Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 20, 2016 | |
Entity Registrant Name | MAUI LAND & PINEAPPLE CO INC | |
Entity Central Index Key | 63,330 | |
Trading Symbol | mlp | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 19,003,807 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
CURRENT ASSETS | ||
Cash | $ 772 | $ 1,087 |
Accounts receivable, less allowance of $319 and $194 for doubtful accounts | 2,224 | 1,528 |
Prepaid expenses and other current assets | 131 | 208 |
Assets held for sale | 920 | 262 |
Total current assets | 4,047 | 3,085 |
PROPERTY | 69,056 | 69,126 |
Accumulated depreciation | (37,103) | (36,608) |
Net property | 31,953 | 32,518 |
OTHER ASSETS | ||
Deferred development costs | 8,738 | 9,310 |
Other noncurrent assets | 1,622 | 1,686 |
Total other assets | 10,360 | 10,996 |
TOTAL ASSETS | 46,360 | 46,599 |
CURRENT LIABILITIES | ||
Current portion of long-term debt | 40,565 | 40,565 |
Accounts payable | 871 | 675 |
Payroll and employee benefits | 204 | 396 |
Current portion of accrued retirement benefits | 378 | 378 |
Income taxes payable | 443 | 473 |
Accrued interest | 754 | 645 |
Other current liabilities | 1,363 | 727 |
Total current liabilities | 44,578 | 43,859 |
LONG-TERM LIABILITIES | ||
Accrued retirement benefits | 10,249 | 10,252 |
Deposits | 2,364 | 2,400 |
Deferred revenue | 768 | 811 |
Other noncurrent liabilities | 125 | 216 |
Total long-term liabilities | $ 13,506 | $ 13,679 |
COMMITMENTS AND CONTINGENCIES (Note 11) | ||
STOCKHOLDERS' DEFICIENCY | ||
Common stock--no par value, 43,000,000 shares authorized, 18,928,927 and 18,867,768 shares issued and outstanding | $ 77,948 | $ 77,628 |
Additional paid in capital | 9,246 | 9,246 |
Accumulated deficit | (70,504) | (69,146) |
Accumulated other comprehensive loss | (28,414) | (28,667) |
Total stockholders' deficiency | (11,724) | (10,939) |
TOTAL LIABILITIES & STOCKHOLDERS' DEFICIENCY | $ 46,360 | $ 46,599 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Accounts receivable, allowance | $ 319 | $ 194 |
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 43,000,000 | 43,000,000 |
Common stock, shares issued (in shares) | 18,928,927 | 18,867,768 |
Common stock, shares outstanding (in shares) | 18,928,927 | 18,867,768 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
OPERATING REVENUES | ||
Real estate | $ 168 | $ 112 |
Leasing | 1,615 | 1,415 |
Utilities | 847 | 817 |
Resort amenities and other | 346 | 450 |
Total operating revenues | 2,976 | 2,794 |
OPERATING COSTS AND EXPENSES | ||
Real estate | 300 | 168 |
Leasing | 712 | 532 |
Utilities | 631 | 612 |
Resort amenities and other | 197 | 213 |
General and administrative | 754 | 582 |
Share-based compensation | 380 | 549 |
Depreciation | 495 | 558 |
Pension and other postretirement expenses | 284 | 76 |
Total operating costs and expenses | 3,753 | 3,290 |
OPERATING LOSS | (777) | (496) |
Interest expense | (581) | (597) |
NET LOSS | (1,358) | (1,093) |
Pension, net of income taxes of $0 | 253 | 211 |
COMPREHENSIVE LOSS | $ (1,105) | $ (882) |
--BASIC AND DILUTED (in dollars per share) | $ (0.07) | $ (0.06) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (Parentheticals) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Pension, taxes | $ 0 | $ 0 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Stockholders' Defficiency (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Common Stock [Member] | ||
Balance (in shares) | 18,868 | 18,785 |
Balance | $ 77,628 | $ 77,105 |
Share-based compensation (in shares) | 100 | 104 |
Share-based compensation | $ 503 | $ 645 |
Vested restricted stock issued (in shares) | 8 | 4 |
Vested restricted stock issued | $ 53 | $ 30 |
Shares cancelled to pay tax liability (in shares) | (47) | (46) |
Shares cancelled to pay tax liability | $ (236) | $ (285) |
Balance (in shares) | 18,929 | 18,847 |
Balance | $ 77,948 | $ 77,495 |
Additional Paid-in Capital [Member] | ||
Balance | 9,246 | 9,246 |
Share-based compensation | 53 | 30 |
Vested restricted stock issued | (53) | (30) |
Balance | 9,246 | 9,246 |
Retained Earnings [Member] | ||
Balance | (69,146) | (75,959) |
Net loss | (1,358) | (1,093) |
Balance | (70,504) | (77,052) |
AOCI Attributable to Parent [Member] | ||
Balance | (28,667) | (25,574) |
Other comprehensive income - pension | 253 | 211 |
Balance | (28,414) | (25,363) |
Balance | (10,939) | (15,182) |
Share-based compensation | 556 | 675 |
Shares cancelled to pay tax liability | (236) | (285) |
Other comprehensive income - pension | 253 | 211 |
Net loss | (1,358) | (1,093) |
