SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB
ANY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For The Fiscal year ended December 31, 1999
( ) 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 333-723799
The Biltmore Group of Louisiana, L.L.C.
Lousiana 72-1423893
(State or other jurisdiction of incorporation)
or organization)
507 Trenton Street, West Monroe, Louisiana 71291
- -------------------------------------------------------------------------------
(318) 323-2115
Securities registered pursuant to Section 12 (b) of the Act:
First Mortgage Bonds $9,900,000
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 twelve (12) months
(or for such shorter period that the registrant was required to file
such report) and (2) has subject to such filing requirements
for the past ninety (90) days.
Yes___X___ No__________
Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will
not be contained, to the best of registrants' knowledge, in definitive
proxy or information statements incorporated by reference in
part III of the Form 10-KSB ____
Revenues for fiscal year 1999 - $135,529
Number of units outstanding of each of the registrant's class
of limited Interest 1,112,763 and $ 2,860,500 first mortgage bonds
December 31, 1999
DOCUMENTS INCORPORATED BY REFERENCE
(1) Included by reference Prospectus dated May 17, 1999, Part I and II
(2) Included by reference all documents filed with Securities Exchange
Commission as part of the filing of the Prospectus dated May 17, 1999,
Part I and II
(3) Included by reference 10-QSB dated June 30, 1999, Part I and II
(4) Included by reference 10-QSB dated September 30, 1999, Part I and II
THE BILTMORE GROUP OF LOUISIANA, L.L.C.
Form 10-KSB
INDEX
Part 1 Page
Item 1. Business
Item 2. Properties and method of Financing
Item 3. Legal Proceedings
Item 4. Submission of Matters to a Vote of Security Holders
Part II.
Item 5. Market for Registrants Bonds
Item 6. Selected Financial Data
Item 7. Managements Discussion and Analysis of Results of Operations
Item 8. Financial Statements and Supplementary Data
Item 9. Changes in and Disagreements with Accountants
Part III.
Item 10. Directors and Executive Officers of the Registrant
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and Management
Item 13. Certain Relationships and Related Transactions
Part IV.
Item 14. Reports on Form 8-K
Item 15. Exhibits, Financial Statement Schedules
Part I.
Item 1. Business
OVERVIEW
General
The Biltmore Group of Louisiana, L.L.C. (the Company or THE BILTMORE ) was
organized as a Limited Liability Company under the laws of the State of
Louisiana on July 13, 1998. The Company is in the business of developing
and owning housing for seniors. THE
Facilities (ALFs). ALFs contain one or more facilities for
seniors who are independent, or require some assistance. As of
December 31, 1999 the Company had three Assisted Living Facilities
open for business, located in Minden, Farmerville, and Bastrop, Louisiana
and one Wellness Spa located in Sedona, Arizona.
Independent Living
Independent Living facilities are anticipated to make up a small amount
of the Companys business. It is anticipated as the Independent Living
group of seniors age, they will convert to Assisted Living within the
community thereby reducing their impact upon the communities. The
Company has maintained excess land in each of the communities in
order to meet the demands of seniors, no matter which direction senior
care evolves.
Assisted Living
Assisted Living will make up the largest impact upon the Companys success.
Assisted Living continues to evolve with State and Federal interest in this
form of Senior Care. It is anticipated that political pressure will continue
to grow, because of the impact that Assisted Living is having on other forms
of senior care.
Wellness Spa Retreat
Wellness Spas provide rest and rejuvenation for the mind, body and spirit.
The Biltmore is a refuge for rest and renewal. We offer various workshops,
therapeutic massages, alternative therapies, and facials all under the
supervision of our medical director. Also located on site are exercise
equipment, indoor heated pool and food services. Our spa attracts all ages,
with emphasis upscale on baby boomers.
Employees
Prior to the opening of the Oak Creek facility, the Company had no
operations.Employees consisted of the Managing Member, Joanne M.
Caldwell-Bayles and two other employees. After the opening of the
Minden, Bastrop and Farmerville ALFs the Company had 35 employees.
