<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15 (d)
of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 2000
Commission File Number 33-06419-A
CONDEV LAND GROWTH FUND '86, LTD.
---------------------------------
(Exact name of registrant as specified in its charter)
FLORIDA 59-2766359
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(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
2479 Aloma Avenue
Winter Park, Florida 32792
(Address of principal executive offices)
Registrant's telephone number, including area code: (407) 679-1748
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 report), and (2) has been subject to such filing
requirements for the past 90 days. YES X NO _______.
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CONDEV LAND GROWTH FUND '86, LTD.
INDEX
PART I. FINANCIAL INFORMATION:
Statement of Assets, Liabilities and
Partner's Capital - March 31, 2000
and December 31, 1999 1
Statement of Income & Expense -
Three Months Ended March 31, 2000
and March 31, 1999 2
Statement of Cash Flows -
Three months ended March 31, 2000
and March 31, 1999 3
Notes to Financial Statements 4 - 5
Management's Discussion and Analysis
of Financial Condition and Results of Operations 5
PART II. OTHER INFORMATION:
Item 1. Legal Proceedings 6
Item 6. Exhibits and Reports on Form 8-K 6
Signatures 6
First Quarter 2000 report to Limited Partners 7
<PAGE>
PART I. FINANCIAL INFORMATION
CONDEV LAND GROWTH FUND '86, LTD.
STATEMENT OF ASSETS, LIABILITIES AND PARTNERS' CAPITAL
MARCH 31, 2000 AND DECEMBER 31, 1999
ASSETS
------
<TABLE>
<CAPTION>
March 31, 2000 December 31, 1999
-------------- -----------------
(Unaudited) *
<S> <C> <C>
Cash & Cash Equivalents $ 748,094 $1,704,516
Accounts Receivable - 1,222
Land, at Cost (Note 2) - 313,880
Organization Costs, Net - 2,285
---------- ----------
Total Assets $ 748,094 $2,021,903
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
Accounts Payable $ - $ -
---------- ----------
Total Liabilities $ - $ -
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Partners' Capital -
General Partner $ 6,507 $ 2,595
Limited Partners 741,587 2,019,308
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Total Partners' Capital $ 748,094 $2,021,903
---------- ----------
Total Liabilities and
Partners' Capital $ 748,094 $2,021,903
========== ==========
</TABLE>
* Condensed from audited financial statements
The accompanying notes are an integral part of these financial statements
1
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CONDEV LAND GROWTH FUND '86, LTD.
STATEMENT OF INCOME AND EXPENSE
THREE MONTHS ENDED MARCH 31, 2000 AND MARCH 31, 1999
(UNAUDITED)
<TABLE>
<CAPTION>
March 31, 2000 March 31, 1999
-------------- --------------
<S> <C> <C>
INCOME
------
Gain on Sale of Land $ 408,380 $ -
Interest and Other Income 487 366
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Total Income $ 408,867 $ 366
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OPERATING EXPENSES
- ------------------
Equity in loss of joint venture $ - $ 1,655
Taxes and permits 2,385 -
Office expenses 2,383 428
Professional fees 8,500 9,000
Amortization 2,285 -
Management fees 2,124 2,124
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Total Operating Expense $ 17,677 $ 13,207
---------- ---------
Net Income/(Loss) $ 391,190 ($ 12,841)
========== =========
</TABLE>
The accompanying notes are an integral part of these financial statements
2
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CONDEV LAND GROWTH FUND '86, LTD.
