CIK: 0001037037
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
September 30, 1997.
OR
__Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
Commission File Number 0-22343
Triad Park, LLC
---------------
(Name of small business issuer in its charter)
Delaware 94-3264115
-------- ----------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
3055 Triad Drive, Livermore, CA 94550
---------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (510) 449-0606
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___
As of September 30, 1997, the registrant had outstanding 19,708,123
membership interests ("shares") with no par value.
Triad Park, LLC
Quarterly Report Form 10-QSB
Index
Page
Part I. Financial Information
Item 1. Condensed Financial Statements
Condensed Balance Sheets at September 30, 1997
and December 31, 1996 1
Condensed Statements of Operations for the Three and Nine
Month Periods Ended September 30, 1997 and 1996 2
Condensed Statements of Cash Flows for the Nine Month
Periods Ended September 30, 1997 and 1996 3
Notes to Condensed Financial Statements 4
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
Part II Other Information
Item 6. Exhibits and Reports on Form 8-K 11
Signatures 13
Exhibit 27 Financial Data Schedule-Electronic Filing only
Triad Park, LLC
Condensed Balance Sheets
(Unaudited)
(Amounts shown in thousands except share data)
Sept 30, December 31,
1997 1996
------- -------
Assets
Cash $ 1,111 $ -
Land 29,620 27,876
Property, plant and equipment 12,202 12,362
Assessments receivable 1,164 2,091
Property development commitments 3,340 -
Prepaid expenses and other assets 396 -
------- -------
Total assets $47,833 $42,329
======= =======
Liabilities
Debt $23,130 $18,840
Other liabilities 733 -
------- -------
Total liabilities 23,863 18,840
Commitments and contingencies
Members' equity
Members' shares; no par value; - -
19,708,123 shares outstanding at
September 30, 1997
Members' equity 23,970 23,489
Total liabilities and members' equity $47,833 $42,329
The accompanying notes are an integral part of these financial statements.
Triad Park, LLC
Condensed Statements of Operations
(Unaudited)
(Amounts shown in thousands except per share data)
Three Months Ended Nine Months Ended
September 30, September 30,
1997 1996 1997 1996
------- ------- ------- -------
Revenues:
Rental income $ 626 $ 626 $1,880 $1,879
Land sales - 3,795 - 3,795
------- ------- ------- -------
Total revenues 626 4,421 1,880 5,674
Depreciation of rental property 137 139 420 411
Cost of land sold - 2,231 - 2,231
------- ------- ------- -------
Gross Margin 489 2,051 1,460 3,032
------- ------- ------- -------
Costs and Expenses:
Sales expenses - 369 - 369
General and administrative 235 237 628 561
------- ------- ------- -------
Total costs and expenses 235 606 628 930
------- ------- ------- -------
Operating income 254 1,445 832 2,102
Interest expense 450 449 1,278 1,385
------- ------- ------- -------
Income (loss) before provision (196) 996 (446) 717
for (benefit from)
income taxes
Provision for (benefit from)
income taxes (18) 91 (36) 66
------- ------- ------- -------
Net income (loss) $ (178) $ 905 $ (410) $ 651
======= ======= ======= =======
Net income (loss) per share $(0.01) $ 0.05 $(0.02) $ 0.03
======= ======= ======= =======
Shares used in per share
calculation (a) 19,708 19,708 19,708 19,708
======= ======= ======= =======
(a) The number of shares used to compute earnings per share assumes
that shares issued in connection with the spin-off were outstanding
for all periods presented.
The accompanying notes are an integral part of these financial statements.
