-----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, MjYPpa19f/R5nTR8dck0L4UwSFMiXLA3EqotM1+6Rlnihy8OewodToYy0kE0WVT2 qjC90topYCX5PLsMVBZrEw== 0001104659-07-018003.txt : 20070312 0001104659-07-018003.hdr.sgml : 20070312 20070312091709 ACCESSION NUMBER: 0001104659-07-018003 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070302 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070312 DATE AS OF CHANGE: 20070312 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: 07686333 BUSINESS ADDRESS: STREET 1: PO BOX 187 STREET 2: 120 KANE ST CITY: KAHULUI MAUI STATE: HI ZIP: 96733 BUSINESS PHONE: 8088773351 MAIL ADDRESS: STREET 1: PO BOX 187 CITY: KAHULUI STATE: HI ZIP: 96733 8-K 1 a07-7714_18k.htm 8-K

 

 

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

March 2, 2007

Date of Report (Date of earliest event reported)

MAUI LAND & PINEAPPLE COMPANY, INC.

 (Exact name of registrant as specified in its charter)

Hawaii

 

0-6510

 

99-0107542

(State of Incorporation)

 

(Commission File Number)

 

(IRS Employer

 

 

 

 

Identification Number)

 

120 Kane Street, P.O. Box 187, Kahului, Maui, Hawaii, 96733-6687

(Address of principal executive offices) (Zip Code)

(808) 877-3351

(Registrant’s telephone number, including area code)

N/A

(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 March 2, 2007, Maui Land & Pineapple Company, Inc. issued a press release, which sets forth our results of operations for the year and quarter ended December 31, 2006. 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

(d)   Exhibits

Exhibit Number

 

Description

99.1

 

Maui Land & Pineapple Company, Inc. Press Release dated March 2, 2007.

 

2




SIGNATURES

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

 

MAUI LAND & PINEAPPLE COMPANY, INC.

 

 

Date:    March 12, 2007

By:

/S/ ROBERT I. WEBBER

 

 

Robert I. Webber

 

 

Chief Financial Officer & Senior Vice President/

 

 

Business Development

 

3




EXHIBIT INDEX

Exhibit
Number

 

Description

 

 

 

99.1

 

Maui Land & Pineapple Company, Inc. Press Release dated March 2, 2007

 

4



EX-99.1 2 a07-7714_1ex99d1.htm EX-99.1

Exhibit 99.1

MAUI LAND & PINEAPPLE COMPANY, INC.

P. O. BOX 187   ¨   KAHULUI, HAWAII  96733-6687

NEWS RELEASE

 

 

 

FOR RELEASE IMMEDIATELY

ROBERT I. WEBBER

 

808/877-1674

 

808/877-1614 FAX

 

MAUI LAND & PINEAPPLE REPORTS 2006 ANNUAL and 4th QUARTER RESULTS

Kahului, Hawaii, March 2, 2007…. For the year ended December 31, 2006, Maui Land & Pineapple Company, Inc. (AMEX: MLP) reported net income of $7.2 million ($1.00 per basic share) compared to net income of $14.6 million ($2.02 per basic share) for 2005.  Consolidated revenues for 2006 were $178.9 million compared to $186.7 million for 2005.  The lower results in 2006 were primarily attributable to increased losses from the Agriculture segment and a reduction in operating profit from the Community Development segment based on timing of land sales.

The Company reported a net loss of $1.5 million ($.20 per basic share) for the fourth quarter of 2006 compared to net income of $4.8 million ($.67 per basic share) for the fourth quarter of 2005.  Revenues for the fourth quarter of 2006 were $46.5 million compared to $53.2million for the fourth quarter of 2005.

“Generally, our 2006 financial results reflect the work-in-progress nature of the Company’s multi-year turnaround effort to upgrade business units, overcome historically low investments in core assets, and restructure operations for future profitability,” said David C. Cole, Chairman, President and CEO of ML&P.  “The fourth quarter largely reflected poor performance in the Agriculture segment where execution problems in production, processing and logistics, in addition to costs incurred for restructuring charges, drove nearly $9 million in operating losses.  We have reorganized the unit and are considering a variety of options, particularly with respect to processed pineapple products and operations.  Our Resort and Community Development segments performed largely as planned.”

The Agriculture segment produced an operating loss of $8.9 million for the fourth quarter of 2006 compared to an operating loss of $4.2 million for the fourth quarter of 2005.  Revenues for the fourth quarter of 2006 were $16.7 million or 25% lower than the fourth quarter of 2005. For the year 2006, the Agriculture segment produced an operating loss of $18.6 million compared to an operating loss of $11.4 million for 2005.  Revenues for 2006 were $65.2 million or 12% lower than 2005.  Fourth quarter 2006 results reflect lower case sales volume of processed and fresh pineapple, and lower average prices for processed pineapple sales, in particular juice sales.  Higher average prices for fresh sales partially offset the decreases.  For the year 2006, lower case volume of processed pineapple sales were partially offset by higher average processed sales prices and higher volume and prices for




fresh sales.  Operating losses for 2006 and 2005 included $7.6 million and $6.1 million, respectively, of charges for acceleration of depreciation and write-offs of assets that have been or will be replaced, employee severance charges, and training costs for employees who have been taken out of operations for retraining as the Company’s operations are changed.

