<PAGE>
FORM 10Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly report pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarterly Period Ended Commission File
September 30, 1999 No. 0-11980
VENETIAN PARK ASSOCIATES
(Exact name of Registrant as specified in its charter)
California 95-3887496
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
3250 Ocean Park Blvd., Ste. 380
Santa Monica, CA 90405
(Address of Principal Executive Offices, Including Zip Code)
Registrant's telephone number, including area code:
(310) 450-6866
-------------------------------------
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 .
--- ---
Indicate the number of shares (units) outstanding of each of the issuer's
classes of common stock (units) as of the latest practicable date (applicable
only to corporate issuer) 6,041 limited partnership units issued and
outstanding.
<PAGE>
VENETIAN PARK ASSOCIATES, LTD.
(A California Limited Partnership)
REPORT ON FORM 10-Q
For the Quarter Ended September 30, 1999
INDEX
<TABLE>
<CAPTION>
Page No.
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<S> <C>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS:
Balance Sheets 3-4
Statements of Operations 5-6
Statements of Changes in Partners' Equity 7
Statements of Cash Flows 8
Notes to Financial Statements 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. 10-11
PART II. OTHER INFORMATION 12
SIGNATURE 13
</TABLE>
<PAGE>
PART I. FINANCIAL INFORMATION
VENETIAN PARK ASSOCIATES, LTD.
(A California Limited Partnership)
BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
September 30, DECEMBER 31,
1999 1998
------------- ------------
(unaudited) (audited)
<S> <C> <C>
Current Assets:
Cash $ 39,035 $ 38,050
Tenants' Rents Receivable 3,279 2,309
Tenants' Security Deposits 99,490 97,232
Prepaid Expenses 44,216 25,660
Insurance Receivable 38,016 158,642
---------- ----------
TOTAL CURRENT ASSETS 224,035 321,893
Restricted Deposits & Funded Reserves:
Mortgage Escrow Deposits 69,392 62,560
Reserve for Replacements 172,241 166,672
---------- ----------
TOTAL RESTRICTED DEPOSITS & RESERVES 241,633 229,232
Fixed Assets, Net 6,394,423 6,603,181
Other Assets:
Prepaid Loan Fees 17,108 17,816
Deposits 16,350 726
---------- ----------
TOTAL OTHER ASSETS 33,458 18,542
TOTAL ASSETS $6,893,549 $7,172,848
========== ==========
</TABLE>
The accompanying notes are an integral part of these Financial Statements.
3
<PAGE>
VENETIAN PARK ASSOCIATES, LTD.
(A California Limited Partnership)
BALANCE SHEETS
LIABILITIES AND PARTNERS' EQUITY
<TABLE>
<CAPTION>
September 30, DECEMBER 31,
1999 1998
------------- ------------
(unaudited) (audited)
<S> <C> <C>
Current Liabilities:
Accounts Payable & accrued expenses $ 102,527 $ 186,969
Accrued Interest 35,466 35,466
Tenants' Prepaid Rents 8,580 5,998
Tenants' Security Deposits 96,198 89,251
Current Portion of Long Term Debt 137,777 137,777
---------- ----------
TOTAL CURRENT LIABILITIES 380,548 455,461
Other Liabilities:
Mortgage Payable - 1st Trust Deed 5,094,564 5,194,852
---------- ----------
TOTAL OTHER LIABILITIES 5,094,564 5,194,852
Partners Equity 1,418,437 1,522,535
TOTAL LIABILITIES AND PARTNERS EQUITY $6,893,549 $7,172,848
========== ==========
</TABLE>
The accompanying notes are an integral part of these Financial Statements.
4
<PAGE>
VENETIAN PARK ASSOCIATES, LTD.
