<PAGE> 1
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 quarterly period ended June 30, 1995 _________
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 No. 0-7798
FIRST WILKOW VENTURE
(Exact name of registrant as specified in its charter)
ILLINOIS 36-6169280
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
180 NORTH MICHIGAN AVENUE, CHICAGO, ILLINOIS 60601
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (312) 726-9622
NOT APPLICABLE
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
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months and (2) has been subject to such filing
requirements for the past 90 days. YES X NO _______
<PAGE> 2
FIRST WILKOW VENTURE
(A LIMITED PARTNERSHIP)
CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
JUNE 30,
1995 DECEMBER 31,
(UNAUDITED) 1994
----------- ------------------------
ASSETS
<S> <C> <C>
REAL ESTATE AND INVESTMENTS IN REAL ESTATE PARTNERSHIPS
-------------------------------------------------------
Real Estate
Land $10,206,120 $10,206,120
Buildings and Improvements 63,547,149 63,190,047
Fixtures and Equipment 1,492,486 1,470,318
------------- -----------
Total 75,245,755 74,866,485
Less-Accumulated Depreciation 20,030,123 18,998,458
------------ -----------
Net Real Estate 55,215,632 55,868,027
Investments in Real Estate Partnerships 3,586,481 3,740,835
------------- -----------
Total 58,802,113 59,608,862
------------ -----------
LOANS RECEIVABLE 1,104,358 1,045,496
---------------- ------------- -----------
OTHER ASSETS
------------
Cash 384,868 451,138
Certificates of Deposit 687,998 77,998
Receivable 854,133 838,619
Prepaid Expenses 184,475 146,354
Deposits 644,246 922,151
Deferred Charges
1,183,935 1,281,931
------------- -----------
Total 3,939,655 3,718,191
------------- -----------
TOTAL ASSETS
------------
$63,846,126 $64,372,549
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
MORTGAGES AND LOANS PAYABLE
---------------------------
Mortgages Payable $42,220,744 $42,457,688
Notes Payable 5,190,328 4,730,621
----------- -----------
Total 47,411,072 47,188,309
----------- -----------
OTHER LIABILITIES
-----------------
Accounts Payable and Accrued Expenses 415,764 577,534
Accrued Property Taxes 2,681,949 2,556,878
Deferred State Income Taxes 200,000 200,000
Security Deposits and Prepaid Rent 459,517 566,044
Accrued Interest 539,534 479,581
----------- -----------
Total 4,296,764 4,380,037
----------- -----------
MINORITY INTEREST 1,493,937 1,587,487
----------------- ----------- -----------
PARTNERS' CAPITAL (178,972 units authorized and issued) 10,644,353 11,216,716
----------------- ----------- -----------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $63,846,126 $64,372,549
--------------------------------------- =========== ===========
</TABLE>
Note: Balance Sheet at 12/31/94 has been taken from the audited financial
statements at that date.
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<PAGE> 3
FIRST WILKOW VENTURE
CONSOLIDATED STATEMENT OF OPERATIONS
THREE AND SIX MONTHS ENDED JUNE 30, 1995 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Six Months
Ended June 30, Ended June 30,
----------------------------- -----------------------------
1995 1994 1995 1994
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
REVENUES
--------
Rental Income $2,643,737 $2,762,962 $5,517,386 $5,779,194
Hotel Income 672,416 683,336 1,446,067 1,510,737
Interest Income 42,769 30,975 79,317 71,764
Other Income 30,360 20,908 38,262 25,978
----------- ----------- ----------- -----------
3,389,282 3,498,181 7,081,032 7,387,673
----------- ----------- ----------- -----------
PARTNERSHIP INVESTMENTS' INCOME (L0SS)
--------------------------------------
Share of Net Income (Loss) 21,499 (23,549) 32,286 (51,075)
Provision for Loss in Book Value - - - -
------------- ------------- ------------ -------------
21,499 (23,549) 32,286 (51,075)
------------- ------------- ------------ -------------
EXPENSES
--------
Operating Expenses 1,121,687 1,189,928 2,296,172 2,472,072
Real Estate Taxes 699,318 683,835 1,425,580 1,315,147
Depreciation and Amortization 617,018 614,125 1,234,118 1,375,445
Interest Expense 1,101,920 1,294,054 2,179,338 2,525,274
General and Administrative 309,756 310,786 594,925 652,867
----------- ----------- ----------- -----------
3,849,699 4,092,728 7,730,133 8,340,805
----------- ----------- ----------- -----------
INCOME (LOSS) BEFORE
--------------------
MINORITY INTEREST
-----------------
AND TAXES (438,918) (618,096) (616,815) (1,004,207)
---------
MINORITY INTEREST IN
--------------------
SUBSIDIARIES NET LOSS 43,128 69,121 44,450 64,136
---------------------
PROVISION FOR STATE
-------------------
INCOME TAXES 0 0 0 0
------------ ----------- ---------- ----------- ----------
NET INCOME (LOSS) $ (395,790) $(548,975) $ (572,365) $(940,071)
----------------- =========== ========== =========== ==========
EARNINGS PER UNIT
BASED ON 178,972
UNITS OUTSTANDING $(2.21) $(3.07) $(3.20) $(5.25)
======= ======= ======= =======
DISTRIBUTION PER UNIT $0.00 $0.00 $0.00 $0.00
===== ===== ===== =====
</TABLE>
NOTE 1: No provision for Federal Income Taxes has been made since First Wilkow
Venture is a partnership and the partners report their pro-rata share
of income or loss individually.