The Community Development segment reported an operating profit of $10.1 million for the fourth quarter of 2006 compared to $13.8 million for the fourth quarter of 2005.  Revenues from this operating segment decreased by 9% to $18.8 million for the fourth quarter of 2006 compared to $20.7 million for the fourth quarter of 2005.  For 2006, Community Development reported an operating profit of $36.2 million compared to $40.8 million for 2005.  Revenues from this operating segment were $67.3 million for 2006 compared to $71.1 million for 2005.  Lower results in 2006 primarily reflect increased losses from Kapalua Bay Holdings, LLC as a result of the commencement of sales and marketing efforts in 2006, fewer lot sales at Honolua Ridge than the previous year, and lower revenues and profits from non-core land sales transactions.

The Resort segment reported an operating loss of $3.0 million for the fourth quarter of 2006 compared to a loss of $1.6 million for the fourth quarter of 2005.  Resort segment revenues were $11.0 million for the fourth quarter of 2006 compared to $10.1 million for the fourth quarter of 2005.  For 2006, the Resort segment reported an operating loss of $6.4 million compared to $5.8 million for 2005.  Revenues from this operating segment were $46.1 million for 2006 compared to $40.8 million for 2005.  Higher revenues for 2006 largely reflect rate increases at the Kapalua Villas and golf operations.  Increased operating losses in 2006 primarily reflect charges for employee severance, increased advertising and promotional expenses, higher utilities expense and increased allowance for doubtful accounts.

*        *        *        *        *

2




MAUI LAND & PINEAPPLE COMPANY, INC.

Report of Consolidated Operations

(Unaudited)

(in thousands except per share amounts)

 

 

Three Months

 

Twelve Months

 

 

 

Ended December 31

 

Ended December 31

 

 

 

2006

 

2005

 

2006

 

2005

 

Revenues

 

 

 

 

 

 

 

 

 

Community Development

 

$

18,820

 

$

20,723

 

$

67,326

 

$

71,074

 

Resort

 

10,950

 

10,144

 

46,098

 

40,786

 

Agriculture

 

16,699

 

22,163

 

65,194

 

74,501

 

Other

 

34

 

217

 

279

 

319

 

Total Operating Revenues

 

$

46,503

 

$

53,247

 

$

178,897

 

$

186,680

 

 

 

 

 

 

 

 

 

 

 

Operating Profit (Loss)

 

 

 

 

 

 

 

 

 

Community Development

 

$

10,138

 

$

13,799

 

$

36,236

 

$

40,766

 

Resort

 

(3,026

)

(1,608

)

(6,426

)

(5,838

)

Agriculture

 

(8,883

)

(4,202

)

(18,580

)

(11,383

)

Other

 

(390

)

(34

)

(881

)

(175

)

Total Operating Profit (Loss)

 

(2,161

)

7,955

 

10,349

 

23,370

 

Interest Expense

 

(615

)

(213

)

(775

)

(521

)

Interest Income

 

212

 

255

 

1,367

 

443

 

Income Tax (Expense) Benefit

 

1,107

 

(3,171

)

(3,716

)

(8,723

)

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)

 

$

(1,457

)

$

4,826

 

$

7,225

 

$

14,569

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Common Share

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.20

)

$

0.67

 

$

1.00

 

$

2.02

 

Diluted

 

$

(0.20

)

$

0.66

 

$

0.98

 

$

1.99

 

 

 

 

 

 

 

 

 

 

 

Average Common Shares Outstanding

 

 

 

 

 

 

 

 

 

Basic

 

7,267,600

 

7,232,297

 

7,259,534

 

7,229,457

 

Diluted

 

7,267,600

 

7,291,290

 

7,347,694

 

7,309,043

 

 

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 2006, responsibility for the operations of the water and sewage transmission utility companies that were accounted for in the Resort segment was transferred to the Community Development segment and prior year amounts were restated for comparability.  The Community Development segment as reorganized is comprised of all of the Company’s real estate entitlement, development, construction, sales and leasing activities, and Public Utilities Commission regulated water and sewage transmission operations.  The Community Development segment also includes the Company’s 51% equity interest in Kapalua Bay Holdings, LLC, the owner and developer of The Residences at Kapalua Bay.  Remaining in the Resort segment are the ongoing operations of Kapalua Resort’s recreation and retail operations, and the Kapalua Villas.

3



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