Balance | $ (11,724) | $ (15,674) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
$ (63) | $ 243 | |
INVESTING ACTIVITIES | ||
Payments for other assets | (16) | |
NET CASH USED IN INVESTING ACTIVITIES | $ (16) | |
FINANCING ACTIVITIES | ||
Proceeds from long-term debt | $ 600 | |
Debt and common stock issuance cost and other | $ (236) | (285) |
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | (236) | 315 |
NET (DECREASE) INCREASE IN CASH | (315) | 558 |
CASH AT BEGINNING OF PERIOD | 1,087 | 415 |
CASH AT END OF PERIOD | 772 | 973 |
Cash paid during the period: | ||
Interest | 420 | 547 |
Income taxes | $ 30 | $ 150 |
Supplemental Non-cash Activitie
Supplemental Non-cash Activities | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Cash Flow, Supplemental Disclosures [Text Block] | SUPPLEMENTAL NON-CASH ACTIVITIES: ● Common stock issued to certain members of the Company’s management totaled $503,000 and $645,000 through March 31, 2016 and 2015, respectively. |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Organization Consolidation and Presentation of Financial Statements Liquidity Disclosure [Text Block] | 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, 2015, and pursuant to the instructions to Form 10-Q and Article 8 promulgated by Regulation S-X of the Securities and Exchange Commission (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 March 31, 2016 and 2015. 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, 2015. LIQUIDITY The Company had outstanding borrowings under two credit facilities totaling $40.6 million as of March 31, 2016. The Company has pledged a significant portion of its real estate holdings as security for borrowings under its credit facilities, limiting its ability to borrow additional funds. The Company’s credit facilities mature on August 1, 2016. Absent the sale of some of its real estate holdings, refinancing, or extending the maturity date of its credit facilities, the Company does not expect to be able to repay its outstanding borrowings on the maturity date. The credit facilities have covenants requiring among other things, a minimum of $3 million in liquidity (as defined), a maximum of $175 million in total liabilities, and a limitation on new indebtedness. The Company’s ability to continue to borrow under its credit facilities to fund its ongoing operations and meet its commitments depends upon its ability to comply with its covenants. If the Company fails to satisfy any of its loan covenants, each lender may elect to accelerate its payment obligations under such lender’s credit agreement. 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 its credit facilities may become immediately due, and it would not have sufficient liquidity to repay such outstanding borrowings. The Company’s credit facilities require that a portion of the proceeds received from the sale of any real estate assets be repaid toward its loans. The amount of proceeds paid to its lenders will reduce the net sale proceeds available for working capital purposes. 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 summarized below in order to continue as a going concern. The accompanying 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. |
Note 2 - Use of Estimates and R
Note 2 - Use of Estimates and Reclassifications | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Use of Estimates and Reclassifications Disclosure [Text Block] | 2. USE OF ESTIMATES AND RECLASSIFICATIONS 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 these estimates. Amounts reflected in interim reports are not necessarily indicative of results for a full year. Certain amounts in the December 31, 2015 condensed consolidated balance sheet and condensed consolidated statement of operations and comprehensive loss for the three months ended March 31, 2015 were reclassified to conform to the presentation for the three months ended March 31, 2016. Such amounts had no impact on total assets and liabilities or net loss and comprehensive loss previously reported. |
Note 3 - Basic and Diluted Shar
Note 3 - Basic and Diluted Shares | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 3. BASIC AND DILUTED SHARES Basic and diluted weighted-average shares outstanding for the three months ended March 31, 2016 and 2015 were as follows: Three Months Ended March 31 , 2016 2015 Basic and diluted 18,903,466 18,220,775 Potentially dilutive 22,604 47,500 Basic net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding. Diluted net income (loss) per share is computed similar to basic net income (loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the dilutive potential 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 insignificant. |
