-----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, PQ81HHFyORQae2ksKpWbn4DJu9EfwNFxKgJyhAtow4nt/tb/AasKuXGwdOPE1xAi FrHwy0f9rADqqMRhQn29gQ== 0000757642-01-000001.txt : 20010214 0000757642-01-000001.hdr.sgml : 20010214 ACCESSION NUMBER: 0000757642-01-000001 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20010213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIF CENTRAL INDEX KEY: 0000757642 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 942969720 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: SEC FILE NUMBER: 000-15756 FILM NUMBER: 1537663 BUSINESS ADDRESS: STREET 1: 155 BOVET RD STREET 2: STE 100 CITY: SAN METEO STATE: CA ZIP: 94402 BUSINESS PHONE: 4155135200 MAIL ADDRESS: STREET 1: PO BOX 130 CITY: CARBONDALE STATE: CO ZIP: 81623 FORMER COMPANY: FORMER CONFORMED NAME: LANDSING INCOME FUND DATE OF NAME CHANGE: 19900827 FORMER COMPANY: FORMER CONFORMED NAME: LANDSING REALTY PARTNERS III DATE OF NAME CHANGE: 19850617 10-K 1 0001.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K [X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2000 [ ] Transition Report Pursuant to Section 13 or 15(a) of the Securities Exchange Act of 1934 Commission File Number 0-15756 LIF (Exact name of registrants as specified in its charter) California 94-2969720 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 0326 Highway 133, #210, Carbondale, Colorado 81623 (Address of principal executive offices) (970) 963-8007 (Partnership's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Units of Limited Partnership Interest (Title of Class) 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 [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K [ ] State the aggregate market value of the voting stock held by non-affiliates of the registrant. Inapplicable. DOCUMENTS INCORPORATED BY REFERENCE: None LIF FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2000 TABLE OF CONTENTS Item No. Name of Item Part I Item 1. Business Item 2. Properties Item 3. Legal Proceedings Item 4. Submission of Matters to a Vote of Security Holders Part II Item 5. Market for Registrant's Common Equity and Related Shareholders Matters Item 6. Selected Financial Data Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Item 8. Financial Statements and Supplementary Data Item 9. Change in and Disagreements with Accountants on Accounting and Financial Disclosure Part III Item 10. Directors and Executive Officers of the Registrant Item 11. Executive Compensation Item 12. Security Ownership of Certain Beneficial Owners and Management Item 13. Certain Relationships and Related Transactions Part IV Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K Signatures Index to Consolidated Financial Statements and Supplemental Consolidated Financial Statement Schedules included in the Form 10-K. PART I ITEM 1. BUSINESS LIF (the "Partnership") was a limited partnership which was organized under the California Revised Limited Partnership Act on June 29, 1984. The Partnership was organized to acquire real properties, including commercial, residential and agricultural properties, located primarily within the western portion of the United States, and to make short-term loans and capital contributions to other limited partnerships formed to acquire or develop and operate one or more income-producing real properties. The Partnership was formed with the following principal investment objectives: (i) to provide the maximum possible cash distributions from operations, a substantial portion of which may not be taxable to the holders of units of limited partnership interest in the Partnership (the "Holders"); (ii) to provide for capital growth through appreciation in values; and (iii) to protect the Partnership's capital. The General Partner of LIF is Partners '85 (the "General Partner") a partnership whose General Partner is Landsing Equities Corporation. The Partnership has sold all its properties and completed the distribution of its remaining assets to its unit holders. The Partnership has not engaged in research activities relating to the development or improvement of products or services. The Partnership has not made, nor does it anticipate making, during the succeeding fiscal year, any capital expenditures for environmental control facilities, nor does it expect any material effects upon capital expenditures, earnings or competitive position resulting from compliance with present federal, state or local environmental control provisions. The Partnership has no employees. All of the Partnership's operations are located in the United States. ITEM 2. PROPERTIES NONE ITEM 3. LEGAL PROCEEDINGS NONE 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matter has been submitted to a vote of the limited partners (the "Limited Partners") through the solicitation of proxies or otherwise, during the fourth quarter of 2000. PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDERS MATTERS There is no established public trading market for the Units of Limited Partnership interest of the Partnership and there are substantial