When all of the facilities are open there will be approximately 40
employees. As occupancy increases, additional employees will be required.
The number required will be determined by the increase in occupancy of each
facility.
Competition
Al0s are under ever growing competition for the senior market. Because of
our policy of selecting smaller communities, which do not presently have
assisted living facilities, we do not presently have any competition
from assisted living in any of the cities in which we are located. Nursing
homes in those communities continue to compete with our facilities for
senior business. Competition will continue to increase for other types of
senior care. Some are home health providers, family care, and better
medical care for seniors jut to name a few.
Item 2. Properties and methods of Financing
This commentary should be read in conjunction with the following documents
for a full understanding of The Biltmore Group of Louisiana, L.L.C. financial
condition and the status of the Company, which reflects little or no operations;
the entire Prospectus dated May 17, 1998; and the audited financial statement
presented herein along with all of the footnotes thereto.
As of December 31, 1999, we had under development and in partial operation
one Wellness Spa located in the village Oak Creek, Sedona Arizona, three
assisted living facility (ALFs) open in Minden, Farmerville, and Bastrop
Louisiana and one ALF under construction in Natchitoches, Louisiana.
Natchitoches will be completed by March 31, 2000.
The Minden ALF containing twenty-six units opened on June 23, 1999. As
of December 31, 1999, the occupancy was 31%, two units selected with
deposits and four prospects considering moving in. When we built a property
we built adequate public space to enable additions, if needed.
The Forsythe design and construction department is in the process of designing
additional units to be added to the property when needed.
The Bastrop, Louisiana ALF containing twenty-six units opened in late
October 1999 The occupancy was 31% and several prospects onsidering
moving in as of December 31. 1999.
The Farmerville, Louisiana ALF containing twenty-six units opened in
late November 1999. As of December 31, 1999 the occupancy was 27% with several
prospects under consideration.
Natchitoches, Louisiana ALF will open in early April 2000. Our marketing of
the Natchitoches facility under construction indicate strong local support
in the local community.
Sedona, Arizona completed phase one of the rehabilitation and opened on
October 16, 1998. In order to maximize the income potential for the project
additional income-producing facilities should be added.
These of additions are:
o Arrange discount golfing privileges for guest.
o Add additional space for exercise equipment to improve the wellness
program.
o Become part of a national marketing network to increase exposure
and income.
o Expand the wellness program
o Short term stay
o A Wellness Spa for Enrichment of the Mind, Body and Spirit
The Company has spent approximately one hundred thousand dollars to date.
The funds were provided by present members and equipment leases. The County
of Yavapai, Arizona approved the conversion to a Wellness Spa in early
December 1999. The Spa is now open and operating.
The Biltmore Wellness Spa of Oak Creek has become a member of The Spa Finder
Organization. Spa Finder is the largest spa travel company in the U.S.,
representing more than 200 high-profile spa destinations worldwide. Spa
Finder will offer a one-stop reservation service, including air and
transfers. Spa Finders highly trained consultants service both wholesale
and retail clients, matching customers with the right spas based upon need,
and budget. Spa Finder books more than 13,000 spa vacations yearly, for a
total of more than 75,000 room nights.
The Biltmore will be prominently shown in the Spa Finder Magazine, which
has a circulation of the directory issue of 150,000 to be distributed in
April 2000. The Biltmore will be marketed in New York on Spa Finder radio,
and will be broadcast on Spa Finder-TV into 24 million homes over the Foxs
The Health Network in 2000. and on their website at www.spafinder.com and
the Company website at www.biltmoresedona-spa.com.
The construction of the facilities were being financed through the sale of
Co-First Mortgage bonds as set forth in the prospectus dated May 17, 1999 and
construction loans provided by Church Loans and Investments Trust of Amarillo
Texas and First Republic Bank of Monroe, Louisiana. The total amount of bonds
to be sold was anticipated to be $9,900,000. Sale of bonds began in June 1999.
