PARADISE INC - FORM 10-Q

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EX-32.2 - PARADISE INC	v222474_ex32-2.htm
EX-32.1 - PARADISE INC	v222474_ex32-1.htm
EX-31.2 - PARADISE INC	v222474_ex31-2.htm
EX-31.1 - PARADISE INC	v222474_ex31-1.htm

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, 2011

o 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 33563

(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 o

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 o No o

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 o	Accelerated filer o

Non-accelerated filer o	Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes o No x

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

	Outstanding as of March 31,
Class	2011	2010
Common Stock $0.30 Par Value	519,600 Shares	519,350 Shares

PARADISE, INC.

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2011

INDEX

		PAGE
PART I.	FINANCIAL INFORMATION

	ITEM 1.

	CONSOLIDATED BALANCE SHEETS:

	Assets

	As of March 31, 2011 (Unaudited), December 31, 2010 and March 31, 2010 (Unaudited)	2

	Liabilities and Stockholders’ Equity

	As of March 31, 2011 (Unaudited), December 31, 2010 and March 31, 2010 (Unaudited)	3

	CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED):

	For the three-month periods ended March 31, 2011 and 2010	4

	CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED):

	For the three-month periods ended March 31, 2011 and 2010	5

	NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)	6 – 7

	ITEM 2.

	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	8 – 10

	ITEM 3.

	QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK – N/A	10

	ITEM 4.

	CONTROLS AND PROCEDURES	10

PART II.	OTHER INFORMATION

	ITEMS 1 – 6.	11

SIGNATURES		12

PARADISE, INC.

COMMISSION FILE NO. 0-3026

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

PARADISE, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

	AS OF				AS OF
	MARCH 31,		AS OF		MARCH 31,
	2011		DECEMBER 31,		2010
	(UNAUDITED)		2010		(UNAUDITED)
ASSETS

CURRENT ASSETS:

Cash and Unrestricted Demand Deposits	$	4,464,427	$	4,772,056	$	2,144,512
Accounts Receivable, Less, Allowances of $0 (03/31/11), $1,052,862 (12/31/10) and $0 (03/31/10)		2,043,199		3,619,735		1,426,025
Inventories:
Raw Materials		3,806,968		1,961,627		3,720,031
Work in Process		22,189		864,689		16,196
Finished Goods		4,445,682		3,220,268		5,558,023
Deferred Income Tax Asset		294,721		225,942		405,020
Income Tax Refund Receivable		-		-		52,867
Prepaid Expenses and Other Current Assets		157,709		348,407		226,661

Total Current Assets		15,234,895		15,012,724		13,549,335

Property, Plant and Equipment, Less, Accumulated Depreciation of $18,130,547 (03/31/11), $17,998,537 (12/31/10)and $17,581,863 (03/31/10)		4,280,263		4,338,717		4,638,316
Goodwill		413,280		413,280		413,280
Customer Base and Non-Compete Agreement		660,046		691,517		785,931
Other Assets		183,261		183,609		181,309

TOTAL ASSETS	$	20,771,745	$	20,639,847	$	19,568,171

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)

	AS OF						AS OF
	MARCH 31,			AS OF			MARCH 31,
	2011			DECEMBER 31,			2010
	(UNAUDITED)			2010			(UNAUDITED)
LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES:

Notes and Trade Acceptances Payable	$	861,853		$	247,836		$	272,016
Current Portion of Long-Term Debt		-			-			7,672
Accounts Payable		954,206			304,657			1,015,978
Accrued Liabilities		420,038			1,235,523			415,859
Income Taxes Payable		-			152,009			-

Total Current Liabilities		2,236,097			1,940,025			1,711,525

LONG-TERM DEBT, NET OF CURRENT PORTION		-			-			1,260

DEFERRED INCOME TAX LIABILITY		147,354			147,354			209,478

Total Liabilities		2,383,451			2,087,379			1,922,263

STOCKHOLDERS’ EQUITY:

Common Stock: $0.30 Par Value, 2,000,000 Shares Authorized, 583,094 Shares Issued, 519,600 (03/31/11 and 12/31/10) and 519,350 (03/31/10) 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		17,479,037			17,643,211			16,740,351
Accumulated Other Comprehensive Loss		(281,245	)		(281,245	)		(281,245	)
Treasury Stock, at Cost, 63,494 (03/31/11 and 12/31/10) and 63,744 (03/31/10) Shares		(273,219	)		(273,219	)		(276,919	)

