [Line Items]
LIBOR spread (as a percent)				0.30%
WCLC | Letter of Credit
Debt Instrument [Line Items]
Revolving line of credit				$ 2,000,000
WCLC | Secured Overnight Financing Rate (SOFR) | Minimum
Debt Instrument [Line Items]
LIBOR spread (as a percent)		1.75%			1.75%
WCLC | Secured Overnight Financing Rate (SOFR) | Maximum
Debt Instrument [Line Items]
LIBOR spread (as a percent)		2.50%
Financial Standby Letter of Credit
Debt Instrument [Line Items]
Letter of credit outstanding			$ 248,000	248,000	$ 248,000
Financial Standby Letter of Credit | Letter of Credit
Debt Instrument [Line Items]
Letter of credit outstanding			$ 248,000	248,000	$ 248,000
Metlife Term Loan | Citree
Debt Instrument [Line Items]
Revolving line of credit				$ 5,000,000
Area of property that served as collateral (in acres) | a				1,200
Fixed interest rate				5.28%

XML

Income Taxes - Narrative (Details)	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Effective income tax rate reconciliation	31.10%	13.70%	28.40%	28.80%

XML

Segment Information - Schedule of information by business segment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Sep. 30, 2023
Revenues:
Total operating revenues	$ 13,610	$ 7,284	$ 45,708	$ 39,166
Operating expenses:
Total operating expenses	17,897	(8,218)	82,408	33,793
Gross profit:
Total gross (loss) profit	(4,287)	15,502	(36,700)	5,373
Depreciation, depletion and amortization:
Depreciation, depletion and amortization	3,715	3,838	11,317	11,685
Assets:
Total Assets	414,602		414,602		$ 428,353
Alico Citrus
Revenues:
Total operating revenues	13,237	6,712	44,591	37,917
Operating expenses:
Total operating expenses	17,813	(8,322)	82,062	33,493
Land Management and Other Operations
Revenues:
Total operating revenues	373	572	1,117	1,249
Operating expenses:
Total operating expenses	84	104	346	300
Operating Segments
Gross profit:
Total gross (loss) profit	(4,287)	15,502	(36,700)	5,373
Operating Segments | Alico Citrus
Gross profit:
Total gross (loss) profit	(4,576)	15,034	(37,471)	4,424
Depreciation, depletion and amortization:
Depreciation, depletion and amortization	3,660	3,714	11,111	11,318
Assets:
Total Assets	399,984		399,984		415,030
Operating Segments | Land Management and Other Operations
Gross profit:
Total gross (loss) profit	289	468	771	949
Depreciation, depletion and amortization:
Depreciation, depletion and amortization	9	23	46	41
Assets:
Total Assets	13,245		13,245		11,722
Segment Reconciling Items
Depreciation, depletion and amortization:
Depreciation, depletion and amortization	46	$ 101	160	$ 326
Other Corporate Assets
Assets:
Total Assets	$ 1,373		$ 1,373		$ 1,601

XML

Segment Information - Reconciliation of segment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Segment Reporting Revenue Reconciling Item [Line Items]
Segment gross (loss) profit	$ (4,287)	$ 15,502	$ (36,700)	$ 5,373
General and administrative expenses	2,441	2,930	8,034	8,106
(Loss) income from operations	(6,728)	12,572	(44,734)	(2,733)
Interest income	95	0	345	0
Interest expense	(628)	(1,196)	(2,896)	(3,618)
Gain on property and equipment	4,491	2,605	81,520	7,368
Other income, net	0	14	0	44
Total other expense, net	3,958	1,423	78,969	3,794
(Loss) income before income taxes	(2,770)	13,995	34,235	1,061
Operating Segments
Segment Reporting Revenue Reconciling Item [Line Items]
Segment gross (loss) profit	(4,287)	15,502	(36,700)	5,373
Operating Segments | Alico Citrus
Segment Reporting Revenue Reconciling Item [Line Items]
Segment gross (loss) profit	(4,576)	15,034	(37,471)	4,424
Operating Segments | Land Management and Other Operations
Segment Reporting Revenue Reconciling Item [Line Items]
Segment gross (loss) profit	$ 289	$ 468	$ 771	$ 949

XML

Leases - Components of Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Leases [Abstract]
Operating leases costs recorded in general and administrative expenses	$ 37	$ 30	$ 111	$ 91

