-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Hb+oV8ml4JMJONHIhdT2flHljerju2aafUt2bc5CWCMYAQrhl0Q5XppQGUy57GXR OSIwW0uy06HZN1I5PWztXg== 0000063330-95-000019.txt : 19950516 0000063330-95-000019.hdr.sgml : 19950516 ACCESSION NUMBER: 0000063330-95-000019 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19950331 FILED AS OF DATE: 19950512 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAUI LAND & PINEAPPLE CO INC CENTRAL INDEX KEY: 0000063330 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FRUITS, VEG & PRESERVES, JAMS & JELLIES [2033] IRS NUMBER: 990107542 STATE OF INCORPORATION: HI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-06510 FILM NUMBER: 95538329 BUSINESS ADDRESS: STREET 1: PO BOX 187 STREET 2: 120 KANE ST CITY: KAHULUI MAUI STATE: HI ZIP: 96732 BUSINESS PHONE: 8088773351 MAIL ADDRESS: STREET 1: PO BOX 187 CITY: KAHULUI STATE: HI ZIP: 96732 10-Q 1 FORM 10-Q 1ST QUARTER '95 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1995 Commission file number 0-4674 MAUI LAND & PINEAPPLE COMPANY, INC. (Exact name of registrant as specified in its charter) HAWAII 99-0107542 (State or other jurisdiction (IRS Employer Identification No.) of incorporation or organization) P.O. Box 187, KAHULUI, MAUI, HAWAII 96732 (Address of principal executive offices) Registrant's telephone number, including area code: (808) 877-3351 NONE Former name, former address and former fiscal year, if changed since last report 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. Yes /x/ No / / Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at May 1, 1995 Common Stock, no par value 1,797,125 shares MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES INDEX Page PART I. FINANCIAL INFORMATION Item 1. Financial Statements Condensed Balance Sheets - March 31, 1995 (Unaudited) & December 31, 1994 3 Condensed Statements of Operations and Retained Earnings, Three Months Ended March 31, 1995 & 1994 (Unaudited) 4 Condensed Statements of Cash Flows Three Months Ended March 31, 1995 & 1994 (Unaudited) 5 Notes to Condensed Financial Statements (Unaudited) 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 PART II. OTHER INFORMATION 9 -2- PART I. - FINANCIAL INFORMATION Item 1. Financial Statements MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES CONDENSED BALANCE SHEETS
Unaudited 03/31/95 12/31/94 (Dollars in Thousands) ASSETS Current Assets Cash $ 2,420 $ 2,269 Accounts and notes receivable 13,008 13,507 Inventories 20,677 20,537 Other current assets 5,351 4,647 -------- -------- Total current assets 41,456 40,960 Property 275,662 274,490 Accumulated depreciation (97,662) (94,296) -------- -------- Property - net 178,000 180,194 Other Assets 15,896 14,257 -------- -------- TOTAL 235,352 235,411 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Notes payable 28,900 27,951 Trade accounts payable 5,816 5,596 Other current liabilities 6,655 8,510 -------- -------- Total current liabilities 41,371 42,057 Long-Term Liabilities Long-term debt and capital lease obligations 102,081 99,180 Accrued retirement benefits 22,229 22,077 Other long-term liabilities 11,109 11,668 -------- -------- Total long-term liabilities 135,419 132,925 Stockholders' Equity Common stock, no par value - 1,800,000 shares authorized, 1,797,125 issued and outstanding 12,318 12,318 Retained earnings 46,244 48,111 -------- -------- Stockholders' Equity 58,562 60,429 -------- -------- $235,352 $235,411 TOTAL ======== ========
See accompanying Notes to Condensed Financial Statements. -3- MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES CONDENSED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (UNAUDITED)
Three Months Ended 3/31/95 3/31/94 (Dollars in Thousands Except Share Amounts) REVENUES Net sales $19,893 $19,370 Operating income 8,933 7,902 Other income 1,131 923 ------- ------- Total Revenues 29,957 28,195 ------- ------- COSTS AND EXPENSES Cost of goods sold 14,648 13,302 Operating expenses 6,327 5,666 Shipping and marketing 2,803 3,132 General and administrative 4,361 3,665 Equity in losses (income) of joint ventures 1,746 (442) Interest 3,035 1,314 ------- ------- Total Costs and Expenses 32,920 26,637 ------- ------- INCOME (LOSS) BEFORE INCOME TAXES (2,963) 1,558 INCOME TAXES (CREDIT) (1,096) 561 ------- ------- NET INCOME (LOSS) (1,867) 997 RETAINED EARNINGS, BEGINNING OF PERIOD 48,111 52,020 ------- ------- RETAINED EARNINGS, END OF PERIOD 46,244 53,017 ======= ======= PER COMMON SHARE Net Income (Loss) $ (1.04) $ .55 ======= =======
