UNITED STATES 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 quarterly period ended March 31, 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 number: 0-11059
BURGER KING LIMITED PARTNERSHIP II
(Exact name of registrant as specified in its charter)
New York 13-3133321
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) identification No.)
3 World Financial Center, New York, NY 10285
(Address of principal executive offices) (Zip code)
(212) 526-3237
(Registrant's telephone number, including area code)
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
INDEX
Page No.
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets at March 31, 1995 and December 31, 1994 3
Statement of Partners' Capital (Deficit) for the
three months ended March 31, 1995 3
Statements of Operations for the three months ended
March 31, 1995 and 1994 4
Statements of Cash Flows for the three months
ended March 31, 1995 and 1994 4
Notes to the Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
PART II OTHER INFORMATION
Items 1-6 7
Signatures 8
Balance Sheets
March 31, December 31,
Assets 1995 1994
Real estate at cost:
Land $ 3,576,544 $ 3,576,544
Buildings 5,431,714 5,431,714
Fixtures and equipment 2,675,310 2,675,310
11,683,568 11,683,568
Less - accumulated depreciation (5,830,856) (5,762,960)
5,852,712 5,920,608
Cash 561,846 680,377
Rent receivable 105,371 121,417
Total Assets $ 6,519,929 $ 6,722,402
Liabilities and Partners' Capital
Liabilities:
Accounts payable and accrued expenses $ 30,813 $ 44,073
Due to affiliates 2,375 1,397
Distributions payable 461,848 580,378
Total Liabilities 495,036 625,848
Partners' Capital (Deficit):
General Partner (54,460) (54,272)
Limited Partners (15,000
units outstanding) 6,079,353 6,150,826
Total Partners' Capital 6,024,893 6,096,554
Total Liabilities and
Partners' Capital $ 6,519,929 $ 6,722,402
Statement of Partners' Capital (Deficit)
For the three months ended March 31, 1995
Limited General
Partners Partner Total
Balance at December 31, 1994 $6,150,826 $(54,272) $6,096,554
Net income 384,910 23,832 408,742
Distributions (456,383) (24,020) (480,403)
Balance at March 31, 1995 $6,079,353 $(54,460) $6,024,893
Statements of Operations
For the three months ended March 31, 1995 and 1994
Income 1995 1994
Rental income $ 631,164 $ 610,161
Interest income 7,535 3,808
Other income 295 520
Total Income 638,994 614,489
Expenses
Depreciation 67,896 67,896
Ground lease rent 92,398 89,772
Management fee 53,576 52,039
General and administrative 16,382 18,227
Total Expenses 230,252 227,934
Net Income $ 408,742 $ 386,555
Net Income Allocated:
To the General Partner $ 23,832 $ 22,723
To the Limited Partners 384,910 363,832
$ 408,742 $ 386,555
Per limited partnership
interest (15,000 outstanding) $ 25.66 $ 24.26
Statements of Cash Flows
For the three months ended
March 31, 1995 and 1994
Cash Flows from Operating Activities: 1995 1994
Net income $ 408,742 $ 386,555
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 67,896 67,896
Increase (decrease) in cash
arising from changes
in operating assets and liabilities:
Rent receivable 16,046 15,950
Accounts payable and
accrued expenses (13,260) (17,733)
Due to affiliates 978 (895)
Net cash provided by operating activities 480,402 451,773
Cash Flows from Investing Activities:
Proceeds from sale of property - -
Net cash provided by investing activities - -
Cash Flows from Financing Activities:
Cash distributions paid (598,933) (539,883)
Net cash used for financing activities (598,933) (539,883)
Net decrease in cash (118,531) (88,110)
Cash at beginning of period 680,377 626,860
Cash at end of period $ 561,846 $ 538,750
Notes to the Financial Statements
The unaudited interim financial statements should be read in conjunction with
the Partnership's annual 1994 audited financial statements within Form 10-K.
The unaudited financial statements include all adjustments which are, in the
opinion of management, necessary to present a fair statement of financial
position as of March 31, 1995 and the results of operations and cash flows for
the three months ended March 31, 1995 and 1994 and the statement of changes in
partners' capital (deficit) for the three months ended March 31, 1995. Results
of operations for the period are not necessarily indicative of the results to
be expected for the full year.
No significant events have occurred subsequent to fiscal year 1994, and no
material contingencies exist which would require disclosure in this interim
report per Regulation S-X, Rule 10-01, Paragraph (a)(5).
Part I, Item 2.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Liquidity and Capital Resources
At March 31, 1995, the Partnership had cash of $561,846, compared to $680,377
at December 31, 1994. The $118,531 decrease in cash from December 31, 1994, is
the result of distributing to the Partners cash in excess of cash flow
generated from operations. Cash consists of the Partnership's working capital
and undistributed cash flow from operations.
Rent receivable at March 31, 1995 and December 31, 1994 was $105,371 and
$121,417, respectively. The decrease in rents receivable is attributable to
lower percentage rents earned during the first quarter of 1995 as compared to
the fourth quarter of 1994.
For the first quarter of 1995, the Partnership declared a distribution in the
amount of $480,403. Distributions payable at March 31, 1995 were $461,848
representing the distribution declared of $480,403 net of state non-residents
withholding tax of $18,555. On April 28, 1995, the Partnership paid a cash
distribution to the partners in the amount of $442,632. The unpaid portion of
$19,216 represents an amount equal to 4% of the quarterly distribution of net
cash flow from operations. Pursuant to the terms of the partnership agreement
dated August 23, 1982 (the "Partnership Agreement"), net cash flow from
operations is distributed on the basis of 95% to the limited partners and 1% to
the General Partner with the remaining 4% being retained by the Partnership as
a contingent reserve (the "Contingent Reserve"). The limited partners are
entitled to receive an annual return equal to 12.5% of their remaining invested
capital. To the extent the limited partners do not receive an annual r eturn
of 12.5%, the Contingent Reserve shall be distributed to the limited partners
with the remainder, if any, distributed to the General Partner.
Accounts payable and accrued expenses decreased to $30,813 at March 31, 1995
from $44,073 at December 31, 1994 primarily as a result of differences in the
timing of the payment of audit fees.
The General Partner is presently marketing the Partnership's remaining 30
properties for sale and soliciting purchase offers from potential buyers.
Until all of the properties are sold, the Partnership will continue to operate
the properties, and it is intended that net income earned by the Partnership
will be distributed to partners in accordance with the terms of the Partnership
Agreement.
Results of Operations
For the three months ended March 31, 1995, the Partnership generated net income
of $408,742 compared to $386,555 for the corresponding period in 1994. The
increase in net income is primarily attributable to improved store performance
resulting in increased percentage rental income.
Interest income also contributed to the increase in net income over the prior
period due to increases in interest rates over the past year. For the three
months ended March 31, 1995, interest income was $7,535 compared to $3,808 for
the corresponding period in 1994.
PART II OTHER INFORMATION
Items 1-5 Not applicable
Item 6 Exhibits and reports on Form 8-K.
(a) Exhibits - None
(b) Reports on Form 8-K - No reports on Form 8-K were filed
during the quarter ended March 31, 1995
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.
BURGER KING LIMITED PARTNERSHIP II
BY: BK II PROPERTIES INC.
General Partner
Date: May 12, 1995 BY: /s/ Rocco Andriola
Name: Rocco Andriola
Title: Director, President and Chief Financial Officer
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