The bonds were offered for sale by MMR Investment Bankers, Inc. on a best
\efforts basis. In December 1999 it became evident that the sale of $9,900,000
within the time period required in the prospectus could not be accomplished. In
fact at the end of December 1999 only $ 2,860,500 in sale of bonds had
occurred. Therefore the sale of Series II bonds Oak Creek project, Series IV
bonds Farmerville project , and Series V bonds Natchitoches project were
terminated effective December 31, 1999. The total bonds terminated and not
sold were $ 6,300,000.
We were able to obtain part of funds needed to complete the facilities for
Series II, IV, and V from contributions by members and alternate financing to
cover the cost of completion of each of the facilities. We believe that an
additional $700,000 will be needed to complete Natchitoches and provide the
necessary funds to operate all of our facilities until stabilized occupancy is
achieved. We have estimated that the failure of the bonds to sell as
anticipated will result in additional cost in excess of $800,000. The
additional cost is the result of delays in construction caused by reduction of
funds for construction, lost revenues, additional interest expense, additional
points and fees caused by re-arranging financing, legal, and other related cost.
We believe the failure of the bonds sale occurred because of several factors.
The major factors were; (1) Increase in interest rates (2) Loss of confidence
of the public in public offerings of business in the healthcare field and
related industries.
We will not expand the Company anytime in the near future until we have
stabilized operations or sale of some of the facilities. We are also
considering the sale of one or more of the facilities in the first six months
of 2000.
Item 3. Legal Proceedings
The Company is not involved in any material legal proceedings at this time
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to a vote of security holders during the fourth
quarter of fiscal 1999.
Part II.
Item 5. Market for Registrants Bonds
The Bonds were offered by MMR Investment Bankers, Inc. (the Underwriter) on
a best efforts basis as agent for the Company. The Bonds were offered subject
to prior sale. The Offering of the Bonds (the Offering) was terminated as
of December 31, 1999. The Underwriter does not make a market in the Bonds.
There is no quoted market for the Bonds and there is no assurance a market will
develop. We are in discussions with several brokerage firms concerning the
possible providing a secondary market for our bonds. There are no assurances
that we will be successful in our efforts.
Item 6. Selected Financial Data
1999 1998
Revenue $ 135,529 $ 16,081
Net Income (loss) (685,119) (24,117)
Current Assets 248,220 26,236
Property and Equipment 9,296,743 3,817,725
Other Assets 2,324 110,000
Current Liabilities 3,788,224 691,290
Long-term debt 4,799,883 2,174,025
Other Liabilities 555,653 0
Stockholders Equity 403,527 1,088,646
Item 7. Managements Discussion and Analysis of Results of Operations
Change in Employees
Prior to the opening of the Oak Creek facility, the Company had no
operations. Employees consisted of the President, Joanne M.Caldwell-Bayles.
As of December 31, 1999, we have thirty-five employees, which include
operating and management personal for Sedona, Bastrop, Farmerville,
Minden and Natchitoches. Given the low unemployment in the property areas in
Louisiana we are please with a large number of applications for employment
in all Louisiana markets. The number application for employment in the
Sedona, Arizona area is limited and will have a possible negative impact on
operations.
Results of operations:
The Companys first facility opened for business on October 16, 1998 in Sedona,
Arizona, which has been converted to wellness spa. All of the Louisiana
facilities continue to operate as assisted living facilities. The Minden
facility opened for business in June 1999. Bastrop opened in November 1999 and
Farmerville opened for business in December 1999. The operating loss for 1999
for all properties was $685,119, which includes start-up costs of approximately
$112,000.00 for the Louisiana facilities. There have insufficient rentals to
form an opinion of future success with any certainty.
