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EX-31.2 - SECTION 302 CERTIFICATION OF CFO - PARADISE INCdex312.htm
EX-32.1 - SECTION 906 CERTIFICATION OF CEO - PARADISE INCdex321.htm
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EX-31.1 - SECTION 302 CERTIFICATION OF CEO - PARADISE INCdex311.htm
Table of Contents

 

 

FORM 10-Q

 

 

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

x Quarterly report pursuant to section 13 or 15(d) of the Securities Act of 1934.

For the quarterly period ended March 31, 2010

or

 

¨ Transition report pursuant to section 13 or 15(d) of the Securities Act of 1934.

Commission File No. 0-3026

 

 

PARADISE, INC.

 

 

INCORPORATED IN FLORIDA

I.R.S. EMPLOYER IDENTIFICATION NO. 59-1007583

1200 DR. MARTIN LUTHER KING, JR. BLVD.,

PLANT CITY, FLORIDA 33566

(813) 752-1155

 

 

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 and 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 by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ¨    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

 

Large accelerated filer   ¨    Accelerated filer   ¨
Non-accelerated filer   ¨    Smaller reporting company   x

Indicate by check mark whether the registration is a shell company (as defined in Rule 125-2 of the Exchange Act)    Yes  ¨    No  x

The number of shares outstanding of each of the issuer’s classes of common stock:

 

     Outstanding as of March 31,

Class

   2010    2009
Common Stock      
$0.30 Par Value    519,350 Shares    519,350 Shares

 

 

 


Table of Contents

PARADISE, INC.

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2010

INDEX

 

          PAGE
PART I.    FINANCIAL INFORMATION   
   ITEM 1.   
   CONSOLIDATED BALANCE SHEETS   
  

As of March 31, 2010 (Unaudited), December 31, 2009 and March 31, 2009 (Unaudited)

   2
   CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)   
  

For the three-month periods ended March 31, 2010 and 2009

   4
   CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)   
  

For the three-month periods ended March 31, 2010 and 2009

   5
   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)    6
   ITEM 2.   
   MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS    8
   ITEM 3.   
   QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK – N/A    11
   ITEM 4.   
   CONTROLS AND PROCEDURES    11
PART II.    OTHER INFORMATION   
   ITEMS 1 – 6.    11
SIGNATURES       12


Table of Contents
PARADISE, INC.    COMMISSION FILE NO. 0-3026

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

PARADISE, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

     AS OF
MARCH 31,
2010
(UNAUDITED)
   AS OF
DECEMBER 31,
2009
   AS OF
MARCH 31,
2009
(UNAUDITED)

ASSETS

        

CURRENT ASSETS:

        

Cash and Unrestricted Demand Deposits

   $ 2,144,512    $ 3,015,063    $ 32,193

Accounts and Notes Receivable, Less Allowances of $0 (3/31/10), $1,284,611 (12/31/09) and $0 (3/31/09)

     1,426,025      1,789,906      1,417,485

Inventories:

        

Raw Materials

     3,720,031      1,928,596      4,086,783

Work in Process

     16,196      1,255,909      5,600

Finished Goods

     5,558,023      5,021,739      8,543,104

Deferred Income Tax

     405,020      279,545      406,244

Income Tax Refund Receivable

     52,867         400,313

Prepaid Expenses and Other Current Assets

     226,661      363,194      253,019
                    

TOTAL CURRENT ASSETS

     13,549,335      13,653,952      15,144,741

Property, Plant and Equipment, Less Accumulated Depreciation of $17,581,863 (3/31/10), $17,433,040 (12/31/09) and $16,977,740 (3/31/09)

     4,638,316      4,749,033      5,111,757

Goodwill

     413,280      413,280      413,280

Customer Base and Non-Compete Agreement

     785,931      817,402      911,816

Other Assets

     181,309      312,378      388,121
                    

TOTAL ASSETS

   $ 19,568,171    $ 19,946,045    $ 21,969,715
                    

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)

 

