SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended SEPTEMBER 30, 1998
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-6510
MAUI LAND & PINEAPPLE COMPANY, INC.
(Exact name of registrant as specified in its charter)
HAWAII 99-0107542
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
P. O. BOX 187, KAHULUI, MAUI, HAWAII 96733-6687
(Address of principal executive offices)
Registrant's telephone number, including area code: (808) 877-3351
NONE
Former name, former address and former fiscal year, if changed
since last report
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [x]No [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding at November 6, 1998
Common Stock, no par value 7,188,500 shares
MAUI LAND & PINEAPPLE COMPANY, INC.
AND SUBSIDIARIES
INDEX
Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheets,
September 30, 1998 (Unaudited) and December 31, 1997 3
Condensed Statements of Operations and Retained Earnings,
Three Months Ended September 30, 1998 and 1997 (Unaudited) 4
Condensed Statements of Operations and Retained Earnings,
Nine Months Ended September 30, 1998 and 1997 (Unaudited) 5
Condensed Statements of Cash Flows,
Nine Months Ended September 30, 1998 and 1997 (Unaudited) 6
Notes to Condensed Financial Statements (Unaudited) 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 6. Exhibits and Reports on Form 8-K 13
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES
CONDENSED BALANCE SHEETS
Unaudited
9/30/98 12/31/97
(Dollars in Thousands)
ASSETS
Current Assets
Cash $ 570 $ 1,611
Accounts and notes receivable 16,705 12,748
Inventories 20,917 18,713
Other current assets 4,033 4,076
Total current assets 42,225 37,148
Property 206,490 200,504
Accumulated depreciation (118,540) (112,457)
Property - net 87,950 88,047
Other Assets 9,904 9,519
Total 140,079 134,714
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Current portion of long-term debt and
capital lease obligations 6,484 3,052
Trade accounts payable 4,722 6,166
Other current liabilities 6,633 7,647
Total current liabilities 17,839 16,865
Long-Term Liabilities
Long-term debt and capital lease obligations 32,441 29,435
Accrued retirement benefits 22,169 21,571
Equity in losses of joint venture 7,560 6,655
Other long-term liabilities 956 1,292
Total long-term liabilities 63,126 58,953
Stockholders' Equity
Common stock, no par value - 7,200,000 shares
authorized, 7,188,500 issued and outstanding 12,318 12,318
Retained earnings 46,796 46,578
Stockholders' equity 59,114 58,896
Total $140,079 $ 134,714
See accompanying Notes to Condensed Financial Statements.
MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES
CONDENSED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
(UNAUDITED)
Three Months Ended
9/30/98 9/30/97
(Dollars in Thousands
Except Share Amounts)
Revenues
Net sales $30,717 $29,082
Operating income 6,890 7,088
Other income 100 1,206
Total Revenues 37,707 37,376
Costs and Expenses
Cost of goods sold 21,458 20,887
Operating expenses 6,447 6,722
Shipping and marketing 4,437 3,705
General and administrative 3,758 3,541
Equity in losses of joint ventures 167 263
Interest 793 799
Total Costs and Expenses 37,060 35,917
Income Before Income Taxes 647 1,459
Income Tax Expense 246 499
Net Income 401 960
Retained Earnings, Beginning of Period 46,395 47,376
Retained Earnings, End of Period 46,796 48,336
Per Common Share
Net income $ .06 $ .13
See accompanying Notes to Condensed Financial Statements.
MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES
CONDENSED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
(UNAUDITED)
Nine Months Ended
9/30/98 9/30/97
(Dollars in Thousands
Except Share Amounts)
Revenues
Net sales $73,138 $72,551
Operating income 22,298 20,937
Other income 876 5,886
Total Revenues 96,312 99,374
Costs and Expenses
Cost of goods sold 50,860 51,300
Operating expenses 19,449 19,452
Shipping and marketing 11,605 10,516
General and administrative 10,926 11,005
Equity in losses of joint ventures 814 776
Interest 2,301 2,230
Total Costs and Expenses 95,955 95,279
Income Before Income Taxes 357 4,095
Income Tax Expense 139 1,474
Net Income 218 2,621
Retained Earnings, Beginning of Period 46,578 45,715
Retained Earnings, End of Period 46,796 48,336
Per Common Share
Net income $ .03 $ .36
See accompanying Notes to Condensed Financial Statements.
MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Nine Months Ended
9/30/98 9/30/97
(Dollars in Thousands)
Net Cash Used in Operating Activities $ (933) $(7,189)
Investing Activities
Purchases of property (5,354) (6,684)
Proceeds from disposal of property 601 5,339
Contributions to joint ventures (275) (1,145)
Distributions from joint venture -- 1,950
Other (1,518) (1,489)
Net Cash Used in Investing Activities (6,546) (2,029)
Financing Activities
Payments of long-term debt and capital
lease obligations (6,662) (8,470)
Proceeds from long-term debt 13,100 18,205
Net Cash Provided by Financing Activities 6,438 9,735
Net Increase (Decrease) in Cash (1,041) 517
Cash at Beginning of Period 1,611 453
Cash at End of Period $ 570 $ 970
Supplemental Disclosure and Cash Flow Information - Interest (net
of amounts capitalized) of $2,727,000 and $2,848,000 was paid
during the nine months ended September 30, 1998 and 1997,
respectively. Income taxes of $516,000 and $110,000 were paid
during the nine months ended September 30, 1998 and 1997,
respectively. Capital lease obligations of $740,000 were
incurred during the nine months ended September 30, 1997.
See accompanying Notes to Condensed Financial Statements.
MAUI LAND & PINEAPPLE COMPANY, INC. AND SUBSIDIARIES
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
1. In the opinion of management, the accompanying condensed
financial statements contain all normal and recurring adjustments
necessary to present a fair statement of financial position and
results of operations for the interim periods ended September 30,
1998 and 1997.
2. The Company's reports for interim periods utilize numerous
estimates of production, general and administrative expenses, and
other costs for the full year. Consequently, amounts in the
interim reports are not necessarily indicative of results for the
full year.
3. The effective tax rate for 1998 and 1997 differs from the
statutory federal rate of 34% primarily because of the state tax
provision and refundable state tax credits.
