<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
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 2-83272
Winthrop Interim Partners I, A Limited Partnership
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Maryland 04-2787751
------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
Five Cambridge Center, Cambridge, MA 02142-1493
- --------------------------------------- ----------
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (617) 234-3000
--------------
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
1 of 10
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP - FORM 10-QSB
SEPTEMBER 30, 1999
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets (Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
ASSETS 1999 1998
- ------ ---- ----
<S> <C> <C>
Cash $ 13 $ 13
----------- -----------
Total Assets $ 13 $ 13
=========== ===========
LIABILITIES AND PARTNERS' DEFICIT
Liabilities:
Loans payable to affiliates $ 297,060 $ 271,867
----------- -----------
Total liabilities 297,060 271,867
----------- -----------
Partners' Deficit:
Limited partners' deficit -
$500 stated value per unit - authorized,
issued and outstanding 99,990 units (2,812,530) (2,787,589)
General partners' capital 2,515,483 2,515,735
----------- -----------
Total partners' deficit (297,047) (271,854)
----------- -----------
Total Liabilities and Partners' deficit $ 13 $ 13
=========== ===========
</TABLE>
See notes to financial statements.
2 of 10
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP - FORM 10-QSB
SEPTEMBER 30, 1999
Statements of Operations (Unaudited)
<TABLE>
<CAPTION>
For the Nine Months Ended
September 30, September 30,
1999 1998
-------- ---------
Expenses:
<S> <C> <C>
General and administrative $ 25,193 $ 27,409
-------- --------
Total expenses 25,193 27,409
-------- -------
Net loss $(25,193) $(27,409)
======== ========
Net Loss Allocated:
General partners $ (252) $ (274)
======== ========
Limited partners $(24,941) $(27,135)
======== ========
Net loss per unit of limited partnership interest $ (0.25) $ (0.27)
======== ========
</TABLE>
See notes to financial statements.
3 of 10
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP - FORM 10-QSB
SEPTEMBER 30, 1999
Statements of Operations (Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended
September 30, September 30,
1999 1998
---- ----
Expenses:
<S> <C> <C>
General and administrative $ 9,104 $ 11,353
-------- --------
Total expenses 9,104 11,353
-------- --------
Net loss $ (9,104) $(11,353)
======== ========
Net Loss Allocated:
General partners $ (91) $ (114)
======== ========
Limited partners $ (9,013) $(11,239)
======== ========
Net loss per unit of limited partnership interest $ (0.09) $ (0.11)
======== ========
</TABLE>
See notes to financial statements.
4 of 10
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP - FORM 10-QSB
SEPTEMBER 30, 1999
Statement of Partners' Deficit (Unaudited)
<TABLE>
<CAPTION>
Units of
Limited General Limited Total
Partnership Partners' Partners' Partners'
Interest capital (deficit) (deficit)
-------- ------- --------- --------
<S> <C> <C> <C> <C>
Balance - January 1, 1999 99,990 $2,515,735 $(2,787,589) $(271,854)
Net loss - (252) (24,941) (25,193)
------ ---------- ----------- ----------
Balance - September 30, 1999 99,990 $2,515,483 $(2,812,530) $(297,047)
====== ========== =========== ==========
</TABLE>
See notes to financial statements.
5 of 10
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP - FORM 10-QSB
SEPTEMBER 30, 1999
Statements of Cash Flows (Unaudited)
<TABLE>
<CAPTION>
For the Nine Months Ended
September 30, September 30,
1999 1998
------------- ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(25,193) $(27,409)
-------- --------
Cash used in operating activities (25,193) (27,409)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in loans payable 25,193 27,409
-------- --------
Cash provided by financing activities 25,193 27,409
-------- --------
Decrease in cash - -
Cash at Beginning of Period 13 13
-------- --------
Cash at End of Period $ 13 $ 13
======== ========
</TABLE>
See notes to financial statements.
6 of 10
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP - FORM 10-QSB
SEPTEMBER 30, 1999
NOTES TO FINANCIAL STATEMENTS
1. General
These 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, 1998.
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. The balance sheet at December 31, 1998 was
derived from audited financial statements at such date.
