UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the period ended June 30, 1996
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the transition period from to
----------------- ----------------
Commission File Number 0-9208
------
PUBLIC STORAGE PROPERTIES V, LTD.
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
California 95-3292068
- -------------------------------- ---------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
701 Western Avenue
Glendale, California 91201
- -------------------------------- ---------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 244-8080
--------------
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
-- --
<PAGE>
INDEX
Page
----
PART I. FINANCIAL INFORMATION
Condensed balance sheets at June 30, 1996
and December 31, 1995 2
Condensed statements of income for the three
and six months ended June 30, 1996 and 1995 3
Condensed statement of partners' deficit for the
six months ended June 30, 1996 4
Condensed statements of cash flows for the
six months ended June 30, 1996 and 1995 5
Notes to condensed financial statements 6-7
Management's discussion and analysis of
financial condition and results of operations 8-10
PART II. OTHER INFORMATION 11
<PAGE>
<TABLE>
PUBLIC STORAGE PROPERTIES V, LTD.
CONDENSED BALANCE SHEETS
<CAPTION>
June 30, December 31,
1996 1995
-------------------- --------------------
(Unaudited)
ASSETS
<S> <C> <C>
Cash and cash equivalents $ 2,491,000 $ 1,156,000
Marketable securities of affiliate
(cost of $5,283,000 in 1996 and 1995) 9,087,000 8,371,000
Rent and other receivables
96,000 85,000
Real estate facilities, at cost:
Buildings and equipment 14,389,000 14,158,000
Land (including land held for sale of $230,000 and $593,000
at June 30, 1996 and December 31, 1995, respectively) 4,714,000 5,077,000
-------------------- --------------------
19,103,000 19,235,000
Less accumulated depreciation (8,653,000) (8,281,000)
-------------------- --------------------
10,450,000 10,954,000
-------------------- --------------------
Other assets 367,000 571,000
-------------------- --------------------
Total assets $ 22,491,000 $ 21,137,000
==================== ====================
LIABILITIES AND PARTNERS' EQUITY
Accounts payable $ 134,000 $ 101,000
Deferred revenue 208,000 196,000
Mortgage note payable 22,969,000 23,196,000
Partners' deficit:
Limited partners' deficit, $500 per
unit, 44,000 units authorized,
issued and outstanding (3,433,000) (4,042,000)
General partners' deficit (1,191,000) (1,402,000)
Unrealized gain on marketable securities 3,804,000 3,088,000
-------------------- --------------------
Total partners' deficit (820,000) (2,356,000)
-------------------- --------------------
Total liabilities and partners' deficit $ 22,491,000 $ 21,137,000
==================== ====================
</TABLE>
See accompanying notes.
2
<PAGE>
<TABLE>
PUBLIC STORAGE PROPERTIES V, LTD.
CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
------------------------------------ ----------------------------------
1996 1995 1996 1995
----------------- ----------------- ---------------- ----------------
(Restated)
REVENUE:
<S> <C> <C> <C> <C>
Rental income $ 1,631,000 $ 1,528,000 $ 3,215,000 $ 3,034,000
Dividends and other income
(including dividends from marketable
securities of affiliate) 120,000 103,000 234,000 203,000
----------------- ----------------- ---------------- ----------------
1,751,000 1,631,000 3,449,000 3,237,000
----------------- ----------------- ---------------- ----------------
COSTS AND EXPENSES:
Cost of operations 403,000 392,000 800,000 782,000
Management fees paid to affiliate 88,000 91,000 177,000 181,000
Depreciation 189,000 170,000 372,000 330,000
Administrative 21,000 20,000 30,000 34,000
Environmental cost - - - 25,000
Interest expense 640,000 651,000 1,263,000 1,304,000
----------------- ----------------- ---------------- ----------------
1,341,000 1,324,000 2,642,000 2,656,000
----------------- ----------------- ---------------- ----------------
Net income before gain
on sale of land 410,000 307,000 807,000 581,000
Gain on sale of land 13,000 - 13,000 -
----------------- ----------------- ---------------- ----------------
NET INCOME $423,000 $307,000 $820,000 $581,000
================= ================= ================ ================
Limited partners' share of net income
($18.45 per unit in 1996 and $13.07
per unit in 1995) $ 812,000 $ 575,000
General partners' share of net income 8,000 6,000
================ =================
$ 820,000 $ 581,000
================ =================
</TABLE>
See accompanying notes.
