-----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, O7Y52eXLO1ZdY2AGetW6BaHgE1mWe7/TtHxrgBeLbw/qNPrnLeDelV0jv0zCklLB ofVhQanyUqYpLmZkvKzUbg== 0001157523-04-006613.txt : 20040721 0001157523-04-006613.hdr.sgml : 20040721 20040721164725 ACCESSION NUMBER: 0001157523-04-006613 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040721 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POPE RESOURCES LTD PARTNERSHIP CENTRAL INDEX KEY: 0000784011 STANDARD INDUSTRIAL CLASSIFICATION: FORESTRY [0800] IRS NUMBER: 911313292 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09035 FILM NUMBER: 04924777 BUSINESS ADDRESS: STREET 1: 19245 10TH AVE NE CITY: POULSBO STATE: WA ZIP: 98370 BUSINESS PHONE: 2066976626 MAIL ADDRESS: STREET 1: 19245 10TH AVE NE CITY: POULSBO STATE: WA ZIP: 98370 8-K 1 a4685241.txt POPE RESOURCES 8-K 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) July 21, 2004 ------------- Pope Resources, A Delaware Limited Partnership (Exact name of registrant as specified in its charter) Delaware 91-1313292 -------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 19245 Tenth Avenue NE, Poulsbo, Washington 98370 ------------------------------------------------ (Address of principal executive offices) (ZIP Code) Registrant's telephone number, including area code (360) 697-6626 -------------- NOT APPLICABLE -------------- (Former name or former address, if changed since last report.) INFORMATION TO BE INCLUDED IN THE REPORT ---------------------------------------- Item 5: RESULTS OF OPERATIONS AND FINANCIAL CONDITION On July 21, 2004 the registrant issued a press release announcing Second Quarter Earnings of $4.0 million. A copy of that press release is attached hereto as Exhibit 99.1. Item 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit No. Description - ---------- ----------- 99.1 Press release of the registrant dated July 21, 2004 SIGNATURES - ---------- Pursuant to the requirements of Section 13 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. POPE RESOURCES, A DELAWARE LIMITED PARTNERSHIP DATE: July 21, 2004 BY: /s/ Thomas M. Ringo ------------------- Thomas M. Ringo Vice President and Chief Financial Officer, Pope Resources, A Delaware Limited Partnership, and Pope MGP, Inc., General Partner EX-99.1 2 a4685241ex99.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 Pope Resources Reports Second Quarter Earnings of $4.0 Million POULSBO, Wash.--(BUSINESS WIRE)--July 21, 2004--Pope Resources (Nasdaq:POPEZ) reported net income of $4.0 million, or 87 cents per diluted ownership unit, on revenues of $11.9 million for the second quarter ended June 30, 2004. This compares to net income of $1.3 million, or 29 cents per diluted ownership unit, on revenues of $7.5 million, for the same period in 2003. Net income for the six months ended June 30, 2004 totaled $8.0 million, or $1.75 per diluted ownership unit, on revenues of $23.6 million. Net income for the corresponding period in 2003 totaled $2.6 million, or 57 cents per diluted ownership unit, on revenues of $14.8 million. "We enjoyed very strong quarterly earnings, matching our excellent first quarter results," said David L. Nunes, President and CEO. "Net income for the first half of 2004 shows a large gain over the same period in 2003 due primarily to increases in log harvest volumes, an improvement in log prices, and the closing of a significant real estate sale." Log Volumes "The most significant factor driving the improvement in year-to-date results was a 12 million board feet (MMBF), or 47%, increase in log harvest volume. Most of this volume lift is attributable to our planned increase in annual harvest from 45 to 58 MMBF in both 2004 and 2005 as a result of a January 2004 timberland acquisition. Of the total year-to-date harvest of 38 MMBF, 8 MMBF, or 22%, is attributable to this acquisition. The remaining volume lift is attributable to our decision to front-load our planned annual harvest volume to meet strong log prices in the first six months of this year. As of June 30, 2004 the Partnership had harvested 65% of its planned annual harvest versus 57% for the comparable period in 2003." Log Prices "The increased harvest corresponded well with a significant strengthening of log prices in the first half of 2004 compared to last year's first six months, which both improved our results on harvested logs and encouraged us to accelerate our 2004 harvest schedule. Our average realized prices for the export and domestic softwood sawlog markets for the first half of 2004 were up 13% and 6%, respectively, over 2003. In addition, we were successful in selling a significantly higher proportion of our log mix into the more valuable export log market. For the first half of 2004, we sold 19% and 64% of our total log production into the export and domestic softwood sawlog markets, respectively. This compares to 10% and 71% for the same period