false 0000063330 0000063330 2024-05-13 2024-05-13
 


 
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
 
Date of Report (Date of earliest event reported): May 13, 2024
 
 
MAUI LAND & PINEAPPLE COMPANY, INC.
(Exact name of registrant as specified in its charter)
 
 
Delaware
001-06510
99-0107542
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer
Identification Number)
500 Office Road, Lahaina, Maui, Hawaii 96761
(Address of principal executive offices) (Zip Code)
 
(808) 877-3351
(Registrant’s telephone number, including area code)
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.0001 par value
MLP
New York Stock Exchange
 
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:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
Emerging growth company        
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐
 


 
 

 
 
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
 
On May 13, 2024, the Company issued a press release, which sets forth the results of its operations for the three months ended March 31, 2024. 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
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
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: May 13, 2024
By:
/s/ WADE K. KODAMA
   
Wade K. Kodama
   
Chief Financial Officer
 
 

Exhibit 99.1

 

 

Maui Land & Pineapple Company Reports Fiscal 2024 First Quarter Results

 

Annual Meeting and Shareholder Presentation to be held virtually on May 15, 2024 at 10:00 a.m. HST

 

KAPALUA, Hawaii / May 13, 2024 (BusinessWire) – Maui Land & Pineapple Company, Inc. (NYSE: MLP) today reported financial results covering the three month period ended March 31, 2024. The company’s annual meeting and shareholder presentation will be held virtually on May 15, 2024 at 10:00 a.m. Hawaii Standard Time, via meeting link posted on mauiland.com/investors.

 

“Maui Land & Pineapple Company’s renewed mission to maximize the productive use of our diverse portfolio of land and commercial properties is starting to yield tangible results,” said CEO Race Randle. “Despite the challenges following the 2023 Maui wildfires, concerted efforts to reposition and increase occupancy at the Kapalua Village and Hali‘imaile Town Centers contributed to an 8% year-over-year growth in revenue. Our strategic investments to enhance the Company’s commercial properties and prepare unimproved landholdings for new projects will help position us to meet the needs of current and prospective tenants, improve Maui’s housing supply, and create added value for shareholders.” 

 

First Quarter 2024 Highlights

 

“During the first quarter of the year, we have focused on new strategic investments in market research, planning, and engineering while also evaluating future land sale strategies” said Randle. “We believe these investments will enhance the value and productivity of unimproved land through planning and building necessary infrastructure for improved lots. Concurrently, we plan on establishing new partnerships to accelerate the utilization of entitled parcels and have begun listing non-strategic assets for sale.”

 

 

Operating Revenues – Operating revenues totaled $2,483,000 for the three months ended March 31, 2024, an increase of $185,000 compared to the three months ended March 31, 2023. Leasing revenues of $2,216,000 for the three months ended March 31, 2024, as compared to $2,077,000 for the three months ended March 31, 2023, increased $139,000 due to a $110,000 increase in percentage rents and a $29,000 increase in base rents. The increase in percentage rents is an indication that economic activity is steadily improving post-wildfires and the rise in base rents is a result of Maui Land & Pineapple Company’s initial work to fill vacancies and renew leases at market rates.

 

 

Costs and expenses – Operating costs and expenses totaled $3,882,000 for the three months ended March 31, 2024, an increase of $214,000 compared to the three months ended March 31, 2023. The increase in operating costs were driven by $183,000 in land planning and improvement costs as the Company activates landholdings for projects and $198,000 increase in leasing costs for tenant-related improvements on commercial properties. Cost increases were offset by a $113,000 cost reduction in the management and operations of the Kapalua Club, a non-equity membership club providing amenities to resort residents.

 

 

Net loss – Net loss was $1,375,000, or $0.07 per common share, in the three months ended March 31, 2024, compared to net loss of $1,364,000 or $0.07 per common share, in the three months ended March 31, 2023. The net loss in the three months ended March 31, 2024 was primarily driven by non-cash, GAAP expenses related to depreciation, share-based compensation and post-retirement expenses amounting to $1,209,000. In addition, severance payments in the amount of $108,000 to the former CEO was incurred and will extend through March 31, 2025.

 

 

Adjusted EBITDA (Non-GAAP) – For the three months ended March 31, 2024, after adjusting for non-cash income and expenses of $1,178,000, Adjusted EBITDA was ($197,000). Of the negative Adjusted EBITDA, ($108,000) was attributed to the former CEO severance.

 

 

Cash and Investments Convertible to Cash (Non-GAAP) – Cash and investments convertible to cash totaled $8,553,000 on March 31, 2024, a decrease of ($282,000) compared to December 31, 2023. The decrease reflects the additional cash spent towards reinvestment into the commercial assets and preparing for new projects but was offset by collection of leasing receivables.

 

Appointment of Vice President of Real Estate 

 

Maui Land & Pineapple Company appointed Jonathan Grobe as Vice President of Real Estate effective April 1, 2024, marking the latest addition to the Company’s executive leadership team. Born and raised in Hawai‘i, Grobe most recently served as a Vice President at Lendlease, leading efforts in Google’s large scale master-planned community in Mountain View, CA. Prior roles included management of retail, hospitality, multifamily, residential, and mixed-use projects in Hawaii and California. 

