-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LoaONV3UJ4qfmPo/o3ui2VbZt+8xHH9Z/K95dZwRXoXKhuJn89nHuEGl7RrtblJI urUwwvEzO5IzCxt2OmHeQg== 0000225775-96-000031.txt : 19961113 0000225775-96-000031.hdr.sgml : 19961113 ACCESSION NUMBER: 0000225775-96-000031 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961112 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC STORAGE PARTNERS II LTD CENTRAL INDEX KEY: 0000275915 STANDARD INDUSTRIAL CLASSIFICATION: LESSORS OF REAL PROPERTY, NEC [6519] IRS NUMBER: 953146963 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-08676 FILM NUMBER: 96659129 BUSINESS ADDRESS: STREET 1: 701 WESTERN AVE STREET 2: SUITE 200 CITY: GLENDALE STATE: CA ZIP: 91201-2397 BUSINESS PHONE: 8182448080 MAIL ADDRESS: STREET 1: 701 WESTERN AVE STREET 2: SUITE 200 CITY: GLENDALE STATE: CA ZIP: 91201 10-Q 1 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended September 30, 1996 or [ ] 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 0-8676 ------ PUBLIC STORAGE PARTNERS II, LTD. -------------------------------------------- (Exact name of registrant as specified in its charter) California 95-3146963 - -------------------------------- -------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 701 Western Avenue Glendale, California 91201 - -------------------------------- -------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (818) 244-8080 -------------------- Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 --- --- INDEX Page ---- PART I. FINANCIAL INFORMATION Condensed balance sheets at September 30, 1996 and December 31, 1995 2 Condensed statements of income for the three and nine months ended September 30, 1996 and 1995 3 Condensed statement of partners' deficit for the nine months ended September 30, 1996 4 Condensed statements of cash flows for the nine months ended September 30, 1996 and 1995 5 Notes to condensed financial statements 6 Management's discussion and analysis of financial condition and results of operations 7-8 PART II. OTHER INFORMATION 9 PUBLIC STORAGE PARTNERS II, LTD. CONDENSED BALANCE SHEETS
September 30, December 31, 1996 1995 -------------------- -------------------- (Unaudited) ASSETS Cash and cash equivalents $ 137,000 $ - Rent and other receivables 27,000 23,000 Real estate facilities, at cost: Buildings and equipment 3,357,000 3,281,000 Land 1,267,000 1,267,000 ------------------- --------------------- 4,624,000 4,548,000 Less accumulated depreciation (2,390,000) (2,265,000) ------------------- --------------------- 2,234,000 2,283,000 ------------------- --------------------- Other assets 193,000 279,000 ------------------- --------------------- Total assets $ 2,591,000 $ 2,585,000 =================== ===================== LIABILITIES AND PARTNERS' DEFICIT Accounts payable $ 18,000 $ 35,000 Deferred revenue 68,000 74,000 Notes payable 8,163,000 8,602,000 Partners' deficit: Limited partners' deficit, $500 per unit, 10,000 units authorized, 9,890 issued and outstanding (4,197,000) (4,544,000) General partner's deficit (1,461,000) (1,582,000) -------------------- --------------------- Total partners' deficit (5,658,000) (6,126,000) -------------------- --------------------- Total liabilities and partners' deficit $ 2,591,000 $ 2,585,000 ==================== =====================
See accompanying notes. 2 PUBLIC STORAGE PARTNERS II, LTD. CONDENSED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended Nine Months Ended September 30, September 30, --------------------------------------- ----------------------------------- 1996 1995 1996 1995 ------------------ ------------------ ----------------- --------------- (Restated) (Restated) REVENUE: Rental income $ 593,000 $ 558,000 $ 1,720,000 $1,646,000 Dividends and other income (including dividends from marketable securities of affiliate in 1995) 1,000 2,000 2,000 7,000 ------------------ ------------------ ----------------- --------------- 594,000 560,000 1,722,000 1,653,000 ------------------ ------------------ ----------------- --------------- COSTS AND EXPENSES: Cost of operations 121,000 107,000 352,000 315,000 Management fees paid to affiliate 33,000 33,000 95,000 99,000 Depreciation 44,000 37,000 125,000 109,000 Administrative 9,000 9,000 27,000 27,000 Environmental cost - - - 10,000 Interest expense 215,000 236,000 655,000 718,000 ------------------ ------------------ ----------------- --------------- 422,000 422,000 1,254,000 1,278,000 ------------------ ------------------ ----------------- --------------- NET INCOME $ 172,000 $ 138,000 $ 468,000 $ 375,000 ================== ================== ================= =============== Limited partners' share of net income ($46.81 per unit in 1996 and $37.51 per unit in 1995) $ 463,000 $ 371,000 General partner's share of net income 5,000 4,000 ----------------- --------------- $ 468,000 $ 375,000 ================= ===============