4. Accounts and notes receivable are reflected net of allowance
for doubtful accounts of $623,000 and $567,000 at September 30,
1998 and December 31, 1997, respectively.
5. Inventories as of September 30, 1998 and December 31, 1997
were as follows (in thousands):
9/30/98 12/31/97
Pineapple products
Finished goods $ 8,595 $ 8,977
Work in progress 2,283 823
Raw materials 2,210 1,325
Real estate held for sale 1,460 1,349
Merchandise, materials and supplies 6,369 6,239
Total Inventories $20,917 $18,713
6. Business Segment Information (in thousands):
Three Months Ended Nine Months Ended
September 30 September 30
1998 1997 1998 1997
Revenues
Pineapple $ 28,235 $ 26,493 $ 65,261 $ 64,912
Resort 8,472 8,680 27,908 30,070
Commercial
& Property 1,000 2,191 3,127 4,369
Corporate -- 12 16 23
Total revenues 37,707 37,376 96,312 99,374
Operating profit (loss)
Pineapple 2,015 2,210 2,608 3,217
Resort 361 173 3,155 5,567
Commercial
& Property 83 1,060 (29) 851
Total operating
profit 2,459 3,443 5,734 9,635
Corporate
expenses - net (1,019) (1,185) (3,076) (3,310)
Interest expense (793) (799) (2,301) (2,230)
Income tax
expense (246) (499) (139) (1,474)
Net income $ 401 $ 960 $ 218 $ 2,621
7. Average common shares outstanding for the interim periods
ended September 30, 1998 and 1997 were 7,188,500.
On May 1, 1998, the Company effected a four-for-one split of
its common stock. All references to the number of shares of
common stock and per share amounts have been restated to
reflect the split.
8. Certain prior period amounts have been restated to conform
to the current presentation.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
RESULTS OF OPERATIONS
Consolidated
Consolidated net income for the third quarter of 1998 was
$401,000 compared to $960,000 for the third quarter of 1997.
Revenues for the third quarter of 1998 were 1% higher than the
third quarter of 1997.
For the first nine months of 1998, the Company had net income of
$218,000 compared to net income of $2.6 million for the first
nine months of 1997. Revenues of $96 million for the first nine
months of 1998 were 3% lower than the same period in 1997.
The reduction in net income for the third quarter and first nine
months of 1998 compared to the same periods in 1997 largely
reflect differences in net profits from land sales. Net income
for the third quarter of 1997 included approximately $650,000
from land sales in the Company's Commercial & Property segment.
Land sales were responsible for approximately $140,000 and $3.3
million, respectively, of net income for the first nine months of
1998 and 1997.
Interest expense was 1% lower for the third quarter and 3% higher
for the first nine months of 1998 compared to the same periods in
1997 primarily as a result of differences in the average
borrowing levels. Average interest rates were approximately the
same in 1998 and 1997.
General and administrative expenses were 6% higher for the third
quarter and 1% lower for the first nine months of 1998 compared
to the same periods in 1997. The increase in general and
administrative expenses for the third quarter of 1998 is
primarily due to charges in September of 1998 for pension and
other postretirement expenses related to an early retirement
incentive package that became effective on September 1, 1998.
Lower general and administrative expenses for the first nine
months of 1998 primarily reflect cost reductions in the land
management area, lower insurance costs and lower salary expense.
Pineapple
Revenues from Pineapple operations were higher by 7% and 1%, for
the third quarter and first nine months of 1998, respectively, as
compared to the same periods in 1997. For the third quarter of
1998, a 4.5% increase in revenues was attributable to higher
sales volume. Average prices were slightly lower in the third
quarter of 1998. For the first nine months of 1998, revenues
from fresh fruit and other sales and higher average prices for
canned pineapple increased revenues by 2%. These increases were
partially offset by lower sales volume.
Pineapple operations produced an operating profit of $2 million
for the third quarter of 1998 compared to $2.2 million for the
third quarter of 1997. For the first nine months of 1998
Pineapple operations had an operating profit of $2.6 million
compared to $3.2 million for the same period in 1997. Cost of
sales per case sold was lower for the third quarter and the first
nine months of 1998 compared to the same periods in 1997 largely
because of better recoveries (cases per ton) and other production
efficiencies. Charges in the third quarter of 1998 as a result
of an early retirement incentive package and higher shipping and
marketing costs were responsible for lower operating profits in
1998.
Resort
Revenues from the Company's Kapalua Resort segment were $8.5
million and $8.7 million for the third quarter of 1998 and 1997,
respectively. For the first nine months of 1998 and 1997,
revenues were $27.9 million and $30.1 million, respectively.
Operating profits from the Resort were $361,000 and $173,000 for
the third quarter of 1998 and 1997, respectively. For the first
nine months of 1998 and 1997 operating profits were $3.2 million
and $5.6 million, respectively.
Resort revenues and operating profit for first nine months of
1997 includes $4.2 million from the sale of the land parcel next
to the Kapalua Bay Hotel. Excluding this transaction, the
resort's golf and other operations produced an operating profit
of $3.2 million for the first nine months of 1998 compared to
$1.4 million for the same period a year ago.
Operating results for the third quarter and first nine months of
1998 included higher lease revenues from the Kapalua Bay Hotel
ground lease, the Kapalua Shops tenant leases and other
commercial leases primarily because in 1997 the Kapalua Bay Hotel
was closed for part of the year for restoration work. The
Kapalua Villas contributed to the improved 1998 results due to
higher average room rates. Increases in paid rounds of golf and
average green fees also contributed to the improved results for
the first nine months of 1998.
Commercial & Property
Revenues from the Commercial & Property segment for the third
quarters of 1998 and 1997 were $1 million and $2.2 million,
respectively. For the first nine months of 1998 revenues were
$3.1 million compared to $4.4 million for the first nine months
of 1997. Operating profit from this segment was $83,000 for the
third quarter of 1998 compared to $1.1 million for the third
quarter of 1997. For the first nine months of 1998 the segment
produced an operating loss of $29,000 compared to an operating
profit of $851,000 for the first nine months of 1997. Higher
contributions from land sales in the third quarter of 1997 were
primarily responsible for the lower 1998 results. Losses from
Kaahumanu Center were about the same for the third quarter of
1998 and the third quarter of 1997. For the first nine months of
1998, the Company's share of losses from this investment
increased compared to the same period in 1997 primarily because
of bad debt expense recorded in the first quarter of 1998.
