23
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549-1004
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 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 (727) 573-3800
Securities registered pursuant to Section 12(b) of the Act:None
Securities registered pursuant to Section 12(g) of the Act:30,000
Title of Each Class
Units of Limited Partnership Interest
$1,000 per unit
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of Registrant's knowledge, in definitive proxy
or information statements incorporated by reference in Part III of
this Form 10-K or any amendment to this Form 10-K. X
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
Title of Each Class at December 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
None
Exhibit Index: Pages 19 - 23
<PAGE>
PART I
Item 1. Business
General Development of Business
The Registrant is a limited partnership (Partnership) composed of
Medical Investments Partners (General Partner) and purchasers of
Partnership units as the limited partners. The General Partner is
composed of RJ Health Properties, Inc. and RJ Medical Investors, Inc.,
both of which are wholly-owned subsidiaries of Raymond James
Financial, Inc. The Partnership was formed under the laws of Delaware
and commenced operations on March 13, 1986.
Financial Information about Industry Segments
The Partnership was formed to engage in only one industry segment,
the acquisition of nursing homes subject to leases to third parties.
As a result of the bankruptcy of the original lessees of the
Partnership's nursing homes, the Partnership, on an interim basis,
became the operator of the fourteen nursing homes owned by it pending
locating qualified lessees for the nursing homes.
Narrative Description of Business
The Partnership's business is to acquire and lease nursing homes,
primarily through operating leases expected to generate cash
distributions to the limited partners from leasing revenues and
proceeds from the sale or other disposition of the nursing homes.
Termination and Dissolution of the Partnership
On May 8, 1996, the limited partners approved a plan of
liquidation pursuant to which the Partnership will be dissolved, its
affairs wound up pursuant to Article XIV of the Limited Partnership
Agreement and its assets will be liquidated. The proceeds of such
liquidation will be expended and distributed as required by the
Limited Partnership Agreement. Upon distribution of all of the assets
of the Partnership, the Partnership will be terminated. On December
24, 1999, the distribution of all of the remaining liquid assets was
issued. The Partnership terminated effective December 31, 1999.
Nursing Home Operations
The Partnership owned 99% of Cumberland Healthcare, L.P. I-C which
leased the Hillcrest Care Center to Arbor Health Care Company (Arbor).
The General Partner owned the remaining 1% of Cumberland Healthcare,
L.P. I-C. Arbor had an option to purchase the nursing home which
became effective February 1, 1995, and terminated February 1, 1997, at
an amount determined according to the lease agreement. Arbor
exercised its option to purchase Hillcrest Care Center and on
September 20, 1996, the purchase was closed with the payment of
$5,750,000 by Arbor to Cumberland Healthcare, L.P. I-C. As a result of
the sale of the nursing home to Arbor, Cumberland Healthcare, L.P. I-C
was terminated in 1998.
The Partnership leased Bel Tooren, Imperial, La Habra, Mirada
Hills, Northwalk, Rimrock and Sun City (the LCCA Homes) to Life Care
Centers of America (LCCA). The Partnership entered into an agreement
with LCCA on August 4, 1995 (the Purchase Agreement) pursuant to which
LCCA agreed to purchase the seven nursing homes located in California
for a purchase price of $17,900,000. The Purchase Agreement required
the purchase price to be paid by LCCA as follows:
(a) LCCA would assume the indebtedness secured by a mortgage on
Rimrock.
(b) LCCA would deliver a purchase money note in the amount of
$1,000,000 guaranteed by its principal shareholder to the Partnership
(the LCCA Note). The LCCA Note matures on the fifth anniversary of
its issuance but payment may be demanded at the option of the
Partnership on or anytime after December 28, 1997. A portion
of the accrued interest is payable monthly and the balance is due
on the maturity of the LCCA Note. However, if the Partnership
exercises its right to call the LCCA Note on or after December 28,
1997, the accrued interest which would otherwise be due at
maturity will be canceled; and
(c) The balance of the purchase price would be paid in cash at
closing by federal funds wire transfer to the Partnership.
The agreement to sell the LCCA Homes to LCCA was subject to
Partners' approval. Approval by the Partners for the sale of the LCCA
Homes was granted May 8, 1996. On May 29, 1996, the closing of the
sale of the LCCA Homes was finalized. All lease agreements previously
held between the Partnership and LCCA were terminated.
On September 30, 1997, the Partnership closed on a purchase
agreement with Premier Management Company whereby Premier Management
Company purchased Pacific Palms f/k/a Rancho Los Padres and Paramount
Chateau for $5,050,000.
On December 31, 1997, the Partnership closed on a purchase
agreement with Public Hospital District No. 2 (the hospital) whereby
the hospital purchased Olympic Healthcare for $2,800,000.
Item 2. Properties
As a result of the two 1997 sale closings, the Partnership no
longer owned any investment properties.
Item 3. Legal Proceedings
There are no material pending legal proceedings to which the
Partnership is a party or to which its property is subject.
Therefore, no provision has been made in the accompanying financial
statements.
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to a vote of security holders, through
the solicitation of proxies or otherwise, during the fourth quarter of
1999.
PART II
Item 5. Market for the Registrant's Securities and Related Security
Holder Matters
(a) The Registrant's limited partnership interests are not publicly
traded. There is no market for the Registrant's limited partnership
interests and it is unlikely that any will develop.
(b) Approximate number of Equity Security Holders:
Number of Record Holders
Title of Class as of December 31, 1999
Units of Limited Partnership Interest 1,940
General Partner Interest 1
No limited partner owns more than 5% of the Units. The General
Partner Interest is owned by Medical Investments Partners, The Raymond
James Financial Center, 880 Carillon Parkway, St. Petersburg, Florida
33716.
(c) Total Units of Limited Partnership (1,000 units) 30,000
Total Units Outstanding ($1,000 per unit) 30,000
1999 1998 1997
---- ---- ----
Distributions to Limited Partners 647,400 $8,850,000 None
Distributions to General Partner 13,215 None None
The distributions for 1998 represent return of capital on a GAAP
basis.