(A California Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS THREE MONTHS
ENDED ENDED
September 30, September 30,
1999 1998
------------- -------------
<S> <C> <C>
Operating Revenue:
Rental Income $ 426,508 $ 384,049
Other Rental and Interest Income 17,643 17,752
---------- ----------
TOTAL OPERATING REVENUE 444,151 401,801
---------- ----------
Operating Expenses:
Repair and Maintenance 54,932 69,594
Utilities 51,362 48,073
Managers Salaries 53,834 45,863
Management Fees 22,194 16,645
General and Administrative 55,615 61,130
Real Property Taxes and Insurance 34,257 33,789
Financial Expenses 108,187 109,739
Depreciation 69,586 69,044
Amortization 236 478
---------- ----------
TOTAL OPERATING EXPENSES 450,203 454,355
---------- ----------
NET INCOME (LOSS) FROM OPERATIONS $ (6,052) $ (52,554)
---------- ----------
---------- ----------
NET INCOME (LOSS) FROM OPERATIONS
(6,041 Limited Partnership units issued and outstanding) $ (1.00) $ (8.70)
---------- ----------
---------- ----------
</TABLE>
The accompanying notes are an integral part of these Financial Statements.
5
<PAGE>
VENETIAN PARK ASSOCIATES, LTD.
(A California Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
NINE MONTHS NINE MONTHS
ENDED ENDED
September 30, September 30,
1999 1998
------------ ------------
<S> <C> <C>
Operating Revenue:
Rental Income $ 1,215,983 $ 1,147,058
Other Rental and Interest Income 47,570 47,765
----------- -----------
TOTAL OPERATING REVENUE 1,263,553 1,194,823
Operating Expenses:
Repair and Maintenance 209,583 147,624
Utilities 145,716 141,959
Managers Salaries 164,551 137,226
Management Fees 63,253 59,690
General and Administrative 146,941 135,478
Real Property Taxes and Insurance 101,646 99,580
Financial Expenses 326,495 330,497
Depreciation 208,758 207,132
Amortization 708 956
----------- -----------
TOTAL OPERATING EXPENSES 1,367,651 1,260,142
NET INCOME (LOSS) FROM OPERATIONS $ (104,098) $ (65,319)
=========== ===========
NET INCOME (LOSS) PER UNIT
(6041 Limited Partnership units issued and outstanding) $ (17.23) $ (10.81)
=========== ===========
</TABLE>
The accompanying notes are an integral part of these Financial Statements.
6
<PAGE>
VENETIAN PARK ASSOCIATES, LTD.
(A California Limited Partnership)
STATEMENT OF PARTNER'S EQUITY
(Unaudited)
<TABLE>
<CAPTION>
NINE MONTHS
ENDED
September 30,
1999
-------------
<S> <C>
Balance at January 1, 1999 $ 1,522,535
Net income (loss) (104,098)
Cash Distributions 0
-----------
BALANCE AT SEPTEMBER 30, 1999 $ 1,418,437
===========
</TABLE>
The accompanying notes are an integral part of these Financial Statements.
7
<PAGE>
VENETIAN PARK ASSOCIATES, LTD.
(A California Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
NINE MONTHS NINE MONTHS
ENDED ENDED
September 30, September 30,
1999 1998
------------- -------------
<S> <C> <C>
Cash flows from operating activities: Net Income/(Loss) $ (104,098) $ (65,319)
---------- ---------
Adjustments to reconcile net (loss) income to net cash
provided by operating activities:
Depreciation and amortization 209,466 208,088
Change in assets - (increase) decrease:
Tenants' rents receivable (970) (40,258)
Insurance receivables 120,626 0
Tenants security deposits (2,258) 11,854
Prepaid expenses (18,556) (11,442)
Restricted deposits and reserves (12,401) (37,354)
Deposits (15,624) (10,067)
Change in liabilities - increase (decrease):
Accounts payable and accrued expenses (84,442) 24,836
Tenants prepaid rents 2,582 4,689
Tenants security deposit payable 6,947 (8,844)
---------- ---------
Total adjustments 205,370 141,502
---------- ---------
Net cash flow provided by (used in) operating activities: 101,272 76,183
---------- ---------
Cash flow from financing activities:
Principal reduction of long-term debt (100,288) (92,943)
Capital distributions to partners 0 0
---------- ---------
Net cash used by financing activities (100,288) (92,943)
---------- ---------
Net increase (decrease) in cash 985 (16,760)
Cash at beginning of Period 38,050 51,337
---------- ---------
Cash at end of Period $ 39,035 $ 34,577
---------- ---------
---------- ---------
Supplemental disclosures of cash flow information:
Cash paid during the year for:
Interest expense $ 304,689 $ 310,187
State franchise tax $ 800 $ 800
The accompanying notes are an integral part of these Financial Statements.