LIQUIDITY, CAPITAL RESOURCES AND OTHER
At September 30, 1998, total debt including capital leases was
$38.9 million, approximately $6 million higher than December 31,
1997. The increase in debt principally reflects the pineapple
canning season that peaks in September and a lag in collection of
receivables, particularly from sales to the U.S. government.
Cash flows from operating activities are expected to be positive
during the fourth quarter of 1998 and debt should be reduced by
year-end. Unused short- and long-term lines of credit available
to the Company at the end of the third quarter of 1998 totaled
$13.9 million.
Expenditures for fixed assets, investments and Resort deferred
development costs are estimated to be approximately $11.1 million
in 1998. Included in this amount is approximately $5.3 million
for replacement of existing equipment for Pineapple and Resort
operations. The Company expects to finance most of these
expenditures with cash flows from operations.
An enhanced early retirement package that was offered to
employees in the pineapple and corporate divisions became
effective on September 1, 1998. The package was offered as part
of the Company's plan to consolidate certain pineapple operations
and reduce the size of its workforce. The Company recorded
charges of $343,000 in the third quarter of 1998 for termination
benefits due to the enhanced early retirement package.
Reductions in payroll related expenses for the last four months
of 1998 are expected to offset part of the charges for
termination benefits recorded in the third quarter.
The Company has evaluated its data processing and computer
application systems with respect to Year 2000 capability and has
set target dates for compliance of all systems. Several of the
Company's data processing applications use software programs
purchased from outside vendors. Except as mentioned in the
discussion that follows, all applications requiring upgrades from
software vendors are now Year 2000 compliant. The Company has
received, but not yet installed the vendor provided software
upgrades for its human resource and time and attendance systems.
Completion of installation and testing of these upgrades is set
for the end of the first quarter 1999. The Year 2000 software
upgrade for the Resort merchandise inventory control and golf
reservations system has been partially received and the remainder
of this upgrade is expected to be received by year-end 1998. The
upgrade to the operating system for the equipment used by this
application is presently available, but may require additional
modification to function with the upgrades to the software
applications. Installation and testing of software upgrades to
the Resort merchandise inventory control data and golf
reservation system are estimated to be completed by April 30,
1999, and the operating system for the equipment will be upgraded
thereafter.
The Resort merchandise inventory control system accumulates and
processes data for approximately 150,000 items sold in ten retail
outlets at the Kapalua Resort. Delay in the receipt,
installation and testing of this software upgrade could affect
merchandise purchase order procedures resulting in decreased
control over inventory levels. Reorder lead times range from
four to seven months and proper reorder control requires that
active purchase orders be in the inventory control system. The
vendor has assured the Company that it is committed to delivery
of this software upgrade on a timely basis. The Company is
presently accumulating information on alternative systems in the
event that upgrades for the current system become unacceptably
delayed.
Several of the Company's custom data processing programs will
require modification in order to be Year 2000 compliant. Among
these programs, the pineapple sales system and the pineapple
warehouse system have been identified as critical to the
Company's operations. The Company's Information Services
personnel have identified the necessary programming changes to
these applications. It is estimated that programming and testing
of the pineapple warehouse system will be complete by the end of
November 1998 and the pineapple sales system will be compliant by
the end of 1998. At this time it appears that the Company's
current Information Services personnel will be able to complete
all program modifications, installations and testing, and that no
outside resources will be required.
The Company has received responses to 90% of the letters
initiated during the first half of 1998 assessing the risk of
interruption of the Company's businesses by vendors, suppliers
and trading partners. The responses all indicate that these
trading partners' data processing systems are either already Year
2000 compliant or are expected to be compliant by the end of the
first quarter of 1999.
The Company has completed a checklist of its non-information
technology systems and has identified a system that will require
an upgrade to be Year 2000 compliant. The upgrade identified
does not have any functional effect on the Company's operations.
The Company is in the process of identifying the necessary
upgrades to the numerous personal computers used in the Company
and expects that this will be an ongoing process through the
first half of 1999.
Based on current information, no material expenditures associated
with the Year 2000 issue have been identified.
This report contains forward-looking statements, within the
meaning of Private Securities Litigation Reform Act of 1995, as
to the Company's expectations for positive cash flows from
operating activities and reduction of expenses for the remainder
of 1998, and its expectations regarding the Year 2000 issue.
Forward-looking statements contained in this report or otherwise
made by the Company are subject to certain risks and
uncertainties that could cause actual results to differ
materially from those in the forward-looking statements.
Potential risks and uncertainties include, but are not limited
to, the success of the Company in identifying systems and
programs that contain two-digit year codes, the nature and amount
of programming required to upgrade or replace each of the
programs and systems affected by the two-digit year code, the
timeliness of receipt and accuracy of vendor provided Year 2000
software upgrades, and other risks and uncertainties as disclosed
in the Company's Form 10-K filing with the Securities and
Exchange Commission.
PART II OTHER INFORMATION
Item 1. Legal Proceedings
Antidumping Petition
In April of 1998, the United States Court of Appeals for the
Federal Circuit heard the appeals of Maui Pineapple Company, Ltd.
and the Department of Commerce regarding the antidumping petition
and calculation of duties on imports of canned pineapple fruit
from Thailand. A final decision is expected by the end of 1998.
In August of 1998, the final results of the second administrative
review were announced by the Department of Commerce. The review
resulted in lower duties for six of the seven Thai producers
reviewed. The antidumping duties presently in place on imports
of canned pineapple fruit from Thailand range from less than 1%
up to 51%.
The third administrative review covering the period from July
1997 to June 1998 commenced in August of 1998 and a preliminary
determination is expected sometime in the second quarter of 1999.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(10) Material Contracts
A. Maui Land & Pineapple Company, Inc. Executive
Deferred Compensation Plan, effective as of October 1,
1998.*
(27) Financial Data Schedule
As of September 30, 1998 and for the nine months then
ended.*
*Filed Herewith
(b) Reports on Form 8-K
The Company filed no reports on Form 8-K for the period
covered by this report.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
MAUI LAND & PINEAPPLE COMPANY, INC.
