SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
_X_ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter period ended May 31, 1999
----------------------------------------------------
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 0-10287
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NOONEY REAL PROPERTY INVESTORS-TWO, L.P.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Missouri 43-1182535
- ------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Memorial Drive, Suite 1000, St. Louis, MO 63102-2449
- --------------------------------------------- ----------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (314) 206-4600
-----------------------------
500 North Broadway, Suite 1000, St. Louis, MO 63102-2124
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Former name, former address and former fiscal year, if changed since last report
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 ___
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12,13, or 15 (d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes___ No ___
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable
date _______.
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PART I
ITEM 1 - FINANCIAL STATEMENTS:
NOONEY REAL PROPERTY INVESTORS-TWO, L.P.
(A LIMITED PARTNERSHIP)
BALANCE SHEETS
May 31, November 30,
1999 1998
(Unaudited)
----------- -----------
ASSETS:
Cash and cash equivalents $ 328,150 $ 486,156
Accounts receivable 120,042 119,039
Prepaid expenses and deposits 109,515 55,880
Investment property
Land 1,886,042 1,886,042
Buildings and improvements 14,183,928 14,137,031
------------ ------------
16,069,970 16,023,073
Less accumulated depreciation 9,413,429 9,189,847
------------ ------------
6,656,541 6,833,226
Deferred expenses-At amortized cost . 28,686 80,303
------------ ------------
$ 7,242,934 $ 7,574,604
============ ============
LIABILITIES AND PARTNERS' DEFICIT:
Liabilities:
Accounts payable and accrued expenses $ 451,668 $ 518,876
Mortgage notes payable 7,025,155 7,236,825
Refundable tenant deposits 99,271 80,086
------------ ------------
7,576,094 7,835,787
Partners' Deficit (333,160) (261,183)
------------ ------------
$ 7,242,934 $ 7,574,604
============ ============
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<TABLE>
NOONEY REAL PROPERTY INVESTORS-TWO, L.P.
(A LIMITED PARTNERSHIP)
STATEMENTS OF OPERATIONS AND PARTNERS' EQUITY (DEFICIT)
(UNAUDITED)
<CAPTION>
Three Months Ended Six Months Ended
May 31, May 31, May 31, May 31,
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUES:
Rental and other income $ 545,374 $ 875,381 $ 1,080,681 $ 1,460,362
Interest 9 3,702 18 4,411
----------- ----------- ----------- -----------
545,383 879,083 1,080,699 1,464,773
EXPENSES:
Interest 167,069 171,504 336,009 341,802
Depreciation and amortization 122,731 159,744 243,862 288,638
Real estate taxes 92,364 97,500 181,088 195,286
Property management fees paid to
Nooney Inc. 27,317 44,180 52,620 73,560
Reimbursement to Nooney Inc.
for partnership management
services and indirect expenses 7,500 7,500 15,000 15,000
Insurance 11,734 11,955 22,385 24,198
Parking Lot/Landscaping 28,902 16,693 35,873 26,158
Repairs & Maintenance 11,482 40,515 32,342 50,692
Office - General 15,545 8,346 25,646 18,409
Payroll 30,101 20,424 45,176 40,563
Professional Services 21,935 6,846 46,425 27,125
Taxes - Other 94 4,501 6,915 13,973
Vacancy Expense 18,458 91,855 34,574 108,880
Other operating expenses 16,356 10,807 74,761 33,321
----------- ----------- ----------- -----------
571,588 692,370 1,152,676 1,257,605
----------- ----------- ----------- -----------
NET (LOSS) INCOME $ (26,205) $ 186,713 $ (71,977) $ 207,168
=========== =========== =========== ===========
NET (LOSS) INCOME PER LIMITED
PARTNERSHIP UNIT $ (2.16) $ 15.41 $ (5.94) $ 17.09
=========== =========== =========== ===========
PARTNERS' DEFICIT:
Beginning of Period $ (306,955) $ (181,303) $ (261,183) $ (201,758)
Net (Loss) Income (26,205) 186,713 (71,977) 207,168
----------- ----------- ----------- -----------
End of Period $ (333,160) $ 5,410 $ (333,160) $ 5,410
=========== =========== =========== ===========
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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</TABLE>
<PAGE>
NOONEY REAL PROPERTY INVESTORS-TWO, L.P.