Major changes in Financial Conditions
The major changes in financial condition between December 31, 1998 and December
31, 1999 are as follows: Current assets consisted primarily of cash in the
amount of $ 248,220. Cash is restricted as follows: $89,419 to fund bond
reserve accounts and the balance of $ 141,521 is restricted to pay Operating
Fund Payments. Property and equipment increased from $3,817,725 as of
December 31,1998 to $ 9,296,743 as of December 31, 1999. The increase is the
result of completion of building projects and acquisition of equipment for the
five locations. Total current liabilities increased from $691,290 as of
December 31, 1998 to $ 3,788,224 as of December 31, 1999 consisting primarily
due to borrowings on interim construction loans. Long term debt increased
from $2,174,025 as of December 31, 1998 to $ 4,799,883 as of December 31, 1999
which consisted of bond payables. Liabilities due stockholders and affiliates
increased from $0 as of December 31, 1998 to $555,653 as of December 31, 1999.
$403,527 as of December 31, 1999 due to the operating loss sustained for the
year.
Liquidity and Financial Position
The Company receives significant operating funds from its affiliate The
Forsythe Group, Inc., through short-term loans. The ability of The Forsythe
Group to continue to make available loans is necessary for the continuing
success of the company. If future conditions would create problems in
Forsythes ability to advance funds to the Company, the Companys future
success would be in doubt.
Forward- Looking Statements:
Statements that are not historical facts, including statements about
(I) operating profits or losses as those discussed in results of operations;
(II) Impact of political decisions and new laws from the State and Federal
Government. The Company wishes to caution the reader that factors below,
along with the factors set forth in the Companys June 30, 1999,
September 30, 1999 and the prospectus along with the Companys other
documents filed with the SEC, have affected and could affect the Companys
actual results causing results to differ materially from those in any
forward-looking statement. These factors include: the acceptance of the
Assisted Living Concept by each of the communities in which they are located,
increased competition in each of the communities, economic outlook whether
the economy improves or slips into recession, technological changes in dealing
with seniors, change in government regulation, the success of strategic
decisions to improve financial performance, the ability of the Company to
contain cost, and the continued increase in the market acceptance of ALFs.
Item 8. Financial Statements and Supplementary Data
The financial statements for the Company and independent auditors report
incorporated herein by reference and is filed herewith as Exhibit A
Item 9. Changes in and Disagreements with Accountants
None
Part III.
Item 10. Directors and Executive Officers of the Registrant
The executive officers of The Biltmore Group of Louisiana, L.L.C. as of
December 31, 1999 were as follows:
Name Age Position with Company
Joanne M. Caldwell-Bayles 40 Managing member and member
Item 11. Executive Compensation
Joanne M. Caldwell-Bayles none
The company pays no Executive, officer or Director
Item 12. Security Ownership of Certain Beneficial Owners and Management
Percent of
Name & Address of Beneficial Owner Title of Class Class Owned
Joanne M. Caldwell Bayles Membership Interest 52%
507 Trenton Street
West Monroe, LA 71291
The Forsythe Group, Inx. Membership Interest 48%
507 Trenton Street
West Monroe, LA 71291
Joanne M.Caldwell-Bayles owns 100% of the capital stock of the Forsythe Group,
Inc.
Item 13. Certain Relationships and Related Transactions
Part IV.
Item 14. Report on 8-K
None
Item 15. Exhibit A, Financial Statement and Schedules
Exhibit B, Cover letter to be sent to the Common
Stockholders, Preferred Stockholders and Bondholder, along
with the 10-KSB for the year ending December 31, 1999.
Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized, in the City of
West Monroe, State of Louisiana, on March 24, 2000.
The Biltmore Group of Louisiana, L.L.C.
/s/Joanne M.Caldwell-Bayles
By: Joanne M. Caldwell-Bayles
Managing Member
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities indicated on March 24, 2000.
Signature Title
/s/ Joanne M. Caldwell-Bayles
Joanne M. Caldwell-Bayles Managing Member
The Forsythe Group, Inc.
/s/ Joanne M. Caldwell-Bayles
By: Joanne M. Caldwell-Bayles Member
President
The Biltmore Group of Louisiana, L.L.C.