restrictions on the transferability of such Units imposed by federal and state securities laws and by the Limited Partnership Agreement. The approximate number of record holders of Units of the Partnership as of December 31, 2000 was 889. The Limited Partners of the Partnership are entitled to certain distributions under the Amended and Restated Certificate and Agreement of Limited Partnership of the Partnership. A cash distribution of $250 per unit, to unit holders of record on June 1, 1999, was paid in June 1999. A distribution of $90 per unit to unit holders of record on August 1, 2000 was paid in August 2000. A distribution of $20 per unit to unit holders of record on December 1, 2000 was paid in December 2000. ITEM 6. SELECTED FINANCIAL DATA (In thousands, except per unit amount)
. . . . . . .DECEMBER 31 . . . . . . . 2000 1999 1998 1997 1996 Total Revenues $ 127 $ 199 $1,661 $ 1,781 $1,517 Net Income (Loss) 165 3,337 (159) (127) (136) Net Income (Loss) Per Unit (1) 13 260 (12) (10) (11) Total Assets 0 2,723 9,950 10,293 9,864 Long-term Obligations - Net 0 1,427 8,470 7,679 7,960 Cash Distributions-Limited Partners 1,404 3,205 192 0 192 Paid Per Unit (1) 110 250 15 0 15 (1) Based on a weighted average of 12,820 limited partnership units outstanding in 2000, 1999, 1998, 1997 and 1996.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS INTRODUCTION The Partnership was organized to acquire real properties, including commercial, residential and agricultural properties, located primarily within the western portion of the United States, and to make short-term loans and capital contributions to other limited partnerships formed to acquire or develop and operate one or more income-producing real properties. LIQUIDITY AND CAPITAL RESOURCES The Partnership has sold all its properties, paid all liabilities and distributed the remaining cash to its Unit Holders. DISTRIBUTIONS The General Partner paid cash distributions of $90 per unit in August 2000, and $20 per unit in December of 2000. ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The information required by this Item is contained at page F-1 following in this report. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. PART III ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT The General Partner of the Partnership is Partners '85, which has sole responsibility for all aspects of the Partnership's operations. Partners '85 is a limited partnership, whose General Partner is Landsing Equities Corporation, a California corporation. Landsing Equities Corporation was incorporated in California in 1983. It is a wholly owned subsidiary of The Landsing Corporation which has acted as a sponsor of real estate investment programs, providing property acquisition and management services. Gary K. Barr is the Director and President of Landsing Equities Corporation. His principal occupation during the last five years or more, and certain other affiliations are set forth below: Gary K. Barr. Mr. Barr serves as Chairman and Chief Executive Officer of Pacific Coast Capital and served as President and Director of Landsing Pacific Fund from its inception in November, 1988 to July, 1992. Mr. Barr received a Bachelor of Science degree in Mechanical Engineering from Oklahoma State University in 1967 and a Master of Business Administration degree from the Stanford University Graduate School of Business in 1972. Mr. Barr served on the Board of Governors of the National Association of Real Estate Investment Trusts and on its Editorial Board. Mr. Barr has also served as President of the California Chapter of the Real Estate Securities and Syndication Institute of the National Association of Realtors ("RESSI"), which has awarded him the designation of Specialist in Real Estate Securities. Since 1983, he has served on the Board of Directors of Silicon Valley Bancshares. In 1989 he authored the book J.K. Lasser's "Real Estate Investment Guide" published by Prentice Hall. ITEM 11. EXECUTIVE COMPENSATION The Director and President of Landsing Equities Corporation do not receive compensation from the Partnership. However, the General Partner, Partners '85, has contracted with Pacific Coast Capital, an affiliate, for the provision of certain asset management and administrative services. During 2000, Pacific Coast Capital received management fees of $123,338, which were determined based on expenses incurred in order to operate the Partnership. See Item 13, Certain Relationships and Related Transactions for further information. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT No persons or groups are known by the Partnership to hold more than 5% of the units of limited partnership of the Partnership. The General Partner is not a direct or beneficial owner of Units of limited partnership. The General Partner knows of no arrangement, including any pledge by any person of securities of the Partnership, the operation of which may at a subsequent date result in a change in control of the Partnership. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS The Partnership has agreements with The Landsing Corporation and one of its affiliates, Pacific Coast Capital, pursuant to which the Partnership has paid various fees and compensation to these companies. The Partnership has retained Pacific Coast Capital to serve as advisor and to manage the day-to-day operations of the Partnership. Pacific Coast Capital is to perform these services based on reimbursement of costs incurred but in no case are these to exceed those which the Partnership would have to pay independent parties for comparable services. During 2000, the Partnership paid Pacific Coast Capital expense reimbursements of $123,338. For information concerning the agreements between the Partnership and the affiliates of The Landsing Corporation, see Note 3 of Notes to Financial Statements filed as part of this Annual Report. PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K (a) 1. Financial Statements See the Index on page F-1. 2. Financial Statement Schedules See the Index on page F-1. 3. Exhibits See the Exhibit Index which immediately precedes the Exhibits filed with this Report. (b) No reports were filed by the Partnership on Form 8-K during the fourth quarter ended December 31, 2000. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Partnership has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. LIF By: Partners '85 By: Landsing Equities Corporation, General Partner February 13, 2001 By: /s/ Gary K. Barr GARY K. BARR, President and Director Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Partnership and in the capacities and on the dates indicated. February 13, 2001 /s/ Gary K. Barr GARY K. BARR, President and Director Landsing Equities Corporation (Principal Executive Officer) Supplemental Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act. No Annual Report or Proxy material has been sent to Partnership's security holders. An Annual Report will be furnished to such security holders subsequent to the filing of Partnership's Annual Report on Form 10-K, and, when so sent, Partnership shall furnish copies of such material to the Commission. LIF INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTAL CONSOLIDATED FINANCIAL STATEMENT SCHEDULES INCLUDED IN THE FORM 10-K Report of Independent Accountants Financial Statements: Consolidated Balance Sheets, December 31, 2000 and 1999 Consolidated Statements of Operations for the Years Ended December 31, 2000, 1999 and 1998 Consolidated Statements of Changes in Partners' Equity for the Years Ended December 31, 2000, 1999 and 1998 Consolidated Statements of Cash Flows for the Years Ended December 31, 2000, 1999 and 1998 Notes to Consolidated Financial Statements Supplemental Consolidated Financial Statement Schedule: Schedule III - Real Estate and Accumulated Depreciation for the Year Ended December 31, 2000 REPORT OF INDEPENDENT ACCOUNTANTS To the Partners of LIF: We have audited the accompanying consolidated financial statements and consolidated financial statement schedule of LIF and subsidiaries listed in the index on page F-1 of this Form 10-K as of December 31, 2000 and 1999, and the related consolidated statements of operations, changes in partners' equity and cash flows for each of the three years in the period ended December 31, 2000. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements and financial statement schedule based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of LIF and subsidiaries as of December 31, 2000 and 1999, and the consolidated results of their operations and their cash flows for each of the three years in the period ended December 31, 2000, in conformity with generally accepted accounting principles. In addition, in our opinion, the consolidated financial statement schedule referred to above, when considered in relation to the basic financial statements taken as a whole, presents fairly, in all material respects, the information required to be included therein. DALBY, WENDLAND & CO., P.C. Glenwood Springs, Colorado January 18, 2001 LIF CONSOLIDATED BALANCE SHEETS, DECEMBER 31, 2000 AND 1999 (In thousands except for Partnership Units)
2000 1999 ASSETS INVESTMENT IN REAL ESTATE: Rental property $ 0 $ 2,102 Accumulated depreciation 0 (278) Rental property - net 0 1,824 CASH AND CASH EQUIVALENTS (including interest bearing deposits of $872 in 1999) 0 884 OTHER ASSETS: Accounts receivable, net 0 0 Deferred loan costs, net of accumulated amortization of$5 in 1999 0 13 Prepaid expenses 0 2 Notes receivables 0 0 Total other assets 0 15 TOTAL $ 0 $ 2,723 LIABILITIES AND PARTNERS' EQUITY LIABILITIES: Notes payable $ 0 $ 1,427 Accounts payable 0 9 Liability for future improvements 0 0 Other liabilities 0 49 Deferred gain on real estate 0 0 Total liabilities 0 1,485 PARTNERS' EQUITY Limited Partners 0 1,238 General Partners 0 0 TOTAL $ 0 $ 2,723 Equity Units Authorized - Limited Partners 12,820 12,820 - General Partners 0 0 Equity Units Outstanding - Limited Partners 12,820 12,820 - General Partners 0 0 The accompanying notes are an integral part of the consolidated financial statements.
