ALICO, INC.

Previous wording

Alico, Inc., together with its subsidiaries (collectively, “Alico”, the “Company”, “we”, “us” or “our”) currently 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. While Alico Citrus, which holds the Company’s citrus production operations, will wind down operations after the 2024/2025 harvest due to environmental and financial challenges, Alico remains committed to Florida’s agriculture industry, and will focus on its long-term diversified land usage and real estate development strategy.

Current wording

Alico, Inc., together with its subsidiaries (collectively, “Alico”, the “Company”, “we”, “us” or “our”) currently 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. While Alico Citrus, which holds the Company’s citrus production operations, has substantially wound down operations after the 2024/2025 harvest due to environmental and financial challenges, Alico remains committed to Florida’s agriculture industry, and will focus on its long-term diversified land usage and real estate development strategy.

Previous wording

For the three months ended March 31, 2025 and March 31, 2024, we generated operating revenue of $17,980 and $18,113, respectively, loss from operations of $153,085 and $20,479, respectively, and net loss attributable to common stockholders of $111,385 and $15,804, respectively. Net cash used in operating activities was $571 and $19,741 for the six months ended March 31, 2025 and March 31, 2024, respectively.

Current wording

For the three months ended June 30, 2025 and June 30, 2024, we generated operating revenue of $8,390 and $13,610, respectively, loss from operations of $30,923 and $6,728, respectively, and net loss attributable to common stockholders of $18,289 and $2,044, respectively. Net cash provided by (used) in operating activities was $22,841 and $(18,720) for the nine months ended June 30, 2025 and June 30, 2024, respectively.

Previous wording

For the three months ended March 31, 2025 and 2024, the Alico Citrus segment generated 96.0% and 98.1%, respectively, of our consolidated revenues and the Land Management and Other Operations segment generated 4.0% and 1.9%, respectively, of our consolidated revenues.

Current wording

For the three months ended June 30, 2025 and 2024, the Alico Citrus segment generated 93.0% and 97.3%, respectively, of our consolidated revenues and the Land Management and Other Operations segment generated 7.0% and 2.7%, respectively, of our consolidated revenues.

Previous wording

For the six months ended March 31, 2025 and 2024, the Alico Citrus segment generated 96.3% and 97.7%, respectively, of our consolidated revenues and the Land Management and Other Operations segment generated 3.7% and 2.3%, respectively, of our consolidated revenues.

Current wording

For the nine months ended June 30, 2025 and 2024, the Alico Citrus segment generated 95.7% and 97.6%, respectively, of our consolidated revenues and the Land Management and Other Operations segment generated 4.3% and 2.4%, respectively, of our consolidated revenues.

Previous wording

During the quarter ended March 31, 2025, the Company sold approximately 2,100 acres of land for $17,321 and we entered into an agreement to sell 2,930 acres of land for $26,663 ($9,100 per acre).

Current wording

During the quarter ended June 30, 2025, the Company sold approximately 694 acres of land for $6,247 ($9,000 per acre).

Previous wording

The following discussion provides an analysis of our results of operations for the three and six months ended March 31, 2025, as compared to 2024:

Current wording

The following discussion provides an analysis of our results of operations for the three and nine months ended June 30, 2025, as compared to 2024:

Previous wording

The 0.7% decrease in revenue for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, was primarily due to the Early and Mid-Season and Fresh Fruit harvests beginning earlier in the first quarter of the year and ending earlier in the current quarter of 2025, partially driven by fruit drop as a result of Hurricane Milton. The decrease was also driven by a decrease in grove management revenues as a result of the expiration on December 31, 2024 of the Citrus Grove Management Agreement that we entered into on October 30, 2023 (the “Grove Owners Agreement”). These decreases were partially offset by a 24.7% increase in the price per pound solids of the Valencia crop, as a result of more favorable pricing in one of our contracts with Tropicana and an increase in rock and sand royalties.

Current wording

The 38.4% decrease in revenue for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, was primarily due to the Early and Mid-Season and Fresh Fruit harvests beginning earlier in the first quarter of the year and ending earlier in the current quarter of 2025, partially driven by fruit drop as a result of Hurricane Milton. The decrease was also driven by a decrease in grove management revenues as a result of the expiration on December 31, 2024 of the Citrus Grove Management Agreement that we entered into on October 30, 2023 (the “Grove Owners Agreement”).

