-----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, T8cvGSfEkA/YOL3S8I7KrN0pd4KbpPCAuweByRodjdai4tLssYE22liQv9t1jxOE M01n9R1k7t2u+iE8Cv234w== 0000757642-97-000007.txt : 19971125 0000757642-97-000007.hdr.sgml : 19971125 ACCESSION NUMBER: 0000757642-97-000007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971124 SROS: NONE 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-Q SEC ACT: SEC FILE NUMBER: 000-15756 FILM NUMBER: 97726762 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-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended September 30, 1997 Commission File Number: 2-94509 LIF (Exact name of registrant as specified in its governing instruments) California 94-2969720 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) P. O. Box 130, Carbondale, Colorado 81623 (Address of principal executive offices) (970) 963-8007 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [ X ] No [ ] PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS LIF CONSOLIDATED BALANCE SHEETS, SEPTEMBER 30, 1997 AND DECEMBER 31, 1996 (Unaudited) (In thousands)
September 30, December 31, 1997 1996 ASSETS INVESTMENTS IN REAL ESTATE: Rental properties $ 10,431 $ 11,598 Accumulated depreciation (2,520) (2,282) Rental properties - net 7,911 9,316 CASH AND CASH EQUIVALENTS (including interest bearing deposits of $461 in 1997 and $282 in 1996) 471 388 OTHER ASSETS: Accounts receivable 846 9 Prepaid expenses and deposits 122 29 Deferred organization costs and loan costs (net of accumulated amortization of $179 in 1997 and $174 in 1996) 101 122 Total other assets 1,069 160 TOTAL $ 9,451 $ 9,864 LIABILITIES AND PARTNERS' EQUITY LIABILITIES: Notes payable $ 6,662 $ 7,960 Accounts payable 884 29 Other liabilities 248 194 Total liabilities 7,794 8,183 Minority interest 0 75 PARTNERS' EQUITY 1,658 1,606 TOTAL $ 9,451 $ 9,864 See Financial Notes.
LIF CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (In thousands except per unit amounts)
Three Months Ended Nine Months Ended September 30 September 30 1997 1996 1997 1996 REVENUE: Rental $ 421 $ 393 $1,297 $1,141 Interest 49 6 50 27 Total revenue 470 399 1,347 1,168 EXPENSE: Interest 164 160 527 481 Operating 169 156 507 446 Depreciation and amortization 90 82 260 268 General and administrative 34 39 150 167 Total expense 457 437 1,444 1,363 NET INCOME/(LOSS) BEFORE SALE OF REAL PROPERTY $ 13 $ (38) $ (97) $ (195) GAIN (LOSS) SALE OF REAL PROPERTY 563 0 563 40 NET INCOME (LOSS) 576 (38) 467 (155) NET INCOME (LOSS) PER PARTNERSHIP UNIT: Limited Partners 45 (3) 36 (12) General Partners 0 0 0 0 45 (3) 36 (12) See Financial Notes.
LIF CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' EQUITY FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND THE YEAR ENDED DECEMBER 31, 1996 (Unaudited) (Dollars in thousands)
LIMITED PARTNERS NUMBER OF GENERAL TOTAL PARTNERSHIP PARTNER PARTNERS' UNITS AMOUNT AMOUNT DEFICIT BALANCE, JANUARY 1, 1996 12,820 $ 2,087 $ (158) $ 1,929 Net loss - 1996 (136) 0 (136) Distributions - 1996 (192) (22) (214) Contributions - 1996 0 27 27 BALANCE, DECEMBER 31, 1996 12,820 1,759 (153) 1,606 Net income 476 0 476 Adjustment - property sale (424) 0 (424) BALANCE, SEPTEMBER 30, 1997 12,820 $ 1,811 $ (153) $ 1,658 See Financial Notes.
LIF CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (Unaudited) (In thousands)
1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ (97) $ (194) Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 238 268 Change in operating assets and liabilities: Increase in accounts receivable (837) (9) Increase in prepaid expenses (93) (104) Decrease in deferred expenses 21 20 Decrease in accounts payable (1) (21) Increase in other liabilities 835 64 Net cash provided by operating activities 66 24 CASH FLOWS FROM INVESTING ACTIVITIES: Increase in notes receivable 0 (54) Capital expenditures (470) (914) Sale of investment property 790 233 Net investor distributions 0 (6) Partner's Contributions 0 3 Net cash used in investing activities 320 (738) CASH FLOWS FROM FINANCING ACTIVITIES: Net proceeds from financing 48 990 Payment on notes payable (350) (670) Net cash provided (used) by financing activities (302) 320 Increase (decrease) in cash and cash equivalents 84 (394) Cash and cash equivalents at beginning of period 387 655 Cash and cash equivalents at end of period $ 471 $ 262 See Financial Notes.
