FORM 10 - QSB
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, 2007
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 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:
Class Outstanding as of March 31,
----- ---------------------------
2007 2006
---- ----
Common Stock
$0.30 Par Value 519,350 Shares 519,350 Shares
Transitional Small Business Disclosure Format (Check One):
Yes; No X
--- ---
PARADISE, INC. COMMISSION FILE NO. 0-3026
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
PARADISE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
---------------------------------
AS OF MARCH 31,
---------------
2007 2006
---- ----
ASSETS
------
CURRENT ASSETS:
Cash and Unrestricted
Demand Deposits $ 1,676,144 $ 2,051,542
Accounts and Notes
Receivable, Less
Allowances of $-0-
(2007 and 2006) 1,730,068 1,319,551
Inventories:
Raw Materials 2,789,009 2,357,771
Work in Process 6,259 55,282
Finished Goods 4,953,386 4,989,977
Deferred Income Tax 391,185 175,932
Income Tax Refund
Receivable 15,235 45,107
Prepaid Expenses and Other
Current Assets 322,419 309,125
---------- ----------
TOTAL CURRENT ASSETS 11,883,705 11,304,287
Property, Plant and Equipment,
Less Accumulated Depreciation
of $15,672,101 (2007) and
$14,892,966 (2006) 5,820,503 6,140,817
Goodwill 413,280 413,280
Customer Base and Non-Compete
Agreement 1,195,057
Other Assets 363,338 451,934
---------- ----------
TOTAL ASSETS $ 19,675,883 $ 18,310,318
========== ==========
See Accompanying Notes to these Consolidated Financial Statements (Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
AS OF MARCH 31,
---------------
2007 2006
---- ----
CURRENT LIABILITIES:
Notes and Trade Acceptances
Payable $ 226,379 $ 386,487
Current Portion of Long-Term
Debt 613,978 199,244
Accounts Payable 1,129,414 773,214
Accrued Liabilities 1,052,690 512,941
--------- ---------
TOTAL CURRENT LIABILITIES 3,022,461 1,871,886
LONG-TERM DEBT, NET OF CURRENT
PORTION 807,499 565,285
DEFERRED INCOME TAX LIABILITY 352,595 431,784
--------- ---------
TOTAL LIABILITIES 4,182,555 2,868,955
--------- ---------
STOCKHOLDERS' EQUITY:
Common Stock: $.30 Par Value,
2,000,000 Shares Authorized,
583,094 Shares Issued,
519,350 Shares Outstanding 174,928 174,928
Capital in Excess of Par Value 1,288,793 1,288,793
Retained Earnings 14,622,193 14,292,699
Unrealized Holding Gain (Loss)
on Securities ( 315,667 ) ( 38,138 )
Treasury Stock, at Cost,
63,744 Shares ( 276,919 ) ( 276,919 )
---------- ----------
Total Stockholders' Equity 15,493,328 15,441,363
---------- ----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 19,675,883 $ 18,310,318
========== ==========
See Accompanying Notes to these Consolidated Financial Statements (Unaudited)
PARADISE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
-----------------------------------
FOR THE THREE MONTHS ENDED
--------------------------
MARCH 31
--------
2007 2006
---- ----
Net Sales $ 2,865,457 $ 2,664,619
--------- ---------
Costs and Expenses:
Cost of Goods Sold
(excluding Depreciation) 2,236,032 2,105,325
Selling, General and
Administrative Expense 896,210 870,577
Depreciation and Amortization 227,223 209,096
Interest Expense 26,789 13,353
--------- ---------
Total Costs and Expenses 3,386,254 3,198,351
--------- ---------
Loss from Operations ( 520,797 ) ( 533,732 )
Other Income 41,573 27,025
--------- ---------
Loss from Operations Before
Provision for Income Taxes ( 479,224 ) ( 506,707 )
Provision for Income Taxes 0 0
--------- ---------
Net Loss $( 479,224 ) $( 506,707 )
========= =========
Loss per Common Share $( .92 ) $( .97 )
==== ====
Dividend per Common Share $( .10 ) $ .15
==== ====
See Accompanying Notes to these Consolidated Financial Statements (Unaudited)
PARADISE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
---------------------------------------
FOR THE THREE MONTHS ENDED
--------------------------
MARCH 31,
---------
2007 2006
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $( 479,224 ) $( 506,707 )
Adjustments to Reconcile Net
Loss to Net Cash Used in
Operating Activities:
Depreciation and Amortization 227,223 209,096
Decrease (Increase) in:
Accounts Receivable ( 1,088,394 ) 765,482
Inventories ( 1,315,252 ) ( 1,325,616 )
Prepaid Expenses 175,146 17,533
Other Assets 14,100 14,073
Income Tax Receivable ( 15,235 ) ( 45,107 )
Increase (Decrease) in:
Accounts Payable 69,378 202,669
Accrued Expense ( 919,739 ) ( 883,240 )
Income Taxes Payable ( 305,766 ) ( 390,097 )
--------- ---------
Net Cash Used in
Operating Activities ( 3,637,763 ) ( 1,941,914 )
--------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Purchase of Property and
Equipment ( 47,787 ) ( 387,296 )
--------- ---------
Net Cash Used in
Investing Activities ( 47,787 ) ( 387,296 )
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net Proceeds of Short-Term Debt 135,703 375,701
Principal Payments of Long-Term
Debt ( 45,394 ) ( 64,833 )
--------- ---------
Net Cash Provided by
Financing Activities 90,309 310,868
--------- ---------
Net Decrease in Cash ( 3,595,241 ) ( 2,018,342 )
CASH AT BEGINNING OF PERIOD 5,271,385 4,069,884
--------- ---------
CASH AT END OF PERIOD $ 1,676,144 $ 2,051,542
========= =========
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for:
Interest $ 11,514 $ 13,353
========= =========
Noncash financing activity:
Dividends Declared $ 51,935 $ 77,903
========= =========
See Accompanying Notes to these Consolidated Financial Statements (Unaudited)
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-KSB
for the year ended December 31, 2006. 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
(2007 and 2006).
