x
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
|
|
SECURITIES
EXCHANGE ACT OF 1934
|
|
For
the quarterly period ended March
31, 2009
|
|
OR
|
o
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
|
|
SECURITIES
EXCHANGE ACT OF 1934
|
|
For
the transition period from ______________________ to
_________________
|
|
Commission
file number 000-00565
|
|
(Exact
name of registrant as specified in its
charter)
|
Hawaii
|
99-0032630
|
(State
or other jurisdiction of
incorporation or
organization)
|
(I.R.S.
Employer
Identification
No.)
|
P.
O. Box 3440, Honolulu, Hawaii
822
Bishop Street, Honolulu, Hawaii
(Address
of principal executive offices)
|
9680l
96813
(Zip
Code)
|
|
(808)
525-6611
|
|
(Registrant’s
telephone number, including area
code)
|
|
N/A
|
|
(Former
name, former address, and former
|
|
fiscal
year, if changed since last report)
|
Large
accelerated filer x
|
Accelerated
filer o
|
Non-accelerated
filer o (Do
not check if a smaller reporting company)
|
Smaller
reporting company o
|
Three
Months Ended
|
|||||||
March
31,
|
|||||||
2009
|
2008
|
||||||
Revenue:
|
|||||||
Operating
revenue
|
$
|
319.9
|
$
|
578.7
|
|||
Costs
and Expenses:
|
|||||||
Costs
of goods sold, services and rentals
|
272.0
|
482.9
|
|||||
Selling,
general and administrative
|
46.2
|
39.6
|
|||||
Operating
costs and expenses
|
318.2
|
522.5
|
|||||
Operating
Income
|
1.7
|
56.2
|
|||||
Other
Income and (Expense):
|
|||||||
Gain
on insurance settlement
|
--
|
7.7
|
|||||
Equity
in income of real estate affiliates
|
--
|
8.2
|
|||||
Interest
income
|
0.1
|
0.4
|
|||||
Interest
expense
|
(5.6
|
)
|
(6.1
|
)
|
|||
Income
(Loss) Before Taxes
|
(3.8
|
)
|
66.4
|
||||
Income
tax (benefit) expense
|
(1.8
|
)
|
25.9
|
||||
Income
(Loss) From Continuing Operations
|
(2.0
|
)
|
40.5
|
||||
Income
From Discontinued Operations (net of income taxes)
|
5.0
|
1.6
|
|||||
Net
Income
|
$
|
3.0
|
$
|
42.1
|
|||
Basic
Earnings (Loss) Per Share:
|
|||||||
Continuing
operations
|
$
|
(0.05
|
)
|
$
|
0.98
|
||
Discontinued
operations
|
0.12
|
0.04
|
|||||
Net
income
|
$
|
0.07
|
$
|
1.02
|
|||
Diluted
Earnings (Loss) Per Share:
|
|||||||
Continuing
operations
|
$
|
(0.05
|
)
|
$
|
0.97
|
||
Discontinued
operations
|
0.12
|
0.04
|
|||||
Net
income
|
$
|
0.07
|
$
|
1.01
|
|||
Weighted
Average Number of Shares Outstanding:
|
|||||||
Basic
|
41.0
|
41.4
|
|||||
Diluted
|
41.0
|
41.7
|
March
31,
|
December
31,
|
||||||
2009
|
2008
|
||||||
ASSETS
|
|||||||
Current
Assets:
|
|||||||
Cash
and cash equivalents
|
$
|
10
|
$
|
19
|
|||
Accounts
and notes receivable, net
|
160
|
163
|
|||||
Inventories
|
47
|
28
|
|||||
Real
estate held for sale
|
20
|
20
|
|||||
Section
1031 exchange proceeds
|
--
|
23
|
|||||
Prepaid
expenses and other assets
|
30
|
31
|
|||||
Total
current assets
|
267
|
284
|
|||||
Investments
in Affiliates
|
212
|
208
|
|||||
Real
Estate Developments
|
79
|
78
|
|||||
Property,
at cost
|
2,740
|
2,700
|
|||||
Less
accumulated depreciation and amortization
|
1,127
|
1,110
|
|||||
Property
– net
|
1,613
|
1,590
|
|||||
Employee
Benefit Plan Assets
|
3
|
3
|
|||||
Other
Assets
|
153
|
187
|
|||||
Total
|
$
|
2,327
|
$
|