The results of operations for the three and nine months ended September
30, 1999 and 1998 are not necessarily indicative of the results to be
expected for the full year.
2. Cash Available for Distribution
Statement of Cash Available for Distribution for the nine months ended
September 30, 1999:
Net loss $(25,193)
Add: Amounts paid by loans from affiliates 25,193
--------
Cash Available for Distribution $ -
========
3. Foreclosure of Investment Property
In April 1999, the One Financial Place property, which was owned by a
Syndicating Partnership in which the Registrant had invested in, was
lost through foreclosure. For financial statement purposes, no gain or
loss will be recognized, as the investment had previously been written
down to zero.
4. Investment in Syndicating Partnership and Liquidation of Partnership
On November 19, 1999, one of the Syndicating Partnership in which the
Partnership had invested in, sold its remaining property, 757 Third
Avenue, to an unaffiliated third party. For financial statement
reporting purposes, no gain or loss will be recognized. Upon winding up
of Partnerships affairs, the Partnership will be liquidated.
7 of 10
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP - FORM 10 - QSB
SEPTEMBER 30, 1999
Item 2. Management's Discussion and Analysis or Plan of Operation
Liquidity and Capital Resources
The Registrant will not make any further investments. Since the
remaining property the Syndicating Partnerships had invested in has
been disposed (see below), the Registrant will be liquidated. The
disposition of the Registrant's investments did not produce a cash
distribution to the Registrant.
The Registrant requires cash to pay operating expenses associated
with reporting to its Limited Partners, including professional,
printing and mailing costs. The General Partners have been making
loans to the Registrant sufficient to pay these expenses. However,
there was no requirement under the Registrant's partnership agreement
for the General Partners to continue to fund operating deficits. To
date, the General Partners have advanced $297,060 to the Registrant,
of which $25,193 was advanced during the nine months ended September
30, 1999.
Results of Operations
The results of operations for the nine months ended September 30,
1999, as compared to 1998, remained relatively constant.
On November 19, 1999, 19 NY sold its remaining property, 757 Third
Avenue, to an unaffiliated third party. For financial statement
reporting purposes, no gain or loss will be recognized. The
disposition of 19NY's property will cause taxable income to be
allocated to the Registrant, but did not produce a cash distribution
to the Registrant.
In September 1991, the Syndicating Partnership owning One Financial
Place defaulted on its mortgage debt and unsecured loans. Since that
date the Syndicating Partnership attempted to negotiate a
restructuring agreement with its various lenders. In January, 1995, a
restructuring became effective which, among other changes, cured the
defaults on the Syndicating Partnership's various secured and
unsecured loans, extended the maturity date of its mortgage loans by
three years to October 1, 1998 and reduced its required debt service
payments. Thus, the restructuring permitted the Syndicating
Partnership to retain ownership of One Financial Place. In April
1999, the property was lost through foreclosure. For tax reporting
purposes, the disposition of the property will cause approximately
$4.5 million of taxable income to be allocated to the Registrant, but
will not produce a cash distribution to the Registrant.
8 of 10
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP - FORM 10 - QSB
SEPTEMBER 30, 1999
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
27. Financial Data Schedule is filed as an exhibit to this report.
(b) Reports on Form 8-K
No report on Form 8-K was filed during the period.
9 of 10
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP - FORM 10 - QSB
SEPTEMBER 30, 1999
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.
WINTHROP INTERIM PARTNERS I,
A LIMITED PARTNERSHIP
BY: Two Winthrop Properties, Inc.
Managing General Partner
BY: /s/ Michael L. Ashner
---------------------
Michael L. Ashner
Chief Executive Officer
BY: /s/ Thomas Staples
------------------
Thomas Staples
Chief Financial Officer
November 19, 1999
10 of 10
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from Winthrop
Interim Partners I, A Limited Partnership and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 13
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 13
<CURRENT-LIABILITIES> 297,060
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> (297,047)
<TOTAL-LIABILITY-AND-EQUITY> 13
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 25,193
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (25,193)
<INCOME-TAX> 0
<INCOME-CONTINUING> (25,193)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (25,193)
<EPS-BASIC> (0.25)
<EPS-DILUTED> (0.25)
</TABLE>