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LIABILITIES AND STOCKHOLDERS’ EQUITY

 

     AS OF
MARCH 31,
2010
(UNAUDITED)
    AS OF
DECEMBER 31,
2009
    AS OF
MARCH 31,
2009
(UNAUDITED)
 

CURRENT LIABILITIES:

      

Notes and Trade Acceptances Payable

   $ 272,016      $ 186,919      $ 1,689,828   

Current Portion of Long-Term Debt

     7,672        8,831        436,147   

Accounts Payable

     1,015,978        786,253        1,772,347   

Accrued Liabilities

     415,859        872,272        651,689   

Income Taxes Payable

       37,030     
                        

TOTAL CURRENT LIABILITIES

     1,711,525        1,891,305        4,550,011   

LONG-TERM DEBT, NET OF CURRENT PORTION

     1,260        2,885        48,547   

DEFERRED INCOME TAX LIABILITY

     209,478        209,478        223,892   
                        

TOTAL LIABILITIES

     1,922,263        2,103,668        4,822,450   
                        

STOCKHOLDERS’ EQUITY:

      

Common Stock: $.30 Par Value, 2,000,000 Shares Authorized, 583,094 Shares Issued, 519,350 Shares Outstanding

     174,928        174,928        174,928   

Capital in Excess of Par Value

     1,288,793        1,288,793        1,288,793   

Retained Earnings

     16,740,351        16,971,041        16,331,148   

Accumulated Other Comprehensive Loss

     (281,245     (315,466     (370,685

Treasury Stock, at Cost, 63,744 Shares

     (276,919     (276,919     (276,919
                        

Total Stockholders’ Equity

     17,645,908        17,842,377        17,147,265   
                        

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

   $ 19,568,171      $ 19,946,045      $ 21,969,715   
                        

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)

 

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PARADISE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

 

     FOR THE THREE MONTHS  ENDED
MARCH 31
 
     2010     2009  

Net Sales

   $ 2,500,791      $ 2,130,489   
                

Costs and Expenses:

    

Cost of Goods Sold (excluding Depreciation)

     1,853,358        1,427,539   

Selling, General and Administrative Expense

     813,584        873,595   

Depreciation and Amortization

     184,714        195,115   

Interest Expense

     208        6,396   
                

Total Costs and Expenses

     2,851,864        2,502,645   
                

Loss from Operations

     (351,073     (372,156

Other Income

     20,875        1,045   
                

Loss from Operations Before Provision for Income Taxes

     (330,198     (371,111

Provision for Income Taxes

     125,475        141,022   
                

Net Loss

   $ (204,723   $ (230,089
                

Loss per Common Share

   $ (.39   $ (.44
                

Dividend per Common Share

   $ .05      $ .05   
                

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)

 

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PARADISE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

     FOR THE THREE MONTHS  ENDED
MARCH 31,
 
     2010     2009  

CASH FLOWS FROM OPERATING ACTIVITIES:

    

Net Loss

   $ (204,723   $ (230,089

Adjustments to Reconcile Net

    

Loss to Net Cash Used in

    

Operating Activities:

    

Depreciation and Amortization

     184,714        195,115   

Provision for Deferred Income Taxes

     (125,475     (141,022

Loss on Sale of Marketable Equity Securities

     34,221     

Decrease (Increase) in:

    

Accounts Receivable

     363,881        (587,713

Inventories

     (1,088,006     (2,591,426

Prepaid Expenses

     136,533        115,781   

Other Assets

     15,300        632   

Income Tax Receivable

     (52,867     (400,313

Increase (Decrease) in:

    

Accounts Payable

     61,054        1,056,707   

Accrued Expense

     (313,710     (501,706

Income Taxes Payable

     (37,030     (124,321
                

Net Cash Used in Operating Activities

     (1,026,108     (3,208,355
                

CASH FLOWS FROM INVESTING ACTIVITIES:

    

