-----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, E7Oag3S75UoIkKRGT9qH3Uz1hQu7YVl+/BrvGOCZqK0hNElj7/GYbezZfAwWF3E1 TdxGSNckFYYPnzC1M1cGlQ== 0001104659-08-049549.txt : 20080804 0001104659-08-049549.hdr.sgml : 20080804 20080804131420 ACCESSION NUMBER: 0001104659-08-049549 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080801 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080804 DATE AS OF CHANGE: 20080804 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: 08987323 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 a08-20742_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

 

August 1, 2008

Date of Report (Date of earliest event reported)

 

MAUI LAND & PINEAPPLE COMPANY, INC.

(Exact name of registrant as specified in its charter)

 

Hawaii

 

001-06510

 

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 August 1, 2008, Maui Land & Pineapple Company, Inc. issued a press release, which sets forth our results of operations for the quarter ended June 30, 2008.  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 August 1, 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:     August 4, 2008

By:

/S/ ROBERT I. WEBBER

 

 

Robert I. Webber

 

 

Chief Operating Officer, Chief Financial Officer

 

 

& Executive Vice President

 

 

(Principal Financial Officer)

 

 

 

3



 

EXHIBIT INDEX

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Maui Land & Pineapple Company, Inc. Press Release dated August 1, 2008.

 

4


EX-99.1 2 a08-20742_1ex99d1.htm EX-99.1

Exhibit 99.1

 

MAUI LAND & PINEAPPLE COMPANY, INC.

 

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

 

NEWS RELEASE

 

FOR IMMEDIATE RELEASE

 

ROBERT I. WEBBER

August 1, 2008

 

808/877-1674

 

 

808/877-1614 FAX

 

MAUI LAND & PINEAPPLE REPORTS 2008 2nd QUARTER RESULTS

 

Kahului, Hawaii ........ Maui Land & Pineapple Company, Inc. (NYSE: MLP) reported net income of $272,000 ($.03 per share) for the second quarter of 2008 compared to a net loss of $3.5 million ($.44 per share) for the second quarter of 2007. Consolidated revenues for the second quarter of 2008 were $17.6 million compared to $38.7 million for the second quarter of 2007.  For the first six months of 2008, the Company reported a net loss of $468,000 ($.06 per share) compared to net income of $12.2 million ($1.59 per share) for the same period in 2007.  Consolidated revenues for the first six months of 2008 were $42.9 million compared to $99.7 million for the first six months of 2007.  Lower revenues in 2008 primarily reflect a reduction in real estate sales in 2008 and cessation of the sale of solid-pack pineapple products in the second half of 2007.

 

“Results reflect rising energy related costs in the Agriculture segment and falling visitor arrivals in the Resort segment,” said David C. Cole, chairman, president and CEO.  “After the quarter ended, we undertook a significant re-organization of the Agriculture segment, including a reduction of 202 positions, as well as other reductions throughout the Company, all of which is anticipated to reduce annual costs by approximately $11 million.”

 

The Community Development segment reported an operating profit of $11.0 million for the second quarter of 2008 compared to $8.1 million for the second quarter of 2007. Increased operating profit during the period reflects increased income from Kapalua Bay Holdings, LLC, as the Company recognized profit from sales at the Residences at Kapalua Bay project on a percentage of completion basis.  For the first six months of 2008, the Community Development segment reported an operating profit of $19.1 million compared to $37.2 million for the first six months of 2007.  The reduction in operating profit for the first half of 2008 primarily reflects the March 2007 sale of the land underlying the Ritz-Carlton, Kapalua hotel.

 

The Resort segment reported an operating loss of $5.2 million for the second quarter of 2008 compared to an operating loss of $2.8 million for the second quarter of 2007.  Resort segment revenues for the second quarter of 2008 were $8.2 million or 8% lower than the second quarter of 2007. For the first six months of 2008, the Resort segment reported an operating loss of $7.4 million compared to an operating loss of $3.7 million for the same period in 2007.  Resort segment revenues were $19.9 million or 3% lower for the first six months of 2008 compared to the first six months of 2007.  A reduction in visitor arrivals and occupancy at the Resort combined with higher costs of operations as the Company’s new Mountain Outpost was completed, were primarily responsible for the increased Resort operating loss.

