<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
For the quarterly period ended MARCH 31, 1999
of
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
CPA(R):14
A MARYLAND Corporation
IRS Employer Identification No. 13-3951476
SEC File Number 333-31437
50 ROCKEFELLER PLAZA,
NEW YORK, NEW YORK 10020
(212) 492-1100
CPA(R):14 has SHARES OF COMMON STOCK registered pursuant to Section 12(g) of the
Act.
CPA(R):14 is not registered on any exchanges.
CPA(R):14 does not have any Securities registered pursuant to Section 12(b) of
the Act.
CPA(R):14 is unaware of any delinquent filers pursuant to Item 405 of Regulation
S-K.
CPA(R):14 (1) has filed all reports required by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for 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.
CPA(R):14 has no active market for common stock at May 10, 1999. 16,003,273
shares of common stock, $.001 Par Value outstanding at May 10, 1999.
<PAGE> 2
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
INDEX
Page No.
PART I
Item 1. - Financial Information*
Condensed Consolidated Balance Sheets, March 31, 1999
and December 31, 1998 2
Condensed Consolidated Statements of Operations for the
three months ended March 31, 1998 and 1999 3
Condensed Consolidated Statements of Cash Flows for the
three months ended March 31, 1998 and 1999 4
Notes to Condensed Consolidated Financial Statements 5-7
Item 2. - Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-9
PART II - Other Information
Item 3A. - Quantitative and Qualitative Disclosures About Market Risk 10
Item 4. - Submission of Matters to a Vote of Security Holders 10
Item 6. - Exhibits and Reports on Form 8-K 10
Signatures 11
* The summarized financial information contained herein is unaudited; however,
in the opinion of management, all adjustments necessary for a fair presentation
of such financial information have been included.
-1-
<PAGE> 3
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
PART I
Item 1. - FINANCIAL INFORMATION
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
December 31, March 31,
1998 1999
------------- -------------
(Note) (Unaudited)
<S> <C> <C>
ASSETS:
Land and buildings, net of accumulated
depreciation of $175,977 at December 31, 1998
and $330,967 at March 31, 1999 $ 44,566,025 $ 54,249,633
Equity investments 36,097,004 62,602,394
Cash and cash equivalents 26,747,058 32,494,268
Other assets 545,842 1,903,308
------------- -------------
Total assets $ 107,955,929 $ 151,249,603
============= =============
LIABILITIES:
Limited recourse mortgage note payable $ 4,225,000
Accounts payable to affiliates $ 537,874 967,453
Accounts payable and accrued expenses 169,735 89,870
Deferred acquisition fees payable to affiliate 1,628,828 2,298,578
Dividends payable 1,365,622 2,049,523
Prepaid rental income and security deposits 343,767 564,767
------------- -------------
Total liabilities 4,045,826 10,195,191
------------- -------------
Commitments and contingencies
SHAREHOLDERS' EQUITY:
Common stock, $.001 par value; authorized, 40,000,000 shares; issued and
outstanding, 11,837,901 and 16,028,173 shares at
December 31, 1998 and March 31, 1999 11,838 16,028
Additional paid-in capital 105,705,582 143,968,477
Distributions in excess of accumulated earnings (1,643,957) (2,691,533)
------------- -------------
104,073,463 141,292,972
Less treasury stock at cost, 16,900 and 24,900
shares at December 31, 1998 and March 31, 1999 (163,360) (238,560)
------------- -------------
Total shareholders' equity 103,910,103 141,054,412
------------- -------------
Total liabilities and
shareholders' equity $ 107,955,929 $ 151,249,603
============= =============
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
Note: The balance sheet at December 31, 1998 has been derived from the
audited consolidated financial statements at that date.
