<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 September 30, 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 0-14476
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PS PARTNERS V, LTD., a California Limited Partnership
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 95-3979727
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(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
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INDEX
<TABLE>
<CAPTION>
<S> <C>
PART I. FINANCIAL INFORMATION
Condensed consolidated balance sheets at September 30,
1995 and December 31, 1994 2
Condensed consolidated statements of income for the three and nine
months ended September 30, 1995 and 1994 3
Condensed consolidated statements of cash flows for the nine
months ended September 30, 1995 and 1994 4
Notes to condensed consolidated financial statements 5
Management's discussion and analysis of financial condition
and results of operations 6-8
PART II. OTHER INFORMATION
(Items 1 through 5 are not applicable)
Item 6 - Exhibits and Reports on Form 8-K 9
</TABLE>
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PS PARTNERS V, LTD.,
a California Limited Partnership
CONDENSED CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
September 30, December 31,
1995 1994
------------- ------------
<S> <C> <C>
(Unaudited)
ASSETS
Cash and cash equivalents $ 2,133,000 $ 1,794,000
Rent and other receivables 54,000 73,000
Real estate facilities, at cost:
Land 25,610,000 25,610,000
Buildings and equipment 78,506,000 78,024,000
------------ ------------
104,116,000 103,634,000
Less accumulated depreciation (31,541,000) (28,852,000)
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72,575,000 74,782,000
Other assets 170,000 169,000
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$ 74,932,000 $ 76,818,000
============ ============
LIABILITIES AND PARTNERS' EQUITY
Accounts payable $ 758,000 $ 662,000
Advance payments from renters 456,000 462,000
Mortgage notes payable 2,946,000 2,976,000
Minority interest in general
partnerships 30,385,000 30,256,000
Partners' equity:
Limited partners' equity, $500 per
unit, 148,000 units authorized,
issued and outstanding 39,888,000 41,942,000
General partners' equity 499,000 520,000
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Total partners' equity 40,387,000 42,462,000
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$ 74,932,000 $ 76,818,000
============ ============
</TABLE>
See accompanying notes.
2
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PS PARTNERS V, LTD.,
a California Limited Partnership
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
------------------------ ---------------------------
1995 1994 1995 1994
---------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
REVENUE:
Rental income $3,995,000 $3,929,000 $11,786,000 $11,455,000
Interest income 39,000 14,000 99,000 23,000
---------- ---------- ----------- -----------
4,034,000 3,943,000 11,885,000 11,478,000
---------- ---------- ----------- -----------
COSTS AND EXPENSES:
Cost of operations 1,226,000 1,143,000 3,695,000 3,572,000
Management fees 232,000 227,000 682,000 662,000
Depreciation and amortization 932,000 859,000 2,689,000 2,664,000
Interest expense 72,000 74,000 218,000 221,000
Administrative 46,000 48,000 113,000 138,000
---------- ---------- ----------- -----------
2,508,000 2,351,000 7,397,000 7,257,000
---------- ---------- ----------- -----------
Income before minority interest 1,526,000 1,592,000 4,488,000 4,221,000
Minority interest in income 889,000 682,000 2,573,000 2,024,000
---------- ---------- ----------- -----------
NET INCOME $ 637,000 $ 910,000 $ 1,915,000 $ 2,197,000
========== ========== =========== ===========
Limited partners' share of net income
($10.14 per unit in 1995 and $12.70
per unit in 1994) $ 1,501,000 $ 1,879,000
General partners' share of net income 414,000 318,000
----------- -----------
$ 1,915,000 $ 2,197,000
=========== ===========
</TABLE>
See accompanying notes.
