Item 1.01 Entry into a Material Definitive Agreement.
On February 23, 2011, Maui Land & Pineapple Company, Inc. (the “Company”) entered into a Third Modification Agreement (the “Third Modification”) with Wells Fargo Bank, National Association (“Wells Fargo”). The Third Modification further amended the terms of the Company’s $30 million revolving line of credit agreement with Wells Fargo, which was modified on December 22, 2010. Significant terms of the Third Modification are as follows:
* Extends the maturity date from May 1, 2012 to May 1, 2013.
* Provides the Company with the option to further extend the maturity date to May 1, 2014, subject to the satisfactory achievement of certain pre-defined conditions as described in the Third Modification.
* Increases the revolving credit commitment from $30 million to $34.5 million and availability under the loan facility from $25 million to $34.5 million.
* Sets forth pre-established minimum release prices for each of the real property parcels pledged as collateral under the credit agreement.
Upon entry into the Third Modification, the maturity date of the Company’s $25 million term loan with American AgCredit, FLCA was automatically extended from May 1, 2012 to May 1, 2013.
In Friday trade, vehicle manufacturers among leaders.
In trading on Friday, vehicle manufacturers shares were relative leaders, up on the day by about 1.6%. Leading the group were shares of Tata Motors, up about 9.5% and shares of Ford Motor up about 2.8% on the day.
Also showing relative strength are real estate shares, up on the day by about 1.6% as a group, led by China Housing & Land Development , trading higher by about 9.4% and Maui Land & Pineapple , trading higher by about 9% on Friday.
An exotic sounding play lumped in with the usually, urban-centric commercial real estate managers, is Maui Land & Pineapple(MLP), the holding company of subsidiaries that engage in agriculture, community development and resort operations in Hawaii. Its shares are up 10% so far this year.
The company, founded in 1909, operates through two segments: an agricultural unit, Maui Pineapple Co. with extensive land holdings; and the developer of the exclusive destination resort property, the Kapalua Resort in Maui, Hawaii.
According to TheStreet’s ratings summary, the one analyst who follows it has a “strong sell.”
After disclosing severe financial constraints at the end of 2009, the company has been in turnaround mode. In the first nine months of 2010, it reported net income of $1.23 per share, compared with a net loss of $92.9 million, or a loss of $11.57 per share, for the first nine months of 2009.
Unknown number of workers at Kapalua golf courses to lose jobs under a new manager
KAPALUA – A number of Maui Land & Pineapple employees will lose their jobs when an independent firm takes over management of the Kapalua Plantation Golf Course and Bay Golf Course at the end of March, the company announced Monday.
In a filing with the Securities and Exchange Commission, ML&P said the total number of employees affected by the turnover is still uncertain, but that it had sent a 60-day layoff notice to workers, in compliance with U.S. labor laws.
There are about 100 ML&P employees working at the two courses, approximately half of the company’s total work force of 200, said Chief Financial Officer Tim Esaki.
Troon Golf, of Scottsdale, Ariz., will take over management of the courses on April 1, the company said.
Esaki said golf course employees were sure to be involved in the change, but “it may affect other employees as well.”
“Troon Golf, assuming the management of the golf course, will have an impact on other areas of our operations, but we’re currently in the process of evaluating what that is,” he said.
ML&P sold its Bay Course last year to TY Management Corp. for $23.6 million, with an agreement to lease back and continue to operate the links until March 31.
TY also purchased the Plantation Course from money-losing ML&P for $50 million cash in 2009, also with a lease-back contract.
The owner of the two Kapalua Resort golf courses on Maui won’t retain Maui Land & Pineapple Co. to manage the facilities after March 31.
Maui Land notified employees last week that they may be terminated as part of the change, though Maui Land said in a statement today that it hasn’t determined how many employees will lose their jobs.
Troon Golf of Scottsdale, Ariz., will assume management of the Kapalua Bay Golf Course and Plantation Course.
Maui Land, in an effort to raise cash and pay down debt, sold both courses over the last two years to an affiliate of Japan-based retailer Fast Retailing Co. Ltd. with agreements to lease back and manage the properties until March 31
Maui Land & Pineapple Co. has filed registration documents to proceed with a previously announced plan to convert some of its debt into equity.
On Thursday, the company said it intends to pursue a rights offering for up to $40 million of its common stock. That means it will offer existing stockholders the right to purchase additional shares in the company, raising money that will be used to pay back lenders.
ML&P said shareholders have already subscribed to $27.5 million of the offering.
If the rights offering is sold out, ML&P will repurchase all of its outstanding senior secured convertible notes – a kind of debt that allows lenders to take what they’re owed in the form of stock, if they’re not paid off in cash.