(A LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Six Months Ended
May 31, May 31,
1999 1998
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (Loss) Income $ (71,977) $ 207,168
Adjustments to reconcile net (loss) income
to net cash provided by operating activities:
Depreciation and amortization 243,862 288,638
Changes in assets and liabilities:
(Increase) Decrease in accounts receivable (1,003) 53,710
Increase in prepaid expenses and deposits (53,635) (101,696)
Decrease (Increase) in deferred expenses 31,337 (4,017)
(Decrease) Increase in accounts payable (67,208) 126,457
and accrued expenses
Increase (Decrease) in refundable tenant
deposits 19,185 (57)
--------- ---------
Total Adjustments 172,538 363,005
--------- ---------
Net cash from operating activities 100,561 570,173
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to investment property (46,897) (60,876)
--------- ---------
Net cash used in investing activities (46,897) (60,876)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on mortgage notes payable (211,670) (193,749)
--------- ---------
Net cash used in financing activities (211,670) (193,749)
--------- ---------
NET (DECREASE) INCREASE IN CASH
AND CASH EQUIVALENTS (158,006) 315,548
--------- ---------
CASH AND CASH EQUIVALENTS, beginning of period 486,156 448,898
--------- ---------
CASH AND CASH EQUIVALENTS, end of period $ 328,150 $ 764,446
========= =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION-Cash paid during period for interest $ 336,009 $ 341,802
========= =========
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
NOONEY REAL PROPERTY INVESTORS-TWO, L.P.
(A LIMITED PARTNERSHIP)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
THREE AND SIX MONTHS ENDED MAY 31, 1999 AND 1998
NOTE A:
Refer to the Registrant's financial statements for the year ended November 30,
1998, which are contained in the Registrant's Annual Report on Form 10-K, for a
description of the accounting policies which have been continued without change
except as noted below. Also, refer to the footnotes to those statements for
additional details of the Registrant's financial condition. The details in those
notes have not changed except as a result of normal transactions in the interim
or as noted below.
NOTE B:
The financial statements include only those assets, liabilities, and results of
operations of the partners which relate to the business of Nooney Real Property
Investors-Two, L.P. The statements do not include assets, liabilities, revenues
or expenses attributable to the partners' individual activities. No provision
has been made for federal and state income taxes since these taxes are the
responsibility of the partners. In the opinion of the general partners, all
adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position, results of operations and changes in
financial position at May 31, 1999 and for all periods presented have been made.
The results of operations for the three-month and six-month period ended May 31,
1999 are not necessarily indicative of the results which may be expected for the
entire year.
NOTE C:
The Registrant's properties are managed by Nooney, Inc., a wholly-owned
subsidiary of CGS Real Estate Company. Nooney Investors, Inc., a general
partner, is a wholly-owned subsidiary of S-P Properties, Inc. S-P Properties,
Inc is a wholly-owned subsidiary of CGS Real Estate Company.
NOTE D:
The income (loss) per limited partnership unit for the three and six months
ended May 31, 1999 and 1998 was computed based on 12,000 units, the number of
units outstanding during the periods.
NOTE E:
The Registrant has no other comprehensive income items, accordingly,
comprehensive income and net income are the same for all periods presented.
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<PAGE>
ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
It should be noted that this 10-Q contains forward-looking information (as
defined in the Private Securities Litigation Reform Act of 1995) that involves
risk and uncertainty, including trends in the real estate investment market,
projected leasing and sales, and the future prospects for the Registrant. Actual
results could differ materially from those contemplated by such statements.
Liquidity and Capital Resources
Cash on hand as of May 31, 1999 is $328,150, a decrease of $158,006 from year
end November 30, 1998. The decrease in cash can primarily be attributed to the
combination of the following factors: a lower occupancy level at Jackson
Industrial, therefore creating a decrease in rental income, a significant amount
of payments were made for snow removal during the 1st quarter of 1999, and a
December 1998 tax payment for Maple Tree Shopping Center. Cash produced from
operating activities for the six months ended May 31, 1999 was $100,561 and was
used to fund capital additions of $46,897 and make payments on mortgage notes of
$211,670. The Registrant plans to maintain adequate cash reserves and fund
capital expenditures from operations during the remainder of 1999. The capital
expenditures by property anticipated for the balance of 1999 are as follows:
Leasing Capital Other Capital Total
--------------- ------------- -----
Park Plaza I & II $ 23,530 $ 61,120 $ 84,650
Morenci Professional Park 13,104 95,266 108,370
Maple Tree Shopping Center 0 32,000 32,000
Jackson Industrial 277,226 37,000 314,226
------- ------ -------
$313,860 $225,386 $539,246
======== ======== ========
Leasing Capital at the Registrant's properties will fund tenant alterations and
lease commissions for upcoming new and renewal tenants. Other Capital at Park
Plaza I & II consists of roof repair and replacements. At Morenci Professional
Park, the Other Capital budgeted is for an upgrade to the exterior lighting,
asphalt overlay to the east side of the parking lot, and sidewalk replacement.