Note 4 - Property
Note 4 - Property | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | 4 . PROPERTY Property at March 31, 2016 and December 31, 2015 consisted of the following: March 31, 2016 December 31, 2015 (in thousands) Land $ 5,063 $ 5,133 Land improvements 19,687 19,687 Buildings 32,589 32,589 Machinery and equipment 11,717 11,717 Total property 69,056 69,126 Less accumulated depreciation 37,103 36,608 Net property $ 31,953 $ 32,518 Land Most of the Company’s 23,000 acres of land were acquired between 1911 and 1932 and is carried in its balance sheets at cost. Approximately 21,000 acres of land are located in West Maui and comprise a largely contiguous parcel that extends from the shoreline to an elevation of approximately 5,700 feet. This parcel includes approximately 900 acres within the Kapalua Resort’s 3,000 acres. The Company’s remaining 2,000 acres of land are located in Upcountry Maui in an area commonly known as Haliimaile and are mainly comprised of leased agricultural fields, including processing and maintenance facilities. Land Improvements Land improvements are comprised primarily of roads, utilities, and landscaping infrastructure improvements at the Kapalua Resort. Also included is the Company’s potable and non-potable water systems in West Maui. The majority of the Company’s land improvements were constructed and placed in service in the mid-to-late 1970’s. Depreciation expense would be considerably higher if these assets were stated at current replacement cost. Buildings Buildings are comprised of restaurant, retail and light industrial spaces located at the Kapalua Resort and Haliimaile which are used in the Company’s leasing operations. The majority of the buildings were constructed and placed in service in the mid-to-late 1970’s. Depreciation expense would be considerably higher if these assets were stated at current replacement cost. Machinery and Equipment Machinery and equipment are mainly comprised of zipline course equipment installed in 2008 at the Kapalua Resort and used in the Company’s leasing operations. Also included are machinery and equipment used in the Company’s utilities operations. |
Note 5 - Assets Held for Sale a
Note 5 - Assets Held for Sale and Real Estate Sales | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Assets Held-for-Sale and Real Estate Sales Disclosure [Text Block] | 5 . ASSETS HELD FOR SALE AND REAL ESTATE SALES Assets held for sale at March 31, 2016 and December 31, 2015 consisted of the following: March 31, 2016 December 31, (in thousands) Upcountry Maui, 630-acre parcel of agricultural land $ 147 $ 147 Upcountry Maui, 80-acre parcel of agricultural land and wastewater treatment facility 45 45 West Maui, 5-acre fully entitled, 42-unit workforce housing project 87 70 West Maui, 304-acre working-class community project 641 - Assets held for sale $ 920 $ 262 In March 2016, the Company entered into a contract sales agreement to sell the West Maui, 304-acre workingclass community project, commonly referred to as Pulelehua, for $15 million. The sales agreement provides the buyer with a 90-day due diligence period to inspect and investigate the property, followed by a 15-day closing period. The property is held as collateral under the Company’s American AgCredit term loan and proceeds from the sale will be applied toward retiring the loan. |
Note 6 - Long-term Debt
Note 6 - Long-term Debt | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 6. LONG-TERM DEBT Long-term debt at March 31, 2016 and December 31, 2015 consisted of the following: March 31 , 6 December 31, (in thousands) Wells Fargo revolving line of credit, 4.00% $ 25,868 $ 25,868 American AgCredit term loan, 7.00% 14,697 14,697 Total 40,565 40,565 Less current portion 40,565 40,565 Long-term debt $ - $ - WELLS FARGO The Company has a $25.9 million revolving line of credit with Wells Fargo Bank, National Association that matures on August 1, 2016. Interest on borrowings is at LIBOR plus 3.65% and the line of credit is collateralized by approximately 850 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. AMERICAN AGCREDIT The Company has a term loan with an outstanding principal balance of $14.7 million with American AgCredit, FLCA that matures on August 1, 2016. Interest on the loan is based on the greater of 7.00% or the 30-day LIBOR rate plus 6.75%. Interest on the loan balance decreases by 1.25% if the loan balance is reduced below $10 million and an additional 1.25% if the loan balance is reduced below $5 million. Interest is paid monthly at the greater of 5.50% or LIBOR plus 5.25%, with the remaining amount deferred until the maturity date. The loan is collateralized by approximately 3,700 acres of the Company’s real estate holdings in West Maui and Upcountry Maui and a pledge of the Company’s 100% equity interests in the Kapalua Water Company, Ltd. and the Kapalua Waste Treatment Company, Ltd. 