Nature of Business and Dissolution	12 Months Ended
Dec. 31, 2022
Nature of Business and Dissolution
Nature of Business and Dissolution	1. Nature of Business and Dissolution: PGI Incorporated and Subsidiaries (the Company), a Florida corporation, was founded in 1958, and up until the mid 1990’s was in business of building and selling homes, developing and selling home sites and selling undeveloped or partially developed tracts of land. Over approximately the last 30 years, the Company’s business focus and emphasis changed substantially as it has concentrated its sales exclusively on the disposition of its remaining real estate. In early 2019, the Board of Directors of PGI concluded that PGI met and has continued to meet all of the conditions under which a registrant may be deemed an “Inactive Entity” as that term is defined or contemplated in Rule 3-11 of Regulation S-X and as the term “Inactive Registrant” is further contemplated in the Securities and Exchange Commission’s Division of Corporation Finance’s Financial Reporting Manual section 1320.2. Under Rule 3-11 of Regulation S-X, the financial statements required thereunder with respect to an Inactive Registrant for purposes of reports pursuant to the Securities Exchange Act of 1934, including but not limited to annual reports on Form 10-K, may be unaudited. A representative of PGI informally discussed its view that PGI is an Inactive Registrant with a staff member of the Chief Accountant’s Office in the Division of Corporation Finance in February 2019. Effective December 21, 2022, the Officers and Directors of PGI executed a Resolution to cease operations and allow the dissolution and wind up of the affairs of the Company. The Resolution approved the sale of the Company’s last remaining parcel of value to Love Investment Company (“LIC”), a Missouri Corporation, as well as the Company’s primary preferred shareholder. The respective parcel was sold to LIC through its wholly owned subsidiary, Sugarmill Woods, Inc. (“Sugarmill Woods”) for a purchase price of $200,000, consistent with the offer in the most recent failed sale transaction. Also in 2022, two single family lots were sold and Sugarmill Woods realized approximately $39,000. The Resolution further approves the proceeds of the sale of the Citrus County Parcel to be paid in full settlement of the remaining aggregate balance of accrued interest of the Convertible Secured Debentures held by Love-1989, a Missouri limited partnership, an affiliate of the Company and to LIC in proportion to their respective outstanding balances which totals $52,709,836. The Company’s remaining land inventory consists of minor parcels of easements in Citrus County, Florida, which are owned through its wholly owned subsidiary, Sugarmill Woods. In addition, Punta Gorda Isles Sales, Inc. (“PGIS”), a wholly owned subsidiary of the Company, owns 12 parcels of real estate in Charlotte County, Florida, which total approximately 58 acres. These parcels have limited value because of associated developmental constraints such as wetlands, easements, and/or other obstacles to development and sale. The real estate taxes for the remaining parcels are delinquent and the parcels are available for tax sale. The Company has been administratively dissolved by the Florida Secretary of State for the 2022 calendar year.

Nature of Business and Dissolution

12 Months Ended

Dec. 31, 2022

1. Nature of Business and Dissolution:

PGI Incorporated and Subsidiaries (the Company), a Florida corporation, was founded in 1958, and up until the mid 1990’s was in business of building and selling homes, developing and selling home sites and selling undeveloped or partially developed tracts of land. Over approximately the last 30 years, the Company’s business focus and emphasis changed substantially as it has concentrated its sales exclusively on the disposition of its remaining real estate.

In early 2019, the Board of Directors of PGI concluded that PGI met and has continued to meet all of the conditions under which a registrant may be deemed an “Inactive Entity” as that term is defined or contemplated in Rule 3-11 of Regulation S-X and as the term “Inactive Registrant” is further contemplated in the Securities and Exchange Commission’s Division of Corporation Finance’s Financial Reporting Manual section 1320.2. Under Rule 3-11 of Regulation S-X, the financial statements required thereunder with respect to an Inactive Registrant for purposes of reports pursuant to the Securities Exchange Act of 1934, including but not limited to annual reports on Form 10-K, may be unaudited. A representative of PGI informally discussed its view that PGI is an Inactive Registrant with a staff member of the Chief Accountant’s Office in the Division of Corporation Finance in February 2019.

Effective December 21, 2022, the Officers and Directors of PGI executed a Resolution to cease operations and allow the dissolution and wind up of the affairs of the Company.

The Resolution approved the sale of the Company’s last remaining parcel of value to Love Investment Company (“LIC”), a Missouri Corporation, as well as the Company’s primary preferred shareholder. The respective parcel was sold to LIC through its wholly owned subsidiary, Sugarmill Woods, Inc. (“Sugarmill Woods”) for a purchase price of $200,000, consistent with the offer in the most recent failed sale transaction. Also in 2022, two single family lots were sold and Sugarmill Woods realized approximately $39,000.

The Resolution further approves the proceeds of the sale of the Citrus County Parcel to be paid in full settlement of the remaining aggregate balance of accrued interest of the Convertible Secured Debentures held by Love-1989, a Missouri limited partnership, an affiliate of the Company and to LIC in proportion to their respective outstanding balances which totals $52,709,836.

The Company’s remaining land inventory consists of minor parcels of easements in Citrus County, Florida, which are owned through its wholly owned subsidiary, Sugarmill Woods. In addition, Punta Gorda Isles Sales, Inc. (“PGIS”), a wholly owned subsidiary of the Company, owns 12 parcels of real estate in Charlotte County, Florida, which total approximately 58 acres. These parcels have limited value because of associated developmental constraints such as wetlands, easements, and/or other obstacles to development and sale. The real estate taxes for the remaining parcels are delinquent and the parcels are available for tax sale.

The Company has been administratively dissolved by the Florida Secretary of State for the 2022 calendar year.