Other Capital at Maple Tree Shopping Center will be for a major asphalt overlay
of the rear drive and a partial roof replacement. At Jackson Industrial, the
Other Capital consists of separating suite utilities and entrance improvements.
The Registrant reviews cash reserves on a regular basis prior to beginning
scheduled capital improvements. In the event there is not adequate funds, the
capital improvement will be postponed until such funds are available.
The first mortgage debt on Morenci Professional Park and Park Plaza I and II
have maturity dates of October 2005 and December 2003, respectively. The first
mortgage debt on Jackson Industrial and Maple Tree Shopping Center will expire
in November 2000 and July 2009, respectively. The second mortgages secured by
Park Plaza I and II, Morenci Professional Park and Maple Tree Shopping Center
were extended on February 1, 1999 through August 1, 1999. The Registrant
believes the Lender will again renew these loans in August 1999. The interest
rate on these two second mortgages is the current prime rate plus 1.5%. The
interest rate on this debt as of May 31, 1999 was 9.25%. The balance of the
second mortgage debt on Park Plaza I and II and Morenci Professional Park as of
May 31, 1999 is $212,178. The balance of the second mortgage debt on Maple Tree
Shopping Center as of May 31, 1999 is $239,324.
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The future liquidity of the Registrant is dependent on its ability to fund
future capital expenditures and mortgage payments from operations and cash
reserves, maintain occupancy, and negotiate with lenders the refinancing of the
mortgage debt as it matures.
Results of Property Operations
The results of operations of the Registrant's properties for the quarter ended
May 31, 1999 and 1998 are detailed in the schedule below. Revenues and expenses
of the Registrant are not presented:
Jackson Maple Tree Park Plaza Morenci
Industrial Shopping Center I and II Prof. Park
---------- --------------- -------- ----------
1999
----
Revenues $ 120,706 $149,796 $140,188 $135,645
Expenses 212,787 118,261 79,481 131,433
--------- -------- -------- --------
Net (Loss) Income $ (92,081) $ 31,535 $ 60,707 $ 4,212
========= ======== ======== ========
1998
----
Revenues $ 473,966 $157,075 $119,672 $132,885
Expenses 364,395 118,259 84,872 107,387
--------- -------- -------- --------
Net Income $ 109,571 $ 38,816 $ 34,800 $ 25,498
========= ======== ======== ========
At Jackson Industrial, revenues decreased significantly when comparing the
quarter ended May 31, 1999 to the quarter ended May 31, 1998 due to termination
and early lease cancellation fees received from a former major tenant during 2nd
quarter 1998 and to the current decreased occupancy level at the property.
Expenses decreased $151,608 due to decreases in management fees ($17,663), also
due to the decreased occupancy level, repairs & maintenance-building ($22,300)
for preventative roof repairs done in 1998, vacancy expense ($77,871) due to the
refurbishment of the vacant suite and the resurfacing of the entrance lot in
relation to the vacancy of the major tenant in 1998, and amortization expense
($31,312) also attributable to the write off of the former tenant alteration
costs as fully-amortized assets in 2nd quarter 1998. These decreases were
partially offset by an increase in other operating expenses ($3,001).
At Maple Tree Shopping Center revenues decreased $7,279 when comparing the
quarter ending May 31, 1999 to the quarter ending May 31, 1998 due to decreases
in common area maintenance income ($4,206) and bad debt recovery ($10,263). The
debt recovery received in 2nd quarter 1998 related to amounts due from a prior
tenant. These decreases were partially offset by increases in rental income
($2,895) and percentage rent income ($847). Expenses remained consistent when
comparing the two quarters.