November 12, 1998 /S/ PAUL J. MEYER
Date Paul J. Meyer
Executive Vice President/Finance
(Principal Financial Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the Maui
Land & Pineapple Company, Inc. Balance Sheet as of September 30, 1998 and the
Statement of Operations for the nine months then ended, and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 570
<SECURITIES> 0
<RECEIVABLES> 17,328
<ALLOWANCES> 623
<INVENTORY> 20,917
<CURRENT-ASSETS> 42,225
<PP&E> 206,490
<DEPRECIATION> 118,540
<TOTAL-ASSETS> 140,079
<CURRENT-LIABILITIES> 17,839
<BONDS> 32,441
0
0
<COMMON> 12,318
<OTHER-SE> 46,796
<TOTAL-LIABILITY-AND-EQUITY> 140,079
<SALES> 73,138
<TOTAL-REVENUES> 96,312
<CGS> 50,860
<TOTAL-COSTS> 70,309
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,301
<INCOME-PRETAX> 357
<INCOME-TAX> 139
<INCOME-CONTINUING> 218
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 218
<EPS-PRIMARY> .03
<EPS-DILUTED> .03
</TABLE>
MAUI LAND & PINEAPPLE COMPANY, INC.
EXECUTIVE DEFERRED COMPENSATION PLAN
(Effective as of October 1, 1998)
MAUI LAND & PINEAPPLE COMPANY, INC.
EXECUTIVE DEFERRED COMPENSATION PLAN
TABLE OF CONTENTS
Page
ARTICLE 1. DEFINITIONS, GENDER, AND NUMBER 1
1.1. Definitions 1
ARTICLE 2. PARTICIPATION 4
2.1. Who May Participate 4
2.2. Termination of Participation 4
2.3. Relationship to Other Plans 4
2.4. Missing Persons 4
ARTICLE 3. ESTABLISHMENT OF ACCOUNT, CONTRIBUTIONS TO ACCOUNT
AND CREDITING GAINS AND LOSSES TO ACCOUNT 5
3.1 Establishment of Account 5
3.2. Deferrals 5
3.3. Crediting Rate 6
ARTICLE 4. VESTING OF ACCOUNT 6
ARTICLE 5. DISTRIBUTION OF BENEFITS 6
5.1. Timing of Distributions 6
5.2. Method of Distribution 6
5.3. Death Benefits 7
5.4. Acceleration of Distributions 8
5.5. Hardship Withdrawals 8
5.6. Claims Procedure 8
ARTICLE 6. FUNDING 9
6.1. Source of Benefits 9
6.2. No Claim on Specific Assets 9
ARTICLE 7. ADMINISTRATION 10
7.1. Administration 10
7.2. Powers and Duties of the Committee 10
7.3. Actions of the Committee 11
7.4. Delegation 11
7.5. Reports and Records 11
ARTICLE 8. AMENDMENTS AND TERMINATION 12
8.1. Amendments 12
8.2. Termination 12
ARTICLE 9. MISCELLANEOUS 12
9.1. No Guarantee of Employment or Entitlement
to Base Salary or Bonus 12
9.2. Release 13
9.3. Notices 13
9.4. Non-alienation 13
9.5. Tax Liability 13
9.6. Captions 13
9.7. Applicable Law 13
MAUI LAND & PINEAPPLE COMPANY, INC.
EXECUTIVE DEFERRED COMPENSATION PLAN
Maui Land & Pineapple Company, Inc. ("Company")
hereby establishes, effective October 1, 1998, a nonqualified
deferred compensation plan for the benefit of certain employees
of the Company and its subsidiaries ("Subsidiaries"). This plan
shall be known as the Maui Land & Pineapple Company, Inc.
Executive Deferred Compensation Plan ("Plan").
The Plan is intended to be an unfunded plan
maintained primarily for the purpose of providing deferred
compensation for a select group of management or highly
compensated employees as described in Sections 201(2),
301(a)(3) and 401(a)(l) of the Employee Retirement Income
Security Act of 1974, as amended ("ERISA").
The obligation of the Company to make payments under
the Plan constitutes an unsecured (but legally enforceable)
promise of the Company to make such payments and no person,
including any Participant or Beneficiary under the Plan, shall
have any lien, prior claim or other security interest in any
property of the Company as a result of the Plan.
ARTICLE 1. DEFINITIONS, GENDER, AND NUMBER
1.1. Definitions. Whenever used in the Plan, the
following words and phrases shall have the meanings set forth
below unless the context plainly requires a different meaning,
and when a defined meaning is intended, the term is
capitalized.
a. "Account" means the record of amounts credited
by the Company on its books on behalf of a Participant to
measure and determine the amount of deferred compensation
to be paid to the Participant or his or her Beneficiary
under the Plan.
b. "Annual Incentive Plan" means the Maui Land &
Pineapple Company, Inc. Annual Incentive Plan.
c. "Base Salary" of a Participant for any Plan Year
means the total salary and wages paid by the Company to
such individual for such Plan Year. "Base Salary" shall
exclude any other remuneration paid by the Company, such
as bonuses (including the Bonus under the Annual Incentive
Plan), commissions, overtime pay, stock options,
distributions of compensation previously deferred,
restricted stock, allowances for expenses (including
moving, travel expenses, and automobile allowances), and
fringe benefits whether payable in cash or in a form other
than cash. In the case of an individual who is a
participant in a plan sponsored by the Company which is
described in Section 401(k) or 125 of the Code, the term
"Base Salary" shall include any amount which would be
included in the definition of Base Salary but for the
individual's election to reduce his or her Base Salary and
have the amount of the reduction contributed to or used to
purchase benefits under such plan.
d. "Beneficiary" or "Beneficiaries" means the
persons or trusts designated by a Participant in writing
pursuant to Section 5.3(c) of the Plan as being entitled
to receive any benefit payable under the Plan by reason of
the death of a Participant, or, in the absence of such
designation, the individuals or entities entitled to
receive such benefits pursuant to Section 5.3(d) of the
Plan.
e. "Board of Directors" means the Board of
Directors of the Company as constituted at the relevant
time.
f. "Bonus" means compensation paid under the
provisions of the Annual Incentive Plan.
g. "Code" means the Internal Revenue Code of 1986,
as amended from time to time and any successor statute.