-3-
<PAGE> 4
FIRST WILKOW VENTURE
CONSOLIDATED STATEMENT OF CASH FLOWS
SIX MONTHS ENDED JUNE 30, 1995 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended June 30,
------------------------------------------
1995 1994
------------ ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
------------------------------------
Net Income (Loss) $(572,365) $(940,071)
Non Cash Items Included in Net Income
Minority Interest in Subsidiaries
Net Income/Loss (44,450) (64,136)
Depreciation and Amortization 1,234,118 1,375,445
Amortization of Debt Forgiveness Income (36,788) -
(Decrease) Increase in Net Payables and
Accrued Expense 140,997 327,714
Share of Partnership's Net (Income) Loss (32,286) 51,075
---------- ----------
Total Cash Provided (Used) from Operating Activities
689,226 750,027
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
------------------------------------
Partnership Investment Draws 189,391 72,304
(Increase) in Land and Buildings (377,566) (991,473)
Investment in Partnerships (2,751) (14,896)
(Decrease) Increase in Minority Interest (49,100) (49,600)
(Decrease) Increase in Mortgage and Notes Payable 459,707 (1,427,147)
(Increase) Decrease in Mortgage and Notes Receivable (58,862) (14,586)
Investment in Deferred Charges (106,161) (297,613)
---------- ----------
Total Cash Provided (Used) from Investing Activities
54,658 (2,723,011)
----------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
------------------------------------
Mortgage Principal Payments (200,154) (516,397)
----------- ----------
Total Cash Provided (Used) from Financing Activities
(200,154) (516,397)
----------- ----------
INCREASE (DECREASE) IN CASH AND EQUIVALENTS 543,730 (2,489,381)
CASH AND EQUIVALENTS - BEGINNING OF PERIOD 529,136 4,056,501
------------------------------------------ ----------- ----------
CASH AND EQUIVALENTS - END OF PERIOD $1,072,866 $1,567,120
------------------------------------ =========== ==========
</TABLE>
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<PAGE> 5
FIRST WILKOW VENTURE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1995
Accounting Policies
The financial statements have been prepared in accordance with
generally accepted accounting principles. Under this method of accounting,
revenues are recorded when earned and expenses are recorded when incurred.
Reference is made to the Partnership's annual report for the year
ended December 31, 1994, for a description of other accounting policies and
additional details for the Partnership's financial condition, results of
operations, changes in Partners' capital and statement of cash flows for the
year then ended. The details provided in the notes thereto have not changed as
a result of normal transactions in the interim.
-5-
<PAGE> 6
FIRST WILKOW VENTURE
FORM 10-Q
MANAGEMENT DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
JUNE 30, 1995
Overview
Reference is made to partnership's annual report for the year ended
December 31, 1994 for a discussion of the partnership's business.
On January 20, 1995, the Registrant entered into a revolving credit
facility with the LaSalle Bank. The facility, due February 1, 1996 pays
interest at the prime rate. Maximum borrowing under the facility agreement are
the lesser of $800,000 or 80% of the fair market value of the Registrant's
Investment in Duke Realty Limited Partnership. As of August 12, 1995 the
amount outstanding under this facility was $650,000. Borrowing under the
facility are secured by the partnership units of Duke Realty Limited
Partnership owned by the Registrant.