2,350
|
|||
LIABILITIES
AND SHAREHOLDERS’ EQUITY
|
|||||||
Current
Liabilities:
|
|||||||
Notes
payable and current portion of long-term debt
|
$
|
33
|
$
|
52
|
|||
Accounts
payable
|
103
|
105
|
|||||
Payroll
and vacation benefits
|
18
|
18
|
|||||
Uninsured
claims
|
10
|
10
|
|||||
Deferred
income taxes
|
1
|
1
|
|||||
Accrued
and other liabilities
|
44
|
52
|
|||||
Total
current liabilities
|
209
|
238
|
|||||
Long-term
Liabilities:
|
|||||||
Long-term
debt
|
460
|
452
|
|||||
Deferred
income taxes
|
417
|
414
|
|||||
Employee
benefit plans
|
127
|
122
|
|||||
Uninsured
claims and other liabilities
|
52
|
52
|
|||||
Total
long-term liabilities
|
1,056
|
1,040
|
|||||
Commitments
and Contingencies (Note 3)
|
|||||||
Shareholders’
Equity:
|
|||||||
Capital
stock
|
33
|
33
|
|||||
Additional
capital
|
204
|
204
|
|||||
Accumulated
other comprehensive loss
|
(96
|
)
|
(96
|
)
|
|||
Retained
earnings
|
932
|
942
|
|||||
Cost
of treasury stock
|
(11
|
)
|
(11
|
)
|
|||
Total
shareholders’ equity
|
1,062
|
1,072
|
|||||
Total
|
$
|
2,327
|
$
|
2,350
|
Three
Months Ended
|
|||||||
March
31,
|
|||||||
2009
|
2008
|
||||||
Cash
Flows from Operating Activities
|
$
|
8
|
$
|
160
|
|||
Cash
Flows from Investing Activities:
|
|||||||
Capital
expenditures
|
(16
|
)
|
(55
|
)
|
|||
Proceeds
from disposal of property and other assets
|
29
|
1
|
|||||
Proceeds
from insurance settlement related to 2005 casualty loss
|
--
|
8
|
|||||
Deposits
into Capital Construction Fund
|
(2
|
)
|
(6
|
)
|
|||
Withdrawals
from Capital Construction Fund
|
2
|
5
|
|||||
Increase
in investments
|
(6
|
)
|
(11
|
)
|
|||
Reduction
in investments
|
1
|
4
|
|||||
Net
cash from (used in) investing activities
|
8
|
(54
|
)
|
||||
Cash
Flows from Financing Activities:
|
|||||||
Proceeds
from issuances of long-term debt
|
195
|
110
|
|||||
Payments
of long-term debt
|
(197
|
)
|
(62
|
)
|
|||
Payments
of short-term debt
|
(9
|
)
|
(15
|
)
|
|||
Proceeds
from issuances of capital stock, including
|
|||||||
excess tax
benefit
|
(1
|
)
|
1
|
||||
Repurchase
of capital stock
|
--
|
(50
|
)
|
||||
Dividends
paid
|
(13
|
)
|
(12
|
)
|
|||
Net
cash used in financing activities
|
(25
|
)
|
(28
|
)
|
|||
Net
(Decrease) Increase in Cash and Cash Equivalents
|
$
|
(9
|
)
|
$
|
78
|
||
Other
Cash Flow Information:
|
|||||||
Interest
paid
|
$
|
(6
|
)
|
$
|
(7
|
)
|
|
Other
Non-cash Information:
|
|||||||
Depreciation
and amortization expense
|
$
|
26
|
$
|
25
|
|||
Tax-deferred
property sales
|
$
|
19
|
$
|
1
|
|||
Tax-deferred
property purchases
|
$
|
(50
|
)
|
$
|
(5
|
)
|
(1)
|
The
Condensed Consolidated Financial Statements are unaudited. Because of the
nature of the Company’s operations, the results for interim periods are
not necessarily indicative of results to be expected for the year. While
these condensed consolidated financial statements reflect all normal
recurring adjustments that are, in the opinion of management, necessary
for fair presentation of the results of the interim period, they do not
include all of the information and footnotes required by U.S. generally
accepted accounting principles for complete financial statements.