3
<PAGE>
PS PARTNERS V, LTD.,
a California Limited Partnership
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
--------------------------
1995 1994
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,915,000 $ 2,197,000
Adjustments to reconcile net
income to net cash provided by
operating activities
Depreciation and amortization 2,689,000 2,664,000
Decrease in rent and other
receivables 19,000 8,000
Increase in other assets (1,000) (5,000)
Increase (decrease) in
accounts payable 96,000 (94,000)
Decrease in advance payments
from renters (6,000) (74,000)
Minority interest in income 2,573,000 2,024,000
----------- -----------
Total adjustments 5,370,000 4,523,000
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Net cash provided by
operating activities 7,285,000 6,720,000
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CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to real estate facilities (482,000) (496,000)
----------- -----------
Net cash used in
investing activities (482,000) (496,000)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on mortgage
notes payable (30,000) (28,000)
Distributions to holder of
minority interest (2,444,000) (2,337,000)
Distributions to partners (3,990,000) (2,990,000)
----------- -----------
Net cash used in
financing activities (6,464,000) (5,355,000)
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Net increase in cash and cash
equivalents 339,000 869,000
Cash and cash equivalents at the
beginning of the period 1,794,000 657,000
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Cash and cash equivalents at the end of
the period $ 2,133,000 $ 1,526,000
=========== ===========
</TABLE>
See accompanying notes.
4
<PAGE>
PS PARTNERS V, LTD.,
a California Limited Partnership
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 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 September 30, 1995, the results of operations for the three and
nine months ended September 30, 1995 and 1994 and cash flows for the nine
months then ended.
3. The results of operations for the three and nine months ended September 30,
1995 are not necessarily indicative of the results to be expected for the
full year.
5
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PS PARTNERS V, LTD.,
a California Limited Partnership
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations:
- ----------------------
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 COMPARED TO THREE AND NINE MONTHS
ENDED SEPTEMBER 30, 1994:
The Partnership's net income for the nine months ended September 30, 1995 was
$1,915,000 compared to $2,197,000 for the nine months ended September 30, 1994,
representing a decrease of $282,000. Net income for the three months ended
September 30, 1995 was $637,000 compared to $910,000 for the three months ended
September 30, 1994, representing a decrease of $273,000. These decreases were
primarily due to increased minority interest in income for those properties held
in joint venture with Storage Equities, Inc. ("SEI"), partially offset by
increased operating results at the Partnership's mini-warehouse facilities
combined with an increase in interest income.
Net property income for the nine months ended September 30, 1995 was
$7,409,000 compared to $7,221,000 for the same period in 1994, representing an
increase of $188,000, or 3%. Net property income for the three months ended
September 30, 1995 was $2,537,000 compared to $2,559,000 for the same period in
1994, representing a decrease of $22,000.
Rental income was $11,786,000 compared to $11,455,000 for the nine months
ended September 30, 1995 and 1994, respectively, representing an increase of
$331,000, or 3%. Rental income was $3,995,000 compared to $3,929,000 for the
three months ended September 30, 1995 and 1994, respectively, representing an
increase of $66,000, or 2%.
The increases in rental income for both the three and nine month periods were
the result of increased average realized rental rates at the Partnership's mini-
warehouse and business park facilities, combined with increased occupancy levels
at the mini-warehouse facilities partially offset by a decrease in occupancy
levels at the business park facilities. The weighted average occupancy levels
at the mini-warehouse and business park facilities were 93% and 94%,
respectively, for the nine months ended September 30, 1995 compared to 92% and
96% respectively, for the nine months ended September 30, 1994. The monthly
average realized rent per square foot for the mini-warehouse and business park
facilities was $.62 and $1.36, respectively, for the nine months ended September
30, 1995 and $.60 and $1.35, respectively, for the nine months ended September
30, 1994.
6
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PS PARTNERS V, LTD.,
a California Limited Partnership
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Cost of operations (including management fees) was $4,377,000 and $4,234,000
for the nine months ended September 30, 1995 and 1994, respectively,
representing an increase of $143,000, or 3%. Cost of operations (including
management fees) was $1,458,000 and $1,370,000 for the three months ended
September 30, 1995 and 1994, respectively, representing an increase of $88,000,
or 6%. These increases were primarily attributable to increases in payroll
expense, property taxes, and insurance expense, partially offset by a decrease
in lease commissions.
Net property income at the Partnership's mini-warehouse facilities for the
nine months ended September 30, 1995 increased $219,000 and $31,000 for the
three months ended September 30, 1995 as compared to the same periods in 1994.
For the nine months, rental income at the mini-warehouse facilities increased
$345,000, or 4%, from 8,901,000 in 1994 to $9,246,000 in 1995. For the three
months, rental income at the mini-warehouse facilities increased $96,000, or 3%,
from $3,068,000 in 1994 to $3,164,000 in 1995.