Purchase of Property and Equipment

     (38,106     (77,043

Proceeds from Sale of Marketable Equity Securities

     111,350     
                

Net Cash Provided by (Used in) Investing Activities

     73,244        (77,043
                

CASH FLOWS FROM FINANCING ACTIVITIES:

    

Net Proceeds of Short-Term Debt

     85,097        1,316,290   

Principal Payments of Long-Term Debt

     (2,784     (44,495
                

Net Cash Provided by Financing Activities

     82,313        1,271,795   
                

Net Decrease in Cash

     ( 870,551     (2,013,603

Cash, at Beginning of Period

     3,015,063        2,045,796   
                

Cash, at End of Period

   $ 2,144,512      $ 32,193   
                

SUPPLEMENTAL CASH FLOW INFORMATION:

    

Cash paid for:

    

Interest

   $ 208      $ 2,271   

Income Tax

     77,802        430,581   
                

Net Supplemental Cash Flows

   $ 78,010      $ 432,852   
                

Noncash financing activity:

    

Dividends Declared

   $ 25,968      $ 25,968   
                

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)

 

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PARADISE, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 1 Basis of Presentation

The accompanying unaudited consolidated financial statements of Paradise, Inc. (the “Company”) have been prepared by the Company in accordance with generally accepted accounting principles for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for annual financial statements.

The information furnished herein reflects all adjustments and accruals that management believes is necessary to fairly state the operating results for the respective periods. The notes to the financial statements should be read in conjunction with the notes to the consolidated financial statements contained in the Company’s Form 10-K for the year ended December 31, 2009. The Company’s management believes that the disclosures are sufficient for interim financial reporting purposes.

Note 2 Net Loss per Share

Net loss per share, assuming no dilution, are based on the weighted average number of shares outstanding during the period: 519,350 (2010 and 2009).

Note 3 Business Segment Data

The Company’s operations are conducted through two business segments. These segments, and the primary operations of each, are as follows:

 

Business Segment

  

Operation

Fruit    Production of candied fruit, a basic fruitcake ingredient, sold to manufacturing bakers, institutional users, and retailers for use in home baking. Also, based on market conditions, the processing of frozen strawberry products, for sale to commercial and institutional users such as preservers, dairies, drink manufacturers, etc.
Molded Plastics    Production of plastics containers and other molded plastics for sale to various food processors and others.

 

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     Three Months Ended
March 31, 2010
   Three Months Ended
March 31, 2009

Net Sales in Each Segment

     

Fruit:

     

Sales to Unaffiliated Customers

   $ 548,740    $ 549,880

Molded Plastics:

     

Sales to Unaffiliated Customers

     1,952,051      1,580,609
             

Net Sales

   $ 2,500,791    $ 2,130,489
             

For the three month period ended March 31, 2010 and 2009, sales of frozen strawberry products totaled $145,797 and $139,031, respectively.

The Company does not account for intersegment transfers as if the transfers were to third parties.

The Company does not prepare operating profit or loss information on a segment basis for internal use, until the end of each year. Due to the seasonal nature of the fruit segment management believes that it is not practical to prepare this information for interim reporting purposes. Therefore, reporting is not required by generally accepted accounting principles.

 

     Three Months Ended
March 31, 2010
   Three Months Ended
March 31, 2009

Identifiable Assets of Each Segment are Listed Below

     

Fruit

   $ 10,769,641    $ 14,028,578

Molded Plastics

     5,122,003      5,720,924
             

Identifiable Assets

     15,891,644      19,749,502

General Corporate Assets

     3,676,527      2,220,213
             

Total Assets

   $ 19,568,171    $ 21,969,715
             

Identifiable assets by segment are those assets that are principally used in the operations of each segment. General corporate assets are principally cash, land and buildings, and investments.

Note 4 Subsequent Event

The Company has evaluated events and transactions for potential recognition or disclosure in the financial statements through the date of issuance of these financial statements.