Therefore, the interim Condensed Consolidated Financial Statements should
be read in conjunction with the Consolidated Financial Statements and
Notes thereto included in the Company’s Annual Report filed on Form 10-K
for the year ended December 31,
2008.
|
(2)
|
In
June 2008, the Financial Accounting Standards Board (“FASB”) issued FASB
Staff Position EITF No. 03-6-1, Determining Whether
Instruments Granted in Share-Based Payment Transactions Are Participating
Securities (“FSP EITF No. 03-6-1”). FSP EITF No. 03-6-1 addresses
whether instruments granted in share-based payment transactions are
participating securities prior to vesting, and therefore, need to be
included in the earnings allocation in calculating earnings per share
under the two-class method described in Statement of Financial Accounting
Standards (“SFAS”) No. 128, Earnings per Share. FSP
EITF No. 03-6-1 requires companies to treat unvested share-based payment
awards that have non-forfeitable rights to dividends or dividend
equivalents as a separate class of securities in calculating earnings per
share. The Company adopted FSP EITF No. 03-6-1 effective January 1, 2009.
The adoption of FSP EITF No. 03-6-1 did not have a material effect on the
Company’s earnings per share of common
stock.
|
(3)
|
Commitments,
Guarantees and Contingencies: Commitments and financial
arrangements (excluding lease commitments disclosed in Note 8 of the
Company’s Annual Report filed on Form 10-K for the year ended December 31,
2008) at March 31, 2009, included the following (in
millions):
|
Standby
letters of credit
|
(a)
|
$10
|
|
Performance
and customs bonds
|
(b)
|
$29
|
|
Benefit
plan withdrawal obligations
|
(c)
|
$60
|
|
These
amounts are not recorded on the Company’s condensed consolidated balance
sheet and it is not expected that the Company or its subsidiaries will be
called upon to advance funds under these
commitments.
|
|
(a)
|
Represents
letters of credit, of which approximately $8 million enable the Company to
qualify as a self-insurer for state and federal workers’ compensation
liabilities. Additionally, the balance also includes a $2 million of
letter of credit related to insurance-related matters for one of the
Company’s real estate projects.
|
|
(b)
|
Consists
of approximately $16 million in U.S. customs bonds, approximately $11
million in bonds related to real estate construction projects in Hawaii,
and approximately $2 million related to transportation and other
matters.
|
|
(c)
|
Represents
the withdrawal liabilities for multiemployer pension plans, in which
Matson is a participant. The aggregate withdrawal liability is
approximately $60 million as of the most recent valuation dates.
Management has no present intention of withdrawing from, and does not
anticipate the termination of, any of the aforementioned
plans.
|
(4)
|
Earnings
Per Share (“EPS”): The number of shares used to compute basic and diluted
earnings per share is as follows (in
millions):
|
Quarter
Ended
|
|||||
March
31,
|
|||||
2009
|
2008
|
||||
Denominator
for basic EPS - weighted average shares
|
41.0
|
41.4
|
|||
Effect
of dilutive securities:
|
|||||
Employee/director
stock options, non-vested common stock,
and
restricted stock units
|
--
|
0.3
|
|||
Denominator
for diluted EPS - weighted average shares
|
41.0
|
41.7
|
(5)
|
Share-Based
Compensation: On January 28, 2009, the Company granted
non-qualified stock options to purchase 478,589 shares of the Company’s
common stock. The grant-date fair value of each stock option granted using
the Black-Scholes-Merton option pricing model, was $2.79 using the
following weighted average assumptions: volatility of 24.8%, risk-free
interest rate of 1.9%, dividend yield of 5.4%, and expected term of 5.8
years.
