-----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, TN991VY26Dk/+p9Z0uJyrUmeVm0OvndGspdw5y6xEn21D/4iaWSJoxOTkgVdi1eD aIu8+CWCsV2pZtY7LeNmqQ== /in/edgar/work/20000809/0001095811-00-002465/0001095811-00-002465.txt : 20000921 0001095811-00-002465.hdr.sgml : 20000921 ACCESSION NUMBER: 0001095811-00-002465 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000630 FILED AS OF DATE: 20000809 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DEL TACO RESTAURANT PROPERTIES II CENTRAL INDEX KEY: 0000749153 STANDARD INDUSTRIAL CLASSIFICATION: [6500 ] IRS NUMBER: 330064245 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-16190 FILM NUMBER: 689364 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 e10-q.txt FORM 10-Q QUARTERLY PERIOD ENDED JUNE 30, 2000 1 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000 . 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 NO. 2-92121 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) 23041 AVENIDA DE LA CARLOTA, LAGUNA HILLS, CALIFORNIA 92653 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (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 X NO __ - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2 INDEX DEL TACO RESTAURANT PROPERTIES II PAGE NUMBER ----------- PART I. FINANCIAL INFORMATION Item 1. Financial Statements and Supplementary Data Balance Sheets at June 30, 2000 (Unaudited) and December 31, 1999 3 Statements of Income for the three and six months ended June 30, 2000 and 1999 (Unaudited) 4 Statements of Cash Flows for the six months ended June 30, 2000 and 1999 (Unaudited) 5 Notes to Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 10 SIGNATURES 11 -2- 3 DEL TACO RESTAURANT PROPERTIES II BALANCE SHEETS JUNE 30, December 31, 2000 1999 ----------- ----------- (UNAUDITED) ASSETS CURRENT ASSETS: Cash $ 129,264 $ 139,292 Receivable from General Partner 45,766 41,324 Deposits 1,000 1,000 ----------- ----------- Total current assets 176,030 181,616 ----------- ----------- PROPERTY AND EQUIPMENT, AT COST: 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 1,625,721 1,598,631 ----------- ----------- 2,318,114 2,345,204 ----------- ----------- $ 2,494,144 $ 2,526,820 =========== =========== LIABILITIES AND PARTNERS' EQUITY CURRENT LIABILITIES: Payable to Limited Partners $ 18,670 $ 15,666 Accounts payable 6,433 8,666 ----------- ----------- Total current liabilities 25,103 24,332 ----------- ----------- PARTNERS' EQUITY: Limited Partners 2,493,400 2,526,513 General Partner-Del Taco, Inc. (24,359) (24,025) ----------- ----------- 2,469,041 2,502,488 ----------- ----------- $ 2,494,144 $ 2,526,820 =========== =========== The accompanying notes are an integral part of these financial statements -3- 4 DEL TACO RESTAURANT PROPERTIES II STATEMENTS OF INCOME (UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, JUNE 30, --------------------- --------------------- 2000 1999 2000 1999 -------- -------- -------- -------- REVENUES: Rent $129,435 $121,512 $249,815 $235,711 Interest 966 770 1,504 1,636 Other 300 925 470 1,450 -------- -------- -------- -------- 130,701 123,207 251,789 238,797 -------- -------- -------- -------- EXPENSES: General and administrative 11,286 11,501 33,796 33,804 Depreciation 13,545 13,545 27,090 27,090 -------- -------- -------- -------- 24,831 25,046 60,886 60,894 -------- -------- -------- -------- Net income $105,870 $ 98,161 $190,903 $177,903 ======== ======== ======== ======== Net income per limited partnership unit $ 3.88 $ 3.60 $ 7.00 $ 6.52 ======== ======== ======== ========
The accompanying notes are an integral part of these financial statements. -4- 5 DEL TACO RESTAURANT PROPERTIES II STATEMENTS OF CASH FLOWS (UNAUDITED)
SIX MONTHS ENDED JUNE 30, ---------------------- 2000 1999 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 190,903 $ 177,903 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 27,090 27,090 (Increase) decrease in receivable from General Partner (4,442) 1,377 Decrease in deposits -- 253 Increase in accounts payable and payable to limited partners 773 1,190 --------- --------- Net cash provided by operating activities 214,324 207,813 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions to partners (224,352) (217,747) --------- --------- Net decrease in cash (10,028) (9,934) Beginning cash balance 139,292 134,928 --------- --------- Ending cash balance $ 129,264 $ 124,994 ========= =========
The accompanying notes are an integral part of these financial statements. -5- 6 DEL TACO RESTAURANT PROPERTIES II NOTES TO FINANCIAL STATEMENTS JUNE 30, 2000 NOTE 1 - BASIS OF PRESENTATION The accompanying financial statements, some of which are unaudited, have been prepared in accordance with generally accepted accounting principles 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 generally accepted accounting principles for complete financial statements and should therefore be read in conjunction with the financial statements and notes thereto contained in the partnership's annual report on Form 10-K for the year ended December 31, 1999. In the opinion of management, all adjustments (consisting of normal recurring accruals) necessary to present fairly the partnership's financial position at June 30, 2000, the results of operations and cash flows for the six month periods ended June 30, 2000 and 1999 have been included. Operating results for the three and six months ended June 30, 2000 are not necessarily indicative of the results that may be expected for the year ending December 31, 2000. NOTE 2 - NET INCOME PER LIMITED PARTNERSHIP UNIT Net income per limited partnership unit is based upon the weighted average number of units outstanding during the periods presented which amounted to 27,006 in 2000 and 1999. Pursuant to the partnership agreement, annual partnership income or loss is allocated one percent to 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. -6- 7 DEL TACO RESTAURANT PROPERTIES II NOTES TO FINANCIAL STATEMENTS - CONTINUED JUNE 30, 2000 NOTE 3 - LEASING ACTIVITIES The partnership leases certain properties for operation of restaurants to Del Taco, Inc. 