-----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, Kevfx9P3Yx9FWsQXD0VXtD4pQzW7uw+ANRlfzKzXaluEU4mMgGy9YTkFdXKxJkUG B+/DxYBRyPEBaK5TYN/NDw== 0001104659-09-018293.txt : 20090317 0001104659-09-018293.hdr.sgml : 20090317 20090317170330 ACCESSION NUMBER: 0001104659-09-018293 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090317 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090317 DATE AS OF CHANGE: 20090317 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: 09688666 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 a09-7800_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 17, 2009

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 March 17, 2009, Maui Land & Pineapple Company, Inc. issued a press release, which sets forth our results of operations for the quarter ended December 31, 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 March 17, 2009.

 

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 17, 2009

By:

/S/ Robert I. Webber

 

Robert I. Webber

 

President and Chief Executive Officer

 

3



 

EXHIBIT INDEX

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Maui Land & Pineapple Company, Inc. Press Release dated March 17, 2009.

 

4


EX-99.1 2 a09-7800_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

March 17, 2009

808/877-1674

 

808/877-1614 FAX

 

MAUI LAND & PINEAPPLE REPORTS 2008 4th QUARTER RESULTS

 

Kahului, Hawaii…….Maui Land & Pineapple Company, Inc. (NYSE: MLP) reported a net loss of $70.6 million ($8.86 per share) for the fourth quarter of 2008 compared to a net loss of $4.0 million ($.51 per share) for the fourth quarter of 2007.  Revenues for the fourth quarter of 2008 were $16.8 million compared to $25.9 million for the fourth quarter of 2007.  The loss for the fourth quarter of 2008 reflects lower results in all of the Company’s business segments, in particular the Community Development segment where the Company recorded a loss from its equity interest in Kapalua Bay Holdings and an impairment charge for the decrease in value of the investment totaling $45.3 million.  The Community Development segment also recorded fourth quarter 2008 charges of $10.6 million for deferred development costs that are not expected to be recovered.  In addition, in the fourth quarter of 2008, the Company recorded a valuation allowance against its deferred tax assets that increased the net loss by $23.6 million.

 

For the year 2008, the Company reported a net loss of $79.4 million ($9.98 per share) compared to net income of $8.0 million ($1.03 per share) for 2007. Consolidated revenues of $78.8 million were 49% lower in 2008 compared to 2007. The reduction in 2008 revenues was primarily due to a $56.7 million decrease in the Community Development segment revenues, because of lower real estate sales in 2008 and to a $19.7 million decrease in Agriculture segment revenues as a result of cessation of producing and selling solid-packed pineapple products in 2007.

 

The Community Development segment reported an operating loss of $61.5 million for the fourth quarter of 2008 compared to an operating profit of $6.9 million for the fourth quarter of 2007.  Revenues for the fourth quarter of 2008 were $900,000 compared to $6.8 million for the fourth quarter of 2007.  For the year 2008, the Community Development segment reported an operating loss of $40.0 million compared to operating profit of $53.1 million for 2007. Revenues from this operating segment were $11.4 million for 2008 compared to $68.1 million for 2007.  In 2008, revenues include $4.4 million from land sales transactions compared to $59.6 million in 2007 from various land sale transactions including the sale of the land underlying the Ritz-Carlton, Kapalua hotel.  As described above, fourth quarter charges related to the Company’s investment in Kapalua Bay Holdings, write off of deferred development costs and the reduction in real estate sales were responsible for the lower results from the Community Development segment.

 

The Resort segment reported an operating loss of $6.6 million for the fourth quarter of 2008 compared to an operating loss of $5.0 million for the fourth quarter of 2007.  For the year 2008, the Resort segment reported an operating loss of $19.7 million compared to an operating loss of $11.7 million for 2007.  Resort segment revenues were $8.5 million for the fourth quarter of 2008 or 13% higher than the

 



 

same period a year earlier; and $37.4 million or 5% higher for the year 2008 compared to 2007, largely reflecting the Adventure Center and Mountain Outpost operations that began in December 2007 and early in 2008.  The increased operating losses for the fourth quarter and the year were primarily due to increased operating costs, in particular for the new operations, the net cost of the LPGA tournament held in October 2008 and higher administrative costs.  In 2008, financial results for the Resort were sharply affected by the reduction in visitor counts due to the global economic recession that has resulted in the inability or hesitation to travel, reduced air lift to Hawaii caused by airline closures, and the high cost of energy through most of the year that affected the cost of traveling.

 

The Agriculture segment reported an operating loss of $11.2 million for the fourth quarter of 2008 compared to an operating loss of $8.0 million for the fourth quarter of 2007.  For the year 2008, the Agriculture segment produced an operating loss of $30.4 million compared to an operating loss of $26.6 million for 2007. Revenues for the fourth quarter of 2008 were $6.8 million compared to $10.2 million for the same period in 2007; for the year, revenues were $27.8 million or 41% lower than 2007.  Lower revenues for the fourth quarter and the year 2008 was primarily due to a reduction in sales of processed products as the Company ceased production of all solid-packed pineapple products in 2007.  In 2008, continued losses reflect processing plant and logistical issues that affected the quality of our fresh product, increased costs of operations, write off of excess fixed assets and inventories and employee severance costs as the Company further reduced the Agriculture operations.

 

*        *        *        *        *

 

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

 

 

 

2008

 

2007

 

2008

 

2007

 

Revenues

 

 

 

 

 

 

 

 

 

Community Development

 

$

877

 

$

6,780

 

$

11,394

 

$

68,105

 

Resort

 

8,450

 

7,455

 

37,439

 

35,804

 

Agriculture

 

6,808

 

10,160

 

27,779

 

47,466

 

Other

 

649

 

1,508

 

2,221

 

2,695

 

Total Operating Revenues

 

$

16,784

 

$

25,903

 

$

78,833

 

$

154,070

 

 

 

 

 

 

 

 

 

 

 

Operating Profit (Loss)

 

 

 

 

 

 

 

 

 

Community Development

 

$

(61,524

)

$

6,915

 

$

(40,007

)

$

53,135

 

Resort

 

(6,621

)

(4,977

)

(19,710

)

(11,707

)

Agriculture

 

(11,168

)

(8,019

)

(30,425

)

(26,615

)

Other

 

104

 

796

 

(287

)

627

 

Total Operating Profit (Loss)

 

(79,209

)

(5,285

)

(90,429

)

15,440

 

Interest Expense

 

887

 

(1,198

)

(2,436

)

(2,647

)

Interest Income

 

306

 

194

 

553

 

985

 

Income Tax (Expense) Benefit

 

7,457

 

2,251

 

12,916

 

(5,767

)

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)

 

$

(70,559

)

$

(4,038

)

$

(79,396

)

$

8,011

 

 

 

 

 

 

 

 

 

 

 

Earnings (Loss) Per Common Share

 

 

 

 

 

 

 

 

 

Basic

 

$

(8.86

)

$

(0.51

)

$

(9.98

)

$

1.03

 

Diluted

 

$

(8.86

)

$

(0.51

)

$

(9.98

)

$

1.02

 

 

 

 

 

 

 

 

 

 

 

Average Common Shares Outstanding

 

 

 

 

 

 

 

 

 

Basic

 

7,961,864

 

7,925,228

 

7,959,472

 

7,802,282

 

Diluted

 

7,961,864

 

7,925,228

 

7,959,472

 

7,862,956

 

 

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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