-2-
<PAGE> 4
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS of OPERATIONS (UNAUDITED)
<TABLE>
<CAPTION>
For the Three Months
Ended March 31,
----------------------------
1998 1999
----------- -----------
<S> <C> <C>
Revenues:
Rental income $ 1,020,158
Other interest income 253,306
----------- -----------
-- 1,273,464
----------- -----------
Expenses:
Interest 35,179
Depreciation and amortization 155,422
General and administrative $ 116,629 164,333
Property expenses 249,505
----------- -----------
116,629 604,439
----------- -----------
(Loss) income before income from equity investments (116,629) 669,025
Income from equity investments 332,922
----------- -----------
Net (loss) income $ (116,629) $ 1,001,947
=========== ===========
Basic (loss) earnings per share $ (5.83) $ .08
=========== ===========
Weighted average shares outstanding - basic 20,000 12,608,497
=========== ===========
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
-3-
<PAGE> 5
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS of CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
For the Three Months
Ended March 31,
------------------------------
1998 1999
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net (loss) income $ (116,629) $ 1,001,947
Adjustments to reconcile net (loss) income
to net cash provided by operating activities:
Depreciation and amortization 155,422
Straight-line adjustments (53,207)
Increase in other assets (67,467) (561,049)
Increase (decrease) in accounts payable and
accrued expenses 164,596 (79,865)
Increase in accounts payable to affiliates 19,500 54,030
Increase in prepaid rental income and
security deposits 221,000
------------ ------------
Net cash provided by operating activities -- 738,278
------------ ------------
Cash flows from investing activities:
Acquisitions of real estate and equity investments
and other capitalized costs (36,324,765)
Equity distributions received in excess of
equity income 385,268
------------
Net cash used in investing activities (35,939,497)
------------
Cash flows from financing activities:
Capital raised, net of costs 38,267,085
Dividends paid (1,365,622)
Proceeds from mortgages 4,225,000
Deferred financing costs (102,834)
Purchase of treasury stock (75,200)
------------
Net cash provided by financing activities 40,948,429
------------
Net change in cash and cash equivalents -- 5,747,210
Cash and cash equivalents, beginning of period 200,000 26,747,058
------------ ------------
Cash and cash equivalents, end of period $ 200,000 $ 32,494,268
============ ============
Interest paid $ 8,802
============
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
-4-
<PAGE> 6
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
NOTES TO CONSOLIDATED/CONDENSED FINANCIAL STATEMENTS
Note 1. Basis of Presentation:
The accompanying unaudited condensed consolidated financial statements of
Corporate Property Associates 14 Incorporated and its wholly-owned subsidiaries
(the "Company") have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Article 10 of Regulation S-X of the Securities and Exchange
Commission. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. All significant intercompany balances and transactions
have been eliminated. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation of
the results of the interim period presented have been included. The results of
operations for the interim period is not necessarily indicative of results for
the full year. For further information refer to the financial statements and
notes thereto included in the Company's Annual Report on Form 10-K for the year
ended December 31, 1998.
Note 2. Organization and Offering:
The Company was formed on June 4, 1997 under the General Corporation Law of
Maryland for the purpose of engaging in the business of investing in and owning
industrial and commercial real estate. Subject to certain restrictions and
limitations, the business of the Company is managed by Carey Property Advisors,
a Pennsylvania limited partnership (the "Advisor").
A maximum of 30,000,000 shares are being offered to the public on a best efforts
basis by Carey Financial Corporation ("Carey Financial"), an affiliate of the
Advisor, and selected dealers at a price of $10 per share. The offering
commenced November 10, 1997. 16,008,173 shares ($160,081,730) have been issued
including 4,190,272 shares since the inception of the offering. In April 1999,
the Company filed an offering with the Securities and Exchange Commission to
sell up to an additional 40,000,000 shares on a best efforts basis.