507 Trenton Street
West Monroe, Louisiana 71291
318 323-2115 fax 318 323-6281
March 24, 2000
To our Bondholders
Our top priority in fiscal 1999 was to survive the disaster of the failure of
the bonds sales. I am pleased to report to you that we are on the way to do
just that. Nothing can be assured at this point, but the sun is shining and
we believe that success is within our reach.
Our marketing programs are producing results. We continue to develop new
programs each day to improve our ability to provide better care for the seniors
who have been placed in our care. We at Biltmore believe that ours is a labor
of love surrounded by trust of each family. We are honored to provide love
and work hard to justify each familys trust in us.
Management is providing you the entire 10-KSB (including exhibits), as filed
with Securities and Exchange Commission for your review. After careful review
of the 10-KSB, you may call or write if you have any questions.
Thank you for your trust and faith in us.
Sincerely,
/s/ Joanne M. Caldwell-Bayles
Joanne M. Caldwell-Bayles
Managing Member
THE BILTMORE GROUP OF LOUISIANA , L.L.C.
FINANCIAL STATEMENT
DECEMBER 31, 1999
The Biltmore Group of Louisiana, LLC.
Financial Statement
December 31, 1999
Table of Contents
Page
FINANCIAL STATEMENTS:
Report 1
Balance Sheet 2
Statement of Income 4
Statement of Members Equity 6
Statement of Cash Flows 7
Notes to Financial Statements 9
WILLIAM R. HULSEY
CERTIFIED PUBLIC ACCOUNTANT
2117 FORSYTHE AVENUE
MONROE, LOUISIANA
MEMBER MAILING ADDRESS
AMERICAN INSTITUTE OF P. O. BOX 2253
CERTIFIED PUBLIC ACCOUNTANTS MONROE, LOUISIANA 71207
SOCIETY OF LOUISIANA
CERTIFIED PUBLIC ACCOUTANTS (318) 362-9900
FAX (318) 362-9993
The Biltmore Group of Louisiana, L.L.C.
507 Trenton Street
West Monroe, Louisiana
I have audited the accompanying balance sheets of The Biltmore Group of
Louisiana, L.L.C. as of December 31, 1999 and 1998 and the related
statements of income, members equity and cash flows for the year ended
December 31, 1999 and for the period from July 1, 1998 to December 31, 1998.
These financial statements are the responsibility of the Companys
management. My responsibility is to express an opinion on these financial
statements based on my audit.
I conducted my audit in accordance with generally accepted auditing
standards. Those standards require that I plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. I believe that my audit provides
a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly
in all material respects, the financial position of The Biltmore Group of
Louisiana, L.L.C. at December 31, 1999 and 1998 and the results of its
operations and its cash flows for the year ended December 31, 1999 and for
the period from July 1, 1998 to December 31, 1998 in conformity with
generally accepted accounting principles.
March 24, 2000
/S/ Wm. R. Hulsey
William R. Hulsey
Certified Public Accountant
-2-
The Biltmore Group of Louisiana, LLC.
Balance Sheets
December 31, December 31,
1999 1998
ASSETS
Current assets:
Cash $ 17,280 $ 21,318
Escrow cash 141,521 0
Sinking fund cash 89,419 0
Prepaid Insurance 0 4,918
Total current assets 248,220 26,236
Property, plant and equipment
Buildings 8,641,626 2,878,986
Furniture and fixtures 53,340 0
Land 677,099 938,739
9,372,065 3,817,725
Less: Accumulated depreciation 75,322 0
Net property and equipment 9,296,743 3,817,725
Other Assets
Utility Deposits 2,324 0
Deferred Charges 0 110,000
Total Other Assets $ 9,547,287 $ 3,953,961
See accompanying notes.