STATEMENT OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 2000 AND MARCH 31, 1999
<TABLE>
<CAPTION>
March 31, 2000 March 31, 1999
-------------- --------------
<S> <C> <C>
Cash flows from operating activities:
Net Income (Loss) $ 391,190 ($ 12,841)
Adjustments to reconcile net loss
to net cash used for operating activities:
Gain on sale of land (408,380)
Equity in loss of Joint Venture, net - 1,655
Amortization 2,285
Cash used for changes:
Due from related entity 1,222 -
Accounts Receivable - -
----------- --------
Net cash used in operating activities: (13,683) (11,186)
----------- --------
Cash flows from investing activities:
Land development costs 366 (1,758)
Proceeds from land sale 721,895 -
----------- ---------
Net cash from investing activities: 722,261 (1,758)
----------- ---------
Cash flows from financing activities:
Distributions to partners (1,665,000) -
----------- ---------
Net cash used in financing activities: (1,665,000) -
----------- ---------
Net increase (decrease) in cash (956,422) (12,944)
Cash and cash equivalents at beginning of year 1,704,516 39,457
----------- ---------
Cash and cash equivalents at end of period $ 748,094 $ 26,513
=========== =========
</TABLE>
The accompanying notes are an integral part of these financial statements
3
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CONDEV LAND GROWTH FUND '86, LTD.
NOTES TO FINANCIAL STATEMENTS
Note 1 BASIS OF PRESENTATION
---------------------
The accompanying financial statements, in the opinion of
Condev Associates, the general partner of Condev Land Growth
Fund '86, Ltd., reflect all adjustments (which include only
normal recurring adjustments) necessary to a fair statement
of the financial position, the results of operations and the
changes in cash position for the periods presented. For a
full description of accounting policies, see notes to
financial statements in the 1999 annual report on Form 10-K.
Note 2 INVESTMENT IN LAND:
-------------------
At March 31, 2000, land consisted of the following:
6.00 acre parcel (zoned commercial) in
Brevard County, Florida $ 0
On October 10, 1998, the Partnership contracted with a
developer of retail centers for the sale of this parcel. The
sale was concluded with an effective date of March 27, 2000.
The property was divided into three separate parcels in a
simultaneous closing. The total purchase price for the three
parcels was $850,000. After expenses of the sale, which
included $85,000 in real estate commissions paid to two non-
affiliated brokers, $23,310 to purchase mitigation land as
required by the St Johns River Water Management District,
and other customary closing fees and expenses, the net
proceeds received by the Partnership were $721,895.39.
Including the June 1998 sale to Orlando Restaurants Real
Estate Joint Venture, net proceeds received by the
Partnership relating to this property totaled $900,093. The
Partnership paid $400,000 for this parcel in June 1988.
Note 3 DISTRIBUTIONS TO PARTNERS:
--------------------------
Pursuant to the partnership agreement, proceeds realized
from the sale of properties, after the establishment of
reserves for future operating costs, are to be distributed
at least annually. During the first three months of 2000 a
total of $1,665,000 was distributed to limited partners
following sale of the property owned by West 50 Joint
Venture, in which the Partnership held a 59% controlling
interest.
Note 4 RELATED PARTY TRANSACTIONS:
---------------------------
The Partnership Agreement provides for the reimbursement to
the general partner of administrative expenses incurred in
the direct operation of the partnership. For the three
4
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months ended March 31, 2000, $2,623 as reimbursed to the
general partner for direct expenses incurred.
When properties are sold, under certain circumstances an
affiliate of the general partner may be paid real estate
commissions in amounts customarily charged by others
rendering similar services with such commissions plus
commissions paid to nonaffiliates not to exceed 10% of the
gross sales price. No real estate commissions have been paid
to the general partner or any affiliate of the general
partner during the first three months of 2000.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-----------------------------------------------------------
AND RESULTS OF OPERATIONS
-------------------------
During the quarter ended March 31, 2000, the Partnership
continued to manage the one remaining portfolio property
with the objective of closing on the contract relating to
that property. See Note 2. Investment in Land for details.
--------------------------
Results of Operations
---------------------
Total income for the three months ended March 31, 2000 was
$408,867 compared with total income of $366 for the three
months ended March 31, 1999. Income is generated from sales
of property and from short-term cash investments. In the
2000 period, total revenues included a gain on sale of land
in the amount of $408,380 and interest and other income of
$487. There were no sales of land in the 1999 period.
Operating expenses for the three months ended March 31, 2000
were $17,677, an increase from $13,207 for the three months
ended March 31, 2000. In both periods, operating expenses
represent the normal costs of operating the Partnership and
managing the Partnership properties.
