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 September 30, 1995
-----------------------------
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: 0-14349
COMMERCIAL DEVELOPMENT FUND 85
----------------------------------------
(Exact name of registrant as specified in its charter)
Connecticut 06-1141277
- - ------------------------------- ---------------
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) 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
---------------
Balance Sheets
---------------
September 30, December 31,
Assets 1995 1994
Land $ 639,650 $ 639,650
Building and personal property 8,125,721 8,038,682
Tenant improvements 1,422,703 1,003,171
10,188,074 9,681,503
Less-accumulated depreciation (3,079,042) (2,770,841)
7,109,032 6,910,662
Cash and cash equivalents 694,543 1,048,774
Accounts receivables 62,293 29,749
Prepaid expenses, net of accumulated
amortization of $150,525 in 1995
and $114,635 in 1994 176,293 197,788
Deferred rent receivable 196,608 298,572
Total Assets $ 8,238,769 $ 8,485,545
Liabilities and Partners' Capital
Liabilities:
Accounts payable and accrued expenses $ 30,695 $ 76,354
Other payables 12,227 12,227
Due to affiliates 26,079 27,127
Tenant improvements payable 36,544 91,798
Total Liabilities 105,545 207,506
Partners' Capital:
General Partner 69,750 61,579
Limited Partners 8,063,474 8,216,460
Total Partners' Capital 8,133,224 8,278,039
Total Liabilities and Partners' Capital $ 8,238,769 $ 8,485,545
------------------------------
Statement of Partners' Capital
For the nine months ended September 30, 1995
------------------------------
General Limited
Partner Partners Total
Balance at December 31, 1994 $61,579 $8,216,460 $8,278,039
Net income 21,908 108,058 129,966
Cash distributions (13,737) (261,044) (274,781)
Balance at September 30, 1995 $69,750 $8,063,474 $8,133,224
------------------------
Statements of Operations
------------------------
Three months ended Nine months ended
September 30, September 30,
Income 1995 1994 1995 1994
- - ------ --------- --------- --------- ---------
Rental $ 317,782 $ 585,329 $ 922,196 $1,718,755
Tenant expense reimbursements 53,834 53,309 98,568 133,599
Interest and other 12,592 7,651 83,875 21,914
Total Income 384,208 646,289 1,104,639 1,874,268
Expenses
- - --------
Property operating 207,436 251,007 547,613 906,634
Depreciation and amortization 113,404 203,861 344,091 581,867
Bad debt -- 93,786 -- 93,786
General and administrative 20,534 22,274 57,525 62,437
Professional fees 3,675 9,090 25,444 27,628
Total Expenses 345,049 580,018 974,673 1,672,352
Net Income $ 39,159 $ 66,271 $ 129,966 $ 201,916
Net Income Allocated:
To the General Partner $ 7,092 $ 12,956 $ 21,908 $ 37,802
To the Limited Partners 32,067 53,315 108,058 164,114
$ 39,159 $ 66,271 $ 129,966 $ 201,916
Per limited partnership unit
(29,000 outstanding) $1.11 $1.84 $3.73 $5.66
------------------------------
Statements of Cash Flows
For the nine months ended September 30, 1995 and 1994
------------------------------
Cash Flows from Operating Activities: 1995 1994
----------- ------------
Net income $ 129,966 $ 201,916
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 344,091 581,867
Provision for losses on rents and other receivables -- 93,786
Increase (decrease) in cash arising from changes
in operating assets and liabilities:
Accounts receivables (32,544) 10,286
Prepaid expenses (14,395) (38,194)
Deferred rent receivable 101,964 163,264
Accounts payable and accrued expenses (45,659) 67,798
Other payables 12,247
Due to affiliates (1,048) (800)
Net cash provided by operating activities 482,375 1,092,170
Cash Flows from Investing Activities:
Additions to real estate assets (561,825) (183,981)
Net cash used for investing activities (561,825) (183,981)
Cash Flows from Financing Activities:
Cash distributions (274,781) (915,789)
Net cash used for financing activities (274,781) (915,789)
Net decrease in cash and cash equivalents (354,231) (7,600)
Cash and cash equivalents at beginning of period 1,048,774 1,062,569
Cash and cash equivalents at end of period $ 694,543 $ 1,054,969
Supplemental Schedule of Non-cash Investing Activity:
Write-off of fully depreciated real estate assets $ -- $ 60,583
---------------------------------
Notes to the Financial Statements
---------------------------------
The unaudited interim financial statements should be read in conjunction with
the Partnership's annual 1994 audited financial statements within Form 10-K.