Item 6. Selected Financial Data
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
Total Revenues $ 175,737 195,027 199,361 269,390 62,825
Net Income(1) $ 41,430 15,339 149,699 138,294 (57,976)
Total Assets $ 0 912,473 9,770,909 9,392,809 22,181,442
Mortgage Notes
Payable $ 0 0 0 1,256,214 7,946,917
Distributions to
Limited Partners
Per Partnership
Unit $ 21.58 295.00 0 605.00 50.00
Net Income
Per Unit(1) $ 1.35 .50 4.89 4.52 (1.89)
(1) Net Income and Net Income Per Unit does not include income from
discontinued operations.
The above selected financial data should be read in conjunction
with the financial statements and related notes appearing elsewhere in
this report. This statement is not covered by the auditors' opinion
included elsewhere in this report.
Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Continuing Operations:
Interest income decreased by $162,132 (83.1%) for the year ended
December 31, 1999, as compared to the same period in 1998, due to
decreased cash balances held in interest bearing accounts. Interest
income decreased by $4,334 (2.2%) for the year ended December 31,
1998, compared to the same period in 1997, due to decreased average
cash balances in interest bearing accounts. The decreased cash
balances are a result of the $8,850,000 in distributions paid to
limited partners in 1998.
Miscellaneous Income is $142,842 for the period ended December
31, 1999, as compared to $0 for the same period in 1998. This income
is a result of Raymond James and Associates, an affiliate of RJ Health
Properties, Inc., providing funds necessary to pay certain 1999
incurred administrative costs of the Partnership.
General and Administrative - Affiliate expense decreased by
$45,615 (58.6%) for the year ended December 31, 1999, compared to the
same period in 1998, due to a decrease in administrative costs as a
result of the liquidation of the Partnership. General and
Administrative - Affiliate expenses increased by $72,635 for the year
ended December 31, 1998, compared to the same period in 1997. In
1997, the home office charged a management fee to the California
nursing homes it operated. This management fee in actuality
transferred costs from the General and Administrative - Affiliate
expense account to the Resident Services Expenses expense account. In
1998, as a result of the 1997 sale of the nursing homes, this transfer
of costs was discontinued.
General and Administrative - Other expense increased by $234 for
the year ended December 31, 1999, compared to the same period in 1998.
General and Administrative - Other expense increased by $57,391 (129%)
for the year ended December 31, 1998, compared to the same period in
1997. In 1997, the home office charged a management fee to the
California nursing homes it operated. This management fee was
calculated as a percentage of the nursing homes' net revenue. The
management fee in actuality transferred costs from the General and
Administrative - Other expense account to the Resident Services
Expenses expense account. In 1998, as a result of the 1997 sale of
the nursing homes, this transfer of costs was discontinued.
As a result of the above revenue and expense items, the
Partnership had $41,430, $15,339 and $149,699 net income from
continuing operations for the years 1999, 1998 and 1997 respectively.
Inflation and changing prices have not had a material impact on net
revenues and expenses from continuing operations over the past three
years.
Discontinued Operations:
Income from Health Care Operations has income of $64,978 for the
year ended December 31, 1999. This income, in most part, is a result
of a $49,187 Medicare cost report settlement adjustment and a $34,837
insurance refund. The $315,818 income for the year ended December 31,
1998, in most part, is a result of a $146,988 Medicare cost report
settlement, a $206,946 Columbia Corporation bankruptcy note
settlement, a $21,634 insurance payment and miscellaneous prior period
adjustments. The $183,161 income for the year ended December 31, 1997,
is a result of the net operating results of the three nursing homes
that were sold in 1997.
Gain on Sale of Assets in the amount of $150,000 for the year
ended December 31, 1999, is a result of the sale of 324,000 shares of
Columbia Corporation stock that the Partnership received as partial
settlement in Columbia Corporation's bankruptcy reorganization. The
shares of stock were sold in two lots. Columbia Corporation purchased
40,000 shares for $18,519. RJ Health Properties, Inc. purchased
284,000 shares for $131,481. This asset was not previously recorded on
the books of the Partnership because of the uncertainty of the stock's
value. There was no activity in this category for the year ended
December 31, 1998. The December 31, 1997, gain of $2,440,210 is a
result of the September 30, 1997, sale of Pacific Palms and Paramount
Chateau to Premier Management Company and the December 31, 1997, sale
of Olympic Healthcare to the hospital.
As a result of the above items, the Partnership had $214,978,
$315,818 and $2,623,371 income from discontinued operations for the
years ended December 31, 1999, 1998 and 1997 respectively.
Net Income
As a result of all of the above revenue and expense items, the
Partnership had net income of $256,408, $331,157 and $2,773,070 for
the years ended December 31, 1999, 1998 and 1997 respectively.
Inflation and changing prices have not had a material impact on net
revenues and losses from continuing operations over the past three
years.
LIQUIDITY AND CAPITAL RESOURCES
The primary sources of funds for the periods ending December 31,
1999, 1998 and 1997 were interest income, revenues from nursing home
operations, proceeds from the sale of assets and the reimbursement of
costs by Raymond James and Associates. These funds were used to pay
operating expenses and make distributions to partners.
The cash balance at December 31, 1999, is $0. The Partnership
had net income of $256,408. After adjusting for changes in operating
assets and liabilities, net cash used in operating activities was
$106,182. The net cash used in financing activities was $741,192
consisting of a $647,400 distribution to limited partners, a $13,215
distribution to the General Partner and minority interest of $80,577.
Significant changes to the balance sheet which affected the cash flow
of the Partnership for 1999 are primarily due to the collection of the
Medicare cost report settlement, the payment of the accrue management
fee and the payment of the 1998 accrued trade accounts payable.
Cash distributions to limited partners were discontinued during
the first quarter of 1988 and resumed in February 1992. There were no
distributions issued in 1997. The 1998 distributions totaled
$8,850,000 (29.5% of the original capital of $30,000,000). The 1998
distributions were issued in two payments. The first payment was
issued March 31, 1998, for $6,750,000 (22.5% of original capital of
$30,000,000). The second payment was issued October 27, 1998, for
$2,100,000 (7% of original capital of $30,000,000). The 1999
distribution totaled $647,400. This distribution was paid in December
1999 and represents the final distribution of the Partnership.
