Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Oct. 31, 2013 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'MAUI LAND & PINEAPPLE CO INC | ' |
Entity Central Index Key | '0000063330 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 18,773,171 |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $420 | $829 |
Accounts receivable, less allowance of $144 and $262 for doubtful accounts | 1,127 | 1,138 |
Prepaid expenses and other assets | 491 | 466 |
Assets held for sale | 2,215 | 2,483 |
Total Current Assets | 4,253 | 4,916 |
PROPERTY | 80,816 | 83,169 |
Accumulated depreciation | -39,346 | -37,668 |
Net Property | 41,470 | 45,501 |
OTHER ASSETS | ' | ' |
Deferred development costs | 7,777 | 7,612 |
Other noncurrent assets | 3,168 | 3,456 |
Total Other Assets | 10,945 | 11,068 |
TOTAL | 56,668 | 61,485 |
CURRENT LIABILITIES | ' | ' |
Current portion of long-term debt | 50,507 | 4,068 |
Trade accounts payable | 620 | 1,341 |
Payroll and employee benefits | 308 | 151 |
Current portion of accrued retirement benefits | 594 | 626 |
Income taxes payable | 1,598 | 2,457 |
Deferred revenue | 169 | 48 |
Accrued contract terminations | 4,094 | 4,094 |
Other accrued liabilities | 1,121 | 1,900 |
Total Current Liabilities | 59,011 | 14,685 |
LONG-TERM LIABILITIES | ' | ' |
Long-term debt | ' | 45,200 |
Accrued retirement benefits | 28,437 | 30,394 |
Other noncurrent liabilities | 5,176 | 5,569 |
Total Long-Term Liabilities | 33,613 | 81,163 |
COMMITMENTS AND CONTINGENCIES (Note 13) | ' | ' |
STOCKHOLDERS' DEFICIENCY | ' | ' |
Common stock--no par value, 43,000,000 shares authorized, 18,724,494 and 18,664,068 shares issued and outstanding | 76,741 | 76,410 |
Additional paid in capital | 9,242 | 9,236 |
Accumulated deficit | -94,978 | -92,430 |
Accumulated other comprehensive loss | -26,961 | -27,579 |
Total Stockholders' Deficiency | -35,956 | -34,363 |
TOTAL | $56,668 | $61,485 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
CONDENSED CONSOLIDATED BALANCE SHEETS | ' | ' |
Accounts receivable, allowance for doubtful accounts (in dollars) | $144 | $262 |
Common stock par value (in dollars per share) | ' | ' |
Common stock, shares authorized | 43,000,000 | 43,000,000 |
Common stock, shares issued | 18,724,494 | 18,664,068 |
Common stock, shares outstanding | 18,724,494 | 18,664,068 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Real estate | ' | ' | ' | ' |
Sales | ' | ' | ' | $1,500 |
Commissions | 206 | 90 | 397 | 653 |
Leasing | 1,315 | 1,413 | 3,838 | 4,394 |
Utilities | 1,010 | 1,085 | 2,793 | 2,628 |
Resort amenities and other | 303 | 1,034 | 2,266 | 3,209 |
Total Operating Revenues | 2,834 | 3,622 | 9,294 | 12,384 |
Real estate | ' | ' | ' | ' |
Cost of sales | ' | ' | ' | 149 |
Other | 613 | 396 | 1,452 | 1,270 |
Leasing | 726 | 707 | 2,115 | 2,022 |
Utilities | 588 | 791 | 1,682 | 1,673 |
Resort amenities and other | 266 | 996 | 2,180 | 3,093 |
General and administrative | 685 | 667 | 2,156 | 2,525 |
Loss (Gain) on asset dispositions | 61 | 5 | 61 | -229 |
Depreciation | 583 | 719 | 1,958 | 2,183 |
Pension and other postretirement expense (Note 10) | 222 | 266 | 666 | 798 |
Total Operating Costs and Expenses | 3,744 | 4,547 | 12,270 | 13,484 |
Operating Loss | -910 | -925 | -2,976 | -1,100 |
Interest expense, net | -641 | -759 | -1,841 | -1,859 |
Loss from Continuing Operations, net of income taxes of $0 | -1,551 | -1,684 | -4,817 | -2,959 |
(Loss) Income from Discontinued Operations (Note 6), net of income taxes of $0 and $116 for three and nine month ended September 30, 2013 respectively and $0 for September 30, 2012 | -13 | 68 | 2,269 | 65 |
NET LOSS | -1,564 | -1,616 | -2,548 | -2,894 |
Pension, net of income taxes of $0 | 228 | 185 | 618 | 555 |
COMPREHENSIVE LOSS | ($1,336) | ($1,431) | ($1,930) | ($2,339) |
NET INCOME (LOSS) PER COMMON SHARE--BASIC AND DILUTED | ' | ' | ' | ' |
Continuing Operations (in dollars per share) | ($0.08) | ($0.09) | ($0.26) | ($0.16) |
Discontinued Operations (in dollars per share) | ' | ' | $0.12 | ' |
Net Loss (in dollars per share) | ($0.08) | ($0.09) | ($0.14) | ($0.16) |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS | ' | ' | ' | ' |
Loss from Continuing Operations, income taxes | $0 | $0 | $0 | $0 |
Income (Loss) from Discontinued Operations (Note 6), income taxes | 0 | 0 | 116 | 0 |
Pension, income taxes | $0 | $0 | $0 | $0 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIENCY (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Increase (Decrease) in Stockholders' Deficiency | ' | ' | ' | ' |
Balance | ' | ' | ($34,363) | ($26,253) |
Balance (in shares) | ' | ' | 18,664,068 | ' |
Share-based compensation expense | ' | ' | 319 | 379 |
Issuance of shares for incentive plan | ' | ' | 133 | 150 |
Shares cancelled to pay tax liability | ' | ' | -115 | -115 |
Other comprehensive income-pension | ' | ' | 618 | 555 |
Net loss | -1,564 | -1,616 | -2,548 | -2,894 |
Balance | -35,956 | -28,178 | -35,956 | -28,178 |
Balance (in shares) | 18,724,494 | ' | 18,724,494 | ' |
Common Stock | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Deficiency | ' | ' | ' | ' |
Balance | ' | ' | 76,410 | 75,933 |
Balance (in shares) | ' | ' | 18,664,000 | 18,583,000 |
Issuance of shares for incentive plan | ' | ' | 133 | 150 |
Issuance of shares for incentive plan (in shares) | ' | ' | 33,000 | 39,000 |
Vested restricted stock issued | ' | ' | 313 | 358 |
Vested restricted stock issued (in shares) | ' | ' | 56,000 | 60,000 |
Shares cancelled to pay tax liability | ' | ' | -115 | -115 |
Shares cancelled to pay tax liability (in shares) | ' | ' | -29,000 | -32,000 |
Balance | 76,741 | 76,326 | 76,741 | 76,326 |
Balance (in shares) | 18,724,000 | 18,650,000 | 18,724,000 | 18,650,000 |
Additional Paid in Capital | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Deficiency | ' | ' | ' | ' |
Balance | ' | ' | 9,236 | 9,211 |
Share-based compensation expense | ' | ' | 319 | 379 |
Vested restricted stock issued | ' | ' | -313 | -358 |
Balance | 9,242 | 9,232 | 9,242 | 9,232 |
Accumulated Deficit | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Deficiency | ' | ' | ' | ' |
Balance | ' | ' | -92,430 | -87,828 |
Net loss | ' | ' | -2,548 | -2,894 |
Balance | -94,978 | -90,722 | -94,978 | -90,722 |
Accumulated Other Comprehensive Loss | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Deficiency | ' | ' | ' | ' |
Balance | ' | ' | -27,579 | -23,569 |
Other comprehensive income-pension | ' | ' | 618 | 555 |
Balance | ($26,961) | ($23,014) | ($26,961) | ($23,014) |
CONDENSED_CONSOLIDATED_STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ' | ' |
NET CASH USED IN OPERATING ACTIVITIES | ($4,941,000) | ($2,320,000) |
INVESTING ACTIVITIES | ' | ' |
Purchases of property | -8,000 | -203,000 |
Proceeds from disposals of property | 3,760,000 | 405,000 |
Payments for other assets | -92,000 | -134,000 |
NET CASH PROVIDED BY INVESTING ACTIVITIES | 3,660,000 | 68,000 |
FINANCING ACTIVITIES | ' | ' |
Proceeds from long-term debt | 4,800,000 | 3,500,000 |
Payments of long-term debt | -3,561,000 | -1,453,000 |
Debt issuance costs and other | -367,000 | -115,000 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 872,000 | 1,932,000 |
NET DECREASE IN CASH AND CASH EQUIVALENTS | -409,000 | -320,000 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 829,000 | 890,000 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 420,000 | 570,000 |
Cash paid during the period: | ' | ' |
Interest (net of amounts capitalized) | 1,762,000 | 1,608,000 |
Income taxes | 550,000 | ' |
Supplemental Non-Cash Investing and Financing Activities- | ' | ' |
Amounts included in trade accounts payable for additions to property and for other investing activities | 1,000 | 6,000 |
Common stock issued to certain members of the Company's management | $133,100 | $150,300 |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2013 | |
Basis of Presentation | ' |
Basis of Presentation | ' |
1. Basis of Presentation | |
The accompanying interim unaudited condensed consolidated financial statements have been prepared by Maui Land & Pineapple Company, Inc. (together with its subsidiaries, the “Company”) in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information that are consistent in all material respects with those applied in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012, and pursuant to the instructions to Form 10-Q and Article 8 promulgated by Regulation S-X of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and notes to financial statements required by GAAP for complete financial statements. In the opinion of management, the accompanying condensed consolidated financial statements contain all normal and recurring adjustments necessary to fairly present the Company’s financial position, results of operations and cash flows for the interim periods ended September 30, 2013 and 2012. The condensed consolidated financial statements and notes should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Form 10-K for the fiscal year ended December 31, 2012. | |
LIQUIDITY | |
The Company reported a net loss of $2.5 million for the nine months ended September 30, 2013. Included in the net loss was a $1.9 million gain from the sale of a 7-acre parcel in June 2013 that was part of the Company’s former agricultural processing facilities. The Company reported negative cash flows from operations of $4.9 million for the nine months ended September 30, 2013. The Company had an excess of current liabilities over current assets of $54.8 million and a stockholders’ deficiency of $36 million at September 30, 2013. | |