Note 3. Transactions with Related Parties:
The Company's asset management and performance fees payable to the Advisor are
each 1/2 of 1% per annum of Average Invested Assets, as defined in the
Prospectus. Until the Company has achieved a 7% cumulative rate of cash flow
from operations, as defined in the Prospectus, the Advisor will not be entitled
to receive the performance fee. At such time as the Advisor is entitled to
receive the performance fee, the Advisor will have the option of receiving such
fee in cash or restricted shares of the Company. Asset management fees for the
three-month period ended March 31, 1999 were $121,297 with performance fees in
like amount, and general and administrative reimbursements were $42,087. No
asset management and performance fees were incurred for the three-month period
ended March 31, 1998. General and administrative reimbursements were $80,000 for
the three-month period ended March 31, 1998.
Note 4. Commitments and Contingencies:
The Company is liable for certain expenses of the offering which are being
deducted from the gross proceeds of the offering and are presently estimated to
aggregate a maximum of $10,500,000 assuming the sale of 30,000,000 Shares. The
Company is also liable for selling commissions of up to $0.65 (6.5%) per share
sold except for any shares sold to the Advisor, its affiliates, the selected
dealers or any of their employees for their own accounts. The Company is paying
a selected dealer fee not to exceed 1% of the price of each share sold by the
selected dealer. The Company will reimburse Carey Financial for expenses
(including fees and expenses of its counsel) and for the costs of sales and
wholesaling services. To the extent, if any, that all organization and offering
expenses, excluding selling commissions, and any fees paid and expenses
reimbursed to the selected dealers or paid on behalf of the selected dealers,
exceed 3.5% of the gross proceeds of the offering, such excess will be paid by
the Advisor.
-5-
<PAGE> 7
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)
Note 5. Lease Revenues:
The Company's operations consist of the investment in and the leasing of
industrial and commercial real estate. The financial reporting sources of the
lease revenues for the three-month period ended March 31, 1999 are as follows:
<TABLE>
<S> <C>
Per Statements of Income
Rental income $1,020,158
Adjustment:
Share of leasing revenues
from equity investments 941,638
----------
$1,961,796
==========
</TABLE>
For the three-month period ended March 31, 1999, the Company earned its
proportionate net lease revenues from its investments as follows:
<TABLE>
<CAPTION>
Lease Obligor: 1999 %
<S> <C> <C>
Advanced Micro Devices, Inc. (a) $ 762,125 39%
Best Buy Co., Inc. 496,424 26
Burlington Motor Carrier, Inc. 198,000 10
Intesys Technologies, Inc. (a) 175,800 9
The Benjamin Ansehl Company 162,437 8
Contraves Brashear Systems L.P. 160,875 8
Compucom Systems, Inc. (a) 3,713
Production Resource Group LLC 2,422
---------- ----
$1,961,796 100%
========== ====
</TABLE>
(a) Represents the Company's proportionate share of lease revenues from its
equity investments
Note 6. Equity Investments:
The Company holds interests in four entities at March 31, 1999 (and two at
December 31, 1998) in which its ownership interest is 50% or less. All of the
underlying investments were formed and are owned with affiliates that have
similar investment objectives as the Company. The Company owns a 33.33% interest
in an entity that in December 1998 purchased property and is net leased to
Advanced Micro Devices, Inc., interests of 50% and 33.33% in entities that
entered into net leases with Intesys Technologies, Inc. and Compucom Systems,
Inc., respectively, during the three-month period ended March 31, 1999 (see Note
7) and an interest in a limited liability company that net leases a property to
Etec Systems, Inc. ("Etec"). The interest in the Etec investment is limited to a
49.99% interest in a building under construction on the Etec property with
Corporate Property Associates 12 Incorporated ("CPA(R):12"), an affiliate,
owning all remaining interests in the property. Summarized combined financial
information of the Company's equity investees is as follows:
-6-
<PAGE> 8
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)
<TABLE>
<CAPTION>
(In thousands) December 31, 1998 March 31, 1999
----------------- --------------
<S> <C> <C>
Assets (primarily real estate) $56,069 $217,629
Liabilities (primarily mortgage notes payable) 16,276 107,647
Members' equity 39,793 109,982
</TABLE>
<TABLE>
<CAPTION>
March 31,1999
-------------
<S> <C>
Revenues (primarily rental revenues) $ 3,396
Expenses (primarily interest on mortgage and depreciation) 2,157
Net income 1,239
</TABLE>
Note 7. Acquisitions:
On February 3, 1999, the Company and CPA(R):12, an affiliate, each acquired 50%
ownership interests in a newly-formed entity, and purchased land and building in
Gilbert, Arizona for $23,560,000 and entered into a net lease with Intesys
Technologies, Inc. ("Intesys"). The Intesys lease has an initial term of twenty
years with two ten-year renewal terms at the option of Intesys. The lease
provides for annual rent payments of $2,274,750 with rent increases every three
years based on a formula indexed to the increase in the CPI, with any single
increase capped at 9%.
