-----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, TevfadnBCMt6y3kZYXF8wF0+2VajC52x61GdIOkY79TBU0uHhLxn+ait/sCps9Qx HxAcXNLc+x+ctyDgCZ349w== 0000950123-09-035197.txt : 20090814 0000950123-09-035197.hdr.sgml : 20090814 20090814121119 ACCESSION NUMBER: 0000950123-09-035197 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20090630 FILED AS OF DATE: 20090814 DATE AS OF CHANGE: 20090814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DEL TACO RESTAURANT PROPERTIES II CENTRAL INDEX KEY: 0000749153 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 330064245 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-16190 FILM NUMBER: 091013635 BUSINESS ADDRESS: STREET 1: 23041 AVENIDA DE LA CARLOTA, SUITE 400 CITY: LAGUNA HILLS STATE: CA ZIP: 92653 BUSINESS PHONE: 714 462-9300 MAIL ADDRESS: STREET 1: 1800 W KATELLA AVENUE CITY: ORANGE STATE: CA ZIP: 92667 10-Q 1 a53466e10vq.htm 10-Q e10vq
Table of Contents

 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 10-Q
 
     
(Mark One)    
þ
  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
    For the quarterly period ended June 30, 2009
OR
o
  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
    For the transition period from          to          
 
Commission file no. 0-16190
 
DEL TACO RESTAURANT PROPERTIES II
(A California limited partnership)
(Exact name of registrant as specified in its charter)
 
     
California
  33-0064245
(State or other jurisdiction of   (I.R.S. Employer
incorporation or organization)
  Identification Number)
     
25521 Commercentre Drive
Lake Forest, California
(Address of principal executive offices)
  92630
(Zip Code)
 
(949) 462-9300
(Registrant’s telephone number, including area code)
 
 
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 þ     No o
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes o     No o
 
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).  Yes o     No þ     
 
DOCUMENTS INCORPORATED BY REFERENCE
 
Portions of the registrant’s Form S-11 Registration Statement filed December 17, 1982 are incorporated by reference into Part IV of this report.
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
 
Large accelerated filer o Accelerated filer o Non-accelerated filer þ Smaller reporting company o
(Do not check if a smaller reporting company)
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes o     No þ     
 


 

INDEX
DEL TACO RESTAURANT PROPERTIES II
         
    PAGE NUMBER
       
 
       
    3  
 
       
    3  
 
       
    4  
 
       
    5  
 
       
    6  
 
       
    9  
 
       
    11  
 
       
    12  
 
       
       
 
       
    13  
 
       
    14  
 EX-31.1
 EX-31.2
 EX-32.1

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PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
DEL TACO RESTAURANT PROPERTIES II
CONDENSED BALANCE SHEETS
                 
    June 30,     December 31,  
    2009     2008  
    (Unaudited)          
ASSETS
CURRENT ASSETS:
               
Cash
  $ 144,462     $ 160,340  
Receivable from Del Taco LLC
    44,287       43,520  
Deposits
    1,534       1,727  
 
           
Total current assets
    190,283       205,587  
 
           
 
               
PROPERTY AND EQUIPMENT:
               
Land and improvements
    1,806,006       1,806,006  
Buildings and improvements
    1,238,879       1,238,879  
Machinery and equipment
    898,950       898,950  
 
           
 
    3,943,835       3,943,835  
Less—accumulated depreciation
    2,069,042       2,051,344  
 
           
 
    1,874,793       1,892,491  
 
           
 
               
 
  $ 2,065,076     $ 2,098,078  
 
           
 
               
LIABILITIES AND PARTNERS’ EQUITY
 
               
CURRENT LIABILITIES:
               
Payable to limited partners
  $ 34,531     $ 35,651  
Accounts payable
    13,712       14,655  
 
           
Total current liabilities
    48,243       50,306  
 
           
 
               
PARTNERS’ EQUITY:
               
Limited partners; 27,006 units outstanding at June 30, 2009 and December 31, 2008
    2,045,717       2,076,346  
General partner-Del Taco LLC
    (28,884 )     (28,574 )
 
           
 
    2,016,833       2,047,772  
 
           
 
               
 
  $ 2,065,076     $ 2,098,078  
 
           
See accompanying notes to condensed financial statements.