Previous wording

The 8.6% increase in revenue for the six months ended March 31, 2025, as compared to the six months ended March 31, 2024, was primarily due to a blended 30.3% increase in the price per pound solid, partially offset by a 16.5% decrease in total pound solids produced as a result of Hurricane Milton and a 36.8% decrease in Grove management services due to the expiration of the Grove Owners Agreement on December 31, 2024.

Current wording

The 5.3% decrease in revenue for the nine months ended June 30, 2025, as compared to the nine months ended June 30, 2024, was primarily due to a 26.4% decrease in total pound solids produced as a result of Hurricane Milton and a 62.1% decrease in Grove management services due to the expiration of the Grove Owners Agreement on December 31, 2024, partially offset by a blended 30.2% increase in the price per pound solid.

Previous wording

The 107.1% and 74.1% increase in revenue within Land Management and Other for the three and six months ended March 31, 2025, respectively, as compared to the same periods in the prior year, is principally due to an increase in rock and sand royalty income and sod sales, partially offset by lower farm, grazing and hunting lease revenues due to the sale of the Alico Ranch.

Current wording

The 56.8% and 68.3% increase in revenue within Land Management and Other for the three and nine months ended June 30, 2025, respectively, as compared to the same periods in the prior year, is principally due to an increase in rock and sand royalty income and sod sales, partially offset by lower farm, grazing and hunting lease revenues due to the sale of the Alico Ranch.

Previous wording

The increase in operating expenses of $131,406 and $128,298 for the three and six months ended March 31, 2025, respectively, as compared to the three and six months ended March 31, 2024, was driven by the acceleration of depreciation of approximately $118,828 principally on our Citrus trees in the three and six months ended March 31, 2025, as a result of the Strategic Transformation and decision to wind down our citrus operations and the impairment of its young trees, which were not yet being depreciated, as well as the long lived assets at one of our groves of $24,966. Partially offsetting the increase in cost of sales were lower inventory adjustments of $2,536 and $9,895 during the three and six months ended March 31, 2025, respectively, compared to $17,703 and $28,549 for the three and six months ended March 31, 2024, respectively, and $4,040 of crop insurance proceeds received in connection with Hurricane Milton that were received in the quarter ended March 31, 2025 (which was recorded within Fresh Fruit and Other in the table below).

Current wording

The increase in operating expenses of $18,549 and $146,847 for the three and nine months ended June 30, 2025, respectively, as compared to the three and nine months ended June 30, 2024, was driven by the acceleration of depreciation of approximately $40,586 and $159,941 principally on our Citrus trees in the three and nine months ended June 30, 2025, respectively, as a result of the Strategic Transformation and decision to wind down our citrus operations and the impairment of our young trees, which were not yet being depreciated, as well as the impairment of our long lived assets at one of our groves of $24,966. Partially offsetting the increase in cost of sales were lower inventory adjustments of nil and $9,895 during the three and nine months ended June 30, 2025, respectively, compared to $17,703 and $28,549 for the three and nine months ended June 30, 2024, respectively, and $15,970 and $20,010 of crop insurance proceeds received in connection with Hurricane Milton during the three and nine months ended June 30, 2025, respectively, (which was recorded within Fresh Fruit and Other in the table below).

Previous wording

General and administrative expense increased $1,067 for the three months ended March 31, 2025, compared to the three months ended March 31, 2024. The increase was primarily due to the acceleration of depreciation on certain administrative assets, higher employee costs (as a result of higher bonus accruals) and higher legal fees, related to the Strategic Transformation.

Current wording

General and administrative expense increased $426 for the three months ended June 30, 2025, compared to the three months ended June 30, 2024. The increase was primarily due to the acceleration of depreciation on certain administrative assets, higher employee costs (as a result of higher bonus accruals) and higher legal fees related to the Strategic Transformation.

Previous wording

General and administrative expense increased $381 for the six months ended March 31, 2025 as compared to the six months ended March 31, 2024 due to the acceleration of depreciation on certain administrative assets and an increase in legal fees, both related to our Strategic Transformation, partially offset by lower employee costs related to paid time off and bonus accruals.