In January 1995, the Registrant advanced Tango Bay Suites $200,000 to
fund operating deficits.
At December 31, 1993, First Wilkow Venture invested a total of
$65,718 to acquire a 6.667% interest in S & S Venture. S & S Venture
acquired a property in Des Plaines, Illinois on July 26, 1975 which was sold on
March 15, 1995. The registrant has included a $32,832 gain on this partnership
investment as a result of the sale of the underlying asset held by S & S
Venture.
On July 1, 1995, First Wilkow Venture sold 300 Class A Units of M &
J/Retail Limited Partnership for a total of $314,800 resulting in a gain of
$137,245 and reducing its ownership in this partnership from 56.97% to 52.75%.
On July 28, 1995, Freeport Office Partners Limited extended the
$5,200,000 loan held by Confederation Life for five years effective August 1,
1995. The interest rate is 9% based on a 30 year amortization schedule. The
agreement calls for all cash flow after operating expenses and debt service on
the Confederation Life Loan to be funded into an escrow until $125,000 is
funded or until the lease with Consolidated Freightway is extended for three
years. The funds in the escrow are available for capital expenditures provided
they have been approved, in advance, by the lender.
On July 28, 1995 M & J/Retail Limited Partnership, owned 52.75% by the
Registrant, acquired a majority interest in Northlake Tower Limited
Partnership, contributing $1,124,109 of a total initial capital requirement of
$1,251,000, with a potential capital requirement of $1,375,000. Northlake
Tower Limited Partnership owns a 17.08% share of BSRT/M & J Northlake Limited
Partnership, which purchased a leasehold interest in the Northlake Tower
Festival Shopping Center for $16,989,000 on July 28, 1995 subject to a
$10,350,000 first mortgage loan bearing interest only at the fixed rate of 8.5%
per annum for ten years. The shopping center, consisting of 303,956 square
feet of improvements and five outlots, is located in Atlanta, Georgia. In a
related transaction, M & J/Retail Limited Partnership loaned $66,917, of a
total loan facility of $75,000, to Northlake Tower Corporation, a General
Partner of both Northlake Tower Limited Partnership and BSRT/M & J Northlake
Limited Partnership.
On July 28, 1995 M & J/Retail Limited Partnership, an entity in which
the Registrant hold a 52.75% interest, refinanced a retail center located at
Broadway and Berwyn in Chicago, Illinois. The term of the new loan, with a
principal amount of $2,750,000, is five years at an interest rate of 8.20% and
amortization based on 25 years.
-6-
<PAGE> 7
REMARKS
In the opinion of the General Partners, the financial information of
this report includes all adjustments, including estimated provisions for items
normally settled at year end, and is a fair statement of the results for the
interim ended June 30, 1995 and 1994.
SIGNATURES
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.
FIRST WILKOW VENTURE
By: Marc R. Wilkow
------------------------------------
Marc R. Wilkow, General Partner and
President of M & J Wilkow, Ltd., its
Managing Agent
DATED: August 12, 1995
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, in the capacities indicated, on August 12, 1995.
Clifton J. Wilkow
--------------------------------------
Clifton J. Wilkow, General Partner and
Executive Vice President of
M & J Wilkow, Ltd.
Thomas Harrigan
----------------------------------
Thomas Harrigan, Vice President of
M & J Wilkow, Ltd.
-7-
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 1,072,866
<SECURITIES> 0
<RECEIVABLES> 1,958,491
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,755,720
<PP&E> 75,245,755
<DEPRECIATION> 20,030,123
<TOTAL-ASSETS> 63,846,126
<CURRENT-LIABILITIES> 3,097,713
<BONDS> 47,411,072
<COMMON> 0
0
0
<OTHER-SE> 10,644,353
<TOTAL-LIABILITY-AND-EQUITY> 63,846,126
<SALES> 6,963,453
<TOTAL-REVENUES> 7,081,032
<CGS> 0
<TOTAL-COSTS> 2,296,172
<OTHER-EXPENSES> 2,020,505
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,179,338
<INCOME-PRETAX> (572,365)
<INCOME-TAX> 0
<INCOME-CONTINUING> (572,365)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (572,365)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