The Company has two primary credit facilities that have financial covenants requiring among other things, a minimum of $4 million in liquidity (as defined), a maximum of $175 million in total liabilities, and a limitation on new indebtedness. The Company has pledged a significant portion of its real estate holdings as security for borrowings under these credit facilities. Both facilities are scheduled to mature in May 2014 and have been classified as currently due. The Company is required to pay $2.3 million to reduce its principal balance to $20 million by December 31, 2013 under the American AgCredit credit facility. | |
The Company’s cash outlook for the next twelve months and its ability to continue to meet its loan covenants is highly dependent on selling certain real estate assets at acceptable prices. If the Company is unable to meet its loan covenants, borrowings under the Company’s credit facilities may become immediately due, and the Company would not have sufficient liquidity to repay such outstanding borrowings. In addition, the Company is subject to several commitments and contingencies that could negatively impact its future cash flows, including a commitment of up to $35 million to purchase the spa, beach club improvements and the sundry store (the “Amenities”) from the new owners of the Residences at Kapalua Bay, a U.S. Equal Employment Opportunity Commission (EEOC) matter related to the Company’s discontinued agricultural operations, the timing of payments under an Internal Revenue Service (IRS) settlement related to previously filed tax returns, and funding requirements related to the Company’s defined benefit pension plans. These matters are further described in Notes 8, 10, 11, 13 and 15. | |
The aforementioned circumstances raise substantial doubt about the Company’s ability to continue as a going concern. There can be no assurance that the Company will be able to successfully achieve its initiatives discussed below in order to continue as a going concern. The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern and do not include any adjustments that might result should the Company be unable to continue as a going concern. | |
In response to these circumstances, the Company continues to undertake efforts to generate cash flow by employing its real estate assets in leasing and other arrangements, by the sale of several real estate assets, and by continued cost reduction efforts. The Company is in active negotiations with the new owners of the Residences at Kapalua Bay project to resolve its limited guarantees with respect to the completion of the project (as described in Note 8) and purchase commitment for the Amenities. The Company is also actively working with its lenders to extend the maturity dates of its credit facilities. |
Use_of_Estimates
Use of Estimates | 9 Months Ended |
Sep. 30, 2013 | |
Use of Estimates | ' |
Use of Estimates | ' |
2. Use of Estimates | |
The Company’s reports for interim periods utilize numerous estimates of general and administrative expenses and other costs for the full year. Future actual amounts may differ from the estimates. Amounts in the interim reports are not necessarily indicative of results for the full year. | |
Average_Common_Shares_Outstand
Average Common Shares Outstanding Used to Compute Earnings (Loss) Per Share | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Average Common Shares Outstanding Used to Compute Earnings (Loss) Per Share | ' | |||||||||
Average Common Shares Outstanding Used to Compute Earnings (Loss) Per Share | ' | |||||||||
3. Average Common Shares Outstanding Used to Compute Earnings (Loss) Per Share | ||||||||||
Three Months Ended | Nine Months Ended | |||||||||
September 30, | September 30, | |||||||||
2013 | 2012 | 2013 | 2012 | |||||||
Basic and diluted | 18,712,284 | 18,636,479 | 18,694,775 | 18,618,189 | ||||||
Potentially dilutive | 110,193 | 192,908 | 110,193 | 192,908 | ||||||
Basic earnings (loss) per share is computed by dividing net income or loss by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potentially dilutive common shares from share-based compensation arrangements had been issued. | ||||||||||
Potentially dilutive shares arise from non-qualified stock options to purchase common stock and non-vested restricted stock. The treasury stock method is applied to determine the number of potentially dilutive shares for non-vested restricted stock and stock options assuming that the shares of non-vested restricted stock are issued for an amount based on the grant date market price of the shares and that the outstanding stock options are exercised. These amounts were excluded because the effect would be anti-dilutive. | ||||||||||
Assets_Held_for_Sale_and_Real_
Assets Held for Sale and Real Estate Sales | 9 Months Ended |
Sep. 30, 2013 | |
Assets Held for Sale and Real Estate Sales | ' |
Assets Held for Sale and Real Estate Sales | ' |
4. Assets Held for Sale and Real Estate Sales | |
At September 30, 2013, assets held for sale included a 10-acre parcel in West Maui. At December 31, 2012, assets held for sale included a 7-acre parcel in Central Maui and a 630-acre parcel in Upcountry Maui. | |
In June 2013, the Company sold a 7-acre parcel that was the last of its former agricultural processing facilities in Central Maui for $4.0 million. The sale resulted in a gain of $1.9 million and has been reflected in discontinued operations. | |
In January 2012, the Company sold an 89-acre former agricultural parcel in Upcountry Maui for $1.5 million. The sale resulted in a gain of $1.4 million. | |
LongTerm_Debt
Long-Term Debt | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Long-Term Debt | ' | |||||||
Long-Term Debt | ' | |||||||
5. Long-Term Debt | ||||||||
Long-term debt at September 30, 2013 and December 31, 2012 consisted of the following: | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Wells Fargo revolving loans, 4.00% and 4.05%, respectively | $ | 28,200 | $ | 25,200 | ||||
American AgCredit term loan, 5.00% and 5.25%, respectively | 22,307 | 24,068 | ||||||
Total | 50,507 | 49,268 | ||||||
Less current portion | 50,507 | 4,068 | ||||||
Long-term debt | $ | — | $ | 45,200 | ||||
WELLS FARGO | ||||||||
The Company has a $32.7 million revolving line of credit with Wells Fargo that is scheduled to mature on May 1, 2014. Interest rates on borrowings are at LIBOR plus 3.8% and the line of credit is collateralized by approximately 880 acres of the Company’s real estate holdings at the Kapalua Resort. The line of credit agreement contains various representations, warranties, affirmative, negative and financial covenants and events of default customary for financings of this type. Financial covenants include a required minimum liquidity (as defined) of $3 million, maximum total liabilities of $175 million, and a limitation on new indebtedness. The credit agreement includes predetermined release prices for the real property securing the credit facility. There are no commitment fees on the unused portion of the revolving facility. Absent the sale of some of its real estate holdings or refinancing, the Company does not expect to be able to pay the outstanding balance of the revolving line of credit on the maturity date. As of September 30, 2013, the Company had $4.5 million available borrowing capacity. | ||||||||
AMERICAN AGCREDIT | ||||||||
The Company has a $22.3 million term loan with American AgCredit that is scheduled to mature on May 1, 2014. The interest rate on this credit facility is based on the greater of 1.00% or the 30-day LIBOR rate, plus an applicable spread of 4.25%. The loan agreement provides for tiered reductions in the applicable spread to 3.75%, subject to corresponding reductions in the principal balance of the loan. The loan requires that the principal balance be paid down to $20 million by December 31, 2013. The loan agreement contains various representations, warranties, affirmative, negative and financial covenants and events of default customary for financings of this type. Financial covenants include a required minimum liquidity (as defined) of $4 million, maximum total liabilities of $175 million and a limitation on new indebtedness. It also requires mandatory principal repayments of 100% of the net proceeds of the sale of any real property pledged as collateral for the loan and tiered mandatory principal repayments based on predetermined percentages ranging from 10% to 75% of the net proceeds from the sale of non-collateralized real property. In accordance with this provision, the Company made $1.8 million and $353,000 of principal repayments in June 2013 and January 2012, respectively, in conjunction with the sales of non-collateralized real property. The loan is collateralized by approximately 3,100 acres of the Company’s real estate holdings in West Maui and Upcountry Maui. Absent the sale of some of its real estate holdings or refinancing, the Company does not expect to be able to pay the outstanding balance under the term loan on the maturity date. | ||||||||
As of September 30, 2013, the Company believes it is in compliance with the covenants under the Wells Fargo and American AgCredit credit facilities. | ||||||||
Discontinued_Operations
Discontinued Operations | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Discontinued Operations | ' | |||||||||||||
Discontinued Operations | ' | |||||||||||||
6. Discontinued Operations | ||||||||||||||
In September 2011, the Company ceased all retail operations at the Kapalua Resort. In March 2011, the Company ceased operations of the two championship golf courses at the Kapalua Resort. In December 2009, the Company ceased all agriculture operations. Accordingly, the operating results including any gains or losses from the disposal of assets related to these former operations have been reported as discontinued operations in the accompanying condensed consolidated financial statements. | ||||||||||||||