INDEPENDENT AUDITOR'S REPORT
To the Partners of
Cumberland Healthcare, L.P. I-A
We have audited the accompanying consolidated balance sheets of
Cumberland Healthcare, L.P. I-A (a Delaware Limited Partnership) as of
December 31, 1999 and 1998, and the related consolidated statements of
income, partners' equity, and cash flows for each of the three years
in the period ended December 31, 1999. These consolidated financial
statements are the responsibility of the Partnership's management.
Our responsibility is to express an opinion on these statements based
on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement.
An audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the consolidated financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to
above present fairly, in all material respects, the financial position
of Cumberland Healthcare, L.P. I-A as of December 31, 1999 and 1998
and the results of its operations and its cash flows for each of the
three years in the period ended December 31, 1999, in conformity with
generally accepted accounting principles.
As more fully discussed in Note 10, the Partnership discontinued
the leasing and health care segments of its operations. Historically,
assets and operations of the leasing and health care segments have
represented a substantial portion of the Partnership's total assets
and results of operations.
As more fully disclosed in Note 11, all assets of the Partnership
were distributed to the partners on December 24, 1999, and the
Partnership was terminated effective December 31, 1999.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The schedule listed
under Item 14 in the index is presented for purposes of complying with
the Securities and Exchange Commission's rules and is not part of the
basic financial statements. This schedule has been subjected to the
auditing procedures applied in the audit of the basic financial
statements and, in our opinion, fairly states in all material respects
the financial data required to be set forth therein in relation to the
basic financial statements taken as a whole.
/s/ Spance, Marston, Bunch, Morris & Co.
SPENCE, MARSTON, BUNCH, MORRIS & CO.
Certified Public Accountants
Clearwater, Florida
January 25, 2000
CUMBERLAND HEALTHCARE, L.P. I-A
(a Limited Partnership)
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, DECEMBER 31,
1999 1998
------------ ------------
ASSETS
Cash and Cash Equivalents $ 0 $ 847,374
Accounts Receivable 0 65,099
---------- ----------
Total Assets $ 0 $ 912,473
========== ==========
LIABILITIES AND PARTNERS' EQUITY
Liabilities:
Accounts Payable $ 0 $ 63,802
Payable to Related Parties - Affiliates 0 415,829
Minority Interest 0 28,635
---------- ----------
Total Liabilities $ 0 $ 508,266
---------- ----------
Partners' Equity:
Limited Partners (30,000 units outstanding
at December 31, 1999 and 1998) $ 16,217 $ 419,072
General Partner (16,217) (14,865)
---------- ----------
Total Partners' Equity $ 0 $ 404,207
---------- ----------
Total Liabilities and Partners' Equity $ 0 $ 912,473
========== ==========
The accompanying notes are an integral part
of these consolidated financial statements.
CUMBERLAND HEALTHCARE, L.P. I-A
(a Limited Partnership)
CONSOLIDATED STATEMENTS OF INCOME
FOR THE YEARS ENDED
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1999 1998 1997
------------ ------------ ------------
Revenues:
Interest Income $ 32,895 $ 195,027 $ 199,361
Miscellaneous Income 142,842 0 0
--------- --------- ----------
Total Revenues 175,737 195,027 199,361
Expenses:
General and Administrative
- Affiliates 32,203 77,818 5,183
- Other 102,104 101,870 44,479
--------- --------- ----------
Total Expenses 134,307 179,688 49,662
Income From Continuing Operations 41,430 15,339 149,699
--------- --------- ----------
Discontinued Operations:
Income From Health Care Operations 64,978 315,818 183,161
Gain on Sale of Assets 150,000 0 2,440,210
--------- --------- ----------
Income from Discontinued Operations 214,978 315,818 2,623,371
Net Income $ 256,408 $ 331,157 $2,773,070
Income from Continuing Operations
Per $1,000 Limited Partnership Unit $ 1.35 $ .50 $ 4.89
Income from Discontinued Operations
Per $1,000 Limited Partnership Unit 6.80 10.32 85.70
--------- --------- ----------
Total Income Per $1,000
Limited Partnership Unit $ 8.15 $ 10.82 $ 90.59
========= ========= ==========
Number of Limited Partnership Units
Outstanding 30,000 30,000 30,000
========= ========= ==========
The accompanying notes are an integral part
of these consolidated financial statements.
CUMBERLAND HEALTHCARE, L.P. I-A
(a Limited Partnership)
CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY
FOR THE YEARS ENDED DECEMBER 31, 1999, 1998 AND 1997
Limited General Total
Partners' Partner's Partners'
Equity Deficit Equity
Balance at December 31, 1996 $6,226,929 $ (76,949) $6,149,980
Net Income - 1997 2,717,609 55,461 2,773,070
Distribution 0 0 0
---------- --------- ----------
Balance at December 31, 1997 8,944,538 (21,488) 8,923,050
Net Income - 1998 324,534 6,623 331,157
Distribution (8,850,000) 0 (8,850,000)
---------- --------- ----------
Balance at December 31, 1998 419,072 (14,865) 404,207
Net Income - 1999 244,545 11,863 256,408
Distribution (647,400) (13,215) (660,615)
---------- --------- ----------
Balance at December 31, 1999 $ 16,217 $ (16,217) $ 0
========== ========= ==========
The accompanying notes are an integral part
of these consolidated financial statements.