The unaudited financial statements include all adjustments which are, in the
opinion of management, necessary to present a fair statement of financial
position as of September 30, 1995, the results of operations for the three and
nine months ended September 30, 1995 and 1994, the statements of cash flows for
the nine months ended September 30, 1995 and 1994, and the statement of
partners' capital for the nine months ended September 30, 1995. Results of
operations for the period are not necessarily indicative of the results to be
expected for the full year.
No significant events have occurred subsequent to fiscal year 1994 which
require disclosure in this interim report per Regulation S-X, Rule 10-01,
Paragraph (a)(5).
Part I, Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Liquidity and Capital Resources
- - -------------------------------
On October 24, 1994, the Partnership sold North Pointe for a gross sales price
of $4,900,000 to the property's major tenant. The Partnership received
proceeds from the sale in the amount of $4,684,491 net of selling costs. The
Partnership recognized a gain on sale of $216,998.
At September 30, 1995, the Partnership had cash and cash equivalents totalling
$694,543 compared with $1,048,774 at December 31, 1994. The $354,231 decrease
is attributable to tenant and building improvements and cash distributions
exceeding net cash provided by operations. The cash and cash equivalents
balance includes a working capital reserve to cover anticipated costs
associated with the lease-up of vacant space at Atrium I.
At Atrium I, two new three-year leases representing 2,510 square feet, as well
as a lease expansion with a tenant that now occupies 8,847 square feet, were
executed during the quarter. In addition, the General Partner executed a
one-year lease renewal with a tenant occupying 11,674 square feet. Another
tenant occupying 4,414 square feet pursuant to a lease which expired in
September 1995, continues to occupy its space on a month-to-month basis. No
leases are scheduled to expire until March 1996.
Deferred rent receivable totaled $196,608 at September 30, 1995 compared with
$298,572 at December 31, 1994. The decrease is primarily attributable to the
amortization of rental concessions and step rents included in certain leases at
Atrium I.
Accounts payable and accrued expenses decreased to $30,695 at September 30,
1995 from $76,354 at December 31, 1994. The decrease is primarily attributable
to the timing of the payment of property operating expenses which were
outstanding at year-end 1994. Tenant improvements payable decreased to $36,544
at September 30, 1995 from $91,798 at December 31, 1994 as a result of the
timing of payments for tenant improvements at Atrium I.
After reviewing the Partnership's operations for the 1995 third quarter, the
General Partner determined that an adequate cash reserve exists to fund
anticipated tenant improvements and leasing commission costs associated with
leasing efforts at Atrium, and a cash distribution to the Limited Partners.
Accordingly, a cash distribution in the amount of $3 per Unit will be paid to
Limited Partners during the 1995 fourth quarter. The timing and amount of
future distributions, if any, will be reviewed quarterly by the General
Partner. Future cash distributions may become more volatile since the
Partnership has only one property.
Results of Operations
- - ---------------------
As a result of the sale of North Pointe during the fourth quarter of 1994, the
Partnership's results of operations for the three and nine months ended
September 30, 1995 are not comparable to the corresponding periods in 1994.
Operations resulted in net income of $39,159 and $129,966 for the three and
nine months ended September 30, 1995, respectively, compared with $66,271 and
$201,916 for the respective periods in 1994. The decrease is primarily
attributable to the sale of North Pointe.