 

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact should be considered “forward-looking statements” for purpose of these provisions, including statements that include projections of, or expectations about, earnings, revenues or other financial items, statements about our plans and objectives for future operations, statements concerning proposed new products or services, statements regarding future economic conditions or performance, statements concerning our expectations regarding the attraction and retention of customers, statements about market risk and statements underlying any of the foregoing. In some cases, forward-looking statements can be identified by the use of such terminology as “may”, “will”, “expects”, “potential”, or “continue”, or the negative thereof or other similar words. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we can give no assurance that such expectations or any of our forward-looking statements will prove to be correct. Actual results and developments are likely to be different from, and may be materially different from, those expressed or implied by our forward–looking statements. Forward-looking statements are subject to inherent risks and uncertainties.

Overview

Paradise, Inc.’s main business segment, glace’ fruit, a prime ingredient of fruitcakes and other holiday confections, represented 70.3% of total net sales during 2009. These products are sold to manufacturing bakers, institutional users, supermarkets and other retailers throughout the country. Consumer demand for glace’ fruit product is traditionally strongest during the Thanksgiving and Christmas season. Almost 80% of glace’ fruit product sales are recorded from the eight to ten weeks beginning in mid September.

Since the majority of the Company’s customers require delivery of glace’ candied fruit products during this relatively short period of time, Paradise, Inc. must operate at consistent levels of production from as early as January through the middle of November of each year in order to meet peak demands. Furthermore, the Company must make substantial borrowings of short-term working capital to cover the cost of raw materials, factory overhead and labor expense associated with production for inventory. This combination of building and financing inventories during the year, without the opportunity to record any significant fruit product income, results in the generation of operating losses well into the third quarter of each year. Therefore, it is the opinion of management that meaningful forecasts of annual net sales or profit levels require analysis of a full year’s operations.

 

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In addition, comparison of current quarterly results to the preceding quarter produces an incomplete picture on the Company’s performance due to year-to-year changes in production schedules, seasonal harvests and availability of raw materials, and in the timing of customer orders and shipments. Thus, the discussion of information presented within this report is focused on the review of the Company’s current year-to-date results as compared to the similar period last year.

Paradise, Inc.’s other business segment, Paradise Plastics, Inc., a wholly owned subsidiary of Paradise, Inc. producing custom molding products, is not subject to the seasonality of the glace’ fruit business. This segment represents all injection molding and thermoforming operations, including the packaging for the Company’s fruit products. Only sales to unaffiliated customers are reported.

The First Quarter

Paradise, Inc.’s fruit segment net sales for the first quarter of 2010 were $548,740 compared to $549,880 for the similar reporting period of 2009. As reported in the above paragraph, Paradise, Inc.’s fruit segment sales are very seasonal in nature. First quarter fruit segment net sales are typically no more than 2-3% of total annual net sales. As in previous years, the current sales activity is limited to bulk fruit orders received and shipped to supermarkets and manufacturing bakeries for the upcoming Easter holiday season. During the current reporting period for 2010 as well as the similar reporting period for 2009, bulk fruit products accounted for approximately 80% of fruit segment net sales. The remaining volume of sales activity is primarily related to the sale of finished strawberry products produced exclusively for a local Plant City, Florida distributor during a short window of time in late March and early April of each year. For a negotiated fee, i.e. tolling charge, Paradise, Inc. will receive and process fresh strawberries through its facilities on behalf of this distributor. Tolling charges accrued during the first quarter of 2010 were $145,797 compared to $139,031 for 2009.

Paradise Plastics, Inc.’s net sales to unaffiliated customers, during the first quarter of 2010 increased to $1,952,051 from $1,580,609 or 23.5% compared to the similar reporting period for 2009 stopping a declining trend in net sales activity reported over the past year. As economic activity related to the housing market has started to show signs of improvement, the Company has received an increase in orders from its long-time home-based plastics customers. While the Company is not able to predict with any certainty the strength of this recent turnaround, management has the necessary production space, equipment and available labor talent to facilitate this upturn in business activity.