 

“Jonathan brings valuable experience paired with local values that will significantly contribute to our efforts to activate our real estate assets,” said Randle. “As we make strategic investments to advance our long-range vision and execution of projects at Maui Land & Pineapple Company, a strong leadership team with a deep understanding of the local landscape is critical to our success.” 

 

 

 

 

Non-GAAP Financial Measures

 

Certain non-GAAP financial measures are presented in this press release, including Adjusted EBITDA and Cash and Investments Convertible to Cash, to provide information that may assist investors in understanding the Company's financial results and financial condition and assessing its prospects for future performance. We believe that Adjusted EBITDA is an important indicator of our operating performance because it excludes items that are unrelated to, and may not be indicative of, our core operating results. We believe cash and investments convertible to cash are important indicators of liquidity because it includes items that are convertible into cash in the short term. These non-GAAP financial measures are not intended to represent and should not be considered more meaningful measures than, or alternatives to, measures of operating performance or liquidity as determined in accordance with GAAP. To the extent we utilize such non-GAAP financial measures in the future, we expect to calculate them using a consistent method from period to period.

 

EBITDA is a non-GAAP financial measure defined as net income (loss) excluding interest, taxes, depreciation, and amortization. Adjusted EBITDA is further adjusted for non-cash stock-based compensation expense and pension and post-retirement expenses. Adjusted EBITDA is a key measure used by the Company to evaluate operating performance, generate future operating plans, and make strategic decisions for the allocation of capital. The Company presents Adjusted EBITDA to provide information that may assist investors in understanding its financial results. However, Adjusted EBITDA is not intended to be a substitute for net income (loss). A reconciliation of Adjusted EBITDA to the most directly comparable GAAP financial measure is provided further below.

 

Cash and investments convertible to cash is a non-GAAP financial measure defined as cash and cash equivalents plus restricted cash and investments. Cash and cash investments convertible to cash is a key measure used by the Company to evaluate internal liquidity. The inclusion of the convertible investments to cash better describes the overall liquidity of the company as convertible investments convert to cash within forty eight hours of authorization to liquidate the investment portfolio.

 

Additional Information

 

More information about Maui Land & Pineapple Company’s fiscal year 2023 operating results are available in the Form 10-K filed with the Securities and Exchange Commission on March 28, 2024 and posted at mauiland.com.

 

About Maui Land & Pineapple Company 

 

Maui Land & Pineapple Company, Inc. (NYSE: MLP) is dedicated to the thoughtful stewardship of their portfolio including over 22,300 acres of land and 266,000 square feet of commercial real estate. The Company envisions a future where Maui residents thrive in more resilient communities with sufficient housing supply, economic stability, food and water security, and renewed connections between people and place. For over a century, the Company has built a legacy of authentic innovation through conservation, agriculture, community building and land management. The Company continues this legacy today with a mission to carefully maximize the use of its assets in a way that honors the past, meets current critical needs, and provides security for future generations.

 

The Company’s assets include land for future residential communities within the world-renowned Kapalua Resort, home to luxury hotels, such as The Ritz-Carlton Maui and Montage Kapalua Bay, two championship golf courses, pristine beaches, a network of walking and hiking trails, and the Pu‘u Kukui Watershed, the largest private nature preserve in Hawai‘i. 

 

 

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include but are not limited to statements regarding the Company’s ability to repurpose its land for productive use, increase Maui’s housing supply and improve tenanting of the village centers, and fill the vacancies in our commercial properties. These forward-looking statements are based on the current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties, and contingencies, many of which are beyond the control of the Company. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ materially from the anticipated results discussed in these forward-looking statements because of possible uncertainties. Factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in the Company's reports (such as Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K) filed with the SEC and available on the SEC's Internet site (http://www.sec.gov). We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether because of new information, future developments or otherwise.

 

 

# # #

 

 

 

CONTACT

Investors:

Wade Kodama | Chief Financial Officer | Maui Land & Pineapple Company

 

e: wade@mauiland.com

 

Media:

Ashley Takitani Leahey | Vice President | Maui Land & Pineapple Company

e: ashley@mauiland.com

 

Dylan Beesley | Senior Vice President | Bennet Group Strategic Communications

e: dylan@bennetgroup.com

 

 

 

 

MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

 

(UNAUDITED)

 

   

Three Months Ended

 
   

March 31,

 
   

2024

   

2023

 
   

(in thousands except per share amounts)

 

OPERATING REVENUES

               

Land development and sales

  $ -     $ -  

Leasing

    2,216       2,077  

Resort amenities and other

    267       221  

Total operating revenues

    2,483       2,298  
                 

OPERATING COSTS AND EXPENSES

               

Land development and sales

    266       83  

Leasing

    992       794  

Resort amenities and other

    436       549  

General and administrative

    1,057       1,025  

Share-based compensation

    959       964  

Depreciation

    172       253  

Total operating costs and expenses

    3,882       3,668  
                 

OPERATING LOSS

    (1,399 )     (1,370 )
                 