CUMBERLAND HEALTHCARE, L.P. I-A
(a Limited Partnership)
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED
December 31, December 31, December 31,
1999 1998 1997
------------ ------------ ------------
Cash Flows from Operating Activities:
Net Income $ 256,408 $ 331,157 $2,773,070
Adjustments to Reconcile Net Income to Net
Cash Provided by Operating Activities:
Depreciation and Amortization 0 0 194,224
Minority Interest in Net Income (Loss) 51,942 (5,321) 229,477
Gain on Sale of Assets 0 0 (2,440,210)
Changes in Operating Assets and Liabilities:
(Increase) Decrease in
Accounts Receivable 65,099 606,584 47,089
(Increase) Decrease in
Prepaid Expenses 0 65,940 53,931
Increase (Decrease) in Payable
to Related Parties (415,829) 60,000 16,376
Increase (Decrease) in Payables
and Accruals (63,802) (370,428) (530,005)
-------- -------- ----------
Net Cash Provided by (Used In)
Operating Activities (106,182) 687,932 343,952
Cash Flows from Investing Activities:
(Additions) to Investment Properties 0 0 (27,794)
(Increase) Decrease in Notes Receivable 0 1,000,000 67,059
(Increase) Decrease Sale
Proceeds Receivable 0 764,604 (764,604)
Sale of Investment Properties 0 0 7,697,413
-------- --------- ----------
Net Cash Provided by (Used in)
Investing Activities 0 1,764,604 6,972,074
Cash Flows from Financing Activities:
Payments of Mortgage Notes Payable 0 0 (1,256,214)
Distribution to Partners:
Limited Partners (647,400) (8,850,000) 0
General Partner (13,215) 0 0
Minority Interest (80,577) (23,844) (854,604)
-------- --------- ----------
Net Cash (Used in) Financing
Activities (741,192) (8,873,844) (2,110,818)
Increase (Decrease) in Cash and
Cash Equivalents (847,374) (6,421,308) 5,205,208
Cash and Cash Equivalents
at Beginning of Year 847,374 7,268,682 2,063,474
-------- --------- ---------
Cash and Cash Equivalents
at End of Year $ 0 $ 847,374 $7,268,682
========= ========== ==========
Supplemental Disclosure of Cash Flow Information:
Interest Paid $ 0 $ 0 $ 117,090
See Note 7 for Non-Cash Investing and Financing Activities
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
DECEMBER 31, 1999
NOTE 1 - ORGANIZATION:
Cumberland Healthcare, L.P. I-A (Partnership), a limited
partnership, was organized under the provisions of the Delaware
Revised Uniform Limited Partnership Act as amended. Operations
commenced on March 13, 1986, for the purpose of acquiring and leasing
nursing homes. On May 8, 1996, the limited partners approved a plan
of liquidation pursuant to which the Partnership will be dissolved and
its affairs wound up pursuant to Article XIV of the Limited
Partnership Agreement. On December 24, 1999, the final distribution
was made to the limited partners. Effective December 31, 1999, the
Partnership is terminated.
Medical Investments Partners, the General Partner, manages and
controls the business and affairs of the Partnership. Medical
Investments Partners is a Florida general partnership whose corporate
partners are RJ Health Properties, Inc. and RJ Medical Investors,
Inc., both wholly-owned subsidiaries of Raymond James Financial, Inc.
These consolidated financial statements include the accounts of
additional limited partnerships in which the Partnership is a 99%
limited partner. Detailed information as to the consolidated entities
is as follows:
Net Book Value Income/Loss
of Investment Sharing
General Properties at Net Limited General
Partnership Name Partners 12/31/99 Income Partners Partners
- ---------------- -------- -------------- ------ -------- --------
Cumberland Medical
Healthcare, Investments
L.P. I-A Partners $ 0 $ 207,224 N/A N/A
Partners
Cumberland Medical
Healthcare, Investments
L.P. I-B* Partners &
Olympic Health
Services, Inc. 0 49,184 99% 1%
________ ________
Total $ 0 $ 256,408
======== =========
* A 50% interest was sold to Olympic Health Services, Inc. and William
Littlejohn effective January 1, 1993.
Allocation of Net Income and Net Losses
Net income and loss of the Partnership, other than that
attributable to a sale or other disposition of the properties, shall
be allocated 98% to the limited partners and 2% to the General
Partner. Any distributions of cash from operations for any year shall
be distributed 98% to the limited partners and 2% to the General
Partner until the limited partners have received distributions of cash
from operations for such year equal to 9% of their respective adjusted
capital contribution. Thereafter, any remaining cash from operations
for such calendar year shall be distributed 85% to the limited
partners and 15% to the General Partner. In no event shall such cash
from operations distributed to the General Partner for any calendar
year exceed 10% of the total distributions of cash from operations
made for such calendar year. Net income or loss and cash
distributions from the sale or other disposition of the properties
will be allocated as formulated in the Limited Partnership Agreement.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES:
Basis of Accounting
The accompanying financial statements are prepared on the accrual
basis. Revenues are recognized when earned and expenses are
recognized as obligations when incurred. These financial statements
include the accounts of Cumberland Healthcare, L.P. I-B. In Cumberland
Healthcare, L.P. I-B, the Partnership is a 49 1/2% limited partner
with William Littlejohn being a 49 1/2% limited partner. The only
activity of this entity is to hold title for certain properties
included in these financial statements. (See Note 1.)
Cash and Cash Equivalents
It is the Partnership's policy to include all money market funds,
commercial paper and banker's acceptances with an original maturity of
three months or less in Cash and Cash Equivalents.
Concentrations of Credit Risk
Financial instruments which potentially subject the Partnership to
concentrations of credit risk consist principally of short-term
investments and receivables. The Partnership's short-term investments
are primarily in high quality securities placed with institutions with
high credit ratings. The Partnership's investment policy limits the
exposure to concentration of credit risk. The Partnership's
receivables are related to medical services and are primarily due from
a federal agency in Washington state and are not collateralized.
The Partnership maintains deposits in excess of federally insured
limits. Statement of Financial Accounting Standards No. 105 requires
disclosure regardless of the degree of risk.
Medicare/Medicaid Settlements
The Partnership recorded a $57,462 Medicare cost report settlement
receivable for the year ended December 31, 1998. This receivable is
the estimated amount due on the Olympic Healthcare cost report. This
receivable was collected in 1999.
Income Taxes
Federal and state income tax regulations provide that taxes on the
income or loss of the Partnership are reportable by the Partners in
their individual income tax returns. Accordingly, no provision for
such taxes has been made.
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with
generally accepted accounting principles requires the use of estimates
that affect certain reported amounts and disclosures. These estimates
are based on management's knowledge and experience. Accordingly,
actual results could differ from these estimates.
Reclassifications:
Certain items in the 1998 and 1997 financial statements have been
reclassified for comparative purposes to conform with the financial
statement presentation used in the 1999 statements.
NOTE 3 - RELATED PARTY TRANSACTIONS:
The General Partner is reimbursed for general and administrative
costs on an accountable basis. The General Partner's reimbursable
costs were $2,891, $6,581 and $3,521 for 1999, 1998 and 1997
respectively. Affiliates of the General Partner are reimbursed for
direct costs incurred on behalf of the Partnership. Direct
reimbursable costs amounted to $6,275, $11,237 and $704 for 1999, 1998
and 1997 respectively. These costs are included in the Consolidated
Statements of Income.