See accompanying notes. 3 PUBLIC STORAGE PARTNERS II, LTD. CONDENSED STATEMENT OF PARTNERS' DEFICIT (UNAUDITED)
Total Limited General Partners' Partners Partner Deficit ------------------------------------------------------------ Balance at December 31, 1995 ($4,544,000) ($1,582,000) ($6,126,000) Net income 468,000 463,000 5,000 Equity transfer - (116,000) 116,000 ----------------- ---------------- --------------- Balance at September 30, 1996 ($4,197,000) ($1,461,000) ($5,658,000) ================= ================ ===============
See accompanying notes. 4 PUBLIC STORAGE PARTNERS II, LTD. CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
Nine Months Ended September 30, ----------------------------------------------- 1996 1995 -------------------- ------------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 468,000 $ 375,000 Adjustments to reconcile net income to net cash provided by operating activities Depreciation 125,000 109,000 (Increase) decrease in rent and other receivables (4,000) 7,000 Decrease in prepaid loan fees 8,000 8,000 Amortization of prepaid management fees 83,000 - Increase in other assets (5,000) (1,000) (Decrease) increase in accounts payable (17,000) 15,000 (Decrease) increase in deferred revenue (6,000) 6,000 -------------------- ------------------- Total adjustments 184,000 144,000 -------------------- ------------------- Net cash provided by operating activities 652,000 519,000 -------------------- ------------------- CASH FLOWS FROM INVESTING ACTIVITIES: Additions to real estate facilities (76,000) (40,000) -------------------- ------------------- Net cash used in investing activities (76,000) (40,000) -------------------- ------------------- CASH FLOWS FROM FINANCING ACTIVITIES: Principal payments on mortgage notes payable (439,000) (396,000) -------------------- ------------------- Net cash used in financing activities (439,000) (396,000) -------------------- ------------------- Net increase in cash and cash equivalents 137,000 83,000 Cash and cash equivalents at the beginning of the period - 159,000 -------------------- ------------------- Cash and cash equivalents at the end of the period $ 137,000 $ 242,000 ==================== ==================== Supplemental schedule of noncash investing and financing activities: Increase in fair value of marketable securities $ - $ (25,000) ==================== ==================== Unrealized gain on marketable securities - 25,000 ==================== ====================
See accompanying notes. 5 PUBLIC STORAGE PARTNERS II, LTD. NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) 1. The accompanying unaudited condensed financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although management believes that the disclosures contained herein are adequate to make the information presented not misleading. These unaudited condensed financial statements should be read in conjunction with the financial statements and related notes appearing in the Partnership's Form 10-K for the year ended December 31, 1995. 2. In the opinion of management, the accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal accruals, necessary to present fairly the Partnership's financial position at September 30, 1996, the results of its operations for the three and nine months ended September 30, 1996 and 1995 and its cash flows for the nine months then ended. 3. The results of operations for the three and nine months ended September 30, 1996 are not necessarily indicative of the results expected for the full year. 4. In 1995, the Partnership prepaid eight months of 1996 management fees at a cost of $83,000. The amount has been amortized at management fees paid to affiliate during the nine months ended September 30, 1996. 5. Certain prior year amounts have been reclassified to conform with the 1996 presentation. 6 PUBLIC STORAGE PARTNERS II, LTD. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS - --------------------- THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1996 COMPARED TO THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995: The Partnership's net income for the nine months ended September 30, 1996 was $468,000 compared to $375,000 for the nine months ended September 30, 1995, representing an increase of $93,000, or 25%. The Partnership's net income for the three months ended September 30, 1996 was $172,000 compared to $138,000 for the three months ended September 30, 1995, representing an increase of $34,000 or 25%. These increases are primarily a result of increased rental income combined with decreased interest expense due to lower outstanding loan balances in 1996 compared to 1995 . Rental income was $1,720,000 compared to $1,646,000 for the nine months ended September 30, 1996 and 1995, respectively, representing an increase of $74,000 or 5%. Rental income was $593,000 compared to $558,000 for the three months ended September 30, 1996 and 1995, respectively, representing an increase of $35,000 or 6%. The increase for both the three and the nine months ended September 30, 1996 is primarily attributable to an increase in occupancy levels at the Partnership's mini-warehouse facilities. The weighted average occupancy levels at the mini-warehouse facilities were 86% and 84% for the nine months ended September 30, 1996 and 1995, respectively. Realized rent for the nine months ended September 30, 1996 increased to $.88 per occupied square foot from $.86 per occupied square foot for the nine month ended September 30, 1995. Cost of operations (including management fees paid to an affiliate) increased $33,000 or 8% to $447,000 from $414,000 for the nine months ended September 30, 1996 and 1995, respectively. This increase is mainly attributable to increases in repairs and maintenance, payroll, and advertising expenses. Cost of operations (including management fees paid to an affiliate) increased $14,000 or 10% to $154,000 from $140,000 for the three months ended September 30, 1996 and 1995 respectively. This increase is mainly attributable to an increase in repairs and maintenance expense. In 1995, the Partnership prepaid eight months of 1996 management fees on its mini-warehouse operations (based on the management fees for the comparable period during the calendar year immediately preceding the prepayment) discounted at the rate of 14% per year to compensate for early payment. The Partnership has 7 expensed the prepaid management fees during the nine months ended September 30, 1996 The amount is included in management fees paid to affiliate in the condensed statements of income. As a result of the prepayment, the Partnership saved approximately $8,000 in management fees, based on the management fees that would have been payable on rental income generated in the nine months ended September 30, 1996 compared to the amount prepaid. Interest expense decreased $63,000 to $655,000 from $718,000 for the nine months ended September 30, 1996 and 1995, respectively. This decrease is mainly attributable to lower outstanding principal balances on the Partnership's notes payable. In 1995, the Partnership incurred cost of $10,000 to conduct environmental assessments of its properties to evaluate the environmental condition of and potential environmental liabilities of such properties. Those assessments did not indicate any environmental contamination of any of its property sites which individually or in the aggregate would be material to the Partnership's overall business, financial condition, or results of operations. No such cost was incurred in 1996. LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- Cash generated from operations ($652,000 for the nine months ended September 30, 1996) has been sufficient to meet all current obligations of the Partnership, including principal repayments of the Partnership's notes payable. In the fourth quarter of 1990, quarterly distributions were discontinued to enable the Partnership to make principal repayments that commenced in 1990 and will continue through 1996, at which time the remaining principal balance is due. 8 PART II. OTHER INFORMATION ITEMS 1 through 5 are inapplicable. ITEM 6 Exhibits and Reports on Form 8-K (a) The following Exhibit is included herein: (27) Financial Data Schedule (b) 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. DATED: November 12, 1996 PUBLIC STORAGE PARTNERS II, LTD. BY: Public Storage, Inc. General Partner BY: /s/ Ronald L. Havner, Jr. ------------------------- Ronald L. Havner, Jr. Senior Vice President and Chief Financial Officer (principal financial officer) 9 EX-27 2 FDS --
5 0000275915 PUBLIC STORAGE PARTNERS II, LTD. 1 US 9-MOS DEC-31-1996 JAN-01-1996 SEP-30-1996 1 137,000 0 220,000 0 0 357,000 4,624,000 (2,390,000) 2,591,000 86,000 8,163,000 0 0 0 (5,658,000) 2,591,000 0 1,722,000 0 447,000 152,000 0 655,000 468,000 0 468,000 0 0 0 468,000 46.81 46.81
-----END PRIVACY-ENHANCED MESSAGE-----