|
Activity
in the Company’s stock option plans for the first quarter of 2009 was as
follows (in thousands, except weighted average exercise price and weighted
average contractual life):
|
Predecessor
Plans
|
Weighted
|
Weighted
|
||||||||||||||
1998
|
1998
|
Average
|
Average
|
Aggregate
|
||||||||||||
2007
|
Employee
|
Directors’
|
Total
|
Exercise
|
Contractual
|
Intrinsic
|
||||||||||
Plan
|
Plan
|
Plan
|
Shares
|
Price
|
Life
|
Value
|
||||||||||
Outstanding
January 1, 2009
|
480
|
1,316
|
239
|
2,035
|
$39.71
|
|||||||||||
Granted
|
478
|
--
|
--
|
478
|
$23.33
|
|||||||||||
Forfeited
and expired
|
--
|
(14
|
)
|
--
|
(14
|
)
|
$20.88
|
|||||||||
Outstanding,
March 31, 2009
|
958
|
1,302
|
239
|
2,499
|
$36.68
|
6.7
|
$--
|
|||||||||
Exercisable
March 31, 2009
|
159
|
1,209
|
220
|
1,588
|
$38.12
|
5.2
|
$--
|
Predecessor
|
||||||||||||
2007
|
Plans
|
|||||||||||
Plan
|
Weighted
|
Non-Vested
|
Weighted
|
|||||||||
Restricted
|
Average
|
Common
|
Average
|
|||||||||
Stock
|
Grant-Date
|
Stock
|
Grant-Date
|
|||||||||
Units
|
Fair
Value
|
Shares
|
Fair
Value
|
|||||||||
Outstanding
January 1, 2009
|
160
|
$46.68
|
94
|
$47.48
|
||||||||
Granted
|
359
|
$23.33
|
--
|
$ --
|
||||||||
Vested
|
(79
|
) |
$45.38
|
(66
|
) |
$47.23
|
||||||
Canceled
|
(1
|
)
|
$28.63
|
--
|
$ --
|
|||||||
Outstanding
March 31, 2009
|
439
|
$27.85
|
28
|
$48.07
|
Quarter
Ended
|
|||||||||
March
31,
|
|||||||||
2009
|
2008
|
||||||||
Share-based
expense (net of estimated forfeitures):
|
|||||||||
Stock
options
|
$
|
0.9
|
$
|
0.8
|
|||||
Non-vested
stock/Restricted stock units
|
1.7
|
2.4
|
|||||||
Total
share-based expense
|
2.6
|
3.2
|
|||||||
Total
recognized tax benefit
|
(0.7
|
)
|
(0.8
|
)
|
|||||
Share-based
expense (net of tax)
|
$
|
1.9
|
$
|
2.4
|
(6)
|
Accounting
for and Classification of Discontinued Operations: As required by
Statement of Financial Accounting Standards No. 144, Accounting for the Impairment
or Disposal of Long-Lived Assets (“SFAS No. 144”), the sales of
certain income-producing assets are classified as discontinued operations
if (i) the operations and cash flows of the assets can be clearly
distinguished from the remaining assets of the Company, (ii) the cash
flows that are specific to the assets sold have been, or will be,
eliminated from the ongoing operations of the Company, (iii) the Company
will not have a significant continuing involvement in the operations of
the assets sold, and (iv) the amount is considered material. Certain
income-producing properties that are “held for sale,” based on the
likelihood and intention of selling the property within 12 months, are
also treated as discontinued operations. Depreciation on these assets
ceases upon classification as discontinued operations. Sales of land,
residential houses, and office condominium units are generally considered
inventory and are not included in discontinued
operations.
|
Quarter
Ended
|
|||||||||
March
31,
|
|||||||||
2009
|
2008
|
||||||||
Discontinued
Operations (net of tax)
|
|||||||||
Sales
of Assets
|
$
|
4.7
|
$
|
0.4
|
|||||
Leasing
Operations
|
0.3
|
1.2
|
|||||||
Total
|
$
|
5.0
|
$
|
1.6
|
(7)
|
Comprehensive
Income for the three months ended March 31, 2009 and 2008 consisted
of (in millions):
|
Quarter
Ended
|
|||||||||
March
31,
|
|||||||||
2009
|
2008
|
||||||||
Net
Income
|
$
|
3.0
|
$
|
42.1
|
|||||
Amortization
of unrealized pension asset gain/loss
|
0.3
|
--
|
|||||||
Comprehensive
Income
|
$
|
3.3
|
$
|
42.1
|
(8)
|
Pension
and Post-retirement Plans: The Company has defined benefit
pension plans that cover substantially all non-bargaining unit and certain
bargaining unit employees. The Company also has unfunded non-qualified
plans that provide benefits in excess of the amounts permitted to be paid
under the provisions of the tax law to participants in qualified plans.