LIF CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 and 1998 (In thousands except Partnership units)
2000 1999 1998 REVENUES: Rental $ 100 $ 190 $ 1,635 Interest 27 9 26 Total revenues 127 199 1,661 EXPENSES: Interest 62 135 558 Operating 57 99 712 Depreciation and amortization 33 72 382 General and administrative 183 212 190 Total expenses 335 518 1,842 Gain from sale of real estate 373 3,656 22 NET INCOME/LOSS $ 165 $3,337 $ (159) Net gain - Limited Partners $ 165 $3,162 $ (159) Net income (loss) - General Partners $ 0 $ 175 $ 0 NET INCOME/LOSS PER PARTNERSHIP UNIT Limited Partners $ 13 $ 247 $ (12) General Partners $ 0 $ 0 $ 0 The accompanying notes are an integral part of the consolidated financial statements.
LIF CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' EQUITY FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998 (In thousands, except Partnership units)
LIMITED PARTNERS NUMBER OF GENERAL TOTAL PARTNERSHIP PARTNER PARTNERS' UNITS AMOUNT AMOUNT EQUITY BALANCE, DECEMBER 31, 1998 12,820 $ 1,281 $(175) $ 1,106 Net income 1999 $ 3,162 $ 175 $ 3,337 Distribution 1999 (3,205) $ 0 (3,205) BALANCE DECEMBER 31, 1999 12,820 $ 1,238 $ 0 $ 1,238 Net income 2000 165 0 165 Distribution 2000 (1,403) (1,403) BALANCE, DECEMBER 31, 2000 12,820 $ 0 $ 0 $ 0 The accompanying notes are an integral part of the consolidated financial statements.
LIF CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998 (In thousands)
2000 1999 1998 CASH FLOWS FROM OPERATING ACTIVITIES: Net income/loss $ 165 $ 3,337 $ (159) Gain on sale of property (373) (3,656) 22 Adjustments to reconcile net income (loss) to net cash provided by (used by) operating activities: Depreciation and amortization 33 72 382 Changes in operating assets and liabilities: Decrease (increase) in accounts receivable 0 84 (35) Decrease (increase) in prepaid expenses and deposits 2 21 (4) (Increase) in deferred costs 13 59 (19) (Decrease) increase in accounts payable (9) (15) 86 (Decrease) increase in other liabilities (49) (301) (33) Net cash provided by (used by) operating activities (218) (399) 196 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures 0 (12) (102) Proceeds from sale of investment property 2,164 9,184 17 Investment in short-term investments 0 0 0 Payments on notes receivable 0 0 100 Net cash provided by investing activities 2,164 9,172 15 CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from financing 0 0 137 Distributions (1,403) (3,205) (214) Payments on notes payable (1,427) (5,250) (138) Net cash used in financing activities (2,830) (8,455) (215) Increase (decrease) in cash and cash equivalents (884) 318 (4) Cash and cash equivalents at beginning of year (884) 566 570 Cash and cash equivalents at end of year 0 $ 884 $ 566 The accompanying notes are an integral part of the consolidated financial statements.