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DEL TACO RESTAURANT PROPERTIES II
CONDENSED STATEMENTS OF INCOME
(Unaudited)
                                 
    Three Months Ended     Six Months Ended  
    June 30,     June 30,  
    2009     2008     2009     2008  
 
                               
RENTAL REVENUES
  $ 137,183     $ 142,998     $ 265,075     $ 278,033  
 
                       
 
                               
EXPENSES:
                               
General and administrative
    12,805       12,385       50,794       53,886  
Depreciation
    8,849       8,849       17,698       17,698  
 
                       
 
    21,654       21,234       68,492       71,584  
 
                       
 
                               
Operating income
    115,529       121,764       196,583       206,449  
 
                               
OTHER INCOME:
                               
Interest
    44       217       102       699  
Other
    750       3,100       875       3,575  
 
                       
 
                               
Net income
  $ 116,323     $ 125,081     $ 197,560     $ 210,723  
 
                       
 
                               
Net income per limited partnership unit (note 2)
  $ 4.26     $ 4.59     $ 7.24     $ 7.72  
 
                       
 
                               
Number of units used in computing per unit amounts
    27,006       27,006       27,006       27,006  
 
                       
See accompanying notes to condensed financial statements.

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DEL TACO RESTAURANT PROPERTIES II
CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)
                 
    Six Months Ended  
    June 30,  
    2009     2008  
CASH FLOWS FROM OPERATING ACTIVITIES:
               
 
               
Net income
  $ 197,560     $ 210,723  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Depreciation
    17,698       17,698  
Changes in operating assets and liabilities:
               
Receivable from Del Taco LLC
    (767 )     (1,810 )
Deposits
    193       (387 )
Payable to limited partners
    (1,120 )     (1,125 )
Accounts payable
    (943 )     7,722  
 
           
 
               
Net cash provided by operating activities
    212,621       232,821  
 
               
CASH FLOWS FROM FINANCING ACTIVITIES:
               
 
               
Cash distributions to partners
    (228,499 )     (234,322 )
 
           
 
               
Net decrease in cash
    (15,878 )     (1,501 )
 
               
Beginning cash balance
    160,340       170,340  
 
           
 
               
Ending cash balance
  $ 144,462     $ 168,839  
 
           
See accompanying notes to condensed financial statements.

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DEL TACO RESTAURANT PROPERTIES II
NOTES TO CONDENSED FINANCIAL STATEMENTS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2009
UNAUDITED
NOTE 1 — BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements and should therefore be read in conjunction with the financial statements and notes thereto contained in the annual report on Form 10-K for the year ended December 31, 2008 for Del Taco Restaurant Properties II (the Partnership or the Company). In the opinion of management, all adjustments (consisting of normal recurring accruals) necessary to present fairly the Partnership’s financial position at June 30, 2009, the results of operations for the three and six month periods ended June 30, 2009 and 2008 and cash flows for the six month periods ended June 30, 2009 and 2008 have been included. Operating results for the three and six months ended June 30, 2009 are not necessarily indicative of the results that may be expected for the year ending December 31, 2009. Amounts related to disclosure of December 31, 2008 balances within these condensed financial statements were derived from the audited 2008 financial statements. Management has evaluated subsequent events through August 14, 2009, which is the date the financial statements were issued.
NOTE 2 — NET INCOME PER LIMITED PARTNERSHIP UNIT
Net income per limited partnership unit is based on net income attributable to the limited partners (after 1% allocation to the general partner) using the weighted average number of units outstanding during the periods presented which amounted to 27,006 in 2009 and 2008.
Pursuant to the partnership agreement, annual partnership income or loss is allocated one percent to Del Taco LLC, formerly known as Del Taco, Inc. (Del Taco or the General Partner) and 99 percent to the limited partners. Partnership gains from any sale or refinancing will be allocated one percent to the General Partner and 99 percent to the limited partners until allocated gains and profits equal losses, distributions and syndication costs previously allocated. Additional gains will be allocated 15 percent to the General Partner and 85 percent to the limited partners.