The assumptions related to discount rates, expected long-term rates of
return on invested plan assets, salary increases, age, mortality and
health care cost trend rates, along with other factors, are used in
determining the assets, liabilities and expenses associated with pension
benefits. Management reviews the assumptions annually with its independent
actuaries, taking into consideration existing and future economic
conditions and the Company’s intentions with respect to these plans.
Management believes that its assumptions and estimates for 2009 are
reasonable. Different assumptions, however, could result in material
changes to the assets, obligations and costs associated with benefit
plans.
|
|
The
components of net periodic benefit cost for the first quarters of 2009 and
2008 were as follows (in millions):
|
Pension Benefits
|
Post-retirement Benefits
|
||||||||||||||||
2009
|
2008
|
2009
|
2008
|
||||||||||||||
Service
Cost
|
$
|
2.0
|
$
|
2.0
|
$
|
0.2
|
$
|
0.2
|
|||||||||
Interest
Cost
|
4.8
|
4.6
|
0.8
|
0.7
|
|||||||||||||
Expected
Return on Plan Assets
|
(5.0
|
)
|
(7.9
|
)
|
--
|
--
|
|||||||||||
Amortization
of Prior Service Cost
|
0.2
|
0.1
|
0.1
|
--
|
|||||||||||||
Amortization
of Net (Gain) Loss
|
2.9
|
--
|
(0.1
|
)
|
(0.3
|
)
|
|||||||||||
Net
Periodic Benefit Cost (Income)
|
$
|
4.9
|
$
|
(1.2
|
)
|
$
|
1.0
|
$
|
0.6
|
|
Based
on the actuarial report as of January 1, 2009, the 2009 return on plan
assets is not expected to exceed the sum of the service cost, interest
cost and amortization components, resulting in an expected net periodic
pension expense of $4.9 million for the first quarter of 2009 and
approximately $19.5 million for the full year. The increase in net
periodic pension expense in 2009 relative to 2008 is principally due to a
decline in pension assets, from $379 million at the end of 2007 to $244
million at the end of 2008. In 2009, the Company does not expect that it
will be required to make contributions to its pension
plans.
|
(9)
|
Segment
results for the three months ended March 31, 2009 and 2008 were as follows
(In millions) (Unaudited):
|
Three
Months Ended
|
||||||||
March
31,
|
||||||||
2009
|
2008
|
|||||||
Revenue:
|
||||||||
Transportation:
|
||||||||
Ocean
transportation
|
$
|
201.1
|
$
|
243.0
|
||||
Logistics
services
|
76.2
|
102.6
|
||||||
Real
Estate:
|
||||||||
Leasing
|
27.2
|
28.8
|
||||||
Sales
|
25.2
|
187.4
|
||||||
Less
amounts reported in discontinued operations
|
(25.2
|
)
|
(4.1
|
)
|
||||
Agribusiness
|
17.7
|
22.5
|
||||||
Reconciling
Items
|
(2.3
|
)
|
(1.5
|
)
|
||||
Total
revenue
|
$
|
319.9
|
$
|
578.7
|
||||
Operating
Profit, Net Income (Loss):
|
||||||||
Transportation:
|
||||||||
Ocean
transportation
|
$
|
(0.5
|
)
|
$
|
15.9
|
|||
Logistics
services
|
1.5
|
4.7
|
||||||
Real
Estate:
|
||||||||
Leasing
|
12.0
|
13.9
|
||||||
Sales
|
5.6
|
41.4
|
||||||
Less
amounts reported in discontinued operations
|
(8.8
|
)
|
(2.5
|
)
|
||||
Agribusiness
|
(1.9
|
)
|
4.8
|
|||||
Total
operating profit
|
7.9
|
78.2
|
||||||
Interest
Expense
|
(5.6
