3
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549-1004
FORM 10-Q
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1999
Commission file number 0-16415
CUMBERLAND HEALTHCARE, L.P. I-A
(Exact name of Registrant as specified in its charter)
Delaware 59-2660778
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
880 Carillon Parkway, St. Petersburg, Florida 33716
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (813) 573-3800
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 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
Number of shares outstanding of each of Registrant's classes of securities:
Number of Units at
Title of Each Class March 31, 1999
Units of Limited Partnership
Interest: $1,000 per unit 30,000
There is no public market for the trading of partnership units and
therefore no market value can be determined.
DOCUMENTS INCORPORATED BY REFERENCE
Parts I and II, 1998 Form 10-K, filed with the
Securities and Exchange Commission on April 14, 1999
Parts III and IV - Form S-11 Registration Statement
and all amendments and supplements thereto
File No 33-4301
<PAGE>
Part I. Financial Information
CUMBERLAND HEALTHCARE, L.P. I-A
(a Limited Partnership)
CONSOLIDATED BALANCE SHEETS
March 31, December 31,
1999 1998
(Audited)
ASSETS
Cash and Cash Equivalents $ 822,630 $ 847,374
Accounts Receivable 57,461 65,099
--------- ---------
Total Assets $ 880,091 $ 912,473
========= =========
LIABILITIES AND PARTNERS' EQUITY
Liabilities:
Accounts Payable $ 40,226 $ 63,802
Payable to Affiliates 408,329 415,829
Minority Interest 26,974 28,635
--------- ---------
Total Liabilities $ 475,529 $ 508,266
--------- ---------
Partners' Equity:
Limited Partners (30,000 units outstanding
at March 31, 1999 and December 31, 1998) $ 419,420 $ 419,072
General Partner (14,858) (14,865)
--------- ---------
Total Partners' Equity $ 404,562 $ 404,207
--------- ---------
Total Liabilities and Partners' Equity $ 880,091 $ 912,473
========= =========
The accompanying notes are an integral part
of these consolidated financial statements.
<PAGE>
CUMBERLAND HEALTHCARE, L.P. I-A
(a Limited Partnership)
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED
March 31, March 31,
1999 1998
Revenues:
Interest Income $ 8,553 $ 108,398
--------- ---------
Total Revenues 8,553 108,398
--------- ---------
Expenses:
General and Administrative
- Affiliates 3,774 6,093
- Other 10,656 25,466
--------- ---------
Total Expenses 14,430 31,559
--------- ---------
Loss from Continuing Operations (5,877) 76,839
--------- ---------
Discontinued Operations:
Income From Health Care Operations 6,232 11,153
--------- ---------
Total Discontinued Operations 6,232 11,153
--------- ---------
Net Income $ 355 $ 87,992
========= =========
Loss from Continuing Operations
Per $1,000 Limited Partnership Unit $ (.20) $ 2.56
Income from Discontinued Operations
Per $1,000 Limited Partnership Unit .21 .37
--------- ---------
Total Income Per $1,000
Limited Partnership Unit $ .01 $ 2.93
========= =========
Number of Limited Partnership
Units Outstanding 30,000 30,000
========= =========
The accompanying notes are an integral part
of these consolidated financial statements.
<PAGE>
CUMBERLAND HEALTHCARE, L.P. I-A
(a Limited Partnership)
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED
March 31, March 31,
1999 1998
Cash Flows from Operating Activities:
Net Income $ 355 $ 87,992
Adjustments to Reconcile Net Income to Net
Cash Provided by Operating Activities:
Minority Interest in Net Income (Loss)
of Consolidated Subsidiary 3,782 (14,024)
Changes in Operating Assets and Liabilities:
(Increase) Decrease in Accounts Receivable 7,638 396,041
(Increase) Decrease in Sale Proceeds Receivable 0 764,604
(Increase) Decrease in Prepaid Expenses 0 (397)
Increase (Decrease) in Payable to Related
Parties (7,500) 0
Increase (Decrease) in Payables and Accruals (23,576) (198,155)
--------- ----------
Net Cash Provided by Operating Activities (19,301) 1,036,061
--------- ----------
Cash Flows from Financing Activities:
Distribution to Partners:
Limited Partners 0 (6,750,000)
General Partner 0 0
Minority Interest (5,443) 0
--------- ----------
Net Cash Used in Financing Activities (5,443) (6,750,000)
--------- ----------
Increase (Decrease) in Cash and Cash Equivalents (24,744) (5,713,939)
Cash and Cash Equivalents at Beginning of Period 847,374 7,268,682
--------- ----------
Cash and Cash Equivalents at End of Period $ 822,630 $1,554,743
========= ==========
The accompanying notes are an integral part
of these consolidated financial statements.