Income (loss) from discontinued operations for the nine months ended September 30, 2013 included a $1.9 million gain from the sale of a 7-acre parcel in Central Maui that was part of the Company’s former agricultural processing facilities and a $0.5 million reversal of accrued income taxes and related interest resulting from the Company’s settlement with the IRS. | ||||||||||||||
Income (loss) before income taxes from discontinued operations were as follows: | ||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(in thousands) | (in thousands) | |||||||||||||
Income (Loss) from Discontinued Operations | ||||||||||||||
Retail | $ | 6 | $ | 11 | $ | 2 | $ | (14 | ) | |||||
Agriculture | (19 | ) | 57 | 2,267 | 79 | |||||||||
Total | $ | (13 | ) | $ | 68 | $ | 2,269 | $ | 65 | |||||
Recently_Issued_Accounting_Pro
Recently Issued Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2013 | |
Recently Issued Accounting Pronouncements | ' |
Recently Issued Accounting Pronouncements | ' |
7. Recently Issued Accounting Pronouncements | |
In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income (Topic 220)—Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This ASU adds new disclosure requirements for items reclassified out of accumulated other comprehensive income and requires entities to present information about significant items reclassified out of accumulated other comprehensive income by component either (1) on the face of the statement where net income is presented or (2) as a separate disclosure in the notes to the financial statements. The amendments in this ASU should be applied prospectively, and are effective for fiscal years, and interim periods within those years, beginning after December 15, 2012. Amounts reclassified from accumulated other comprehensive income related to defined benefit pension items were $618,000 and $555,000 for the nine months ended September 30, 2013 and 2012, respectively. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. | |
Investments_in_Affiliates
Investments in Affiliates | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Investments in Affiliates | ' | |||||||||||||
Investments in Affiliates | ' | |||||||||||||
8. Investments in Affiliates | ||||||||||||||
The Company has a 51% ownership interest in Kapalua Bay Holdings, LLC (Bay Holdings), which is the sole member of Kapalua Bay LLC (Kapalua Bay). The other members of Bay Holdings are MH Kapalua Venture, LLC, 34%, and ER Kapalua Investors Fund, LLC, 15%. Bay Holdings is not a variable interest entity, as defined in GAAP. The Company accounts for its investment in Bay Holdings using the equity method of accounting because, although it has the ability to exercise significant influence over operating and financial policies, it does not control Bay Holdings through a majority voting interest or other means. Under the LLC agreement, major decisions require the approval of either 75% or 100% of the membership interests. The Company has been designated as the managing member of Bay Holdings. Profits and losses of Bay Holdings were allocated in proportion to the members’ ownership interests, which approximated the estimated cash distributions to the members. | ||||||||||||||
Kapalua Bay constructed a residential and timeshare development on land that it owns at the site of the former Kapalua Bay Hotel, and a spa on an adjacent parcel of land that is owned by the Company and leased to Kapalua Bay. As a result of the 2009 losses incurred by Bay Holdings, the Company’s carrying value of its investment in Bay Holdings was written down to zero in 2009. The Company does not expect to recover any amounts from its investment in Bay Holdings. The Company will not recognize any additional equity in the earnings (losses) of Bay Holdings until the Company’s income attributable to Bay Holdings exceeds its accumulated losses. The Company had made cash contributions to Bay Holdings of $53.2 million and non-monetary contributions of land valued at $25 million. | ||||||||||||||
Kapalua Bay has a construction loan agreement that matured on August 1, 2011. The loan was collateralized by the project assets including the land that is owned by Kapalua Bay that underlies the project. The Company and the other members of Bay Holdings have guaranteed to the lenders completion of the project and recourse with regard to certain acts, but have not guaranteed repayment of the loan. On March 13, 2012, the lenders notified Kapalua Bay that the loan was in default and on June 13, 2012, the lenders filed for foreclosure against Kapalua Bay. The foreclosure was completed on June 13, 2013 and the loan collateral including the unsold inventory, leasehold spa improvements, and the Amenities purchase and sale agreements between the Company and Kapalua Bay, were transferred to a firm affiliated with one of the two remaining lenders. | ||||||||||||||
Pursuant to previous agreements, the Company agreed to purchase from Kapalua Bay certain Amenities that were completed in 2009 at the actual construction cost of approximately $35 million. These purchase and sale agreements were part of the lenders’ loan collateral and were foreclosed upon in June 2013. In 2010, Bay Holdings recorded impairment charges in its consolidated financial statements of approximately $23 million related to the Amenities. The Company does not have sufficient liquidity to purchase the Amenities at the actual construction cost of approximately $35 million and is in active negotiations with the new owners of the project to resolve its purchase commitment for the Amenities. If the Amenities are subsequently acquired, they will be evaluated for impairment and could result in a loss. | ||||||||||||||
The Company has recorded $4.1 million in accrued contract terminations in the condensed consolidated balance sheets representing its remaining expected exposure to certain purchase commitments, contingencies and other legal matters associated with the project. These matters are further described in Note 13. | ||||||||||||||
Summarized operating information for Bay Holdings for the three and nine months ended September 30, 2013 and 2012 were as follows: | ||||||||||||||
Three Months | Nine Months | |||||||||||||
Ended September 30, | Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(in thousands) | (in thousands) | |||||||||||||
Revenues | $ | — | $ | (455 | ) | $ | 14 | $ | (873 | ) | ||||
Expenses | 4,131 | 17,190 | (134,694 | ) | 37,335 | |||||||||
Net (Loss) Income | $ | (4,131 | ) | $ | (17,645 | ) | $ | 134,708 | $ | (38,208 | ) | |||
The nine months period ended September 30, 2013 information above includes the recognition of Kapalua Bay’s gain on foreclosure of approximately $165 million resulting from $228 million of debt forgiveness. As discussed above, the Company’s carrying value of its investment in Bay Holdings was written down to zero in the past, and the Company will not recognize any additional equity in the earnings (losses) of Bay Holdings until the Company’s income attributable to Bay Holdings exceeds its accumulated losses. | ||||||||||||||
ShareBased_Compensation
Share-Based Compensation | 9 Months Ended | ||||||||||||||
Sep. 30, 2013 | |||||||||||||||
Share-Based Compensation | ' | ||||||||||||||
Share-Based Compensation | ' | ||||||||||||||
9. Share-Based Compensation | |||||||||||||||
The total compensation expense recognized for share-based compensation was $106,000 and $112,000 for the three months ended September 30, 2013 and 2012, respectively, and $319,000 and $379,000 for the nine months ended September 30, 2013 and 2012, respectively. There was no tax benefit or expense related thereto for each period presented. Recognized stock compensation was reduced for estimated forfeitures prior to vesting primarily based on historical annual forfeiture rates of approximately 2.9% and 3.2%, as of September 30, 2013 and 2012, respectively. Estimated forfeitures will be reassessed in subsequent periods and may change based on new facts and circumstances. Executive officers and management were awarded an incentive bonus of $133,100 and $150,300 in February 2013 and 2012, respectively, based on meeting certain performance metrics included in the Executive and Key Management Compensation Plan. In accordance with the plan, the incentive award was settled through the issuance of 33,187 and 39,294 shares of common stock in February 2013 and 2012, respectively. | |||||||||||||||
Stock Options | |||||||||||||||
A summary of stock option award activity as of and for the nine months ended September 30, 2013 is as follows: | |||||||||||||||
Weighted | |||||||||||||||
Weighted | Weighted | Average | Aggregate | ||||||||||||
Average | Average | Remaining | Intrinsic | ||||||||||||
Exercise | Grant-Date | Contractual | Value | ||||||||||||
Shares | Price | Fair Value | Term (years) | $(000)(1) | |||||||||||
Outstanding at December 31, 2012 | 79,000 | $ | 23.52 | ||||||||||||
Forfeited or cancelled | (19,000 | ) | $ | 35.82 | $ | 12.29 | |||||||||
Outstanding at September 30, 2013 | 60,000 | $ | 19.63 | $ | 7.33 | 3.6 | $ | — | |||||||
Exercisable at September 30, 2013 | 55,000 | $ | 20.94 | $ | 7.77 | 3.4 | $ | — | |||||||
Expected to vest at September 30, 2013 (2) | 3,600 | $ | 5.2 | $ | 2.48 | 5.4 | $ | — | |||||||
(1) For in-the-money options | |||||||||||||||
(2) Options expected to vest reflect estimated forfeitures | |||||||||||||||
There were no stock options granted or exercised during the nine months ended September 30, 2013 or 2012. The fair values of shares vested during the nine months ended September 30, 2013 and 2012 were $12,000 and $79,000, respectively. As of September 30, 2013, there was $5,000 of total unamortized compensation expense for awards granted under the stock option plans that is expected to be recognized over a weighted average period of 0.4 years. | |||||||||||||||
Restricted Stock | |||||||||||||||
During the nine months ended September 30, 2013, 55,944 shares of restricted stock vested as directors’ and management’s service requirements were met. | |||||||||||||||