Total Stockholders’ Equity		18,388,294			18,552,468			17,645,908

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	20,771,745		$	20,639,847		$	19,568,171

PARADISE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

	FOR THE THREE MONTHS ENDED
	MARCH 31,
	2011			2010
Net Sales	$	2,618,939		$	2,500,791

Costs and Expenses:
Cost of Goods Sold (excluding Depreciation)		1,980,343			1,853,358
Selling, General and Administrative Expense		805,860			813,584
Depreciation and Amortization		167,798			184,714
Interest Expense		-			208

Total Costs and Expenses		2,954,001			2,851,864

Loss from Operations		(335,062	)		(351,073	)

Other Income		154,069			20,875

Loss from Operations Before Provision for Income Taxes		( 180,993	)		(330,198	)

Provision for Income Taxes		68,779			125,475

Net Loss	$	(112,214	)	$	(204,723	)

Loss per Common Share	$	( 0.22	)	$	( 0.39	)

Dividend per Common Share	$	0.10		$	0.05

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,
	2011			2010

CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	$	(112,214	)	$	(204,723	)
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:
Depreciation and Amortization		167,798			184,714
Provision for Deferred Income Taxes		(68,779	)		(125,475	)
Loss on the Sale of Marketable Equity Securities		-			34,221
Decrease (Increase) in:
Accounts Receivable		1,576,537			363,881
Inventories		(2,228,255	)		(1,088,006	)
Prepaid Expenses		190,697			136,533
Other Assets		(3,971	)		15,300
Income Tax Refund Receivable		-			(52,867	)
Increase (Decrease) in:
Accounts Payable		649,551			61,054
Accrued Expense		(867,446	)		(313,710	)
Income Taxes Payable		(152,009	)		(37,030	)

Net Cash Used in Operating Activities		(848,091	)		(1,026,108	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Property and Equipment		(73,555	)		(38,106	)
Proceeds from the Sale of Marketable Equity Securities		-			111,350

Net Cash Provided by Investing Activities		(73,555	)		73,244

CASH FLOWS FROM FINANCING ACTIVITIES:
Net Proceeds of Short-Term Debt		614,017			85,097
Principal Payments of Long-Term Debt		-			(2,784	)

Net Cash Provided by Financing Activities		614,017			82,313

NET DECREASE IN CASH		(307,629	)		(870,551	)

CASH, AT BEGINNING OF PERIOD		4,772,056			3,015,063

CASH, AT END OF PERIOD	$	4,464,427		$	2,144,512

SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for:
Interest	$	-		$	208
Income Tax		128,000			77,802

Net Supplemental Cash Flows	$	128,000		$	78,010

Noncash financing activity:
Dividends Declared	$	51,960		$	25,968

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)

PARADISE, INC. AND SUBSIDIARIES

NOTES TO THE 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 accounting principles generally accepted in the United States of America 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 accounting principles generally accepted in the United States of America 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 consolidated 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, 2010. 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: (519,600 for 2011 and 519,350 for 2010).

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.

	March 31,		March 31,
	2011		2010
Net Sales in Each Segment

Fruit:
Sales to Unaffiliated Customers	$	557,403	$	548,740

Molded Plastics:
Sales to Unaffiliated Customers		2,061,536		1,952,051

Net Sales	$	2,618,939	$	2,500,791

PARADISE, INC. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(UNAUDITED)

NOTE 3 BUSINESS SEGMENT DATA (CONTINUED)

For the three month period ended March 31, 2011 and 2010, sales of frozen strawberry products totaled $293,421 and $145,797, 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 accounting principles generally accepted in the United States of America.

	March 31,		March 31,
	2011		2010
Identifiable Assets of Each Segment are Listed Below:

Fruit	$	9,797,282	$	10,769,641

Molded Plastics		5,144,684		5,122,003

Identifiable Assets		14,941,966		15,891,644

General Corporate Assets		5,829,779		3,676,527

Total Assets	$	20,771,745	$	19,568,171

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.

PARADISE, INC.

COMMISSION FILE NO. 0-3026

PART I. FINANCIAL INFORMATION

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 the 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 68.1% of total net sales during 2010. 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 during an eight to ten week period 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.

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.

PARADISE, INC.

