-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, P8g7w1owJXWje8uLwJ18c3IKFv8yn+/daOqvo7u2I1I1n+v5PqiBD307u7F1tp3x T0B1/zXhpGOIdwG9ROU9Bw== 0000950109-95-001818.txt : 19950530 0000950109-95-001818.hdr.sgml : 19950530 ACCESSION NUMBER: 0000950109-95-001818 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950331 FILED AS OF DATE: 19950512 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORPORATE PROPERTY ASSOCIATES CENTRAL INDEX KEY: 0000276280 STANDARD INDUSTRIAL CLASSIFICATION: 6512 IRS NUMBER: 942572215 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-09174 FILM NUMBER: 95537505 BUSINESS ADDRESS: STREET 1: 620 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2124921100 10-Q 1 FORM 10-Q OMB APPROVAL -------------------------- OMB Number 3235-0070 Expires October 31, 1995 UNITED STATES Estimated average burden SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 hours per response 190.00 FORM 10-Q -------------------------- (Mark One) [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1995 -------------------------------------------------- or [_] TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________________ to _______________________ Commission file number 0-9174 ---------------------------------------------------------- CORPORATE PROPERTY ASSOCIATES - - - - - - - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) CALIFORNIA 94-2572215 - - - - - - - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 50 ROCKEFELLER PLAZA, NEW YORK, NEW YORK 10020 - - - - - - - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (212) 492-1100 - - - - - - - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) - - - - - - - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) 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. [X] Yes [_] No APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. [_] Yes [_] No CORPORATE PROPERTY ASSOCIATES (a California limited partnership) INDEX Page No. -------- PART I ------ Item 1. - Financial Information* Balance Sheets, December 31, 1994 and March 31, 1995 2 Statements of Income for the three months ended March 31, 1994 and 1995 3 Statements of Cash Flows for the three months ended March 31, 1994 and 1995 4 Notes to Financial Statements 5-6 Item 2. - Management's Discussion of Operations 7 PART II ------- Item 6. - Exhibits and Reports on Form 8-K 8 Signatures 9 *The summarized financial information contained herein is unaudited; however in the opinion of management, all adjustments necessary for a fair presentation of such financial information have been included. -1- CORPORATE PROPERTY ASSOCIATES (a California limited partnership) PART I ------ Item 1. - FINANCIAL INFORMATION ------------------------------- BALANCE SHEETS
December 31, March 31, 1994 1995 ------------- ------------ (Note) (Unaudited) ASSETS: Land and buildings, net of accumulated depreciation of $16,860,783 at December 31, 1994 and $17,135,732 at March 31, 1995 $17,472,208 $17,197,259 Net investment in direct financing lease 4,919,462 4,908,735 Cash and cash equivalents 937,631 853,000 Accrued interest and rents receivable 366,095 418,958 Other assets 722,240 747,761 ----------- ----------- Total assets $24,417,636 $24,125,713 =========== =========== LIABILITIES: Mortgage notes payable $16,306,218 $15,957,583 Accrued interest payable 202,920 200,501 Accounts payable and accrued expenses 181,118 114,103 Prepaid rental income and security deposits 198,611 202,252 Accounts payable to affiliates 7,685 ----------- ----------- Total liabilities 16,888,867 16,482,124 ----------- ----------- PARTNERS' CAPITAL: General Partners (103,780) (102,632) Limited Partners (40,000 Limited Partnership Units issued and outstanding) 7,632,549 7,746,221 ----------- ----------- Total partners' capital 7,528,769 7,643,589 ----------- ----------- Total liabilities and partners' capital $24,417,636 $24,125,713 =========== ===========
