UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended March 31, 1995
Commission File Number 1-8893
ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
DELAWARE 59-2501059
- --------------------------------- ---------------------------------------
(State of other jurisdiction (I.R.S. Employer Identification Number)
of incorporation or organization)
2501 S. Ocean Drive
Hollywood, Florida 33019
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (305) 927-3080
--------------
NONE
- --------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last report
Indicate by checkmark 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 outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.
CLASS Outstanding at March 31, 1995
- -------------------------------- -----------------------------
Limited Partnership Units 4,485,504 units
<PAGE>
ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
INDEX
PART I. Financial information
Balance sheets -
March 31, 1995 and
September 30, 1994
Statements of income -
Three months and six months ended
March 31, 1995 and 1994
Statements of cash flows -
Three months and six months ended
March 31, 1995 and 1994
Notes to financial statements
Management's discussion and analysis
of financial condition and results
of operations
Part II. Other information and signatures
<PAGE>
ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, September 30,
1995 1994
----------- ----------
(unaudited)
<S> <C> <C>
ASSETS
Cash $ 202,518 $ 543,243
Mortgage notes and other receivables:
Mortgage notes receivable 284,118 383,215
Other 10,375 147,153
Property held for sale 4,159,963 3,444,824
Other assets 95,950 131,434
----------- ----------
$ 4,752,924 $4,649,869
=========== ==========
LIABILITIES AND EQUITY
Liabilities:
Loan Payable, Union Bank $ 957,022
Accounts payable and accrued
liabilities 374,120 $ 542,966
Estimated cost of development
of land and property sold 15,741 259,420
Equity:
Partners' equity, 4,485,504 units
outstanding 3,406,041 3,847,483
----------- ----------
$ 4,752,924 $4,649,869
=========== ==========
</TABLE>
See notes to financial statements
<PAGE>
ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
THREE MONTHS AND SIX MONTHS ENDED
MARCH 31, 1995 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 31, March 31,
--------------------- -------------------
1995 1994 1995 1994
--------- --------- --------- -------
<S> <C> <C> <C> <C>
Revenues $ 36,840 $ 70,504 $ 56,598 $ 215,972
--------- --------- --------- ---------
Cost and expenses:
Cost of sales -- 79,681 -- 79,681
Selling, general and
administrative expenses 257,775 223,622 450,465 398,304
Depreciation and
property taxes 24,625 26,280 47,575 53,819
--------- --------- --------- ---------
Total costs and expenses 282,400 329,583 498,040 531,804
--------- --------- --------- ---------
Net Loss $(245,560) $(259,079) $(441,442) $(315,832)
========= ========= ========= =========
Net loss per unit $ (0.05) $ (0.06) $ (0.10) $ (0.07)
========= ========= ========= =========
Weighted average number of
units outstanding 4,485,504 4,485,504 4,485,504 4,485,504
========= ========= ========= =========
</TABLE>
See notes to financial statements
<PAGE>
ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
THREE MONTHS AND SIX MONTHS ENDED
MARCH 31, 1995 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 31, March 31,
---------------------- ----------------------
1995 1994 1995 1994
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Cash flows from operating
activities:
Cash was received from:
Collections on sales
and receivables $ 61,978 $ 65,500 $ 128,005 $ 181,495
Interest income 8,692 7,472 64,184 44,349
Sale of utility system 85,800 215,000 85,800 215,000
Contractual settlement -- -- -- 119,000
Other 1,506 1,300 1,506 1,300
---------- ---------- ---------- ----------
157,976 289,272 279,495 561,144
---------- ---------- ---------- ----------
Cash was expended for:
Selling, administrative
and property taxes 234,501 170,058 404,426 617,398
Improvements to property
held for sale 407,970 147,322 1,172,058 303,812
---------- ---------- ---------- ----------
642,471 317,380 1,576,484 921,210
---------- ---------- ---------- ----------
Net cash used in
operating activities (484,495) (28,108) (1,296,989) (360,066)
---------- ---------- ---------- ----------
Cash flow from investing
activities:
Purchase of property and
equipment -- (3,918) (758) (3,918)
---------- ---------- ---------- ----------
Cash flow from financing
activities:
Proceeds from loan payable,
Union Bank 345,128 -- 957,022 --
---------- ---------- ---------- ----------
Net decrease in cash (139,367) (32,026) (340,725) (363,984)
Cash, beginning of period 341,885 1,088,795 543,243 1,420,753
---------- ---------- ---------- ----------
Cash end of period $ 202,518 $1,056,769 $ 202,518 $1,056,769
========== ========== ========== ==========
</TABLE>
See notes to financial statements
<PAGE>
ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
RECONCILIATION OF NET LOSS TO NET CASH
PROVIDED BY OPERATING ACTIVITIES
THREE MONTHS AND SIX MONTHS ENDED MARCH 31, 1995 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 31, March 31,
--------------------- ---------------------
1995 1994 1995 1994
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net loss $(245,560) $(259,079) $(441,442) $(315,832)
--------- --------- --------- ---------
Adjustments to reconcile net
loss to net cash used in
operating activities:
Change in assets and
liabilities:
Increase in:
Property held for sale (420,989) (115,736) (715,139) (271,126)
Decrease in:
Mortgage notes and
other receivables 174,047 218,765 235,876 345,171
Other assets 1,955 19,760 36,244 32,938
Accounts payable and
accrued liabilities 84,639 60,087 (168,849) (198,212)
Estimated costs of
development of land
and property sold (78,587) 48,095 (243,679) 46,995
--------- --------- --------- ---------
Total adjustments (238,935) 230,971 (855,547) (44,234)
--------- --------- --------- ---------
Net cash flow used in
operating activities $(484,495) $ (28,108) $(1,296,989) $(360,066)
========= ========= =========== =========
</TABLE>
See notes to financial statements
<PAGE>
ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
THREE MONTHS AND SIX MONTHS ENDED
MARCH 31, 1995 AND 1994
1. Interim financial statements:
The accompanying unaudited financial statements have been
prepared in accordance with the instructions to Form 10-Q and
do not include all of the information and footnotes required
by generally accepted accounting principles for complete
financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been
included. Operating results for the six months ended March 31,
1995 are not necessarily indicative of the results that may be
expected for the fiscal year ending September 30, 1995. These
statements should be read in conjunction with the financial
statements and notes thereto included in the Company's Annual
Report on Form 10-K for the fiscal year ended September 30,
1994.
