-----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, Fcq+Eeu6V/vWhjBwagxLd++BPo4LY6cSDKnb86Ivz++SQVaxEiKJwbwGDOWrsHbb xD3K9wr2y8U2GjMTqIw3HQ== 0000774655-97-000003.txt : 19970502 0000774655-97-000003.hdr.sgml : 19970502 ACCESSION NUMBER: 0000774655-97-000003 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970501 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: JACQUES MILLER INCOME FUND II CENTRAL INDEX KEY: 0000774655 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 621244325 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-15758 FILM NUMBER: 97593592 BUSINESS ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLZ STREET 2: P O BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 8032391000 MAIL ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLZ STREET 2: P O BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 10QSB 1 FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 QUARTERLY OR TRANSITIONAL REPORT (As last amended by 34-32231, eff. 6/3/93.) U. S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1997 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from.........to......... Commission file number 0-15758 JACQUES-MILLER INCOME FUND, L.P. II (Exact name of small business issuer as specified in its charter) Delaware 62-1244325 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 102 Woodmont Boulevard, Suite 420 Nashville, Tennessee 37205 (Address of principal executive offices) (Zip Code) Issuer's telephone number (864) 239-1000 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X . No . PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS a) JACQUES-MILLER INCOME FUND, L.P. II CONSOLIDATED BALANCE SHEET (Unaudited) (in thousands, except unit data) March 31, 1997 Assets Cash and cash equivalents $800 Notes receivable (net of allowance of $2,872) -- $800 Liabilities and Partners' Capital (Deficit) Liabilities Other liabilities 7 Partners' Capital (Deficit) General partner $(106) Limited partners (12,400 units issued and outstanding) 899 793 $800 See Accompanying Notes to Consolidated Financial Statements b) JACQUES-MILLER INCOME FUND, L.P. II CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except unit data) Three Months Ended March 31, 1997 1996 Revenues: Rental income $ -- $ 182 Interest income 8 10 Other income -- 14 Total revenues 8 206 Expenses: Operating -- 80 General and administrative 7 14 Maintenance -- 44 Interest -- 46 Property taxes -- 15 Total expenses 7 199 Net income $ 1 $ 7 Net income allocated to general partner (1%) $ -- $ -- Net income allocated to limited partners (99%) 1 7 $ 1 $ 7 Net income per partnership unit $ .08 $ .56 See Accompanying Notes to Consolidated Financial Statements c) JACQUES-MILLER INCOME FUND, L.P. II CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT) (Unaudited) (in thousands, except unit data) Limited Partnership General Limited Units Partner Partners Total Partners' capital (deficit) at December 31, 1996 12,400 $ (106) $ 898 $ 792 Net income for the three months ended March 31, 1997 -- 1 1 Partners' capital (deficit) at March 31, 1997 12,400 $ (106) $ 899 $ 793 See Accompanying Notes to Consolidated Financial Statements d) JACQUES-MILLER INCOME FUND, L.P. II CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands) Three Months Ended March 31, 1997 1996 Cash flows from operating activities: Net income $ 1 $ 7 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Amortization of discounts and loan costs -- 8 Change in accounts: Accounts receivable -- (2) Notes receivable 78 -- Escrow for taxes -- (15) Accounts payable -- (19) Accrued taxes -- 15 Other liabilities (15) (5) Net cash provided by (used in) in operating activities 64 (11) Cash flows from investing activities: Property improvements and replacements -- (7) Deposits to restricted escrows -- (14) Net cash used in investing activities -- (21) Cash flows from financing activities: Payments on mortgage notes payable -- (12) Net cash used in financing activities -- (12) Net increase (decrease) in cash and cash equivalents 64 (44) Cash and cash equivalents at beginning of period 736 586 Cash and cash equivalents at end of period $ 800 $ 542 Supplemental disclosure of cash flow information: Cash paid for interest $ -- $ 38 See Accompanying Notes to Consolidated Financial Statements e) JACQUES-MILLER INCOME FUND, L.P. II NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE A - BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of Jacques-Miller Income Fund, L.P. II ("Partnership") have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B. Accordingly, they 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 ("Jacques Miller, Inc."), all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 1997, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 1997. