UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended March 31, 2003 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission File Number 1-9145 |
ML MACADAMIA ORCHARDS, L.P. |
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(Exact name of registrant as specified in its charter) |
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DELAWARE |
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99-0248088 |
(State or other
jurisdiction of |
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(I.R.S. Employer |
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26-238 Hawaii Belt Drive HILO, HAWAII |
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96720 |
(Address Of Principal Executive Offices) |
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(Zip Code) |
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Registrants Telephone Number, Including Area Code: 808-969-8057 |
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 twelve 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 ý No o
As of March 31, 2003, Registrant had 7,500,000 Class A Units issued and outstanding.
ML MACADAMIA ORCHARDS, L.P.
INDEX
Part I - Financial Information |
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Item 1. |
Financial Statements |
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Item 2. |
Managements Discussion and Analysis of Financial Condition and Results of Operations |
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2
ML Macadamia Orchards, L.P.
Balance Sheets
(in thousands)
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March 31, |
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December 31, |
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2003 |
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2002 |
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(unaudited) |
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Assets |
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Current assets |
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Cash and cash equivalents |
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$ |
1,475 |
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$ |
203 |
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$ |
31 |
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Accounts receivable |
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2,209 |
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4,807 |
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5,656 |
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Inventory of farming supplies |
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156 |
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166 |
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158 |
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Annualized cost adjustment |
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929 |
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684 |
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Other current assets |
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231 |
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223 |
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191 |
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Total current assets |
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5,000 |
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6,083 |
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6,036 |
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Land, orchards and equipment, net |
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55,103 |
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57,620 |
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55,746 |
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Intangible assets, net |
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20 |
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23 |
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21 |
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Total assets |
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$ |
60,123 |
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$ |
63,726 |
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$ |
61,803 |
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Liabilities and partners capital |
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Current liabilities |
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Current portion of long-term debt |
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$ |
473 |
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$ |
474 |
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$ |
473 |
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Short-term borrowings |
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800 |
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800 |
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Accounts payable |
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159 |
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272 |
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400 |
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Cash distributions payable |
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379 |
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379 |
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379 |
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Accrued payroll and benefits |
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650 |
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635 |
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742 |
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Other current liabilities |
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16 |
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253 |
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22 |
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Total current liabilities |
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1,677 |
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2,813 |
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2,816 |
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Long-term debt |
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2,901 |
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3,374 |
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2,920 |
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Deferred income tax liability |
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1,218 |
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1,220 |
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1,218 |
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Total liabilities |
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5,796 |
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7,407 |
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6,954 |
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Commitments and contingencies |
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Partners capital |
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General partners |
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543 |
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563 |
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549 |
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Class A limited partners, no par or assigned value, 7,500 units issued and outstanding |
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53,784 |
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55,756 |
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54,300 |
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Total partners capital |
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54,327 |
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56,319 |
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54,849 |
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Total liabilities and partners capital |
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$ |
60,123 |
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$ |
63,726 |
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$ |
61,803 |
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See accompanying notes to financial statements.
3
Income Statements (unaudited)
(in thousands, except per unit data)
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Three months |
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2003 |
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2002 |
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Macadamia nut sales |
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$ |
1,031 |
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$ |
1,634 |
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Contract farming revenue |
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1,274 |
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975 |
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Total revenues |
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2,305 |
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2,609 |
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Cost of goods and services sold |
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Costs expensed for farming and services |
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1,739 |
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1,842 |
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Depreciation and amortization |
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254 |
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385 |
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Other |
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97 |
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90 |
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Total cost of goods and services sold |
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2,090 |
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2,317 |
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Gross income |
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215 |
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292 |
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General and administrative expenses |
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Costs expensed under management contract with related party |
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56 |
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61 |
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Other |
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239 |
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289 |
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Total general and administrative expenses |
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295 |
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350 |
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Operating loss |
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(80 |
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(58 |
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Interest expense |
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(57 |
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(97 |
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Interest income |
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3 |
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19 |
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Loss before tax |
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(134 |
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(136 |
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Income tax expense |
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9 |
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10 |
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Net loss |
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$ |
(143 |
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$ |
(146 |
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Net cash flow (as defined in the Partnership Agreement) |
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$ |
92 |
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$ |
210 |
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Net loss per Class A Unit |
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$ |
(0.02 |
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$ |
(0.02 |
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Net cash flow per Class A Unit |
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$ |
0.01 |
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$ |
0.03 |
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Cash distributions per Class A Unit |
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$ |
0.05 |
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$ |
0.05 |
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Class A Units outstanding |
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7,500 |
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7,500 |
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See accompanying notes to financial statements.