On March 31, 1999, the Company and two affiliates, Carey Institutional
Properties Incorporated and CPA(R):12, through a newly-formed limited liability
company, in which the Company and the two affiliates each own 1/3 interests,
purchased land and building in Dallas, Texas for $39,790,500 and entered into a
net lease with Compucom Systems, Inc. ("Compucom"). The Compucom lease has an
initial term of 20 years with two five-year renewal terms at Compucom's option.
The lease initially provides for annual rent of $3,914,000 with rent increases
every three years based on a formula indexed to increases in the CPI, with each
increase capped at 13.3%.
In connection with the Compucom purchase, the limited liability company obtained
a limited recourse mortgage loan of $23,000,000. The loan is collateralized by
the Compucom property and an assignment of the Compucom lease and bears interest
at an annual interest rate of 7.215% with monthly payments of interest and
principal of $165,727 based on a 25-year amortization schedule. The loan matures
in April 2009 when a balloon payment will be due. A prepayment premium will
apply if the loan is prepaid prior to six months before maturity.
The interests in the Intesys and Compucom properties are being accounted for
under the equity method.
On March 31, 1999, the Company purchased land and building in Las Vegas, Nevada
for $8,380,000 and entered into a net lease with Production Resource Group
L.L.C. ("Production Resource"). The Production Resource lease has an initial
term of 15 years with two five-year renewal terms at Production Resource's
option. The lease initially provides for annual rent of $884,000 with rent
increases every two years based on a formula indexed to increases in the CPI.
Production Resource has the option to terminate the lease after April, 1 2004 if
the leased property becomes uneconomic for Production Resource's use. If
Production Resource exercises the termination provision, it will be required to
purchase the property from the Company at the greater of (i) fair market value
and (ii) the sum of the Company's acquisition cost for the property and any
prepayment charges on any outstanding mortgage loans.
-7-
<PAGE> 9
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
Item 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following information should be read in conjunction with the Company's
condensed consolidated financial statements and notes thereto as of March 31,
1999 included in this quarterly report and the Company's Annual Report on Form
10-K for the year ended December 31, 1998. This quarterly report contains
forward looking statements. Such statements involve known and unknown risks,
uncertainties and other factors that may cause the actual results, performance
or achievement of the Company to be materially different from the results of
operations or plan expressed or implied by such forward looking statements.
Accordingly, such information should not be regarded as representations by the
Company that the results or conditions described in such statements or the
objectives and plans of the Company will be achieved.