At Park Plaza I and II, revenues increased $20,516 when comparing the quarter
ended May 31, 1999 to the quarter ended May 31, 1998. The increase in income can
primarily be attributable to a prior year tax refund received in 2nd quarter
1999 ($14,252) and in increase in rental income due to higher rental rates.
Operating expenses at Park Plaza I and II decreased $5,391 when comparing
quarter ended May 31, 1999 to May 31, 1998. This decrease in expenses can be
attributable to a decrease in real estate tax expense ($9,606), partially offset
by an increase in payroll expense ($4,204). The decrease in tax expense is due
to lower annual taxes as a result of prior year tax appeals and the increase in
payroll is due to additional management staff.
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At Morenci Professional Park, revenues increased $2,760 when comparing the
quarter ending May 31, 1999 to the quarter ending May 31, 1998. The increase in
income can primarily be attributed to an increase in rental income due to a
slightly higher occupancy level than that of prior year. Expenses increased
$24,046 when comparing the two quarters. The increase is attributable to
increases in interest expense ($3,130), snow removal ($1,674), real estate tax
expense ($6,709), payroll ($2,633), legal services ($3,029), vacancy expense
($4,259), and other operating expenses ($2,612). The increase in tax expense can
be attributable to higher annual taxes for the property. Vacancy expenses have
increased from that of prior year due to costs incurred to update vacant suites.
The occupancy levels at May 31, 1999, 1998 and 1997 are as follows:
Occupancy levels as of May 31,
Property 1999 1998 1997
-------- ---- ---- ----
Park Plaza I & II 92% 96% 97%
Morenci Professional Park 95% 93% 86%
Maple Tree Shopping Center 100% 100% 100%
Jackson Industrial 61% 39% 100%
Leasing activity for the quarter at Park Plaza I & II consisted of one new lease
being signed for 2,340 square feet and two tenants vacating 7,040 square feet,
this caused a net decrease in occupancy of 6% from that of 1st quarter 1999. At
Park Plaza I and II, no tenant occupies more than 10% of the available space.
The second quarter leasing activity at Morenci Professional Park consisted of
four new tenants leasing 7,200 square feet and four tenants vacating 7,200
square feet. Occupancy remained consistent from that of first quarter 1999.
There are no major tenants occupying more than 10% of the space at this
property.
At Maple Tree Shopping Center occupancy increased (4%) to 100% during the
quarter. Leasing activity consisted of one tenant renewing their lease for 1,200
and one new lease being signed occupying 2,640 square feet. Two tenants occupy
18% and 42% of the available space with leases expiring April 30, 2000 and July
31, 1999, respectively. The Registrant has been notified that the tenant with
the lease expiring July 1999 intends to renew.
At Jackson Industrial, occupancy remained at 61% from that of 1st quarter 1999.
The property has two tenants who lease 61% of the available space. One of the
tenants occupies 40% of the available space with a lease expiring July 2002. The
other tenant occupies 21% with a lease expiring November 2001. Currently, the
Registrant has two potential tenants who could occupy 18% & 21% of remaining
available space. If the Registrant is successful, the property would be fully
leased.
Year 2000 Issues
Information Technology Systems
The Registrant utilizes computer software for its corporate and real property
accounting records and to prepare its financial statements, as well as for
internal accounting purposes. The vendor of the Registrant's software has
informed the Registrant that it is Year 2000 compliant. The Registrant believes
after reasonable investigation that its information technology hardware is Year
2000 compliant. However, in the event that such systems should fail, as a
contingency plan, the Registrant could prepare all required accounting entries
manually, without incurring material additional operating expenses.
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Non-Information Technology Systems
At the request of the Registrant, its property managers have completed their
review of the major date-sensitive non-information technology systems such as
elevators, heating, ventilation, air conditioning and cooling ("HVAC") systems,
locks, and other like systems in the Registrant's properties and have determined
that such systems are materially Year 2000 compliant. In some of the
Registrant's properties, its property managers have utilized the services of
third-party consultants in making this determination, while in other properties,
the property managers have internally made such determinations. The Registrant
does separately track the internal costs incurred for its Year 2000 project. The
Registrant does not believe that the Year 2000 issue will pose significant
problems to the Registrant's Information technology systems and non-Information
technology systems, or that resolution of any potential problems with respect to
such systems will have a material effect on the Registrant's financial condition
or results of operations.
