United States Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarterly Period Ended February 29, 1996
or
Transition Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the Transition period from ______ to ______
Commission File Number: 0-15550
AMERICAN STORAGE PROPERTIES, L.P.
Exact Name of Registrant as Specified in its Charter
Virginia 11-2741889
State or Other Jurisdiction of
Incorporation or Organization I.R.S. Employer Identification No.
3 World Financial Center, 29th Floor,
New York, NY Attn: Andre Anderson 10285
Address of Principal Executive Offices Zip Code
(212) 526-3237
Registrant's Telephone Number, Including Area Code
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 ____
Consolidated Balance Sheets At February 29, At November 30,
1996 1995
Assets
Self - Service Storage facilities,
at Cost:
Land $ 3,756,319 $ 3,756,319
Buildings and improvements 16,061,509 16,061,509
------------ ------------
19,817,828 19,817, 828
Less accumulated depreciation (6,174,941) (6,010,342)
------------ ------------
13,642,887 13,807,486
Cash and cash equivalents 2,768,435 2,667,352
Other assets 152,078 149,923
------------ ------------
Total Assets $ 16,563,400 $ 16,624,761
============ ============
Liabilities and Partners' Capital
Liabilities:
Accounts payable and accrued expenses $ 121,388 $ 120,589
Due to affiliates 41,363 53,522
Security deposits 12,630 13,050
Advance rent 118,582 115,194
Distribution payable 466,228 466,228
------------ ------------
Total Liabilities 760,191 768,583
------------ ------------
Minority interest 13,985 13,985
------------ ------------
Partners' Capital (Deficit):
General Partners (127,439) (125,793)
Limited Partners 15,916,663 15,967,986
------------ ------------
Total Partners' Capital 15,789,224 15,842,193
------------ ------------
Total Liabilities and Partners' Capital $ 16,563,400 $ 16,624,761
============ ============
Consolidated Statement of Partners' Capital (Deficit)
For the three months ended February 29, 1996
Limited General
Partners Partners Total
Balance at November 30, 1995 $ 15,967,986 $ (125,793) $ 15,842,193
Net income (loss) 414,905 (1,646) 413,259
Cash distributions (466,228) 0 (466,228)
------------ ---------- ------------
Balance at February 29, 1996 $ 15,916,663 $ (127,439) $ 15,789,224
============ ========== ============
Consolidated Statement of Operations
For the three months ended February 29, and February 28, 1996 1995
Income
Rental $ 894,959 $ 851,103
Interest 34,999 25,912
--------- ---------
Total income 929,958 877,015
--------- ---------
Expenses
Property operating $ 290,225 $ 275,981
Depreciation and amortization 164,599 164,195
General and administrative 61,875 36,781
--------- ---------
Total expenses 516,699 476,957
--------- ---------
Net Income $ 413,259 $ 400,058
========= =========
Net Income (Loss) Allocated:
To the General Partners $ (1,646) $ (1,642)
To the Limited Partners 414,905 401,700
--------- ---------
$ 413,259 $ 400,058
========= =========
Per limited partnership unit
(50,132 outstanding) $ 8.28 $ 8.01
------ ------
Consolidated Statement of Cash Flows
For the three months ended February 29, 1996 and February 28, 1995
1996 1995
Cash Flows From Operating Activities:
Net income $ 413,259 $ 400,058
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 164,599 164,195
Increase (decrease) in cash arising from
changes in operating assets and liabilities:
Other assets (2,155) 11,768
Accounts payable and accrued expenses 799 12,149
Due to affiliates (12,159) (3,769)
Security deposits (420) (977)
Advance rent 3,388 567
----------- -----------
Net cash provided by operating activities 567,311 583,991
----------- -----------
Cash Flows From Financing Activities:
Distribution paid - Limited Partners (466,228) (408,576)
----------- -----------
Net cash used for financing activities (466,228) (408,576)
----------- -----------
Net increase in cash and cash equivalents 101,083 175,415
Cash and cash equivalents, beginning of period 2,667,352 2,001,535
----------- -----------
Cash and cash equivalents, end of period $ 2,768,435 $ 2,176,950
=========== ===========
Notes to the Consolidated Financial Statements
The unaudited interim consolidated financial statements should be read in
conjunction with the Partnership's annual 1995 audited financial statements
within Form 10-K.
The unaudited consolidated financial statements include all adjustments which
are, in the opinion of management, necessary to present a fair statement of
financial position as of February 29, 1996 and the results of operations and
cash flows for the three months ended February 29, 1996 and February 28, 1995
and the statement of changes in partner's capital (deficit) for the three
months ended February 29, 1996. Results of operations for the period are not
necessarily indicative of the results to be expected for the full year.
The following significant event has occurred subsequent to fiscal year 1995
which requires disclosure in this interim report per Regulation S-X, Rule
10-01, Paragraph (a)(5).
On March 1, 1996, Public Storage, Inc. ("Public Storage") commenced a tender
offer to purchase up to 12,533 outstanding Units at a net cash price of $419
per Unit. On April 2, 1996, the tender offer expired with Public Storage
accepting for purchase 13,516 Units, or approximately 26.97% of the outstanding
Units.
Part I, Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Liquidity and Capital Resources
As of February 29, 1996, the Partnership had cash and cash equivalents of
$2,768,435 which were invested in money market accounts. The increase of
$101,083 from November 30, 1995 is attributable to net cash provided by
operating activities exceeding amounts used to fund cash distributions to the
Limited Partners.