The Biltmore Group of Louisiana, LLC. -3-
Balance Sheets
December 31, December 31,
1999 1998
LIABILITIES AND MEMBERS EQUITY
Current liabilities:
Accounts payable and
accrued expenses $ 249,830 $ 1,383
Notes Payable 3,538,394 689,907
3,788,224 691,290
Long-term debt:
Bonds payable 2,625,858 0
Notes Payable 2,174,025 2,174,025
4,799,883 2,174,025
Other liabilities:
Due to stockholders and affiliates 555,653 0
Members Equity 403,527 1,088,646
$ 9,547,287 $ 3,853,961
See accompanying notes.
The Biltmore Group of Louisiana, L.L.C. -4-
Statements of Income
For the year ended December 31, 1999 and the period from
July 1, 1998 to December 31, 1998
1999 1998
Revenues $ 135,529 $ 0
Expenses
Accounting 12,000 0
Activities 1,885 685
Advertising 25,669 2,331
Automobile 1,315 0
Bank Charges 673 30
Casual labor 4,143 0
Consulting 5,500 0
Decorations 3,366 0
Depreciation 75,322 0
Dues & subscripts. 1,692 1,167
Employee Education 2,902 498
Employee Screening 2,137 0
Equipment rental 8,954 231
Food Costs 20,011 0
Gloves 13 0
Housekeeping 5,177 439
Insurance 13,662 0
Interest 242,400 0
Laundry 432 0
Lawn Care 5,099 0
Licenses & permits 1,463 35
Management Fees 22,979 0
Miscellaneous 23,439 596
Office 196 21
Office Supplies 2,709 869
Paper Goods 24,149 0
Payroll Expenses 183,652 5,202
Pest Control 3,588 0
Pet Supplies 223 0
Postage & Delivery 2,986 635
Printing 10,189 1,263
Professional fees 10,845 0
Promotion 12,219 15
Rental Bonus 900 0
Repairs 11,959 0
Resident Gifts 317 0
Taxes 1,957 0
Telephone 9,156 347
Training & Education 1,420 0
Travel & Entertain 11,264 9,389
Uniforms 1,132 7
Utilities 49,212 457
Van Expense 975 0
Waste Removal 1,294 0
Wellness 73 0
Total Expenses 820,648 24,117
Net Income (Loss) ( 685,119) ( 24,117)
See accompanying notes
The Biltmore Group of Louisiana, L.L.C. -6-
Statements of Members Equity
For the year ended December 31, 1999 and the period from
July 1, 1998 to December 31, 1998
1999 1998
Beginning members equity $ 1,088,646 $( 0)
Contributions 0 1,112,763
Net Income (Loss) ( 685,119) ( 24,117)
Ending members equity $ 403,527 $ 1,088,646
See accompanying notes.
The Biltmore Group of Louisiana, L.L.C. -7-
Statements of Cash Flows
For the year ended December 31, 1999 and the period from
July 1, 1998 to December 31, 1998
1999 1998
Cash flows from operating activities:
Revenues received $ 135,529 $ 0
Cash paid to suppliers & employees ( 491,961) ( 27,652)
Net cash provided (used) by operations ( 356,432) ( 27,652)
Cash flows from investing activities
Purchase of equipment ( 53,340) 0
Payments towards construction ( 5,501,000) (2,878,986)
Purchase of land 0 ( 938,739)
Payments of deposits 2,324 0
Payment of deferred charges 0 ( 110,000)
Net cash provided by (applied to)
Investing activities (5,556,664) (3,927,725)
Cash flows from financing activities
Interim construction loans 2,848,487 689,907
Issuance of bonds 2,735,858 7,123,000
Land and Real Estate Bonds 0 2,174,025
Loans from affiliates 555,653 366,017
Contributions of Membership Equity 0 1,112,763
Net cash provided by (applied to)
financing activities 6,139,998 3,976,695
Net increase (decrease) in cash ( 226,902) 21,318
Cash at the beginning of the period 21,318 ( 0)
Cash at the end of the period 248,220 21,318
Reconciliation of net income to net cash provided by operations:
Net income (loss) from operations $ ( 685,119) $( 24,117)
Adjustments to reconcile net income to cash
Provided by operations
Depreciation 75,322 0
Decrease (increase) in prepaid expenses 4,918 (4,918)
Increase in accrued expenses $ 248,447 $ 1,383
Net cash provided (used) by
Operations $(356,432) $ ( 27,652)
See accompanying notes.