RESULTS OF OPERATIONS:
The Company was formed in June 1997 for the purpose of investing in net
lease commercial and industrial real estate. During the fourth quarter of 1997,
the Company commenced an offering of up to 30,000,000 shares of common stock on
a "best efforts" basis at a price of $10 per share. The initial issuance of
shares pursuant to the offering was on April 3, 1998, and the Company purchased
its first property on June 29, 1998. Because the Company has a limited operating
history, the results of operations for the three-month periods ended March 31,
1998 and 1999 are not comparable. The Company is still raising capital and
evaluating potential investments that are expected to increase the Company's
asset base substantially, therefore, the operating results for the current
three-month period are not expected to be indicative of future results. As the
asset base increases, lease revenues, equity income, depreciation and property
expenses (including asset management and performance fees) are expected to
increase substantially. The Company intends to leverage most of its acquired
properties with limited recourse mortgage debt, and to use the proceeds from
mortgage financings for the purchase of additional real estate. As a result,
interest expense will also increase substantially. Earnings from the Company's
current holdings will increase because the Company purchased investments in real
estate leased to Intesys Technologies, Inc. on February 3, 1999 and Compucom
Systems, Inc. and Production Resource Group L.L.C. on March 31, 1999.
Accordingly, the current period does not reflect a full quarter's operating
results from these investments. In addition, investments in properties leased to
Metagenics, Inc. and Etec Systems, Inc. are under construction and, therefore,
are not yet contributing to earnings.
As of May 10, 1999, the Company had raised in excess of $160,000,000 which
it is using along with limited recourse financing to purchase a diversified real
estate portfolio and to enter into long-term leases with corporate tenants on a
net lease, single tenant basis. Under a net lease, a tenant is generally
required to pay all operating expenses related to the leased property. The
tenant's responsibility for operating expenses limits the Company's exposure to
the effects of increases in real estate taxes, insurance and maintenance costs
that are generally borne by landlords. The leases are generally structured to
include rent increase provisions which have periodic, stated increases or are
based upon increases in the Consumer Price Index.
FINANCIAL CONDITION:
Cash flow from operations and distributions from equity investments
totalling $1,124,000 were not sufficient to fund fully the quarterly dividend
payment of $1,366,000. Because the funds currently invested in build-to-suit
projects do not produce a return that is reflected in cash flow from operations,
operating cash flow from the current portfolio is lower than if the funds used
for these investments had been used to purchase completed projects. The Company
believes that the build-to-suit projects in its portfolio will provide greater
long-term results than other potential investments that it evaluated. A main
objective of the Company is to fund fully dividends and mortgage principal
payment installments from its operating cash flow and equity investment
distributions. In order to meet this objective, the Company will ultimately need
to invest its cash balances because the rate of return on uninvested cash is
below the rate needed to sustain the current dividend rate. The Company believes
that to meet long-term objectives, it is necessary to analyze proposed
transactions prudently and deliberately and to invest its funds with long-term
diversification and return considerations in mind and without regard to the
effect on current earnings.
-8-
<PAGE> 10
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
Item 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
The Company's investing activities consisted of using $36,325,000 for the
purchase of the equity interests in Intesys and Compucom, to fund the
build-to-suit projects on the Metagenics and Etec properties and to purchase the
Production Resource Group property. As of March 31, 1999, the Company had
$27,055,000 of cash available for investment. Available cash for investment will
increase as additional offering proceeds are received and limited recourse
financing on existing properties is obtained.
In addition to paying dividends, the Company's financing activities
included raising new equity capital of $38,267,000 and obtaining a mortgage loan
on the property leased to the Contraves Brashear Systems L.P. on March 22, 1999.
The Company has also filed a Form S-11 with the U.S. Securities and Exchange
Commission for a public offering of up to 40,000,000 shares of common stock on a
"best efforts" basis at a price of $10 per share. The offering would commence
after the completion of the current offering. The current offering will conclude
by no later than November 21, 1999.
The Company and its affiliates are actively evaluating their readiness
relating to the Year 2000 issue. The Year 2000 issue refers to the series of
problems that have resulted or may result from the inability of certain computer
software and embedded processes to process dates properly. The Company and its
affiliates are completing a program of replacing or upgrading equipment that has
been identified as not being Year 2000 compliant. The Company and its affiliates
have also completed remediating certain software applications. Contingency plans
are in the process of being developed and should be completed during the second
quarter.