Current wording

General and administrative expense increased $807 for the nine months ended June 30, 2025 as compared to the nine months ended June 30, 2024 due to the acceleration of depreciation on certain administrative assets and an increase in legal fees, both related to our Strategic Transformation, partially offset by lower employee costs related to paid time off and bonus accruals.

Previous wording

Other income (expense), net for the three months ended March 31, 2025 increased $15,262 compared to the three months ended March 31, 2024, driven by the sale of approximately 2,100 acres of land, as compared to the quarter ended March 31, 2024, when there were no land sales.

Current wording

Other income (expense), net for the three months ended June 30, 2025 increased $841 compared to the three months ended June 30, 2024, driven by the sale of approximately 694 acres of land and a gain of approximately $1,275 from the sale of equipment and vehicles, as compared to the quarter ended June 30, 2024, when we sold 798 acres of land.

Previous wording

Other income (expense), net for the six months ended March 31, 2025 was a gain of $14,151 compared to $75,011 during the six months ended March 31, 2024, principally as a result of fewer land sales during the six months ended March 31, 2025, as compared to the six months ended March 31, 2024, when we sold the Alico Ranch to the State of Florida.

Current wording

Other income (expense), net for the nine months ended June 30, 2025 decreased $60,019 compared to the nine months ended June 30, 2024, principally as a result of fewer acres of land being sold during the nine months ended June 30, 2025, as compared to the prior year period, when we sold the Alico Ranch to the State of Florida.

Previous wording

The increase in the income tax (benefit) of $21,924 for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, was driven by an increase in our pre-tax loss in the current year period, primarily due to the accelerated book depreciation of citrus producing assets.

Current wording

The increase in the income tax (benefit) of $6,939 for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, was driven by an increase in our pre-tax loss in the current year period, primarily due to the accelerated book depreciation of citrus producing assets.

Previous wording

The change in the income taxes to a tax (benefit) from a tax provision, of $39,656 for the six months ended March 31, 2025, as compared to the six months ended March 31, 2024, was driven by the decreased earnings due to the accelerated depreciation of citrus producing assets, while the income tax expense for the six months ended March 31, 2024 was principally due to the sale of 17,229 acres of the Alico Ranch to the State of Florida during the period.

Current wording

The change in the income taxes to a tax (benefit) from a tax provision for the nine months ended June 30, 2025, as compared to the nine months ended June 30, 2024, of $46,595 was driven by the decreased earnings due to the accelerated depreciation of citrus producing assets, while the income tax expense for the nine months ended June 30, 2024 was principally due to the sale of 17,229 acres of the Alico Ranch to the State of Florida during the period.

Previous wording

Comparison of the Three and Six Months Ended March 31, 2025 and 2024 for the Alico Citrus Segment

Current wording

Comparison of the Three and Nine Months Ended June 30, 2025 and 2024 for the Alico Citrus Segment

Previous wording

The 2.9% decrease in revenue for the three months ended March 31, 2025, compared to the three months ended March 31, 2024, was primarily due to the Early and Mid-Season and Fresh Fruit harvests beginning earlier in the first quarter of the year and ending earlier in the current quarter of 2025, partially driven by fruit drop as a result of Hurricane Milton. These decreases were partially offset by a 24.7% increase in the price per pound solids of the Valencia crop, as a result of more favorable pricing in one of our contracts with Tropicana.

Current wording

The 41.0% and 7.2% decrease in revenue for the three and nine months ended June 30, 2025, respectively, compared to the three and nine months ended June 30, 2024, was primarily due to a 50.3% and 26.4%, respectively, decrease in the total pound solids produced, driven by fruit drop as a result of Hurricane Milton. These decreases were partially offset by a 28.5% increase in the price per pound solids of the Valencia crop for the for the three months ended June 30, 2025 and a 30.2% increase in the blended price per pound solid of our harvest for the nine months ended June 30, 2025, all of which was driven by more favorable pricing in one of our then-existing contracts with Tropicana.