The General Partner is reimbursed a general and administrative fee
of up to .5% of the Partnership's aggregate capital contributions on
an annual basis for certain expenses incurred on behalf of the
Partnership. The General Partner's reimbursable expenses were
$23,037, $60,000 and $958 for 1999, 1998 and 1997 respectively. These
expenses are included in the Consolidated Statements of Income.
As of December 31, 1999, 1998 and 1997, the amounts payable to the
General Partner and affiliates for the above items are $0, $415,829
and $355,829 respectively. The payable is non-interest bearing,
unsecured and payable on demand.
The Partnership sold the 324,000 shares of Columbia Corporation
stock that it received as partial settlement in Columbia Corporation's
bankruptcy reorganization. RJ Health Properties, Inc. purchased
284,000 shares for $131,481. The remaining 40,000 shares were
purchased by Columbia Corporation for $18,519.
NOTE 4 -NOTES RECEIVABLE:
The notes receivable was recorded at its face value. The note was
a promissory note with a maturity date of May 29, 2001, secured by the
personal guarantee of the principal shareholder of Life Care Centers
of America, Inc. Interest accrued at the rate of 10% per annum and
was payable monthly at the rate of 5% per annum. The unpaid interest
accrued. If the Partnership exercised its right to demand payment
before the maturity date, the 5% accrued interest would be canceled.
On February 28, 1998, notice for demand of payment was given to Life
Care Centers of America, Inc. Payment was received on April 24, 1998.
NOTE 5 - LEASES AND INVESTMENT PROPERTIES:
Leases
The Partnership leased Hillcrest Care Center to Arbor Health Care
Company (Arbor). The lessee had an option to purchase the facility
which became effective February 1, 1995 and terminated February 1,
1997, at an amount determined according to the lease agreement. Arbor
exercised its option to purchase Hillcrest Care Center. On September
20, 1996, the purchase was closed with the payment of $5,750,000 by
Arbor to Cumberland Healthcare I-C. As a result of the purchase by
Arbor, Cumberland Healthcare, L.P. I-C terminated in 1998.
The Partnership leased Bel Tooren, Imperial, La Habra, Mirada
Hills, Northwalk, Rimrock and Sun City to Life Care Centers of America
(LCCA). The Partnership entered into an agreement with LCCA on August
4, 1995 (the Purchase Agreement) pursuant to which LCCA agreed to
purchase the seven nursing homes located in California for a purchase
price of $17,900,000.
The Purchase Agreement required the purchase price to be paid by LCCA
as follows:
(a) LCCA would assume the indebtedness secured by a mortgage on
Rimrock.
(b) LCCA would deliver a purchase money note in the amount of
$1,000,000 guaranteed by its principal shareholder to the Partnership
(the LCCA Note). The LCCA Note would mature on the fifth anniversary
of its issuance but could be accelerated at the option of the
Partnership at the end of 1997. A portion of the accrued interest
would be payable monthly and the balance would be due on the maturity
of the LCCA Note. However, if the Partnership exercised its right to
call the LCCA Note after 1997, the accrued interest which would
otherwise be due at maturity would be canceled; and
(c) The balance of the purchase price would be paid in cash at
closing by federal funds wire transfer to the Partnership.
Closing of the LCCA transaction was contingent upon approval of
the plan by a majority interest of the limited partners. Approval by
the limited partners for the sale of the LCCA Homes was granted May 8,
1996. On May 29, 1996, the closing of the sale of the LCCA Homes
finalized the Purchase Agreement requirements and terminated all lease
agreements previously held between the Partnership and LCCA.
Until its sale on December 31, 1997, the Partnership continued to
operate Olympic Healthcare Center pursuant to a management contract
with a third party operator. Until its sale on September 30, 1997,
Paramount Chateau was being managed under an employment contract with
a third party operator. Until its sale on September 30, 1997, the
Partnership operated Pacific Palms Skilled Nursing.
NOTE 6 - TAXABLE INCOME:
The financial statements of the Partnership and the Partnership tax
returns are prepared on the accrual basis. The following is a
reconciliation between net income per the financial statements and
Partnership net income for tax purposes:
1999 1998 1997
---- ---- ----
Net income per financial statements $256,408 $331,157 $2,773,070
Tax depreciation and amortization
in excess of book depreciation 0 0 (69,140)
Gain on sale of Assets 0 0 228,831
Bad debt deduction for tax in
excess of book 0 (281,917) 0
Other Adjustments 586 30,105 67,965
-------- -------- ----------
Partnership income for tax purposes $256,994 $ 79,345 $3,000,726
======== ======== ==========
NOTE 7- ADDITIONAL CASH FLOW INFORMATION:
The Partnership's non-cash activities for the years 1999, 1998 and
1997 are:
December 31, 1999: None
December 31, 1998: None
December 31, 1997:
Intangible Asset Amortization $388,323
NOTE 8 - LEGAL PROCEEDINGS:
The General Partner is not aware of any uninsured open claims that
have been filed against the Partnership. Therefore, no provision has
been made in the accompanying financial statements.
NOTE 9 - DISTRIBUTIONS:
The 1999 cash distribution to limited partners was $647,400 (2.16%
of capital contributions). The 1998 cash distributions to limited
partners were $8,850,000 (29.5% of capital contributions). There were
no distributions made to limited partners in 1997. The 1999 cash
distribution is the final distribution of the Partnership.
Note 10 - DISCONTINUED OPERATIONS:
As a result of the 1997 property sales and the Partnership's
discontinuance of the health care segment of its operations, the
health care operations revenues from discontinued operations were
$64,978, $315,818 and $183,161 for the years ended December 31, 1999,
1998 and 1997 respectively.
There was a gain on sale of assets in the amount of $150,000 for
the year ended December 31, 1999. This gain is a result of the sale
of the Columbia Corporation stock that the Partnership received as
partial settlement in Columbia Corporation's bankruptcy
reorganization. This asset was not previously recorded on the books of
the Partnership because of the uncertainty of the stock's value.