LIF NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Dollars in thousands except Partnership unit amounts) 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization - LIF (the "Partnership") is a limited partnership organized under the laws of the state of California for the purpose of investing in income properties and making short-term loan and capital contributions to operating entities formed to acquire or develop and operate one or more income producing real properties. The General Partner is Partners '85 (the "General Partner"), a California limited partnership, whose General Partner is Landsing Equities Corporation. LIF was formed in June 1984 and terminated September 30, 2000. Investment In Real Estate Partnership - At December 31, 1998, the Partnership was invested in Landsing Private Fund ("P-21"), a 99%-owned real estate partnership. During 1999, the Partnership was dissolved. In 1997, Cattle Creek Development Partners (CCDP) was liquidated into the Partnership. CCDP was originally formed in 1994. Consolidation of Investment in Real Estate Partnerships - For financial reporting purposes, the Partnership consolidates the operations of it's investment in real estate partnerships with that of the Partnership. All significant intercompany transactions, including notes payable/receivable and short-term loans/receivables, and balances have been eliminated. Minority interest was insignificant at December 31, 1999. Rental Property - Rental property is stated at cost. Depreciation is computed by the straight-line method over estimated useful lives ranging from five to forty years. Major additions and betterments are capitalized at cost, while maintenance and repairs which do not improve or extend the life of the respective assets are expensed currently. When assets are retired or otherwise disposed of, the costs and related accumulated depreciation are removed from the accounts, and any gain or loss on disposal is included in the results of operations. Rental property held for sale is valued at lower of cost or market. Deferred Loan Costs - Loan fees are deferred and amortized over the life of the related note payable. Cash and Cash Equivalents - The Partnership considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. Short-Term Investments - The Partnership invests in short-term federally insured certificates of deposits which mature on a date in excess of three months from the date of purchase. The cost of these investments approximate market value. Income Taxes - No provision for federal or state income taxes has been made in the consolidated financial statements because these taxes are the obligation of the partners. Net Income (Loss) Per Partnership Unit - Net Income (Loss) per partnership unit is based on weighted average units outstanding of 12,820 in 2000, 1999 and 1998, after giving effect to net income (loss) allocated to the General Partner. Cash distributions of $250 per unit were paid to limited partnership unit holders in 1999. Cash distributions of $110 per unit were paid to limited partnership unit holders in 2000. Concentrations of Credit Risk - The Partnership's financial instruments that are exposed to concentrations of credit risk consist primarily of its cash and cash equivalents, and note receivables. The Partnership's cash and cash equivalents are maintained in various accounts in FDIC insured institutions. This investment policy limits the Partnership's exposure to concentrations of credit risk. The note receivables outstanding are held by two related parties. Due to the related party nature of the receivables and the intention of the related parties to obtain permanent financing from a bank within the next six months credit risk is considered minimal. Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Impairment of Long-Lived Assets - The Partnership adopted Statement of Financial Accounting Standards (SFAS) No. 121, "Accounting for the Impairment of Long-lived Assets and for Long-lived Assets to be Disposed Of" during 1996. SFAS No. 121 requires that long-lived assets and certain identifiable intangibles to be held and used or disposed of by an entity be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. During 2000, 1999 and 1998, the Partnership determined that no impairment loss need be recognized for applicable assets of continuing operations. Accounting Pronouncements - In June 1996, the Financial Accounting Standards Board issued Statement No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishment of Liabilities" (SFAS No.125). This Statement is effective for transactions occurring after December 31, 1996. However, transactions such as securities lending, repurchase agreements, dollar rolls, and similar secured financing arrangements are not subject to the provisions of SFAS No. 125 until January 1, 1998. The standard provides that, following a transfer of financial assets, an entity is to recognize the financial and servicing assets it controls and the liabilities it has incurred, derecognize financial assets when control has been surrendered and derecognize liabilities when extinguished. The adoption of SFAS No. 125 had no impact on the Partnership's consolidated financial statements. Effective January 1, 1998, the Partnership adopted SFAS