The Partnership expects sufficient cash flow to be generated from operations to
meet its current operating requirements. Net cash from operations is
distributed to the Limited Partners on a quarterly basis in proportion to the
number of units held by each Limited Partner. On or about April 15, 1996, the
Partnership will pay a distribution of net cash flow from operations of $9.30
per unit for the quarter ended February 29, 1996.
The Partnership acquired an interest in the Fern Park property and the Oak
Ridge property through two Limited Partnerships with affiliates of the seller
of the facilities (the "Limited Partner"). The Limited Partnership agreements
provide that net cash from operations of these two properties will be
distributed each quarter 100% to the Partnership until the Partnership has
received an amount equal to a cumulative annual 12% return ("Preferred Return")
on its capital contribution, as adjusted. The balance of any net cash from
operations will be distributed 85% to the Partnership and 15% to the Limited
Partner. The Preferred Return for Fern Park was satisfied during the third
quarter of fiscal 1995 and the balance of net cash from operations was
distributed according to the guidelines stated above. The minority share is
recorded as minority interest in the Partnership's financial statements.
Minority interest of $13,985 for 1995 was payable to the Limited Partner as of
February 29, 1996.
Certain age-related repairs and capital improvements which are required at the
properties are being funded from the Partnership's cash reserves and cash flow
from operations. Future cash distributions will depend on the adequacy of cash
flow from operations and the level of cash reserves following capital
improvements and could be reduced should market conditions negatively impact
occupancy or rental rates. The amount of future cash distributions to the
Limited Partners will be determined quarterly following a review of the
Partnership's operations and cash requirements.
Given the improvement of the self-storage industry in recent years, combined
with the strong performance of the Partnership's nine storage facilities, the
General Partners have begun marketing the facilities for sale. The objective
is to maximize the selling price of the properties and distribute the sales
proceeds to Limited Partners. While it is the General Partners' goal to sell
the properties prior to the end of 1996 and while the General Partners are
engaged in discussions with potential buyers, there is no assurance any of the
properties will be sold or that any particular price can be obtained.
In response to a request from Public Storage, Inc. ("Public Storage"), an
unaffiliated third party, to receive a list of the Partnership's Unitholders,
the Partnership entered into a letter agreement, dated February 9, 1996,
pursuant to which the Partnership furnished the list and such third party
agreed not to purchase more than 5% of the outstanding Units in the open market
or more than 25% of the outstanding Units pursuant to a tender offer filed with
the Securities and Exchange Commission. On March 1, 1996, Public Storage
commenced a tender offer to purchase up to 12,533 outstanding Units at a net
cash price of $419 per Unit. On April 2, 1996, the tender offer expired with
Public Storage accepting for purchase 13,516 Units, or approximately 26.97% of
the outstanding Units.
Results of Operations
Partnership operations resulted in net income of $413,259 for the three months
ended February 29, 1996, compared with $400,058 for the three months ended
February 28, 1995. The higher net income in 1996 is primarily attributable to
an increase in rental and interest income, partially offset by higher property
operating and general and administrative expenses.
Rental income totaled $894,959 for the three months ended February 29, 1996,
compared to $851,103 for the three months ended February 28, 1995. The
increase in rental income can be attributed in part to increased rental rates
at several of the Partnership's properties, as well as higher occupancy levels
at certain properties. Interest income totaled $34,999 for the three months
ended February 29, 1996, compared to $25,912 for the three months ended
February 28, 1995. The increase is due to higher interest rates earned in 1996
as well as higher cash balances maintained by the Partnership.
Property operating expenses totaled $290,225 for the three months ended
February 29, 1996 compared with $275,981 for the three months ended February 28,
1995. The increase is primarily due to higher costs for routine repairs
and maintenance at the properties.
General and administrative expenses totaled $61,875 for the three months ended
February 29, 1996, compared with $36,781 for the three months ended February
28, 1995. The increase is primarily due to higher salary reimbursements as a
result of a 1995 underaccrual being recognized in 1996.
Part II Other Information
Items 1-5 Not applicable.
Item 6 Exhibits and reports on Form 8-K.
(a) Exhibits -
(27) Financial Data Schedule
(b) Reports on Form 8-K - No reports on Form 8-K were filed
during the quarter ended February 29, 1996
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.
AMERICAN STORAGE PROPERTIES L.P.
BY: STORAGE SERVICES INC.
General Partner
Date: April 15, 1996 BY: /s/ PAUL L. ABBOTT
------------------
Director, President, Chief Executive Officer
and Chief Financial Officer
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<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> Nov-30-1996
<PERIOD-END> Feb-29-1996
<CASH> 2,768,435
<SECURITIES> 000
<RECEIVABLES> 000
<ALLOWANCES> 000
<INVENTORY> 000
<CURRENT-ASSETS> 000
<PP&E> 19,817,828
<DEPRECIATION> 6,174,941
<TOTAL-ASSETS> 16,563,400
<CURRENT-LIABILITIES> 000
<BONDS> 000
<COMMON> 000
000
000
<OTHER-SE> 15,789,224
<TOTAL-LIABILITY-AND-EQUITY> 16,563,400
<SALES> 894,959
<TOTAL-REVENUES> 929,958
<CGS> 000
<TOTAL-COSTS> 290,225
<OTHER-EXPENSES> 226,474
<LOSS-PROVISION> 000
<INTEREST-EXPENSE> 000
<INCOME-PRETAX> 413,259
<INCOME-TAX> 000
<INCOME-CONTINUING> 413,259
<DISCONTINUED> 000
<EXTRAORDINARY> 000
<CHANGES> 000
<NET-INCOME> 413,259
<EPS-PRIMARY> 8.28
<EPS-DILUTED> 8.28
</TABLE>
