-----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, DgZ/kZUZGPyOWgtWQMtx5jSCIez41+yAuGtfObnuGflmKHlsZ0TeSYK223hfpga8 WRqR4Qg5MqkvkwWb9/ymng== 0001104659-08-014860.txt : 20080304 0001104659-08-014860.hdr.sgml : 20080304 20080303212401 ACCESSION NUMBER: 0001104659-08-014860 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080229 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080304 DATE AS OF CHANGE: 20080303 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: 08661625 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 a08-7063_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

 

February 29, 2008

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 February 29, 2008, Maui Land & Pineapple Company, Inc. issued a press release, which sets forth our results of operations for the quarter ended December 31, 2007.  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 February 29, 2008.

 

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 4, 2008

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 February 29, 2008.

 

4


EX-99.1 2 a08-7063_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 2007 4th QUARTER RESULTS

 

Kahului, Hawaii, February 29, 2008. Maui Land & Pineapple Company, Inc. (AMEX: MLP) reported net income of $8.0 million, or $1.03 per share, for the year ended December 31, 2007 compared to net income of $7.2 million, or $1.00 per share, for 2006.  Consolidated revenues were $154.1 million in 2007 compared to $178.9 million in 2006, a decrease of 14%.  This decrease primarily reflects a reduction in Agriculture segment revenues due to the restructuring that began in the second quarter of 2007, and a decrease in the Resort segment revenues, largely due to the temporary closure and renovation of the Ritz-Carlton Kapalua and other facilities at Kapalua Resort during 2007, and the closure of the Village Course in February 2007.

 

For the fourth quarter of 2007, the Company reported a net loss of $4.0 million ($.51 per share) compared to net loss of $1.5 million ($.20 per share) for the fourth quarter of 2006.  Consolidated revenues declined by 44% from $46.5 million in the fourth quarter of 2006 to $25.9 million in the fourth quarter of 2007, reflecting lower revenues from all of the Company’s business segments.

 

“Fourth quarter results reflect extensive redevelopment programs in the Resort segment, and restructuring costs in the Agriculture segment,” said David C. Cole, Chairman, President, and CEO.  “The company enters 2008 with renovated facilities and new amenities at the Kapalua resort and vastly simplified operations in its pineapple unit.”

 

The Community Development segment reported an operating profit of $6.9 million for the fourth quarter of 2007 compared to $10.1 million for the fourth quarter of 2006.  Revenues from this operating segment were $6.8 million for the fourth quarter of 2007 compared to $18.8 million for the fourth quarter of 2006.  The reduction in revenues and operating profit in the fourth quarter of 2007 was primarily due to lower income from non-core land sales transactions, partially offset by increased income from Kapalua Bay Holdings LLC.  The Community Development segment reported an operating profit of $53.1 million in 2007 compared to $36.2 million in 2006.  Revenues from this operating segment were $68.1 million for 2007 compared to $67.3 million for 2006.  In 2007, operating profit included $44.2 million from the sale of non-core land parcels and the land underlying the Ritz-Carlton, Kapalua, and $16.9 million of income from our investment in Kapalua Bay Holdings, LLC; compared to $31.6 million from the sale of non-core properties and a loss of $5.3 million from Kapalua Bay Holdings, LLC in 2006.

 

The Resort segment reported an operating loss of $5.0 million for the fourth quarter of 2007 compared to an operating loss of $3.0 million for the fourth quarter of 2006.  Resort segment revenues were

 



 

$7.5 million or 32% lower for the fourth quarter of 2007 compared to the fourth quarter of 2006.  For all of 2007, the Resort segment had an operating loss of $11.7 million compared to an operating loss of $6.4 million in 2006.  Resort segment revenues were $35.8 million in 2007 compared to $46.1 million in 2006, a decrease of 22%.  The Ritz-Carlton, Kapalua hotel was closed from July 2007 through the end of December for extensive renovations, which negatively impacted the level of activity at the Kapalua Resort.  In addition, the closure of the Village Course at the end of February 2007, and the partial closure of the Bay Course from August 2007 to early December for a comprehensive re-seeding of the greens, also negatively affected Resort segment revenues.