A summary of restricted stock activity as of and for the nine months ended September 30, 2013 is as follows: | |||||||||||||||
Weighted | |||||||||||||||
Average | |||||||||||||||
Grant-Date | |||||||||||||||
Shares | Fair Value | ||||||||||||||
Nonvested balance at December 31, 2012 | 94,137 | $ | 5.56 | ||||||||||||
Granted | 12,000 | $ | 4.35 | ||||||||||||
Vested | (55,944 | ) | $ | 4.77 | |||||||||||
Nonvested balance at September 30, 2013 | 50,193 | $ | 5.73 | ||||||||||||
Components_of_Net_Periodic_Ben
Components of Net Periodic Benefit Cost | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Components of Net Periodic Benefit Cost | ' | |||||||||||||
Components of Net Periodic Benefit Cost | ' | |||||||||||||
10. Components of Net Periodic Benefit Cost | ||||||||||||||
The net periodic benefit costs for pension benefits for the three and nine months ended September 30, 2013 and 2012 were as follows: | ||||||||||||||
Three Months | Nine Months | |||||||||||||
Ended September 30, | Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(in thousands) | ||||||||||||||
Interest cost | $ | 720 | $ | 798 | $ | 2,160 | $ | 2,394 | ||||||
Expected return on plan assets | (726 | ) | (717 | ) | (2,178 | ) | (2,151 | ) | ||||||
Recognized actuarial loss | 228 | 185 | 684 | 555 | ||||||||||
Net expense | $ | 222 | $ | 266 | $ | 666 | $ | 798 | ||||||
The Company’s cessation of its pineapple operations at the end of 2009 and the corresponding reduction in the active participant count for the Pension Plan for Bargaining Unit and Hourly Employees (Bargaining Plan) triggered the requirement that the Company provide security to the Pension Benefits Guaranty Corporation (PBGC) of approximately $5.2 million to support the unfunded liabilities of the Bargaining Plan. In April 2011, the Company executed a settlement agreement with the PBGC and pledged security of approximately 1,400 acres in West Maui that will be released in five years if the Company does not otherwise default on the agreement. | ||||||||||||||
The Company was advised in October 2011 that the cessation of its golf operations and the corresponding reduction in the active participant count for the Bargaining Plan and the Pension Plan for Non-Bargaining Unit Employees triggered the requirement that the Company provide additional security to the PBGC of approximately $18.7 million to support the unfunded liabilities of the two pension plans or to make contributions to the plans in excess of the minimum required amounts. In November 2012, the Company executed a settlement agreement with the PBGC and pledged security of approximately 7,000 acres in West Maui that will be released in five years if the Company does not otherwise default on the agreement. No formal appraisal or determination of the fair value of the 7,000 acres was performed by the Company in connection with the settlement agreement with the PBGC. | ||||||||||||||
In June 2013, the State of Hawaii enacted a bill directing the Department of Land and Natural Resources (DLNR), in consultation with the Hawaiian Islands Land Trust, to engage in the purchase of an approximately 270-acre parcel of former agricultural land in West Maui, known as Lipoa Point, from the Company. The bill further requires the DLNR to ensure to the maximum extent practicable that the Company uses the proceeds of the sale to benefit the Company’s defined benefit pension plans. As of September 30, 2013, the Company had unfunded pension fund liabilities of $24.2 million. The unfunded obligations are secured by approximately 8,400 acres in West Maui with a carrying value of $1.8 million, which includes Lipoa Point. The passage of the bill does not obligate the DLNR to purchase the property or obligate the Company to sell the property. Any such sale would be subject to negotiation between the parties, including the purchase price. There is no certainty that any such sale will take place, and even if it does, the amount by which the Company’s unfunded pension fund liabilities would be reduced is uncertain. Any such reduction may not be sufficient to release the security interest on any of the Company’s other West Maui real estate holdings securing the Company’s unfunded pension fund liabilities. | ||||||||||||||
The minimum required contributions to the Company’s defined benefit pension plans in 2013 are expected to be $2.1 million, of which $1.6 million has been funded through September 30, 2013. Management believes that it will be able to fund the remaining contribution. | ||||||||||||||
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Taxes | ' |
Income Taxes | ' |
11. Income Taxes | |
The effective tax rate for 2013 and 2012 reflects the recognition of expected federal alternative minimum tax liabilities and interim period tax benefits and changes to the tax valuation allowance. | |
The Company uses a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Interest accrued related to unrecognized tax benefits is recognized as interest expense and penalties are recognized in general and administrative expense in the Company’s condensed consolidated statements of operations and comprehensive loss; and such amounts are included in income taxes payable on the Company’s condensed consolidated balance sheets. | |
At September 30, 2013, the Company had a liability of $28,000 for unrecognized tax benefits and accrued interest thereon of $295,000. At September 30, 2013 there were no unrecognized tax benefits for which the liability for such taxes were recognized as deferred tax liabilities; and the unrecognized tax benefits, if recognized, would affect the effective tax rate. | |
In April 2013, the Company and the IRS arrived at a settlement which concluded the IRS examination of the Company’s federal income tax returns for 2003 through 2008. Under terms of the settlement, the Company agreed to pay $1.8 million to the IRS, of which $0.6 million was paid at September 30, 2013. The Company is currently in discussion with the IRS regarding the remaining payment terms of the settlement. As a result of the settlement, the Company reversed $0.5 million it had previously accrued in income taxes payable and accrued interest in estimating its exposure for this matter. The reversal has been reported in discontinued operations in the accompanying condensed consolidated financial statements as it relates to the Company’s former agricultural operations. | |
Operating_Segment_Information
Operating Segment Information | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Operating Segment Information | ' | |||||||||||||
Operating Segment Information | ' | |||||||||||||
12. Operating Segment Information | ||||||||||||||
The Company’s presentation of its reportable operating segments is consistent with how the Company’s chief operating decision maker determines the allocation of resources. Reportable segments are as follows: | ||||||||||||||
· Real Estate includes the development and sale of real estate inventory and the operations of Kapalua Realty Company, a general brokerage real estate company located within the Kapalua Resort. | ||||||||||||||
· Leasing primarily includes revenues and expenses from real property leasing activities, license fees and royalties for the use of certain of the Company’s trademarks and brand names by third parties, and the cost of maintaining the Company’s real estate assets, including conservation activities. | ||||||||||||||
· Utilities primarily include the operations of Kapalua Water Company and Kapalua Waste Treatment Company, the Company’s water and sewage transmission operations (regulated by the Hawaii Public Utilities Commission) servicing the Kapalua Resort. The operating segment also includes the management of ditch, reservoir and well systems that provide non-potable irrigation water to West and Upcountry Maui areas. | ||||||||||||||
· Resort Amenities include a membership program that provides certain benefits and privileges within the Kapalua Resort for its members. | ||||||||||||||
Financial results for each of the Company’s reportable segments for the three and nine months ended September 30, 2013 and 2012 were as follows: | ||||||||||||||
Three Months | Nine Months | |||||||||||||
Ended September 30, | Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(in thousands) | ||||||||||||||
Operating Revenues | ||||||||||||||
Real Estate | $ | 206 | $ | 90 | $ | 397 | $ | 2,153 | ||||||
Leasing | 1,315 | 1,413 | 3,838 | 4,394 | ||||||||||
Utilities | 1,010 | 1,085 | 2,793 | 2,628 | ||||||||||
Resort Amenities | 300 | 1,031 | 2,255 | 3,171 | ||||||||||
Other | 3 | 3 | 11 | 38 | ||||||||||
Total Operating Revenues | $ | 2,834 | $ | 3,622 | $ | 9,294 | $ | 12,384 | ||||||
Operating Loss (1) | ||||||||||||||
Real Estate | $ | (605 | ) | $ | (440 | ) | $ | (1,552 | ) | $ | 272 | |||
Leasing | 80 | 81 | (26 | ) | 471 | |||||||||
Utilities | 269 | 131 | 652 | 472 | ||||||||||
Resort Amenities | 18 | (6 | ) | — | (65 | ) | ||||||||
Other (2) | (672 | ) | (691 | ) | (2,050 | ) | (2,250 | ) | ||||||
Total Operating Loss | (910 | ) | (925 | ) | (2,976 | ) | (1,100 | ) | ||||||
Interest Expense, net | (641 | ) | (759 | ) | (1,841 | ) | (1,859 | ) | ||||||
Loss from Continuing Operations | (1,551 | ) | (1,684 | ) | (4,817 | ) | (2,959 | ) | ||||||
Income (Loss) from Discontinued Operations (Note 6) | (13 | ) | 68 | 2,269 | 65 | |||||||||
Net Loss | $ | (1,564 | ) | $ | (1,616 | ) | $ | (2,548 | ) | $ | (2,894 | ) | ||
(1) Includes allocations of general and administrative expenses. | ||||||||||||||
(2) Consists primarily of unallocated general and administrative, pension, and other expenses. | ||||||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments and Contingencies | ' |
Commitments and Contingencies | ' |
13. Commitments and Contingencies | |