 

The Agriculture segment produced an operating loss of $4.6 million for the second quarter of 2008 compared to an operating loss of $10.6 million for the second quarter of 2007.  Revenues for the

 



 

Agriculture segment decreased by 60% from $13.2 million for the second quarter of 2007 to $5.3 million for the second quarter of 2008.  For the first six months of 2008, the Agriculture segment produced an operating loss of $10.2 million compared to an operating loss of $13.0 million for the first six months of 2007.  Revenues for the first six months of 2008 were $13.7 million or 49% lower than the same period in 2007.  The reduction in revenues for the second quarter and first six months of 2008 was primarily due to a reduction in sales of processed products because of the cessation of the production of solid-pack pineapple in 2007.  The operating loss for the second quarter of 2007 includes $5.4 million of direct charges related to restructuring the pineapple operations.  Continued operating losses in 2008 reflect significant increases in energy costs, and weather-related problems in the first half of the year that impacted product quality and yield, and thus increased cost of operations.

 

About The Company

 

Maui Land & Pineapple Company, Inc. is committed to the integration of agriculture, natural resource management and eco-effective design principles to create and manage holistic communities. MLP’s vision of holistic communities is based on the traditional Hawaiian model of ahupuaa, a system of self-reliance based on the artful use of land and water resources to sustain island life indefinitely.  MLP is a Hawai’i corporation and successor to a business organized in 1909. Its principal operating subsidiaries are Maui Pineapple Company Ltd., a producer and marketer of Maui-grown pineapple, and Kapalua Land Company Ltd., operator of Kapalua Resort, a master-planned resort community in West Maui.

 

Forward-Looking Statements

 

Any statements contained in this press release that refers to future events or other non-historical matters are forward-looking statements. These forward-looking statements are based on MLP’s expectations as of the date of this press release and are subject to risks and uncertainties that could cause actual results to differ materially from current expectations.  Actual results could differ materially from those projected in the forward-looking statements as a result of the following factors, among others:  increases in fuel and travel costs; airline industry capacity; dependence on third parties and actual or potential lack of control over joint venture relationships; affects of weather conditions and natural disasters; timing and success of sales of residential projects and construction projects, including resort initiatives; recoverability of real estate development deferred costs; affects of local, state and national zoning or other regulations; the Company’s ability to realize cost savings from its workforce reductions; costs of compliance with environmental laws; timing and conditions of future real estate entitlement applications; and such other risks and uncertainties as detailed from time to time in MLP’s public filings with the U.S. Securities and Exchange Commission, including but not limited to MLP’s Annual Report on Form 10-K for the year ended December 31, 2007, and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2008.  MLP assumes no obligation and does not intend to update any forward-looking statements.

 

*      *      *      *      *

 

2



 

MAUI LAND & PINEAPPLE COMPANY, INC.

Report of Consolidated Operations

(Unaudited)

(in thousands except per share amounts)

 

 

 

Three Months

 

Six Months

 

 

 

Ended June 30,

 

Ended June 30,

 

 

 

2008

 

2007

 

2008

 

2007

 

Operating Revenues

 

 

 

 

 

 

 

 

 

Community Development

 

$

3,699

 

$

16,108

 

$

8,297

 

$

51,342

 

Resort

 

8,197

 

8,911

 

19,888

 

20,566

 

Agriculture

 

5,274

 

13,224

 

13,735

 

26,970

 

Other

 

391

 

447

 

1,010

 

795

 

Total Operating Revenues

 

$

17,561

 

$

38,690

 

$

42,930

 

$

99,673

 

 

 

 

 

 

 

 

 

 

 

Operating Profit (Loss)

 

 

 

 

 

 

 

 

 

Community Development

 

$

10,975

 

$

8,116

 

$

19,056

 

$

37,211

 

Resort

 

(5,161

)

(2,766

)

(7,437

)

(3,670

)

Agriculture

 

(4,594

)

(10,595

)

(10,241

)

(12,991

)

Other

 

(286

)

(6

)

(325

)

(35

)

Total Operating Profit (Loss)

 

934

 

(5,251

)

1,053

 

20,515

 

Interest Expense

 

(550

)

(333

)

(1,942

)

(1,044

)

Interest Income

 

47

 

350

 

202

 

641

 

Income Tax (Expense) Benefit

 

(159

)

1,724

 

219

 

(7,908

)

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)

 

$

272

 

$

(3,510

)

$

(468

)

$

12,204

 

 

 

 

 

 

 

 

 

 

 

Earnings (Loss) Per Common Share

 

 

 

 

 

 

 

 

 

Basic

 

$

0.03

 

$

(0.44

)

$

(0.06

)

$

1.59

 

Diluted

 

$

0.03

 

$

(0.44

)

$

(0.06

)

$

1.58

 

 

 

 

 

 

 

 

 

 

 

Average Common Shares Outstanding

 

 

 

 

 

 

 

 

 

Basic

 

7,957,850

 

7,925,228

 

7,960,435

 

7,674,202

 

Diluted

 

8,013,194

 

7,925,228

 

7,960,435

 

7,745,694

 

 

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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