<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
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 0-10404
Winthrop Partners 81 Limited
Partnership (Exact name of small business issuer as
specified in its charter)
Massachusetts 04-2720480
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
One International Place, Boston, MA 02110
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (617) 330-8600
Indicate by check mark whether 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
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets (Unaudited)
(In Thousands, Except Unit Data)
March 31, December 31,
1997 1996
------------- ------------
Assets
Real Estate Leased to Others:
Accounted for under the operating method,
at cost, net of accumulated depreciation of
$870 (1997) and $858 (1996) $ 1,389 $ 1,401
Accounted for under the financing method 176 185
------------- ------------
1,565 1,586
Other Assets:
Cash and cash equivalents 491 419
Other - 2
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Total Assets $ 2,056 $ 2,007
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Liabilities and Partners' Capital
Liabilities:
Accounts payable and accrued expenses $ 36 $ 45
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Total Liabilities 36 45
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Partners' Capital:
Limited Partners -
Units of Limited Partnership Interest,
$500 stated value per Unit; authorized -
70,010 Units; issued and outstanding -
25,109 Units 2,296 2,243
General Partners (Deficit) (276) (281)
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Total Partners' Capital 2,020 1,962
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Total Liabilities and Partners' Capital $ 2,056 $ 2,007
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See notes to financial statements.
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
Statements of Income (Unaudited)
(In Thousands, Except Unit Data)
For The Three Months Ended
--------------------------
March 31, March 31,
1997 1996
--------- ---------
Income:
Rental income from real estate leases accounted
for under the operating method $ 74 $ 81
Interest on short-term investments 6 2
Interest income on real estate leases accounted
for under the financing method 4 4
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Total income 84 87
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Expenses:
Depreciation 12 13
Management fees 1 1
General and administrative 13 13
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Total expenses 26 27
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Net income $ 58 $ 60
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Net income allocated to general partners $ 5 $ 5
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Net income allocated to limited partners $ 53 $ 55
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Net income per Unit of Limited Partnership Interest $ 2.11 $ 2.19
--------- ---------
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Distributions per Unit of Limited Partnership Interest $ - $ 3.23
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See notes to financial statements.
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
Statements of Partners' Capital (Unaudited)
(In Thousands, Except Unit Data)
Units of
Limited General Limited
Partnership Partners' Partners' Total
Interest Deficit Capital Capital
----------- --------- --------- ----------
Balance - January 1, 1997 25,109 $ (281) $ 2,243 $ 1,962
Net income 5 53 58
----------- --------- --------- ----------
Balance - March 31, 1997 25,109 $ (276) $ 2,296 $ 2,020
----------- --------- --------- ----------
----------- --------- --------- ----------
See notes to financial statements.
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
Statements of Cash Flows (Unaudited)
(In Thousands)
For The Three Months Ended
--------------------------
March 31, March 31,
1997 1996
--------- --------
Cash Flows From Operating Activities:
Net income $ 58 $ 60
Adjustments to reconcile net income to net
cash provided
by operating activities:
Depreciation 12 13
Changes in assets and liabilities:
Decrease in other assets 2 -
(Decrease) increase in accounts payable and
accrued expenses (9) 2
--------- ----------
Net cash provided by operating activities: 63 75
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Cash Flows From Investing Activities:
Minimum lease payments received, net of interest
income earned, on leases accounted for under
the financing method 9 8
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Cash provided by investing activities 9 8
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Cash Flows From Financing Activities:
Cash distributions - (76)
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Cash used in financing activities - (76)
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Net increase in cash and cash equivalents 72 7
Cash and cash equivalents, beginning of period 419 234
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Cash and cash equivalents, end of period $ 491 $ 241
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--------- ----------
See notes to financial statements.
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. General
The accompanying financial statements, footnotes and discussions
should be read in conjunction with the financial statements,
related footnotes and discussions contained in the Partnership's
annual report on Form 10-KSB for the year ended December 31,
1996.
The financial information contained herein is unaudited. In the
opinion of management, all adjustments necessary for a fair
presentation of such financial information have been included.
All adjustments are of a normal recurring nature. Certain amounts
have been reclassified to conform to the March 31, 1997
presentation. The balance sheet at December 31, 1996 was derived
from audited financial statements at such date.
The results of operations for the three months ended March 31,
1997 and 1996 are not necessarily indicative of the results to be
expected for the full year.
2. Related Party Transactions
Management fees paid or accrued by the Partnership to an
affiliate of the Managing General Partner, totaled $1,000 during
each of the three months ended March 31, 1997 and 1996.
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
Item 6. Management's Discussion and Analysis or Plan of Operation.
This Item should be read in conjunction with the financial statements
and other items contained elsewhere in the report.
Liquidity and Capital Resources
The Partnership's two remaining properties include a retail store and
a warehouse which are each leased to a single tenant pursuant to a
triple net lease. The lease with GTE North Incorporated (the "GTE
Lease") expired in April 1997 (see below) and the recently extended
lease with Frank's Nursery and Crafts, Inc. (the "Frank's Lease")
expires in January 2003, subject to extension. GTE has vacated the
property. The Partnership has engaged a local broker to attempt to
procure a new tenant for this property. Upon expiration of tenant
leases, and if new leases are not entered into with the existing
tenants, the Partnership will be required to either sell the
properties or procure new tenants.