Cost of operations (including management fees) at the mini-warehouse
facilities was $3,281,000 and $3,155,000 for the nine months ended September 30,
1995 and 1994, respectively, representing an increase of $126,000. Cost of
operations (including management fees) at the mini-warehouse facilities was
$1,097,000 and $1,032,000 for the three months ended September 30, 1995 and
1994, respectively, representing an increase of $65,000.
Net property income at the Partnership's business park facilities for the
nine months ended September 30, 1995 decreased $31,000 and $53,000 for the
three months ended September 30, 1995 as compared to the same periods in 1994.
For the nine months, rental income at the business parks decreased $14,000, from
$2,554,000 in 1994 to $2,540,000 in 1995. For the three months, rental income
at the business parks decreased $30,000 from $861,000 in 1994 to $831,000 in
1995. These decreases in rental income are principally due to decreased
occupancy levels at one of the facilities, following an early termination of a
lease, partially offset by the related lease buyout of $37,000 and the
renegotiation of an expired lease at a lower rate, which reflects current market
Cost of operations (including management fees) at the business parks was
$1,096,000 and $1,079,000 for the nine months ended September 30, 1995 and 1994,
respectively, representing an increase of $17,000. Cost of operations
(including management fees) at the business parks was
7
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PS PARTNERS V, LTD.,
a California Limited Partnership
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
$361,000 and $338,000 for the three months ended September 30, 1995 and 1994,
respectively, representing an increase of $23,000.
Interest expense decreased approximately $3,000 from $221,000 to $218,000 for
the nine months ended September 30, 1994 and 1995, respectively, as a result of
overall debt reduction.
Minority interest in income increased $549,000 to $2,573,000 from $2,024,000
for the nine months ended September 30, 1995 and 1994, respectively. This
increase was primarily attributable to increased operations at the Partnership's
real estate facilities for those properties owned jointly with SEI, combined
with the allocation of depreciation and amortization expense (pursuant to the
partnership agreement with respect to those real estate facilities which are
jointly owned with SEI) to SEI of $460,000 for the nine months ended September
30, 1994 (none in 1995).
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
($7,285,000 for the nine months ended September 30, 1995) has been sufficient to
meet all current obligations of the Partnership.
During 1995, the Partnership anticipates approximately $1,019,000 of capital
improvements (of which $265,000 represents SEI's joint venture share). Total
capital improvements were $482,000 for the nine months ended September 30, 1995
of which $348,000 represents the Partnership's share.
The Partnership paid distributions to the limited and general partners
totaling $3,555,000 ($24.02 per unit) and $435,000, respectively, during the
first nine months of 1995, including a special distribution in the third
quarter. The special distribution, totaling $891,000 ($6.02 per unit) to the
limited partners and $109,000 to the general partners, was the result of
distributions of excess cash reserves. Future distribution rates may be adjusted
to levels which are supported by operating cash flow after capital improvements
and any other necessary obligations.
8
<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: November 10, 1995
PS PARTNERS V, LTD.,
a California Limited Partnership
BY: Storage Equities, Inc.
General Partner
BY: /s/ Ronald L. Havner Jr.
---------------------------------------
Ronald L. Havner, Jr.
Vice President - Storage Equities, Inc.
(principal financial and accounting
officer)
9
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> SEP-30-1995
<CASH> 2,133,000
<SECURITIES> 0
<RECEIVABLES> 54,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,187,000
<PP&E> 104,116,000
<DEPRECIATION> (31,541,000)
<TOTAL-ASSETS> 74,932,000
<CURRENT-LIABILITIES> 1,214,000
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 40,387,000
<TOTAL-LIABILITY-AND-EQUITY> 74,932,000
<SALES> 11,786,000
<TOTAL-REVENUES> 11,885,000
<CGS> 4,377,000
<TOTAL-COSTS> 4,377,000
<OTHER-EXPENSES> 2,802,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 218,000
<INCOME-PRETAX> 1,915,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,915,000
<EPS-PRIMARY> 10.14
<EPS-DILUTED> 0.000
</TABLE>