|
)
|
(6.1
|
)
|
||||
General
Corporate Expenses
|
(6.1
|
)
|
(5.7
|
)
|
||||
Income
(Loss) From Continuing Operations Before Income Taxes
|
(3.8
|
)
|
66.4
|
|||||
Income
Tax (Benefit) Expense
|
(1.8
|
)
|
25.9
|
|||||
Income
(Loss) From Continuing Operations
|
(2.0
|
)
|
40.5
|
|||||
Income
From Discontinued Operations (net of income taxes)
|
5.0
|
1.6
|
||||||
Net
Income
|
$
|
3.0
|
$
|
42.1
|
Quarter
Ended March 31,
|
||||||||||
(dollars
in millions)
|
2009
|
2008
|
Change
|
|||||||
Operating
Revenue
|
$
|
319.9
|
$
|
578.7
|
-45
|
%
|
||||
Operating
Costs and Expenses
|
318.2
|
522.5
|
-39
|
%
|
||||||
Operating
Income
|
1.7
|
56.2
|
-97
|
%
|
||||||
Other
Income and (Expense)
|
(5.5
|
)
|
10.2
|
NM
|
||||||
Income
(Loss) Before Taxes
|
(3.8
|
)
|
66.4
|
NM
|
||||||
Income
Tax (Benefit) Expense
|
(1.8
|
)
|
25.9
|
NM
|
||||||
Discontinued
Operations (net of income taxes)
|
5.0
|
1.6
|
3
|
X
|
||||||
Net
Income
|
$
|
3.0
|
$
|
42.1
|
-93
|
%
|
||||
Basic
Earnings per Share
|
$
|
0.07
|
$
|
1.02
|
-93
|
%
|
||||
Diluted
Earnings per Share
|
$
|
0.07
|
$
|
1.01
|
-93
|
%
|
Quarter
Ended March 31,
|
||||||||||
(dollars
in millions)
|
2009
|
2008
|
Change
|
|||||||
Revenue
|
$
|
201.1
|
$
|
243.0
|
-17
|
%
|
||||
Operating
profit (loss)
|
$
|
(0.5
|
)
|
$
|
15.9
|
NM
|
||||
Operating
profit margin
|
-0.2
|
%
|
6.5
|
%
|
||||||
Volume
(Units)*
|
||||||||||
Hawaii
containers
|
32,500
|
37,900
|
-14
|
%
|
||||||
Hawaii
automobiles
|
14,400
|
25,600
|
-44
|
%
|
||||||
China
containers
|
9,600
|
11,700
|
-18
|
%
|
||||||
Guam
containers
|
3,400
|
3,400
|
--
|
%
|
Quarter
Ended March 31,
|
||||||||||
(dollars
in millions)
|
2009
|
2008
|
Change
|
|||||||
Intermodal
revenue
|
$
|
44.5
|
$
|
65.0
|
-32
|
%
|
||||
Highway
revenue
|
31.7
|
37.6
|
-16
|
%
|
||||||
Total
Revenue
|
$
|
76.2
|
$
|
102.6
|
-26
|
%
|
||||
Operating
profit
|
$
|
1.5
|
$
|
4.7
|
-68
|
%
|
||||
Operating
profit margin
|
2.0
|
%
|
4.6
|
%
|
Quarter
Ended March 31,
|
||||||||||
(dollars
in millions)
|
2009
|
2008
|
Change
|
|||||||
Revenue
|
$
|
27.2
|
$
|
28.8
|
-6
|
%
|
||||
Operating
profit
|
$
|
12.0
|
$
|
13.9
|
-14
|
%
|
||||
Operating
profit margin
|
44.1
|
%
|
48.3
|
%
|
||||||
Occupancy
Rates:
|
||||||||||
Mainland
|
90
|
%
|
96
|
%
|
-6
|
%
|
||||
Hawaii
|
95
|
%
|
98
|
%
|
-3
|
%
|
||||
Leasable
Space (million sq. ft.):
|
||||||||||
Mainland
|
7.1
|
5.2
|
37
|
%
|
||||||
Hawaii
|
1.4
|
1.4
|
--
|
%
|
Quarter
Ended March 31,
|
||||||||||
(dollars
in millions)
|
2009
|
2008
|
Change
|
|||||||
Improved
property sales
|
$
|
20.1
|
$
|
--
|
NM
|
|||||
Development
sales
|
0.4
|
186.5
|
-100
|
%
|
||||||
Unimproved/other
property sales
|
4.7
|
0.9
|
5
|
X
|
||||||
Total
revenue
|
$
|
25.2
|
$
|
187.4
|
-87
|
%
|
||||
Operating
profit before joint ventures
|
$
|
5.6
|
$
|
25.5
|
-78
|
%
|
||||
Gain
on insurance settlement
|
--
|
7.7
|
NM
|
|||||||
Earnings
from joint ventures
|
--
|
8.2
|
NM
|
|||||||
Total
operating profit
|
$
|
5.6
|
$
|
41.4
|
-86
|
%
|
Quarter
Ended March 31,
|
|||||||
(dollars
in millions, before tax)
|
2009
|
2008