See accompanying Notes to Condensed Financial Statements. -4- MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three Months Ended March 30 1995 1994 (Dollars in Thousands) Net Cash From Operating Activities $ 702 $ 1,504 ------- -------- Investing Activities Purchases of property (3,197) (12,154) Proceeds from disposal of property 715 717 Other (1,753) 946 ------- -------- Net Cash Used in Investing activities (4,235) (10,491) ------- -------- Financing Activities Payments of long-term debt & capital lease obligations (571) (7,986) Proceeds from long-term debt 3,311 16,750 Proceeds (payment) of short-term debt 944 200 ------- ------- Net Cash From Financing Activities 3,684 8,964 ------- ------- Net Cash Increase (Decrease) 151 (23) Cash At Beginning of Period 2,269 1,223 ------- ------- Cash At End of Period $ 2,420 $ 1,200 ======= =======
Supplemental Disclosure and Cash Flow Information - Interest (net of amounts capitalized) of $3,709,000 and $2,311,000 was paid during the three months ended March 31, 1995 and 1994, respectively. Income tax refunds (net of payments) of $33,000 were received during the three months ended March 31, 1995. See accompanying Notes to Condensed Financial Statements. -5- MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) 1. In the opinion of management, the accompanying condensed financial statements contain all normal and recurring adjustments necessary to present a fair statement of financial position and results of operations for the interim periods ended March 31, 1995 and 1994. 2. The Company's reports for interim periods utilize numerous estimates of production, general and administrative expenses, and other costs for the full year. Consequently, amounts in the interim reports are not necessarily indicative of results for the full year. 3. The effective tax rate for 1995 and 1994 differs from the statutory federal rate of 34% primarily because of the state tax provision and refundable state tax credits. 4. The following summarized income statement information for Kaptel Associates is based on operating information currently available to the Company and the Company's estimate for depreciation and amortization expense (in thousands): Three Months Ended 3/31/95 Revenues $10,546 Expenses 17,587 ------- Net Loss $ 7,041 ======= 5. Inventories as of March 31, 1995 and December 31, 1994 were as follows (in thousands): 03/31/95 12/31/94 Pineapple products $14,827 $15,261 Real estate held for sale 336 336 Merchandise, materials and supplies 5,514 4,940 ------- ------- Total Inventories $20,677 $20,537 ======= ======= 6. Average common shares outstanding for the interim periods ended March 31, 1995 and 1994 were 1,797,125. -6- Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations RESULTS OF OPERATIONS Consolidated Consolidated net loss for the first quarter of 1995 was $1.9 million. For the first quarter of 1994, consolidated net income was $1 million. The primary reasons for the loss for the first quarter of 1995 were higher interest costs as a result of a higher level of debt arising from the Kaahumanu Center expansion project and substantially higher interest rates, and the Company's equity in losses from joint venture investments. Pineapple Revenue from pineapple operations increased in the first quarter of 1995 compared to the first quarter of 1994 as a result of increased case volume of sales and higher average sales prices. Pineapple operations reported an operating loss for the first quarter of 1995 compared to an operating profit for the first quarter of 1994. Higher average cost of sales was responsible for the operating loss for the first quarter of 1995. Resort Kapalua resort produced lower revenue and an operating loss in the first quarter of 1995 compared to an operating profit for the first quarter of 1994. Although resort occupancies declined in 1995 compared to last year's first quarter, the