<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the period ended September 30, 1995
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or
[_] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 [No Fee Required]
For the transition period from ____________________ to _________________
Commission File Number 0-16876
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PS PARTNERS VIII, LTD., a California Limited Partnership
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 95-4029178
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
600 North Brand Blvd.
Glendale, California 91203-1241
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 244-8080
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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
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INDEX
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<CAPTION>
<S> <C>
PART I. FINANCIAL INFORMATION
Condensed balance sheets at September 30,
1995 and December 31, 1994 2
Condensed statements of income for the three and nine
months ended September 30, 1995 and 1994 3
Condensed statements of cash flows for the nine
months ended September 30, 1995 and 1994 4
Notes to condensed financial statements 5
Management's discussion and analysis of financial condition
and results of operations 6-7
PART II. OTHER INFORMATION
(Items 1 through 4 are not applicable)
Item 5 - Other Information 8
Item 6 - Exhibits and Reports on Form 8-K 8
</TABLE>
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PS PARTNERS VIII, LTD.,
a California Limited Partnership
CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
1995 1994
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<S> <C> <C>
(Unaudited)
ASSETS
Cash and cash equivalents $ 287,000 $ 888,000
Rent and other receivables 8,000 12,000
Real estate facilities, at cost:
Land 7,461,000 7,461,000
Buildings and equipment 16,142,000 15,941,000
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23,603,000 23,402,000
Less accumulated depreciation (5,305,000) (4,743,000)
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18,298,000 18,659,000
Other assets 34,000 35,000
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$18,627,000 $19,594,000
=========== ===========
LIABILITIES AND PARTNERS' EQUITY
Accounts payable $ 188,000 $ 153,000
Advance payments from renters 115,000 127,000
Partners' equity:
Limited partners' equity,
$500 per unit, 150,000 units
authorized, 52,751 issued
and outstanding 18,106,000 19,087,000
General partners' equity 218,000 227,000
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Total partners' equity 18,324,000 19,314,000
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$18,627,000 $19,594,000
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</TABLE>
See accompanying notes.
2
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PS PARTNERS VIII, LTD.,
a California Limited Partnership
CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------- ------------------------
1995 1994 1995 1994
-------- -------- ---------- ----------
<S> <C> <C> <C> <C>
REVENUE:
Rental income $704,000 $714,000 $2,092,000 $2,085,000
Interest income 12,000 8,000 40,000 16,000
-------- -------- ---------- ----------
716,000 722,000 2,132,000 2,101,000
-------- -------- ---------- ----------
COSTS AND EXPENSES:
Cost of operations 189,000 197,000 580,000 587,000
Management fees 41,000 41,000 122,000 121,000
Depreciation and amortization 193,000 182,000 562,000 550,000
Administrative 19,000 13,000 58,000 56,000
-------- -------- ---------- ----------
442,000 433,000 1,322,000 1,314,000
-------- -------- ---------- ----------
NET INCOME $274,000 $289,000 $ 810,000 $ 787,000
======== ======== ========== ==========
Limited partners' share of net income
($11.83 per unit in 1995 and $13.06
per unit in 1994) $ 624,000 $ 689,000
General partners' share of net income 186,000 98,000
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$ 810,000 $ 787,000
========== ==========
</TABLE>
See accompanying notes.
3
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PS PARTNERS VIII, LTD.,
a California Limited Partnership
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-------------------------
1995 1994
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 810,000 $ 787,000
Adjustments to reconcile net
income to net cash provided by
operating activities
Depreciation and amortization 562,000 550,000
Decrease in rent and other
receivables 4,000 -
Decrease (increase) in other
assets 1,000 (1,000)
Increase in accounts payable 35,000 33,000
Decrease in advance payments
from renters (12,000) (26,000)
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Total adjustments 590,000 556,000
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Net cash provided by
operating activities 1,400,000 1,343,000
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CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to real estate facilities (201,000) (108,000)
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Net cash used in
investing activities (201,000) (108,000)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Distributions to partners (1,800,000) (906,000)
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Net cash used in
financing activities (1,800,000) (906,000)
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Net (decrease) increase in cash and
cash equivalents (601,000) 329,000
Cash and cash equivalents at the
beginning of the period 888,000 510,000
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Cash and cash equivalents at the end of
the period $ 287,000 $ 839,000
=========== ==========
</TABLE>
See accompanying notes.
4
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PS PARTNERS VIII, LTD.,
a California Limited Partnership
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 1995
(UNAUDITED)
1. The accompanying unaudited condensed financial statements have been prepared
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules
and regulations, although management believes that the disclosures contained
herein are adequate to make the information presented not misleading. These
unaudited condensed financial statements should be read in conjunction with
the financial statements and related notes appearing in the Partnership's
Form 10-K for the year ended December 31, 1994.
2. In the opinion of management, the accompanying unaudited condensed financial
statements reflect all adjustments, consisting of only normal accruals,
necessary to present fairly the Partnership's financial position at September
30, 1995, the results of operations for the three and nine months ended
September 30, 1995 and 1994 and cash flows for the nine months then ended.
3. The results of operations for the three and nine months ended September 30,
1995 are not necessarily indicative of the results to be expected for the
full year.
