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 Quarter Ended: September 30, 2000 Commission File Number: 0-13174
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THE MARINA LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Indiana 35-1689935
----------------------------------- ----------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
11691 Fall Creek Road, Indianapolis, IN 46256
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (317) 845-0270
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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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Page 1 of 10 Pages
<PAGE>
THE MARINA LIMITED PARTNERSHIP
FORM 10-Q
Table of Contents
PART I. FINANCIAL INFORMATION Page No.
------------------------------ --------
Item 1. Financial Statements (unaudited)
A. Balance Sheets - September 30, 2000, and December 31, 1999 3
B. Statements of Earnings - Comparative three months ended 4
September 30, 2000, and 1999
C. Statements of Earnings - Comparative nine months ended 5
September 30, 2000, and 1999
D. Statements of Cash Flows- Comparative nine months ended 6
September 30, 2000, and 1999
E. Note to Interim Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial 8
Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures about Market Risk 9
PART II. OTHER INFORMATION
---------------------------
(The items of Part II are inapplicable or the answers thereto
are negative and, accordingly, no reference is made to said
items in this report.)
Signature 10
Page 2 of 10 Pages
<PAGE>
PART I - FINANCIAL INFORMATION
THE MARINA LIMITED PARTNERSHIP
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)
The financial information incorporated in this form reflects all adjustments
which are, in the opinion of management, necessary to a fair statement of the
results for the interim period.
A. THE MARINA LIMITED PARTNERSHIP
Balance Sheets
September 30,2000, and December 31, 1999
(Unaudited)
<TABLE>
<CAPTION>
Assets 2000 1999
------ ---- ----
<S> <C> <C>
Cash and cash equivalents ......................................................... $ 6,140,392 $ 8,527,375
Receivables from homesite sales ................................................... 1,032,695 511,351
Other receivables and assets ...................................................... 1,443,417 668,183
Properties held for sale:
Homes and homesites available for sale (Net of payments of $597,969 in 2000 4,449,619 2,628,689
and $832,180 in 1999 for Homes under Construction
Land and land improvements ................................................ 986,024 976,837
----------- -----------
5,435,643 3,605,526
----------- -----------
Property and equipment:
Marine and other, net ..................................................... 2,614,164 2,846,509
Recreational facilities, net .............................................. 461,404 484,264
Commercial properties, net ................................................ 2,005,416 2,133,992
----------- -----------
5,080,984 5,464,765
----------- -----------
Other investments:
Marina I .................................................................. 4,158,589 3,700,356
Investments in and Advances to Flatfork Creek Utility ..................... (105,034) 503,548
----------- -----------
$23,186,686 $22,981,104
=========== ===========
Liabilities and Partners' Equity
Accounts payable .................................................................. $ 602,735 $ 399,959
Accrued bonuses ................................................................... 139,266 157,534
Deferred revenues and sale deposits ............................................... 299,808 202,148
----------- -----------
Total Liabilities ........................................ 1,041,809 759,641
----------- -----------
Partners' equity:
General partner ........................................................... 8,482,396 8,511,679
Limited partners .......................................................... 13,662,481 13,709,784
----------- -----------
Total partners' equity ................................... 22,144,877 22,221,463
----------- -----------
$23,186,686 $22,981,104
=========== ===========
</TABLE>
Page 3 of 10 Pages
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B. THE MARINA LIMITED PARTNERSHIP
Statements of Earnings
Three Months Ended September 30, 2000, and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
Revenues:
Homes and homesite sales .................................... $ 944,755 $1,141,701
Marine operations ........................................... 1,652,261 1,658,075
Equity in earnings of investee companies .................... 882,337 533,089
Interest income ............................................. 106,120 129,560
Rental income, net .......................................... 84,370 93,562
Recreational facilities, net 63,603 63,740
---------- ----------
3,733,446 3,619,727
---------- ----------