Discontinued Operations | |
On April 19, 2011, a lawsuit was filed against the Company’s wholly owned subsidiary Maui Pineapple Company, Ltd. and several other Hawaii based farmers by the EEOC. The lawsuit was filed in the United States District Court, District of Hawaii, pursuant to Civil Action No. 11-00257. The lawsuit alleges unlawful employment practices on the basis of national origin and race discrimination, harassment and retaliation and seeks injunctive relief, unspecified compensatory and punitive damages and other relief. The Company believes it has not been involved in any wrongdoing, disagrees with the charges and plans to vigorously defend itself. Because this lawsuit has not gone to trial, the Company is presently unable to estimate the amount, or range of amounts, of any probable liability, if any, related to this matter and has made no provision in the accompanying consolidated financial statements. | |
Pursuant to a 1999 settlement agreement with the County of Maui, the Company and several chemical manufacturers have agreed that until December 1, 2039, they will pay for 90% of the capital costs to install filtration systems in any future water wells if the presence of a nematocide, commonly known as DBCP, exceeds specified levels, and for the ongoing maintenance and operating cost for filtration systems on existing and future wells. The Company estimated its share of the cost to operate and maintain the filtration systems for the existing wells, and its share of the cost of a letter of credit used to secure its obligations, and as of September 30, 2013 has recorded a liability of $83,000. The Company is presently not aware of any plans by the County of Maui to install other filtration systems or to drill any water wells in areas affected by agricultural chemicals. Accordingly, a reserve for costs relating to any future wells has not been recorded because the Company is not able to reasonably estimate the amount of liability, if any. | |
Investments in Affiliates | |
Pursuant to previous agreements, the Company agreed to purchase from Kapalua Bay certain Amenities that were completed in 2009 at the actual construction cost of approximately $35 million. These purchase and sale agreements were part of the lenders loan collateral and were foreclosed upon in June 2013. The Company does not have sufficient liquidity to purchase the Amenities at the actual construction cost of approximately $35 million and is in active negotiations with the new owners of the project to resolve its purchase commitment for the Amenities (Note 8). | |
Pursuant to loan agreements related to certain equity investments, the Company and the other members of the respective joint ventures have guaranteed to the lenders each investors’ pro rata share of costs and losses that may be incurred by the lender as a result of the occurrence of specified triggering events. These guarantees do not include full payment of the loans. At September 30, 2013, the Company has recorded $4.1 million representing the fair value of its obligations under these agreements (Note 8). | |
On June 7, 2012, a group of owners of 12 whole-ownership units at The Ritz-Carlton Club and Residences, Kapalua Bay filed a lawsuit against multiple parties including the Company. The Company believes it has not been involved in any wrongdoing, disagrees with the charges and plans to vigorously defend itself. Because this lawsuit has not gone to trial, the Company is presently unable to estimate the amount, or range of amounts, of any probable liability, if any, related to this matter and has made no provision in the accompanying consolidated financial statements. | |
On May 23, 2011, a lawsuit was filed against multiple parties including the Company by purchasers of two units at The Ritz-Carlton Residences at Kapalua Bay. The lawsuit was filed in the Circuit Court of the Second Circuit, State of Hawaii pursuant to Civil No. 11-1-0216-(3). The lawsuit alleges deceptive acts, intentional misrepresentation, concealment, and negligent misrepresentation, among other allegations with regard to the sale of the two residential units and seeks unspecified damages, treble damages and other relief. The Company disagrees with the allegations and plans to vigorously defend itself. Because this lawsuit has not gone to trial, the Company is presently unable to estimate the amount, or range of amounts, of any probable liability, if any, related to this matter and has made no provision in the accompanying consolidated financial statements. | |
On June 19, 2013, a lawsuit was filed against multiple parties including the Company by several owners of timeshare condominium interests in The Ritz-Carlton Residences at Kapalua Bay (Fractional Interests). The lawsuit was filed in the Circuit Court of the Second Circuit, State of Hawaii, pursuant to Civil No. 13-1-0640-(2). The lawsuit alleges unfair and deceptive trade practices, negligent misrepresentations, omissions, concealment, and fraud in the inducement among other allegations with regards to the marketing and sales of certain Fractional Interests and seeks unspecified damages, treble damages and other relief. The Company disagrees with the allegations and plans to vigorously defend itself. Because this lawsuit has not gone to trial, the Company is presently unable to estimate the amount, or range of amounts, of any probable liability, if any, related to this matter and has made no provision in the accompanying consolidated financial statements. | |
In addition to the matters noted above, there are various other claims and legal actions pending against the Company. In the opinion of management, after consultation with legal counsel, the resolution of these other matters is not expected to have a material adverse effect on the Company’s financial position or results of operations. | |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |
Sep. 30, 2013 | ||
Fair Value Measurements | ' | |
Fair Value Measurements | ' | |
14. Fair Value Measurements | ||
GAAP establishes a framework for measuring fair value, and requires certain disclosures about fair value measurements to enable the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. GAAP requires that financial assets and liabilities be classified and disclosed in one of the following three categories: | ||
Level 1: | Quoted market prices in active markets for identical assets or liabilities. | |
Level 2: | Observable market based inputs or unobservable inputs that are corroborated by market data. | |
Level 3: | Unobservable inputs that are not corroborated by market data. | |
The fair value of cash, receivables and payables approximate their carrying value due to the short-term nature of the instruments. The valuation is based on settlements of similar financial instruments all of which are short-term in nature and are generally settled at or near cost. The fair value of debt was estimated based on borrowing rates currently available to the Company for debt with similar terms and maturities. The carrying amount of debt at September 30, 2013 and December 31, 2012 was $50,507,000 and $49,268,000, respectively, which approximated fair value. The fair value of cash and debt has been classified as level 1 and level 2 measurements, respectively. | ||
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events | ' |
Subsequent Events | ' |
15. Subsequent Events | |
In October 2013, the Company entered into several agreements with various parties including the lenders and new owners of the Kapalua Bay project. Under terms of the agreements, the Company would fund $2.4 million toward deferred maintenance at the project, convey land parcels underlying and adjacent to the project, and provide other consideration in exchange for full releases from the Company’s limited guarantees with respect to the completion of the project and its commitment to purchase the Amenities. The consummation of the agreements is contingent upon several factors, including the receipt of release agreements from a minimum of 70 of the non-developer fractional interest owners of the project within 90 days of the execution of the agreements. | |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Basis of Presentation | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying interim unaudited condensed consolidated financial statements have been prepared by Maui Land & Pineapple Company, Inc. (together with its subsidiaries, the “Company”) in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information that are consistent in all material respects with those applied in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012, and pursuant to the instructions to Form 10-Q and Article 8 promulgated by Regulation S-X of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and notes to financial statements required by GAAP for complete financial statements. In the opinion of management, the accompanying condensed consolidated financial statements contain all normal and recurring adjustments necessary to fairly present the Company’s financial position, results of operations and cash flows for the interim periods ended September 30, 2013 and 2012. The condensed consolidated financial statements and notes should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Form 10-K for the fiscal year ended December 31, 2012. | |
LIQUIDITY | ' |
LIQUIDITY | |
The Company reported a net loss of $2.5 million for the nine months ended September 30, 2013. Included in the net loss was a $1.9 million gain from the sale of a 7-acre parcel in June 2013 that was part of the Company’s former agricultural processing facilities. The Company reported negative cash flows from operations of $4.9 million for the nine months ended September 30, 2013. The Company had an excess of current liabilities over current assets of $54.8 million and a stockholders’ deficiency of $36 million at September 30, 2013. | |