3
<PAGE>
<TABLE>
PUBLIC STORAGE PROPERTIES V, LTD.
CONDENSED STATEMENT OF PARTNERS' DEFICIT
(UNAUDITED)
<CAPTION>
Limited General Marketable Partners'
Partners Partners Securities Deficit
------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance at December 31, 1995 ($4,042,000) ($1,402,000) $3,088,000 ($2,356,000)
Unrealized gain on marketable
securities - - 716,000 716,000
Net income 812,000 8,000 - 820,000
Equity transfer (203,000) 203,000 - -
------------------ ----------------- ------------------ ----------------
Balance at June 30, 1996 ($3,433,000) ($1,191,000) $3,804,000 ($820,000)
================== ================= ================== ================
</TABLE>
See accompanying notes.
4
<PAGE>
<TABLE>
PUBLIC STORAGE PROPERTIES V, LTD.
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<CAPTION>
Six Months Ended
June 30,
--------------------------------------------
1996 1995
-------------------- -------------------
Cash flows from operating activities:
<S> <C> <C>
Net income $ 820,000 $ 581,000
Adjustments to reconcile net income to net cash
provided by operating activities
Gain on sale of land (13,000) -
Depreciation 372,000 330,000
Increase in rent and other receivables (11,000) (34,000)
Decrease in other assets 32,000 42,000
Amortization of prepaid management fees 172,000 -
Increase (decrease) in accounts payable 33,000 (156,000)
Increase (decrease) in deferred revenue 12,000 (13,000)
-------------------- -------------------
Total adjustments 597,000 169,000
-------------------- -------------------
Net cash provided by operating activities 1,417,000 750,000
-------------------- -------------------
Cash flows from investing activities:
Proceeds from sale of land 376,000 -
Additions to real estate facilities (231,000) (221,000)
-------------------- -------------------
Net cash provided by (used in) investing activities 145,000 (221,000)
-------------------- -------------------
Cash flows from financing activities:
Principal payments on mortgage notes payable (227,000) (216,000)
-------------------- --------------------
Net cash used in financing activities (227,000) (216,000)
-------------------- -------------------
Net increase in cash and cash equivalents 1,335,000 313,000
Cash and cash equivalents at the beginning of the period 1,156,000 675,000
-------------------- --------------------
Cash and cash equivalents at the end of the period $ 2,491,000 $ 988,000
==================== ===================
Supplemental schedule of noncash investing and financing activities:
Increase in fair value of marketable securities $ (716,000) $ (836,000)
==================== ===================
Unrealized gain on marketable securities 716,000 836,000
==================== ===================
Decrease in land due to sale 363,000 -
==================== ===================
</TABLE>
<PAGE>
PUBLIC STORAGE PROPERTIES V, LTD.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
1. The accompanying unaudited condensed financial statements have been
prepared pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to
such rules and regulations, although management believes that the
disclosures contained herein are adequate to make the information presented
not misleading. These unaudited condensed financial statements should be
read in conjunction with the financial statements and related notes
appearing in the Partnership's Form 10-K for the year ended December 31,
1995.
2. In the opinion of management, the accompanying unaudited condensed
financial statements reflect all adjustments, consisting of only normal
accruals, necessary to present fairly the Partnership's financial position
at June 30, 1996, the results of its operations for the three and six
months ended June 30, 1996 and 1995 and its cash flows for the six months
then ended.
3. The results of operations for the three and six months ended June 30, 1996
are not necessarily indicative of the results expected for the full year.
4. Certain prior year amounts have been reclassified to conform with the 1996
presentation.
