-----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, JALmi2kkJiwohdrAlcg9W4RxrOYFet+NIMf0OlwHB+lvuDRGE3L5I9I1CKM30j/R BBmTmFHl5r3LLpQpGDtdMQ== 0000727745-97-000011.txt : 19971117 0000727745-97-000011.hdr.sgml : 19971117 ACCESSION NUMBER: 0000727745-97-000011 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971114 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: LDP III CENTRAL INDEX KEY: 0000727745 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 942911983 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-13559 FILM NUMBER: 97721981 BUSINESS ADDRESS: STREET 1: P O BOX 130 CITY: CARBONDALE STATE: CO ZIP: 81623 BUSINESS PHONE: 3039638007 MAIL ADDRESS: STREET 1: PO BOX 130 CITY: CARBONDALE STATE: CO ZIP: 81623 FORMER COMPANY: FORMER CONFORMED NAME: LANDSING DIVERSIFIED PROPERTIES III DATE OF NAME CHANGE: 19910331 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended September 30, 1997 Commission File Number: 0-13559 LDP-III (Exact name of registrant as specified in its governing instruments) California 94-2911983 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) P. O. Box 130, Carbondale, CO 81623 (Address of principal executive offices) (970) 963-8007 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 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 [ ] PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS LDP-III BALANCE SHEET, SEPTEMBER 30, 1997 AND DECEMBER 31, 1996 (Unaudited) (In thousands)
September 30, December 31, 1997 1996 INVESTMENTS IN REAL ESTATE: Rental properties $ 10,553 $ 10,510 Accumulated depreciation (4,288) (4,086) Rental properties - net 6,265 6,424 CASH AND CASH EQUIVALENTS (including interest bearing deposits of $128 in 1997 and $85 in 1996) 131 85 OTHER ASSETS: Short-term investment $ 199 298 Accounts receivable 24 17 Prepaid expenses and deposits 4 4 Deferred loan costs and leasing commissions (net of accumulated amortization of $510 in 1997 and $474 in 1996) 226 126 Total other assets 453 445 TOTAL $ 6,849 $ 6,954 LIABILITIES AND PARTNERS' EQUITY LIABILITIES: Notes payable $ 6,858 $ 6,891 Accounts payable 30 0 Other liabilities 165 133 Total liabilities 7,053 7,024 PARTNERS' EQUITY (204) (70) TOTAL $ 6,849 $ 6,954
LDP-III STATEMENTS OF OPERATIONS (Unaudited) (In thousands except per share amounts)
REVENUE: Rental $ 368 $ 317 $ 925 $ 970 Interest 5 6 14 15 Total revenue 373 323 939 985 EXPENSE: Interest 124 167 426 518 Operating 92 104 267 340 Depreciation and amortization 82 75 239 276 General and administrative 33 60 140 153 Total expense 331 406 1,072 1,287 INCOME (LOSS) BEFORE GAIN FROM SALE OF REAL PROPERTY 42 (83) (133) (302) GAIN FROM SALE OF REAL PROPERTY 0 223 0 223 NET INCOME (LOSS) 42 140 (133) (79) NET INCOME (LOSS) PER PARTNERSHIP UNIT: Limited Partners 1 4 (4) (2) General Partners 0 0 0 0 TOTAL 1 4 (4) (2)
LDP-III STATEMENTS OF CHANGES IN PARTNERS' EQUITY FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND THE YEAR ENDED DECEMBER 31, 1996 (Unaudited) (In thousands except unit amounts)
LIMITED PARTNERS NUMBER OF GENERAL TOTAL PARTNERSHIP PARTNER PARTNERS' UNITS AMOUNT AMOUNT EQUITY BALANCE, JANUARY 1, 1996 37,136 $ 679 0 $ 679 Net Loss - 1996 (193) 0 (193) Distribution - 1996 (556) 0 (556) BALANCE, DECEMBER 31, 1996 37,136 (70) 0 (70) Net loss (133) 0 (133) BALANCE, SEPTEMBER 30, 1997 37,136 $(204) $ 0 $(204)
LDP-III STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (Unaudited) (In thousands)
1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES: Net income/(loss) $ (133) $ (280) Adjustments to reconcile net loss to net cash provided (used) by operating activities: Depreciation 202 276 Change in operating assets and liabilities: Increase in other liabilities 33 12 (Increase) in accounts receivable (7) (27) (Increase) in prepaid expenses and deposits (3) (1) Increase in accounts payable 30 0 Net cash used by operating activities 122 (20) CASH FLOWS FROM INVESTING ACTIVITIES: Net proceeds from sale of rental property 0 660 Capital expenditures (43) (46) Decrease in short-term investment 99 0 Increase in deferred expenses (99) (38) Net cash provided (used) in investing activities (43) 576 CASH FLOWS FROM FINANCING ACTIVITIES: Payments on notes payable (33) (19) Net cash provided (used) by financing activities (33) (19) Increase in cash and cash equivalents 46 537 Cash and cash equivalents at beginning of period 85 410 Cash and cash equivalents at end of period $ 131 $ 947