References to a Code section shall be deemed to be to that
section or to any successor to that section.
h. Committee" means the Administrative Committee
appointed by the Board of Directors to administer the
Plan.
i. "Company" means Maui Land & Pineapple Company,
Inc., a Hawaii Corporation.
j. Effective Date" means the date on which this
Plan becomes effective, October 1, 1998.
k. "Eligible Employee" means an employee who has
been designated by the Committee and approved by the Board
of Directors, pursuant to Section 2.1, as eligible to make
contributions to the Plan. As of the Effective Date the
employees listed on Exhibit A shall be Eligible Employees,
and such Exhibit A shall be revised from time to time in
order to reflect all current Eligible Employees.
l. ERISA means the Employee Retirement Income
Security Act of 1974, as amended.
m. "Participant" means an individual who has been
designated by the Committee and approved by the Board of
Directors as an Eligible Employee and has elected to
participate in the Plan.
n. "Plan" means the "Maui Land & Pineapple Company,
Inc. Executive Deferred Compensation Plan," as set forth
herein and as may be amended or restated from time to
time.
o. "Plan Administrator" means the Company (as
defined in Section 3(16)(A) of ERISA and Section 414(g) of
the Code) for purposes of the reporting and disclosure
requirements of ERISA and the Code.
p. "Plan Year" means the short Plan Year October 1,
1998, through December 31, 1998, and each January 1
through December 31 thereafter.
q. "Rabbi Trust" means a Trust created specially
for the Trust Assets for the Plan.
r. "Subsidiaries" means Maui Pineapple Company,
Ltd. and Kapalua Land Company, Ltd.
s. "Trust" means the Trust Agreement for the Maui
Land & Pineapple Company, Inc. Executive Deferred
Compensation Plan, created for the transfers of assets to
a trustee for the benefit of the Participants.
t. "Trust Agreement" means an agreement between the
Company and the Trustee establishing the Trust and
specifying the duties of the Trustee.
u. "Trust Assets" means the assets held in the
Trust for the benefit of the Participants.
v. "Trustee" means the Trustee appointed by the
Board of Directors to hold the Trust Assets.
ARTICLE 2. PARTICIPATION
2.1. Who May Participate. Subject to the Board of
Directors' approval, the Committee shall designate from time to
time those Eligible Employees of the Company who are eligible
to make contributions to the Plan. The Committee shall have
complete discretion in making this determination subject only
to the requirements that an Eligible Employee must be a member
of a select group of management or highly compensated employees
within the meaning of Sections 201(2), 301(a)(3) and 401(a)(1)
of ERISA.
An Eligible Employee shall become a Participant in
the Plan by (a) completing and submitting to the Company a
deferral election at the time and in the manner specified by
the Committee, and (b) complying with such terms and conditions
as the Committee may from time to time establish for the
implementation of the Plan, including, but not limited to, any
condition the Committee may deem necessary or appropriate for
the Company to meet its obligations under the Plan.
2.2. Termination of Participation. Once an Eligible
Employee has become a Participant in the Plan, participation
shall continue until the first to occur of (a) payment in full
of all benefits to which the Participant or Beneficiary is
entitled under the Plan, (b) the occurrence of an event
specified in Section 2.4 which results in loss of benefits, or
(c) termination of the individual's participation pursuant to
Section 8.2.
2.3. Relationship to Other Plans. Participation in the
Plan shall not preclude participation of the Participant in any
other fringe benefit program or plan sponsored by the Company
for which such Participant would otherwise be eligible.
2.4. Missing Persons. If the Company is unable to locate
the Participant or his or her Beneficiary for purposes of
making a distribution, the amount of the Participant's benefits
under the Plan that would otherwise be considered as
nonforfeitable shall be forfeited effective four years after
(a) the last date a payment of said benefit was made, if at
least one such payment was made, or (b) the first date a
payment of said benefit was directed to be made by the Company
pursuant to the terms of the Plan, if no payments have been
made. If such person is located after the date of such
forfeiture, the benefits for such Participant or Beneficiary
shall not be reinstated hereunder.
ARTICLE 3. ESTABLISHMENT OF ACCOUNT, CONTRIBUTIONS TO ACCOUNT
AND CREDITING GAINS AND LOSSES TO ACCOUNT
3.1 Establishment of Account. The Company shall
establish an Account on behalf of each Participant to which it
shall credit the contributions described in Section 3.2, as
adjusted for gains and losses pursuant to Section 3.3. The
Account shall be used solely as a device to measure and
determine the amount of benefits to be paid to a Participant or
Beneficiary under the Plan and all amounts which are credited
to the Account shall be credited solely for accounting and
computation purposes. The assets shall constitute property of
the Company and shall be subject to the claims of the Company's
creditors. No Participant or Beneficiary shall have any
incidents of ownership in the Account or in amounts credited to
the Account. A Participant's or Beneficiary's position with
respect to payment of benefits under the Plan is that of a
general unsecured creditor of the Company. The Company shall
establish a Rabbi Trust on behalf of all Participants or
Beneficiaries as the Company considers necessary or advisable
for purposes of maintaining a proper accounting of amounts to
be credited under the Plan on behalf of the Participant or
Beneficiary.
3.2. Deferrals. A Participant may elect to have a
specific percentage (in whole percentages) or dollar amount of
the Base Salary and Bonus otherwise payable to the Eligible
Employee during each Plan Year contributed to the Plan on the
Participant's behalf. The amount which a Participant may elect
to defer for any payroll period in whole percentages of the
Eligible Employee's Base Salary and Bonus shall not exceed 30%
of such Base Salary and 100% of such Bonus paid for such
payroll period. However, for the initial Plan Year commencing
October 1, 1998, and ending December 31, 1998, the Participant
may elect to defer an amount up to 30% of the Eligible
Employee's Base Salary and 100% of the Eligible Employee's
Bonus paid during the entire calendar year ending December 31,
1998. The Company shall post to the Account of each
Participant the amount of the Base Salary or Bonus deferred on
the Participant's behalf, as designated by the Participant's
deferral election in effect for that Plan Year. The amount
deferred from the Eligible Employee's Base Salary or Bonus
shall be posted to the Participant's Account at the time the
Base Salary or Bonus would otherwise have been paid to the
Participant.