Note 11 - TERMINATION AND DISSOLUTION OF THE PARTNERSHIP
On May 8, 1996, the limited partners approved a plan of
liquidation pursuant to which the Partnership will be dissolved, its
affairs wound up pursuant to Article XIV of the Limited Partnership
Agreement and its assets liquidated. The proceeds of such liquidation
will be expended and distributed as required by the Limited
Partnership Agreement. Upon distribution of all of the assets of the
Partnership, the Partnership will be terminated. On December 24,
1999, the final distribution of all of the assets was issued. The
Partnership is terminated effective December 31, 1999.
Note 12 - Miscellaneous Income
There was miscellaneous income in the amount of $142,842 for the
year ended December 31, 1999. This income is a result of Raymond
James and Associates, an affiliate of RJ Health Properties, Inc.,
providing funds necessary to pay certain administrative costs incurred
by the Partnership during 1999.
Item 9. Disagreements on Accounting and Financial Disclosures
None.
PART III
Item 10. Directors and Executive Officers of the Registrant
The General Partner is Medical Investments Partners (MIP), a
Florida General Partnership with two Partners, RJ Health Properties,
Inc. (RJHP) (99% interest in MIP) and RJ Medical Investors, Inc.
(RJMI) (1% interest in MIP).
RJHP is the Managing General Partner of MIP, who is the General
Partner of Cumberland Healthcare. RJHP is owned 100% by Raymond James
Financial, Inc. The Board of Directors of RJHP currently has two
members. Directors hold their terms until the annual meeting of the
parent company at which time they are reaffirmed. Executive officers
serve at the pleasure of the Board.
RJ Health Properties, Inc. Board of Directors and Executive Officers:
Fred E. Whaley, age 54, has been the President and Director of RJ
Health Properties, Inc. since January 1986. Mr. Whaley's term will
expire in 2000. He was a Managing Director for Raymond James &
Associates, Inc. from 1980 until April 1997.
J. Davenport Mosby III, age 44, has been a Vice President and
Director of RJ Health Properties, Inc. since December 1988. Mr.
Mosby's term will expire in 2000. He is a Managing Director of Raymond
James & Associates, Inc. in the Investment Banking Department, which
he joined in 1982.
Richard M. Todd, age 49, has been a Vice President of RJ Health
Properties, Inc. since August 1997.
Item 11. Executive Compensation
The directors and officers of RJ Health Properties, Inc.,
managing General Partner of Medical Investments Partners, the General
Partner of Cumberland Healthcare, do not receive any compensation from
the Partnership or any of its affiliates for acting in the capacity of
a director or officer of RJ Health Properties, Inc. However, Richard
Todd received monthly compensation, payable in advance, for his
services relating to the operations of the Partnership. He received a
consulting fee relating to the sale of the Partnership's two
California facilities. He also received a final lump-sum payment for
his services relating to the termination of the Partnership. Fred
Whaley received a final lump-sum payment for his services as they
related to the termination of the Partnership.
Item 12. Security Ownership of Certain Beneficial Owners and
Management
The corporate partners of Medical Investments Partners, as
purchasers of Partnership units, do not own any units of the
outstanding securities of the Partnership as of December 31, 1999.
Directors and officers of the General Partners of Medical Investments
Partners do own units of the outstanding securities of the Partnership
as of December 31, 1999. In a secondary market transaction 45 units
were acquired by J. Davenport Mosby, III, Vice President and Director.
In a secondary market transaction, 18 units were acquired by Richard
Todd, Vice President.
The Registrant is a Limited Partnership and therefore does not
have voting shares of stock. To the knowledge of the Partnership, no
person owns of record or beneficially more than 5% of the
Partnership's outstanding units.
Item 13. Certain Relationships and Related Transactions
The Partnership has no officers or directors. However, under the
terms of the public offering, various kinds of compensation and fees
are payable to the General Partner and its affiliates during the
organization and operations of the Partnership. The General Partner
did not receive any management fees for the years 1999, 1998 and 1997.
Reimbursement to the General Partner for general and administrative
costs amounted to $2,891, $6,581 and 3,521 for 1999, 1998 and 1997
respectively. Reimbursable expenses to the General Partner on behalf
of the Partnership amounted to $23,037, $60,000 and $958 for 1999,
1998 and 1997 respectively. Direct reimbursable costs to affiliates of
the General Partner amounted to $6,275, $11,237 and $704 for 1999,
1998 and 1997 respectively. Total payments to the General Partner and
affiliates amounted to $423,375, $25,720 and $114,847 for 1999, 1998
and 1997 respectively.
The Partnership sold the 324,000 shares of Columbia Corporation
stock that it received as partial settlement in Columbia Corporation's
bankruptcy reorganization. RJ Health Properties, Inc. purchased
284,000 shares for $131,481. The remaining 40,000 shares were
purchased by Columbia Corporation for $18,519.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
A. (1) Financial Statements-See accompanying index to financial
statements, Item 8.
(2) Financial Statement Schedules -
Schedule VIII - Valuation and Qualifying Accounts and Reserves
Schedule X - Supplementary Income Statement Information
All other schedules for the Partnership have been omitted as not
required, not applicable, or the information required to be shown
therein is included in the financial statements and related notes.
