-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, M9VTd3Fy+gLeqLi4G4c+t3VxQJNroa1XM5ikJrOT2c3/OqCCnv/+YBYChqX7AvQZ Y9A8apAONTLWJ1w678GdIQ== 0000063330-05-000004.txt : 20050301 0000063330-05-000004.hdr.sgml : 20050301 20050228210113 ACCESSION NUMBER: 0000063330-05-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050228 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050301 DATE AS OF CHANGE: 20050228 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06510 FILM NUMBER: 05647778 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: 96733 8-K 1 form8-k4thearnings.txt MAUI LAND & PINEAPPLE COMPANY, INC.'S FORM 8-K DATED MARCH 1, 2005 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2005 MAUI LAND & PINEAPPLE COMPANY, INC. (Exact name of registrant as specified in its charter) HAWAII 0-6510 99-0107542 (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation or organization 120 Kane Street, P. O. Box 187, Kahului, Maui, Hawaii 96733-6687 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (808) 877-3351 NONE Former Name or Former Address, if Changed Since Last Report Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On February 18, 2005, Maui Land & Pineapple Company, Inc. issued a press release, which sets forth our results of operations for the year ended December 31, 2004. A copy of the press release is filed herewith as Exhibit 99.1 and incorporated herein by reference. Such information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the company, whether made before or after the date hereof, regardless of any general incorporation language in such filing. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Maui Land & Pineapple Company, Inc. Press Release dated February 18, 2005. 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. March 1, 2005 /S/ FRED W. RICKERT Date Fred W. Rickert Vice President/Chief Financial Officer (Principal Financial Officer) EX-99 2 earningsrel4th.txt MAUI LAND & PINEAPPLE COMPANY, INC.'S PRESS RELEASE DATED FEBRUARY 18, 2005 NEWS RELEASE FOR RELEASE IMMEDIATELY CONTACT: FEBRUARY 18, 2005 FRED W. RICKERT 808/877-3871 808/877-1614 FAX MAUI LAND & PINEAPPLE REPORTS 2004 4th QUARTER RESULTS Kahului, Hawaii, February 18...Maui Land & Pineapple Company, Inc. (AMEX:MLP) reported net income of $2.6 million ($0.36 per share) for the fourth quarter of 2004 compared to net income of $1.2 million ($.17 per share) for the fourth quarter of 2003. For the year 2004, the Company had a net loss of $383,000 ($0.05 per share) compared to net income of $6.0 million ($0.83 per share) for 2003. In July 2004, the Company began selling lots in the Honolua Ridge residential subdivision and through year-end 2004, the sale of 17 lots had closed escrow. The Company is recognizing revenues and profits from the Honolua Ridge lot sales on a percentage-of-completion method as the subdivision improvements are completed, and these sales contributed $9.6 million and $12.4 million, respectively, to operating profit for the Development segment for the fourth quarter and year 2004. Contributions to operating profit from Honolua Ridge lot sales were largely offset by operating losses from the Company's Pineapple and Resort segments. "Our resort and development segments are generally on track while our agricultural operations continue to struggle," said David C. Cole, Chairman, President and CEO of the Company. "In 2004 we invested heavily in future crops to smooth fruit delivery schedules, extend fresh fruit shelf life, and dramatically improve quality. We also took steps to bolster our real estate programs and reposition the Kapalua resort." Consolidated operating revenues for the fourth quarter of 2004 increased by $1.1 million (2%) to $48.5 million, compared to $47.4 million for the fourth quarter of 2003. For the year 2004, consolidated operating revenues increased by $2.1 million (1%) to $153.4 million, compared to $151.3 million 2003. Net income for 2003 included the Company's $1.9 million gain (pre- tax) from the sale of the Napili Plaza in August 2003 and $13.5 million (pre-tax) attributable to the September 2003 sale of Queen Kaahumanu Center (primarily representing the reversal of the accumulated losses of joint venture in excess of investment). Net income for 2003 also included $2.9 million gain (pre-tax) from the sale of the Company's Costa Rican assets. The Napili Plaza and Costa Rican operations are reported as discontinued operations. Consolidated interest expense was lower by 62% and 54%, respectively, for the fourth quarter and year 2004 primarily because of lower average borrowings. The Pineapple segment produced an operating loss from continuing operations of $2.7 million in the fourth quarter of 2004 compared to an operating profit of $2.1 million in the fourth quarter of 2003. Revenues from Pineapple operations decreased by $14.0 million (38%) to $22.4 million for the fourth quarter of 2004 compared to $36.4 million for the fourth quarter of 2003. For the year 2004, the Pineapple segment incurred an operating loss of $11.3 million compared to an operating loss of $4.8 million for 2003. Pineapple segment revenues for the year 2004 decreased by $20.5 million (20%) to $80.0 million compared to $100.5 million for 2003. Pineapple revenues for the fourth quarter of 2004 included $1.7 million from U. S. Customs pursuant to the Continued Dumping and Subsidy Offset Act of 2000, compared to $5.4 million from this program in 2003. Revenues for 2003 also included $3 million relating to the settlement of lawsuits. The case volume of fresh fruit sales increased in 2004 compared to 2003 and partially compensated for the decrease in case volume of canned pineapple sales. Contributing to the reduction in Pineapple segment revenues was a decrease in the average prices for fresh fruit sales of 18% and 5%, respectively, for the fourth quarter and the year 2004 compared to 