Rental income at Atrium I was largely unchanged and totaled $317,782 and
$922,196 for the three and nine months ended September 30, 1995, respectively,
compared with $321,801 and $956,293 for the respective periods in 1994. Tenant
expense reimbursements at Atrium I totaled $53,834 and $98,568 for the three
and nine months ended September 30, 1995, compared with $37,103 and $75,861 for
the comparable periods in 1994. The increases are due to higher utility income
during 1995. Interest and other income totaled $12,592 and $83,875 for the
three and nine months ended September 30, 1995, compared with $7,651 and
$21,914 for the respective periods in 1994. The increase is attributable to
higher interest rates on the Partnership's cash balances, in addition to an
early lease termination payment received from a tenant during the second
quarter 1995.
Property operating expenses consist primarily of on-site personnel expenses,
utility costs, repair and maintenance costs, property management fees,
insurance and real estate taxes. Property operating expenses totaled $207,436
and $547,613 for the three and nine months ended September 30, 1995,
respectively, compared to $148,634 and $584,421 at Atrium I for the respective
periods in 1994. The increase for the three-month period, is primarily
attributable to repair and maintenance and higher utilities costs during the
1995 third quarter, relative to the lack of repair and maintenance costs during
the corresponding 1994 period. Depreciation and amortization expenses totaled
$113,404 and $344,091 for the three and nine months ended September 30, 1995,
respectively, compared to $110,683 and $320,737 at Atrium I for the respective
periods in 1994. The increase resulted from a higher depreciable asset base at
Atrium I due to tenant and building improvements completed during the p ast
year. The Partnership had no bad debt for the nine months ended September 30,
1995 compared to $93,786 for the corresponding 1994 period, which represented a
reserve for outstanding rent, escalation and tenant receivables associated with
a tenant at North Pointe.
The lease levels at Atrium I as of September 30, 1995 and September 30, 1994
were 85% and 83%, respectively.
-------------------------
PART II OTHER INFORMATION
-------------------------
Items 1-5 Not applicable.
Item 6 Exhibits and reports on Form 8-K.
(a) Exhibits - None
(27) Financial Data Schedule
(b) Reports on Form 8-K - No reports on Form 8-K were filed
during the quarter ended September 30, 1995.
----------
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.
COMMERCIAL DEVELOPMENT FUND 85
A REAL ESTATE LIMITED PARTNERSHIP
BY: CDF85 REAL ESTATE SERVICES INC.
General Partner
Date: November 13, 1995
BY: /s/Kenneth L. Zakin
Name: Kenneth L. Zakin
Title: Director and President
Date: November 13, 1995
BY: /s/William Caulfield
Name: William Caulfield
Title: Vice President and
Chief Financial Officer
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 03-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 694,543
<SECURITIES> 000
<RECEIVABLES> 62,293
<ALLOWANCES> 000
<INVENTORY> 000
<CURRENT-ASSETS> 000
<PP&E> 10,188,074
<DEPRECIATION> (3,079,042)
<TOTAL-ASSETS> 8,238,769
<CURRENT-LIABILITIES> 000
<BONDS> 000
<COMMON> 000
000
000
<OTHER-SE> 8,133,224
<TOTAL-LIABILITY-AND-EQUITY> 8,238,769
<SALES> 922,196
<TOTAL-REVENUES> 1,104,639
<CGS> 000
<TOTAL-COSTS> 547,613
<OTHER-EXPENSES> 427,060
<LOSS-PROVISION> 000
<INTEREST-EXPENSE> 000
<INCOME-PRETAX> 129,966
<INCOME-TAX> 000
<INCOME-CONTINUING> 129,966
<DISCONTINUED> 000
<EXTRAORDINARY> 000
<CHANGES> 000
<NET-INCOME> 129,966
<EPS-PRIMARY> 3.73
<EPS-DILUTED> 000
</TABLE>