A deferral election shall be made annually at a date
to be determined by the Committee, but no later than December
31 of the calendar year immediately preceding the Plan Year for
which the election applies. Elections shall be made in writing
on a form provided by the Committee, shall be delivered to the
Company at the time and in the manner specified by the
Committee, and, except as set forth in Section 5.5, shall be
irrevocable once made with respect to the applicable Plan Year.
3.3. Crediting Rate. A Participant's Account shall be
credited with gains and losses in accordance with the following
rules. The Committee shall from time to time in its discretion
designate certain investment funds to be used as an index for
the crediting of gains and losses to a Participant's Account. A
Participant shall be entitled to designate which such fund or
funds shall be used to measure gains and losses to the
Participant's Account in accordance with rules established by
the Committee, by completing and filing with the Company an
investment election. The Participant's Account will then be
credited with gains and losses as if invested in such fund or
funds in accordance with the Participant's investment election
and the rules established by the Committee. A Participant
shall be entitled to change his or her investment election by
entering into a new investment election; however, the
Participant shall not be entitled to change his or her
investment election more frequently than once a quarter. The
Company shall have no obligation to actually invest any amounts
in any such fund or funds; rather the fund or funds shall be
used solely as an index or measure of investment gains and
losses to be credited to the Participant's Account. Subject to
Section 8.1, the Committee may, in its sole discretion,
eliminate any fund previously designated by the Committee
pursuant to this Section 3.3, substitute a new fund or funds
therefore, or add funds, at any time.
ARTICLE 4. VESTING OF ACCOUNT
A Participant shall always be 100% vested in his or
her Account.
ARTICLE 5. DISTRIBUTION OF BENEFITS
5.1. Timing of Distributions. Subject to Sections 5.4 and
5.5, distribution to a Participant of the Participant's vested
Account balance shall commence within an administratively
practicable period of time after the Participant's termination
of employment and in accordance with the applicable
distribution method under Section 5.2.
5.2. Method of Distribution. Subject to Sections 5.4 and
5.5, a Participant must elect in advance, at the time of a
deferral election and on a form provided by the Committee, the
distribution method for that portion of the Participant's
vested Account balance that is attributable to the deferral
election. A Participant may elect to defer the commencement of
the distribution of his or her Account following a specified
number of years. Further, a Participant may elect to receive a
distribution in the form of one of the following: (a) single
lump sum payment, (b) substantially equal annual installment
payments over five, ten, or fifteen years. The Participant's
vested Account balance shall be credited during the payment
period with gains and losses in accordance with Section 3.3.
However, in the event of a termination of employment prior to
the date on which the Participant attains age 55, the
distribution shall be in the form of a single lump sum payment.
5.3. Death Benefits.
a. Death After Benefit Commencement. In the event
a Participant dies after benefits have commenced to him or
her, the Participant's remaining vested Account balance,
if any, shall be paid to the Participant's Beneficiary in
the manner commencing within an administratively
practicable time following the Participant's death in the
form of a single lump sum payment.
b. Death Prior to Benefit Commencement. In the
event a Participant dies prior to the date on which
benefits commence to the Participant, the Participant's
vested Account balance shall be paid to the Participant's
Beneficiary in the manner commencing within an
administratively practicable time following the
Participant's death in the form of a single lump sum
payment.
c. Designation by Participant. Each Participant
has the right to designate primary and contingent
Beneficiaries for death benefits payable under the Plan.
Such Beneficiaries may be individuals or trusts for the
benefit of individuals. A Beneficiary designation by a
Participant shall be in writing on a form acceptable to
the Committee and shall only be effective upon delivery to
the Company. A Beneficiary designation may be revoked by
a Participant at any time by delivering to the Company
either written notice of revocation or a new Beneficiary
designation form. The Beneficiary designation form last
delivered to the Company prior to the death of a
Participant shall control.
d. Failure to Designate Beneficiary. In the event
there is no Beneficiary designation on file with the
Company, or all Beneficiaries designated by a Participant
have predeceased the Participant, the benefits payable by
reason of the death of the Participant shall be paid to
the Participant's spouse, if living; if the Participant
does not leave a surviving spouse, to the Participant's
issue by right of representation; or, if there are no such
issue then living, to the Participant's estate. In the
event there are benefits remaining unpaid at the death of
a sole Beneficiary and no successor Beneficiary has been
designated by the Participant, the remaining balance of
such benefits shall be paid to the deceased Beneficiary's
estate. If there are benefits remaining unpaid at the
death of a Beneficiary who is one of multiple concurrent
Beneficiaries, such remaining benefits shall be paid
proportionally to the surviving Beneficiaries.
5.4. Acceleration of Distributions. The Committee may, in
its discretion, accelerate the distribution of, or alter the
method of payment of, benefits payable to a Participant. In all
events, if a Participant's total vested Account balance,
determined as of the date on which the Participant terminates
employment, is $5,000 or less, the Participant's Account shall
be distributed in a lump sum as soon as administratively
practicable following his or her termination of employment.
5.5. Hardship Withdrawals. Upon the application of any
Participant, the Committee, in accordance with uniform and
nondiscriminatory procedures as the Committee may determine,
may permit such Participant to terminate his or her deferral
election or to withdraw some or all of his or her Account. A
Participant must give a written petition of the termination of
his or her deferral election at least thirty days (or such
shorter period of time as permitted by the Committee in its
discretion) prior to date on which the Base Salary or Bonus
subject to the election would otherwise have been paid to the
Participant in cash. A Participant must give a written petition
of the intent to withdraw from his or her Account at least
sixty days (or such shorter period of time as permitted by the
Committee in its discretion) prior to the date of withdrawal.
No termination or withdrawal shall be made under the provisions
of this Section except for the purpose of enabling a
Participant to meet immediate needs created by a financial
hardship for which the Participant does not have other
reasonably available sources of funds as determined by the
Committee in accordance with uniform rules. The term "financial
hardship" shall include the need for funds to meet uninsured
medical expenses for the Participant or the Participant's
dependents, meet a significant uninsured casualty loss for the
Participant or the Participant's dependents, and meet other
catastrophes of a "sudden and serious nature".
