<PAGE> 1
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 quarterly period ended March 31, 2000
----- 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 0-7798
FIRST WILKOW VENTURE, A LIMITED PARTNERSHIP
(Exact Name of Registrant as Specified in Its Charter)
Illinois 36-6169280
- ----------------------------- --------------------
(State of Organization) (IRS Employer Identification No.)
180 North Michigan Avenue, Chicago, Illinois 60601
(Address of Principal Executive Offices)
Registrant's Telephone Number, including area code: (312) 726-9622
Securities Registered Pursuant to Section 12(h) of the Act: None
Securities Registered Pursuant to Section 12(g) of the Act:
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> 2
Independent Accountant's Report
To the Partners
First Wilkow Venture
We have reviewed the accompanying consolidated balance sheet of First
Wilkow Venture (the "Partnership") as of March 31, 2000, and the
related consolidated statements of operations and cash flows for the
three-month period then ended. These financial statements are the
responsibility of the management of the Partnership.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical
procedures to financial data and making inquiries of persons
responsible for financial and accounting matters. It is substantially
less in scope than an audit in accordance with generally accepted
auditing standards, the objective of which is the expression of an
opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the accompanying consolidated financial
statements in order for them to be in conformity with generally
accepted accounting principles.
The accompanying consolidated balance sheet for the year ended December
31, 1999, was audited by us, and we expressed an unqualified opinion on
it in our report dated February 22, 2000, but we have not performed any
auditing procedures since that date.
Because we were not engaged to audit or review the statements of
operations and cash flows for the three month period ended March 31,
1999, we did not extend our procedures to enable us to express an
opinion on the results of operations and cash flows. Accordingly, we
express no opinion on them.
PHILIP ROOTBERG & COMPANY, LLP
Chicago, IL
May 2, 2000
<PAGE> 3
FIRST WILKOW VENTURE
(A LIMITED PARTNERSHIP)
CONSOLIDATED BALANCE SHEET
March 31,
2000 December 31,
(Unaudited) 1999
----------- -----------
ASSETS
REAL ESTATE AND INVESTMENTS IN REAL ESTATE PARTNERSHIPS
Real Estate:
Land $ 6,549,546 $ 6,549,546
Buildings and Improvements 55,161,240 54,898,422
Fixtures and Equipment 76,517 113,105
----------- -----------
Total 61,787,303 61,561,073
Less-Accumulated Depreciation 17,796,504 17,429,429
----------- -----------
Net Real Estate 43,990,799 44,131,644
Investment in Real Estate Partnerships 6,704,990 5,311,479
----------- -----------
Total 50,695,789 49,443,123
----------- -----------
LOANS RECEIVABLE 818,087 818,087
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OTHER ASSETS
Cash 434,900 134,846
Short-term cash investments 2,820,000 3,905,000
Short-term cash investments - Restricted 250,000 250,000
Receivable 584,117 927,730
Prepaid Expenses 6,306 6,306
Deposits 1,064,643 1,463,045
Deferred Charges 1,427,003 1,474,504
----------- -----------
Total 6,586,969 8,161,431
----------- -----------
TOTAL ASSETS $58,100,845 $58,422,641
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
MORTGAGES AND LOANS PAYABLE
Mortgages Payable $38,471,864 $38,244,272
Notes Payable 11,027 11,027
----------- -----------
Total 38,482,891 38,255,299
----------- -----------
OTHER LIABILITIES
Accounts Payable and Accrued Expenses 161,411 243,444
Accrued Property Taxes 2,043,707 2,569,229
Deferred State Income Taxes 200,000 200,000
Security Deposits and Prepaid Rent 611,028 776,696
Accrued Interest 31,831 31,555
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Total 3,047,977 3,820,924
----------- -----------
MINORITY INTEREST 2,174,845 2,144,797
----------- -----------
PARTNERS' CAPITAL
(170,916 units authorized and issued) 14,395,132 14,201,621
----------- -----------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $58,100,845 $58,422,641
=========== ===========
Note: Balance Sheet at 12/31/99 taken from the audited financial statements at
that date.