resort's ongoing operations continued to report operating profits. Revenues from the golf course operations increased due to increased paid rounds and higher rates. Resort membership income, merchandise sales and realty commission income declined in the first quarter of 1995 compared to the same period a year ago. Operating losses from the resort were primarily the result of the Company's equity in the losses of Kaptel Associates, the joint venture which owns The Ritz-Carlton Kapalua Hotel. Commercial & Property Revenue and operating profits from Commercial & Property operations increased in the first quarter of 1995. However, after interest expense attributable to Kaahumanu Center, the Commercial & Property net results were about break-even for the first quarter of 1995 compared to net profits for the same period a year earlier. In the first quarter of 1994, most of the interest cost incurred by Kaahumanu Center was capitalized. Revenues increased in 1995 because of increased leased area since the completion of the Kaahumanu Center renovation and expansion in November 1994. -7- LIQUIDITY AND CAPITAL RESOURCES At March 31, 1995, total debt, including capital leases, was $132.3 million, an increase of $3.8 million from December 31, 1994. The increase resulted from construction loan draws for the Kaahumanu Center expansion project. Effective April 30, 1995, the Employees' Retirement System of the State of Hawaii (ERS) converted its $30.6 million loan to equity, thereby increasing its ownership in Kaahumanu Center Associates (KCA) from 1% to 50%. As of April 30, 1995, the Company will account for KCA by the equity method, resulting in a decrease in the Company's consolidated long-term debt by approximately $75 million. On May 3, 1995, the $65 million permanent financing on the Kaahumanu Center was completed with a fixed interest rate of 8.57%. This financing arrangement is nonrecourse except for $10 million which is guaranteed by the Company until Kaahumanu Center attains a certain level of operating cash flow. The proceeds from this loan were used principally to refinance the 10.25% construction loans and a 10% first mortgage loan on the Kaahumanu Center. Also, the Company received approximately $10 million toward reimbursement of construction related advances made to KCA. As of May 5, 1995, Kaptel Associates remains in default on its $185 million financing arrangement and there have been no additional capital contributions made by the partners. The partners are presently attempting to negotiate a restructuring of the partnership and the financing arrangement. -8- PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits (27) Financial Data Schedule A. As of March 31, 1995 and for the three months then ended. B. As of December 31, 1994 and for the year then ended. Restated. (b) Reports on Form 8-K There were no reports on Form 8-K filed for the period covered by this report. -9- SIGNATURE 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. MAUI LAND & PINEAPPLE COMPANY, INC. May 12, 1995 /s/PAUL J. MEYER Date Paul J. Meyer Executive Vice President/Finance -10- EX-27 2
5 This schedule contains summary financial information extracted from the Maui Land & Pineapple Company, Inc. Balance Sheet (unaudited) as of March 31, 1995 and the Statement of Operations (unaudited) for the three months then ended, and is qualified in its entirety by reference to such financial statements. 1000 3-MOS DEC-31-1995 MAR-31-1995 2,420 0 13,008 0 20,677 41,456 275,662 97,662 235,352 41,371 102,081 12,318 0 0 46,244 235,352 19,893 29,957 14,648 20,975 0 0 3,035 (2,963) (1,096) (1,867) 0 0 0 (1,867) (1.04) (1.04)
EX-27 3
5 This schedule contains summary financial information extracted from the Maui Land & Pineapple Company, Inc. Balance Sheet as of December 31, 1994 and the Statement of Operations for the year then ended, and is qualified in its entirely by reference to such financial statements. YEAR DEC-31-1994 DEC-31-1994 2,269 0 13,507 0 20,537 40,960 274,490 94,296 235,411 42,057 99,180 12,318 0 0 48,111 235,411 91,158 125,882 67,623 91,174 0 0 5,682 (6,738) (2,829) (3,909) 0 0 0 (3,909) (2.18) (2.18)
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