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<PAGE>
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 period ended March 31, 1995
--------------
or
[_] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 [No Fee Required]
For the transition period from _______________ to ________________
Commission File Number 0-13479
-------
PS PARTNERS III, LTD.
-------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 95-3920904
- - -------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
600 North Brand Blvd.
Glendale, California 91203-1241
- - ----------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 244-8080
--------------
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>
INDEX
<TABLE>
<S> <C>
PART I. FINANCIAL INFORMATION
Condensed consolidated balance sheets at March 31, 1995
and December 31, 1994 2
Condensed consolidated statements of operations for the three
months ended March 31, 1995 and 1994 3
Condensed consolidated statements of cash flows for the three
months ended March 31, 1995 and 1994 4
Notes to condensed consolidated financial statements 5
Management's discussion and analysis of financial condition
and results of operations 6-7
PART II. OTHER INFORMATION
(Items 1 through 5 are not applicable) 8
Item 6 - Exhibits and Reports on Form 8-K 8
</TABLE>
<PAGE>
PS PARTNERS III, LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
----------------- ----------------
(Unaudited)
<S> <C> <C>
ASSETS
Cash and cash equivalents $ 1,856,000 $ 2,131,000
Rent and other receivables 57,000 59,000
Real estate facilities, at cost:
Land 15,392,000 15,392,000
Buildings and equipment 73,186,000 73,147,000
----------------- ----------------
88,578,000 88,539,000
Less accumulated depreciation (29,711,000) (28,884,000)
----------------- ----------------
58,867,000 59,655,000
Other assets 179,000 171,000
----------------- ----------------
$ 60,959,000 $ 62,016,000
================= ================
LIABILITIES AND PARTNERS' EQUITY
Accounts payable $ 614,000 $ 762,000
Advance payments from renters 561,000 567,000
Minority interest in general partnerships 28,071,000 28,090,000
Partners' equity:
Limited partners' equity, $500 per unit, 128,000
units authorized, issued and outstanding 31,312,000 32,187,000
General partners' equity 401,000 410,000
----------------- ----------------
Total partners' equity 31,713,000 32,597,000
----------------- ----------------
$ 60,959,000 $ 62,016,000
================= ================
</TABLE>
See accompanying notes.
2
<PAGE>
PS PARTNERS III, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------------
1995 1994
--------------- ---------------
<S> <C> <C>
REVENUE:
Rental income $ 3,667,000 $ 3,537,000
Interest income 32,000 6,000
--------------- ---------------
3,699,000 3,543,000
--------------- ---------------
COSTS AND EXPENSES:
Cost of operations 1,252,000 1,220,000
Management fees 218,000 210,000
Depreciation and amortization 827,000 800,000
Administrative 53,000 48,000
--------------- ---------------
2,350,000 2,278,000
--------------- ---------------
Income before minority interest 1,349,000 1,265,000
Minority interest in income 733,000 720,000
--------------- ---------------
NET INCOME $ 616,000 $ 545,000
=============== ===============
Limited partners' share of net income
($3.60 per unit in 1995 and $3.37
per unit in 1994) $ 461,000 $ 431,000
General partners' share of net income 155,000 114,000
--------------- ---------------
$ 616,000 $ 545,000
=============== ===============
</TABLE>
See accompanying notes.
3
<PAGE>
PS PARTNERS III, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------------------------
1995 1994
------------------------------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 616,000 $ 545,000
Adjustments to reconcile net income to net cash
provided by operating activities
Depreciation and amortization 827,000 800,000
Decrease (increase) in rent and other receivables 2,000 (30,000)
Increase in other assets (8,000) (7,000)
Decrease in accounts payable (148,000) (274,000)
(Decrease) increase in advance payments from renters (6,000) 2,000
Minority interest in income 733,000 720,000
--------------- --------------
Total adjustments 1,400,000 1,211,000
--------------- ---------------
Net cash provided by operating activities 2,016,000 1,756,000
--------------- ---------------
Cash flows from investing activities:
Additions to real estate facilities (39,000) (44,000)
--------------- ---------------
Net cash used in investing activities (39,000) (44,000)
--------------- ---------------
Cash flows from financing activities:
Distributions to holder of minority interest (752,000) (625,000)
Distributions to partners (1,500,000) (1,099,000)
--------------- ---------------
Net cash used in financing activities (2,252,000) (1,724,000)
--------------- ---------------
Net decrease in cash and cash equivalents (275,000) (12,000)
Cash and cash equivalents at the beginning of the period 2,131,000 1,166,000
--------------- ---------------
Cash and cash equivalents at the end of the period $ 1,856,000 $ 1,154,000
=============== ===============
</TABLE>
See accompanying notes.