See accountant's report and accompanying notes to consolidated financial
statements
<PAGE> 4
FIRST WILKOW VENTURE
CONSOLIDATED STATEMENT OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 2000 AND 1999
(UNAUDITED)
Three Months
Ended March 31,
--------------------------
2000 1999
----------- -----------
REVENUES
Rental Income $ 3,147,645 $ 2,474,608
Interest Income 79,860 110,896
Other Income 50,264 0
----------- -----------
3,277,769 2,585,504
----------- -----------
PARTNERSHIP INVESTMENTS' INCOME (LOSS)
Share of Net Income 86,323 63,622
----------- -----------
EXPENSES
Operating Expenses 1,094,859 835,490
Real Estate Taxes 613,194 595,231
Depreciation and Amortization 506,870 448,949
Interest Expense 773,932 655,595
General and Administrative 17,916 701
----------- -----------
3,006,771 2,535,966
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INCOME BEFORE MINORITY
INTEREST AND TAXES 357,321 113,160
MINORITY INTEREST IN
SUBSIDIARIES NET INCOME/LOSS (78,300) 16,993
PROVISION FOR STATE
INCOME TAXES 0 0
----------- -----------
NET INCOME $ 279,021 $ 130,153
=========== ===========
UNITS USED TO COMPUTE PER UNIT AMOUNTS 170,916 170,916
NET INCOME PER UNIT $ 1.63 $ 0.76
=========== ===========
DISTRIBUTION PER UNIT $ 0.50 $ 0.35
=========== ===========
See accountant's report and accompanying notes to consolidated financial
statements
<PAGE> 5
<TABLE>
<CAPTION>
FIRST WILKOW VENTURE
CONSOLIDATED STATEMENT OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 2000 AND 1999
(UNAUDITED)
Three Months Ended March31,
---------------------------
2000 1999
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 279,021 $ 130,153
Non Cash Items Included in Net Income
Minority Interest in Subsidiaries Net Income/Loss 78,300 (16,993)
Depreciation and Amortization 506,870 448,948
Decrease in Net Payable and Accrued (30,932) (210,268)
Share of Partnership's Net Income (86,323) (63,622)
----------- -----------
Net Cash Provided by Operating Activities 746,936 288,218
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Partnership Investment Draws 72,794 55,439
Investment in Land and Buildings (276,752) (42,632)
Investment in Partnerships (1,380,000) (359,625)
Decrease in Minority Interest (48,252) (41,325)
Increase in Mortgage and Notes Receivable 0 (1,546,806)
Investment in Deferred Charges (41,772) (73,318)
----------- -----------
Net Cash Used by Investing Activities (1,673,982) (2,008,267)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (Decrease) in Mortgage and Notes Payable 328,309 (1,805,686)
Cash Distribution to Partners (85,458) (59,821)
Mortgage Principal Payments (100,751) (116,910)
----------- -----------
Net Cash Provided (Used) by Financing Activities 142,100 (1,982,417)
----------- -----------
INCREASE (DECREASE) IN CASH AND EQUIVALENTS (784,946) (3,702,466)
CASH AND EQUIVALENTS - BEGINNING OF PERIOD 4,039,846 4,849,406
----------- -----------
CASH AND EQUIVALENTS - END OF PERIOD $ 3,254,900 $ 1,146,940
=========== ===========
</TABLE>
See accountant's report and accompanying notes to consolidated financial
statements
<PAGE> 6
FIRST WILKOW VENTURE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2000
1 - Financial Statements
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.
Certain amounts for 1999 have been reclassified to conform with the
presentation for 2000.
No provision for Federal Income Taxes has been made since First Wilkow
Venture (the "Registrant") is a partnership and the partners report their
pro-rata share of income or loss individually.
Reference is made to the Registrant's annual report for the year ended
December 31, 1999, for a description of other accounting principles and
additional details for the Registrant'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.
2 - Subsequent Events
On April 10, 2000, the Registrant made a distribution to its partners in
the amount of $341,832.00 or $2.00 per unit based on 170,916 units
outstanding at March 31, 2000.
On April 10, 2000, the Registrant invested $243,000 to obtain a 26.01%
interest in Yorkshire Plaza Investors, LLC, which owns Yorkshire Plaza, a
shopping center located in Aurora, Illinois.
<PAGE> 7
FIRST WILKOW VENTURE
FORM 10-Q
MANAGEMENT DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
MARCH 31, 2000
Overview
Reference made to Registrant's annual report for the year ended December
31, 1999 for a discussion of the partnership's business.
On January 10, 2000, the Registrant made a distribution to its partners in
the amount of $85,458.00, or $.50 per unit.
On February 24, 2000, the Registrant invested $880,000 to obtain a 19.00%
interest in M&J Prospect Crossing Limited Partnership, which owns Centre at Lake
in the Hills, a shopping center located in Lake in the Hills, Illinois.
On February 24, 2000, M&J/Retail Limited Partnership invested $500,000 to
obtain a 10.79% interest in M&J Prospect Crossing Limited Partnership, which
owns Centre at Lake in the Hills, a shopping center located in Lake in the
Hills, Illinois.
<PAGE> 8
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 March 31, 2000 and 1999.
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: /s/ Marc R. Wilkow
-------------------------------------
Marc R. Wilkow, General Partner and
President of M&J Wilkow, Ltd., its
Managing Agent
DATED: May 10, 2000
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 May 10, 2000.
/s/ Clifton J. Wilkow
-------------------------------------
Clifton J. Wilkow, General Partner and
Executive Vice President of
M&J Wilkow, Ltd.
/s/ Thomas Harrigan
-------------------------------------
Thomas Harrigan, Vice President of
M&J Wilkow, Ltd.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 3,254,900
<SECURITIES> 0
<RECEIVABLES> 1,402,204
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 5,159,966
<PP&E> 61,787,303
<DEPRECIATION> 17,796,504
<TOTAL-ASSETS> 58,100,845
<CURRENT-LIABILITIES> 2,205,118
<BONDS> 38,482,891
0
0
<COMMON> 0
<OTHER-SE> 14,395,132
<TOTAL-LIABILITY-AND-EQUITY> 58,100,845
<SALES> 3,147,645
<TOTAL-REVENUES> 3,277,769
<CGS> 0
<TOTAL-COSTS> 1,094,859
<OTHER-EXPENSES> 631,110
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 773,932
<INCOME-PRETAX> 279,021
<INCOME-TAX> 0
<INCOME-CONTINUING> 279,021
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 279,021
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>