2003, reflecting an unusually high level of pineapple from Central and South America in November and December of 2004. The average sales prices for canned pineapple products were higher by 10% and 9%, respectively, in the fourth quarter and year 2004 compared to the 2003. The operating loss for the fourth quarter of 2004 and the increased operating loss for the year 2004 compared to 2003 was also the result of higher per unit cost of sales. In 2004, the Company invested in future crops in an effort to reduce fluctuations in fruit deliveries, to expand supply and improve quality. These costs were included in cost of sales for 2004 because, under the Company's accounting method, all pineapple production costs incurred at the plantations are charged to the cost of crops harvested for the year. Significantly lower shipping costs in 2004 because of increased use of surface shipment, partially mitigated increased growing costs incurred in 2004. The Company was able to increase use of surface shipment, which is less costly, because of the extended shelf life of its fresh pineapple due to improved post-harvest practices. The Resort segment produced an operating loss of $1.3 million for the fourth quarter of 2004, compared to an operating loss of $1.7 for the fourth quarter of 2003. Revenues from the resort segment increased by $854,000 (8%) to $11.2 million compared to $10.4 million for the fourth quarter of 2003. For the year 2004, the Resort segment produced an operating loss of $1.6 million compared to an operating loss of $1.8 million for 2003. Revenues for the year 2004 increased by $4.6 million (10%) to $49.0 million compared to $44.5 million for 2003. Kapalua Resort's hotel and condominium occupancies were higher in the fourth quarter and year 2004 compared to 2003. Operating profit for the fourth quarter and year 2004 from the Resort's golf, merchandise and Kapalua Realty operations exceeded 2003. Improved results from these operations were partially offset by lower lease revenues and lower results from the Villas rental operations. In August 2004, the Company cancelled the Kapalua Bay Hotel ground lease in connection with the purchase of the hotel by Kapalua Bay Holdings LLC, in which the Company has a 51% membership interest. Lower results from the Villas operations were largely due to maintenance and other expenditures to upgrade and improve the facilities and level of service provided by the Kapalua Villas. The Development segment reported an operating profit of $7.9 million for the fourth quarter of 2004 compared to an operating profit of $115,000 for the fourth quarter of 2003. For the year 2004, Development had an operating profit of $12.7 million compared to an operating loss of $46,000 for 2003. Revenues from Development operations were $14.6 million for the fourth quarter of 2004 compared to $641,000 for the fourth quarter of 2003. For the year 2004, Development revenues were $24.0 million compared to $4.5 million for the same period in 2003. Development segment results for 2004 also include the sale of a 6.5-acre conservation-zoned parcel at Kapalua, which contributed $4.0 million to operating profit for 2004. In addition to real estate sales, the Development segment operating profit for 2004 includes $780,000 of losses from the Company's equity investment in Kapalua Bay Holdings LLC. * * * * * MAUI LAND & PINEAPPLE COMPANY, INC. Report of Consolidated Operations - Segment Basis (unaudited) (Dollars in Thousands Except Per Share Amounts) Three Months Ended Twelve Months Ended December 31 December 31 2004 2003 2004 2003 Operating Revenues Pineapple $22,420 $36,387 $80,023 $100,508 Resort 11,221 10,367 49,033 44,478 Development 14,618 641 24,017 4,509 Commercial & Property 280 8 322 1,838 Total Operating Revenues 48,539 47,403 153,395 151,333 Operating Profit (Loss) Pineapple (2,698) 2,126 (11,251) (4,761) Resort (1,255) (1,730) (1,553) (1,761) Development 7,870 115 12,725 (46) Commercial & Property 85 (203) 230 12,643 Total Operating Profit (Loss) 4,002 308 151 6,075 Interest Expense (193) (513) (1,159) (2,526) Interest Income 6 11 23 167 Income Tax (Expense) Benefit (1,150) (286) 528 (1,500) Income (Loss) - Continuing Operations 2,665 (480) (457) 2,216 Income (Loss) - Discontinued Operations (net) (40) 1,687 74 3,781 Net Income (Loss) $ 2,625 $ 1,207 $ (383) $5,997 Earnings Per Common Share - basic and diluted Income (Loss) - Continuing Operations .37 (.06) (.06) .31 Income (Loss) - Discontinued Operations (.01) .23 .01 .52 Net Income (Loss) $ .36 $ .17 $ (.05) $ .83 Average Common Shares Outstanding Basic 7,201,770 7,195,800 7,197,808 7,195,800 Diluted 7,238,408 7,215,682 7,197,808 7,200,811 NOTES: 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. In 2004, the Company reorganized its reportable business segments and prior year amounts were restated for comparability. The new Development segment is primarily comprised of all of the Company's real estate entitlement, development, construction and sales activity. These activities were previously reported as part of the Resort segment or the Commercial & Property segment. The Resort segment now includes the operation of recreation and retail facilities and utility companies and property management activities at the Kapalua Resort. In 2004, operating revenues and expenses exclude the Company's equity in the earnings and losses of joint ventures, and prior year amounts were restated for consistency. As in prior years, the Company's equity in the earnings and losses of joint ventures for 2004 is included in the segment operating profits. In the fourth quarter of 2004, the Company began to allocate all corporate general and administrative expenses to its business segments and prior year amounts were restated for comparability. Such allocations are consistent with management's evaluation of the business segments. -----END PRIVACY-ENHANCED MESSAGE-----