4
ML Macadamia Orchards, L.P.
Statements of Partners Capital (unaudited)
(in thousands)
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Three months ended |
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2003 |
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2002 |
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Partners capital at beginning of period: |
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General partners |
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$ |
549 |
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$ |
569 |
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Class A limited partners |
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54,300 |
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56,275 |
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54,849 |
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56,844 |
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Allocation of net loss: |
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General partners |
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(2 |
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(2 |
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Class A limited partners |
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(141 |
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(144 |
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(143 |
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(146 |
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Cash distributions: |
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General partners |
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4 |
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4 |
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Class A limited partners |
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375 |
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375 |
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379 |
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379 |
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Partners capital at end of period: |
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General partners |
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543 |
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563 |
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Class A limited partners |
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53,784 |
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55,756 |
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$ |
54,327 |
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$ |
56,319 |
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See accompanying notes to financial statements.
5
ML Macadamia Orchards, L.P.
Statements of Cash Flows (unaudited)
(in thousands)
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Three months ended |
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2003 |
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2002 |
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Cash flows from operating activities: |
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Cash received from good and services |
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$ |
5,862 |
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$ |
4,489 |
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Cash paid to suppliers and employees |
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(3,223 |
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(3,829 |
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Interest received |
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3 |
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Net cash provided by operating activities |
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2,642 |
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660 |
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Cash flows from investing activities |
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Acquisition of capital equipment |
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(6 |
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Net cash used in investing activities |
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(6 |
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Cash flows from financing activities: |
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Proceeds from drawings on line of credit |
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700 |
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1,500 |
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Repayment of line of credit |
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(1,500 |
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(1,900 |
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Capital lease payments |
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(19 |
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(29 |
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Cash distributions paid |
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(379 |
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(379 |
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Net cash used in financing activities |
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(1,198 |
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(808 |
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Net increase (decrease) in cash |
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1,444 |
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(154 |
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Cash at beginning of period |
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31 |
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357 |
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Cash at end of period |
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$ |
1,475 |
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$ |
203 |
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Reconciliation of net loss to net cash provided by operating activities: |
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Net loss |
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$ |
(143 |
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$ |
(146 |
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Adjustments to reconcile net loss to cash provided by operating activities: |
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Depreciation and amortization |
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254 |
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385 |
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Decrease in accounts receivable |
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3,449 |
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1,679 |
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Decrease (increase) in inventories |
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3 |
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(9 |
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Increase in annualized cost adjustment |
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(543 |
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(424 |
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Increase in other current assets |
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(40 |
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(178 |
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Decrease in accounts payable |
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(243 |
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(193 |
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Decrease in accrued payroll and benefits |
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(92 |
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(224 |
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Decrease in other current liabilities |
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(3 |
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(230 |
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Total adjustments |
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2,785 |
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806 |
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Net cash provided by operating activities |
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$ |
2,642 |
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$ |
660 |
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See accompanying notes to financial statements.
6
ML MACADAMIA ORCHARDS, L.P.
Notes to Financial Statements
(1) BASIS OF PRESENTATION
In the opinion of management, the accompanying unaudited financial statements of ML Macadamia Orchards, L.P. (the Partnership) include all adjustments, consisting only of normal recurring adjustments, necessary to present fairly its financial position as of March 31, 2003, March 31, 2002 and December 31, 2002 and the results of operations, changes in partners capital and cash flows for the three months ended March 31, 2003 and 2002. The results of operations for the period ended March 31, 2003 are not necessarily indicative of the results to be expected for the full year or for any future period.
These interim financial statements should be read in conjunction with the Financial Statements and the Notes to Financial Statements filed with the Securities and Exchange Commission in the Partnerships 2002 Annual Report on Form 10-K.