Material Third Parties' Systems Failures
The most reasonable likely worst case scenario facing the Registrant as a result
of the Year 2000 problem would be the inability of its tenants to pay rent as a
result of a breakdown in such tenants' (or other financial service providers')
computer or the refusal of such tenants to pay their rent as a result of the
Registrant's inability to provide services due to non-Information technology
systems failure. Failure in a tenant's computer systems may cause delays in such
tenant's ability to process its accounting records and to make timely rent
payments. However, any such delays in rent payments, whether caused by systems
failure of tenant, property manager or a combination of the two, should not have
a materially adverse effect on the Registrant's business or results of
operations.
Risks
While delays caused by the failure of the tenants' or the property managers'
accounting or supply systems would likely not adversely affect the Registrant's
business or results of operations, non-Information technology systems failure in
the Registrants's properties could lead to tenants attempting to withhold their
rent payments, which could materially adversely effect the Registrant's
business, results of operations and financial conditions as a result of
increased legal costs. The Registrant believes that such material effect is
primarily limited to items of a utility nature furnished by third parties to the
Registrant and a wide universe of other customers. Included are such items as
electricity, natural gas, telephone service, and water, all of which are not
readily susceptible to alternate sources and which in all likelihood should be
available in some form. The Registrant has been unable to obtain assurances from
such utility companies as to their Year 2000 compliance, and does not expect
that such assurances will be forthcoming.
Such non-Information technology systems failure could force tenants to use the
stairs in such properties, rather than the elevators. However, none of the
properties owned by the Registrant is a high-rise building where such an
elevator failure could cause a material adverse effect to the operations of its
tenants, although such failure could make it impossible for any disabled tenants
or any disabled customers to access such properties. Moreover, as previously
discussed, the Registrant may suffer adverse effects in its results of
operations and financial condition as a result of utility or HVAC failures, for
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example. Such events could lead the tenants of the Registrant to withhold rent,
in the event that the Registrant's properties are not usable for their intended
purposes. The Registrant does not believe that rent abatement would be a lawful
tenant remedy for short term obligations unless such failure extend for a period
of 30 consecutive days. The Registrant intends to pursue its remedies for any
such breach of its rent obligations by a Tenant expeditiously and to the full
extend permitted by law.
1999 Comparison
Revenues for the quarter ended May 31, 1999 and 1998 are $545,383 and $879,083,
respectively. For the six month period ended May 31, 1999 and 1998 revenues are
$1,080,699 and $1,464,773, respectively. For the quarter ended, revenues
decreased $333,700 when comparing the two periods and for the six month period
revenues decreased $384,074. The decrease in revenue, for both periods, can
primarily be attributed to termination and early cancellation fees received at
Jackson Industrial during 2nd quarter 1998 from a former major tenant, not
received in 1999. In addition there were also decreases in common area
maintenance income, bad debt recovery, and rental income. For the quarters ended
May 31, 1999 and 1998 consolidated expenses were $571,588 and $692, 370
respectively. For the six month period ended May 31, 1999 and 1998, consolidated
expenses were $1,152,676 and $1,257,605 respectively. For the quarter ended,
consolidated expenses decreased $120,782 primarily due to decreases in interest
expense ($4,435), depreciation/amortization expense ($37,013), real estate tax
expense ($5,136), management fees ($16,863), repairs and maintenance related
expenses ($29,033), other tax expense ($4,407), and vacancy related expenses
($73,397). These decreases were partially offset by increases in parking
lot/landscaping ($12,209), office expenses ($7,199), payroll ($9,677),
professional services ($15,089), and other operating expenses ($5,549). The
decrease in depreciation/amortization, management fees, vacancy, and repairs &
maintenance are all attributable to the former major tenant vacancy at Jackson
Industrial in 1998, as mentioned in the property comparisons. The increase in
parking lot/landscaping is due to exterior maintenance at Maple Tree Shopping
Center. Office expenses increased from that of prior year due to computer
hardware and software costs incurred in 1999. The increase in payroll is
primarily due to additional staff at Park Plaza I & II, as also mentioned in the
property comparisons.