LIF FINANCIAL NOTES (Dollars in thousands) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited financial statements should be read in conjunction with the Partnership's 1996 Annual Report. These statements have been prepared in accordance with the instructions to the Securities and Exchange Commission Form 10-Q and do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of the general partner, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the nine months ended September 30, 1997 and 1996, are not necessarily indicative of the results that may be expected for the year ending December 31, 1997. For purposes of the statement of cash flows, the Partnership considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalent. The Partnership paid interest of $527 and $481 for the nine months ended September 30, 1997 and 1996, respectively. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS INTRODUCTION LIF (the "Partnership") is a California limited partnership. Operations commenced in November 1985. The Partnership currently has an investment in Landsing Private Fund-21 ("LPF- 21") which owns one multi-family rental property; Cattle Creek Development Partners ("CCDP"), which owns two retail rental properties; and Alpine Center ("ACP"), which owns one retail building currently under redevelopment. For financial reporting purposes, the Partnership's investments are presented on a consolidated basis. LIQUIDITY AND CAPITAL RESOURCES As of September 30, 1997, the Partnership's consolidated cash balance totaled $471,000. Cash not required for current operations is placed in federally insured financial instruments and money market funds which can be liquidated as needed. It is the Partnership's intention to maintain adequate cash reserves for its operations. During the first nine months of 1997, the Partnership experienced a net increase in cash of $84,000. As of September 30, 1997, cash totaled $471,000 versus a balance of $388,000 at December 31, 1996. Primary uses of cash included capital expenditures of $470,000 and principal payments on notes payable of $350,000, and net loss from operations of $97,000. Sources of cash included proceeds from financing of $48,000 and sale of investment property of $790,000. The General Partner expects Partnership operations to remain stable for the remainder of the year. RESULTS OF OPERATIONS The Results of Operations for 1997 are not comparable to 1996. The different number of properties operated cause comparisons of overall operations to be misleading. It is meaningful, however, to compare the operations of the properties operated continuously during the first nine months of 1997 and 1996. The following represents the operations of the Partnership's properties held continuously during the first nine months of 1997 and 1996:
1997 1996 % Change Rental Revenue $1,232 $1,106 + 12% Operating Expense 469 439 + 7% Net Operating Income 763 667 + 15% Interest Expense $ 419 $ 438 - 5%
Overall revenues increased 12% for the nine months ended September 30, 1997 relative to the same period in 1996. This increase was due to lower vacancies at the Valley View Business Center and of the Whistler Point Apartments. Property operating expenses increased 7% for the nine months ended September 30, 1997 relative to the same period in 1996. Interest expense decreased 5% for 1997 compared to 1996. OCCUPANCY As of September 30, 1997 the Whistler Point Luxury Apartments were 95% leased. Occupancy is expected to remain stable to slightly lower due to the increased competition in the Boise, Idaho market. As of September 30, 1997, Cattle Creek Development Partners' commercial properties of Valley View Business Park and 701 Cooper Avenue Building were 87% and 100% leased, respectively. The Alpine Center retail building is currently 67% leased up. PROPERTY SALE On September 26, 1997, the Partnership's investment in Alpine Center Partners ("ACP") sold 2 separate parts of it's commercial building, the Alpine Center. A 45.90% interest in the Alpine Center building was sold to Open World Investors, Ltd. for $1,388,900. ACP provided seller financing in the amount of $963,900. Net cash, after closing costs, amounted to $421,000 to ACP. ACP also sold a 40.20% interest in the Alpine Center building to Gary and Norma Barr for $1,219,200 and provided seller financing in the amount of $844,200. Net cash to ACP, after closing costs, amounted to $369,000. Gary Barr is a related party to the registrant. He is the President of the Managing Partner of the General Partner to LIF. Mr. Barr is also the President of the General Partner to Open World Investors, Ltd. ACP continues to hold a 1.96% tenant-in-common ownership interest in the Alpine Center building along with three other tenants-in-common. The cash proceeds from these sales were used by ACP to paydown debt, including the short-term loan from LIF to ACP. For book purposes in 1997, ACP incurred a gain from sales of property in the amount of $563,069. For tax purposes, the sale will result in minimal gain or loss as it will be accounted for as an Installment Sale for the portions allocable to Phase I and Phase II. Phase II of the Alpine Center building will be completed in mid- to late 1998. PART II. OTHER INFORMATION Item 1. Legal Proceedings None. Item 2. Changes in Securities None. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K (a) None (b) The Partnership filed no reports on Form 8-K during the quarter ended September 30, 1997. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. LIF Date: November 21, 1997 /s/ Gary K. Barr Gary K. Barr, President The Landsing Corporation, Sole Shareholder of Landsing Equities Corporation Managing Partner of the General Partner, Partners '85
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5 1,000 9-MOS DEC-31-1997 SEP-30-1997 471 0 846 0 0 223 10431 2520 9451 884 0 0 0 0 1658 9451 0 1347 0 0 917 0 527 0 0 0 0 0 0 467 0 0
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