Costs and expenses:
Cost of homes and homesites sold and related expenses ....... 709,728 953,905
Marine operations ........................................... 1,043,771 939,198
General and administrative .................................. 309,594 305,497
Management fees paid to general partner ..................... 35,771 39,102
---------- ----------
2,098,864 2,237,702
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Net earnings ............................. 1,634,583 1,382,025
Net earnings attributable to general partner ........................ 624,966 528,403
---------- ----------
Net earnings attributable to limited partners ....................... $1,009,617 $ 853,622
========== ==========
Weighted average number of limited partner units outstanding ........ 416,715 416,715
========== ==========
Net earnings per limited partner unit ............................... $ 2.42 $ 2.05
========== ==========
</TABLE>
Page 4 of 10 Pages
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C. THE MARINA LIMITED PARTNERSHIP
Statements of Earnings
Nine Months Ended September 30, 2000, and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
Revenues:
Homes and homesite sales $ 4,206,986 $ 4,523,817
Marine operations 4,440,139 4,780,619
Equity in earnings of investee companies 1,472,864 1,596,409
Interest income 378,063 355,305
Rental income, net 236,187 244,224
Recreational facilities, net 98,642 117,666
Gain on sale of commercial property - 42,508
---------------- ----------------
10,832,881 11,660,548
---------------- ----------------
Costs and expenses:
Cost of homes and homesites sold and related expenses 2,949,550 3,495,061
Marine operations 3,282,859 3,355,411
General and administrative 883,350 868,610
Management fees paid to general partner 83,039 91,294
----------------- ----------------
7,198,798 7,810,376
----------------- ----------------
Net earnings 3,634,083 3,850,172
Net earnings attributable to general partner 1,389,454 1,472,074
----------------- ----------------
Net earnings attributable to limited partners $ 2,244,629 $ 2,378,098
================ ===============
Weighted average number of limited partner units outstanding 416,715 416,715
================= ===============
Net earnings per limited partner unit $ 5.39 $ 5.71
================= ================
</TABLE>
Page 5 of 10 Pages
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D. THE MARINA LIMITED PARTNERSHIP
Statements of Cash Flows
Nine Months Ended September 30, 2000, and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net earnings $3,634,083 $ 3,850,172
Adjustments to reconcile net earnings to net cash provided by operating
activities:
Depreciation of properties 393,193 375,112
Equity in earnings of investee companies (1,472,864) (1,596,409)
Collection of receivables relating to prior years' homesite sales 57,473 364,355
Receivables on current year's homesite sales (578,822) -----
Gain in sales of land held for investment and commercial property ----- (42,508)
Changes in Properties held for sale (1,830,117) 835,461
Deferred revenues and sale deposits 97,660 (79,819)
Change in operating assets and liabilities (590,376) 280,309
--------- -------
Net cash provided (used) by
operating activities (289,770) 3,986,673
--------- ---------
Cash flows from investing activities:
Distributions received from Marina I 1,023,213 343,103
Repayment of advances to Flatfork Creek Utilities 600,000 750,000
Additions to marine property and equipment (8,297) (341,064)
Additions to other property and equipment (1,114) (62,836)
Proceeds from sales of land held for investment and commercial property - 87,300
--------- ---------
Net cash provided by investing activities 1,613,802 776,503
--------- ---------
Cash flows from financing activities:
Distribution to partners (3,710,669) (2,597,468)
----------- ----------
Net cash used in financing activities (3,710,669) (2,597,468)
----------- ----------
Net increase (decrease) in cash and cash equivalents (2,386,983) 2,165,708
Cash and cash equivalents at beginning of period 8,527,375 5,960,801
---------- ----------
Cash and cash equivalents at end of period $6,140,392 $8,126,509
=========== ==========
</TABLE>
Page 6 of 10 Pages
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E. THE MARINA LIMITED PARTNERSHIP
Note to Interim Financial Statements
Three and Nine Months Ended September 30, 2000 and 1999
(Unaudited)
Note (1) Basis of Presentation
A summary of significant accounting policies used by The Marina Limited
Partnership is set forth in Note 1 of Notes to Financial Statements included in
the December 31, 1999 Annual Report Form 10-K.
The interim financial statements have been prepared in accordance with
instructions to Form 10-Q, and therefore, do not include all information and
footnotes necessary for a fair presentation of financial position, results of
operations and cash flows in conformity with generally accepted accounting
principles.