5.6. Claims Procedure. The Committee shall notify a
Participant in writing within ninety days of the Participant's
written application for benefits of the Participant's
eligibility or non-eligibility for benefits under the Plan. If
the Committee determines that a Participant is not eligible for
benefits, the notice shall set forth (a) the specific reasons
for such denial, (b) a specific reference to the provision of
the Plan on which the denial is based, (c) a description of any
additional information or material necessary for the claimant
to perfect his or her claim, and a description of why it is
needed, and (d) an explanation of the Plan's claims review
procedure and other appropriate information as to the steps to
be taken if the Participant wishes to have his or her claim
reviewed. If the Committee determines that there are special
circumstances requiring additional time to make a decision, the
Committee shall notify the Participant of the special
circumstances and the date by which a decision is expected to
be made, and may extend the time for up to an additional ninety-
day period. If a Participant is determined by the Committee to
be not eligible for benefits, or if the Participant believes
that he or she is entitled to greater or different benefits,
the Participant shall have the opportunity to have the
Participant's claim reviewed by the Committee by filing a
petition for review with the Committee within sixty days after
receipt by the Participant of the notice issued by the
Committee. The petition shall state the specific reasons the
Participant believes that he or she is entitled to benefits or
greater or different benefits. Within sixty days after receipt
by the Committee of the petition, the Committee shall afford
the Participant (and his or her counsel, if any) an opportunity
to present the Participant's position to the Committee orally
or in writing, and the Participant (and his or her counsel, if
any) shall have the right to review the pertinent documents,
and the Committee shall notify the Participant of its decision
in writing within the sixty-day period, stating specifically
the basis of the decision written in a manner calculated to be
understood by the Participant and the specific provisions of
the Plan on which the decision is based. If, because of the
need for a hearing, the sixty-day period is not sufficient, the
decision may be deferred for up to another sixty-day period at
the election of the Committee, but notice of this deferral
shall be given to the Participant.
ARTICLE 6. FUNDING
6.1. Source of Benefits. All benefits under the Plan
shall be paid when due by the Company out of its general
assets, including from a Rabbi Trust that is established by the
Company to hold and distribute Plan benefits.
6.2. No Claim on Specific Assets. No Participant shall be
deemed to have, by virtue of being a Participant in the Plan,
any claim on any specific assets of the Company such that the
Participant would be subject to income taxation on the
Participant's benefits under the Plan prior to distribution,
and the rights of a Participant or Beneficiary to benefits to
which the Participant is otherwise entitled under the Plan
shall be those of an unsecured general creditor of the Company.
ARTICLE 7. ADMINISTRATION
7.1. Administration. The Plan shall be administered by an
Administrative Committee composed of one or more individuals
appointed by the Board of Directors to serve at its pleasure
without compensation. The members of the Committee shall be
named fiduciaries with authority to control and manage the
operation and administration of the Plan. The members of the
Committee need not be employees of the Company. Any Committee
member may resign by giving notice, in writing, to the Board of
Directors. The Company shall bear all administrative costs of
the Plan other than those specifically and directly charged to
a Participant or Beneficiary.
7.2. Powers and Duties of the Committee. In addition
to the other powers granted under the Plan, the Committee shall
have all powers necessary to administer the Plan, including,
without limitation, powers:
a. Resolving all questions relating to the
eligibility of employees to become Participants;
b. Determining the appropriate allocations to
Participants' Accounts;
c. Determining the amount of benefits payable to a
Participant (or Beneficiary), and the time and manner in
which such benefits are to be paid;
d. Selecting the investment funds to be offered to
Participants for investments of their Accounts;
e. Authorizing and directing all disbursements of
Trust Assets by the Trustee;
f. Establishing procedures in accordance with
Section 414(p) of the Code to determine the qualified
status of domestic relations orders and to administer
distributions under such qualified orders;
g. Engaging any administrative, legal, accounting,
clerical or other services that it may deem appropriate;
h. Construing and interpreting the Plan and the
Trust Agreement and adopting rules for administration of
the Plan that are consistent with the terms of the Plan
documents and of ERISA and the Code;
i. Compiling and maintaining all records it
determines to be necessary, appropriate and convenient in
connection with the administration of the Plan;
j. Reviewing the performance of the Trustee with
respect to the Trustee's administrative duties,
responsibilities and obligations under the Plan and Trust
Agreement, and
k. Executing agreements and other documents on
behalf of the Plan and Trust.
7.3. Actions of the Committee. The Committee
(including any person or entity to whom the Board has delegated
duties, responsibilities, or authority, to the extent of such
delegation) shall have total and complete discretionary
authority to determine conclusively for all parties all
questions arising in the administration of the Plan, to
interpret and construe the terms of the Plan, and to determine
all questions of eligibility and status of employees,
Participants, and Beneficiaries under the Plan and their
respective interests. Subject to the claims procedures of
Section 5.6, all determinations, interpretations, rules and
decisions of the Committee (including those made or established
by any person or entity to whom the Board has delegated duties,
responsibilities, or authority, if made or established pursuant
to such delegation) shall be conclusive and binding upon all
persons having or claiming to have any interest or right under
the Plan.
7.4. Delegation. The Committee shall have the power
to delegate specific duties and responsibilities to officers or
other employees of the Company or other individuals or
entities. Any delegation may be rescinded by the Board at any
time. Each person or entity to whom a duty or responsibility
has been delegated shall be responsible for the exercise of
such duty or responsibility and shall not be responsible for
any act or failure to act of any other person or entity.
7.5. Reports and Records. The Committee, and those
to whom the Committee has delegated duties under the Plan,
shall keep records of all their proceedings and actions and
shall maintain books of account, records, and other data as
shall be necessary for the proper administration of the Plan
and for compliance with applicable law.
ARTICLE 8. AMENDMENTS AND TERMINATION
8.1. Amendments. The Company, by resolution of the
Board, or by resolution of the Committee, to the extent
authorized by the Board, may amend the Plan, in whole or in
part, at any time and from time to time. However, no such
amendment shall have the effect of eliminating or reducing the
vested Account balance of any Participant (determined as of the
later of the date on which such amendment is adopted or becomes
effective); nor may the Company amend Section 3.3 with respect
to a Participant's Account balance (determined as of the later
of the date on which such amendment is adopted or becomes
effective), except that the Company may substitute funds of
similar nature for those available pursuant to Section 3.3.