The Company has two primary credit facilities that have financial covenants requiring among other things, a minimum of $4 million in liquidity (as defined), a maximum of $175 million in total liabilities, and a limitation on new indebtedness. The Company has pledged a significant portion of its real estate holdings as security for borrowings under these credit facilities. Both facilities are scheduled to mature in May 2014 and have been classified as currently due. The Company is required to pay $2.3 million to reduce its principal balance to $20 million by December 31, 2013 under the American AgCredit credit facility. | |
The Company’s cash outlook for the next twelve months and its ability to continue to meet its loan covenants is highly dependent on selling certain real estate assets at acceptable prices. If the Company is unable to meet its loan covenants, borrowings under the Company’s credit facilities may become immediately due, and the Company would not have sufficient liquidity to repay such outstanding borrowings. In addition, the Company is subject to several commitments and contingencies that could negatively impact its future cash flows, including a commitment of up to $35 million to purchase the spa, beach club improvements and the sundry store (the “Amenities”) from the new owners of the Residences at Kapalua Bay, a U.S. Equal Employment Opportunity Commission (EEOC) matter related to the Company’s discontinued agricultural operations, the timing of payments under an Internal Revenue Service (IRS) settlement related to previously filed tax returns, and funding requirements related to the Company’s defined benefit pension plans. These matters are further described in Notes 8, 10, 11, 13 and 15. | |
The aforementioned circumstances raise substantial doubt about the Company’s ability to continue as a going concern. There can be no assurance that the Company will be able to successfully achieve its initiatives discussed below in order to continue as a going concern. The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern and do not include any adjustments that might result should the Company be unable to continue as a going concern. | |
In response to these circumstances, the Company continues to undertake efforts to generate cash flow by employing its real estate assets in leasing and other arrangements, by the sale of several real estate assets, and by continued cost reduction efforts. The Company is in active negotiations with the new owners of the Residences at Kapalua Bay project to resolve its limited guarantees with respect to the completion of the project (as described in Note 8) and purchase commitment for the Amenities. The Company is also actively working with its lenders to extend the maturity dates of its credit facilities. | |
Average_Common_Shares_Outstand1
Average Common Shares Outstanding Used to Compute Earnings (Loss) Per Share (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Average Common Shares Outstanding Used to Compute Earnings (Loss) Per Share | ' | |||||||||
Schedule of average common shares outstanding used to compute earnings (loss) per share | ' | |||||||||
Three Months Ended | Nine Months Ended | |||||||||
September 30, | September 30, | |||||||||
2013 | 2012 | 2013 | 2012 | |||||||
Basic and diluted | 18,712,284 | 18,636,479 | 18,694,775 | 18,618,189 | ||||||
Potentially dilutive | 110,193 | 192,908 | 110,193 | 192,908 |
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Long-Term Debt | ' | |||||||
Schedule of long-term debt | ' | |||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Wells Fargo revolving loans, 4.00% and 4.05%, respectively | $ | 28,200 | $ | 25,200 | ||||
American AgCredit term loan, 5.00% and 5.25%, respectively | 22,307 | 24,068 | ||||||
Total | 50,507 | 49,268 | ||||||
Less current portion | 50,507 | 4,068 | ||||||
Long-term debt | $ | — | $ | 45,200 |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Discontinued Operations | ' | |||||||||||||
Schedule of income (loss) before income taxes from discontinued operations | ' | |||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(in thousands) | (in thousands) | |||||||||||||
Income (Loss) from Discontinued Operations | ||||||||||||||
Retail | $ | 6 | $ | 11 | $ | 2 | $ | (14 | ) | |||||
Agriculture | (19 | ) | 57 | 2,267 | 79 | |||||||||
Total | $ | (13 | ) | $ | 68 | $ | 2,269 | $ | 65 |
Investments_in_Affiliates_Tabl
Investments in Affiliates (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Investments in Affiliates | ' | |||||||||||||
Schedule of operating information | ' | |||||||||||||
Three Months | Nine Months | |||||||||||||
Ended September 30, | Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(in thousands) | (in thousands) | |||||||||||||
Revenues | $ | — | $ | (455 | ) | $ | 14 | $ | (873 | ) | ||||
Expenses | 4,131 | 17,190 | (134,694 | ) | 37,335 | |||||||||
Net (Loss) Income | $ | (4,131 | ) | $ | (17,645 | ) | $ | 134,708 | $ | (38,208 | ) |
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 9 Months Ended | ||||||||||||||
Sep. 30, 2013 | |||||||||||||||
Share-Based Compensation | ' | ||||||||||||||
Schedule of stock option award activity | ' | ||||||||||||||
Weighted | |||||||||||||||
Weighted | Weighted | Average | Aggregate | ||||||||||||
Average | Average | Remaining | Intrinsic | ||||||||||||
Exercise | Grant-Date | Contractual | Value | ||||||||||||
Shares | Price | Fair Value | Term (years) | $(000)(1) | |||||||||||
Outstanding at December 31, 2012 | 79,000 | $ | 23.52 | ||||||||||||
Forfeited or cancelled | (19,000 | ) | $ | 35.82 | $ | 12.29 | |||||||||
Outstanding at September 30, 2013 | 60,000 | $ | 19.63 | $ | 7.33 | 3.6 | $ | — | |||||||
Exercisable at September 30, 2013 | 55,000 | $ | 20.94 | $ | 7.77 | 3.4 | $ | — | |||||||
Expected to vest at September 30, 2013 (2) | 3,600 | $ | 5.2 | $ | 2.48 | 5.4 | $ | — | |||||||
(1) For in-the-money options | |||||||||||||||
(2) Options expected to vest reflect estimated forfeitures | |||||||||||||||
Schedule of restricted stock activity | ' | ||||||||||||||
Weighted | |||||||||||||||
Average | |||||||||||||||
Grant-Date | |||||||||||||||
Shares | Fair Value | ||||||||||||||
Nonvested balance at December 31, 2012 | 94,137 | $ | 5.56 | ||||||||||||
Granted | 12,000 | $ | 4.35 | ||||||||||||
Vested | (55,944 | ) | $ | 4.77 | |||||||||||
Nonvested balance at September 30, 2013 | 50,193 | $ | 5.73 |
Components_of_Net_Periodic_Ben1
Components of Net Periodic Benefit Cost (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Components of Net Periodic Benefit Cost | ' | |||||||||||||
Schedule of net periodic benefit costs for pension benefits | ' | |||||||||||||
Three Months | Nine Months | |||||||||||||
Ended September 30, | Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(in thousands) | ||||||||||||||
Interest cost | $ | 720 | $ | 798 | $ | 2,160 | $ | 2,394 | ||||||
Expected return on plan assets | (726 | ) | (717 | ) | (2,178 | ) | (2,151 | ) | ||||||
Recognized actuarial loss | 228 | 185 | 684 | 555 | ||||||||||
Net expense | $ | 222 | $ | 266 | $ | 666 | $ | 798 |
Operating_Segment_Information_
Operating Segment Information (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Operating Segment Information | ' | |||||||||||||
Schedule of financial results for each of the Company's reportable segments | ' | |||||||||||||
Three Months | Nine Months | |||||||||||||
Ended September 30, | Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(in thousands) | ||||||||||||||
Operating Revenues | ||||||||||||||
Real Estate | $ | 206 | $ | 90 | $ | 397 | $ | 2,153 | ||||||
Leasing | 1,315 | 1,413 | 3,838 | 4,394 | ||||||||||
Utilities | 1,010 | 1,085 | 2,793 | 2,628 | ||||||||||
Resort Amenities | 300 | 1,031 | 2,255 | 3,171 | ||||||||||
Other | 3 | 3 | 11 | 38 | ||||||||||
Total Operating Revenues | $ | 2,834 | $ | 3,622 | $ | 9,294 | $ | 12,384 | ||||||
Operating Loss (1) | ||||||||||||||
Real Estate | $ | (605 | ) | $ | (440 | ) | $ | (1,552 | ) | $ | 272 | |||
Leasing | 80 | 81 | (26 | ) | 471 | |||||||||
Utilities | 269 | 131 | 652 | 472 | ||||||||||
Resort Amenities | 18 | (6 | ) | — | (65 | ) | ||||||||
Other (2) | (672 | ) | (691 | ) | (2,050 | ) | (2,250 | ) | ||||||
Total Operating Loss | (910 | ) | (925 | ) | (2,976 | ) | (1,100 | ) | ||||||
Interest Expense, net | (641 | ) | (759 | ) | (1,841 | ) | (1,859 | ) | ||||||
Loss from Continuing Operations | (1,551 | ) | (1,684 | ) | (4,817 | ) | (2,959 | ) | ||||||
Income (Loss) from Discontinued Operations (Note 6) | (13 | ) | 68 | 2,269 | 65 | |||||||||
Net Loss | $ | (1,564 | ) | $ | (1,616 | ) | $ | (2,548 | ) | $ | (2,894 | ) |
Basis_of_Presentation_Details
Basis of Presentation (Details) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | |||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
item | item | Agriculture | American AgCredit credit facility | Amenities | Minimum | Minimum | Maximum | Maximum | Maximum | |||||
acre | American AgCredit credit facility | American AgCredit credit facility | Amenities | |||||||||||
Basis of Presentation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss | ($1,564,000) | ($1,616,000) | ($2,548,000) | ($2,894,000) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash flows from operations | ' | ' | 4,941,000 | 2,320,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Excess of current liabilities over current assets | 54,800,000 | ' | 54,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders' deficiency | 35,956,000 | 28,178,000 | 35,956,000 | 28,178,000 | 34,363,000 | 26,253,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of primary credit facilities | 2 | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LIQUIDITY | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on sale of parcel | ' | ' | ' | ' | ' | ' | 1,900,000 | ' | ' | ' | ' | ' | ' | ' |