5. Marketable securities at June 30, 1996 consist of 440,584 shares of common
stock of Public Storage, Inc., a publicly traded real estate investment
trust and a general partner of the Partnership. The Partnership has
designated its portfolio of marketable securities as available for sale.
Accordingly, at June 30, 1996, the Partnership has recorded the marketable
securities at fair value, based upon the closing quoted prices of the
securities at June 30, 1996, and a corresponding unrealized gain totaling
$716,000 as a credit to Partnership equity.
6
<PAGE>
6. In 1995, the Partnership prepaid eight months of 1996 management fees at a
total cost of $229,000. The Partnership expensed $172,000 of the 1996
prepaid management fees for the six months ended June 30, 1996. The balance
of prepaid management fees, $57,000, is included in other assets in the
Balance Sheet at June 30, 1996.
7. In August 1992, the buildings at a mini-warehouse facility located in
Miami, Florida were completely destroyed by Hurricane Andrew. The
Partnership received insurance proceeds totaling $2,881,000, which included
an amount for the replacement cost of the destroyed buildings as well as
for business interruption. In 1993, the General Partners decided that it
would be more beneficial to the Partnership, given the condition of the
market area of the mini-warehouse, to cease operations at this location,
and, therefore, decided not to reconstruct the buildings. Accordingly, in
1993, the Partnership reduced real estate facilities by the net book value
of the destroyed buildings, resulting in a gain of $1,369,000.
In June 1996, the Partnership sold approximately 61% of the related land
for a net sales price of $376,000, and realized a gain on the sale of
$13,000. The buyer of the land has an option to purchase the remaining 39%
of the land for $450,000.
7
<PAGE>
PUBLIC STORAGE PROPERTIES V, LTD.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
- ---------------------
Three and six months ended June 30, 1996 compared to three and six months
ended June 30, 1995:
The Partnership's net income for the six months ended June 30, 1996 and
1995 was $820,000 and $581,000, respectively, representing an increase of
$239,000 or 41%. Net income for the three months ended June 30, 1996 and 1995
was $423,000 and $307,000, respectively, representing an increase of $116,000 or
38%. These increases are primarily the result of increased operating results at
the Partnership's mini-warehouse facilities, decreased interest expense, and a
$13,000 gain recognized on the sale of vacant land.
Rental income was $3,215,000 compared to $3,034,000 for the six months
ended June 30, 1996 and 1995, respectively, representing an increase of $181,000
or 6%. Rental income was $1,631,000 compared to $1,528,000 for the three months
ended June 30, 1996 and 1995, respectively, representing an increase of
$103,000. The increases for the three and six months ended June 30, 1996 are
attributable to increases in rental rates and occupancy levels at the
Partnership's mini-warehouse and business-park facilities. Realized rent at the
mini-warehouse facilities for the six months ended June 30, 1996 increased to
$.78 per occupied square foot from $.75 per occupied square foot for the six
months ended June 30, 1995. Weighted average occupancy levels at the
mini-warehouse facilities were 90% and 89% for the six months ended June 30,
1996 and 1995, respectively. Rental income at the Partnership's San Francisco
business park facility increased by $26,000 for the six months ended June 30,
1996 compared to the same period in 1995 due to increases in both rental rates
and occupancy levels. Realized rent for the six months ended June 30, 1996
increased from $.98 per occupied square foot for the six months ended June 30,
1996 to $1.15 per occupied square foot at the business park. Weighted average
occupancy levels at the business park facility were 92% and 91% for the six
months ended June 30, 1996 and 1995, respectively.
Other income increased $17,000 and $31,000 for the three and six months
ended June 30, 1996, respectively, compared to the same periods in 1995. These
increases are primarily the result of an increase in dividend income earned on
marketable securities of affiliate. The increase is attributable to an increase
in the number of shares owned in 1996 compared to the same period in 1995.
