-----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, LHpz7RmbiZNg6Tiy7e1QPiyYrZRC0j3RjqIjtZaBY0Tm9ulzcMJipap8WBUN9h/5 3jHHUh/iIVTqfErQNsnhzQ== 0000740124-98-000003.txt : 19980813 0000740124-98-000003.hdr.sgml : 19980813 ACCESSION NUMBER: 0000740124-98-000003 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19980812 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GREEN GOLD CONSOLIDATED CENTRAL INDEX KEY: 0000740124 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - CROPS [0100] IRS NUMBER: 330023916 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-11533 FILM NUMBER: 98683407 BUSINESS ADDRESS: STREET 1: 711 DAILY DR., SUITE 120 CITY: CAMARILLO STATE: CA ZIP: 93010 BUSINESS PHONE: 8059876921 MAIL ADDRESS: STREET 2: 591 W. LOS ANGELES AVE CITY: MOORPARK STATE: CA ZIP: 93021 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1998 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 0-11533 GREEN GOLD CONSOLIDATED __________________________________________________________ (Exact name of registrant as specified in its charter) CALIFORNIA 33-0023916 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) 711 Daily Drive, Suite 120, Camarillo, CA 93010 (Address of principal executive office) (Zip Code) (805) 987-6921 (Registrant's telephone number, including area code) N/A (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. Yes [X] No [ ] PART I - FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS GREEN GOLD CONSOLIDATED (A CALIFORNIA LIMITED PARTNERSHIP) BALANCE SHEET June 30, September 30, 1998 1997 (Unaudited) --------- ------------ ASSETS Assets: Cash and cash equivalents $ 638,000 $ 656,000 Notes receivable 573,000 807,000 Inventories of growing crops 15,000 15,000 Accrued interest receivable 21,000 32,000 Property held for sale 1,195,000 1,159,000 Other assets 19,000 16,000 ---------- ---------- TOTAL ASSETS $2,461,000 $2,685,000 ========= ========= LIABILITIES AND PARTNERS' EQUITY Liabilities: Accounts payable and accrued liabilities $ 47,000 $ 49,000 ---------- ---------- TOTAL LIABILITIES 47,000 49,000 Partners' equity 2,414,000 2,636,000 ---------- --------- TOTAL LIABILITIES AND PARTNERS' EQUITY $2,461,000 $2,685,000 ========= ========= See accompanying notes to financial statements
GREEN GOLD CONSOLIDATED (A CALIFORNIA LIMITED PARTNERSHIP) STATEMENTS OF OPERATIONS (Unaudited) For the Nine Months Ending June 30, 1998 1997 ----------- --------- CROP SALES $ 224,000 $ 223,000 OPERATING COSTS AND EXPENSES: Cultural care 125,000 155,000 Professional services 103,000 94,000 Depreciation, property tax and other 74,000 63,000 ----------- ---------- Total operating costs and expenses 302,000 312,000 LOSS FROM OPERATIONS (78,000) (89,000) OTHER INCOME (EXPENSES): Realized gross profit 45,000 137,000 Interest income 135,000 148,000 Other income 7,000 8,000 ---------- ---------- NET INCOME $ 109,000 $ 204,000 =========== ========== NET INCOME PER LIMITED PARTNERSHIP INTEREST $ .0109 $ .0204 =========== =========== Weighted average number of limited partnership interests outstanding during the period used to compute earnings per limited partnership interest 9,986,000 9,986,000 ========= ========= See accompanying notes to financial statements
GREEN GOLD CONSOLIDATED (A CALIFORNIA LIMITED PARTNERSHIP STATEMENTS OF OPERATIONS (Unaudited) For the Three Months Ending June 30, 1998 1997 ---------- --------- < c> CROP SALES $ 114,000 $ 142,000 OPERATING COSTS AND EXPENSES: Cultural care 45,000 59,000 Professional services 25,000 28,000 Depreciation, property tax and other 32,000 34,000 ---------- --------- Total operating costs and expenses 102,000 121,000 INCOME FROM OPERATIONS 12,000 21,000 OTHER INCOME (EXPENSES): Realized gross profit 18,000 122,000 Interest income 44,000 47,000 Other income -0- 1,000 ---------- --------- NET INCOME $ 74,000 $ 191,000 ========== ========= NET INCOME PER LIMITED PARTNERSHIP INTEREST $ .0074 $ .0191 ========== ========= Weighted average number of limited partnership interests outstanding during the period used to compute earnings per limited partnership interest 9,986,000 9,986,000 ========= ========= See accompanying notes to financial statements