Triad Park, LLC
Condensed Statements of Cash Flows
(Unaudited)
(Amounts shown in thousands)
Nine Month Periods Ended September 30,
1997 1996
------- -------
Cash flows from operating activities:
Net income (loss) $ (410) $ 651
Gain from sale of land - (1,195)
Depreciation and amortization 465 425
Provision for doubtful accounts 65 -
Changes in assets and liabilities:
Increase in prepaid expenses and other assets (425) -
Increase in other liabilities 733 -
------- -------
Net cash provided by (used in)
operating activities 428 (119)
------- -------
Cashflows from investing activities:
Land sales - 3,523
Investment in property, plant and equipment (113) (12)
Acquisition of land - (972)
Land improvements (14) (108)
Assessment district improvements (623) (130)
------- -------
Net cash provided by (used in)
investing activites (750) 2,301
------- -------
Cash flows from financing activities:
Repayment of debt (943) (638)
Reimbursement for property improvements 1,485
Members' contribution (distribution)
net of note receivable 891 (1,544)
------- -------
Net cash provided by (used in)
financing activities 1,433 (2,182)
------- -------
Net increase in cash 1,111 -
Cash, beginning of period - -
Cash, end of period $1,111 $ -
======= =======
SUPPLEMENTAL DISCLOSURES OF CASH
FLOW INFORMATION:
Cash paid during the year for:
Interest $1,040 $1,385
======= =======
Income taxes $ 5 $ 53
======= =======
NONCASH INVESTING AND FINANCIAL
ACTIVITY:
Bond issuance resulting in increased
assessment district improvements and
related debt $5,218 $ -
Assessment district improvements and
related debt transferred upon sale $ - $1,189
======= =======
The accompanying notes are an integral part of these financial statements.
TRIAD PARK, LLC
(a Delaware limited liability company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
1. Description of Business and Basis of Presentation:
Triad Park, LLC (the Company) is a Delaware limited liability
company organized to effect the spin-off of certain real estate
assets and related liabilities of Cooperative Computing, Inc., a
Delaware corporation, formerly known as Triad Systems Corporation
(Triad). On October 17, 1996 Triad signed a definitive merger
agreement with Cooperative Computing, Inc. (CCI), a Texas
corporation, and its affiliate, CCI Acquisition Corp. (CAC), a
Delaware corporation, under which CCI, through CAC, would acquire
Triad. Pursuant to the terms of the merger agreement, CCI through
CAC commenced a cash tender offer for all outstanding shares of Triad
at a price of $9.25 per share on October 23, 1996. As a condition
precedent to completion of the merger, Triad arranged for the spin-
off of certain real estate assets and related liabilities (such
assets and liabilities hereinafter referred to as the Predecessor
Business) to Triad stockholders.
On February 26, 1997, Triad contributed such assets and
related liabilities to the Company. Under the terms of the Real
Estate Distribution Agreement (the Agreement), all indebtedness of
Triad or any of its subsidiaries secured, in whole or in part, by any
of the contributed assets have been assumed by the Company.
Stockholders of Triad were entitled to receive one share of Triad
Park, LLC, membership interest for each share of Triad common stock
held as of February 26, 1997, the Distribution Record Date. Such
shareholders (Members) are entitled to share in the income, gains,
losses, deductions, credit, or similar items of, and to receive
distributions from, the Company, the right to vote on certain
specified matters, and the right to information concerning the
business and affairs of the Company.
The Company's operations include the ownership and management
of the spun-off real estate assets, all of which are located in
Livermore, California, for their orderly liquidation and distribution
of related net proceeds to the holders of membership interests. The
manager of the Company, 3055 Management Corp., (the Manager), is
responsible for management and control of the business of the
Company, subject to certain required approvals of the Advisory Board.
The members may elect or vote to remove members of the Advisory Board
but otherwise will not directly or indirectly participate in the
management or operation of the Company or have actual or apparent
authority to act for or bind the Company.
The Company will be dissolved upon the earlier of a majority
vote to dissolve the Company or upon the sale or other disposition of
all or substantially all of the assets and properties of the Company
and distribution of the proceeds to the members. On September 9,
1997, the Company entered into an Agreement of Merger with TPL
Acquisition, LLC and Richard C. Blum & Associates, LP (RCBA), subject
to approval of the Members. TPL Acquisition, LLC will acquire all
outstanding shares of the Company from the Members for $1.32 per
share. Following such acquisition, TPL Acquisition, LLC, which is
affiliated with RCBA, will merge into Triad Park, LLC and will become
liable for all obligations of Triad Park, LLC. A copy of the
Agreement of Merger was included as Exhibit 2.1 to the Company's Form
8-K (Amendment No. 1) filed with the Securities and Exchange
Commission on September 15, 1997.
