-----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, N0pEPlU5qLam2ebm0QAYTGNCj/9ArK+BJF8F1fs63kvBAt6+b45+fihbXNvU7Jyb QHYnOZl4p1jDl+WNN3HsBA== 0001000096-96-000435.txt : 19961118 0001000096-96-000435.hdr.sgml : 19961118 ACCESSION NUMBER: 0001000096-96-000435 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961114 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERIVEST PROPERTIES INC CENTRAL INDEX KEY: 0000927102 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 841240264 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 001-14462 FILM NUMBER: 96665128 BUSINESS ADDRESS: STREET 1: 7100 GRANDVIEW AVE STREET 2: SUITE 1 CITY: ARVADA STATE: CO ZIP: 80002 BUSINESS PHONE: 3034213040 MAIL ADDRESS: STREET 1: 7100 GRANDVIEW AVE STREET 2: SUITE 1 CITY: ARVADA STATE: CO ZIP: 80002 10QSB 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 1996. OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to --------------- --------------- Commission file number 1-14462 AmeriVest Properties, Inc. ---------------------------------------------------------------- (Exact name of small business issuer as specified in its charter.) Delaware 84-1240264 ------------------------------ ------------------ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 7100 Grandview Avenue, Suite 1 Arvada, Colorado 80002 - ------------------------------- --------- (Zip Code) (303) 421-1224 ---------------------------------------------- (Issuer's telephone number, including area code) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 ----- ----- As of November 11, 1996 the Registrant had outstanding 1,382,870 shares of common stock, per value $.001. Transitional Small Business Disclosure Format (check one): Yes No X ----- ----- AMERIVEST PROPERTIES INC. AND SUBSIDIARY FORM 10-QSB September 30, 1996 Table of Contents ----------------- Page No. Part I Item 1. Financial Statements Balance Sheets as of December 31, 1995 and September 30, 1996 3 Statements of Operations for the Three and Nine Months Ended September 30, 1996 and 1995 4 Statements of Cash Flows for the Nine Months Ended September 30, 1996 and 1995 5 Notes to Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Part II Item 5. Other Information 9 Item 6. Exhibits and Reports on Form 8-K 9 2 AMERIVEST PROPERTIES INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS ASSETS December 31, September 30, 1995 1996 ------------ ------------- (Unaudited) CURRENT ASSETS Cash $ 7,177 $ 9,441 Accounts receivable 386 500 Prepaid expenses 25,658 1,020 ----------- ----------- Total Current Assets 33,221 10,961 REAL ESTATE, PROPERTY & EQUIPMENT (net) 1,282,058 1,251,706 OTHER ASSETS Deferred offering costs 132,648 363,508 Other 268 182 ----------- ----------- 132,916 363,690 ----------- ----------- $ 1,448,195 $ 1,626,357 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY) CURRENT LIABILITIES Accounts payable - trade $ 64,702 $ 154,618 Note payable - related 125,000 180,000 Current portion of long term debt 18,023 18,803 Property taxes payable 33,163 24,872 Accrued interest payable 11,927 22,888 Security deposits 15,771 15,771 ----------- ----------- Total Current Liabilities 268,586 416,952 ----------- ----------- LONG-TERM DEBT 1,178,595 1,164,442 ----------- ----------- COMMITMENTS REDEEMABLE COMMON STOCK 97,221 97,221 ----------- ----------- STOCKHOLDERS' EQUITY (DEFICIENCY) Common stock, $.001 par value Authorized - 10,000,000 shares Issued and outstanding - 284,000 shares 284 284 Capital in excess of par value 509,512 651,504 Accumulated deficit (508,782) (606,825) Redeemable common stock (97,221) (97,221) ----------- ----------- (96,207) (52,258) ----------- ----------- $ 1,448,195 $ 1,626,357 =========== =========== See accompanying notes to financial statements. 3