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DEL TACO RESTAURANT PROPERTIES II
NOTES TO CONDENSED FINANCIAL STATEMENTS — CONTINUED
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2009
UNAUDITED
NOTE 3 — LEASING ACTIVITIES
The Partnership leases certain properties for operation of restaurants to Del Taco on a triple net basis. The leases are for terms of 35 years commencing with the completion of the restaurant facility located on each property and require monthly rentals equal to 12 percent of the gross sales of the restaurants. The leases terminate in the years 2021 to 2022. There is no minimum rental under any of the leases.
For the three months ended June 30, 2009, the five restaurants operated by Del Taco, for which the Partnership is the lessor, had combined, unaudited sales of $1,143,194 and unaudited net losses of $122,162 as compared to unaudited sales of $1,191,647 and unaudited net losses of $121,925 for the corresponding period in 2008. Net income or loss of each restaurant includes charges for general and administrative expenses incurred in connection with supervision of restaurant operations and interest expense.
For the six months ended June 30, 2009, the five restaurants operated by Del Taco, for which the Partnership is the lessor, had combined, unaudited sales of $2,208,959 and unaudited net losses of $256,672 as compared to unaudited sales of $2,316,945 and unaudited net losses of $196,716 for the corresponding period in 2008. Net income or loss of each restaurant includes charges for general and administrative expenses incurred in connection with supervision of restaurant operations and interest expense and the increase in net loss from the corresponding period of the prior year primarily relates to a reduction in restaurant revenues.
NOTE 4 — TRANSACTIONS WITH DEL TACO
The receivable from Del Taco consists primarily of rent accrued for the month of June 2009. The June rent was collected in July 2009.
Del Taco serves in the capacity of general partner in other partnerships which are engaged in the business of operating restaurants and three other partnerships which were formed for the purpose of acquiring real property in California for construction of Mexican-American restaurants for lease under long-term agreements to Del Taco for operation under the Del Taco trade name.
In addition, see Note 5 with respect to certain distributions to the General Partner.

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DEL TACO RESTAURANT PROPERTIES II
NOTES TO CONDENSED FINANCIAL STATEMENTS — CONTINUED
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2009
UNAUDITED
NOTE 5 — DISTRIBUTIONS
Total cash distributions declared and paid in January and April 2009 were $119,689 and $108,810, respectively. On July 28, 2009, a distribution to the limited partners of $103,881, or approximately $3.85 per limited partnership unit, was declared. Such distribution was paid on July 31, 2009. The General Partner also received a distribution of $1,049 with respect to its 1% partnership interest.
NOTE 6 — PAYABLE TO LIMITED PARTNERS
Payable to limited partners represents a reclassification from cash for distribution checks made to limited partners that have remained outstanding for six months or longer.
NOTE 7 — CONCENTRATION OF RISK
The five restaurants leased to Del Taco make up all of the income producing assets of the Partnership and contributed all of the Partnership’s rental revenues during the three and six months ended June 30, 2009 and 2008. Therefore, the business of the Partnership is entirely dependent on the success of the Del Taco trade name restaurants that lease the properties.
The Partnership maintains substantially all of its cash and cash equivalents at one major commercial bank. The cash balance is in excess of the Federal Depository Insurance Commission’s limits. The Federal Depository Insurance Commission’s limits were $250,000 and $100,000 at June 30, 2009 and 2008, respectively. At June 30, 2009 and December 31, 2008, the Partnership had approximately $151,000 and $174,000, respectively, on deposit at one financial institution.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources
Del Taco Restaurant Properties II (the Partnership or the Company) offered limited partnership units for sale between September 1984 and December 1985. $6.751 million was raised through the sale of limited partnership units and used to acquire sites and build seven restaurants and also to pay commissions to brokers and to reimburse Del Taco LLC (the General Partner or Del Taco) for offering costs incurred. Two restaurants were sold in 1994.
The five restaurants leased to Del Taco make up all of the income producing assets of the Partnership. Therefore, the business of the Partnership is entirely dependent on the success of the Del Taco trade name restaurants that lease the properties. The success of the restaurants is dependent on a large variety of factors, including, but not limited to, competition, consumer demand and preference for fast food, in general, and for Mexican-American food in particular.
Results of Operations
The Partnership owned seven properties that were under long-term lease to Del Taco for restaurant operations. Two restaurants were sold in 1994 and five are currently operating.
The following table sets forth rental revenue earned by restaurant for the three and six months ended June 30, 2009 and 2008 (unaudited):
                                 