Previous wording

Revenue for the three and six months ended March 31, 2025 from the grove owners relating to Grove Management Services decreased 86.0% and 36.8%, respectively, compared to the prior year periods, principally due to the expiration of the Grove Owners contract in December 31, 2024 reducing Grove Management revenues in the three and six months ending March 31, 2025.

Current wording

Revenue for the three and nine months ended June 30, 2025 from the grove owners relating to Grove Management Services decreased 99.3% and 62.1%, respectively, compared to the prior year periods, principally due to the expiration of the Grove Owners contract in December 31, 2024 reducing Grove Management revenues in the three and nine months ending June 30, 2025.

Previous wording

For the three and six months ended March 31, 2025, we recognized an increase in Cost of Sales of $135,889 and $132,795, respectively, compared to the same period in the prior year, which was driven by the acceleration of depreciation on our Citrus trees in the quarter ended March 31, 2025, as a result of the Strategic Transformation and decision to wind down our citrus operations and the impairment of its young trees, which were not yet being depreciated, as well as the long lived assets at one of our groves of $24,966. Partially offsetting the increase in cost of sales were lower inventory adjustments of $2,536 and $9,895 during the three and six months ended March 31, 2025, respectively, compared to $17,703 and $28,549 during the three and six months ended March 31, 2024, respectively, and $4,040 of crop insurance proceeds received in connection with Hurricane Milton that were received in the quarter ended March 31, 2025 (which was recorded within Fresh Fruit and Other in the table above).

Current wording

For the three and nine months ended June 30, 2025, we recognized an increase in Cost of Sales of $36,172 and $168,967, respectively, compared to the same period in the prior year, which was driven by the acceleration of depreciation on our Citrus trees in the quarter ended June 30, 2025, as a result of the Strategic Transformation and decision to wind down our citrus operations and the impairment of its young trees, which were not yet being depreciated, and the long lived assets at one of our groves, of $24,966. Partially offsetting the increase in cost of sales were lower inventory adjustments of nil and $9,895 during the three and nine months ended June 30, 2025, respectively, compared to $17,703 and $28,549 during the three and nine months ended June 30, 2024, respectively, and $15,970 and $20,010 of crop insurance proceeds received in connection with Hurricane Milton during the three and nine months ended June 30, 2025, respectively, (which was recorded within Fresh Fruit and Other in the table above).

Previous wording

For the three months ended March 31, 2025 Harvesting and Hauling expenses were down 1.4% compared to the three months ended March 31, 2024 driven by a 20.6% decrease in boxes harvested, principally due to a smaller harvest as a result of the fruit drop caused by Hurricane Milton, partially offset by an increase in cost per box harvested.

Current wording

For the three and nine months ended June 30, 2025 Harvesting and Hauling expenses were down 32.1% and 9.3%, respectively, compared to the three and nine months ended June 30, 2024 driven by a 50.2% and 25.9% decrease in boxes harvested, respectively. The decrease in boxes harvested was principally due to a smaller harvest as a result of the fruit drop caused by Hurricane Milton, partially offset by an increase in cost per box harvested.

Previous wording

The 101.3% and 49.3% decrease, respectively, in operating expenses relating to grove management services for the three and six months ended March 31, 2025, compared to the same periods ending March 31, 2024, was due to the expiration of the Grove Management Services agreement on December 31, 2024.

Current wording

The 124.7% and 82.5% decrease, respectively, in operating expenses relating to grove management services for the three and nine months ended June 30, 2025, compared to the same periods ending June 30, 2024, was due to the expiration of the Grove Management Services agreement on December 31, 2024.

Previous wording

The table below presents key operating measures for the three and six months ended March 31, 2025 and 2024 for the Land Management and Other Operations segment:

Current wording

The table below presents key operating measures for the three and nine months ended June 30, 2025 and 2024 for the Land Management and Other Operations segment:

Previous wording

Comparison of the Three and Six Months Ended March 31, 2025 and 2024 for the Land Management and Other Operations Segment

Current wording

Comparison of the Three and Nine Months Ended June 30, 2025 and 2024 for the Land Management and Other Operations Segment

Previous wording

Land Management and Other Operations revenue for the three and six months ended March 31, 2025 increased 107.1% and 74.1%, respectively, as compared to the same periods in the prior year, principally due to an increase in rock and sand royalty income and sod sales, partially offset by lower farm, grazing and hunting lease revenues due to the sale of the Alico Ranch.