Table Number Page
(3) Exhibit Index -
2 Plan of acquisition, organization, arrangement, liquidation or
succession *
3 Articles of Incorporation and By-laws *
3.10 Amended Certificate and Agreement of Limited Partnership of
Columbia Healthcare Partnership II-A, L.P. dated November 19, 1986
among Columbia Healthcare Partners Inc., Medical Investments
Partners, Alfred W. Taylor, III, and Cumberland
Healthcare, L.P. I-A **
3.11 Amended Agreement of Limited Partnership of Cumberland
Healthcare, L.P. I-C dated November 19, 1986 among Medical
Investments Partners, Frank N. Fleischer, and Cumberland
Healthcare, L.P. I-A **
3.12 Amended Certificate and Agreement of Limited Partnership of
Columbia Healthcare Partners III-A dated November 19, 1986 among
Columbia Healthcare Partners, Inc., Medical Investments Partners,
Alfred W.Taylor, III, and Cumberland Healthcare, L.P. I-A **
3.13 Amended Agreement of Limited Partnership of Cumberland
Healthcare, L.P. I-B dated November 19, 1986 among Medical
Investments Partners, Frank N. Fleischer, and Cumberland
Healthcare, L.P. I-A **
4 Instruments defining the rights of security holders, including
debentures *
9 Voting Trust Agreement ***
10 Material Contracts ***
10.7 Quakertown Lease Agreement dated December 1, 1986 between
Columbia Healthcare Partners, II-A, L.P. and Columbia East
Corporation. **
10.8 First Amendment to Lease Agreement dated February 3, 1987
between Columbia Healthcare Partners II-A, L.P. and Columbia
East Corporation. **
10.9 Mortgage Note for $3,500,000 dated as of December 8, 1986
between Columbia Healthcare Partners II-A, L.P. and Rhode
Island Hospital Trust National Bank. **
10.10 Mortgage and Security Agreement dated as of December 8, 1986
between Columbia Healthcare Partners II-A, L.P. and Rhode
Island Hospital Trust National Bank. **
10.11 Subordination Agreement dated as of December 8, 1986 between
Columbia Healthcare Partners II-A, L.P., Medical Investments
Partners, Columbia East Corporation and Columbia Corporation
in favor of Rhode Island Hospital Trust National Bank. **
10.12 Conditional Assignment dated as of December 8, 1986 by
Columbia Healthcare Partners II-A, L.P. to Rhode Island
Hospital Trust National Bank. **
10.13 UCC Financing Statement dated December 8, 1986 between
Columbia Healthcare Partners II-A, L.P. and Rhode Island
Hospital Trust National Bank. **
10.14 Hillcrest Lease Agreement dated February 3, 1987 between
Cumberland Healthcare, L.P. I-C and Columbia East Corporation **
10.15 Hopkins House Lease Agreement dated February 3, 1987 between
Columbia Healthcare Partners, III-A, and Columbia East
Corporation. **
10.16 Olympic Lease Agreement dated as of February 3, 1987 between
Cumberland Healthcare, L.P. I-B and Columbia West Corporation **
11 Computation of per-share earnings ***
12 Computation of ratios ***
13 Annual report to security holders ***
16.1 Letter regarding change in certifying accountants **
18 Letter regarding change in accounting principles ***
19 Previously unfiled documents ***
22 Subsidiaries of the Registrant ***
23 Published report regarding matters submitted to a vote of
security holders ***
24 Consents of experts and counsel ***
25 Power of Attorney ***
28 Additional Exhibits
28.01 Excerpts from Appraisal Report for Quakertown Manor Care
Center as of February 1, 1986 **
28.02 Excerpts from Appraisal Report for Hillcrest Care Center as
of September 3, 1986 **
28.03 Excerpts from Appraisal Report for Hopkins House Nursing
Home as of July 14, 1986 **
28.04 Excerpts from Appraisal Report for Olympic Health Care
Center as of August 19, 1986 **
28.05 Letter to limited partner dated June 24, 1988 **
28.06 Restructuring Agreement by and among Cumberland Healthcare,
L.P. I-A, Cumberland Healthcare, L.P. I-B, Cumberland
Healthcare, L.P.I-C, and Columbia Healthcare Partners III-A,
and Carteret Savings Bank, F.A. and The Howard Savings Bank,
dated April 6, 1989. ****
28.07 Release and Indemnification made and entered into as of the
6th day of April, 1989, by Cumberland Healthcare, L.P. I-A,
Cumberland Healthcare, L.P. I-B, Cumberland Healthcare, L.P.
I-C, and Columbia Healthcare Partners III-A (collectively
"Borrowers") and Carteret Savings Bank, F.A., and The Howard
Savings Bank (collectively "Lenders"). ****
28.08 Assignment of Leases made as of the 6th day of April, 1989,
by and between Cumberland Healthcare, L.P. I-A ("Assignor")
Carteret Savings Bank, F.A. ("Assignee") and Life Care
Centers of America, Inc. ("Lessee"). ****
28.09 Second Amended and Restated Master Lease between Cumberland
Healthcare, L.P. I-A, Lessor, and Life Care Centers of
America, Inc., a Tennessee corporation, Lessee, dated as of
March 1, 1989 (Bel Tooren Villa, La Habra, North Walk, and
Rancho Los Padres Facilities) ****
28.10 Second Amended and Restated Management Agreement made and
entered into effective as of the 1st day of March, 1989, by
and between Cumberland Healthcare, L.P. I-A ("Owner") and
Life Care Centers of America, Inc. ("Manager"). ****
28.11 Second Amended and Restated Unconditional Guaranty of Payment
and Performance dated as of the 6th day of April, 1989 by and
between Forrest L. Preston ("Guarantor"), Cumberland
Healthcare, L.P.I-A ("Lessor"), and Life Care Centers of
America, Inc. ("Lessee"). ****
28.12 Facility Lease (Hillcrest Facility) dated as of the 1st day
of February, 1989, among Cumberland Healthcare, L.P. I-C,
("Lessor") and Arbor Health Care Company ("Lessee"). ****
28.13 Open End Mortgage and Security Agreement executed on the
18th day of April, 1989, between Cumberland Healthcare, L.P.
I-C,("Mortgagor") and Southeast Bank, N.A. ("Lender"). ****
28.14 Note dated April 18, 1989 between Cumberland Healthcare,
L.P. I-C ("Maker") and Southeast Bank, N.A. ("Holder") in the
amount of $2,600,000. ****
28.15 Reimbursement, Indemnification and Security Agreement made
and entered into as of the 18th day of April, 1989 by and
among Raymond James Financial, Inc., RJ Health Properties,
Inc., Raymond James Partners, Inc., Medical Investments
Partners, Inc. (collectively the "Obligators") and Cumberland
Healthcare, L.P. I-C (the "Limited Partner"). ****
28.16 Assignment of Leases, Rents and Contract Rights made as of
the 18th day of April, 1989 by Cumberland Healthcare, L.P. I-C
("Assignor") to Southeast Bank, N.A. ("Assignee"). ****
28.17 Subordination, Non-Disturbance, and Attornment Agreement
made and entered into as of the 18th day of April, 1989, by
and among Southeast Bank, N.A. ("Mortgagee") by Cumberland
Healthcare, L.P. I-C ("Landlord") and Arbor Health Care Company
("Tenant"). ****
28.18 Indemnity Agreement made as of the 18th day of April, 1989,
from Cumberland Healthcare, L.P. I-C ("Borrower") and Raymond
James Financial Corp.("Indemnitor") to Southeast Bank, N.A.