2. Income tax:
The Partnership has made no provision for income taxes since
it is not subject to income taxes. Instead, the partners are
required to include in their income tax returns their share of
the Partnership's taxable income or loss.
<PAGE>
ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
THREE MONTHS AND SIX MONTHS ENDED
MARCH 31, 1995 AND 1994
(UNAUDITED)
Liquidity and Capital Resources
During the past fiscal year and last two quarters, the Partnership incurred
substantial expenses in the planning and development of its properties in
addition to normal ongoing administrative costs. The time lag between
development and ultimate sale resulted in a substantial net cash outflow during
the periods. In addition, receipts from mortgage payments declined as purchase
money mortgagees completed interest and amortization schedules. As a result, the
Partnership's cash balances declined from $1.42 million at September 30, 1993 to
$.54 million at September 30, 1994 to $.20 million at March 31, 1995.
During the current fiscal year, and based upon management's judgment that
ordinary operating expenses will not increase, the Partnership anticipates that
cash flow and liquidity requirements will be satisfied by current cash,
receivable collections and bank financing.
Management has previously indicated that it is considering the resumption of
active business operations, rather than a continuation to conclusion of the
Partnership's liquidation. As of this date, no decision has been reached, and,
in any event, any such decision would require submission of various matters
related thereto to a vote of the Partnership's limited partners. Management is
continuing to consider the Partnership's alternatives in this regard.
Management believes that any decision concerning the resumption of business
activities, as discussed in Item 1, will be made by June 30, 1995. If a decision
is made to continue the Partnership's liquidation to conclusion, asset
liquidations are expected to provide sufficient cash flow to fund the necessary
operations to conclude the liquidation. If a decision is made to submit to
Unitholders the question of continuing the Partnership's existence and resuming
business activities, the partnership will be obliged, in connection with such
resumption, to make adequate provision, through institutional financing or
otherwise, to fund ongoing operations.
<PAGE>
ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
THREE MONTHS AND SIX MONTHS ENDED
MARCH 31, 1995 AND 1994
(UNAUDITED)
Affect of Land Sales on Future Cash Flow
Assuming that the Partnership determines to continue to liquidate, total net
cash flow which might become available for distribution remains unpredictable
due to uncertain conditions in the South Florida real estate market in which the
Partnership's remaining real estate is located, and the competitive factors
described in Item 1 -- Business -- "Competition." These conditions will continue
to affect the realizable value of the Partnership's remaining land.
Certain of the Partnership's land in Palm Beach County located outside of the
Village of Royal Palm Beach has been the subject of substantial regulatory
concerns relating the land use issues, and the salability of such land has been
adversely affected by doubts concerning the future availability of building
permits. At the inception of the Partnership, such land, in the aggregate, was
assigned appraised or estimated values aggregating approximately $1.7 million
and is carried on the Partnership's balance sheet at $324,000. While the
Partnership believes that all or a major portion of such land could ultimately
be sold, aggregate realizable values cannot be estimated. It also remains
possible, on the other hand, that continuing development and possible future
road building activity in the vicinity of this land could have a favorable
impact on the value of the land, although such impact is entirely speculative.
The Partnership has determined to develop portions of its remaining properties
in order to enhance their ultimate selling price. Such development will continue
whether or not the Partnership continues to liquidate, contingent upon the
availability of financing. Management believes that such financing would be
available on commercially acceptable terms.
Environmental Matters
There are no environmental contingencies in respect of the Partnership or its
properties. Use of all of the Partnership's properties is subject to compliance
with state and county land use regulations relating to environmental matters,
which the Partnership takes into account in considering the values of its
properties.
Results of Operations:
The only significant difference in the Results of Operations between the six
months ended March 31, 1995 and March 31, 1994 is the inclusion in "Other
Income" for the 1994 period of the net proceeds of $119,000 received in
settlement of certain contractual arrangements.
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits - None
(b) Reports on 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.
ROYAL PALM BEACH COLONY,
LIMITED PARTNERSHIP
By: Stein Management Company, Inc.
Managing General Partner
DATE: May 12, 1995 By: /s/ Martin J. Katz
-----------------------------
Martin J. Katz, President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-END> MAR-31-1995
<CASH> 202,518
<SECURITIES> 0
<RECEIVABLES> 332,618
<ALLOWANCES> 48,500
<INVENTORY> 4,159,963
<CURRENT-ASSETS> 0
<PP&E> 20,509
<DEPRECIATION> 10,274
<TOTAL-ASSETS> 4,752,924
<CURRENT-LIABILITIES> 0
<BONDS> 957,022
<COMMON> 0
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 4,752,924
<SALES> 0
<TOTAL-REVENUES> 56,598
<CGS> 0
<TOTAL-COSTS> 498,040
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (441,442)
<EPS-PRIMARY> (0.10)
<EPS-DILUTED> 0
</TABLE>