GREEN GOLD CONSOLIDATED (A CALIFORNIA LIMITED PARTNERSHIP) STATEMENT OF CASH FLOWS For the Nine Months Ended June 30, 1998 and 1997 (Unaudited) June 30, June 30, 1998 1997 ----------- ---------- Cash flows from operating activities: Net income $ 109,000 $ 204,000 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization -0- 1,000 Deferred profit recognized (45,000) (137,000) Changes in assets and liabilities: Decrease in receivables 11,000 10,000 (Increase) decrease in other assets (3,000) 1,000 Decrease in accounts payable and accrued liabilities (2,000) (11,000) ------------ ---------- Net cash provided by operating activities 70,000 68,000 ------------ ---------- Cash flows from investing activities: Collection on notes receivable 243,000 204,000 ------------ ---------- Net cash provided by investing activities 243,000 204,000 ------------ ---------- Cash flows from financing activities: Distributions to limited partners (320,000) (250,000) Distributions to general partner (11,000) (10,000) ----------- ---------- Net cash used by financing activities (331,000) (260,000) ----------- ---------- Net (decrease) increase in cash (18,000) 12,000 Cash at September 30 656,000 591,000 --------- --------- Cash at June 30 $ 638,000 $ 603,000 ========= ========= See accompanying notes to financial statements
GREEN GOLD CONSOLIDATED (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS (Unaudited) A. SIGNIFICANT ACCOUNTING POLICIES Property and Depreciation - Property is stated at the lower of cost or net realizable value. Depreciation is provided on a straight-line method over the estimated useful lives of the respective assets. Inventories - Inventories, consisting of growing crops, is valued at the lower of cost or net realizable value under the first-in, first-out (FIFO) method. Cost is defined as cultural care costs related to the growing crops. Income Taxes - The Partnership reports its tax returns on the cash basis of accounting. No provision for income taxes is included in the accompanying financial statements as the Partnership's results of operations are distributed to the partners for inclusion in their respective income tax returns. Profit Recognition on Real Estate Sales - It is the Partnership's policy to defer profit on real estate sales until such time as the purchaser's cumulative investment and continued involvement in the property meet the minimum criteria for full profit recognition as set forth in the Financial Accounting Standards Board Statement No. 66, Accounting for Sales of Real Estate. Until such time as profit can be recognized under the full accrual method, the cost recovery and installment methods are used. Net Income Per Limited Partnership Interest - Net income per limited partnership interest was calculated using the weighted average of limited partnership interests outstanding during the year and the Limited Partners' share of the net income. B. GENERAL Green Gold Consolidated was organized in accordance with the Provisions of the California Uniform Limited Partnership Act for the purpose of receiving the assets and liabilities of twelve limited partnerships under common management and thereby consolidating the operations of those partnerships under an exchange transaction effective June 30, 1983. Under the exchange transaction, the Partnership issued 10,000,000 limited partnership interests (pro rata) to the holders of interests in the twelve individual limited partnerships in exchange for the assets and liabilities of those partnerships. Under the provisions of the partnership agreement, profits and losses are allocated in the ratio of 93.5% to the Limited Partners and 6.5% to the General Partner, provided that prior to the first fiscal quarter during which a distribution is made to the General Partner from the proceeds of the property sales or refinancing, all gains and losses resulting from property sales are allocated in the ratio of 99% to the Limited Partners and 1% to the General Partner. The combination of the twelve partnerships into one partnership was treated as a reorganization of entities under common control, accounted for similar to a "pooling of interest". C. NOTES RECEIVABLE Notes receivable consist of the following as of: June 30, September 30, 1998 1997 --------- ----------- First trust deed notes $ 1,307,000 $ 1,693,000 Less: Deferred profit on real estate sales (635,000) (787,000) Allowance for doubtful accounts (99,000) (99,000) ---------- --------- $ 573,000 $ 807,000 ========== ========== D. PROPERTY Property is comprised of the following: June 30, September 30, 1998 1997 Land $1,195,000 $1,159,000 Farm equipment 151,000 151,000 Trees 276,000 276,000 --------- --------- Total 1,622,000 1,586,000 Accumulated depreciation (427,000) (427,000) ---------- ---------- $1,195,000 $1,159,000 ========= ========= E. EARNINGS (LOSS) PER LIMITED PARTNERSHIP INTEREST Earnings (loss) per limited partnership interest have been computed by dividing the aggregate limited partners' share of net income (loss) by the weighted average number of limited partnership interests outstanding during the period, 9,986,000 in 1998 and 1997, respectively. F. MANAGEMENT AGREEMENT The Partnership has an agreement with Las Posas Investment Company and Mr. Neno Spondello, Jr. to manage and market the Partnership properties. G. STATEMENT BY MANAGEMENT In the opinion of the Management, the financial information presented herein reflects all adjustments which are necessary to a fair statement of the results for the interim periods presented. Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Crop sales for the quarter ended June 30, 1998, were $114,000, compared to $142,000 for the same quarter in 1997. The quarterly decrease in crop revenue is attributed to picking 140,000 pounds of avocados this quarter compared to 204,000 the prior year's quarter ended June 30. Crop prices for the quarter ended June 30, 1998, averaged $.81 per pound compared to $.69 per pound in the same quarter in 1997. Avocado production in 1998 is budgeted at 487,000 pounds; however, this may vary somewhat based on weather conditions, the impact of the normal tree cycle and the effects of the "avocado" persea mite. Pounds produced in 1997 were 416,000. Operating costs and expenses for the quarter ended June 30, 1998, decreased $19,000, from $121,000 to $102,000. Cultural care costs decreased $14,000 from $59,000 to $45,000. The main reason for the decrease results from reduced irrigation and water costs due to the earlier heavy rainfall and reduced picking costs as as a result of picking 64,000 pounds less this quarter compared to the same quarter 1997. Professional Services decreased $3,000 from $28,000 to $25,000. The decrease results from reduction in investor services costs and payment of the 2% of cash receipts to the "manager" for its services compared to the same quarter 1997. Other expenses decreased $2,000 from $34,000 to $32,000. The main reason for the decrease is the combined effect of a $9,000 system costs decrease from the prior quarter associated with upgrades of software and hardware, and a $6,000 payment of property tax for 97-98 taxes for a parcel foreclosed in the quarter ended December 31, 1997. Other income decreased $117,000 from $191,000 to $74,000. The decrease is mainly attributed to recognizing deferred profit of $116,000 from the early payoff of one note totaling $155,000 during the prior year quarter ended June 30, 1997. Offers have been accepted on six parcels in the quarter ended June 30, 1998, compared to none for the same quarter 1997. The gross sales amount for all parcels is $621,000. All sales are in escrow and are expected to close in the next quarter ended September 30, 1998. The marketing and sales program is actively underway for the remaining 11 parcels totaling 109 acres. Costs associated with installing water meters and splitting irrigation systems are estimated at $50,000. Liquidity and Capital Resources As of June 30, 1998, the Partnership has cash reserves of approximately $601,000 to cover operating expenses and the small amount of remaining real estate development costs. This is expected to be sufficient to comply with the business plan. PART II OTHER INFORMATION Item 6. EXHIBITS AND REPORTS ON FORM 8-K (b) No reports on Form 8-K were filed by the Registrant during the quarter ended June 30, 1998. 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. DATE: August 12, 1998 GREEN GOLD CONSOLIDATED, a California limited partnership (Registrant) By: Economic Consultants, a California Partnership, General Partner By: /s/Daniel Lee Stephenson Daniel Lee Stephenson, General Partner By: /s/Tom A. Leevers Tom A. Leevers, General Partner -----END PRIVACY-ENHANCED MESSAGE-----