For the six month period ended May 31, 1999 compared to the same period in 1998,
consolidated expenses decreased $104,929 due to decreases in interest expense
($5,793), depreciation/amortization ($44,776), real estate tax expense
($14,198), management fees ($20,940), repairs and maintenance related expenses
($18,350), other taxes ($7,058) and vacancy expenses ($74,306). These decreases
were partially offset by increases in parking lot/landscaping ($9,715), office
expenses ($7,237), payroll ($4,613), professional fees ($19,300), and other
operating expenses ($41,440). All increases and decreases have been explained
earlier in the three month period comparison, and the cause remains consistent
for the six month period, with the exception of the decrease in other tax which
can be attributed to lower income tax at the partnership level and the increase
in other operating expenses, which is primarily due to significant snow removal
costs during 1st quarter 1999.
1998 Comparison
Revenues for the quarter ended May 31, 1998 and 1997 are $879,083 and $595,619,
respectively. For the six month period ended May 31, 1998 and 1997 revenues are
$1,464,773 and $1,183,784 respectively. For the quarter ended, revenues
increased $283,464 when comparing the two periods and for the six month period,
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<PAGE>
revenues increased $280,989. This increase in revenue can be attributed
primarily to the termination and early cancellation fees received at Jackson
Industrial, in addition to increases in common area maintenance income, bad debt
recovery, and interest income. For the quarters ended May 31, 1998 and 1997
consolidated expenses were $692,366 and 575,100 respectively. For the six month
period ended May 31, 1998 and 1997, consolidated expenses were $1,257,605 and
$1,190,810 respectively. For the quarter ended, consolidated expenses increased
$117,270 primarily due to increases in management fees ($14,385), repairs and
maintenance ($17,151), vacancy expenses ($81,658), and amortization ($32,662),
partially offset by decreases in interest expense ($15,240), depreciation
($3,757), and professional fees ($7,619). For the six month period ended May 31,
1998, compared to the same period in 1997, consolidated expenses increased
$66,795 due to increases in management fees ($14,505), repairs and maintenance
($18,946), vacancy expenses ($88,083), painting/decorating ($3,500), water/sewer
($4,409), and amortization ($31,899). These increases were partially offset by
decreases in interest expense ($33,136), snow removal ($21,062), professional
fees ($38,607), and depreciation ($2,567).
Inflation
The effects of inflation did not have material impact upon the Registrant's
operations in fiscal year 1998 and are not expected to materially affect the
Registrant's operations in 1999.
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<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
See Exhibit Index
(b) Reports on 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: July 15, 1999 NOONEY REAL PROPERTY INVESTORS-TWO, L.P.
-----------------
BY: NOONEY INVESTORS, INC.
General Partner
BY: /s/ Gregory J. Nooney, Jr.
--------------------------------
Gregory J. Nooney, Jr.
Vice Chairman
/s/ Patricia A. Nooney
--------------------------------
Patricia A. Nooney
President and Secretary
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<PAGE>
EXHIBIT INDEX
Exhibit Number Description
3.1 Amended and Restated Agreement and Certificate
of Limited Partnership dated November 5, 1979, is
incorporated by reference to the Prospectus contained
in Amendment No. 1 to the Registration Statement on Form
S-11 under the Securities Act of 1933 (File No. 2-65006).
27 Financial Data Schedule (provided for the information
of U.S. Securities and Exchange Commission only)
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<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS FOR NOONEY REAL PROPERTY INVESTORS-TWO, L.P. AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000312155
<NAME> NOONEY REAL PROPERTY INVESTORS-TWO, L.P.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> NOV-30-1999
<PERIOD-START> DEC-01-1998
<PERIOD-END> MAY-31-1999
<CASH> 328,150
<SECURITIES> 0
<RECEIVABLES> 120,042
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 557,707
<PP&E> 16,069,970
<DEPRECIATION> 9,413,429
<TOTAL-ASSETS> 7,242,934
<CURRENT-LIABILITIES> 451,668
<BONDS> 7,025,155
<COMMON> 0
0
0
<OTHER-SE> (333,160)
<TOTAL-LIABILITY-AND-EQUITY> 7,242,934
<SALES> 1,080,681
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<OTHER-EXPENSES> 816,667
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<INCOME-PRETAX> (71,977)
<INCOME-TAX> 0
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<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (71,977)
<EPS-BASIC> (5.94)
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</TABLE>