(2) SEGMENT INFORMATION
The Partnership has two reportable segments, the owned-orchard segment and the farming segment, which are organized on the basis of revenues and assets. The owned-orchard segment derives its revenues from the sale of macadamia nuts grown in orchards owned or leased by the Partnership. The farming segment derives its revenues from the farming of macadamia orchards owned by other growers. It also farms those orchards owned by the Partnership.
Management evaluates the performance of each segment on the basis of operating income. The Partnership accounts for intersegment sales and transfers at cost. Such intersegment sales and transfers are eliminated in consolidation.
The Partnerships reportable segments are distinct business enterprises that offer different products or services. Revenues from the owned-orchard segment are subject to long-term nut purchase contracts and tend to vary from year to year due to changes in the calculated nut price per pound. The farming segments revenues are based on long-term farming contracts which generate a farming profit based on a percentage of farming cost or based on a fixed fee per acre and tend to be less variable than revenues from the owned-orchard segment.
The following is a summary of each reportable segments operating income and the segments assets as of and for the three months ended March 31, 2003 and March 31, 2002.
Segment Reporting for the Three Months ended March 31, 2003
(in thousands)
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Owned |
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Contract |
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Intersegment |
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Total |
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Revenues |
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$ |
1,031 |
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$ |
2,175 |
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$ |
(901 |
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$ |
2,305 |
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Composition of intersegment revenues |
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901 |
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901 |
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Operating income (loss) |
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(134 |
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54 |
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(80 |
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Depreciation expense |
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182 |
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72 |
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254 |
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Segment assets |
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53,733 |
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6,390 |
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60,123 |
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7
Segment Reporting for the Three Months ended March 31, 2002
(in thousands)
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Owned |
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Contract |
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Intersegment |
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Total |
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Revenues |
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$ |
1,634 |
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$ |
2,340 |
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$ |
(1,365 |
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$ |
2,609 |
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Composition of intersegment revenues |
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1,365 |
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1,365 |
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Operating income (loss) |
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(140 |
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82 |
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(58 |
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Depreciation expense |
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323 |
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62 |
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385 |
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Segment assets |
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56,535 |
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7,191 |
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63,726 |
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Expenditures for property and equipment |
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6 |
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6 |
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All revenues are from sources within the United States.
(3) INTERIM REPORTING
All production costs are annualized for interim reporting purposes, with the difference between costs incurred to date and costs expensed to date being reported on the balance sheet as an annualized cost adjustment.
(4) PARTNERS CAPITAL
All capital allocations reflect the general partners 1% equity interest and the limited partners 99% percent equity interest. Net income per Class A Unit is calculated by dividing 99% of Partnership net income by the average number of Class A Units outstanding for the period.
(5) CASH DISTRIBUTIONS
On March 7, 2003, a first quarter cash distribution was declared in the amount of five cents ($0.05) per Class A Unit, payable on May 15, 2003 to unit holders of record as of the close of business on March 31, 2003.
8
ML MACADAMIA ORCHARDS, L.P.
Managements Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations
For the first quarter 2003, ML Macadamia Orchards recorded a net loss of $143,000 or $0.02 per Class A Unit, compared to a net loss of $146,000, or $0.02 per Class A Unit, for the first quarter 2002. Total revenues for the first quarter 2003 were $2.3 million, which included $1.3 million of farming service revenue. First quarter 2002 revenue was $2.6 million, which included $975,000 of farming service revenue.
Owned-orchard Segment
For the three months ended March 31, 2003 and 2002, nut production, nut prices and nut revenues are summarized below:
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For the
Three Months |
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Change |
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2003 |
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2002 |
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Nut harvested (000's pounds WIS @25%) |
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2,285 |
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3,385 |
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- |
32 |
% |
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Nut price (per pound) |
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$ |
0.4512 |
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$ |
0.4823 |
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- |
6 |
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Net nut sales ($000's) |
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1,031 |
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1,634 |
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- |
37 |
% |
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Production for the three-month period ended March 31, 2003 was 2.3 million pounds, 32% less than for the first quarter 2002, and 32% less than the Partnerships 10-year average of 3.4 million pounds for first quarter production.