 

The Agriculture segment produced an operating loss of $8.0 million for the fourth quarter of 2007 compared to an operating loss of $8.9 million for the fourth quarter of 2006.  Revenues from the Agriculture segment in the fourth quarter of 2007 were $10.1 million compared to $14 million in the fourth quarter of 2006, a decrease of 28%.  For the year 2007, the Agriculture segment produced an operating loss of $26.6 million compared to an operating loss of $18.9 million for 2006; and revenues for 2007 were $47.5 million compared to $65.2 million in 2006, a 27% decrease that primarily reflects the discontinuation of the sale of processed products.  The Agriculture segment operating loss for 2007 includes charges totaling approximately $8.5 million for contract cancellations, employee severance and equipment and supply write-offs as a result of the restructuring of the Company’s pineapple operations.  In 2007, the Company ceased all canning and processing of solid-pack pineapple products, and in December entered into a consignment agreement whereby Calavo Growers, Inc. from California will be the exclusive seller and distributor of the Company’s Maui Gold® in the continental United States and Canada.  Operating losses for 2006 included $7.6 million of charges for acceleration of depreciation and write-offs of assets that were to be replaced, employee severance charges, and training costs for employees who were taken out of operations for retraining as the Company’s new fresh fruit packing facility in Kahului that was placed in service in mid- 2006 reduced the labor necessary to pack fresh pineapple.

 

*        *        *        *        *

 

2



 

MAUI LAND & PINEAPPLE COMPANY, INC.
Report of Consolidated Operations
(Unaudited)
(in thousands except per share amounts)

 

 

 

Three Months
Ended December 31

 

Twelve Months
Ended December 31

 

 

 

2007

 

2006

 

2007

 

2006

 

Revenues

 

 

 

 

 

 

 

 

 

Community Development

 

$

6,780

 

$

18,820

 

$

68,105

 

$

67,326

 

Resort

 

7,455

 

10,950

 

35,804

 

46,098

 

Agriculture

 

10,160

 

16,699

 

47,466

 

65,194

 

Other

 

1,508

 

34

 

2,695

 

279

 

Total Operating Revenues

 

$

25,903

 

$

46,503

 

$

154,070

 

$

178,897

 

 

 

 

 

 

 

 

 

 

 

Operating Profit (Loss)

 

 

 

 

 

 

 

 

 

Community Development

 

$

6,915

 

$

10,138

 

$

53,135

 

$

36,236

 

Resort

 

(4,977

)

(3,026

)

(11,707

)

(6,426

)

Agriculture

 

(8,019

)

(8,883

)

(26,615

)

(18,580

)

Other

 

796

 

(390

)

627

 

(881

)

Total Operating Profit (Loss)

 

(5,285

)

(2,161

)

15,440

 

10,349

 

Interest Expense

 

(1,198

)

(615

)

(2,647

)

(775

)

Interest Income

 

194

 

212

 

985

 

1,367

 

Income Tax (Expense) Benefit

 

2,251

 

1,107

 

(5,767

)

(3,716

)

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)

 

$

(4,038

)

$

(1,457

)

$

8,011

 

$

7,225

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Common Share

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.51

)

$

(0.20

)

$

1.03

 

$

1.00

 

Diluted

 

$

(0.51

)

$

(0.20

)

$

1.02

 

$

0.98

 

 

 

 

 

 

 

 

 

 

 

Average Common Shares Outstanding

 

 

 

 

 

 

 

 

 

Basic

 

7,931,154

 

7,256,800

 

7,802,282

 

7,259,534

 

Diluted

 

7,931,154

 

7,256,800

 

7,862,956

 

7,347,694

 

 

NOTES:

The Company’s reports for interim periods utilize numerous estimates of production, general and administrative expenses, and other costs for the full year.  In addition, revenues from land sales are sporadic.  Consequently, amounts in the interim reports are not necessarily indicative of results for the full year.

 

3


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