The financial statements for periods prior to the Distribution
Record Date which are presented herein include the financial
position, results of operations and cash flows of the Predecessor
Business as if the Company had existed as a corporation separate from
Triad for all periods presented on a historical basis and may not be
indicative of actual results of operations and financial position of
the Company as an independent stand-alone entity. The statements of
operations for those periods reflect certain expense items incurred
by Triad which are allocated to the Company on a basis which
management believes represents a reasonable allocation of such costs.
These allocations consist primarily of corporate expenses such as
management and accounting services. Expenses related to the normal
recurring management activities of the Company have been allocated
based on an estimate of Triad personnel time dedicated to the
operations and management of the Company.
2. In the opinion of management, the unaudited interim financial
statements as of September 30, 1997 and for the periods ended
September 30, 1997 and 1996 include all adjustments, consisting only
of those of a normal recurring nature, necessary for fair
presentation. The results of operations for the three and nine month
periods ended September 30, 1997 are not necessarily indicative of
the results to be expected for the full year. The balance sheet does
not include all disclosure requirements under GAAP and should be read
in conjunction with the audited financial statements and notes
thereto presented in the Form 10-SB Information Statement (Amendment
No.1) filed by the Company with the Securities and Exchange
Commission on June 20, 1997 (Form 10-SB Information Statement).
3. Property, plant and equipment at September 30, 1997 and
December 31, 1996 include accumulated depreciation of $5,353,000 and
$4,932,000 respectively.
4. Land consists of property in Livermore, California,
classified by planned use as follows (dollars in thousands):
Use Classification September 30,1997 December 31,1996
Acreage/Cost Acreage/Cost
- ------------------ --------------- ---------------
Residential 28.1 $4,284 28.1 $4,029
Retail/commercial 35.9 5,123 35.9 4,797
Retail/industrial/office 114.3 18,976 114.3 17,925
Open space/agricultural 112.0 - 112.0 -
Transportation 12.3 1,237 12.3 1,125
---------------- ---------------
302.6 $29,620 302.6 $27,876
===== ======= ===== =======
5. On March 24, 1997, the city of Livermore entered into a Bond
Indenture and issued an additional $9,070,000 in funds from the sale
of community facility bonds for new debt financing as well as for
refinancing existing debt. The Company currently owns 76.56% of the
property related to this issuance. The Company's portion of the bond
issuance is for approximately $5,218,000 of additional debt and
$1,726,000 for refinancing of existing debt. The Company has
recorded the net additional debt as a liability and the improvements
as assets. Of these assets, $3,340,000 are recorded as property
development commitments and represent funds set aside by the City of
Livermore for reimbursement to the Company for future improvements.
6. Recent Accounting Pronouncements. In February 1997, the
Financial Accounting Standards board issued Statement of Financial
Accounting Standards No. 128 (SFAS 128), "Earnings Per Share", which
specifies the computation, presentation and disclosure requirements
for earnings per share. SFAS 128 supersedes Accounting Principles
Board Opinion No. 15 and is effective for financial statements issued
for periods ending after December 15, 1997. SFAS 128 requires
restatement of all prior period earnings per share data presented
after the effective date. SFAS 128 will not have a material impact
on the Company's financial position, results of operations or
cashflows.
In June 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 130 (SFAS 130),
"Reporting Comprehensive Income." This statement establishes
requirements for disclosure of comprehensive income and becomes
effective for the Company for fiscal years beginning after December
15, 1997, with reclassification of earlier financial statements for
comparative purposes. Comprehensive income generally represents all
changes in stockholders' equity except those resulting from
investments or contributions by stockholders. The Company is
evaluating alternative formats for presenting this information, but
does not expect this pronouncement to materially impact the Company's
results of operations.