Other income

    104       129  

Pension and other post-retirement expenses

    (78 )     (121 )

Interest expense

    (2 )     (2 )
                 

NET LOSS

  $ (1,375 )   $ (1,364 )

Other comprehensive income - pension, net

    68       82  

TOTAL COMPREHENSIVE LOSS

  $ (1,307 )   $ (1,282 )
                 

NET LOSS PER COMMON SHARE-BASIC AND DILUTED

  $ (0.07 )   $ (0.07 )

 

 

 

MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED BALANCE SHEETS

 

   

March 31, 2024

   

December 31, 2023

 
   

(unaudited)

   

(audited)

 
   

(in thousands except share data)

 

ASSETS

               

CURRENT ASSETS

               

Cash and cash equivalents

  $ 5,377     $ 5,700  

Accounts receivable, net

    1,253       1,166  

Investment in debt securities , current portion

    2,589       2,671  

Prepaid expenses and other assets

    347       467  

Total current assets

    9,566       10,004  
                 

PROPERTY & EQUIPMENT, NET

    16,027       16,059  
                 

OTHER ASSETS

               

Investment in debt securities, net of current portion

    587       464  

Investment in joint venture

    1,627       1,608  

Deferred development costs

    12,860       12,815  

Other noncurrent assets

    1,388       1,273  

Total other assets

    16,462       16,160  

TOTAL ASSETS

  $ 42,055     $ 42,223  
                 

LIABILITIES & STOCKHOLDERS' EQUITY

               

LIABILITIES

               

CURRENT LIABILITIES

               

Accounts payable

  $ 1,408     $ 1,154  

Payroll and employee benefits

    217       502  

Accrued retirement benefits, current portion

    142       142  

Deferred revenue, current portion

    308       217  

Other current liabilities

    475       465  

Total current liabilities

    2,550       2,480  
                 

LONG-TERM LIABILITIES

               

Accrued retirement benefits, net of current portion

    1,528       1,550  

Deferred revenue, net of current portion

    1,333       1,367  

Deposits

    2,078       2,108  

Other noncurrent liabilities

    12       14  

Total long-term liabilities

    4,951       5,039  

TOTAL LIABILITIES

    7,501       7,519  
                 

COMMITMENTS AND CONTINGENCIES

               
                 

STOCKHOLDERS' EQUITY

               

Preferred stock--$0.0001 par value; 5,000,000 shares authorized; no shares issued and outstanding

    -       -  

Common stock--$0.0001 par value; 43,000,000 shares authorized; 19,641,045 and 19,615,350 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively

    85,201       84,680  

Additional paid-in-capital

    11,174       10,538  

Accumulated deficit

    (54,992 )     (53,617 )

Accumulated other comprehensive loss

    (6,829 )     (6,897 )

Total stockholders' equity

    34,554       34,704  

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY

  $ 42,055     $ 42,223  

 

 

 

MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES

SUPPLEMENTAL FINANCIAL INFORMATION

(NON-GAAP) UNAUDITED

 

   

Three Months Ended
March 31,

 
   

2024

   

2023

 
   

(in thousands)

   

(in thousands)

 
                 

NET INCOME (LOSS)

  $ (1,375 )   $ (1,364 )
                 

Add: Non-cash expenses

               

Interest expense

    2       2  

Depreciation

    172       253  

Amortization of licensing fee revenue

    (33 )     (33 )

Share-based compensation

               

Vesting of former CEO upon separation from the Company

    -       675  

Vesting of Stock Options granted to Board Chair and Directors

    439       -  

Vesting of Stock Compensation granted to Board Chair and Directors

    144       174  

Vesting of Stock Options granted to CEO

    197       -  

Vesting of employee Incentive Stock

    179       116  

Pension and other post-retirement expenses

    78       121  
                 

ADJUSTED EBITDA (LOSS)

  $ (197 )   $ (56 )

 

 

 

   

March 31, 2024

   

December 31, 2023

 
   

(unaudited)

   

(audited)

 
   

(in thousands)

   

(in thousands)

 

CASH AND INVESTMENTS

               
                 

Cash and cash equivalents

  $ 5,377     $ 5,700  

Investments, current portion

    2,589       2,671  

Investments, net of current portion

    587       464  
                 

TOTAL CASH AND INVESTMENTS CONVERTIBLE TO CASH

  $ 8,553     $ 8,835  

 

 

 
v3.24.1.1.u2
Document And Entity Information
May 13, 2024
Document Information [Line Items]  
Entity, Registrant Name MAUI LAND & PINEAPPLE COMPANY, INC.
Document, Type 8-K
Document, Period End Date May 13, 2024
Entity, Incorporation, State or Country Code DE
Entity, File Number 001-06510
Entity, Tax Identification Number 99-0107542
Entity, Address, Address Line One 500 Office Road
Entity, Address, Address Line Two Lahaina
Entity, Address, City or Town Maui
Entity, Address, State or Province HI
Entity, Address, Postal Zip Code 96761
City Area Code 808
Local Phone Number 877-3351
Title of 12(b) Security Common Stock
Trading Symbol MLP
Security Exchange Name NYSE
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0000063330

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