-----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, SUrz6x181TKD4UpRc81rgjutEHy157W6+BZURYWsqREkKYcraaQDL8abSBmETPZK 9pNDqrE5b+PC5wYT4U1tyg== 0000936392-96-000634.txt : 19960816 0000936392-96-000634.hdr.sgml : 19960816 ACCESSION NUMBER: 0000936392-96-000634 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960814 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: SACRAMENTO HOTEL PARTNERS L P CENTRAL INDEX KEY: 0000702387 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 953592946 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-10468 FILM NUMBER: 96611858 BUSINESS ADDRESS: STREET 1: 8885 RIO SAN DIEGO DR STREET 2: STE 200 CITY: SAN DIEGO STATE: CA ZIP: 92108 BUSINESS PHONE: 6192974040 MAIL ADDRESS: STREET 1: 8885 RIO SAN DIEGO DR STREET 2: STE 200 CITY: SAN DIEGO STATE: CA ZIP: 92108 FORMER COMPANY: FORMER CONFORMED NAME: WESTERN HOST SACRAMENTO PARTNERS DATE OF NAME CHANGE: 19920703 10QSB 1 FORM 10-QSB 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 1996 [ ] Transition report under Section 10 of 15(d) of the Exchange Act For the transition period from to Commission file number 0-10468 SACRAMENTO HOTEL PARTNERS, L.P. (Exact name of small business issuer as specified in its charter) California 95-3592946 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5525 Oakdale Avenue, Suite 300, Woodland Hills, California 91364 (Address of principal executive offices) (818) 888-6500 (Issuer's telephone number, including Area Code) Check whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes x No -- -- Transitional Small Business Disclosure Format: Yes No x ---- ---- 2 PART I - FINANCIAL INFORMATION Item 1. Financial Statements The accompanying unaudited financial statements of Sacramento Hotel Partners, L.P. (formerly Western Host Sacramento Partners) have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB. Accordingly, these statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of the General Partners of the Registrant, all adjustments necessary for a fair presentation have been included. The financial statements presented herein have been prepared in accordance with the accounting policies described in the Registrant's Annual Report on Form 10-KSB for the year ended December 31, 1995 and should be read in connection therewith. 1 3 SACRAMENTO HOTEL PARTNERS, L.P. (A Limited Partnership) BALANCE SHEETS (Unaudited)
June 30, December 31, 1996 1995 ---------- ---------- ASSETS CASH $ 86,287 $ 121,765 INTEREST RECEIVABLE 98,094 63,567 NOTE RECEIVABLE - NET 2,006,947 1,973,251 ---------- ---------- TOTAL $2,191,328 $2,158,583 ========== ========== LIABILITIES AND PARTNERS' EQUITY LIABILITIES: Accounts payable and accrued liabilities $ -- $ 1,172 Accounts payable - related parties 4,209 7,049 Debt -- 138,889 Distributions payable 49,825 -- ---------- ---------- Total liabilities 54,034 147,110 ---------- ---------- PARTNERS' EQUITY: General Partners (40 units issued and outstanding) 21,449 20,186 Limited Partners (3,946 units issued and outstanding) 2,115,845 1,991,287 ---------- ---------- Total Partners' equity 2,137,294 2,011,473 ---------- ---------- TOTAL $2,191,328 $2,158,583 ========== ==========
2 4 SACRAMENTO HOTEL PARTNERS, L.P. (A Limited Partnership) STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1996 AND 1995 (Unaudited)
Three Months Ended Six Months Ended June 30, June 30, 1996 1995 1996 1995 ------- ------- -------- -------- REVENUES: Interest (includes amortization of discount of note receivable of $17,110 and $20,220, and $33,696 and $49,895 for the three and six months ended June 30, 1996 and 1995, respectively) $97,039 $93,362 $193,569 $185,310 ------- ------- -------- -------- EXPENSES: Interest 62 6,936 3,163 14,737 Partnership administration and professional fees 4,341 11,604 14,760 15,511 ------- ------- -------- -------- Total 4,403 18,540 17,923 30,248 ------- ------- -------- -------- NET INCOME $92,636 $74,822 $175,646 $155,062 ======= ======= ======== ======== ALLOCATION OF NET INCOME: General Partners $ 930 $ 751 $ 1,763 $ 1,556 Limited Partners (3,946 Limited Partnership units outstanding) 91,706 74,071 173,883 153,506 ------- ------- -------- -------- Total $92,636 $74,822 $175,646 $155,062 ======= ======= ======== ======== DISTRIBUTION TO PARTNERS $49,825 $ -- $ 49,825 $ -- ======= ======= ======== ======== PER UNIT INFORMATION: (based upon 3,986 total Units outstanding): Net income $ 23.24 $ 18.77 $ 44.07 $ 38.90 ======= ======= ======== ======== Distribution $ 12.50 $ -- $ 12.50 $ -- ======= ======= ======== ========