In June 1997, The Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 131 (SFAS 131),
"Disclosures about Segments of an Enterprise and Related
Information." This statement establishes standards for disclosure
about operating segments in annual financial statements and selected
information in interim financial reports. It also establishes
standards for related disclosures about products and services,
geographic areas and major customers. This statement supersedes
Statement of Financial Accounting Standards No. 14, Financial
Reporting for Segments of a Business Enterprise. The new standard
becomes effective for fiscal years beginning after December 15, 1997,
and requires that comparative information from earlier years be
restated to conform to the requirements of this standard. The
Company is evaluating the requirements of SFAS 131 and the effects,
if any, on the Company's current reporting and disclosures.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
The following Management's Discussion and Analysis is based
upon and should be read in conjunction with the Company's financial
statements and notes thereto included in the Form 10-SB Information
Statement (Amendment No. 1) filed by the Company with the Securities
and Exchange Commission on June 20, 1997(Form 10-SB Information
Statement). Since the Distribution Record Date for the spin-off
transaction was February 26,1997, the financial presentation prior to
this date has been carved out of the financial records of Triad
Systems Corporation. See Description of Business and Basis of
Presentation in the Notes to Condensed Financial Statements.
Results of Operations
Revenues for the third quarter of 1997 were $.6 million
compared to $4.4 million in the same quarter of the prior year when
there were land sales totaling $3.8 million. To date there have been
no land sales in fiscal 1997 compared to the $3.8 million recognized
in the nine months ended September 30, 1996. Rental revenues from
the leasing of the facilities located at 3055 Triad Drive were
$.6 million for the quarters ended September 30, 1997 and 1996. These
revenues are generated under a lease agreement in effect through
February 2002. See "Management's Discussion and Analysis-Liquidity
and Capital Resources." Gross margin for 1997 was $.5 million for
the quarter ended September 30, 1997 compared to $2.1 million for the
same quarter in fiscal 1996. The gross margin for the nine month
period of 1997 was $1.5 million compared to $3.0 million for the same
period of 1996. The gross margin difference for the quarter and nine
month periods is directly attributed to land sales which occurred in
1996.
For the three and nine month periods ended September 30,
1997, there were net losses of $.2 million and $.4 million
respectively compared to net income of $.9 million and $.7 million
for the same periods of 1996. The difference is principally due to
the absence of any land sales in the current fiscal year. The net
loss per share was one cent for the three months ended September 30,
1997 compared to net income per share of five cents for the same
period in the prior year.
Land Sales
As of June 30, 1997, the Company had approximately 302.6
acres of unimproved land remaining to be sold. Approximately 35.9
acres are zoned for retail/commercial use, 28.1 acres for residential
use, and 114.3 acres for retail/light industrial/office use. The
remaining acres are zoned for open space/agricultural and
transportation purposes. During the quarter ending September 30,
1996, the Company sold approximately 25 acres and recognized
$3.8 million in revenues. The Company had no land sales during the
three or nine month periods ended September 30, 1997.
Gross Margin
Land sale gross margin was 41% for the quarter ended
September 30, 1996. Gross margins on rental income were
approximately the same for the quarters ended September 30, 1996 and
1997 as the Company's properties are subject to a triple net lease
whereby substantially all operating expenses are paid by the tenant.
Costs and Expenses
Land-related sales expenses include broker commissions,
escrow fees, and similar costs, and totaled $369,000 for the nine
month period ended September 30,1996.
General and administrative expenses consist of property taxes
and other general management and operational costs including costs
necessary to maintain the appearance of the land in a marketable
condition and personnel and overhead expenses required for the
development, management and marketing of the properties. General and
administrative expenses were $0.2 million for the quarter ended
September 30, 1997, and were approximately equal to those expenses
for the same quarter in the prior year. Operating expenses were
$628,000 for the nine month period ended September 30, 1997 compared
to $561,000 for the same period the prior year.
Interest expense consists of mortgage interest on the
buildings and the bonded indebtedness incurred in connection with the
development improvements and community services. Interest expense
was approximately the same for the quarter ended September 30, 1997
compared to the same quarter in the prior year. Year to date
interest expense was also relatively unchanged at $1.3 million
compared to $1.4 million for the nine months of 1997 and 1996,
respectively. The reduction is due to normal debt maturation, as
well as reduced debt in 1997 due to land sales in the latter half of
fiscal 1996, offset by interest expense related to the bond issuance
in March 1997. See "Management's Discussion and Analysis-Liquidity
and Capital Resources."