Average nut prices received for the first quarter of 2003 were 45¢ per pound compared to an average of 48¢ per pound for the first quarter of 2002. The price that the Partnership receives for its nuts is based 50% on the current year processing and marketing results of Mauna Loa and 50% on USDA-reported macadamia nut prices for the two preceding years. The USDA portion for the current year will be lower than the previous year by 5%. The Mauna Loa portion of the current years nut price is currently estimated to be lower by about 2% compared to 2002. However, the final nut price for the year will not be known until the completion of the year, when Mauna Loas books have been closed and audited and that portion of the nut price is determined. For the full year 2002, the actual average nut price received by the Partnership was 47¢ per pound.
Cost of goods sold (owned-orchard segment) for the first quarter 2003 was $1.2 million, or 51¢ per pound, compared to $1.4 million, or 42¢ per pound, for the first quarter 2002. Production costs are based on annualized standard unit costs for interim reporting periods.
Farming Segment
Farming service revenue was $1.3 million for the first quarter 2003 compared with $975,000 for the first quarter 2002. The cost of services sold was $1.15 million in 2003 and $894,000 in 2002, which included $72,000 and $68,000 of depreciation expense, respectively. As a result of the decrease in the nut price a more conservative approach to farming was implemented in 2001 and continued through 2002 and 2003.
In late 2002, a controversy arose surrounding the sale by C. Brewer & Co., Ltd. (CBCL) of approximately 155 tree acres to third parties. CBCL reported to the Partnership that the buyers of the orchards did not
9
wish to assume the farming contracts, therefore, CBCL was terminating the contracts. The Partnership believes the contracts are not terminable at will and is currently negotiating a settlement with CBCL.
General and Administrative Expenses
General and administrative expenses are lower for the first quarter 2003 by $55,000 compared to the same period in 2002. This is a result of lower production and the utilization of standardized costing.
Other Income and Expenses
The Partnership recorded interest expense of $57,000 for the first quarter 2003 and $97,000 for the first quarter of 2002. This was due to (1) the long-term loan used to acquire the farming operations, (2) capitalized equipment leases, and (3) interest expense on the revolving line of credit. The decrease is a result of the lower market interest rates, and lower debt in the first quarter 2003 than in the first quarter 2002.
Interest income was $3,000 for the first quarter of 2003 and $19,000 for the first quarter of 2002.
Liquidity and Capital Resources
Macadamia nut farming is seasonal, with production peaking in the fall and winter. However, farming operations continue year round. As a result, additional working capital is required for much of the harvesting season.
The Partnership meets its working capital needs with cash on hand, and when necessary, through short-term borrowings under a $5.0 million revolving line of credit. On March 31, 2003 the Partnership had a cash balance of $1.5 million. The Partnership anticipates borrowing from the revolving line of credit to fund working capital needs arising from the normal seasonal requirements of macadamia nut farming, usually from the beginning of harvesting operation in June or July to the following January.
On March 31, 2003, the Partnership had $3.4 million in outstanding long-term debt representing a $3.2 million ten-year note under its Credit Agreement and $174,000 of capital leases. This compares to $3.8 million long-term debt at March 31, 2002, represented by $3.6 million ten-year note under its Credit Agreement and $248,000 of capital leases. The Credit Agreement contains certain restrictions, which are discussed in Part II - Item 2 below.
On March 31, 2003 the Partnerships working capital was $3.3 million and its current ratio was 2.98 to 1, up from $3.3 million and 2.16 to 1 on March 31, 2002. The Partnerships Credit Agreement requires a working capital minimum of $2.5 million and a minimum current ratio of 1.50 to 1. The Partnership is in compliance with the terms of its Credit Agreement.
It is the opinion of management that the Partnership has adequate cash on hand and borrowing capacity available to meet anticipated working capital needs for operations as presently conducted. However, with the September 2000 sale of Mauna Loa, the managing partner no longer has control over the timing of nut payments to the Partnership. The nut purchase contracts require Mauna Loa to make nut payments 30 days after the end of each quarter. During certain parts of the year, if payments are not received, as the contracts require, available cash resources could be depleted.