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, 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.
Three Months Three Months
Ended Ended
March 31, 2007 March 31, 2006
-------------- --------------
Net Sales in Each Segment
-------------------------
Fruit:
Sales to Unaffiliated Customers $ 781,614 $ 583,272
Molded Plastics:
Sales to Unaffiliated Customers 2,083,843 2,081,347
--------- ---------
Net Sales $ 2,865,457 $ 2,664,619
========= =========
For the three month period ended March 31, 2007 and 2006, sales of
frozen strawberry products totaled $242,682 and $167,464, 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 Three Months
Ended Ended
March 31, 2007 March 31, 2006
-------------- --------------
Identifiable Assets of Each
Segment are Listed Below
---------------------------
Fruit $ 8,889,159 $ 7,543,651
Molded Plastics 7,041,233 6,601,365
---------- ----------
Identifiable Assets 15,930,392 14,145,016
General Corporate Assets 3,745,491 4,165,302
---------- ----------
Total Assets $ 19,675,883 $ 18,310,318
========== ==========
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 Retirement Plan
------------------------
As discussed in the 10-KSB for the year ended December 31, 2006, the
Company elected to freeze the pension plan benefit accruals effective
November 30, 2006. The Company has filed with the appropriate
regulators and will terminate the plan in 2007 once approvals have been
given. The Company has treated the action as a curtailment as no
further benefits have accrued after November 30, 2006.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
------------------------------------------------------------------------
Forward-Looking Statements
--------------------------
This Quarterly Report on Form 10-QSB 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% of total
net sales during 2006. 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 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.
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'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 2007
increased 34% compared to the first quarter of 2006. Contributing to
this growth was an increase in customer orders received and shipped for
bulk glace' fruit products sold to supermarkets and bakeries leading up
to and through the Easter holiday season. Additional net sales were
realized as Paradise, Inc. received an increase amount of fresh
strawberries from a Florida based distributor. For the past several
years, Paradise, Inc. has entered into an annual agreement to process
fresh strawberries, delivered to the Company's facility, into finished
strawberry products on behalf of this distributor. With favorable
weather conditions prevailing during the annual spring harvest season,
Paradise, Inc. generated net sales of finished strawberry products of
$242,682 for the first quarter of 2007 compared to $167,464 for the
similar period of 2006.
Paradise Plastics, Inc.'s net sales to unaffiliated customers, during
the first quarter of 2007 remained consistent with the prior year's
reporting period. Plastics segment net sales for the three months ended
March 31, 2007 were $2,083,843 compared to $2,081,347 as of March 31,
2006. This segment which has experienced cumulative growth of more than
80% over the past five years has seen a decrease in re-orders for
certain manufactured parts due to the recent slow down within the
housing industry. Management continues to aggressively seek new
plastics customers and is confident that the successful expansion of its
high-tech custom molding business over the past five years will yield
positive results moving forward.
Cost of sales as a percentage of net sales decreased 1% for
the first quarter of 2007 compared to the prior year's reporting
period as the Company benefited from its ability to process additional
pounds of fresh strawberries over a fixed level of factory overhead
during the first quarter of this year.
Selling, general & administrative expenses for the first quarter of 2007
increased 2.9% compared to the previous year's reporting period.
Increases in professional fees along with rising health insurance
premiums paid on behalf of Paradise, Inc. employees were partially
offset by savings achieved in consolidating the administrative
operations of Mastercraft Products Corporation into Paradise, Inc's.
headquarters located in Plant City, Florida during 2006.
Depreciation and amortization expenses increased $18,127 for the first
quarter of 2007 compared to the similar period of 2006. The increase is
attributable to the commencement of amortization expense associated with
the Company's decision to purchase an unrelated entity's inventory and
customer list along with the execution of a non-compete agreement. This
asset purchase agreement disclosed in previous filings was completed in
June 2006 and is being amortized over a ten year period.
Interest expense for the first quarter of 2007 increased $13,436
compared to the prior year's reporting period as Paradise, Inc. accrued
interest expense in accordance with the financial terms of the above
mentioned asset purchase agreement. Furthermore, with no borrowings on
the Company's revolving short-term working capital loan during the first
quarter of 2007, interest expense continued to be less than 1% of
consolidated net sales.
Summary
-------
Overall, fruit segment net sales increased 34% for the first
quarter of 2007 compared to the similar reporting period of 2006 as
increased customer demand for the sale of various bulk glace' fruit
items and strawberry products were realized. Plastics segment sales for
the current quarter remained consistent with the prior reporting period
as the slow down in the housing market led to reduced demand for re-
orders of several products specifically related to this industry.
However, with less than 5% of fruit segment net sales earned as of March
31, 2007 no reasonable estimate of a full year's operating performance
can be projected at this time.
ITEM 3. 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 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 significant changes in the Company's internal controls
or in other factors that could significantly affect these controls subsequent
to the date of the most recent evaluation of these controls by the Company's
Chief Executive Officer and Chief Financial Officer. No significant
deficiencies or material weaknesses in the Company's internal controls were
identified therefore no corrective actions were taken.
PART II. OTHER INFORMATION
---------------------------
Item 1. Legal Proceedings - N/A
Item 2. Changes in Securities - 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.
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, 2007
-----------------------------
Melvin S. Gordon
Chief Executive Officer and Chairman
/s/ Jack M. Laskowitz Date: May 14, 2007
------------------------------
Jack M. Laskowitz
Chief Financial Officer and Treasurer