UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the United States Securities Exchange Act of 1934
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For The Quarter Ended June 30, 1996 Commission File No. 2-89177
WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(Exact name of registrant as specified in its charter)
Massachusetts 4-2819912
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Financial Center, 21st Floor, Boston, MA 02111
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 482-8000
---------------------------
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 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 ___
There are no Exhibits.
Page 1 of 11
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WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(A Massachusetts Limited Partnership)
INDEX Page No.
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Part I. FINANCIAL INFORMATION
Financial Statements
Balance Sheets as of June 30, 1996 and December 31, 1995 3
Statements of Operations For the Quarters Ended
June 30, 1996 and 1995 and the Six Months Ended
June 30, 1996 and 1995 4
Statements of Cash Flows For the Six Months Ended
June 30, 1996 and 1995 5
Notes to Financial Statements 6 - 7
Management's Discussion and Analysis of Financial Conditions
and Results of Operations 8 - 9
Part II. OTHER INFORMATION
Items 1 - 6 10
Signature 11
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PART I. FINANCIAL INFORMATION
WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(A Massachusetts Limited Partnership)
Balance Sheets
Assets (Unaudited) (Audited)
6/30/96 12/31/95
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Investment property, at cost:
Computer equipment $ - $ -
Less accumulated depreciation - -
---------------- ----------------
Investment property, net - -
Cash and cash equivalents 39,281 81,500
Accounts receivable - affiliates, net (notes 2 & 4) - -
---------------- ----------------
Total assets $ 39,281 $ 81,500
================ ================
Partners' Equity
Partners' equity:
General Partner:
Capital contribution 1,000 1,000
Cumulative net income 838,833 837,073
Cumulative cash distributions (838,073) (838,073)
---------------- ----------------
1,760 -
---------------- ----------------
Limited Partners (24,737 units):
Capital contribution, net of offering costs 11,019,501 11,019,501
Cumulative net income 4,943,949 4,910,501
Cumulative cash distributions (15,925,929) (15,848,502)
---------------- ----------------
37,521 81,500
---------------- ----------------
Total partners' equity $ 39,281 $ 81,500
================ ================
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See accompanying notes to financial statements.
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WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(A Massachusetts Limited Partnership)
Statements of Operations
(Unaudited)
Quarters Ended Six Months Ended
June 30, June 30,
------------------------------- ---------------------------------
1996 1995 1996 1995
------------------------------- ---------------------------------
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Revenue:
Rental income $ - $ 78,875 $ - $ 151,422
Interest income 40 1,970 707 7,114
Other income - - 7,918 -
Recovery of unsecured
pre-petition claim (note 4) 17,930 71,080 27,429 71,080
------------ ------------ ------------ ------------
Total revenue 17,970 151,925 36,054 229,616
------------ ------------ ------------ ------------
Costs and expenses:
Depreciation - 25,486 - 64,077
Interest - (1,077) - 43
Related party expenses (note 3):
Management fees - 2,061 - 5,976
General and administrative 496 17,911 846 33,877
Net loss on sale of equipment - - - 40,336
Provision for doubtful accounts - 13,407 - 26,404
------------ ------------ ------------ ------------
Total costs
and expenses 496 57,788 846 170,713
------------ ------------ ------------ ------------
Net income $ 17,474 $ 94,137 $ 35,208 $ 58,903
============ ============ ============ ============
Net income per Limited
Partnership Unit $ 0.67 $ 3.61 $ 1.35 $ 1.19
============ ============ ============ ============
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See accompanying notes to financial statements.
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WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(A Massachusetts Limited Partnership)
Statements of Cash Flows
For the Six Months Ended June 30, 1996 and 1995
(Unaudited)
1996 1995
---- ----
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Cash flows from operating activities:
Net income $ 35,208 $ 58,903
------------- --------------
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation - 64,077
Provision for doubtful accounts - 26,404
Net loss on sale of equipment - 40,336
Net increase in current assets - (108,810)
Net increase in current liabilities - (21,431)
------------- --------------
Total adjustments - 576
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Net cash provided by operating activities 35,208 59,479
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Cash flows from investing activities:
Proceeds from sales of investment property - 7,694
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Net cash provided by investing activities - 7,694
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Cash flows from financing activities:
Cash distributions to partners (77,427) (353,153)
------------- --------------
Net cash used in financing activities (77,427) (353,153)
------------- --------------
Net decrease in cash and cash equivalents (42,219) (285,980)
Cash and cash equivalents at beginning of period 81,500 382,960
------------- --------------
Cash and cash equivalents at end of period $ 39,281 $ 96,980
============= ==============
Supplemental cash flow information:
Interest paid during the period $ - $ 1,120
============= ==============
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See accompanying notes to financial statements.