On January 30, 2002, the Partnership received a payment of $2.4 million from Mauna Loa on a total receivable of $5.4 million. The balance of the December 31, 2001 receivable was subsequently paid in full. Full payment was received on April 30, 2003 for first quarter 2003 nut deliveries, but approximately $375,000 remains past due for husking and other services. It is anticipated that payment will be made, thus no reserve has been established.
10
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Partnership is exposed to market risks resulting from changes in interest rates. The Partnership has market risk exposure on its Credit Agreement due to its variable rate pricing that is based on rates based on LIBOR, the Farm Credit Discount Note Rate and the Farm Credit Medium Term Note Rate. As of March 31, 2003, a one percent increase or decrease in the applicable rate under the Credit agreement will result in an interest expense fluctuation of approximately $32,000.
Item 4. Controls and Procedures
(a) Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of disclosure controls and procedures, as such term is defined under Rule 13a-14(c) promulgated under the Securities Exchange Act of 1934, as amended (the Exchange Act), within 90 days of the filing date of this report. Based on their evaluation, our principal executive officer and principal financial officer concluded that the Partnerships disclosure controls and procedures are effective.
(b) There have been no significant changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal controls or in other factors that could significantly affect these controls subsequent to the date of the evaluation referenced in paragraph (a) above.
In connection with the Credit Agreement with Pacific Coast Farm Credit Services, certain restrictions are placed on the Partnership in regard to indebtedness, sales of assets and maintenance of certain financial minimums. The Partnerships cash distributions will be restricted unless all requirements of these covenants are met and the effects of any cash distributions do not breach any of the financial covenants. The restrictive covenants consist of the following:
1. Minimum working capital of $2.5 million.
2. Minimum current ratio of 1.5 to 1.
3. Cumulative cash distributions beginning January 1, 2000 cannot exceed the total of cumulative net cash flow beginning January 1, 2000 plus a base amount of $3 million.
4. Minimum tangible net worth of $54.5 million (reduced by the amount of allowed cash distributions over net income).
5. Maximum ratio of funded debt to capitalization of 20%.
6. Minimum debt coverage ratio of 2.5 to 1.
Effective April 30, 2003 J. Allen Kugle resigned as a director of ML Resourses, Inc.
11
Item 6. Exhibits and Reports on Form 8-K
(a) The following documents are filed as part of this report:
Exhibit |
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Description |
11.1 |
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Statement re Computation of Net Income per Class A Unit |
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99.1 |
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Certification pursuant to 18 U.S.C. Section 1350 As adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
(b) Reports on Form 8-K:
No reports on Form 8-K were filed during the first quarter of 2003.
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.
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ML MACADAMIA ORCHARDS, L.P. |
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(Registrant) |
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ML Resources, Inc. |
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Managing General Partner |
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Date: May 8, 2003 |
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/s/ John W. A. Buyers |
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John W. A. Buyers |
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Chairman and |
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/s/ Dennis J. Simonis |
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Dennis J. Simonis |
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President and |
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/s/ Wayne W. Roumagoux |
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Wayne W. Roumagoux |
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Principal Accounting Officer |
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I, John W.A. Buyers, certify that:
1. I have reviewed this quarterly report on Form 10-Q of M. L. Macadamia Orchards, L.P.;
2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4. The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the Evaluation Date); and
c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5. The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee of registrants board of directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and
6. The registrants other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: |
May 8, 2003 |
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/s/ John W. A. Buyers |
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John W. A. Buyers |
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Chairman and Chief Executive Officer |
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I, Dennis J. Simonis, certify that:
1. I have reviewed this quarterly report on Form 10-Q of M. L. Macadamia Orchards, L.P.;
2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4. The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the Evaluation Date); and
c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5. The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee of registrants board of directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and
6. The registrants other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: |
May 8, 2003 |
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/s/ Dennis J. Simonis |
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Dennis J. Simonis |
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President and Chief Operating Officer |
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I, Wayne W. Roumagoux, certify that:
1. I have reviewed this quarterly report on Form 10-Q of M. L. Macadamia Orchards, L.P.;
2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4. The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the Evaluation Date); and
c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5. The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee of registrants board of directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and
6. The registrants other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: |
May 8, 2003 |
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/s/ Wayne W. Roumagoux |
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Wayne W. Roumagoux |
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Senior Financial Officer |
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