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership's annual report on Form 10-KSB for the fiscal year ended December 31, 1996. Certain reclassifications have been made to the 1996 information to conform to the 1997 presentation. NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES The Partnership has outstanding notes receivable with affiliated partnerships. No income was recorded for the three months ended March 31, 1997, as no payments were made to the Partnership. During March 1997, the Partnership accepted a payment of approximately $78,000 in full satisfaction of the two notes receivable on Governour's Square. The outstanding balances for these two notes receivable totaled approximately $296,000, including accrued interest, and were fully reserved. (See "Note C" for further information concerning the notes receivable). NOTE C - NOTES RECEIVABLE The Partnership holds five notes receivable at March 31, 1997, totaling approximately $1,422,000 with approximately $1,450,000 of related accrued interest, all of which is fully reserved. Included in the provision for uncollectibles is approximately $1,093,000 of deferred interest revenue. Four of the five notes in the principal amount of approximately $1,023,000 are due from related partnerships. These four promissory notes are unsecured by the related partnerships and are subordinated to the underlying mortgages of the respective partnerships. NOTE D - SALE OF LA PLAZA On May 24, 1996, Jacques-Miller Income Fund II Special Asset Partnership (La Plaza) L.P., which is 99.9% owned by the Partnership, sold La Plaza Apartments, located in Altamonte Springs, Florida, to an unaffiliated purchaser, Wymore Equity Associates, L.C., a Florida limited liability company. Wymore Equity Associates, L.C. purchased La Plaza Apartments for a contract price of $3.2 million. Included as part of this purchase price is the assumption of approximately $1,984,000 in first and second mortgage debt. The Partnership received net proceeds of approximately $927,000 after payment of closing costs. This disposition resulted in a gain of approximately $1,348,000 and a loss on early extinguishment of debt of approximately $221,000. Revenues and expenses from La Plaza were approximately $198,000 and $185,000, respectively during the three months ended March 31, 1996. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION The Partnership sold its final investment property to an unaffiliated purchaser May 24, 1996. The Partnership's net income for the three months ended March 31, 1997, was approximately $1,000 compared to net income of approximately $7,000 for the corresponding period of 1996. The decrease in net income is directly attributable to the sale of La Plaza, the sole operating real estate asset, on May 24, 1996. The Partnership currently holds five notes which require payments from excess cash flow. At March 31, 1997, the Partnership reported unrestricted cash of approximately $800,000 versus approximately $542,000 at March 31, 1996. Net cash provided by operating activities increased due to cash received in settlement on the two notes receivable on Governour's Square. Net cash used in investing activities and financing activities decreased due to the fact that the Partnership no longer owns any investment properties. During 1996, the Partnership agreed to accept a payment of approximately $78,000 in 1997 as full satisfaction of the two notes receivable on Governour's Square. The outstanding balances for these two notes receivable totaled approximately $296,000, including accrued interest, and were fully reserved. Governour's Square sold its sole operating property and the majority of the sales proceeds were used to pay off the first mortgage. The Partnership holds five notes receivable at March 31, 1997, totaling approximately $1,422,000 with approximately $1,450,000 of related accrued interest, all of which is fully reserved. Included in the provision for uncollectibles is approximately $1,093,000 of deferred interest revenue. Four of the five notes in the principal amount of approximately $1,023,000 are due from related partnerships. These four promissory notes are unsecured by the related partnerships and are subordinated to the underlying mortgages of the respective partnerships. Payments on these notes are restricted to excess cash flow after payment of the first and second mortgages. A payment of approximately $78,000 was received in March 1997 in settlement of the two notes receivable on Governour's Square. Future payments are dependent on excess cash flows from the properties or sales proceeds. PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a) Exhibits: Exhibit 27, Financial Data Schedule, is filed as an exhibit to this report. b) Reports on Form 8-K: None filed during the quarter ended March 31, 1997. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. JACQUES-MILLER INCOME FUND, L.P. II By: Jacques-Miller, Inc. Corporate General Partner By:/s/ C. David Griffin C. David Griffin President Chief Executive Officer Date: May 1, 1997 EX-27 2
5 This schedule contains summary financial information extracted from Jacques-Miller Income Fund, L.P. II 1997 first quarter 10-QSB and is qualified in its entirety by reference to such 10-QSB filing. 0000774655 JACQUES-MILLER INCOME FUND, L.P. II 1,000 3-MOS DEC-31-1997 MAR-31-1997 800 0 0 0 0 0 0 0 800 0 0 0 0 0 793 800 0 8 0 0 7 0 0 0 0 0 0 0 0 1 0.08 0 Registrant has an unclassified balance sheet. Multiplier is 1.
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