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WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(A Massachusetts Limited Partnership)
Notes to Financial Statements
For the Six Months Ended June 30, 1996 and June 30, 1995
(Unaudited)
(1) Organization and Partnership Matters
The foregoing financial statements of Wellesley Lease Income Limited Partnership
II-A (the "Partnership") have been prepared in accordance with the rules and
regulations of the Securities and Exchange Commission for Form 10-Q and reflect
all adjustments which are, in the opinion of management, necessary for a fair
presentation of the results for the interim periods presented. Pursuant to such
rules and regulations, certain note disclosures which are normally required
under generally accepted accounting principles have been omitted. It is
recommended that these financial statements be read in conjunction with the
Partnership's Annual Report on Form 10-K for the year ended December 31, 1995.
(2) Summary of Significant Accounting Policies
Allowance for Doubtful Accounts
The financial statements include an allowance for estimated losses on receivable
balances. The allowance for doubtful accounts is based on past write off
experience and an evaluation of potential uncollectible accounts within the
current receivable balances. Receivable balances which are determined to be
uncollectible are charged against the allowance and subsequent recoveries, if
any, are credited to the allowance. At June 30, 1996 and December 31, 1995, the
allowance for doubtful accounts included in accounts receivable - affiliates was
$33,871 and $61,300, respectively.
(3) Related Party Transactions
Fees, commissions and other expenses paid or accrued by the Partnership to the
General Partner or affiliates of the General Partner for the six months ended
June 30, 1996 and 1995 are as follows:
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1996 1995
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Management fees $ - $ 5,976
Reimbursable expenses paid - 35,142
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$ - $ 41,118
============ ============
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Under the terms of the Partnership Agreement, the General Partner is entitled to
an equipment acquisition fee of 3% of the purchase price paid by the Partnership
for the equipment. The General Partner is also entitled to a management fee
equal to 7% of the monthly rental billings collected. The Partnership reimburses
the General Partner and its affiliates for certain expenses incurred by them in
connection with the operations of the Partnership.
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WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(A Massachusetts Limited Partnership)
Notes to Financial Statements
For the Six Months Ended June 30, 1996 and June 30, 1995
(Unaudited)
(4) Bankruptcy of Continental Information Systems Corporation
On January 19, 1996 and April 19, 1996, respectively, the Partnership received
the fourth and fifth distributions from the Trustee of the Liquidating Estate,
et al, ("the Trustee") with respect to the unsecured pre-petition claim. The
fourth and fifth distributions consisted of cash proceeds of $9,499 and $17,930,
respectively. Following the Trustee's fifth distribution, the Partnership has a
remaining unsecured pre-petition claim balance of $33,871 as of June 30, 1996
(see note 5).
(5) Subsequent Events
On July 19, 1996, the Partnership received the sixth distribution from the
Trustee with respect to the unsecured pre-petition claim. The distribution
consisted of cash proceeds of $9,228 and 185 shares of common stock in
Continental Information Systems Corporation ("CISC"). Following the Trustee's
sixth distribution, the Partnership has a remaining unsecured pre-petition claim
balance of $24,181 as of July 19, 1996. The General Partner anticipates that the
Trustee will make future distributions on the remaining outstanding claim
balance, although it is not possible at this time to determine when these
distributions will be made.
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WELLESLEY INCOME LIMITED PARTNERSHIP II-A
(A Massachusetts Limited Partnership)
Management's Discussion and Analysis of
Financial Condition and Results of Operations
(Unaudited)
Results of Operations
The following discussion relates to Partnership operations for the quarter and
six month periods ended June 30, 1996 compared to the same periods in 1995.
The Partnership realized net income of $17,474 for the quarter ended June 30,
1996 in comparison to net income of $94,137 for the quarter ended June 30, 1995.
Due to the Partnership's sale of the equipment portfolio and the related leases
during September, 1995, the Partnership did not recognize any rental income
during 1996. Interest income decreased as a result of lower average short-term
investment balances held during the current quarter. The recovery of the
unsecured pre-petition claim in the amount of $17,930 for the quarter ended June
30, 1996, was the result of the receipt of the Trustee's fifth distribution on
the fully reserved unsecured pre-petition receivable (for further discussion
refer to note 4 to financial statements).
Total costs and expenses decreased significantly in the current quarter in 1996
as a result of the sale of the equipment portfolio in September, 1995. The
current quarter general and administrative expenses pertained primarily to
filing fees for the Commonwealth of Massachusetts.