Current wording

Land Management and Other Operations revenue for the three and nine months ended June 30, 2025 increased 56.8% and 68.3%, respectively, as compared to the same periods in the prior year, principally due to an increase in rock and sand royalty income and sod sales, partially offset by lower farm, grazing and hunting lease revenues due to the sale of the Alico Ranch.

Previous wording

The decrease in operating expenses from Land Management and Other Operations of 46.5% and 65.6% for the three and six months ended March 31, 2025, respectively, as compared to the three and six months ended March 31, 2024, was primarily due to lower property and real estate taxes as a result of the sale of the Alico Ranch.

Current wording

The increase in operating expenses from Land Management and Other Operations for the three months ended June 30, 2025 of 69.0%, as compared to the three months ended June 30, 2024 is primarily due to an increase in Sod sales, while the decrease in operating expenses for the nine months ended June 30, 2025 of 32.7%, as compared to the nine months ended June 30, 2024, was primarily due to lower property and real estate taxes as a result of the sale of the Alico Ranch.

Previous wording

We have historically been 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. As a result, the second and third quarters of our fiscal year produce most of the Company’s annual revenue. However, due to lower production in the current and prior years, more of the citrus crop was harvested in the first and second quarters of the fiscal years. Working capital requirements are typically greater in the first and fourth quarters of the fiscal year, coinciding with harvesting cycles; however, as the harvest cycles have moved, our working capital requirements are now greater in the third and fourth quarters of the fiscal year. 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. In light of the Strategic Transformation, we have decided not to allocate additional material capital to our citrus operations. As a result, we expect these seasonal patterns to diminish as we wind down those operations.

Current wording

We have historically been 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. As a result, the second and third quarters of our fiscal year produce most of the Company’s annual revenue. However, due to lower production in the current and prior years, more of the citrus crop was harvested in the first and second quarters of the fiscal years. Working capital requirements are typically greater in the first and fourth quarters of the fiscal year, coinciding with harvesting cycles; however, as the harvest cycles have moved, our working capital requirements are now greater in the third and fourth quarters of the fiscal year. 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. In light of the Strategic Transformation, we have decided not to allocate additional material capital to our citrus operations. In May 2025, we entered into a Mutual Contract Termination Agreement with Tropicana, terminating our agreement with them in its entirety following the fulfillment of all obligations under that agreement concerning the 2024/2025 Crop Year and all outstanding amounts had been settled by June 30, 2025. As a result, we expect these seasonal patterns to diminish in the future.

Previous wording

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. In light of recent hurricanes, costs of maintaining the citrus groves and harvesting and hauling of citrus products continue to increase, and we continue to evaluate the short and long-term use of our land, and in January 2025 we announced a Strategic Transformation in our business focus, to wind down our Alico Citrus division, which holds our citrus production operations, to focus on a long-term diversified land usage and real estate development strategy. 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 our RLOC 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.

Current wording

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. In light of recent hurricanes, costs of maintaining the citrus groves and harvesting and hauling of citrus products continue to increase, and we continue to evaluate the short and long-term use of our land, and in January 2025 we announced a Strategic Transformation in our business focus, to wind down our Alico Citrus division, which holds our citrus production operations, to focus on a long-term diversified land usage and real estate development strategy. In May 2025, we entered into a Mutual Contract Termination Agreement with Tropicana, terminating our agreement with them in its entirety following the fulfillment of all obligations under that agreement concerning the 2024/2025 Crop Year and all outstanding amounts had been settled by June 30, 2025. 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 our RLOC 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.

Previous wording

During the three and six months ended March 31, 2025, we recorded an additional valuation allowance against our deferred tax assets, which is recorded in the annual effective tax rate. We are required to assess the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss expected to be incurred over a three-year period during the year ending September 30, 2025. Such objective evidence limits the ability to consider other subjective evidence, such as our projections for future growth. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as our projections for growth.

Current wording

During the three and nine months ended June 30, 2025, we recorded an additional valuation allowance against our deferred tax assets, which is recorded in the annual effective tax rate. We are required to assess the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss expected to be incurred over a three-year period during the year ending September 30, 2025. Such objective evidence limits the ability to consider other subjective evidence, such as our projections for future growth. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as our projections for growth.

