<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended September 30, 1995
[ ] Transition report under Section 13 or 15(d) of the Exchange Act
Commission file number 0-10468
SACRAMENTO HOTEL PARTNERS, L.P.
(Exact name of small business issuer as specified in its charter)
<TABLE>
<S> <C>
California 95-3592946
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
</TABLE>
5525 Oakdale Avenue, Suite 300, Woodland Hills, California 91364
(Address of principal executive offices)
(818) 888-6500
(Issuer's telephone number, including Area Code)
Check whether the issuer: (1) filed all reports required to be filed
by Section 13 or 15(d) of the Exchange Act during the past 12 months, and (2)
has been subject to such filing requirements for the past 90 days.
Yes x No
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Transitional Small Business Disclosure Format: Yes No x
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
The accompanying unaudited financial statements of Sacramento
Hotel Partners, L.P. (formerly Western Host Sacramento Partners) have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-QSB.
Accordingly, these statements do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of the General Partners of the
Registrant, all adjustments necessary for a fair presentation have been
included. The financial statements presented herein have been prepared in
accordance with the accounting policies described in the Registrant's Annual
Report on Form 10-KSB for the year ended December 31, 1994 and should be read
in connection therewith.
1
<PAGE> 3
SACRAMENTO HOTEL PARTNERS, L.P.
(A Limited Partnership)
BALANCE SHEETS
(Unaudited)
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<CAPTION>
September 30, December 31,
1995 1994
---------- ----------
<S> <C> <C>
ASSETS
CASH $108,249 $82,030
INTEREST RECEIVABLE 47,060 20,667
NOTE RECEIVABLE - NET 1,957,172 1,891,691
---------- ----------
TOTAL $2,112,481 $1,994,388
========== ==========
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES:
Accounts payable and accrued liabilities $1,466 $2,614
Accounts payable - related parties 4,500 500
Debt 180,556 305,556
---------- ----------
Total liabilities 186,522 308,670
---------- ----------
PARTNERS' EQUITY:
General Partners (40 units issued and outstanding) 19,328 16,917
Limited Partners (3,946 units issued and outstanding) 1,906,631 1,668,801
---------- ----------
Total Partners' equity 1,925,959 1,685,718
---------- ----------
TOTAL $2,112,481 $1,994,388
========== ==========
</TABLE>
2
<PAGE> 4
SACRAMENTO HOTEL PARTNERS, L.P.
(A Limited Partnership)
STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
(Unaudited)
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<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1995 1994 1995 1994
------- ------- -------- --------
<S> <C> <C>
REVENUES:
Interest (includes amortization of
discount of note receivable of
$15,586 and $27,032, and
$65,481 and $81,123 for the
three and nine months ended
September 30, 1995 and 1994,
respectively) $94,265 $90,211 $279,576 $268,011
------- ------- -------- --------
EXPENSES:
Interest 5,667 9,137 20,404 27,735
Partnership administration
and professional fees 3,419 1,871 18,931 18,888
------- ------- -------- --------
Total 9,086 11,008 39,335 46,623
------- ------- -------- --------
NET INCOME $85,179 $79,203 $240,241 $221,388
======= ======= ======== ========
ALLOCATION OF NET INCOME:
General Partners $855 $795 $2,411 $2,222
Limited Partners (3,946 Limited
Partnership units outstanding) 84,324 78,408 237,830 219,166
------- ------- -------- --------
Total $85,179 $79,203 $240,241 $221,388
======= ======= ======== ========
PER UNIT INFORMATION:
(based upon 3,986 total
Units outstanding): $21.37 $19.87 $60.27 $55.54
======= ====== ======= ======
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3
<PAGE> 5
SACRAMENTO HOTEL PARTNERS, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
(Unaudited)
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<CAPTION>
Nine Months Ended
September 30,
1995 1994
-------- --------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $240,241 $221,388
Adjustments to reconcile net income to net
cash provided by operating activities:
Amortization of discount on note receivable (65,481) (81,123)
Change in assets and liabilities:
Interest receivable (26,393)
Accounts payable and accrued liabilities 2,852 63
-------- --------
Net cash provided by operating activities 151,219 140,328
FINANCING ACTIVITIES:
Repayment of debt (125,000) (111,111)
--------- ---------
NET INCREASE IN CASH 26,219 29,217
CASH AT BEGINNING OF PERIOD 82,030 44,658
CASH AT END OF PERIOD $108,249 $73,875
======== =======
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4
<PAGE> 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.
On April 20, 1990, the Partnership sold substantially all of
its assets to Fred C. Sands. The sale price was approximately $3.6 million,
consisting of approximately $500,000 in cash and a promissory note in the
amount of $3.1 million (the "Sands Note").
The Sands Note is due and payable on April 1, 1997 and
provides for payments of interest at the rate of 8% per year through April 1,
1995, and at the rate of 10% per year from April 1, 1995 until paid. However,
pursuant to the Partnership's April 1995 Forbearance Agreement with Mr. Sands,
Mr. Sands is continuing to pay the Partnership interest monthly at the rate of
8% per annum, subject to the conditions that no default occurred under the
Sands Note and that additional interest on unpaid principal accruing monthly at
the rate of 2% per annum be paid, together with interest on such deferred
monthly amounts at the rate of 10% per annum, on April 1, 1997.
As of July 14, 1995 the Partnership owed $222,000 to City
National Bank, which obligation is evidenced by a promissory note dated
September 7, 1993, as amended by the Loan Revision Agreement dated July 27,
1994 (the "CNB Note"). On July 14, 1995, the Partnership and City National
Bank entered into a second Loan Revision Agreement extending the maturity date
of this obligation from August 3, 1995 to October 3, 1996, and providing for
payments of principal of $13,890 per month plus interest on unpaid principal,
with interest continuing to accrue at the prime rate plus 2.5%. At September
30, 1995 the outstanding balance on the CNB Note was $180,556.
The Partnership does not plan to conduct any activities during
the next twelve months other than collecting interest under the Sands Note and
paying amounts owed under the CNB Note. Interest income received from the note
receivable is expected to be sufficient to pay the Partnership's ongoing
expenses and to repay the Partnership's debt.
5
<PAGE> 7
PART II - OTHER INFORMATION
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
27 Financial Data Schedule
(b) Reports on Form 8-K:
None.
6
<PAGE> 8
SIGNATURE
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.
SACRAMENTO HOTEL PARTNERS, L.P.
By /s/ John F. Rothman
---------------------------
John F. Rothman
General Partner
Dated: November 13, 1995
7
<PAGE> 9
EXHIBIT INDEX
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<CAPTION>
SEQUENTIALLY
EXHIBIT NUMBERED
NUMBER Description PAGE
- ------ ----------- ------------
<S> <C>
27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 108,249
<SECURITIES> 0
<RECEIVABLES> 2,004,232
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,112,481
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 2,112,481
<CURRENT-LIABILITIES> 5,966
<BONDS> 180,556
<COMMON> 0
0
0
<OTHER-SE> 1,925,959
<TOTAL-LIABILITY-AND-EQUITY> 2,112,481
<SALES> 0
<TOTAL-REVENUES> 279,576
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 18,931
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 20,404
<INCOME-PRETAX> 240,241
<INCOME-TAX> 0
<INCOME-CONTINUING> 240,241
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 240,241
<EPS-PRIMARY> 60.27
<EPS-DILUTED> 0
</TABLE>