XML

Leases - Lease Terms (Details)	Jun. 30, 2024
Leases [Abstract]
Weighted-average remaining lease term	2 years 2 months 12 days
Weighted-average discount rate	5.49%

XML

Stock-based Compensation - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Sep. 30, 2023	Jan. 27, 2015
Class Of Stock [Line Items]
Stock compensation expense	$ 175	$ 198	$ 544	$ 731
Unrecognized stock compensation	0		0		$ 0
Board Of Directors Fees
Class Of Stock [Line Items]
Stock compensation expense	118	137	375	450
Restricted Stock
Class Of Stock [Line Items]
Stock compensation expense	57	61	169	253
Unrecognized expense	207		207		$ 376
Options
Class Of Stock [Line Items]
Stock compensation expense	$ 0	$ 0	$ 0	$ 18
2015 Option Grants
Class Of Stock [Line Items]
Number of shares authorized to be repurchased (up to) (in shares)						1,250,000
2015 Option Grants | Minimum
Class Of Stock [Line Items]
Award vesting period			1 year
2015 Option Grants | Maximum
Class Of Stock [Line Items]
Award vesting period			6 years

XML

Stock-based Compensation - Schedule of Nonvested Shares (Details) - Restricted Stock $ / shares in Units, $ in Thousands	9 Months Ended
	Jun. 30, 2024 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Beginning Outstanding (in shares) | shares	17,540
Vested (in shares) | shares	(35)
Forfeited (in shares) | shares	(5)
Ending Outstanding and expected to vest (in shares) | shares	17,500
Weighted- Average Grant Date Fair Value
Beginning Outstanding (in dollars per share) | $ / shares	$ 37.82
Vested (in dollars per share) | $ / shares	32.30
Forfeited (in dollars per share) | $ / shares	32.30
Ending Outstanding (in dollars per share) | $ / shares	$ 37.82
Weighted average remaining contractual terms	1 year 3 months 18 days
Aggregate intrinsic value of Restricted Stock Awards expected to vest | $	$ 512

XML

Stock-based Compensation - Schedule of Vested and Outstanding (Details)	9 Months Ended
	Jun. 30, 2024 USD ($) $ / shares shares
Equity [Abstract]
Number of options (in shares) | shares	38,000
Weighted Average Exercise Price (in dollars per share) | $ / shares	$ 33.75
Weighted Average Remaining Contractual Term (years)	2 years 6 months
Aggregate Intrinsic Value | $	$ 0

XML

Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Sep. 30, 2023
Loss Contingencies [Line Items]
Outstanding purchase commitments	$ 3,384
Financial Standby Letter of Credit
Loss Contingencies [Line Items]
Letter of credit outstanding	$ 248	$ 248

XML

Related Party Transactions - Narrative (Details)						9 Months Ended
	Jul. 11, 2024 USD ($)	Apr. 19, 2024 USD ($)	Jun. 22, 2023 USD ($)	Oct. 20, 2022 USD ($) a	Jan. 01, 2022 USD ($) a	Jun. 30, 2024 USD ($) a	Jun. 30, 2023 USD ($) a	Jun. 10, 2024 USD ($)	Jun. 06, 2023 USD ($)
Related Party Transaction [Line Items]
Area of land sold | a						53,700	85
Consideration received		$ 7,183,000		$ 439,000
Land sold price per acre		$ 9,000		$ 5,161
Capital contribution received from noncontrolling interest						$ 0	$ 441,000
Chief Executive Officer
Related Party Transaction [Line Items]
Area of land sold | a				85	93
Operating leases, term of contract					3 years
Payments for rent					$ 1,860
Purchase option term					1 year
Option amount to repurchase					$ 480,000
Repurchase price per acre					$ 5,161
Consideration received				$ 439,000
Land sold price per acre				$ 5,161
Related Party | Citree
Related Party Transaction [Line Items]
Additional contribution required								$ 750,000	$ 900,000
Proceeds from contributed capital			$ 460,000
Capital contribution received from noncontrolling interest			$ 440,000
Related Party | Citree | Subsequent Event
Related Party Transaction [Line Items]
Proceeds from contributed capital	$ 382,000
Capital contribution received from noncontrolling interest	$ 368,000

XML

Label	Element	Value
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents	us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents	$ 865,000
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents	us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents	$ 3,692,000