The Partnership receives rental income from its properties which is
its primary source of liquidity. Pursuant to the terms of the leases,
the tenants are responsible for substantially all of the operating
expenses with respect to the properties including maintenance,
capital improvements, insurance and taxes. The Partnership would be
responsible for similar expenses if the properties were not re-let
upon the expiration of such leases.
The level of liquidity based on cash and cash equivalents experienced
a $72,000 increase at March 31, 1997 as compared to December 31,
1996. The Partnership's $63,000 of cash provided by operating
activities and $9,000 of cash provided by investing activities
increased it's cash reserves. At March 31, 1997, the Partnership had
$491,000 in cash reserves.
The Partnership requires cash primarily to pay management fees and
general and administrative expenses. In addition, if the Partnership
is unable to sell its remaining properties prior to their lease
expiration, extend the current leases or re-let the properties upon
the expiration of the lease terms, the Partnership would be
responsible for operating expenses, such as real estate taxes,
insurance and utility expenses associated with the properties.
Pursuant to the expiration of the GTE Lease, the Partnership will be
responsible for approximately $45,000 of annual operating costs which
consist principally of real estate taxes. The Partnership's rental
and interest income was sufficient through the expiration of the GTE
Lease, to satisfy the Partnership's obligations. Until the property
which was occupied by GTE is re-let or sold, the Partnership
anticipates that it will be necessary to utilize its cash reserves to
supplement the cash provided from rental and interest income to fully
satisfy its obligations.
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
Item 6. Management's Discussion and Analysis or Plan of Operation (Continued)
Liquidity and Capital Resources (Continued)
Due to the net and long-term nature of the original leases, inflation
and changing prices have not significantly affected the Partnership's
revenues and net income. As tenant leases expire, the Partnership
expects that inflation and changing prices will affect the
Partnership's revenues. Due to the expiration and non-renewal of the
GTE lease, the general partner has decided to suspend cash
distributions in order to maintain cash reserves, which may be needed
to fund potential capital improvements required in connection with
the re-letting of the property. The Frank's Lease was recently
extended at a small increase in rent. The Partnership invests its
working capital reserves in a money market mutual fund.
Results of Operations
Net income decreased by $2,000 for the three months ended March 31,
1997 as compared to 1996, due to a decrease in revenues of $3,000
which was partially offset by a decrease in expenses of $1,000.
Rental income decreased for the three months ended March 31, 1997, as
compared to 1996 due to the receipt of $7,000 in percentage rents in
February 1996. The Partnership is not due any percentage rents in
1997. Expenses remained constant for the three months ended March 31,
1997 as compared to 1996.
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
27. Financial Data Schedule
99. Supplementary Information Required Pursuant to
Section 9.4 of the Partnership Agreement.
(b) Reports on Form 8-K:
No reports on Form 8-K were filed during the three months
ended March 31, 1997.
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BY: ONE WINTHROP PROPERTIES, INC.
Managing General Partner
BY: /s/ Michael L. Ashner
------------------------------------
Michael L. Ashner
Chief Executive Officer and Director
BY: /s/ Edward V. Williams
------------------------------------
Edward V. Williams
Chief Financial Officer
Dated: May 13, 1997
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WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
Exhibit Index
Exhibit Page No.
27. Financial Data Schedule -
99. Supplementary Information Required Pursuant to
Section 9.4 of the Partnership Agreement. 12
11 of 12
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Exhibit 99
WINTHROP PARTNERS 81 LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1997
Supplementary Information Required Pursuant to Section 9.4 of the Partnership
Agreement
1. Statement of Cash Available for Distribution for the three months
ended March 31, 1997:
Net income $ 58,000
Add: Depreciation charged to income not
affecting cash available for distribution 12,000
Minimum lease payments received, net of interest
income earned, on leases accounted for under the
financing method 9,000
Less: Other noncash item (7,000)
Cash to reserves (72,000)
---------
Cash Available for Distribution $ 0
=========
2. Fees and other compensation paid or accrued by the Partnership to the
General Partners, or their affiliates, during the three months ended
March 31, 1997:
Entity Receiving Form of
Compensation Compensation Amount
---------------- ------------------------ --------
Winthrop
Management Property Management Fees $ 1,000
WFC Realty Co., Inc.
(Initial Limited Partner) Interest in Cash Available $ -
for Distribution
12 of 12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from Winthrop
Partners 81 Limited Partnership and is qualified in its entirety by reference to
such financial statements.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 491,000
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 2,435,000
<DEPRECIATION> (870,000)
<TOTAL-ASSETS> 2,056,000
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 2,020,000
<TOTAL-LIABILITY-AND-EQUITY> 2,056,000
<SALES> 0
<TOTAL-REVENUES> 78,000
<CGS> 0
<TOTAL-COSTS> 13,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 58,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 58,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 58,000
<EPS-PRIMARY> 2.11
<EPS-DILUTED> 2.11
</TABLE>