3 5 SACRAMENTO HOTEL PARTNERS, L.P. (A Limited Partnership) STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND 1995 (Unaudited)
Six Months Ended June 30, 1996 1995 --------- --------- OPERATING ACTIVITIES: Net income $ 175,646 $ 155,062 Adjustments to reconcile net income to net cash provided by operating activities: Amortization of discount on note receivable (33,696) (49,895) Change in assets and liabilities: Interest receivable (34,527) (10,389) Accounts payable and accrued liabilities (4,012) 3,231 --------- --------- Net cash provided by operating activities 103,411 98,009 FINANCING ACTIVITIES: Repayment of debt (138,889) (83,334) --------- --------- NET INCREASE (DECREASE) IN CASH (35,478) 14,675 CASH AT BEGINNING OF PERIOD 121,765 82,030 --------- --------- CASH AT END OF PERIOD $ 86,287 $ 96,705 ========= =========
4 6 Item 2. Management's Discussion and Analysis or Plan of Operations. On April 20, 1990, the Partnership sold substantially all of its assets to Fred C. Sands. The sale price was approximately $3.6 million, consisting of approximately $500,000 in cash and a promissory note in the amount of $3.7 million (the "Sands Note"). The Sands Note is due and payable on April 1, 1997 and provides for payments of interest at the rate of 8% through April 1, 1995, and at the rate of 10% per year from April 1, 1995 until paid. However, in April 1995 the Partnership entered into a Forbearance Agreement with Mr. Sands which provides that through the earlier of April 1, 1997 or the occurrence of any default under the Sands Note, Mr. Sands may continue to pay the Partnership interest at the rate of 8% per annum, subject to the condition that additional interest on unpaid principal accruing monthly at the rate of 2% per annum be paid, together with interest on such deferred monthly amounts at the rate of 10% per annum, on April 1, 1997. The amount of such deferred interest, together with the interest it will earn between April 1, 1995 and April 1, 1997, is $137,781. Deferred interest outstanding as of June 30, 1996 totaled $77,427. As of July 14, 1995 the Partnership owed $222,000 to City National Bank, which obligation was evidenced by a promissory note dated September 7, 1993, as amended by the Loan Revision Agreement dated July 27, 1994 (the "CNB Note"). On July 14, 1995, the Partnership and City National Bank entered into a second Loan Revision Agreement extending the maturity date of this obligation from August 3, 1995 to October 3, 1996, and providing for payments of principal of $13,890 per month plus interest on unpaid principal, with interest continuing to accrue at the prime rate plus 2.5%. On April 1, 1996, the Partnership paid the remaining balance owed on the CNB Note. In June 1996, the General Partners declared a distribution to Partners totalling $49,825, which amount was paid in July 1996. The Partnership does not plan to conduct any activities during the next twelve months other than collecting interest under the Sands Note. Interest income received from the note receivable is expected to be sufficient to pay the Partnership's ongoing expenses and cash requirements with any excess cash accumulated until the due date of the Sands Note or distributed to Partners. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: 27 Financial Data Schedule (b) Reports on Form 8-K: None. 5 7 SIGNATURE 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. SACRAMENTO HOTEL PARTNERS, L.P. By /s/ JOHN F. ROTHMAN ---------------------------- John F. Rothman General Partner Dated: August 14, 1996 6 8 EXHIBIT INDEX
SEQUENTIALLY EXHIBIT NUMBERED NUMBER DESCRIPTION PAGE - ------ ----------- ------------ 27 Financial Data Schedule
7 EX-27 2 FINANCIAL DATA SCHEDULE
5 0000702387 SACRAMENTO HOTEL PARTNERS, L.P. 6-MOS DEC-31-1996 JAN-01-1996 JUN-30-1996 86,287 0 2,105,041 0 0 2,191,328 0 0 2,191,328 54,034 0 0 0 0 2,137,294 2,191,328 0 193,569 0 0 14,760 0 3,163 175,646 0 175,646 0 0 0 175,646 $44.07 0
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