The Partnership realized net income of $35,208 and $58,903 for the six months
ended June 30, 1996 and 1995, respectively. As discussed in the quarter analysis
above, the Partnership's sale of the equipment portfolio and the related leases
during September, 1995, resulted in the Partnership not recognizing any rental
income during 1996. Interest income decreased between the six month periods as a
result of lower average short-term investment balances held during the current
six month period. The $7,918 of other income recognized in 1996 resulted from an
overstated reserve set up in a prior period for management fees to be paid on
rents received with regard to a particular lease portfolio. This reserve was
maintained on the General Partner's books. Due to the liquidation of the
Partnership, the General Partner returned the excess cash of $7,918 to the
Partnership and wiped out the reserve. The recovery of unsecured pre-petition
claim of $27,429, was the result of the receipt of the Trustee's fourth and
fifth distributions on the fully reserved unsecured pre-petition receivable
received during the current year (for further discussion refer to note 4 to
financial statements).
As discussed in the quarter analysis above, total costs and expenses decreased
significantly between the six month periods. As discussed above, the decrease is
due to the sale of equipment portfolio in September, 1995. General and
administrative expenses for 1996 primarily pertained to filing fees for the
Commonwealth of Massachusetts and U.S. Securities and Exchange Commission.
The Partnership had net income per Limited Partnership Unit of $0.67 and $3.61
for the quarters ended June 30, 1996 and 1995, respectively, and $1.35 and $1.19
for the six months ended June 30, 1996 and 1995, respectively.
<PAGE>
WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(A Massachusetts Limited Partnership)
Management's Discussion and Analysis of
Financial Condition and Results of Operations
(Unaudited)
Liquidity and Capital Resources
During the fourth quarter of 1994, the General Partner announced its intentions
of winding down the operations of the Partnership beginning in 1995. As of
September 30, 1995, all of the assets had been sold with the exception of the
unsecured pre-petition claim receivable and the common stock in CISC received
from the Trustee. The sales proceeds generated from the sale of the assets were
accumulated to settle all outstanding liabilities and make a distribution on
November 28, 1995, prior to the receipt of stock and receipt of the final
Trustee settlement distribution. The aforementioned stock was sold in the fourth
quarter of 1995 and the sales proceeds were included in the cash distribution
made February 29, 1996. All future cash distributions have been halted until the
remaining claim balance has been settled and any stock received, sold. At that
time, a final distribution shall be made to the partners. As discussed in notes
4 and 5 to the financial statements, during 1996, the Partnership received the
fourth, fifth and sixth distributions from the Trustee, with respect to the
unsecured pre-petition claim. The distributions consisted of total cash proceeds
of $36,657 and 185 shares of common stock. Following the Trustee's sixth
distribution, the Partnership has a remaining unsecured pre-petition claim
of $24,181 as of July 19, 1996.
As discussed above, the Partnership is awaiting the settlement of its
outstanding unsecured pre-petition claim balance in order to make the final
distribution. The Partnership will not be terminated until the unsecured
pre-petition claim against CIS Corporation has been settled and the remaining
proceeds have been distributed to the partners (see note 4 to the financial
statements). The effects of inflation have not been significant to the
Partnership and are not expected to have a material impact in future periods.
On January 9, 1996, TLP Holding LLC purchased all the common stock of TLP
Leasing Programs, Inc. from CMI Holding Co. Under the new ownership, it is
expected that TLP Leasing Programs, Inc. will continue to operate in the same
manner of business as it has in the past.
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PART II. OTHER INFORMATION
WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(A Massachusetts Limited Partnership)
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Item 1. Legal Proceedings
Response: None
Item 2. Changes in the Rights of the Partnership's Security Holders
Response: None
Item 3. Defaults by the Partnership on its Senior Securities
Response: None
Item 4. Results of Votes of Security Holders
Response: None
Item 5. Other Information
Response: None
Item 6. Exhibits and Reports on Form 8-K
Response:
A. None
B. None
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SIGNATURE
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.
WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
(Registrant)
By: Wellesley Leasing Partnership,
its General Partner
By: TLP Leasing Programs, Inc.,
one of its Corporate General Partners
Date: August 13, 1996
By: Arthur P. Beecher,
President
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000739709
<NAME> WELLESLEY II-A 6/30/96
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 39,281
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 39,281
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 39,281
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 11,020,501
0
0
<OTHER-SE> (10,981,220)
<TOTAL-LIABILITY-AND-EQUITY> 39,281
<SALES> 0
<TOTAL-REVENUES> 36,054
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 846
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 35,208
<INCOME-TAX> 0
<INCOME-CONTINUING> 35,208
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 35,208
<EPS-PRIMARY> 1.35
<EPS-DILUTED> 0
</TABLE>