8
</TABLE>
<PAGE>
Venetian Park Associates, Ltd.
Notes to Financial Statements
Six Months Ended September 30, 1999
1) BASIS OF PRESENTATION
See the Form 10-K for the Year Ended December 31, 1998 for appropriate
disclosure to the Financial Statements. The Financial Statements included
in the 10-Q omit substantially all disclosures.
2) ADJUSTING ENTRIES
All adjustments which are necessary for a fair presentation of the
Financial Statements have been made to the Financial Statements presented.
All such adjustments are of a normal recurring nature.
Page 9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
RESULTS OF OPERATIONS
GENERAL
Operating income this year through September 30th was $1,263,553 vs.
$1,194,823 registered during the corresponding period last year, a jump of
$68,730. As reported previously this year, we have spent substantial sums
in labor and material to cure deferred maintenance and upgrade the Property
for both purposes of obtaining a new loan and preparing the Property for
sale. With intermediate goals achieved, three of the four employees hired
for carport restoration, canal maintenance and exterior painting were
laid-off in the third quarter. The success of the program was manifested in
a vacancy factor of only 7.21% during September 1999 vs. an aggregate
vacancy factor of 12.61% for the nine months ended September 30th.
The scheduled monthly rent roll for September, 1999 was $161,390 vs.
$154,477 at the same time last year, a jump of $6,913 or 4.48%. Rental
losses (vacancies, net delinquencies and rental discounts) amounted to
$211,769 this year vs. $222,934 last year through September 30th, a cut of
$11,164.
Operating expenses this year through September 30th were $1,367,651 vs
$1,260,142 during the corresponding period last year, an increase of
$107,509.
We are pleased to report that the refinancing of the Property is moving
along smoothly. We have opted for Reilly Mortgage's fixed rate Freddie Mac
Program for a new mortgage of $6,300,000 bearing interest at somewhat less
than 8% (based upon early October mortgage rates) amortized for 30 years,
due in 10 years. The Washington Mutual variable rate loan was not available
to the property. The Freddie Mac loan provides that should an eventual
buyer of the Property prefer a higher mortgage, he can apply to Freddie Mac
for additional funding at the same rate and terms as the existing loan for
a standard loan fee. We expect the new loan to record sometime during mid
November after which we'll proceed with roof replacements, exterior
painting, repaving and other work as more fully described in previous
correspondence.
On September 30, 1999, Current Assets stood at $224,035 (including $99,490
in tenant refundable security deposits) vs. $321,893 at the same time last
year. On September 30th of this year the Property's FHA replacement reserve
account contained $172,241 which will be returned to the Partnership when
the refinancing is complete and the old loan is retired.
Page 10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
LIQUIDITY AND CAPITAL RESOURCES
The Partnership did not declare nor cash were distributed to the partners
for the third quarter of September 30, 1999 until the Property generates a
more substantial ongoing cash flow than that which now prevail.
Page 11
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not Applicable
ITEM 2. CHANGES IN SECURITIES
Not Applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not Applicable
ITEM 5. OTHER INFORMATION
Not Applicable
ITEM 6. EXHIBITS AND REPORTS OF FORM 8-K
a) EXHIBITS
Exhibits other than those listed have been omitted because they
are nonexistent, inapplicable or because the required information
is given in the Financial Statements or notes thereto.
b) REPORTS ON FORM 8-K
Not Applicable
Page 12
<PAGE>
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 in the City of Santa Monica of
California.
VENETIAN PARK ASSOCIATES, LTD.
(A California Limited Partnership)
Dated: October 29, 1999 /s/ Norman Jacobson
------------------------------------
Norman Jacobson
General Partner
Page 13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 380,158
<SECURITIES> 0
<RECEIVABLES> 118,969
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 499,127
<PP&E> 11,071,027
<DEPRECIATION> 4,676,605
<TOTAL-ASSETS> 6,893,549
<CURRENT-LIABILITIES> 380,548
<BONDS> 5,094,564
0
0
<COMMON> 0
<OTHER-SE> 1,418,437
<TOTAL-LIABILITY-AND-EQUITY> 6,893,549
<SALES> 0
<TOTAL-REVENUES> 1,263,553
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 831,690
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 535,961
<INCOME-PRETAX> (104,098)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (104,098)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>