("Lender"). ****
28.19 Purchase and Sale Agreement, executed August 24, 1989, by
and between Cumberland Healthcare, L.P. I-A, Columbia
Healthcare Partners II-A, L.P., Columbia Healthcare Partners
III-A,collectively, "Sellers" and Multicare Management, Inc.,
a New York Corporation, Daniel E. Straus and Moshael J.
Straus, "Buyers" covering Holly Manor, Mendham, New Jersey;
Quakertown Manor, Quakertown, Pennsylvania; and Hopkins House,
Wyncote, Pennsylvania. **
28.20 Letter, dated September 13, 1989, referencing Quakertown
Manor Nursing Home, Quakertown, PA, amending certain sections
of the Purchase and Sale Agreement, dated August 24, 1989. **
28.21 Letter, dated October 4, 1989, referencing the Purchase and
Sale Agreement as of July 1, 1989, amending Section 9.4 of the
Purchase and Sale Agreement, dated August 24, 1989. **
28.22 Letter, dated October 4, 1989, referencing Quakertown Manor
Nursing Home, Quakertown, PA, amending certain segments of the
Purchase and Sale Agreement, dated August 24, 1989. **
28.23 Purchase and Sale Agreement dated March 31, 1990, by and among
Cumberland Healthcare, L.P., Columbia Healthcare Partners, II-A,
L.P., and Columbia Healthcare Partners III-A, as Sellers and
Multicare Management, Inc., Daniel E. Straus and Moshael J.
Straus as Buyers, effective as of July 1, 1989, as amended by
those certain letter agreements, dated August 24, 1989,
September 7, 1989, September 13, 1989, September 14, 1989,
September 15, 1989, September 22, 1989, October 4, 1989 (three
letter agreements), October 6, 1989, October 19, 1989,
October 31, 1989, November 1, 1989, and November 17, 1989
(collectively, the "Agreement"). **
28.24 Fourth Amendment to the Second Amended and Restated Master
Lease Agreement between Life Care Centers of America, Inc.,
a Tennessee corporation, and Cumberland Healthcare, L.P.
I-A ("Owner") a Delaware limited partnership dated
March 1, 1989 *****
28.25 Lease between Cumberland Healthcare, L.P. I-A, as lessor
("Lessor"), a limited partnership and FHP, Inc., a
California corporation as lessee ("Lessee") dated
September 19, 1990. *****
28.26 Management Contract between Olympic Health Services, Inc., a
Washington corporation ("OHS") and Cumberland Healthcare, L.P.
I-B, a Delaware limited partnership ("Owner") dated
January 1, 1993. *****
28.27 Amended and Restated Limited Partnership Agreement by and
among Medical Investments Partners, a Florida general
Partnership, ("MIP"), and Olympic Health Services, Inc., a
Washington corporation ("OHS"), as General Partners,
Cumberland Healthcare, L.P. I-A, a Delaware limited
partnership ("Cumberland"), and William W. Littlejohn, a
resident of the State of Washington ("Littlejohn"), as
Limited Partners dated January 1, 1993. *****
28.28 Sublease among Cumberland Healthcare, L.P. I-A, as lessor
("Sublessor"), a limited partnership and Life Care Centers
of America, Inc., a Tennessee corporation as lessee
("Sublessee") dated March 1, 1989. *****
28.29 Deed of Trust among Cumberland Healthcare, L.P. I-B, a
Delaware Limited Partnership, ("Grantor"); U.S. Bank of
Washington, National Association, ("Lender" and sometimes
"Beneficiary"); and United States National Bank of
Oregon ("Trustee") dated August 25, 1993. *****
28.30 Loan Agreement between First Union National Bank of Florida,
a national banking association ("Lender") and Cumberland
Healthcare, L.P. I-A, a Delaware limited partnership
("Borrower") dated December 28, 1994. *****
28.31 Purchase and Sale Agreement between Cumberland Healthcare,
L.P. I-A, a Delaware limited partnership (the "Seller") and
Life Care Centers of America, Inc. and permitted assigns
(the "Purchaser"). *****
28.32 Revolving Loan Agreement between Cumberland Healthcare, L.P.
I-A, a Delaware limited partnership ("Borrower") and
Raymond James Financial, Inc., a Florida corporation
("Lender") dated December 28, 1994. *****
29 Information from reports furnished to state insurance
regulatory authorities. *****
* Included with Form S-11, Registration No. 33-4301 previously
filed with the Securities and Exchange Commission.
** Included with Forms 8-K, as amended, previously filed with
the Securities and Exchange Commission.
*** Exhibits were omitted as not required, not applicable, or
the information required to be shown therein is included
elsewhere in this report.
**** Included as exhibits to Form 10-K for year ended December
31, 1988.
***** Included as exhibits to Form 10-K for year ended December 31,
1994.
****** Included as exhibit to Form 10-Q for period ended June 30,
1995.
******* Included as exhibit to Form 10-K for year ended December 31,
1995.
B. Reports filed on Form 8-K - None.
C. Exhibits filed with this Report - None
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
Balance at Additions Deductions Balance
Beginning to From at End
of Year Reserves Reserves of Year
Reserve deducted in the
Balance Sheet from the asset
to which it applies:
Reserve for doubtful accounts:
Year Ended December 31, 1999 0 0 0 0
Year Ended December 31, 1998 306,105 53,346 359,451 0
Year Ended December 31, 1997 343,770 127,763 165,428 306,105
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
CUMBERLAND HEALTHCARE, L.P. I-A
By: Medical Investments Partners
By: RJ Health Properties, Inc.
Managing General Partner
ATTEST:
/s/ Fred E. Whaley /s/ J. Davenport Mosby, III
Fred E. Whaley By: J. Davenport Mosby, III,
President Vice President
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: February 4, 2000 /s/ Fred E. Whaley
By: Fred E. Whaley
President and Director
Date: February 4, 2000 /s/ J. Davenport Mosby III
By: J. Davenport Mosby, III
Vice President and Director
<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 YEAR ENDED DECEMBER 31, 1999.
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<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> DEC-31-1999
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