COMMISSION FILE NO. 0-3026

PART I. FINANCIAL INFORMATION

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

The First Quarter

Paradise, Inc.’s fruit segment net sales were $557,403 for the first quarter of 2011 compared to $548,740 for the similar reporting period of 2010. As reported above, Paradise, Inc.’s fruit sales are very seasonal in nature, generating less than 5% of total annual net sales during the first quarter. As in previous first quarter filings, sales activity is comprised of bulk fruit orders received and shipped to supermarkets and manufacturing bakeries for the upcoming Easter holiday season. The remaining volume 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 during the first quarter of 2011 were $293,421 compared to $145,797 for 2010.

Paradise Plastics, Inc.’s sales to unaffiliated customers was $2,061,536 for the first quarter of 2011 compared to $1,952,051 for the similar reporting period of 2010. This represents a 5.6% increase. Plastics sales continue to improve as activity related to existing long-term customers within the commercial and home construction industry have stabilized over the past several quarters. In addition, management has successfully focused its sales efforts to other markets, such as electronics, military and medical to help fill the void left by the housing market decline since the fourth quarter of 2008.

Consolidated cost of sales as a percentage of net sales increased 1.5% for the first quarter of 2011 compared to the similar reporting period of 2010. However, since glace’ fruit production will not commence operations until mid second quarter 2011, no reasonable estimate or trend in cost of sales may be developed for the current quarterly filing.

Selling, general & administrative expenses for the first quarter of 2011 were fairly consistent with results for the similar reporting period of 2010 as slight increases incurred for professional fees related to legal and audit fees were offset by decreases in administrative payroll and related employee benefits.

Depreciation and amortization expenses for the first quarter of 2011 decreased 9.2% compared to the similar reporting period of 2010 as fixed assets retired from service during the past twelve months exceeded the amount of new assets placed into service.

Interest expense for the first quarter of 2011 was $0 compared to $208 for the first quarter of 2010 as the Company retired all of its long term debt during 2010. In addition, the Company’s current two year revolving line of credit which provides up to $12,000,000 for working capital was $0 as of March 31, 2011 and March 31, 2010, respectively.

PARADISE, INC.

COMMISSION FILE NO. 0-3026

PART I. FINANCIAL INFORMATION

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

Other Significant Items

On February 22, 2011, Paradise, Inc. received $150,000 from a former supplier to settle a dispute which dated back to September, 2004. This amount has been recorded in other income during the first quarter of 2011. In addition, all remaining legal expenses incurred by Paradise, Inc. to settle this matter have been paid during the first quarter of 2011.

Inventory as of March 31, 2011 is $8,274,839 compared to $9,294,251 representing an 11% decrease for the similar reporting period of 2010. This decrease is due to management’s on going effort to reduce inventory in order to manage production costs for the upcoming year.

Accounts Receivable as of March 31, 2011 totaled $2,043,199 compared to $1,426,025 for the similar reporting period of 2010. This represents an increase of $617,174 or 43.3%. Of this increase, $305,672 is due to the extension of payment terms from net 30 to net 90 for an existing long-term plastics customer. In addition, tolling charges for the processing of fresh strawberries on behalf of a local distributor increased their accounts receivable balance by $115,300 as of March 31, 2011. Management considers the increase in accounts receivable to be fully collectible; accordingly, no allowance for doubtful accounts has been established as of March 31, 2011.

Summary

Paradise, Inc.’s consolidated net sales for the three months ended March 31, 2011 increased $118,148 or 4.7% to $2,618,939 compared from $2,500,791 for the three months ended March 31, 2010. This is primarily related to an increase in plastics sales of $109,485. However, as mentioned in all previous interim filings with less than 5% of anticipated annual glace’ fruit net sales yet to be realized as of the date of this filing, no reasonable estimate or forecast of consolidated financial performance may be determined at this time.

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, 2011, 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. During the last fiscal quarter, the Company identified a weakness in internal control over the timing of issuing credit memos for products returned into inventory. Procedures were established during the quarter ended March 31, 2011 to ensure the timeliness of issuing credit memos when products are returned. There were no other 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 additional deficiencies or weaknesses in the Company’s internal controls over financial reporting; therefore, no corrective actions were taken.

PARADISE, INC.

COMMISSION FILE NO. 0-3026

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

	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 Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

	32.2		Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(b)	Reports on Form 8-K.

None.

PARADISE, INC.

COMMISSION FILE NO. 0-3026

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 16, 2011
Melvin S. Gordon
Chief Executive Officer and Chairman


/s/ Jack M. Laskowitz			Date: May 16, 2011
Jack M. Laskowitz
Chief Financial Officer and Treasurer

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