<PAGE>
CUMBERLAND HEALTHCARE, L.P. I-A
(a Limited Partnership)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1999
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES:
Basis of Preparation
The unaudited financial statements presented herein have been prepared
in accordance with the instructions to Form 10-Q and do not include all of
the information and note disclosures required by generally accepted
accounting principles. These statements should be read in conjunction with
the financial statements and notes thereto included in the Partnership's
Form 10-K for the year ended December 31, 1998. In the opinion of
management, these financial statements include all adjustments, consisting
only of normal recurring adjustments, necessary to summarize fairly the
Partnership's financial position and results of operations. The results of
operations for the period may not be indicative of results to be expected
for the year.
Reclassification
Certain items in the 1998 financial statements have been reclassified
for comparative purposes to conform with the financial statement
presentation used in the 1999 statements.
Consolidation
The accompanying consolidated financial statements include the
accounts of the company and all of its subsidiaries. Intercompany
transactions and balances have been eliminated. Minority interest is
accounted for by using the equity method.
NOTE 2 - COMPENSATION, REIMBURSEMENTS, AND ACCRUALS FOR GENERAL PARTNERS
AND AFFILIATES:
The General Partner and affiliates are entitled to the following types
of compensation and reimbursement for costs and expenses incurred for the
Partnership for the three months ended March 31, 1999.
General and Administrative Costs and Fees $3,774
Cash Distributions $ 0
<PAGE>
CUMBERLAND HEALTHCARE, L.P. I-A
(a Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Interest income decreased by $99,845 (92.1%) for the three months
ended March 31, 1999, as compared to the same period in 1998, due to
decreased cash balances held in interest bearing accounts. The decreased
cash balances are a result of the $8,850,000 in distributions paid to
limited partners in 1998.
General and Administrative - Affiliate expense decreased by $2,319
(38.1%) for the three months ended March 31, 1999, as compared to the same
period in 1998, due to a decrease in personnel costs as a result of the
liquidation of the Partnership.
General and Administrative - Other expense decreased by $14,810
(58.2%) for the three months ended March 31, 1999, as compared to the same
period in 1998, due to a decrease in accounting, audit and legal fees as a
result of the liquidation of the Partnership.
Discontinued Operations - Income from Health Care Operations decreased
by $4,921 (44.1%) for the three months ended March 31, 1999, as compared to
the same period in 1998. Current activity is a result of adjustments to
1998 revenue and expense accruals.
Due to the 1997 sale of the health care operations, primary sources of
funds for the period ended March 31, 1999, are from interest income and
cash reserves.
In the opinion of the General Partner, there are no material trends,
favorable or unfavorable, in the Partnership's capital resources. The
resources will be sufficient to meet the Partnership's needs until its full
liquidation. These sources include cash from cash reserves and interest
income.
Short-term liquidity requirements consist of funds needed to meet
commitments for administrative expenses. These short-term needs will be
funded by cash reserves at March 31, 1999, plus future interest income.
The cash balance at March 31, 1999, is $822,630. The Partnership had
net income of $355. After adjusting for changes in operating assets and
liabilities, net cash used in operating activities is $19,301. Accounts
Payable decreased by $23,576 primarily due to a decrease in the management
bonus accrual for the third party manager of the Paramount, California
nursing facility. The net cash used in financing activities is $5,443
which is a result of the distribution paid to the minority interest.
Cash distributions to limited partners were discontinued during the
first quarter of 1988 but resumed in February 1992. The March 1998
distribution to the limited partners was $6,750,000 (22.5% of the original
capital investment of $30,000). On October 12, 1998, a $2,100,000
distribution was declared to be issued to the limited partners. With the
payment of this distribution on October 27, 1998, limited partners in the
initial offering have received 111.4% return of their initial investment.
Future distributions will be at a level that is warranted by the plan of
liquidation.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits filed with this Report - None
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, this report has been signed by the following persons
on behalf of the Registrant in the capacities and on the dates indicated.
CUMBERLAND HEALTHCARE, L.P. I-A
By: Medical Investments Partners
By: RJ Health Properties, Inc.
Managing General Partner
ATTEST:
Date: May 14, 1999 By:\s\ Fred E. Whaley
Fred E. Whaley
President and Director
Date: May 14, 1999 By:\s\ J. Davenport Mosby
J. Davenport Mosby, III
Vice President and Director
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED MARCH 31, 1999,
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 822,630
<SECURITIES> 0
<RECEIVABLES> 57,461
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 880,091
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 26,974
0
0
<COMMON> 0
<OTHER-SE> 404,562
<TOTAL-LIABILITY-AND-EQUITY> 880,091
<SALES> 0
<TOTAL-REVENUES> 8,553
<CGS> 0
<TOTAL-COSTS> 14,430
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (5,877)
<INCOME-TAX> 0
<INCOME-CONTINUING> (5,877)
<DISCONTINUED> 6,232
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 355
<EPS-PRIMARY> .01<F2>
<EPS-DILUTED> .01<F2>
<FN>
<F1>REGISITRANT HAS AN UNCLASSIFIED BALANCE SHEET
<F2>EPS IS NET INCOME PER $1,000 LIMITED PARTNERSHIP UNIT
</FN>
</TABLE>