LDP-III FINANCIAL NOTES (In Thousands) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited financial statements should be read in conjunction with the Partnership's 1996 Annual Report. These statements have been prepared in accordance with the instructions to the Securities and Exchange Commission Form 10-Q and do not include all of the informa- tion and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of the general partner, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the nine months ended September 30, 1997 and 1996, are not necessarily indicative of the results that may be expected for the year ending December 31, 1997. For purposes of the statement of cash flows, the Partnership considers all highly liquid investments with a maturity of three months or less from the date of purchase to be cash equivalents. The Partnership paid interest of $426 and $518 for the nine months ended September 30, 1997, and 1996, respectively. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS INTRODUCTION LDP-III is a California limited partnership formed in August 1983. The Partnership's business consists of a single segment -- equity investments in leveraged income-producing real estate. At September 30, 1997, the Partnership's portfolio consisted of fee title ownership of two properties located in two geographic areas. The Partnership's property investments are: Jefferson Place Office Building, Boise, Idaho and 1201 Cadillac Court Building, Milpitas, California. LIQUIDITY AND CAPITAL RESOURCES As of September 30, 1997, the Partnership had a cash balance totaling approximately $131,000. Cash reserves not needed for current operations are placed in temporary high-grade investments which can be readily liquidated. The Partnership has invested $199,000 in short-term federally insured certificates of deposit which mature on a date in excess of 90 days from the date of purchase. Due to this characteristic, these deposits are classified as "short-term investments" rather than as "cash and cash equivalents." During the first nine months of 1997, the Partnership experienced an increase in cash of $46,000. Short-term investments decreased by $99,000. Primary uses of cash were: $142,000 for capital expenditures, leasing commissions and loan costs, and $33,000 for principal payments on notes payable. Operating activities contributed $122,000 to cash. As of September 30, 1997, cash and cash equivalents totaled $131,000 versus a balance of $85,000 at December 31, 1996, while short-term investments at September 30, 1997 totaled $199,000 versus a balance of $298,000 on December 31, 1996. Management believes the cash flow from operations of the remaining two properties, Jefferson Place and 1201 Cadillac, will be sufficient to cover the operating costs of the Partnership. The Partnership has successfully negotiated a new lease with the sole tenant at 1201 Cadillac, which will significantly increase revenues for 1997 and thereafter. Short-term investments (cash reserve) of $199,000 should remain in tact for the balance of 1997. The Partnership does not plan any cash distributions to its limited partners in 1997. All sale and loan proceeds realized by the Partnership will be used primarily to make cash distributions. RESULTS OF OPERATIONS The results of operations for 1997 are not comparable to 1996. Variables between years such as number of properties operated and number of properties sold cause comparisons of operations overall to be misleading. It is meaningful however to compare the operations of those properties operated continuously during the first nine months of 1997 and 1996. The following represents the operations of those properties held continuously during the first nine months of 1997 and 1996:
1997 1996 % Change Rental Revenue $ 925 $ 844 + 12% Operating Expense 267 301 - 12% Net Operating Income 658 543 + 22% Interest Expense $ 426 $ 455 - 7%
Overall, revenues increased 12% for the nine months ended September 30, 1997 relative to the same period in 1996. The increase is a result of new lease revenue on the 1201 Cadillac property. Market Conditions in Boise and the San Francisco Bay Area have stabilized. Property operating expenses decreased 12% for the nine months ended September 30, 1997 relative to the same period in 1996. Leased occupancy remained stable during the nine months ended September 30, 1997. The Jefferson Place Office Building is currently 96% leased, while the 1201 Cadillac property remains fully leased. PROPERTY SALE During the third quarter, 1201 Cadillac was marketed for sale and placed under contract. While the contract has some contingencies, it is expected the property will be sold during the fourth quarter. INFLATION In past years, the Partnership's rental revenues in certain over built real estate markets, including Boise and the San Francisco Bay Area, have not followed the overall inflationary trends of the economy. In the future, the General Partner believes market rate rents in those areas will more closely follow or exceed inflation. Operating costs for properties in most of the Partnership's markets have continued to follow inflationary trends. It is not expected that the Partnership will be materially impacted by inflationary forces in the near term. PART II. OTHER INFORMATION Item 1. Legal Proceedings None. Item 2. Changes in Securities None. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K (a) None (b) None SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. LDP-III Date: November 14, 1997 /s/ Gary K. Barr Gary K. Barr, President Landsing Equities Corporation Managing General Partner EX-27 2
5 9-MOS DEC-31-1997 SEP-30-1997 131 0 24 0 0 203 10553 4288 6849 195 0 0 0 0 (204) 6849 0 939 0 0 646 0 426 0 0 0 0 0 0 (133) 0 0
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