|
|||||
Sales
revenue
|
$
|
24.6
|
$
|
0.7
|
|||
Leasing
revenue
|
$
|
0.6
|
$
|
3.4
|
|||
Sales
operating profit
|
$
|
8.4
|
$
|
0.6
|
|||
Leasing
operating profit
|
$
|
0.4
|
$
|
1.9
|
Quarter
Ended March 31,
|
||||||||||
(dollars
in millions)
|
2009
|
2008
|
Change
|
|||||||
Revenue
|
$
|
17.7
|
$
|
22.5
|
-21
|
%
|
||||
Operating
profit (loss)
|
$
|
(1.9
|
)
|
$
|
4.8
|
NM
|
||||
Operating
profit (loss) margin
|
-10.7
|
%
|
21.3
|
%
|
||||||
Tons
sugar produced
|
12,200
|
14,200
|
-14
|
%
|
|
(a)
|
Disclosure
Controls and Procedures. The Company’s management, with the participation
of the Company’s Chief Executive Officer and Chief Financial Officer, has
evaluated the effectiveness of the Company’s disclosure controls and
procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under
the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as
of the end of the period covered by this report. Based on such evaluation,
the Company’s Chief Executive Officer and Chief Financial Officer have
concluded that, as of the end of such period, the Company’s disclosure
controls and procedures are
effective.
|
|
(b)
|
Internal
Control Over Financial Reporting. There have not been any changes in the
Company’s internal control over financial reporting (as such term is
defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during
the fiscal quarter to which this report relates that have materially
affected, or are reasonably likely to materially affect, the Company’s
internal control over financial
reporting.
|
Period
|
Total
Number of
Shares
Purchased
|
Average
Price
Paid
per Share
|
Total
Number of
Shares
Purchased as
Part
of Publicly
Announced
Plans
or
Programs
|
Maximum
Number
of
Shares that
May
Yet Be Purchased
Under
the Plans
or
Programs
|
Jan
1 - 31, 2009
|
54,621
(1)
|
$21.87
|
--
|
--
|
Feb
1 - 28, 2009
|
4,632
(1)
|
$19.33
|
--
|
--
|
Mar
1 - 31, 2009
|
--
|
--
|
--
|
--
|
(1)
|
Represents
shares accepted in satisfaction of tax withholding obligations upon
vesting of non-vested common stock and restricted stock
units.
|
(i)
Election of Directors
|
For
|
Withheld
|
Broker
Non-Votes
|
W.
Blake Baird
|
33,726,744
|
1,201,818
|
--
|
Michael
J. Chun
|
31,512,460
|
3,416,102
|
--
|
W.
Allen Doane
|
33,280,081
|
1,648,481
|
--
|
Walter
A. Dods, Jr.
|
29,257,393
|
5,671,169
|
--
|
Charles
G. King
|
32,015,053
|
2,913,509
|
--
|
Constance
H. Lau
|
30,648,892
|
4,279,670
|
--
|
Douglas
M. Pasquale
|
33,707,926
|
1,220,636
|
--
|
Maryanna
G. Shaw
|
32,021,696
|
2,906,866
|
--
|
Jeffrey
N. Watanabe
|
31,745,645
|
3,182,917
|
--
|
(ii)
Ratification of Appointment of Independent Registered Public Accounting
Firm
|
For
|
Against
|
Abstain
|
Broker
Non-Votes
|
34,742,419
|
171,398
|
14,734
|
--
|
|
SIGNATURES
|
ALEXANDER
& BALDWIN, INC.
|
||
(Registrant)
|
||
Date:
May 1, 2009
|
/s/
Christopher J. Benjamin
|
|
Christopher
J. Benjamin
|
||
Senior
Vice President,
|
||
Chief
Financial Officer and Treasurer
|
||
Date:
May 1, 2009
|
/s/
Paul K. Ito
|
|
Paul
K. Ito
|
||
Vice
President, Controller and
|
||
Assistant
Treasurer
|