Previous wording

We have a $95,000 RLOC, of which $88,506 and $86,606 was available for general use as of March 31, 2025 and September 30, 2024, respectively (see Note 8. Long-Term Debt and Lines of Credit to the accompanying Condensed Consolidated Financial Statements). We may utilize the available cash to pay down indebtedness, 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.

Current wording

We have a $95,000 RLOC, of which $92,500 and $86,606 was available for general use as of June 30, 2025 and September 30, 2024, respectively (see Note 8. Long-Term Debt and Lines of Credit to the accompanying Condensed Consolidated Financial Statements). We may utilize the available cash to pay down indebtedness, 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.

Previous wording

On March 31, 2025, the Company entered into Seventh Amendment with Met to, among other things, remove the Debt Service; Tangible Net Worth; Current Ratio and Debt to Total Assets Ratio covenants in their entirety. These restrictive covenants were replaced with a Quarterly Liquidity Covenant which requires us to maintain cash and cash equivalents in an amount equal to 1.5 times the sum of: i) the scheduled principal and interest payments due under the debt owed to Met and Prudential and ii) the projected interest payments due under the Amended RLOC (the “Minimum Liquidity Requirement”). In addition, we must maintain Cash and cash equivalents and Working Capital in excess of the Minimum Liquidity Requirement.

Current wording

On March 31, 2025, we entered into Seventh Amendment with Met to, among other things, remove the Debt Service; Tangible Net Worth; Current Ratio and Debt to Total Assets Ratio covenants in their entirety. These restrictive covenants were replaced with a Quarterly Liquidity Covenant which requires us to maintain cash and cash equivalents in an amount equal to 1.5 multiplied by the cumulative sum of: i) the scheduled principal and interest payments due under the debt owed to Met and Prudential which may be due and payable during the immediately following twelve month period and ii) the projected interest payments due under the Amended RLOC (the “Minimum Liquidity Requirement”). In addition, we must maintain Cash and cash equivalents and Working Capital in excess of the Minimum Liquidity Requirement.

Previous wording

The $19,170 change in Net cash used in operating activities was driven by lower spending on caretaking as a result of the winding down of our Citrus operations as part of our Strategic Transformation during the six months ended March 31, 2025, as compared to the six months ended March 31, 2024.

Current wording

The $41,561 change in Net cash provided by (used in) operating activities was driven by lower spending on caretaking as a result of the winding down of our Citrus operations as part of our Strategic Transformation during the nine months ended June 30, 2025, as compared to the nine months ended June 30, 2024.

Previous wording

The $51,274 change in Net cash provided by investing activities for the six months ended March 31, 2025, compared to the six months ended March 31, 2024, was principally the result of fewer land sales in the six months ended March 31, 2025, as compared to the six months ended March 31, 2024.

Current wording

The $45,395 decrease in Net cash provided by investing activities for the nine months ended June 30, 2025, compared to the nine months ended June 30, 2024, was principally the result of fewer land sales in the nine months ended June 30, 2025.

Previous wording

The $41,853 change in Net cash used in financing activities for the six months ended March 31, 2025, as compared to the six months ended March 31, 2024, was primarily due to lower debt repayments during the six months ended March 31, 2025, as compared to the repayment of $19,094 of Met Life Variable-Rate Term debt and the outstanding balance on the WCLC, with the proceeds from the sale of 17,229 acres of the Alico Ranch in the prior year period.

Current wording

The $37,857 decrease in Net cash used in financing activities for the nine months ended June 30, 2025, as compared to the nine months ended June 30, 2024, was primarily due to lower debt repayments during the nine months ended June 30, 2025, as compared to the repayment of $19,094 of Met Life Variable-Rate Term debt and the outstanding balance on the WCLC, with the proceeds from the sale of 17,229 acres of the Alico Ranch in the prior year period.

Previous wording

At March 31, 2025 and September 30, 2024, $88,506 and $86,606, respectively, were available under the RLOC.

Current wording

At June 30, 2025 and September 30, 2024, $92,500 and $86,606, respectively, were available under the RLOC.