Area of parcel sold (in acres) | ' | ' | ' | ' | ' | ' | 7 | ' | ' | ' | ' | ' | ' | ' |
Required liquidity under financial covenants | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,000,000 | 4,000,000 | ' | ' | ' |
Required total liabilities under financial covenants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 175,000,000 | 175,000,000 | ' |
Required principal repayment | ' | ' | ' | ' | ' | ' | ' | 2,300,000 | ' | ' | ' | ' | ' | ' |
Principal balance amount the Company is required to pay to by December 31, 2013 | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' |
Purchase of amenities at actual construction cost | ' | ' | ' | ' | ' | ' | ' | ' | $35,000,000 | ' | ' | ' | ' | $35,000,000 |
Average_Common_Shares_Outstand2
Average Common Shares Outstanding Used to Compute Earnings (Loss) Per Share (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Average Common Shares Outstanding Used to Compute Earnings (Loss) Per Share | ' | ' | ' | ' |
Basic and diluted (in shares) | 18,712,284 | 18,636,479 | 18,694,775 | 18,618,189 |
Potentially dilutive (in shares) | 110,193 | 192,908 | 110,193 | 192,908 |
Assets_Held_for_Sale_and_Real_1
Assets Held for Sale and Real Estate Sales (Details) (USD $) | 9 Months Ended | 1 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Jun. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Jan. 31, 2012 | |
Agriculture | Real Estate | Real Estate | Real Estate | Real Estate | Real Estate | Real Estate | |||
acre | West Maui | Central Maui | Central Maui | Central Maui | Upcountry Maui | Upcountry Maui | |||
acre | acre | Agriculture | Agriculture | acre | Agriculture | ||||
acre | acre | acre | |||||||
Assets Held for Sale | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Area of parcel held for sale (in acres) | ' | ' | ' | 10 | 7 | ' | ' | 630 | ' |
Area of parcel sold (in acres) | ' | ' | 7 | ' | ' | 7 | 7 | ' | 89 |
Proceeds from sale of assets held for sale | $3,760,000 | $405,000 | ' | ' | ' | $4,000,000 | ' | ' | $1,500,000 |
Gain on sale of parcel | ' | ' | $1,900,000 | ' | ' | $1,900,000 | ' | ' | $1,400,000 |
LongTerm_Debt_Details
Long-Term Debt (Details) (USD $) | 1 Months Ended | 9 Months Ended | ||
Jun. 30, 2013 | Jan. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
acre | ||||
Long-Term Debt | ' | ' | ' | ' |
Long-term debt | ' | ' | $50,507,000 | $49,268,000 |
Less current portion | ' | ' | 50,507,000 | 4,068,000 |
Long-term debt | ' | ' | ' | 45,200,000 |
Minimum | ' | ' | ' | ' |
Long-Term Debt | ' | ' | ' | ' |
Required liquidity under financial covenants | ' | ' | 4,000,000 | ' |
Maximum | ' | ' | ' | ' |
Long-Term Debt | ' | ' | ' | ' |
Required total liabilities under financial covenants | ' | ' | 175,000,000 | ' |
Wells Fargo revolving loans | ' | ' | ' | ' |
Long-Term Debt | ' | ' | ' | ' |
Long-term debt | ' | ' | 28,200,000 | 25,200,000 |
Interest rate (as a percent) | ' | ' | 4.00% | 4.05% |
Maximum borrowing capacity | ' | ' | 32,700,000 | ' |
Variable rate basis | ' | ' | 'LIBOR | ' |
Interest rate margin (as a percent) | ' | ' | 3.80% | ' |
Area of the company's real estate pledged as collateral (in acres) | ' | ' | 880 | ' |
Commitment fees on the unused portion of the revolving facility | ' | ' | 0 | ' |
Available borrowing capacity | ' | ' | 4,500,000 | ' |
Wells Fargo revolving loans | Minimum | ' | ' | ' | ' |
Long-Term Debt | ' | ' | ' | ' |
Required liquidity under financial covenants | ' | ' | 3,000,000 | ' |
Wells Fargo revolving loans | Maximum | ' | ' | ' | ' |
Long-Term Debt | ' | ' | ' | ' |
Required total liabilities under financial covenants | ' | ' | 175,000,000 | ' |
American AgCredit term loan | ' | ' | ' | ' |
Long-Term Debt | ' | ' | ' | ' |
Long-term debt | ' | ' | 22,307,000 | 24,068,000 |
Interest rate (as a percent) | ' | ' | 5.00% | 5.25% |
Variable rate basis | ' | ' | '30-day LIBOR | ' |
Interest rate margin (as a percent) | ' | ' | 4.25% | ' |
Area of the company's real estate pledged as collateral (in acres) | ' | ' | 3,100 | ' |
Interest rate, variable interest rate floor (as a percent) | ' | ' | 1.00% | ' |
Principal balance amount the Company is required to pay down to by December 31, 2013 | ' | ' | 20,000,000 | ' |
Mandatory principal repayment as percentage of the net proceeds of the sale of any real property pledged as collateral | ' | ' | 100.00% | ' |
Repayment of principal | 1,800,000 | 353,000 | ' | ' |
American AgCredit term loan | Minimum | ' | ' | ' | ' |
Long-Term Debt | ' | ' | ' | ' |
Required liquidity under financial covenants | ' | ' | 4,000,000 | ' |
Mandatory principal repayment as percentage of the net proceeds of the sale of non collateralized real property | ' | ' | 10.00% | ' |
American AgCredit term loan | Maximum | ' | ' | ' | ' |
Long-Term Debt | ' | ' | ' | ' |
Required total liabilities under financial covenants | ' | ' | $175,000,000 | ' |
Applicable spread after tiered reduction (as a percent) | ' | ' | 0.0375 | ' |
Mandatory principal repayment as percentage of the net proceeds of the sale of non collateralized real property | ' | ' | 75.00% | ' |
Discontinued_Operations_Detail
Discontinued Operations (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Mar. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Sep. 30, 2013 | |
item | Retail | Retail | Retail | Retail | Agriculture | Agriculture | Agriculture | Agriculture | Agriculture | Agriculture | Agriculture | |||||
acre | Real Estate | Real Estate | ||||||||||||||
Central Maui | Central Maui | |||||||||||||||
acre | acre | |||||||||||||||
Discontinued Operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of championship golf courses that ceased operations | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on sale of parcel | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,900,000 |
Area of parcel sold (in acres) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7 | ' | ' | ' | ' | 7 | 7 |
Reversal of accrued income taxes and related interest resulting from the entity's settlement with the IRS | 500,000 | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 |
Income (Loss) from Discontinued Operations | ($13,000) | $68,000 | $2,269,000 | $65,000 | ' | $6,000 | $11,000 | $2,000 | ($14,000) | ' | ($19,000) | $57,000 | $2,267,000 | $79,000 | ' | ' |
Recently_Issued_Accounting_Pro1
Recently Issued Accounting Pronouncements (Details) (Defined benefit pension, Reclassification from accumulated other comprehensive income, USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Defined benefit pension | Reclassification from accumulated other comprehensive income | ' | ' |
Recently Issued Accounting Pronouncements | ' | ' |
Amounts reclassified | $618,000 | $555,000 |
Investments_in_Affiliates_Deta
Investments in Affiliates (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2009 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2010 |
Amenities | Maximum | Kapalua Bay | Bay Holdings | Bay Holdings | Bay Holdings | Bay Holdings | Bay Holdings | Bay Holdings | Bay Holdings | Bay Holdings | Bay Holdings | Bay Holdings | |||
Amenities | Amenities | item | Minimum | Maximum | Kapalua Venture | Kapalua Investors Fund | Kapalua Bay | ||||||||
Amenities | |||||||||||||||
Investments in Affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership interest (as a percent) | ' | ' | ' | ' | ' | 51.00% | ' | 51.00% | ' | ' | ' | ' | 34.00% | 15.00% | ' |
Percentage of membership interest required for approval of major decision | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | 100.00% | ' | ' | ' |
Carrying value of investment | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0 | ' | ' | ' | ' | ' |
Cash contributions | ' | ' | ' | ' | ' | ' | ' | ' | ' | 53,200,000 | ' | ' | ' | ' | ' |
Non-monetary contributions of land | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000,000 | ' | ' | ' | ' | ' |
Number of firms affiliated with the remaining lenders to which the loan collateral was transferred | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' |
Number of remaining lenders | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' |
Actual construction cost of certain Amenities, entity agreed to purchase | ' | ' | 35,000,000 | 35,000,000 | 35,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment charges | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 23,000,000 |
Accrued contract terminations | 4,094,000 | 4,094,000 | ' | ' | ' | 4,100,000 | ' | 4,100,000 | ' | ' | ' | ' | ' | ' | ' |
Summary of operating information | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | -455,000 | 14,000 | -873,000 | ' | ' | ' | ' | ' | ' |
Expenses | ' | ' | ' | ' | ' | 4,131,000 | 17,190,000 | -134,694,000 | 37,335,000 | ' | ' | ' | ' | ' | ' |
Net (Loss) Income | ' | ' | ' | ' | ' | -4,131,000 | -17,645,000 | 134,708,000 | -38,208,000 | ' | ' | ' | ' | ' | ' |
Gain on foreclosure | ' | ' | ' | ' | ' | ' | ' | 165,000,000 | ' | ' | ' | ' | ' | ' | ' |
Amount of debt forgiveness | ' | ' | ' | ' | ' | ' | ' | $228,000,000 | ' | ' | ' | ' | ' | ' | ' |
ShareBased_Compensation_Detail
Share-Based Compensation (Details) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | |||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Feb. 28, 2013 | Feb. 29, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Incentive award | Incentive award | Stock Options | Stock Options | Restricted Stock | |||||
Share-Based Compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total compensation expense recognized for share-based compensation (in dollars) | $106,000 | $112,000 | $319,000 | $379,000 | ' | ' | ' | ' | ' |
Tax benefit or expense related to compensation expense | 0 | 0 | 0 | 0 | ' | ' | ' | ' | ' |
Historical annual forfeiture rates (as a percent) | 2.90% | 3.20% | 2.90% | 3.20% | ' | ' | ' | ' | ' |