    Three Months Ended     Six Months Ended  
    June 30,     June 30,  
    2009     2008     2009     2008  
Bear Valley Rd., Victorville, CA
  $ 24,219     $ 24,869     $ 47,212     $ 48,358  
West Valley Blvd., Colton, CA
    33,705       32,767       65,814       63,838  
Palmdale Blvd., Palmdale, CA
    16,448       17,066       31,766       32,993  
DeAnza Country Shopping Center, Pedley, CA
    30,251       34,733       58,290       65,421  
Varner Road, Thousand Palms, CA
    32,560       33,563       61,993       67,423  
 
                       
Total
  $ 137,183     $ 142,998     $ 265,075     $ 278,033  
 
                       
The Partnership receives rental revenues equal to 12 percent of gross sales from the restaurants. The Partnership earned rental revenue of $137,183 during the three month period ended June 30, 2009, which represents a decrease of $5,815 from the corresponding period in 2008. The Partnership earned rental revenue of $265,075 during the six month period ended June 30, 2009, which represents a decrease of $12,958 from the corresponding period in 2008. The changes in rental revenues between 2009 and 2008 are directly attributable to changes in sales levels at the restaurants under lease due to local competitive and industry factors.

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Table of Contents

Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations — continued
The following table breaks down general and administrative expenses by type of expense:
                                 
            Percentage of Total        
    General & Administrative Expense
    Three Months Ended   Six Months Ended
    June 30,   June 30,
    2009   2008   2009   2008
Accounting fees
    50.64 %     46.99 %     76.32 %     77.27 %
Distribution of information to limited partners
    49.36 %     53.01 %     23.68 %     22.73 %
 
                               
 
                               
 
    100.00 %     100.00 %     100.00 %     100.00 %
 
                               
General and administrative costs increased slightly during the three month period from 2008 to 2009 primarily due an increase in certain software and printing costs, mostly offset by decreased accounting and information distribution costs. General and administrative costs decreased during the six month period from 2008 to 2009 due to decreased accounting and audit fees and information distribution costs, which were partially offset by increases in certain software and printing costs.
For the three month period ended June 30, 2009, net income decreased by $8,758 from 2008 to 2009 due to the decrease in revenues of $5,815, the decrease in interest and other income of $2,523 and the increase in general and administrative expenses of $420. For the six month period ended June 30, 2009, net income decreased by $13,163 from 2008 to 2009 due to the decrease in revenues of $12,958, the decrease in interest and other income of $3,297 partially offset by the decrease in general and administrative expenses of $3,092.
Significant Recent Accounting Pronouncements
None
Off —Balance Sheet Arrangements
None