The interim financial statements at September 30, 2000, and for the three
and nine months ended September 30, 2000 and 1999, have not been audited by
independent accountants, but reflect, in the opinion of management, all
adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position, results of operations and cash flows for
such periods.
Certain balances in 1999 have been reclassified to conform to 2000
classifications.
Page 7 of 10 Pages
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ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS FOR THE THREE AND NINE MONTH PERIODS ENDED SEPTEMBER 30, 2000
AND 1999.
The following discussion and analysis is intended to address the
significant factors affecting the Partnership's results of operations
and financial condition. It is designed to provide a more comprehensive
review of the operating results and financial position than could be
obtained from an analysis of the financial statements alone. It should,
however, be read in conjunction with the financial statements included
elsewhere herein.
Homesite Sales
During the three and nine month periods ended September 30, 2000 and
1999, the Partnership sold homesites as follows:
Three Months Nine Months
------------ -----------
2000 1999 2000 1999
---- ---- ---- ----
Cambridge 0 0 0 8
Bridgewater 1 0 3 2
Morse Overlook 2 2 6 5
Canal Place 1 0 1 0
-- - - -
4 2 10 15
== == == ==
The Partnership is the general partner of Marina I LP ("Marina I"),
which also develops homesites. During the three and nine month periods
ended September 30, 2000 and 1999, Marina I sold homesites as follows:
For The Period Ended
September 30
2000 1999
---- ----
Three Months 21 12
== ==
Nine Months 42 33
== ==
Page 8 of 10 Pages
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Results of Operations
Nine Months ended September 30, 2000 Compared to 1999.
Net earnings decreased by $216,000 in 2000 from 1999. This was
primarily the result of a decrease of $268,000 between 2000 and 1999
from marine operations. An increase in earnings from homes and homsites
of $229,000 was partially offset by a decrease in equity earnings from
Marina I of $143,000
The decrease in earnings from homes and homesite sales by Marina I is
due to a decline in revenues from homesite sales resulting in the
Partnerships share in earnings declining to $1,481,000 in 2000 from
$1,625,000 in 1999. Although there was an increase in the number of
homesites sold by Marina I, there were less waterfront and more
off-water homesites sold, resulting in lower selling prices leading to
lower earnings.
The decrease in earnings from marine operations is primarily due to a
decline in service department earnings, slower slip leasing, and a
decrease in boat sales. Although water levels have returned to normal,
the early season impact of low water reduced the earnings from slip
revenue by $94,000. In addition earnings from boat sales and service
department earnings have decreased by $68,000 and $109,000 in 2000 as
compared to 1999 for a variety of reasons such as higher interest
rates, higher fuel prices and low water in the spring.
.
Other receivables and assets were higher on September 30, 2000 compared
to December 31, 1999 primarily due to an increase in payments for
future sewer connections for new homesites developed in current year.
On April 5, 2000, the Partnership made a cash distribution to the
partners of record on March 27, 2000, of $5.50 per unit of partnership
interest, for a total of $3,711,000 This compares to a cash
distribution of $3.85 per partnership unit on April 5, 1999.
Three Months ended September 30, 2000 Compared to 1999
Net earnings increased by $253,000 in 2000 from 1999. This was
primarily the result of increased equity earnings from Marina I of
$419,000 offset by a decrease in earnings of $110,000 from marine
operations between 2000 and 1999.
The Partnership recognized $877,000 as its share of the earnings from
Marina I in 2000, compared to $458,000 in 1999.
Page 9 of 10 Pages
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
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Pursuant to Item 305 (e) of Regulation S-K, the Partnership is not
required to provide information in response to this Item 3.
SIGNATURE
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.
THE MARINA LIMITED PARTNERSHIP
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(Registrant)
By: /s/ Donald J. Calabria
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Donald J. Calabria
Vice President and
Chief Financial Officer
The Marina II Corporation
General Partner of
The Marina Limited Partnership
DATE: November 10, 2000
Page 10 of 10 Pages