Share-Based Compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Incentive bonus on meeting certain performance metrics (in dollars) | ' | ' | ' | ' | 133,100 | 150,300 | ' | ' | ' |
Common stock issued (in shares) | ' | ' | ' | ' | 33,187 | 39,294 | ' | ' | ' |
Summary of stock option award activity | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in shares) | ' | ' | ' | ' | ' | ' | 79,000 | ' | ' |
Forfeited or cancelled (in shares) | ' | ' | ' | ' | ' | ' | -19,000 | ' | ' |
Outstanding at the end of the period (in shares) | ' | ' | ' | ' | ' | ' | 60,000 | ' | ' |
Exercisable at the end of the period (in shares) | ' | ' | ' | ' | ' | ' | 55,000 | ' | ' |
Expected to vest at the end of the period (in shares) | ' | ' | ' | ' | ' | ' | 3,600 | ' | ' |
Weighted Average Exercise Price | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | $23.52 | ' | ' |
Forfeited or cancelled (in dollars per share) | ' | ' | ' | ' | ' | ' | $35.82 | ' | ' |
Outstanding at the end of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | $19.63 | ' | ' |
Exercisable at the end of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | $20.94 | ' | ' |
Expected to vest at the end of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | $5.20 | ' | ' |
Weighted Average Grant-Date Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited or cancelled (in dollars per share) | ' | ' | ' | ' | ' | ' | $12.29 | ' | ' |
Outstanding at the end of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | $7.33 | ' | ' |
Exercisable at the end of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | $7.77 | ' | ' |
Expected to vest at the end of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | $2.48 | ' | ' |
Weighted Average Remaining Contractual Term | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period | ' | ' | ' | ' | ' | ' | '3 years 7 months 6 days | ' | ' |
Exercisable at the end of the period | ' | ' | ' | ' | ' | ' | '3 years 4 months 24 days | ' | ' |
Expected to vest at the end of the period | ' | ' | ' | ' | ' | ' | '5 years 4 months 24 days | ' | ' |
Additional disclosure | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | ' | ' | 0 | 0 | ' |
Exercised (in shares) | ' | ' | ' | ' | ' | ' | 0 | 0 | ' |
Fair value of shares vested (in dollars) | ' | ' | ' | ' | ' | ' | 12,000 | 79,000 | ' |
Total unamortized compensation expense (in dollars) | ' | ' | ' | ' | ' | ' | $5,000 | ' | ' |
Weighted average period for recognition of unamortized compensation expense | ' | ' | ' | ' | ' | ' | '4 months 24 days | ' | ' |
Summary of restricted stock activity | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Nonvested balance at the beginning of the period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 94,137 |
Granted (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 12,000 |
Vested (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | -55,944 |
Nonvested balance at the end of the period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 50,193 |
Weighted Average Grant-Date Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Nonvested balance at the beginning of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $5.56 |
Granted (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $4.35 |
Vested (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $4.77 |
Nonvested balance at the end of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $5.73 |
Components_of_Net_Periodic_Ben2
Components of Net Periodic Benefit Cost (Details) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Jun. 30, 2013 | Nov. 30, 2012 | Apr. 30, 2011 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Oct. 31, 2011 | Dec. 31, 2009 | |
acre | acre | acre | acre | acre | item | ||||
Net periodic benefit costs for pension benefits | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest cost | ' | ' | ' | $720,000 | $798,000 | $2,160,000 | $2,394,000 | ' | ' |
Expected return on plan assets | ' | ' | ' | -726,000 | -717,000 | -2,178,000 | -2,151,000 | ' | ' |
Recognized actuarial loss | ' | ' | ' | 228,000 | 185,000 | 684,000 | 555,000 | ' | ' |
Net expense | ' | ' | ' | 222,000 | 266,000 | 666,000 | 798,000 | ' | ' |
Security to support the unfunded liabilities of the Bargaining Plan | ' | ' | ' | ' | ' | ' | ' | ' | 5,200,000 |
Area of property pledged as security (in acres) | ' | 7,000 | 1,400 | ' | ' | ' | ' | ' | ' |
Period for release of property pledged as collateral | ' | '5 years | '5 years | ' | ' | ' | ' | ' | ' |
Additional security to support unfunded liabilities | ' | ' | ' | ' | ' | ' | ' | 18,700,000 | ' |
Number of pension plans | ' | ' | ' | ' | ' | ' | ' | 2 | ' |
Area of parcel proposed to be sold (in acres) | 270 | ' | ' | ' | ' | ' | ' | ' | ' |
Unfunded pension fund liabilities | ' | ' | ' | 24,200,000 | ' | 24,200,000 | ' | ' | ' |
Area of property held as collateral for unfunded pension obligations (in acres) | ' | ' | ' | 8,400 | ' | 8,400 | ' | ' | ' |
Carrying value of property held as collateral for unfunded pension obligations | ' | ' | ' | 1,800,000 | ' | 1,800,000 | ' | ' | ' |
Expected minimum required contributions | ' | ' | ' | ' | ' | 2,100,000 | ' | ' | ' |
Contributions funded by employer | ' | ' | ' | ' | ' | $1,600,000 | ' | ' | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Apr. 30, 2013 | |
Income Taxes | ' | ' |
Unrecognized tax benefits | $28,000 | ' |
Accrued interest | 295,000 | ' |
Unrecognized tax benefits for which the liability for such taxes was recognized as deferred tax liabilities | 0 | ' |
Unrecognized tax benefits that would affect the effective tax rate if recognized | 0 | ' |
Accrued taxes, interest and penalties payable to the IRS | ' | 1,800,000 |
Amount paid under settlement to the IRS | 550,000 | ' |
Reversal of accrued income taxes and related interest resulting from the entity's settlement with the IRS | $500,000 | ' |
Operating_Segment_Information_1
Operating Segment Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Operating segment information | ' | ' | ' | ' |
Total Operating Revenues | $2,834 | $3,622 | $9,294 | $12,384 |
Total Operating Income (Loss) | -910 | -925 | -2,976 | -1,100 |
Interest Expense, net | -641 | -759 | -1,841 | -1,859 |
Loss from Continuing Operations, net of income taxes of $0 | -1,551 | -1,684 | -4,817 | -2,959 |
Income (Loss) from Discontinued Operations (Note 6) | -13 | 68 | 2,269 | 65 |
NET LOSS | -1,564 | -1,616 | -2,548 | -2,894 |
Real Estate | ' | ' | ' | ' |
Operating segment information | ' | ' | ' | ' |
Total Operating Revenues | 206 | 90 | 397 | 2,153 |
Total Operating Income (Loss) | -605 | -440 | -1,552 | 272 |
Leasing | ' | ' | ' | ' |
Operating segment information | ' | ' | ' | ' |
Total Operating Revenues | 1,315 | 1,413 | 3,838 | 4,394 |
Total Operating Income (Loss) | 80 | 81 | -26 | 471 |
Utilities | ' | ' | ' | ' |
Operating segment information | ' | ' | ' | ' |
Total Operating Revenues | 1,010 | 1,085 | 2,793 | 2,628 |
Total Operating Income (Loss) | 269 | 131 | 652 | 472 |
Resort Amenities | ' | ' | ' | ' |
Operating segment information | ' | ' | ' | ' |
Total Operating Revenues | 300 | 1,031 | 2,255 | 3,171 |
Total Operating Income (Loss) | 18 | -6 | ' | -65 |
Other | ' | ' | ' | ' |
Operating segment information | ' | ' | ' | ' |
Total Operating Revenues | 3 | 3 | 11 | 38 |
Total Operating Income (Loss) | ($672) | ($691) | ($2,050) | ($2,250) |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 07, 2012 | Sep. 30, 2013 | 23-May-11 | Sep. 30, 2013 | Sep. 30, 2013 |
Bay Holdings | Amenities | Amenities | Lawsuit by EEOC | Settlement agreement with County of Maui | Lawsuit relating to Ritz-Carlton Club and Residences, Kapalua Bay | Lawsuit relating to Ritz-Carlton Club and Residences, Kapalua Bay | Lawsuit pertaining to sale of residential units at the Ritz-Carlton Residences | Lawsuit pertaining to sale of residential units at the Ritz-Carlton Residences | Lawsuit pertaining to marketing and sale of fractional interests at the Ritz-Carlton Residences | |||
Kapalua Bay | item | Kapalua Bay | Kapalua Bay | Kapalua Bay | ||||||||
item | ||||||||||||
Commitments and Contingencies | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Provision for probable liability | ' | ' | ' | ' | ' | $0 | ' | ' | $0 | ' | $0 | $0 |
Percentage of capital costs to install filtration systems in water wells if the presence of DBCP exceeds specified levels, and for the ongoing maintenance and operating cost for filtration systems | ' | ' | ' | ' | ' | ' | 90.00% | ' | ' | ' | ' | ' |
Liability recorded for estimated share of cost to operate and maintain the filtration systems for the existing wells, and share of the cost of a letter of credit used to secure obligations | ' | ' | ' | ' | ' | ' | 83,000 | ' | ' | ' | ' | ' |
Purchase of amenities at actual construction cost | ' | ' | ' | 35,000,000 | 35,000,000 | ' | ' | ' | ' | ' | ' | ' |
Fair value of obligations | $4,094,000 | $4,094,000 | $4,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of whole-ownership units owned by group of owners who filed lawsuit against multiple parties | ' | ' | ' | ' | ' | ' | ' | 12 | ' | ' | ' | ' |
Number of residential units sold to plaintiffs | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value Measurements | ' | ' |
Carrying amount of debt | $50,507 | $49,268 |
Subsequent_Events_Details
Subsequent Events (Details) (Subsequent event, USD $) | 1 Months Ended |
In Millions, unless otherwise specified | Oct. 31, 2013 |
Subsequent events | ' |
Fund committed toward deferred maintenance at the Kapalua Bay project | $2.40 |
Minimum | ' |
Subsequent events | ' |
Number of non-developer fractional interest owners of the Kapalua Bay project | 70 |
Maximum | ' |
Subsequent events | ' |
Number of days for receipt of release agreements from a minimum of 70 of the non-developer fractional interest owners of the project | '90 days |