AMERIVEST PROPERTIES INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended Nine Months Ended September 30 September 30 ---------------------- ---------------------- 1995 1996 1995 1996 --------- --------- --------- --------- (Unaudited) (Unaudited) RENTAL REVENUE, net $ 55,824 $ 59,561 $ 166,886 $ 176,986 --------- --------- --------- --------- OPERATING EXPENSES Property operations 7,941 10,249 24,227 28,977 General and administrative 54,150 35,043 124,361 115,346 Management fee - related 4,200 4,478 12,600 13,349 Interest - related 1,295 4,230 1,295 11,088 - other 25,539 25,186 76,908 75,868 Depreciation and amortization 10,142 10,143 30,426 30,428 --------- --------- --------- --------- 103,267 89,329 269,817 275,056 --------- --------- --------- --------- OPERATING (LOSS) (47,443) (29,768) (102,931) (98,070) --------- --------- --------- --------- OTHER INCOME Interest income 107 7 1,743 27 --------- --------- --------- --------- (47,336) (29,761) (101,188) (98,043) --------- --------- --------- --------- INCOME APPLICABLE TO PREDECESSOR PARTNERSHIP -- -- 13,312 -- --------- --------- --------- --------- NET (LOSS) $ (47,336) $ (29,761) $(114,500) $ (98,043) ========= ========= ========= ========= NET (LOSS) PER SHARE $ (.17) $ (.10) $ (.40) $ (.34) ========= ========= ========= ========= AVERAGE SHARES OUTSTANDING 284,000 284,000 284,000 284,000 ========= ========= ========= =========
See accompanying notes to financial statements. 4
AMERIVEST PROPERTIES INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS Nine Months Ended September 30 ------------------------------------------ 1995 1996 ----------------- ---------------- (Unaudited) CASH FLOWS FROM OPERATING ACTIVITIES Net (Loss) $ (101,188) $ (98,043) Adjustments to reconcile net (loss) to net cash (used) by operating activities Depreciation and amortization 30,426 30,428 Changes in assets and liabilities Decrease (increase) in receivables 21,499 (114) (Increase) decrease in prepaids (2,403) 24,638 (Increase) in deferred offering costs (93,285) (230,860) Decrease in related party receivables 20,881 - Increase in accounts payable 81,111 89,215 (Decrease) increase in accruals (4,749) 3,381 Other 21,317 - -------------- ------------------ Net cash (used) by operating activities (26,391) (181,355) -------------- ------------- CASH FLOWS FROM INVESTING ACTIVITIES See accompanying notes to financial statements. 5
AMERIVEST PROPERTIES INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Nine Months Ended September 30 ------------------------------------------ 1995 1996 ------------- -------------- (Unaudited) CASH FLOWS FROM FINANCING ACTIVITIES Sale of common stock warrants for cash $ - $ 150,000 Cash paid for offerings - (8,008) Cash distributed to partners (23,000) - Loan proceeds - related 70,000 55,000 Payments on long-term debt (12,287) (13,373) ------------- -------------- Net cash provided by financing activities 34,713 183,619 ------------- ------------- NET INCREASE IN CASH 8,322 2,264 CASH, BEGINNING OF PERIOD 46,955 7,177 ------------- --------------- CASH, END OF PERIOD $ 55,277 $ 9,441 ============ ============== See accompanying notes to financial statements. 6
AMERIVEST PROPERTIES INC. NOTES TO FINANCIAL STATEMENTS NINE MONTHS ENDED SEPTEMBER 30, 1996 General - ------- The unaudited financial statements included herein were prepared from the records of the Company in accordance with Generally Accepted Accounting Principles and reflect all adjustments which are, in the opinion of management, necessary to provide a fair statement of the results of operations and financial position for the interim periods. Such financial statements generally conform to the presentation reflected in the Company's registration statement on Form SB-2 which became effective with the Securities and Exchange Commission on August 30, 1996. The current interim periods reported herein should be read in conjunction with the Company's registration statement subject to independent audit at the end of the year. The results of operations for the nine months ended September 30, 1996 are not necessarily indicative of the results that may be expected for the year ending December 31, 1996. Subsequent Event - ---------------- Subsequent to the period reported, the Company on November 5, 1996 closed its initial public offering. The total number of shares of common stock sold were 1,098,870 and the total number of warrants sold were 549,435. The net proceeds from the offering was $4,931,587. In addition, on October 30, 1996, the Company acquired the five properties identified in its registration statement on Form SB-2, which became effective with the Securities and Exchange Commission on August 30, 1996. 