Any Plan amendment shall be filed with the Plan documents.
8.2. Termination. The Company expects the Plan to be
permanent, but necessarily must, and hereby does, reserve the
right to terminate the Plan at any time by action of the Board.
Upon termination of the Plan, all deferrals will cease and no
future deferrals will be made, and the Company may, in its sole
discretion, and notwithstanding the provisions of Article 5,
the accelerate distribution of each Participant's then vested
Account balance. However, no such termination shall otherwise
have the effect of eliminating or reducing the vested Account
balance of any Participant, determined as of the date on which
such termination becomes effective. The Company may terminate
the participation of any Participant if the Board, in its sole
discretion, determines that the Participant no longer satisfies
the requirements to be an Eligible Employee.
ARTICLE 9. MISCELLANEOUS
9.1. No Guarantee of Employment or Entitlement to
Base Salary or Bonus. Neither the adoption and maintenance of
the Plan nor the execution by any employee of a deferral
election shall be deemed to be a contract of employment between
the Company and any Participant. Nothing contained herein
shall give any Participant the right to be retained in the
employ of the Company or to interfere with the right of the
Company to discharge any Participant at any time, nor shall it
give the Company the right to require any Participant to remain
in its employ or to interfere with the Participant's right to
terminate his or her employment at any time. Nothing contained
herein shall be construed or interpreted as creating a right or
entitlement on the part of an employee to a Base Salary or
Bonus, and an employee's entitlement to a Base Salary or Bonus
shall be determined solely in accordance with the Company's
applicable pay scale and procedures and the terms of the
Company's Annual Incentive Plan, as the case may be.
9.2. Release. Any payment of benefits to or for the
benefit of a Participant or a Participant's Beneficiary that is
made in good faith by the Company in accordance with the
Company's interpretation of its obligations hereunder, shall be
in full satisfaction of all claims against the Company for
benefits under this Plan to the extent of such payment.
9.3. Notices. Any notice permitted or required under the
Plan shall be in writing, if to the Company or the Committee or
the Board, to the principal office of the Company and, if to a
Participant or Beneficiary, to the address last shown on the
records of the Company. Any such notice shall be effective as
of the date of receipt of such notice.
9.4. Nonalienation. No benefit payable at any time under
this Plan shall be subject in any manner to alienation, sale,
transfer, assignment, pledge, levy, attachment, or encumbrance
of any kind by any Participant or Beneficiary.
9.5. Tax Liability. The Company may withhold from
any payment of benefits such amounts as the Company determines
are reasonably necessary to pay any taxes (and interest
thereon) required to be withheld under applicable law.
9.6. Captions. Article and section headings and captions
are provided for purposes of reference and convenience only and
shall not be relied upon in any way to construe, define,
modify, limit, or extend the scope of any provision of the
Plan.
9.7. Applicable Law. The Plan and all rights hereunder
shall be governed by and construed according to the laws of the
State of Hawaii, except to the extent such laws are preempted
by the laws of the United States of America.
DATED: Oct. 1, 1998 .
MAUI LAND & PINEAPPLE COMPANY, INC.
By /S/ GARY L. GIFFORD
Its PRESIDENT & CEO
By /S/ ADELE H. SUMIDA
Its SECRETARY
EXHIBIT A
ELIGIBLE EMPLOYEES
Effective as of 10/1/98
The Committee has determined that all Eligible
Employees designated hereunder constitute a select group of
management or highly compensated employees as described in
Sections 201(2), 301(a)(3), and 401(a)(1) of ERISA. The
Eligible Employees constitute less than 5% of total employees
of the Company and affiliated entities and also constitute the
employees with the highest "midpoints" in accordance with the
Hay Guide Client-Profile Method of Job Measurement as currently
applied by the Company.
Date of
Name Position Participation
Gifford, Gary L. Chief Executive Officer 10/01/98
Meyer, Paul J. Executive Vice President 10/01/98
Schenk, Douglas R. President/Maui Pineapple Co. 10/01/98
Young, Donald A. President/Kapalua Land Co. 10/01/98
Suzuki, Warren Vice President/Land Management 10/01/98
Crockford, Scott Vice President/Retail Property 10/01/98
Chai, Darryl Treasurer 10/01/98
Sumida, Adele Secretary 10/01/98
Proctor, Ted L. Controller 10/01/98
Chenchin, Eduardo Vice President/Cannery 10/01/98
Comento, Fred Director of Distribution 10/01/98
Duffy, James Director of Food Serv./Export Sales10/01/98
Egli, Caroline Vice President/Administration 10/01/98
Fleisch, Herve Field Supt/Dir. of Ag. Research 10/01/98
Harris, Bruce Director of Information Services 10/01/98
Hayashi, Agnes Director of Internal Audit 10/01/98
Jio, Stacey Controller 10/01/98
Johnson, Billy Can Plant Manager 10/01/98
Johnson, Russell Controller 10/01/98
Keiter, Martin Director of Golf Operations 10/01/98
Kendall, Edward Director of Eastern Sales 10/01/98
MacCluer, L.Douglas Vice President/Plantations 10/01/98
McCann, James Executive Vice President 10/01/98
McNatt, Robert Vice President/Development 10/01/98
Muller, Renata Director of Retail Sales 10/01/98
Murakami, Michael Accounting Manager 10/01/98
Nohara, Wesley Plantation Superintendent 10/01/98
Okada, Sharon Manager Systems & Programming 10/01/98
Otto, Dean Principal Broker 10/01/98
Planos, Gary Vice President/Resort Operations 10/01/98
Sanborn, Peter Vice President/Marketing 10/01/98
Snyder, Kenneth Director of Fresh Fruit 10/01/98
Sosner, David M. General Manager Manager 10/01/98
Swezey, Ian A. Director of Resort Maintenance 10/01/98
Tashman, Audrey Director of Retail Operations 10/01/98
Uehara, Jerry QC Manager 10/01/98
Wehr, David M. Environmental Compliance Offr. 10/01/98
Wilmore, William W. Engineering Department Head 10/01/98
Wilson, Bruce Director of Sales & Service 10/01/98