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 $3 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 mandatory principal repayments of 75% of the net proceeds from the sale of non-collateralized real property. The Company has until June 15, 2016 to deliver: (a) a refinancing loan commitment, (b) escrowed real estate sales contracts, (c) a filed registration statement for an equity offering, or a combination thereof, in an amount sufficient to repay the outstanding balance of the term loan on the maturity date. FIRST HAWAIIAN BANK The Company has a $3.5 million revolving line of credit with First Hawaiian Bank that matures on August 1, 2016. Interest on borrowings is at the bank’s Prime Rate and the line of credit is collateralized by the 1-acre Honolua Store property in 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. There are no commitment fees on the unused portion of the revolving facility. As of March 31, 2016, the Company believes it is in compliance with the covenants under its Wells Fargo, American AgCredit and First Hawaiian Bank credit facilities. |
Note 7 - Share-based Compensati
Note 7 - Share-based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 7 . SHARE-BASED COMPENSATION The Company’s non-employee directors, officers and certain members of management receive a portion of their compensation in shares of the Company’s common stock granted under the Maui Land & Pineapple Company, Inc. 2006 Equity and Incentive Award Plan (2006 Plan). Share-based compensation is valued based on the average of the high and low share price on the date of grant. Shares are issued upon execution of agreements reflecting the grantee’s acceptance of the respective shares subject to the terms and conditions of the 2006 Plan. Restricted shares issued under the 2006 Plan vest quarterly and have voting and regular dividend rights but cannot be disposed of until such time as they are vested. All unvested restricted shares are forfeited upon the grantee’s termination of directorship or employment from the Company. Each of the Company’s non-employee directors receive restricted shares of common stock upon their annual appointment to the Company’s board of directors. Share-based compensation totaled $53,000 and $30,000 for the three months ended March 31, 2016 and 2015, respectively, for vesting of restricted shares granted to the Company’s non-employee directors. The Company’s officers and certain members of management receive share-based compensation based on their achievement of certain predefined performance goals and objectives under an incentive compensation plan. Such share-based compensation is comprised of an annual incentive paid in shares of common stock and a long-term incentive paid in restricted shares vesting quarterly over a period of three years. Share-based compensation totaled $380,000 and $549,000 for the three months ended March 31, 2016 and 2015, respectively, for shares issued and the vesting of restricted shares granted to the Company’s officers and certain members of management. |
Note 8 - Accrued Retirement Ben
Note 8 - Accrued Retirement Benefits | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | 8 . ACCRUED RETIREMENT BENEFITS Accrued retirement benefits at March 31, 2016 and December 31, 2015 consisted of the following: March 31 December 31, 2016 2015 (in thousands) Defined Benefit Pension Plans $ 6,268 $ 6,264 Supplemental Executive Retirement Plan 4,164 4,154 Deferred Compensation Plan 195 212 Total 10,627 10,630 Less current portion (378 ) (378 ) Non-current portion of accrued retirement benefits $ 10,249 $ 10,252 The net periodic benefit costs for pension and postretirement benefits for the three months ended March 31, 2016 and 2015 were as follows: Three Months Ended March 31, 2016 2015 (in thousands) Interest cost $ 708 $ 691 Expected return on plan assets (677 ) (826 ) Recognized actuarial loss 253 211 Pension and other postretirement expenses $ 284 $ 76 |
Note 9 - Income Taxes