4
<PAGE>
PS PARTNERS III, LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1995
(UNAUDITED)
1. The accompanying unaudited condensed consolidated financial statements have
been prepared pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to
such rules and regulations, although management believes that the
disclosures contained herein are adequate to make the information presented
not misleading. These unaudited condensed consolidated financial statements
should be read in conjunction with the financial statements and related
notes appearing in the Partnership's Form 10-K for the year ended December
31, 1994.
2. In the opinion of management, the accompanying unaudited condensed
consolidated financial statements reflect all adjustments, consisting of
only normal accruals, necessary to present fairly the Partnership's
financial position at March 31, 1995, the results of operations for the
three months ended March 31, 1995 and 1994 and cash flows for the three
months then ended.
3. The results of operations for the three months ended March 31, 1995 are not
necessarily indicative of the results to be expected for the full year.
5
<PAGE>
PS PARTNERS III, LTD.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations:
- - ----------------------
THREE MONTHS ENDED MARCH 31, 1995 COMPARED TO THREE MONTHS ENDED MARCH 31,
1994:
The Partnership's net income for the three months ended March 31, 1995 was
$616,000 compared to $545,000 for the three months ended March 31, 1994,
representing an increase of $71,000. This increase was primarily due to
increases in operating results at the Partnership's mini-warehouse facilities
and interest income partially offset by increases in depreciation expense and
minority interest in income for those properties held in joint venture with
Storage Equities, Inc. ("SEI").
Rental income was $3,667,000 compared to $3,537,000 for the three months
ended March 31, 1995 and 1994, respectively, representing an increase of
$130,000, or 4%. This increase was the result of increased average realized
rental rates at the Partnership's mini-warehouse facilities partially offset by
decreased average realized rental rates at the Partnership's business park
facility. The weighted average occupancy levels at the mini-warehouse and
business park facility were 89% and 96%, respectively, for the three months
ended March 31, 1995 compared to 87% and 94% respectively, for the three months
ended March 31, 1994. The monthly average realized rent per square foot for the
mini-warehouse and business park facility was $.53 and $.47, respectively, for
the three months ended March 31, 1995 and $.52 and $.54, respectively, for the
three months ended March 31, 1994.
Cost of operations (including management fees) were $1,470,000 and
$1,430,000 for the three months ended March 31, 1995 and 1994, respectively,
representing an increase of $40,000. This increase was primarily attributable to
increases in property tax, utilities and commercial tenant improvement expenses,
partially offset by decreases in payroll and advertising expenses.
Minority interest in income increased $13,000 to $733,000 from $720,000 for
the three months ended March 31, 1995 and 1994, respectively. This increase was
primarily attributable to improved operations at the Partnership's real estate
facilities for those properties owned jointly with SEI.
6
<PAGE>
PS PARTNERS III, LTD.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
Liquidity and Capital Resources
- - -------------------------------
The Partnership has adequate sources of cash to finance its operations, both
on a short-term and long-term basis, primarily from internally generated cash
from property operations and cash reserves. Cash generated from operations
($2,022,000 for the three months ended March 31, 1995) has been sufficient to
meet all current obligations of the Partnership.
During 1995, the Partnership anticipates approximately $969,000 of capital
improvements (of which $300,000 represents SEI's joint venture share). Total
capital improvements were $39,000 for the three months ended March 31, 1995 of
which $33,000 represents the Partnership's share.
The Partnership paid distributions to the limited and general partners
totaling $1,336,000 ($10.44 per unit) and $164,000, respectively, during the
first three months of 1995. Future distribution rates may be adjusted to levels
which are supported by operating cash flow after capital improvements and any
other necessary obligations.
7
<PAGE>
PART II. OTHER INFORMATION
ITEMS 1 through 5 are not applicable.
Item 6 Exhibits and Reports on Form 8-K
--------------------------------
(a) The following Exhibits are included herein:
(27) Financial Data Schedule
(b) Form 8-K
none
SIGNATURES
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.
DATED: May 10, 1995
PS PARTNERS III, LTD.
BY: Storage Equities, Inc.
General Partner
BY: /s/ Ronald L. Havner
---------------------------------------
Ronald L. Havner, Jr.
Vice President - Storage Equities, Inc.
(principal financial and accounting
officer)
8
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> MAR-31-1995
<CASH> 1,856,000
<SECURITIES> 0
<RECEIVABLES> 57,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,913,000
<PP&E> 88,757,000
<DEPRECIATION> (29,711,000)
<TOTAL-ASSETS> 60,959,000
<CURRENT-LIABILITIES> 1,175,000
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 31,713,000
<TOTAL-LIABILITY-AND-EQUITY> 60,959,000
<SALES> 0
<TOTAL-REVENUES> 3,699,000
<CGS> 0
<TOTAL-COSTS> 1,470,000
<OTHER-EXPENSES> 880,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,349,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 616,000
<EPS-PRIMARY> 3.60
<EPS-DILUTED> 0
</TABLE>
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