The Company believes it is addressing its internal Year 2000 issues in a
timely manner. There is, however, a risk that the inability of third-party
suppliers and tenants to meet Year 2000 readiness issues could have an adverse
effect on the Company. The Company and its affiliates have identified their
critical suppliers and are requiring that suppliers communicate their plans and
progress in identifying Year 2000 readiness.
The Company contacted each of its tenants regarding Year 2000 readiness
and has emphasized the need to address Year 2000 issues. Generally, tenants are
contractually required to maintain their leased properties in good working order
and to make necessary alterations, foreseen or unforeseen, to meet their
contractual obligations. Because of those obligations, the Company believes that
the risks and costs of upgrading systems related to operations of the buildings
and that contain technology affected by Year 2000 issues will generally be
absorbed by tenants rather than the Company. The major risk is that Year 2000
issues have such an adverse effect on the financial condition of a tenant that
its ability to meet its lease obligations, including the timely payment of rent,
is impaired. In such an event, the Company may ultimately incur the costs for
Year 2000 readiness at the affected properties. The potential materiality of any
impact is not known at this time.
-9-
<PAGE> 11
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
PART II
Item 3A. - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As of March 31, 1999 the Company has a limited recourse
mortgage note payable of $4,225,000 that bears interest at a
fixed-rate of 7.5% per annum. The carrying amount of the
mortgage note payable approximates fair value. As of March
31, 1999 the Company had no other material exposures to
market risk.
Item 4. - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
During the quarter ended March 31, 1999 no matters were
submitted to a vote of Security Holders.
Item 6. - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
Pursuant to Rule 701 of Regulation S-K, the use of proceeds
from the Company's offering of common stock which commenced
February 2, 1996 (File # 33-31437) is as follows as of March
31, 1999:
<TABLE>
<S> <C>
Shares registered: 30,000,000
Aggregate price of offering amount registered: $300,000,000
Shares sold: 16,008,173
Aggregated offering price of amount sold: $160,081,730
Direct or indirect payments to directors, officers, general
partners of the issuer or their associates, to persons
owning ten percent or more of any class of equity
securities of the issuer and to affiliates of
the issuer: $ 2,413,893
Direct or indirect payments to others: $ 13,883,332
Net offering proceeds to the issuer after
deducting expenses: $143,784,505
Purchases of real estate: $115,128,475
Working capital reserves: $ 1,600,817
Temporary investments in cash and cash
equivalents: $ 27,055,213
</TABLE>
(b) Reports on Form 8-K:
During the quarter ended March 31, 1999, the Company filed a
report on Form 8-K dated February 2, 1999 under Item 2 -
Acquisition or Disposition of Assets and a report on Form
8-K/A dated February 10, 1999 under Item 7b - Pro Forma
Financial Information
-10-
<PAGE> 12
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
AND SUBSIDIARIES
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CORPORATE PROPERTY ASSOCIATES 14 INCORPORATED
5/10/99 By: /s/ Steven M. Berzin
- -------------- -------------------------------------------
Date Steven M. Berzin
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
5/10/99 By: /s/ Claude Fernandez
- -------------- -------------------------------------------
Date Claude Fernandez
Executive Vice President and
Chief Administrative Officer
(Principal Accounting Officer)
-11-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-Q
FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1999
<CASH> 32,494,268
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 32,494,268
<PP&E> 54,580,600
<DEPRECIATION> 330,967
<TOTAL-ASSETS> 151,249,603
<CURRENT-LIABILITIES> 3,671,613
<BONDS> 4,225,000
0
0
<COMMON> 16,028
<OTHER-SE> 141,038,384
<TOTAL-LIABILITY-AND-EQUITY> 151,249,603
<SALES> 0
<TOTAL-REVENUES> 1,273,464
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 569,260
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 35,179
<INCOME-PRETAX> 1,001,947
<INCOME-TAX> 0
<INCOME-CONTINUING> 1,001,947
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,001,947
<EPS-PRIMARY> .08
<EPS-DILUTED> .08
</TABLE>