Note 9 - Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 9 . INCOME TAXES The Company’s effective tax rate for 2016 and 2015 reflects the recognition of expected federal alternative minimum tax liabilities and interim period tax benefits and changes to its 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. |
Note 10 - Reportable Operating
Note 10 - Reportable Operating Segments | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 10 . REPORTABLE OPERATING SEGMENTS The Company’s reportable operating segments are comprised of the discrete business units whose operating results are regularly reviewed by the Company’s Chief Executive Officer – its chief decision maker – in assessing performance and determining the allocation of resources. The Company’s reportable operating segments are as follows: • Real Estate – includes land planning and entitlement, development and sales activities. This segment also includes the operations of Kapalua Realty Company Ltd., a general brokerage real estate company located within the Kapalua Resort. • Leasing – includes residential, resort, commercial, industrial and agricultural land and property leases, licensing of the Company’s registered trademarks and trade names, and stewardship and conservation efforts. • Utilities – includes the operations of the Company’s two Hawaii Public Utilities Commision-regulated subsidiaries which provide potable and non-potable water and wastewater transmission services to the Kapalua Resort. In addition, this segment also includes management of ditch, reservoir and well systems which provide non-potable irrigation water systems in West and Upcountry Maui. • Resort Amenities – include the operations of the Kapalua Club, a private, non-equity club providing its members special programs, access and other privileges at certain of the amenities at the Kapalua Resort including a 30,000 square foot full-service spa and a private pool-side dining beach club. The Company’s reportable operating segment results are measured based on operating income (loss), exclusive of interest, depreciation, general and administrative, share-based compensation, pension and other post retirement expenses. Reportable operating segment revenues and income (loss) for the three months ended March 31, 2016 and 2015 were as follows: Three Months Ended March 31, 2016 2015 (in thousands) Operating Segment Revenues Real estate $ 168 $ 112 Leasing 1,615 1,415 Utilities 847 817 Resort amenities and other 346 450 Total Operating Segment Revenues $ 2,976 $ 2,794 Operating Segment Income (Loss) Real estate $ (132 ) $ (56 ) Leasing 903 883 Utilities 216 205 Resort amenities and other 149 237 Total Operating Segment Income $ 1,136 $ 1,269 |
Note 11 - Commitments and Conti
Note 11 - Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 1 1 . C OMMITMENTS AND CONTINGENCIES There have been no changes in the status of commitments and contingencies as reported in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015. 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 results of operations. |
Note 12 - Fair Value Measuremen
Note 12 - Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Fair Value, Measurement Inputs, Disclosure [Text Block] | 12 . F AIR 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 March 31, 2016 and December 31, 2015 was $40.6 million, which approximated fair value. The fair value of debt has been classified in the level 2 category. |
Note 13 - New Accounting Pronou
Note 13 - New Accounting Pronoucements | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | 13 . NEW ACCOUNTING PRONOUNCEMENTS In February 2016, the Financial Accounting Standards Board issued ASU No. 2016-02, Leases. This ASU affects the recognition of lease assets and lease liabilities by lessees for leases classified as operating leases under GAAP. This ASU will be effective for fiscal years beginning after December 15, 2018 for public entities, not-for-profit entities that have issued securities that are traded, listed or quoted on an exchange, and for employee benefit plans that file financial statements with the SEC. The adoption of this guidance will not have a material impact on the Company’s financial statements. In March 2016, the Financial Accounting Standards Board issued ASU No. 2016-08, Revenue from Contracts with Customers. This ASU clarifies the implementation guidance on principal versus agent considerations. This ASU will be effective for annual reporting periods beginning after December 15, 2017 for public business entities, certain not-for-profit entities, and certain employee benefit plans. The Company is in the