Consolidated cost of sales as a percentage of net sales increased 7.1% for the first quarter for 2010 compared to the similar reporting period for 2009. However, it should be noted that glace’ fruit production will not commence operations until the first week of May, 2010. Thus, without any meaningful cost information available as of the date of this filing, no reasonable estimate regarding cost of sales can be determined at this time.

 

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The First Quarter (Continued)

 

Inventory at March 31, 2010 decreased by $3,341,237 compared to inventory at March 31, 2009 as Paradise, Inc.’s management focused its effort during the previous year to reduce its glace’ fruit raw materials and plastics resins in anticipation of a lessening in sales activity caused by the slowdown in the economy. While inventory levels are significantly lower as of March 31, 2010, Paradise, Inc. does have sufficient quantities of inventory in place or under contract to meet 100% of its estimated production requirements for the upcoming 2010 holiday season.

Selling, general & administrative expenses for the first quarter of 2010 decreased $60,011 or 6.9% compared to the previous year’s reporting period. Two factors play a major role in this decrease. First, approximately 52% or $31,000 of this savings is due to less travel by management and sales personnel during the first quarter of 2010 compared to 2009. Secondly, professional services for computer support, audit fees and payroll related expenses have been reduced by more than $20,000 during the first quarter period of 2010 compared to the similar reporting period of 2009.

Depreciation and amortization expenses for the first quarter of 2010 decreased 5% compared to the similar reporting period of 2009 as amortization related to debt service cost associated with the acquisition of Mastercraft Products Corporation in June of 2004 expired as of December 31, 2009.

Interest expense for the first quarter of 2010 totaled $208 compared to $6,396 for the first three months of 2009 as the Company retired the majority of its long term debt during 2009. In addition, the Company’s current two year revolving line of credit which provides up to $12,000,000 for working capital is $0 as of March 31, 2010 compared to $1,100,000 as of March 31, 2009.

Summary

Paradise, Inc’s consolidated net sales for the three months ended March 31, 2010 increased $370,302 or 17.4% to $2,500,791 compared from $2,130,489 for the three months ended March 31, 2009 as plastics customers who were severely impacted by the housing market collapse during late 2008 and all of 2009 are just now beginning to see an increase in their sales volume during the first quarter of 2010.

While the Company is pleased to see this increase in first quarter plastics sales, it is important to note that with less than 95% of the Company’s glace fruit sales yet to be realized as of the date of this filing, no reasonable estimation or forecast of consolidated financial performance can be determined at this time.

 

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE AND MARKET RISK – N/A

ITEM 4. CONTROLS AND PROCEDURES

The Company’s Chief Executive Officer and Chief Financial Officer have, within 90 days of the filing date of this quarterly report, evaluated the Company’s disclosure controls and procedures. Based on their evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded, as of March 31, 2010, that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the applicable Securities and Exchange Commission rules and forms. There were no changes in the Company’s internal controls over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. The most recent evaluation of these controls by the Company’s Chief Executive Officer and Chief Financial Officer did not identify any deficiencies or weaknesses in the Company’s internal controls over financial reporting; therefore, no corrective actions were taken.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings – N/A

Item 1A. Risk Factors – N/A

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds – N/A

Item 3. Defaults Upon Senior Securities – N/A

Item 4. Submission of Matters to a Vote of Security Holders – N/A

Item 5. Other Information – N/A

Item 6. Exhibits and Reports on Form 8-K

 

  (a) Exhibits.

 

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Exhibit
Number

  

Description

  31.1    Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
  31.2    Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
  32.1    Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
  32.2    Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

  (b) Reports on Form 8-K.

None.

SIGNATURES

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.

 

  PARADISE, INC.     
  A Florida Corporation     
 

/s/ Melvin S. Gordon

  Date: May 14, 2010   
  Melvin S. Gordon     
  Chief Executive Officer and Chairman     
 

/s/ Jack M. Laskowitz

  Date: May 14, 2010   
  Jack M. Laskowitz     
  Chief Financial Officer and Treasurer     

 

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