7 AMERIVEST PROPERTIES INC. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. - -------------------------------------------------------------------------------- Results Of Operations --------------------- Nine Months Ended September 30, 1996, Compared With Nine Months Ended September 30, 1996. - -------------------------------------------------------------------------------- The Company's rental income for the nine months ended September 30, 1996 increased approximately 4.9% over the comparable period in 1995. Operating expenses for the period increased 1.9%. The net loss improved over the previous year=s comparable period by $16,500, due primarily to general and administrative expenses being reduced by $9,000 and rental revenue being increased by approximately $10,000. The net loss per share was $.34 as compared to $.40 in the previous year. During this period, the Company's operations included only one property; however, beginning in late October 1996, and thereafter, the Company's operations will include the five properties acquired with the proceeds from the Company's initial public offering. Financial Condition, Liquidity And Capital Resources ---------------------------------------------------- The consolidated financial condition of the Company evidenced the following changes from December 31, 1995, to September 30, 1996. Current assets decreased approximately $22,000, primarily due to timing of prepaid expenses. Deferred offering costs increased by $231,000; this increase was attributable to the cost of completing the Company's initial public offering, noted below, on November 5, 1996. Changes in real estate, property and equipment of $30,000 is due to depreciation for the nine month period. Current liabilities increased by approximately $148,000, primarily due to increase in accounts payable of $90,000 and note payable of $55,000. Long-term debt decreased by $14,000. On November 5, 1996 the Company closed on its initial public offering. The net proceeds from the offering were $4,931,587. Approximately $3,800,000 was used to acquire the five properties identified in the Company's registration statement on Form SB-2. The remaining funds will be used for working capital and are available for additional acquisitions. With the completion of the public offering and the acquisition of the five properties, the contingency regarding the Redeemable Common Stock no longer exists, and Redeemable Common Stock will be reclassified to Stockholders' Equity. 8 Part II. Other Information Item 5. Other Information - ------- ----------------- On November 5, 1996 the Registrant closed its initial public offering. The total number of shares of common stock sold was 1,098,870 and the total number of warrants sold was 549,435. The Company received net proceeds from the offering of $4,931,587. On October 30, 1996 the Registrant acquired the five properties identified in its registration statement that became effective with Securities and Exchange Commission on August 30, 1996. Item 6. Exhibits And Reports On Form 8-K. --------------------------------- (a) The following Exhibit is filed as part of this Quarterly Report on Form 10-QSB: 27. Financial Data Schedule (b) During the quarter ended September 30,1996, the Registrant did not file any reports on Form 8-K. 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. AMERIVEST PROPERTIES INC. November 14, 1996 By: /S/ JAMES F. ETTER -------------------------------------- James F. Etter, President and Principal Financial Officer 9 EX-27 2
5 3-MOS 9-MOS DEC-31-1996 DEC-31-1996 SEP-30-1996 SEP-30-1996 9,441 9,441 0 0 500 500 0 0 0 0 10,961 10,961 1,372,640 1,372,640 120,934 120,934 1,626,357 1,626,357 416,952 416,952 0 0 0 0 0 0 284 284 0 0 1,626,357 1,626,357 59,561 176,986 59,561 176,986 0 0 59,913 188,100 0 0 0 0 29,416 86,956 (29,761) (98,043) 0 0 (29,761) (98,043) 0 0 0 0 0 0 (29,761) (98,043) (.10) (.34) (.10) (.34)
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