process of assessing the impact of ASU No. 2016-08 on its financial statements. In March 2016, the Financial Accounting Standards Board issued ASU No. 2016-09, Compensation-Stock Compensation. This ASU simplifies the accounting for share-based payment transactions, including income taxes, classification of awards, and classification on the statement of cash flows. This ASU will be effective for annual periods beginning after December 15, 2016 for public business entities and after December 15, 2017 for all other entities. The Company is in the process of assessing the impact of ASU No. 2016-09 on its financial statements. In April 2016, the Financial Accounting Standards Board issued ASU No. 2016-10, Revenue from Contracts with Customers. This ASU clarifies the guidance on identifying performance obligations and licensing. This ASU will be effective for annual reporting periods beginning after December 15, 2017 for public business entities, certain not-for-profit entities, and certain employee benefit plans. The Company is in the process of assessing the impact of ASU No. 2016-10 on its financial statements. |
Note 3 - Basic and Diluted Sh22
Note 3 - Basic and Diluted Shares (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months Ended March 31 , 2016 2015 Basic and diluted 18,903,466 18,220,775 Potentially dilutive 22,604 47,500 |
Note 4 - Property (Tables)
Note 4 - Property (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | March 31, 2016 December 31, 2015 (in thousands) Land $ 5,063 $ 5,133 Land improvements 19,687 19,687 Buildings 32,589 32,589 Machinery and equipment 11,717 11,717 Total property 69,056 69,126 Less accumulated depreciation 37,103 36,608 Net property $ 31,953 $ 32,518 |
Note 5 - Assets Held for Sale24
Note 5 - Assets Held for Sale and Real Estate Sales (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Disclosure of Long Lived Assets Held-for-sale [Table Text Block] | March 31, 2016 December 31, (in thousands) Upcountry Maui, 630-acre parcel of agricultural land $ 147 $ 147 Upcountry Maui, 80-acre parcel of agricultural land and wastewater treatment facility 45 45 West Maui, 5-acre fully entitled, 42-unit workforce housing project 87 70 West Maui, 304-acre working-class community project 641 - Assets held for sale $ 920 $ 262 |
Note 6 - Long-term Debt (Tables
Note 6 - Long-term Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | March 31 , 6 December 31, (in thousands) Wells Fargo revolving line of credit, 4.00% $ 25,868 $ 25,868 American AgCredit term loan, 7.00% 14,697 14,697 Total 40,565 40,565 Less current portion 40,565 40,565 Long-term debt $ - $ - |
Note 8 - Accrued Retirement B26
Note 8 - Accrued Retirement Benefits (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Defined Benefit Plans Disclosures [Table Text Block] | March 31 December 31, 2016 2015 (in thousands) Defined Benefit Pension Plans $ 6,268 $ 6,264 Supplemental Executive Retirement Plan 4,164 4,154 Deferred Compensation Plan 195 212 Total 10,627 10,630 Less current portion (378 ) (378 ) Non-current portion of accrued retirement benefits $ 10,249 $ 10,252 |
Schedule of Net Benefit Costs [Table Text Block] | Three Months Ended March 31, 2016 2015 (in thousands) Interest cost $ 708 $ 691 Expected return on plan assets (677 ) (826 ) Recognized actuarial loss 253 211 Pension and other postretirement expenses $ 284 $ 76 |
Note 10 - Reportable Operatin27
Note 10 - Reportable Operating Segments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended March 31, 2016 2015 (in thousands) Operating Segment Revenues Real estate $ 168 $ 112 Leasing 1,615 1,415 Utilities 847 817 Resort amenities and other 346 450 Total Operating Segment Revenues $ 2,976 $ 2,794 Operating Segment Income (Loss) Real estate $ (132 ) $ (56 ) Leasing 903 883 Utilities 216 205 Resort amenities and other 149 237 Total Operating Segment Income $ 1,136 $ 1,269 |
Supplemental Non-cash Activit28
Supplemental Non-cash Activities (Details Textual) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Stock Issued | $ 503,000 | $ 645,000 |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation (Details Textual) $ in Millions | Mar. 31, 2016USD ($) |
Minimum [Member] | |
Debt Instrument, Covenant Required Liquidity | $ 3 |
Maximum [Member] | |
Debt Instrument, Covenant Required Liquidity | 175 |
Long-term Line of Credit | $ 40.6 |
Note 3 - Antidilutive Securitie
Note 3 - Antidilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Basic and diluted (in shares) | 18,903,466 | 18,220,775 |
Potentially dilutive (in shares) | 22,604 | 47,500 |