The accompanying notes are an integral part of the financial statements. Note: The balance sheet at December 31, 1994 has been derived from the audited financial statements at that date. -2- CORPORATE PROPERTY ASSOCIATES (a California limited partnership) STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended March 31, 1994 March 31, 1995 ------------------ -------------- Revenues: Rental income from operating leases $ 965,103 $ 997,902 Interest income from direct financing leases 129,621 128,541 Other interest income 10,673 18,554 Other income 42,254 ---------- ---------- 1,105,397 1,187,251 ---------- ---------- Expenses: Interest on mortgages 401,813 394,524 Depreciation 276,672 274,949 General and administrative 57,076 55,650 Property expense 39,897 19,730 Amortization 3,099 6,770 ---------- ---------- 778,557 751,623 ---------- ---------- Net income $ 326,840 $ 435,628 ========== ========== Net income allocated to General Partners $ 3,268 $ 4,356 ========== ========== Net income allocated to Limited Partners $ 323,572 $ 431,272 ========== ========== Net income per Unit (40,000 Limited Partnership Units) $ 8.09 $ 10.78 ========== ==========
The accompanying notes are an integral part of the financial statements. -3- CORPORATE PROPERTY ASSOCIATES (a California limited partnership) STATEMENTS OF CASH FLOWS (UNAUDITED)
Three Months Ended March 31, --------------------- 1994 1995 ---- ---- Cash flows from operating activities: Net income $ 326,840 $ 435,628 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 279,771 281,719 Other noncash items (7,228) (6,148) Net change in operating assets and liabilities (6,314) (126,387) ---------- ---------- Net cash provided by operating activities 593,069 584,812 ---------- ---------- Cash flows from financing activities: Distributions to partners (316,768) (320,808) Payments on mortgage principal (313,829) (348,635) ---------- ---------- Net cash used in financing activities (630,597) (669,443) ---------- ---------- Net decrease in cash and cash equivalents (37,528) (84,631) Cash and cash equivalents, beginning of period 1,359,019 937,631 ---------- ---------- Cash and cash equivalents, end of period $1,321,491 $ 853,000 ========== ========== Supplemental disclosure of cash flows information: Interest paid $ 404,757 $ 396,943 ========== ==========
The accompanying notes are an integral part of the financial statements. -4- CORPORATE PROPERTY ASSOCIATES (a California limited partnership) NOTES TO FINANCIAL STATEMENTS (UNAUDITED) Note 1. Basis of Presentation: --------------------- The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation have been included. For further information, refer to the financial statements and footnotes thereto included in the Partnership's Annual Report on Form 10-K for the year ended December 31, 1994. Note 2. Distributions to Partners: ------------------------- Distributions declared and paid to partners during the three months ended March 31, 1995 are summarized as follows: Quarter Ended General Partners Limited Partners Per Limited Partner Unit ------------- ---------------- ---------------- ------------------------ December 31, $3,208 $317,600 $7.94 1994 ====== ======== ===== A distribution of $8.00 per Limited Partner Unit for the quarter ended March 31, 1995 was declared and paid in April 1995. Note 3. Transactions with Related Parties: --------------------------------- For the three-month periods ended March 31, 1994 and 1995, the Partnership incurred management fees of $15,575 and $13,509, respectively and general and administrative expense reimbursements of $13,151 and $11,610, respectively, payable to an affiliate. The Partnership, in conjunction with certain affiliates, is a participant in a cost sharing agreement for the purpose of renting and occupying office space. Under the agreement, the Partnership pays its proportionate share of rent and other costs of occupancy. Net expenses incurred for the three months ended March 31, 1994 and 1995 were $3,383 and $12,266, respectively. -5- CORPORATE PROPERTY ASSOCIATES (a California limited partnership) NOTES TO FINANCIAL STATEMENTS (UNAUDITED) - (CONTINUED) Note 4. Industry Segment Information: ---------------------------- The Partnership's operations consist of the investment in and the leasing of industrial and commercial real estate. For the three-month periods ended March 31, 1994 and 1995, the Partnership earned its total operating revenues (rental income plus interest income from financing leases) from the following lease obligors:
1994 % 1995 % ---------- ---- ---------- ---- Pre Finish Metals Incorporated $ 325,180 30% $ 351,293 31% The Gap, Inc. 306,498 28 306,498 27 IMO Industries, Inc. 211,685 19 211,685 19 Unisource Worldwide, Inc. 83,027 8 81,948 7 Kobacker Stores, Inc. 75,885 7 75,885 7 Broomfield Tech Center Corporation 66,849 6 73,534 7 Winn-Dixie Stores, Inc. 25,600 2 25,600 2 ---------- --- ---------- --- $1,094,724 100% $1,126,443 100% ========== === ========== ===
-6- CORPORATE PROPERTY ASSOCIATES (a California limited partnership) Item 2. - MANAGEMENT'S DISCUSSION OF OPERATIONS ----------------------------------------------- Net income for the three-month period ended March 31, 1995 increased by $109,000 as compared with net income for the three-month period ended March 31, 1994. Although this was partially attributable to $42,000 of other income which reflects a concession allowed to the Partnership by a vendor and which had been accrued as a payable at December 31, 1994, income from on-going operations increased substantially as the result of lower interest expense, higher lease revenues and a decrease in property expense. The decrease in interest expense was due to the decreasing interest component on the Partnership's amortizing fixed rate debt. This decrease was partially offset by an increase in interest on the variable rate loan collateralized by the Pre Finish Metals Incorporation ("Pre Finish") property; however, increases in interest and loan principal requirements on this mortgage loan are passed through as a rent adjustment to Pre Finish. Lease revenue increased as a result of the increase from the Pre Finish debt service pass through and an increase in rent from Broomfield Tech Center Corporation ("Broomfield") which increase was negotiated under the 1994 lease modification agreement with Broomfield. The decrease in property expense is due to costs incurred in connection with the assessment of liquidity alternatives in 1994. Net income in 1995 also benefited from a moderate increase in other interest income as the result of higher interest rates on short-term cash investments. There has been no material change in the Partnership's financial condition since December 31, 1994 and Management believes that the current cash balance of $853,000 and cash provided from operating activities will be sufficient to meet the Partnership's current cash requirements which currently consist solely of paying quarterly distributions and meeting scheduled debt service obligations. Amortization of mortgage principal during the current three-month period increased to $349,000 and represented payment of 2% of the mortgage principal balance at the beginning of the three-month period. In September 1995, the mortgage loan on the Unisource Worldwide, Inc. property will be satisfied and net annual cash flow from that property will increase by $80,000. -7- CORPORATE PROPERTY ASSOCIATES (a California limited partnership) PART II ------- Item 6. - EXHIBITS AND REPORTS ON FORM 8-K ------------------------------------------ (a) Exhibits: None (b) Reports on Form 8-K: During the quarter ended March 31, 1995, the Partnership was not required to file any reports on Form 8-K. -8- CORPORATE PROPERTY ASSOCIATES (a California limited partnership) 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. CORPORATE PROPERTY ASSOCIATES (a California limited partnership) By: W.P. CAREY & CO., INC. 05/10/95 By: /s/ Claude Fernandez -------- ---------------------------- Date Claude Fernandez Executive Vice President and Chief Administrative Officer (Principal Financial Officer) 05/10/95 By: /s/ Michael D. Roberts -------- ---------------------------- Date Michael D. Roberts First Vice President and Controller (Principal Accounting Officer) -9-
EX-27 2 FINANCIAL DATA SCHEDULE
5 This schedule contains summary financial information extracted from Form 10-Q for the quarterly period ended March 31, 1995 and is qualified in its entirety by reference to such financial statements. 3-MOS DEC-31-1995 JAN-01-1995 MAR-31-1995 853,00 0 418,958 0 0 747,761 39,241,726 17,135,732 24,125,713 524,271 15,957,583 0 0 0 7,643,589 24,125,713 0 1,187,251 0 0 357,099 0 394,524 435,628 0 435,628 0 0 0 435,628 10.78 10.78
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