Future Operating Results
Future operating results are dependent upon the Company's
ability to dispose of its real estate assets. Risks that affect real
estate sales include, but are not limited to, the relative
illiquidity of real estate investments, the ability to obtain
entitlements from governmental agencies, changing tax assessments,
compliance with environmental requirements, and general risks such as
changes in interest rates and changes in local market conditions
which affect real estate values. The future operating results may
also be affected by the Company's relationship with Triad. These
risks include, but are not limited to, the indemnification agreement
between the Company and Triad, potential conflicts of interest within
the management and representation of the Company and Triad, and
reliance upon Triad lease payments for the Company's financial
performance. For further discussion of these risks, see Risk Factors
in the Form 10-SB Information Statement.
On September 9, 1997, the Company entered into an Agreement of
Merger with TPL Acquisition, LLC and RCBA, subject to approval of the
Members, in which TPL Acquisition, LLC will acquire all outstanding
shares of the Company from the Members for $1.32 per share.
Following such acquisition, TPL Acquisition, LLC, which is affiliated
with RCBA, will merge into Triad Park, LLC and will become liable for
all obligations of Triad Park, LLC. A copy of the Agreement of
Merger was included as Exhibit 2.1 to the Company's Form 8-K
(Amendment No. 1) filed with the Securities and Exchange Commission
on September 15, 1997.
Liquidity and Capital Resources
The Company's ability to continue funding its current
business will depend upon the timing and volume of land sales,
without taking the merger of the Company and TPL Acquisition into
account. Receipts from rental of its buildings under the existing
lease agreements are expected to be sufficient to fund mortgage
obligations for the foreseeable future. Currently, there is a lease
agreement for the Company's buildings in effect through February 2002
with an option to renew for an additional term of five years. All
expenses related to the buildings are paid by the tenant as required
by the triple net lease. The Company's ability to repay the
remaining assessment district debt and operating expenses are
dependent in part on making future land sales. To the extent
additional working capital is required, management expects that it
will have sufficient borrowing capacity to finance any needs which
may arise in the ordinary course of business.
On March 24, 1997, the City of Livermore completed the sale
of Mello-Roos bonds which raised a total of $9,070,000 in new funds,
of which approximately $6,944,000 encumbers property owned by the
Company. The proceeds are designated to refinance $2,255,000 of
prior bonded indebtedness, to fund the reimbursement to the Company
of approximately $2,045,000 of previously completed improvements, to
provide funds of approximately $3,700,000 to complete improvements
required by various agreements with the City of Livermore and others,
to pay financing expenses of $610,000 and to create a reserve fund of
approximately $673,000. Of the indebtedness, approximately
$5,218,000 is an additional encumbrance to the property owned by the
Company and $1,726,000 refinances existing debt. In the quarter
ended June 30, 1997, the Company received approximately $1,485,000
from the City of Livermore as reimbursement for previously completed
projects totaling $2,085,000, net of a surety deposit of $600,000.
In addition, the Company is obligated to undertake an
estimated additional $7,000,000 in improvements to its land in
connection with its approved development plan. The City of Livermore
is expected to issue bonds to reimburse the Company for such
improvements. Improvements are funded as projects are completed.
The current estimates for the required improvements indicate that
bonded funding limits are expected to be adequate to cover the
remaining items of improvement. However, the actual costs of the
improvements may be greater than estimated and may exceed the bond
funding limit. Any shortfall in the bond funding will be borne by
the Company or by purchasers of lots, which may have an adverse
effect on the value of the land.
This Form 10Q-SB contains forward looking statements. These
statements are subject to certain risks and uncertainties that could
cause actual results to differ materially from those anticipated in
the forward looking statements. Factors that might cause such a
difference include the following:
1. Lease Agreement. Under its existing terms the expiration date of
the Lease Agreement is February 27, 2002. Under the Lease
Agreement the existing rent payments produce a small positive cash
flow above the current mortgage payments. In the event that Triad
is unable for any reason to continue to make its lease payments in
a timely manner, such inability or delay may have a material
adverse impact on the Company's revenues and results of
operations.
2. Reimbursement for Improvements. The Company is currently obligated
to undertake approximately $7,000,000 in additional improvements on
the Property. The City of Livermore has indicated that it is willing
to reimburse the Company for improvements undertaken and paid for by
the Company by means of bond financings. Historically, the City of
Livermore has fulfilled such reimbursement commitments to Triad and has
been able to successfully sell related bond offerings. However, if for
any reason the City of Livermore is unsuccessful in completing a bond
offering, the Company would not receive any reimbursement for such
improvements. In addition, there is a possibility that the cost
of the improvements undertaken by the Company will exceed the
amount of the bond financings and the Company would be responsible
for paying any such cost overruns.
