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: March 31, 2000 Commission File Number: 0-13174
- ---------------------------------- --------------------------------
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
- --------------------------------------- -----------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (317) 845-0270
--------------
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
Page 1 of 9 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 - March 31, 2000, and December 31, 1999. 3
B. Statements of Earnings - Comparative three months ended
March 31, 2000, and 1999. 4
C. Statements of Cash Flows - Comparative three months ended
March 31, 2000, and 1999. 5
D. Note to Interim Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
Item 3. Quantitative and Qualitative Disclosures about Market Risk 8
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 9
Page 2 of 9 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
March 31, 2000, and December 31, 1999
(Unaudited)
Assets 2000 1999
------ ---- ----
Cash and cash equivalents ......................... $ 7,510,849 $ 8,527,375
Receivables from homesite sales ................... 803,490 511,351
Other receivables and assets ...................... 1,532,680 668,183
Properties held for sale:
Homes and homesites available for sale .... 3,127,610 2,628,689
Land and land improvements ................ 983,147 976,837
----------- -----------
4,110,757 3,605,526
----------- -----------
Property and equipment:
Marine and other, net ..................... 2,767,754 2,846,509
Recreational facilities, net .............. 476,542 484,264
Commercial properties, net ................ 2,091,133 2,133,992
----------- -----------
5,335,429 5,464,765
----------- -----------
Other investments:
Marina I .................................. 3,845,899 3,700,356
Investments in and Advances to
Flatfork Creek Utility 488,751 503,548
----------- -----------
$23,627,855 $22,981,104
=========== ===========
Liabilities and Partners' Equity
Accounts payable .................................. $ 467,972 $ 399,959
Accrued bonuses ................................... 170,811 157,534
Deferred revenues and sale deposits ............... 761,970 202,148
----------- -----------
Total Liabilities ....... 1,400,753 759,641
----------- -----------
Partners' equity:
General partner ........................... 8,513,834 8,511,679
Limited partners .......................... 13,713,268 13,709,784
----------- -----------
Total partners' equity ... 22,227,102 22,221,463
----------- -----------
$23,627,855 $22,981,104
=========== ===========
Page 3 of 9 Pages
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B. THE MARINA LIMITED PARTNERSHIP
Statements of Earnings
Three Months Ended March 31, 2000, and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
Revenues:
Homes and homesite sales ................................. $ 373,000 $ 396,000
Marine operations ........................................ 232,314 273,490
Equity in earnings of investee companies ................. 130,746 126,411
Interest income .......................................... 157,605 97,941
Rental income, net ....................................... 82,724 81,833
Recreational facilities, net ............................. (37,578) (29,477)
Miscellaneous ............................................ 932 2,000
--------- ---------
939,743 948,198
--------- ---------
Costs and expenses:
Cost of homes and homesites sold and related expenses .... 254,278 275,349
Marine operations ........................................ 397,576 413,827
General and administrative ............................... 276,187 253,399
Management fees paid to general partner .................. 6,064 3,765
--------- ---------
934,105 946,340
--------- ---------
Net earnings .......................... 5,638 1,858
Net earnings attributable to general partner ..................... 2,155 710
--------- ---------
Net earnings attributable to limited partners .................... $ 3,483 $ 1,148
========= =========
Weighted average number of limited partner units outstanding ..... 416,715 416,715
========= =========
Net earnings per limited partner unit ............................ $ .008 $ .003
========= =========
</TABLE>
Page 4 of 9 Pages
<PAGE>
C. THE MARINA LIMITED PARTNERSHIP
Statements of Cash Flows
Three Months Ended March 31, 2000, and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net earnings ........................................................ $ 5,638 $ 1,858
Adjustments to reconcile net earnings to net cash provided by
operating activities:
Depreciation of properties .......................................... 131,064 123,666
Equity in earnings of investee companies ............................ (130,746) (126,411)
Collection of receivables relating to prior years' homesite sales ... 29,861 121,203
Receivables on current year's homesite sales ........................ (322,000) (117,000)
Progress payments received from home buyers ......................... 694,798 580,015
Development costs ................................................... (1,290,129) (451,954)
Cost of homes and homesites sold .................................... 90,100 134,100
Deferred revenues and sale deposits ................................. 559,822 797,654
Change in operating assets and liabilities .......................... (783,206) (491,456)
----------- -----------
Net cash provided (used) by
operating activities ................................................ (1,014,798) 571,675
----------- -----------
Cash flows from investing activities:
Reduction in Advance to Flatfork Creek Utility ...................... -0- 250,000
Additions to marine property and equipment .......................... (1,728) (243,372)
Additions to recreational facilities ................................ -0- (34,688)
----------- -----------
Net cash (used) by investing activities ............................. (1,728) (28,060)
----------- -----------
Net increase (decrease) in cash and cash equivalents ................ (1,016,526) 543,615
Cash and cash equivalents at beginning of period ............................ 8,527,375 5,960,801
----------- -----------
Cash and cash equivalents at end of period .................................. $ 7,510,849 $ 6,504,416
=========== ===========
</TABLE>
Page 5 of 9 Pages
<PAGE>
D. THE MARINA LIMITED PARTNERSHIP
Note to Interim Financial Statements
Three Months Ended March 31, 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 March 31, 2000, and for the three
months ended March 31, 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 6 of 9 Pages
<PAGE>
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS FOR THE THREE MONTH PERIOD ENDED March 31, 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 months ended March 31, 2000 and 1999, the
Partnership sold homesites as follows:
Morse
Bridgewater Cambridge Overlook Total
March 31, 2000 1 0 1 2
March 31, 1999 1 1 1 3
The Partnership is the general partner of Marina I LP ("Marina
I"), which also develops homesites. During the three months ended
March 31, 2000, Marina I sold seven homesites as compared to five
homesite sales in 1999.