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. There is no minimum rental under any of the leases. For the three months ended June 30, 2000, the five restaurants operated by Del Taco, for which the partnership is the lessor, had combined, unaudited sales of $1,078,620 and net income of $68,307 as compared to $1,012,599 and $54,157 respectively, for the corresponding period in 1999. Net income by restaurant includes charges for general and administrative expenses incurred in connection with supervision of restaurant operations and interest expense (1999 combined, unaudited net income has been changed to measure net income on a consistent basis with the year 2000 presentation). For the six months ended June 30, 2000, the five restaurants operated by Del Taco, for which the partnership is the lessor, had combined, unaudited sales of $2,081,791 and net income of $111,677 as compared to $1,964,264 and $100,352 respectively, for the corresponding period in 1999. NOTE 4 - TRANSACTIONS WITH DEL TACO The receivable from General Partner consists primarily of rent accrued for the month of June. The June rent was collected on July 15, 2000. Del Taco, Inc. 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, Inc. for operation under the Del Taco trade name. In addition, see Note 5 with respect to certain distributions to the General Partner. NOTE 5 - DISTRIBUTIONS On July 17, 2000, a distribution to the limited partners of $104,538 or approximately $3.87 per limited partnership unit, was approved. Such distribution was paid on July 18, 2000. The General Partner also received a distribution of $1,056 with respect to its 1% partnership interest. -7- 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources The partnership offered limited partnership units for sale between September 1984 and December 1985. 15% of the $6.751 million raised through sale of limited partnership units was used to pay commissions to brokers and to reimburse the General Partner for offering costs incurred. Approximately $5.6 million of the remaining funds were used to acquire sites and build seven restaurants. Two restaurants were sold in 1994. The five restaurants leased to Del Taco make up almost all of the income producing assets of the partnership. Therefore, the business of the partnership is almost 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, 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 year:
THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, JUNE 30, -------------------- -------------------- 2000 1999 2000 1999 -------- -------- -------- -------- Bear Valley Rd., Victorville, CA $ 23,070 $ 23,186 $ 45,485 $ 45,114 West Valley Blvd., Colton, CA 31,107 27,963 59,619 52,701 Palmdale Blvd., Palmdale, CA 20,008 20,171 38,895 39,883 DeAnza Country Shopping Center, Pedley, CA 20,196 16,414 38,228 32,162 Varner Road, Thousand Palms, CA 35,054 33,778 67,588 65,851 -------- -------- -------- -------- Total $129,435 $121,512 $249,815 $235,711 ======== ======== ======== ========
The partnership receives rental revenues equal to 12 percent of gross sales from the restaurants. The partnership earned rental revenue of $129,435 during the three month period ended June 30, 2000, which represents an increase of $7,923 from 1999. The partnership earned rental revenue of $249,815 during the six month period ended June 30, 2000, which represents an increase of $14,104 from 1999. The changes in rental revenue between 1999 and 2000 are directly attributable to changes in sales levels at the restaurants under lease. -8- 9 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 Six Months Ended June 30, ----------------- 2000 1999 ------ ------ Accounting fees 61.74% 63.99% Distribution of information to limited partners 38.26 36.01 ------ ------ 100.00% 100.00% ====== ====== General and administrative costs for the six month period ended June 30, decreased from 1999 to 2000 due to decreased costs of distribution of information to limited partners. For the three month period ended June 30, 2000, net income increased by $7,709 from 1999 to 2000 due to the increase in revenues of $7,494 and the $215 decrease in general and administrative expenses. For the six month period ended June 30, 2000, net income increased by $13,000 from 1999 to 2000 due to the increase in revenues of $12,992 and the $8 decrease in general and administrative expenses. -9- 10 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (b) No reports on Form 8-K were filed during the six months ended June 30, 2000. -10- 11 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. DEL TACO RESTAURANT PROPERTIES II (a California limited partnership) Registrant Del Taco, Inc. General Partner Date: July 31, 2000 /s/ Robert J. Terrano ---------------------------------- Robert J. Terrano Executive Vice President, Chief Financial Officer Date: July 31, 2000 /s/ C. Douglas Mitchell ---------------------------------- C. Douglas Mitchell Vice President and Corporate Controller -11- 12 EXHIBIT INDEX Exhibit Number Description - ------ ----------- 27.1 Financial Data Schedule EX-27.1 2 ex27-1.txt FINANCIAL DATA SCHEDULE
5 6-MOS DEC-31-2000 JAN-01-2000 JUN-30-2000 129,264 1,000 45,766 0 0 176,030 3,943,835 1,625,721 2,494,144 25,103 0 0 0 0 2,469,041 2,494,144 0 251,789 0 60,886 0 0 0 190,903 0 190,903 0 0 0 190,903 7.00 7.00
-----END PRIVACY-ENHANCED MESSAGE-----