3. Proposed Merger with TPL Acquisition, LLC. The Company anticipates
that its proposed merger with TPL Acquisition, LLC will be consummated
by January 31, 1998. However, the merger is subject to approval of
the Members, and there is no assurance that such approval will be
obtained or that the merger will be consummated.
Item 6. Exhibits and Reports on Form 8-K
Item 6 (a) Exhibit Index
Exhibit No.
3. Charter and By-Laws
3.1 Limited Liability Company Agreement of Triad Park, LLC
(incorporated by reference to Exhibit 2.1 to Form 10-SB
(Amendment No. 1) of the Company, filed with the Securities and
Exchange Commission on June 20, 1997).
3.2 By-laws of Triad Park, LLC (incorporated by reference to
Exhibit 2.2 to Form 10-SB (Amendment No.1) of the Company, filed
with the Securities and Exchange Commission on June 20, 1997).
10. Material contracts
10.1 Real Estate Distribution Agreement, dated as of February 26,
1997, by and between Triad Systems Corporation, 3055 Triad Dr.
Corp., 3055 Management Corp. and Triad Park, LLC (incorporated
by reference to Exhibit 6.1 to Form 10-SB (Amendment No.1) of
the Company, filed with the Securities and Exchange Commission
on June 20, 1997).
10.2 Project Lease Agreement, dated as of August 1, 1988, between
3055 Triad Dr. Corp. and Triad Systems Corporation (incorporated
by reference to Exhibit 6.2 to Form 10-SB (Amendment No.1) of
the Company, filed with the Securities and Exchange Commission
on June 20, 1997).
10.3 First Amendment to Project Lease Agreement, dated as of
February 26, 1997, by and between Triad Park, LLC, 3055 Triad
Dr. Corp. and Triad Systems Corporation (incorporated by
reference to Exhibit 6.3 to Form 10-SB (Amendment No.1) of the
Company, filed with the Securities and Exchange Commission on
June 20, 1997).
10.4 Form of Rights Plan of Triad Park, LLC (incorporated by
reference to Exhibit 3.3 to Form 10-SB (Amendment No.1) of the
Company, filed with the Securities and Exchange Commission on
June 20, 1997).
10.5 Conflict Agreement, dated as of February 26, 1997, by and
between Triad Systems Corporation, 3055 Triad Dr. Corp., Triad
Park, LLC and Cooperative Computing, Inc. (incorporated by
reference to Exhibit 12.3 to Form 10-SB (Amendment No.1) of the
Company, filed with the Securities and Exchange Commission on
June 20, 1997).
10.6 Agreement of Merger dated as of September 9, 1997, by and
between TPL Acquisition, LLC, Richard C. Blum & Associates, LP
and Triad Park, LLC (incorporated by reference to Exhibit 2.1 to
Form 8-K(Amendment No. 1) of the Company, filed with the
Securities and Exchange Commission on September 15, 1997).
Financial Data Schedule
27.1 Financial Data Schedule
Item 6 (b) Reports on Form 8-K
The Company filed a Current Report on Form 8-K with the Securities
and Exchange Commission (the Commission) on September 10, 1997, as amended
by Form 8-K/A filed with the Commission on September 15, 1997, which
disclosed that the Company had entered into an Agreement of Merger, dated
September 9, 1997, with TPL Acquisition, LLC and Richard C. Blum &
Associates, LP (the Agreement). The Form 8-K, as amended, included as
exhibits a copy of the Agreement and a copy of the press release regarding
the Agreement.
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Triad Park, LLC
By: 3055 Management Corp., its Manager
Date: November 11, 1997
By: /s/ JAMES R. PORTER
--------------------
James R. Porter
Vice President, Secretary and
Chief Financial Officer
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<LEGEND>
This schedule contains summary financial information extracted from the
Condensed Balance Sheets at September 30, 1997 and Condensed Statement of Income
and Statement of Cashflow for the nine months ended September 30,1997, and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
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