THE BILTMORE GROUP OF LOUISIANA, L.L.C.
Notes to Financial Statements
Note 1 - Summary of Significant Accounting Policies
Nature of Business
The Company is a Louisiana limited liability company established to develop
assisted living Centers and dementia facilities for the housing and care of
senior citizens in Bastrop, Farmerville, Minden, and Natchitoches , Louisiana
and Sedona, Arizona.
Basis of Accounting
The Company uses the accrual basis of accounting and will utilize a calendar
Year for all reporting purposes.
Income Taxes
The company is treated as a partnership for federal income tax purposes.
Consequently, federal income taxes are not payable by, or provided for, by the
Company.
Property, Buildings, Equipment, and Depreciation
Buildings and equipment are stated at cost and are to be depreciated by the
straight- line method over their estimated economic lives. Buildings shall
include capitalized construction period interest which will be treated as a
component cost of the building and depreciated over the same economic
life as the building.
Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affects certain reported amounts and disclosures. Accordingly, actual
results could differ from those estimates.
Advertising
The Company follows the policy of charging the costs of advertising to expense
as incurred.
Deferred Charges
Deferred charges represents the costs associated with obtaining long- term
financing for the care facilities of the Company. These costs are to be
amortized over the life of the bonds using the effective interest rate method.
These costs have been included as a component of Bonds payable on the balance
sheet.
Basis of Presentation
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles for financial information and with
instructions to Form 10-KSB and Article 10 of Regulations S-X. Accordingly,
they do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In
managements opinion, all adjustments (consisting of normal recurring
adjustments) considered necessary for a fair presentation of the audited
financial statements have been included. Operating results for interim
periods reflected are not necessarily indicative of the results that may be
expected for a full fiscal year. These financial statements should be
read in conjunction with the financial statements and notes thereto included
in the Companys Form 10-KSB. Certain reclassifications have been made to
previously reported amounts to conform with the current presentation.
Note 2 Related Party Transactions
The company has entered into a design/builder contract in the amount of
$1,777,000 with The Forsythe Group, Inc., one of its members, to construct the
Bastrop facility. The contract calls for cash payments of $ 1,352,000 during
the Construction of the facility as approved by the contract engineer, with the
balance $ 425,000 through the issuance of certificates of membership. As of
December 31, 1999, $1,242,227 has been paid on this contract and $ 175,000 of
membership equity has been issued for the services rendered in connection with
this project. The remainder of the $ 250,000 due to be paid through the
issuance of equity certificates will be issued at the completion of the project.
The company has entered into a design/builder contract in the amount of
$ 1,777,000 with The Forsythe Group, Inc., one of its members, to construct the
Farmerville facility. The contract calls for cash payments of $ 1,352,000
during the building of the facility as approved by the contract engineer, with
the balance of $ 425,000 through the issuance of certificates of membership.
As of December 30, 1999, $ 1,010,382 has been paid on this contract and
$ 135,000 of membership equity has been issued for the services rendered in
connection with this project. The remainder of the $ 290,000 due to be paid
through the issuance of equity certificates at the completion of the project
The company has entered into a design/builder contract in the amount of
$ 1,777,000 with The Forsythe Group, Inc., one of its members, to construct the
Minden facility. The contract calls for cash payments of $ 1,352,000 during
the building of the facility as approved by the contract engineer, with the
balance of $ 425,000 through the issuance of certificates of membership.
As of September 30, 1999, $ 1,241,792 has been paid on this contract and
$ 174,000 of membership equity has been issued for the services rendered in
connection with this project. The remainder of the $ 251,000 due to be paid
through the issuance of equity certificates will be issued at the completion
of the project.