Note 4 - Property (Details Text
Note 4 - Property (Details Textual) - Land [Member] | 3 Months Ended |
Mar. 31, 2016a | |
West Maui [Member] | Kapalua Resort [Member] | |
Area of Land | 3,000 |
Area of Land Designated | 900 |
West Maui [Member] | |
Area of Land | 21,000 |
Area of Elevation from Sea | 5,700 |
Upcountry Maui [Member] | |
Area of Land | 2,000 |
Area of Land | 23,000 |
Note 4 - Property (Details)
Note 4 - Property (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Land [Member] | ||
Property, plant, and equipment, gross | $ 5,063 | $ 5,133 |
Land Improvements [Member] | ||
Property, plant, and equipment, gross | 19,687 | 19,687 |
Building [Member] | ||
Property, plant, and equipment, gross | 32,589 | 32,589 |
Machinery and Equipment [Member] | ||
Property, plant, and equipment, gross | 11,717 | 11,717 |
Property, plant, and equipment, gross | 69,056 | 69,126 |
Less accumulated depreciation | 37,103 | 36,608 |
Net property | $ 31,953 | $ 32,518 |
Note 5 - Assets Held for Sale33
Note 5 - Assets Held for Sale and Real Estate Sales (Details Textual) - West Maui [Member] - Working-class Community Project [Member] $ in Millions | 1 Months Ended | |
Mar. 31, 2016USD ($)a | Dec. 31, 2015a | |
Closing Period | 15 days | |
Area of Real Estate Property | a | 304 | |
Disposal Group, Including Discontinued Operation, Consideration | $ | $ 15 | |
Due Diligence, Period | 90 days |
Note 5 -Assets Held for Sale an
Note 5 -Assets Held for Sale and Real Estate Sales - Assets Held for Sale (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Upcountry Maui [Member] | 630-Acre Parcel Of Agricultural Land [Member] | ||
Assets held for sale | $ 147 | $ 147 |
Upcountry Maui [Member] | Agricultural Land and Wastewater Treatment Facility [Member] | ||
Assets held for sale | 45 | 45 |
West Maui [Member] | Five Acre Fully Entitled, 42-unit Workforce Housing Project [Member] | ||
Assets held for sale | 87 | $ 70 |
West Maui [Member] | Working-class Community Project [Member] | ||
Assets held for sale | 641 | |
Assets held for sale | $ 920 | $ 262 |
Note 5 -Assets Held for Sale 35
Note 5 -Assets Held for Sale and Real Estate Sales - Assets Held for Sale (Details) (Parentheticals) - a | Mar. 31, 2016 | Dec. 31, 2015 |
630-Acre Parcel Of Agricultural Land [Member] | Upcountry Maui [Member] | ||
Area of Real Estate Property | 630 | 630 |
Agricultural Land and Wastewater Treatment Facility [Member] | Upcountry Maui [Member] | ||
Area of Real Estate Property | 80 | 80 |
Five Acre Fully Entitled, 42-unit Workforce Housing Project [Member] | West Maui [Member] | ||
Area of Real Estate Property | 5 | |
Working-class Community Project [Member] | West Maui [Member] | ||
Area of Real Estate Property | 304 |
Note 6 - Long-term Debt (Detail
Note 6 - Long-term Debt (Details Textual) | 3 Months Ended | |
Mar. 31, 2016USD ($)a | Dec. 31, 2015USD ($) | |
Wells Fargo Revolving Loans [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 3.65% | |
Wells Fargo Revolving Loans [Member] | Minimum [Member] | ||
Debt Instrument, Covenant Required Liquidity | $ 3,000,000 | |
Wells Fargo Revolving Loans [Member] | Maximum [Member] | ||
Debt Instrument Covenant Required Liabilities | 175,000,000 | |
Wells Fargo Revolving Loans [Member] | ||
Line of Credit Facility, Commitment Fee Amount | 0 | |
Line of Credit Facility, Maximum Borrowing Capacity | 25,900,000 | |
Long-term Debt | 25,868,000 | $ 25,868,000 |
Debt Instrument, Interest Rate, Stated Percentage | 4.00% | |
First Hawaiian Bank Revolving Line of Credit [Member] | Minimum [Member] | ||
Debt Instrument, Covenant Required Liquidity | 3,000,000 | |
First Hawaiian Bank Revolving Line of Credit [Member] | Maximum [Member] | ||
Debt Instrument Covenant Required Liabilities | 175,000,000 | |
First Hawaiian Bank Revolving Line of Credit [Member] | ||
Line of Credit Facility, Commitment Fee Amount | 0 | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,500,000 | |
American Ag Credit Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Interest Paid Monthly [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 5.25% | |
American Ag Credit Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 6.75% | |
American Ag Credit Term Loan [Member] | Minimum [Member] | ||
Debt Instrument, Covenant Required Liquidity | $ 3,000,000 | |
American Ag Credit Term Loan [Member] | Maximum [Member] | ||
Debt Instrument Covenant Required Liabilities | $ 175,000,000 | |
Debt Instrument, Mandatory Principal Repayments as Percentage Net Proceeds of Sale of Non Collateralized Real Property | 75.00% | |