No. 130, "Reporting Comprehensive Income." SFAS No. 130 requires that an enterprise (a) classify items of other comprehensive income by their nature in a financial statement and (b) display the accumulated balance of other comprehensive income separately from retained earnings and additional paid-in capital in the equity section of a statement of financial condition. However, the Partnership had no items of comprehensive income at December 31, 2000 or December 31, 1999. Effective January 1, 1998, the Partnership adopted SFAS No. 131, "Disclosures About Segments Of An Enterprise And Related Information." However, the Partnership does not have any reportable segments at December 31, 2000 or December 31, 1999. Fair Value of Financial Instruments - The fair value of certain financial assets carried at cost, including cash and cash equivalents and accounts receivable, are considered to approximate their respective fair value. The fair value of accrued liabilities is considered to approximate their respective book values due to their short-term nature. The valuation of notes receivables and notes payable with floating rates is estimated to be the same as carrying value. Fair value of notes payable with fixed rates is estimated based on quoted market prices for similar issues. At December 31, 1999, fair value of notes payable approximates carrying value. 2. RELATED PARTY TRANSACTIONS The Partnership has entered into agreements with Pacific Coast Capital. Advisory services for investment management, general, administrative and property management are provided by Pacific Coast Capital. The General Partner is an affiliate of Pacific Coast Capital. The related party transactions delineated in the Partnership Agreement with affiliates of the General Partner are as follows:
2000 1999 1998 General and Administrative Support Fees $ 123 $ 103 $ 112 Accounts Receivable $ 0 $ 0 $ 17
3. RENTAL PROPERTY As of December 31, 1999 the partnership owned 2 rental properties, Valley View and 701 Cooper. The properties were sold in 2000. 4. NOTES PAYABLE As of December 31, 1999 the partnership had notes payable of $1,427. The debt was retired with the sale of the properties in 2000. 5. RECONCILIATION TO INCOME TAX BASIS OF ACCOUNTING The difference at December 31, 2000, 1999 and 1998, between the basis of accounting used in the accompanying consolidated financial statements and the income tax basis used to file the Partnership's federal income tax return are as follows:
Restated Restated 2000 1999 1998 Net income (loss) $ 171 $ 3,337 $ (159) Remove book (income) loss from partnership investments 0 (3,600) (137) Difference in book vs. tax loss from partnerships 0 6,580 (195) Decrease from difference in basis and use of accelerated depreciation methods 10 19 12 Allowance for doubtful accounts 0 (54) 54 Difference on liquidation of P21 0 (1,378) 0 Audit-due to removal of investment in Partnership 0 (56) 0 Difference on Sale of Assets (82) 0 0 Write off of syndication costs (1,906) 0 0 Other 0 6 (3) Net income (loss) - tax basis $(1,787) $ 4,854 $ (346) Partners' equity $ 0 $ 1,238 $ 1,106 Remove equity in partnership investments 0 0 0 Restatement of cumulative elimination 0 0 (383) Syndication costs 0 1,906 1,906 Liquidation of Cattle Creek Development Ptrs 0 0 0 Basis of Assets 0 1 1 Accumulated depreciation 0 56 37 Allowance for doubtful accounts 0 (54) 54 Investment in partnerships 0 0 (1,220) Other 0 85 82 Partners' equity - tax basis $ 0 $ 3,232 $ 1,583
SCHEDULE III LIF REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2000 (In thousands) None E X H I B I T I N D E X Exhibit Number in Accordance With 601 of Regulation S-K Exhibit Description 3.1 Amended and Restated Certificate and Agreement of Limited Partnership of LIF, a California limited partnership, filed as Exhibit 3 to Partnership's Registration Statement No. 2-94509 on Form S-11, as amended, is incorporated herein by reference. 3.2 Assignment Agreement, filed as Exhibit 10.1 to Partnership's Registration Statement No. 2-94509 on Form S-11, as amended, is incorporated herein by reference. 10.1 Agreement of Limited Partnership for Cattle Creek Development Partners, Ltd. (Incorporated by reference to Form 8-K dated August 31, 1994) 10.2 Promissory Note to LIF. (Incorporated by reference to Form 8-K dated August 31, 1994) 10.3 Bill of Sale, along with the Closing and Settlement Agreement for the acquisition of Valley View Business Park. (Incorporation by reference to Form 8-K dated August 31, 1994) 10.4 Promissory Note to Alpine Bank, along with related Deed of Trust. (Incorporated by reference to Form 8-K dated August 31, 1994) 10.5 Promissory Note to Norman Overacker and Elaine Overacker, along with related Deed of Trust. (Incorporated by reference to Form 8-K dated August 31, 1994) 10.6 Closing and Settlement Agreement for acquisition of 701 Cooper Avenue Building. (Incorporated by reference to Form 8-K dated August 31, 1994) 10.7 Promissory Note to Alpine Bank, along with related Deed of Trust. (Incorporated by reference to Form 8-K dated August 31, 1994) EX-27 2 0002.txt ART. 5 FDS 2000 10-K
5 1000 12-MOS DEC-31-2000 DEC-31-2000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 500 0 0 335 0 0 0 0 0 0 0 0 165 0 0
-----END PRIVACY-ENHANCED MESSAGE-----