5
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PS PARTNERS VIII, LTD.
a California Limited Partnership
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations:
- ----------------------
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 COMPARED TO THREE AND NINE MONTHS
ENDED SEPTEMBER 30, 1994:
The Partnership's net income for the nine months ended September 30, 1995 was
$810,000 compared to $787,000 for the same period in 1994, representing an
increase of $23,000. This increase was primarily due to increased interest
income. The Partnership's net income for the three months ended September 30,
1995 was $274,000 compared to $289,000 for the same period in 1994, representing
a decrease of $15,000. The decrease was primarily due to a decrease in property
operating results, combined with an increase in administrative expenses.
Net property income for the nine months ended September 30, 1995 was
$1,390,000 compared to $1,377,000 for the same period in 1994, representing an
increase of $13,000. Net property income for the three months ended September
30, 1995 was $474,000 compared to $476,000 for the same period in 1994,
representing a decrease of $2,000.
Rental income for the nine months ended September 30, 1995 and 1994 was
$2,092,000 and $2,085,000, respectively, representing an increase of $7,000.
Rental income for the three months ended September 30, 1995 and 1994 was
$704,000 and $714,000, respectively, representing a decrease of $10,000.
Rental income at the mini-warehouse facilities was $1,697,000 and $1,683,000
for the nine months ended September 30, 1995 and 1994, respectively,
representing an increase of $14,000. The increase in rental income was the
result of increased rental rates partially offset by a decrease in occupancy
levels at the mini-warehouse facilities. Rental income at the mini-warehouse
facilities remained stable at $576,000 for the three months ended September 30,
1995 and 1994.
Rental income at the Partnership's sole business park facility was $395,000
and $402,000 for the nine months ended September 30, 1995 and 1994,
respectively, representing a decrease of $7,000. Rental income at the
Partnership's sole business park facility was $128,000 and $138,000 for the
three months ended September 30, 1995 and 1994, respectively, representing a
decrease of $10,000. These decreases were the result of decreased rental rates
at the business park facilities.
6
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PS PARTNERS VIII, LTD.
a California Limited Partnership
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The weighted average occupancy levels at the mini-warehouse and business park
facilities were 89% and 94%, respectively, for the nine months ended September
30, 1995 compared to 93% and 94% respectively, for the nine months ended
September 30, 1994. The monthly average realized rent per square foot for the
mini-warehouse and business park facilities was $.72 and $.60, respectively, for
the nine months ended September 30, 1995 and $.69 and $.61, respectively, for
the nine months ended September 30, 1994.
Cost of operations (including management fees) was $702,000 and $708,000 for
the nine months ended September 30, 1995 and 1994, respectively, representing a
decrease of $6,000. Cost of operations (including management fees) was $230,000
and $238,000 for the three months ended September 30, 1995 and 1994,
respectively, representing a decrease of $8,000. These decreases were primarily
due to a decrease in repairs and maintenance expense, partially offset by
increases in payroll and non-chargeable commercial expenses.
Liquidity and Capital Resources
- -------------------------------
The Partnership has adequate sources of cash to finance its operations, both
on a short-term and long-term basis, primarily from internally generated cash
from property operations and cash reserves. Cash generated from operations
($1,400,000 for the nine months ended September 30, 1995) has been sufficient to
meet all current obligations of the Partnership.
During 1995, the Partnership anticipates approximately $229,000 of capital
improvements. Total capital improvements were $201,000 for the nine months
ended September 30, 1995.
The Partnership paid distributions to the limited and general partners
totaling $1,605,000 ($30.42 per unit) and $195,000, respectively, during the
first nine months of 1995, including a special distribution in the third
quarter. The special distribution, totaling $535,000 ($10.14 per unit) to the
limited partners and $65,000 to the general partners, was the result of
distributions of excess cash reserves. Future distribution rates may be
adjusted to levels which are supported by operating cash flow after capital
improvements and any other necessary obligations.
7
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PART II. OTHER INFORMATION
ITEMS 1 through 4 are not applicable.
Item 5 Other Information
-----------------
In January 1995, SEI completed a cash tender offer, in which SEI acquired
6,815 of the 52,751 outstanding limited partnership Units at $260 per Unit. As
of September 30, 1995, SEI owned 21,100 Units in the Partnership (40.0% of the
outstanding Units.)
Item 6 Exhibits and Reports on Form 8-K
--------------------------------
(a) The following Exhibits are included herein:
(27) Financial Data Schedule
(b) Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DATED: November 10, 1995
PS PARTNERS VIII, LTD.,
a California limited Partnership
BY: Storage Equities, Inc.
General Partner
BY: /s/ Ronald L. Havner, Jr.
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Ronald L. Havner, Jr.
Vice President - Storage Equities, Inc.
(principal financial and accounting
officer)
8
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> SEP-30-1995
<CASH> 287,000
<SECURITIES> 0
<RECEIVABLES> 8,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 295,000
<PP&E> 23,603,000
<DEPRECIATION> (5,305,000)
<TOTAL-ASSETS> 18,627,000
<CURRENT-LIABILITIES> 303,000
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 18,324,000
<TOTAL-LIABILITY-AND-EQUITY> 18,627,000
<SALES> 2,092,000
<TOTAL-REVENUES> 2,132,000
<CGS> 702,000
<TOTAL-COSTS> 702,000
<OTHER-EXPENSES> 620,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 810,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 810,000
<EPS-PRIMARY> 11.83
<EPS-DILUTED> 0.000
</TABLE>