The company has entered into a design/builder contract in the amount of
$ 1,777,000 with The Forsythe Group, Inc., one of its members, to construct the
Natchitoches facility. The contract calls for cash payments of $ 1,352,000
during the building of the facility as approved by the contract engineer, with
the balance of $ 425,000 through the issuance of certificates of membership.
As of December 31, 1999, $884,795 has been paid on this contract and $ 135,000
of membership equity has been issued for the services rendered in connection
with this project. The remainder of the $ 250,000 due to be paid through the
issuance of equity certificates will be issued at the completion of the project
The amounts shown as due to members and affiliates represents working capital
loans made for the construction and operation of the facilities. These amounts
advanced accrue interest at the current market rate.
Note 3 Development Stage Operations
As of December 31, 1999, the company had under development and in partial
operation one independent living facility located in the village of Oak Creek,
Sedona, Arizona, three assisted living facility (ALFs) open in Minden,
Bastrop, and Farmerville, Louisiana and one facility under construction in
Natchitoches, Louisiana.
Note 4 Bonds Payable
On May 17, 1999, the Companys issue of $ 9,900,000 of bonds became effective.
These bonds are to become the permanent financing for the projects reflected
in this financial statement. As of December 31, 1999, these bonds are in the
process of being sold with the proceeds of these bond sales used to liquidate
the construction loans. As of December 31, 1999, the status of these bonds is
as follows:
Amount Amount
Location Authorized Issued
Bastrop $ 1,800,000 $ 1,380,000
Minden $ 1,800,000 $ 1,480.500
Totals $ 3,600,000 $ 2,860,500
These bonds have varying interest rates from 6.5 percent per annum to 9.5
percent per annum. The maturity of these bonds is from six months to seven and
one-half years. Bonds payable on the balance sheet reflects the accrued
interest due and is reflected net after the deferred charges incurred in
issuing and selling the bonds.
The company engaged to sell the bonds on a best efforts basis was unable to
create a market for all of the issues which the Company originally intended
to offer. Therefore, the Company is in the process of arranging alternative
financing for the Farmerville, Natchitoches, and Sedona facilities.
Note 5 Notes Payable
Notes payable represents the construction loans which provide funding for the
interim construction payments for the facilities until the bonds are sold and
applied to pay off the debt. These loans bear interest at the current market
rate. The interest on these notes has been capitalized as construction period
interest and will be included as a component of the cost to be depreciated
over the estimated economic life of the facility.
Note 6 - Depreciation
Depreciation is calculated by use of the straight line method over the
estimated economic life of the assets. Buildings are depreciated over a
estimated useful life of forty years and furniture, fixtures and equipment are
depreciated over an estimated economic life of ten years. Depreciation
expense of $ 75,322 was incurred and charged to operations during 1999.
SUMMATION OF 10KSB
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENT OF THE BILTMORE GROUP OF LOUISIANA, L.L.C. AUDITED
FINANICIAL STATEMENT DATED DECEMBER 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
DECEMBER 31, DECEMBER 31,
1999 1998
ASSETS
TOTAL CURRENT ASSETS $ 248,220 $ 26,326
LAND , PROPERTY, PLANT,
EQUIPMENT 9,296,743 3,817,725
OTHER ASSETS 2,324 110,000
TOTAL ASSETS $ 9,547,287 $ 3,953,961
LIABILITY & STOCKHOLDERS EQUITY
CURRENT LIABILITIES $ 3,788,224 $ 691,290
LONG-TERM LIABILITIES 4,799,883 2,174,025
OTHER LIABILITIES 555,653 0
MEMBERS EQUITY 403,527 1,088,646
TOTAL LIABILITIES &
MEMBERS EQUITY $ 9,547,287 $ 3,953,961
INFORMATION SET FORTH IN THIS SCHEDULE DOES NOT CONTAIN ALL OF THE INFORMATION
NECESSARY AND SHOULD BE READ IN CONJUNCTION WITH THE COMPLETE AUDITED FINANCIAL
STATEMENT DATED DECEMBER 31, 1999 INCLUDING FOOTNOTES.