West 50 Joint Venture, in which the Partnership held a 59%
interest, had a loss of $2,805 for the three months ended
March 31, 1999. This joint venture was terminated during
1999 after a final distribution was made to each joint
venture partner.
Liquidity and Capital Resources at March 31, 2000
-------------------------------------------------
Total assets decreased from $2,021,903 at December 31, 1999
to $748,094 at March 31, 2000. This reflects the net results
of operations for the period and the distribution to limited
partners on January 6, 2000. Since the final property owned
by the Partnership has been sold, the accounts of the
Partnership are being reviewed by independent auditors, all
final bills will be paid, and a final distribution to all
partners will be made. The Partnership will then be
terminated. The final distribution is planned for the end of
April or early in May.
5
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PART II
Item 1. LEGAL PROCEEDINGS
-----------------
As of March 31, 2000, there were no legal proceedings in process,
nor to the knowledge of the general partner, threatened against
the Partnership
Item 6. EXHIBITS AND REPORTS ON FORM 8-K:
---------------------------------
(A) Exhibits
First Quarter 2000 Report to Limited Partners
(B) Reports on Form 8-K
There were no reports on Form 8-K for the period ended March 31,
2000
CONDEV LAND FUND II, LTD.
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.
CONDEV LAND GROWTH FUND `86, LTD.
BY: Condev Associates, General Partner
April 18, 2000 /s/ Robert N. Gardner
- ---------------------- ---------------------
DATE Robert N. Gardner, Partner
April 18, 2000 /s/ Joseph J. Gardner
- ---------------------- ---------------------
DATE Joseph J. Gardner, Partner
6
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April 17, 2000
Condev Land Growth Fund '86, Ltd.
First Quarter 2000
Dear Limited Partner:
We are pleased to report that the long-awaited sale of the Titusville property
was concluded with an effective date of March 27, 2000. The property was divided
into three separate parcels in a simultaneous closing. The total purchase price
for the three parcels was $850,000. After expenses of the sale, which included
$85,000 in real estate commissions paid to two non-affiliated brokers, $23,310
to purchase mitigation land as required by the St Johns River Water Management
District, and other customary closing fees and expenses, the net proceeds
received by the Partnership were $721,895.39. Including the June 1998 sale to
Orlando Restaurants Real Estate Joint Venture, net proceeds received by the
Partnership relating to this property totaled $900,093. The Partnership paid
$400,000 for this parcel when it was acquired.
The financial statements of the Partnership for the quarter ending March 31,
2000 are on the reverse side hereof. As described above, there was one property
sale during the quarter. Also during the quarter, the Partnership distributed a
total of $1,665,000 representing the net distributable proceeds from of the sale
of the property owned by West 50 Joint Venture.
Since the final property owned by the Partnership has been sold, the accounts of
the Partnership are being reviewed by independent auditors, and a final
distribution to all partners will be made after all bills have been paid and a
reserve for anticipated future expenses has been established. The Partnership
will then be terminated. We are planning to make the final distribution at the
end of April or early in May.
Please feel free to contact the Investor Relations office if you have any
questions or would like additional information concerning your investment.
Sincerely yours,
CONDEV ASSOCIATES
7
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<CURRENCY> U.S DOLLARS
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-2000 DEC-31-1999
<PERIOD-START> JAN-01-2000 JAN-01-1999
<PERIOD-END> MAR-31-2000 MAR-31-1999
<EXCHANGE-RATE> 1.00 1.00
<CASH> 748,094 26,513
<SECURITIES> 0 0
<RECEIVABLES> 0 7,300
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 0 0
<PP&E> 0 310,615
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<TOTAL-ASSETS> 748,094 1,888,574
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0 0
0 0
<COMMON> 0 0
<OTHER-SE> 748,094 1,888,574
<TOTAL-LIABILITY-AND-EQUITY> 748,094 1,888,574
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<TOTAL-REVENUES> 408,867 366
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<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 17,677 13,207
<LOSS-PROVISION> 0 0
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<INCOME-PRETAX> 391,190 (12,841)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 391,190 (12,841)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 391,190 (12,841)
<EPS-BASIC> 0 0
<EPS-DILUTED> 0 0
</TABLE>