8
<PAGE>
Cost of operations (including management fees paid to affiliates) increased
$14,000 to $977,000 from $963,000 for the six months ended June 30, 1996 and
1995, respectively. Cost of operations increased $8,000 to $491,000 from
$483,000 for the three months ended June 30, 1996 and 1995, respectively. These
increases are primarily attributable to increases in property taxes, payroll,
and tenant improvement expenses at the Partnership's business park facility,
partially offset by a decrease in repairs and maintenance expense.
In 1995, the Partnership prepaid eight months of 1996 management fees on
its mini-warehouse operations (based on the management fees for the comparable
period during the calendar year immediately preceding the prepayment) discounted
at the rate of 14% per year to compensate for early payment. During the six
month period ended June 30, 1996, the Partnership expensed $172,000 of prepaid
management fees. The amount is included in management fees paid to affiliates in
the condensed statements of income. As a result of the prepayment, the
Partnership saved approximately $16,000 in management fees, based on the
management fees that would have been payable on rental income generated in the
six months ended June 30, 1996 compared to the amount prepaid.
Interest expense decreased $41,000 for the six months ended June 30, 1996
compared to the same period in 1995 due primarily to a lower outstanding loan
balance in 1996 over 1995.
In 1995, the Partnership incurred cost of $25,000 to conduct environmental
assessments of its properties to evaluate the environmental condition of and
potential environmental liabilities of such properties. Those assessments did
not indicate any environmental contamination of any of its property sites which
individually or in the aggregate would be material to the Partnership's overall
business, financial condition, or results of operations. No such cost was
incurred in 1996.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
Cash flows from operating activities ($1,417,000 for the six months ended
June 30, 1996) have been sufficient to meet all current obligations of the
Partnership, including principal repayments of the Partnership's note payable.
At June 30, 1996, the Partnership held 440,584 shares of common stock
(marketable securities) with a fair value totaling $9,087,000 (cost basis of
$5,283,000 at June 30, 1996) in Public Storage, Inc. The Partnership recognized
$194,000 in dividends for the six months ended June 30, 1996, which is included
in other income in the condensed statements of income.
In June 1996, the Partnership sold approximately 61% of vacant land for a
net price of $376,000 ($400,000 less $24,000 of selling cost), resulting in a
$13,000 gain on the sale. The buyer of the land has an option to purchase the
remaining 39% of the land for $450,000.
9
<PAGE>
In the third quarter of 1991, quarterly distributions were discontinued to
enable the Partnership to make principal payments that commenced in 1991 and to
increase cash reserves in subsequent years through 1999, at which time the
remaining principal balance is due.
10
<PAGE>
PART II. OTHER INFORMATION
Items 1 through 5 are inapplicable.
Item 6 Exhibits and Reports on Form 8-K.
(a) The following exhibit is included herein:
(27) Financial Data Schedule
(b) Form 8-K
None
SIGNATURES
Pursuant to the requirements 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.
DATED: August 13, 1996
PUBLIC STORAGE PROPERTIES V, LTD.
BY: Public Storage, Inc.
General Partner
BY: /s/ Ronald L. Havner, Jr.
Ronald L. Havner, Jr.
Senior Vice President and Chief
Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000277925
<NAME> PUBLIC STORAGE PROPERTIES V, LTD.
<MULTIPLIER> 1
<CURRENCY> US
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<EXCHANGE-RATE> 1
<CASH> 2,491,000
<SECURITIES> 9,087,000
<RECEIVABLES> 96,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 11,674,000
<PP&E> 19,103,000
<DEPRECIATION> (8,653,000)
<TOTAL-ASSETS> 22,491,000
<CURRENT-LIABILITIES> 342,000
<BONDS> 22,969,000
0
0
<COMMON> 0
<OTHER-SE> (820,000)
<TOTAL-LIABILITY-AND-EQUITY> 22,491,000
<SALES> 0
<TOTAL-REVENUES> 3,449,000
<CGS> 0
<TOTAL-COSTS> 977,000
<OTHER-EXPENSES> 402,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,263,000
<INCOME-PRETAX> 807,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 820,000
<EPS-PRIMARY> 18.45
<EPS-DILUTED> 18.45
</TABLE>
