MAUI LAND & PINEAPPLE CO INC – 10-Q – 20101102 – FORM

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview of the Company

MAUI LAND &amp Pineapple Company, Inc. is a Hawaii corporation and the successor to a business organized in 1909. We are a landholding company. Our principal subsidiary is Kapalua Land Company, Ltd., the operator and developer of Kapalua Resort, a master-planned community in West Maui. Our reportable operating segments are Resort and Community Development. In December 2009, all of our Agriculture segment operations were ceased and the segment is reported as discontinued operations.

ML&P still pushing for Pulelehua

LAHAINA – Maui Land & Pineapple Co. executives told Maui County Council members Wednesday night that the bad days are behind them and as soon as the housing market shows firm signs of improvement, they will be ready to move forward with long-planned developments, such as Pulelehua.

But first, they need the county to give them the land entitlements, said Ryan Churchill, ML&P president and chief operating officer.

However, Churchill was met with some skeptical members of the council’s Land Use Committee. Council Chairman Danny Mateo and Vice Chairman Mike Molina both pointed out that they went out on a limb five years ago to grant ML&P’s Kapalua Mauka development all the zoning and other land classification requirements it needed to move forward, but not one shovel of dirt has been turned on the project.

ML&P nears deal to pay off $40 million debt

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Maui Land & Pineapple Co. has completed definitive agreements with all holders of $40 million of its debt to repurchase the notes.

In a filing with the Securities and Exchange Commission Tuesday, the company said it had reached agreement with the last remaining noteholders on July 22. It had earlier stated that four-fifths of the creditors had agreed to the deal.

As a result, debt-laden ML&P hopes to retire a large chunk of its obligations that otherwise would have required it to go to financial markets to refinance the $40 million as early as next year. Considering the company’s money-losing status, refinancing would have been difficult and expensive.

Inability to replace the debt with new debt or retire it could have triggered incidents of default with other corporate loans.

In May, the board of directors authorized an additional 20 million shares to be offered to the creditors.

ML&P plan to raise money, pay down debt – The Maui News

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Company seeking approval to nearly double common stocks

By GREG WILES, The Honolulu Advertiser

Maui Land & Pineapple Co. is seeking shareholder approval to almost double the amount of its authorized common stock as it contemplates financing alternatives to pay down debt and raise money.

The company is proposing increasing the authorized shares to 43 million from the current 23 million, according to proxy material filed with the U.S. Securities and Exchange Commission.

The proposed increase comes after the company reported losses totaling $202.7 million during the past two years and the exit from the pineapple business on which it was built.

Maui Land had previously noted that it might have to sell shares as it looked to generate additional cash, use stock in compensation plans and make acquisitions.

"Our cash outlook for the next 12 months and ability to continue to meet our financial covenants under our credit facilities is highly dependent on generating additional capital, including the sale of equity," said the filing.

The filing said the company has no definite plans for the shares should they be authorized, but that it may need to sell shares in excess of its current authorized number.

This would be needed to facilitate meeting obligations as well as its ability to redeem $40 million of convertible notes that become redeemable in July 2011.

Maui Land’s annual shareholders meeting is scheduled for 8:30 a.m. May 13 at the Kapalua Village Center in West Maui.