in 2003." Real Estate Land Sale "During the current quarter our Real Estate segment closed a 426-acre sale for $1.9 million to Kitsap County. The county plans to use the property for a regional heritage park." "As for the second-half of 2004," commented Mr. Nunes, "given the front-loading of our planned annual harvest into the first half of 2004, overall results for the balance of the year are expected to be only modestly profitable." The financial schedules attached to this earnings release provide detail on individual segment results and operating statistics. About Pope Resources Pope Resources, a publicly traded limited partnership, and its subsidiaries Olympic Resource Management and Olympic Property Group, own over 117,000 acres of timberland and development property in Washington. In addition, we provide forestry consulting and timberland investment management services to third-party owners and managers of timberland in Washington, Oregon, and California. The company and its predecessor companies have owned and managed timberlands and development properties for more than 150 years. Additional information on the company can be found at www.orm.com. The contents of our website are not incorporated into this release or into our filings with the Securities and Exchange Commission. This press release contains a number of projections and statements about our expected financial condition, operating results, business plans and objectives. These statements reflect management's estimates based on current goals and its expectations about future developments. Because these statements describe our goals, objectives, and anticipated performance, they are inherently uncertain, and some or all of these statements may not come to pass. Accordingly, they should not be interpreted as promises of future management actions or financial performance. Our future actions and actual performance will vary from current expectations and under various circumstances the results of these variations may be material and adverse. Some of the factors that may cause actual operating results and financial condition to fall short of expectations include factors that affect our ability to anticipate and respond adequately to fluctuations in the market prices for our products; environmental and land use regulations that limit our ability to harvest timber and develop property; labor, equipment and transportation costs that affect our net income; and economic conditions that affect consumer demand for our products and the prices we receive for them. Other factors are set forth in that part of our Annual Report on Form 10-K entitled "Management's Discussion & Analysis of Financial Condition and Results of Operation - Risks and Uncertainties." Other issues that may have an adverse and material impact on our business, operating results, and financial condition include those risks and uncertainties discussed in our other filings with the Securities and Exchange Commission. Forward-looking statements in this release are made only as of the date shown above, and we cannot undertake to update these statements. Management considers earnings (net income or loss) before interest expense, income taxes, depreciation, depletion and amortization (EBITDDA) to be a relevant and meaningful indicator of liquidity and earnings performance commonly used by investors, financial analysts and others in evaluating companies in its industry and, as such, has provided this information in addition to the generally accepted accounting principle-based presentation of net income or loss. In that context, "depletion" refers to a measure of the reduction in value of timberland upon the harvest of growing timber from that land. Pope Resources, A Delaware Limited Partnership Unaudited CONSOLIDATED STATEMENTS OF OPERATIONS (all amounts in $000's) Three months ended Six months ended June 30, June 30, 2004 2003 2004 2003 Revenues $11,888 $ 7,480 $23,620 $14,792 Costs and expenses: Cost of sales (4,128) (3,128) (8,616) (5,999) Operating expenses (2,987) (2,353) (5,483) (4,795) ------- ------- ------- ------- Operating income 4,773 1,999 9,521 3,998 Interest, net (776) (694) (1,526) (1,408) ------- ------- ------- ------- Income before income taxes 3,997 1,305 7,995 2,590 Income tax benefit/(provision) - (9) - (3) ------- ------- ------- ------- Net income $ 3,997 $ 1,296 $ 7,995 $ 2,587 ======= ======= ======= ======= Average units outstanding - Basic (000's) 4,520 4,518 4,520 4,518 ======= ======= ======= ======= Average units outstanding - Diluted (000's) 4,594 4,519 4,579 4,519 ======= ======= ======= ======= Basic net income per unit $ 0.88 $ 0.29 $ 1.77 $ 0.57 ======= ======= ======= ======= Diluted net income per unit $ 0.87 $ 0.29 $ 1.75 $ 0.57 ======= ======= ======= ======= CONSOLIDATED BALANCE SHEETS (all amounts in $000's) June 30, 2004 2003 ----------- ----------- Assets: Cash and short-term investments $ 8,865 $ 7,602 Other current assets 2,120 2,092 Roads and timber 53,801 49,033 Properties and equipment 25,633 23,543 Other assets 1,337 3,188 ---------- ---------- Total $ 91,756 $ 85,458 ========== ========== Liabilities and partners' capital: Current liabilities $ 3,927 $ 3,192 Long-term debt, excluding current portion 34,198 36,057 Other long-term liabilities 184 468 Total liabilities 38,309 39,717 Partners' capital 53,447 45,741 ---------- ---------- Total $ 91,756 $ 85,458 ========== ========== RECONCILIATION BETWEEN NET INCOME AND EBITDDA (all amounts in $000's) Three months ended 30-Jun-04 30-Jun-03 31-Mar-04 Net income $ 3,997 $ 1,296 $ 3,998 Added back: Interest, net 776 694 750 Depletion 1,294 811 1,471 Depreciation and amortization 174 162 168 Income tax expense - 9 - Less: Income tax benefit - - - --------- --------- --------- EBITDDA $ 6,241 $ 2,972 $ 6,387 ========= ========= ========= RECONCILIATION BETWEEN CASH FROM OPERATIONS AND EBITDDA (all amounts in $000's) Three months ended 30-Jun-04 30-Jun-03 31-Mar-04 Cash from operations $ 7,272 $ 1,960 $ 4,225 Added back: Change in working capital 328 1,519 Interest 776 694 750 Deferred profit 33 - - Other - 1 Less: Change in working capital (1,834) - - Deferred profit (2) (108) Income tax benefit - - - Other (6) (8) --------- ---------- ----------- EBITDDA $ 6,241 $ 2,972 $ 6,387 ========= ========== ========== SEGMENT INFORMATION (all amounts in $000's) Three months ended Six months ended June 30, June 30, 2004 2003 2004 2003 Revenues: Fee Timber $ 9,369 $6,338 $20,780 $13,113 Timberland Management & Consulting (TM&C) 396 299 522 683 Real Estate 2,123 843 2,318 996 ------- ------ ------- ------- Total 11,888 7,480 23,620 14,792 EBITDDA: Fee Timber 5,671 3,531 13,304 7,561 TM&C (77) (180) (459) (289) Real Estate 1,279 250 1,061 (27) General & administrative (632) (629) (1,278) (1,264) ------- ------ ------- ------- Total 6,241 2,972 12,628 5,981 Depreciation, depletion and amortization: Fee Timber 1,299 845 2,801 1,719 TM&C 22 14 44 34 Real Estate 61 20 84 39 General & administrative 86 94 178 191 ------- ------ ------- ------- Total 1,468 973 3,107 1,983 Operating income/(loss): Fee Timber 4,372 2,686 10,503 5,842 TM&C (99) (194) (503) (323) Real Estate 1,218 230 977 (66) General & administrative (718) (723) (1,456) (1,455) ------- ------ ------- ------- Total $ 4,773 $1,999 $ 9,521 $ 3,998 ======= ====== ======= ======= SELECTED STATISTICS Three months ended Six months ended 30-Jun-04 30-Jun-03 30-Jun-04 30-Jun-03 Log sale volumes (thousand board feet): Export conifer 1,558 1,203 7,182 2,633 Domestic conifer 12,529 8,939 24,219 18,226 Pulp conifer 2,786 2,069 5,419 3,748 Hardwoods 682 464 1,087 1,234 -------- -------- -------- -------- Total 17,555 12,675 37,907 25,841 ======== ======== ======== ======== Average price realizations (per thousand board feet): Export conifer $ 628 $ 564 $ 652 $ 579 Domestic conifer 562 532 558 528 Pulp conifer 234 200 228 216 Hardwoods 582 563 573 543 Overall 517 482 529 489 Owned acres 117,251 112,200 117,251 112,200 Acres under management 5,316 123,597 5,316 123,597 Capital expenditures ($000's) $ 1,104 $ 303 $ 10,434(a)$ 716 Depletion ($000's) $ 1,294 $ 811 $ 2,765 $ 1,654 Depreciation ($000's) $ 174 $ 162 $ 342 $ 329 Debt to total capitalization 40% 45% 40% 45% (a) Includes $8.5 million timberland acquisition closed in January 2004. QUARTER TO QUARTER COMPARISONS (Amounts in $000's except per unit data) Q2 2004 vs. Q2 Q2 2004 vs. Q1 2003 2004 Total Per Total Per Unit Unit Net income: 2nd Quarter 2004 $3,997 $ 0.88 $ 3,997 $ 0.88 1st Quarter 2004 3,998 0.88 2nd Quarter 2003 1,296 0.29 ------ ------ ------- ------- Variance $2,701 $ 0.59 $ (1) $(0.00) Detail of earnings variance: Fee Timber Log price realizations (A) $ 614 $ 0.14 $ (404) $(0.09) Log volumes (B) 1,674 0.37 (1,278) (0.28) Timberland sale income - - (6) - Depletion (483) (0.11) 177 0.04 Other Fee Timber (119) (0.03) (248) (0.05) Timberland Management & Consulting Management fee changes 223 0.05 396 0.09 Other Timberland Mgmnt & Consulting (128) (0.03) (91) (0.02) Real Estate Environmental remediation reserve (295) (0.07) Operating results from sold RE op's 41 0.01 Other Real Estate 1,242 0.28 1,459 0.32 General & administrative costs 5 - 20 - Interest expense (32) (0.01) (27) (0.01) Other (taxes, minority int., interest inc.) (41) (0.01) 1 - ------ ------ ------- ------ Total change in earnings $2,701 $ 0.59 $ (1) $ 0.00 ====== ====== ======= ====== (A) Price variance calculated by extending the change in average realized price by current period volume. (B) Volume variance calculated by extending change in sales volume by the average log sales price for the comparison period, less variance in log production costs. CONTACT: Pope Resources Tom Ringo, 360-697-6626 Fax 360-697-1156 -----END PRIVACY-ENHANCED MESSAGE-----