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Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations — continued
Critical Accounting Policies and Estimates
Management’s discussion and analysis of financial condition and results of operations, as well as disclosures included elsewhere in this report on Form 10-Q are based upon the Partnership’s financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. The Partnership believes the critical accounting policies that most impact the financial statements are described below. A summary of the significant accounting policies of the Partnership can be found in Note 1 to the Financial Statements which is included in the Partnership’s December 31, 2008 Form 10-K.
Revenue Recognition: Rental revenue is recognized based on 12 percent of gross sales of the restaurants for the corresponding period, and is earned at the point of sale.
Property and Equipment: Property and equipment is stated at cost. Depreciation is computed using the straight-line method over estimated useful lives which are 20 years for land improvements, 35 years for buildings and improvements, and 10 years for machinery and equipment.
The Partnership accounts for property and equipment in accordance with Statement of Financial Accounting Standards (SFAS) No. 144, “Accounting for the Impairment or Disposal of Long Lived Assets.” SFAS 144 requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. In evaluating long-lived assets held for use, an impairment loss is recognized if the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying value of the asset. Once a determination has been made that an impairment loss should be recognized for long-lived assets, various assumptions and estimates are used to determine fair value including, among others, estimated costs of construction and development, recent sales of comparable properties and the opinions of fair value prepared by independent real estate appraisers. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
None.

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Item 4T. Controls and Procedures
     (a) Evaluation of disclosure controls and procedures:
      As of the end of the period covered by this quarterly report, we carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Treasurer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based upon that evaluation, Chief Executive Officer and Treasurer concluded that the Company’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Company required to be included in the Company’s periodic Securities and Exchange Commission filings.
     (b) Changes in internal controls:
      There were no significant changes in the Company’s internal controls over financial reporting that occurred during our most recent fiscal quarter that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
     (c) Asset-backed issuers:
      Not applicable

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PART II. OTHER INFORMATION
There is no information required to be reported for any items under Part II, except as follows:
Item 6. Exhibits
     (a) Exhibits
     
31.1
  Paul J. B. Murphy, III’s Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
   
31.2
  Steven L. Brake’s Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
   
32.1
  Certification pursuant to subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
         
 
  DEL TACO RESTAURANT PROPERTIES II    
 
  (a California limited partnership)    
 
  Registrant    
 
       
 
  Del Taco LLC    
 
  General Partner    
 
       
Date: August 14, 2009
  /s/ Steven L. Brake    
 
 
 
Steven L. Brake
   
 
  Treasurer    

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EXHIBIT INDEX
Exhibit No.   Description
31.1   Paul J. B. Murphy, III’s Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
31.2   Steven L. Brake’s Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
32.1   Certification pursuant to subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

-15-

EX-31.1 2 a53466exv31w1.htm EX-31.1 exv31w1
Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECURITIES
ACT RULES 13A-14 AND 15D-14 AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Paul J. B. Murphy, III, certify that:
  1.   I have reviewed this quarterly (“report”) on Form 10-Q of Del Taco Income Properties II;
  2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
  3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
  4.   The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
  a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
  b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
  c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
  d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
  5.   The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
  a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
  b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
         
Date: August 14, 2009  /s/ Paul J. B. Murphy, III    
  Paul J. B. Murphy, III   
  Chief Executive Officer   

 

EX-31.2 3 a53466exv31w2.htm EX-31.2 exv31w2
         
Exhibit 31.2
CERTIFICATION OF TREASURER PURSUANT TO SECURITIES
ACT RULES 13A-14 AND 15D-14 AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Steven L. Brake, certify that:
  1.   I have reviewed this quarterly (“report”) on Form 10-Q of Del Taco Income Properties II;
  2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
  3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
  4.   The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
  a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
  b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
  c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
  d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
  5.   The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
  a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
  b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
         
Date: August 14, 2009  /s/ Steven L. Brake    
  Steven L. Brake   
  Treasurer   

 

EX-32.1 4 a53466exv32w1.htm EX-32.1 exv32w1
         
Exhibit 32.1
CERTIFICATION PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(SUBSECTIONS (a) AND (b) OF SECTION 1350, CHAPTER 63 OF TITLE 18,
UNITED STATES CODE)
In connection with the Quarterly Report of Del Taco Restaurant Properties II (the “Company” or “Partnership”) on Form 10-Q for the period ended June 30, 2009 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:
     (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
     (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Partnership.
         
Date: August 14, 2009  /s/ Paul J. B. Murphy, III    
  Paul J. B. Murphy, III   
  Chief Executive Officer   
 
Date: August 14, 2009  /s/ Steven L. Brake    
  Steven L. Brake   
  Treasurer   
 
A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

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