American Ag Credit Term Loan [Member] | Maximum Balance for a 1.25% Decrease [Member] | ||
Debt Instrument, Interest Rate, Increase (Decrease) | (1.25%) | |
Debt Instrument, Maximum Amount of Principal Balance Triggering Reduction in Interest Rate | $ 10,000,000 | |
American Ag Credit Term Loan [Member] | Maximum Balance for an Additional 1.25% Decrease [Member] | ||
Debt Instrument, Interest Rate, Increase (Decrease) | (1.25%) | |
Debt Instrument, Maximum Amount of Principal Balance Triggering Reduction in Interest Rate | $ 5,000,000 | |
American Ag Credit Term Loan [Member] | Interest Paid Monthly [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | |
American Ag Credit Term Loan [Member] | ||
Long-term Debt | $ 14,697,000 | $ 14,697,000 |
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | 7.00% |
Pledged Assets not Separately Reported Area of Real Estate | a | 3,700 | |
Debt Instrument, Mandatory Principal Repayments as Percentage Net Proceeds of Sale of Real Estate Property Pledged as Collateral | 100.00% | |
Minimum [Member] | ||
Debt Instrument, Covenant Required Liquidity | $ 3,000,000 | |
Maximum [Member] | ||
Debt Instrument, Covenant Required Liquidity | 175,000,000 | |
Long-term Debt | $ 40,565,000 | $ 40,565,000 |
Note 6 - Summary of Long-term D
Note 6 - Summary of Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Wells Fargo Revolving Loans [Member] | ||
Long-term Debt | $ 25,868 | $ 25,868 |
American Ag Credit Term Loan [Member] | ||
Long-term Debt | 14,697 | 14,697 |
Long-term Debt | 40,565 | 40,565 |
Less current portion | $ 40,565 | $ 40,565 |
Long-term debt |
Note 6 - Summary of Long-term38
Note 6 - Summary of Long-term Debt (Details) (Parentheticals) | Mar. 31, 2016 | Dec. 31, 2015 |
Wells Fargo Revolving Loans [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 4.00% | |
American Ag Credit Term Loan [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | 7.00% |
Note 7 - Share-based Compensa39
Note 7 - Share-based Compensation (Details Textual) - Restricted Stock [Member] - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Non-Employee Directors [Member] | ||
Allocated Share-based Compensation Expense | $ 53,000 | $ 30,000 |
Management [Member] | ||
Allocated Share-based Compensation Expense | $ 380,000 | $ 549,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years |
Note 8 - Accrued Retirement B40
Note 8 - Accrued Retirement Benefits (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Pension Plan [Member] | ||
Accrued retirement benefits | $ 6,268 | $ 6,264 |
Supplemental Employee Retirement Plan [Member] | ||
Accrued retirement benefits | 4,164 | 4,154 |
Deferred Compensation Plan [Member] | ||
Accrued retirement benefits | 195 | 212 |
Accrued retirement benefits | 10,627 | 10,630 |
Less current portion | 378 | 378 |
Non-current portion of accrued retirement benefits | $ 10,249 | $ 10,252 |
Note 8 - Net Periodic Cost (Det
Note 8 - Net Periodic Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Interest cost | $ 708 | $ 691 |
Expected return on plan assets | (677) | (826) |
Recognized actuarial loss | 253 | 211 |
Pension and other postretirement expenses | $ 284 | $ 76 |
Note 10 - Financial Results for
Note 10 - Financial Results for Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Real Estate Segment [Member] | Operating Segments [Member] | ||
Operating Segment Revenues | ||
Operating Revenues | $ 168 | $ 112 |
Operating Segment Income (Loss) | ||
Operating Income (Loss) | (132) | (56) |
Leasing Segment [Member] | Operating Segments [Member] | ||
Operating Segment Revenues | ||
Operating Revenues | 1,615 | 1,415 |
Operating Segment Income (Loss) | ||
Operating Income (Loss) | 903 | 883 |
Utilities Segment [Member] | Operating Segments [Member] | ||
Operating Segment Revenues | ||
Operating Revenues | 847 | 817 |
Operating Segment Income (Loss) | ||
Operating Income (Loss) | 216 | 205 |
Resort Amenities Segment [Member] | Operating Segments [Member] | ||
Operating Segment Revenues | ||
Operating Revenues | 346 | 450 |
Operating Segment Income (Loss) | ||
Operating Income (Loss) | 149 | 237 |
Operating Segments [Member] | ||
Operating Segment Revenues | ||
Operating Revenues | 2,976 | 2,794 |
Operating Segment Income (Loss) | ||
Operating Income (Loss) | 1,136 | 1,269 |
Operating Revenues | 2,976 | 2,794 |
Operating Income (Loss) | $ (777) | $ (496) |
Note 12 - Fair Value Measurem43
Note 12 - Fair Value Measurements (Details Textual) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Long-term Debt | $ 40,565 | $ 40,565 |