Reservoir Water Levels
Marine Operations
During 1999 the precipitation experienced in the Morse and Geist
Lakes area was insufficient to maintain the water at normal levels. Such
condition did not significantly impact the first quarter of 2000.
However, if precipitation is insufficient to return the water to
substantially normal levels very soon, the Partnerships' Marine results
of operations in the year 2000 will be adversely affected. During the
first quarter of 2000 the water levels have risen but are not yet at
normal level. The foregoing discussion of reservoir water levels include
forward-looking statements reflecting the Partnership's current knowledge
of the impact of water levels on marine operations. See the 1999 Annual
Report on Form 10-K for further information.
Homesite Sales
Because of the low water level described in the preceding paragraph,
should the reservoirs not return to substantially normal levels, there
may be an adverse impact on water oriented homesite sales.
Page 7 of 9 Pages
<PAGE>
Results of Operations
Three Months ended March 31
2000 Compared to 1999.
Net earnings increased nominally in 2000 from 1999. This was
primarily the result of a decrease in earnings from marine operations
of $25,000, increased equity earnings from Marina I and Flatfork
Creek of $4,000 and an increase in home office and other earnings of
$23,000 which is net of general and administrative expenses.
Earnings from home and homesite sales were $118,700 in 2000, which
compares to $120,700 in 1999.
The Partnership recognized $145,500 as its share of the earnings
from Marina I in 2000, compared to $142,600 in 1999. This increase is
the result of homesite sales of $467,000 in 2000 as compared to
$415,000 in 1999.
Other receivables and assets are higher on March 31, 2000 due to the
seasonal increase in inventory of new boats.
As of March 31, 2000, the Partnership collected $674,000 of
advance dock rental toward the 2000 boating season. This is compared
to $867,000 collected as of March 31, 1999. The rental payments are
deferred when received and recognized as earned during the April to
September boating season.
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.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Pursuant to Item 305(e) of Regulation S-K, the Partnership is not
required to provide information in response to this Item 3.
Page 8 of 9 Pages
<PAGE>
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
(Registrant)
By: /s/ Donald J. Calabria
Donald J. Calabria
Vice President and
Chief Financial Officer
The Marina II Corporation
General Partner of
The Marina Limited Partnership
DATE: May 15, 2000
Page 9 of 9 Pages
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STAEMENTS CONTAINED IN THE FILER'S FORM 10-Q FOR THE QUARTER ENDED
MARCH 31, 2000, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<CIK> 0000803605
<NAME> THE MARINA LIMITED PARTNERSHIP
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 6,504,416
<SECURITIES> 0
<RECEIVABLES> 1,028,760
<ALLOWANCES> 0
<INVENTORY> 3,935,579
<CURRENT-ASSETS> 0
<PP&E> 5,970,601
<DEPRECIATION> 123,666
<TOTAL-ASSETS> 22,542,484
<CURRENT-LIABILITIES> 1,933,909
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 20,608,575
<TOTAL-LIABILITY-AND-EQUITY> 22,542,484
<SALES> 669,490
<TOTAL-REVENUES> 948,198
<CGS> 317,288
<TOTAL-COSTS> 934,105
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 5,638
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,638
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>