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: June 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
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THE MARINA LIMITED PARTNERSHIP
FORM 10-Q
Table of Contents
PART I. FINANCIAL INFORMATION Page No.
------------------------------ --------
Item 1. Financial Statements (unaudited)
A. Balance Sheets - June 30, 2000, and December 31, 1999 3
B. Statements of Earnings - Comparative three months ended 4
June 30, 2000, and 1999
C. Statements of Earmings - Comparative six months ended 5
June 30, 2000, and 1999
D. Statements of Cash Flows- Comparative six months ended 6
June 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
June 30,2000, and December 31, 1999
(Unaudited)
Assets 2000 1999
------ ---- ----
Cash and cash equivalents ...................... $ 6,049,473 $ 8,527,375
Receivables from homesite sales ................ 985,662 511,351
Other receivables and assets ................... 1,544,266 668,183
Properties held for sale:
Homes and homesites available for sale . 3,853,610 2,628,689
Land and land improvements ............. 979,520 976,837
------------ ------------
4,833,130 3,605,526
------------ ------------
Property and equipment:
Marine and other, net .................. 2,692,242 2,846,509
Recreational facilities, net ........... 469,127 484,264
Commercial properties, net ............. 2,048,275 2,133,992
------------ ------------
5,209,644 5,464,765
------------ ------------
Other investments:
Marina I ............................... 3,281,171 3,700,356
Investments in and Advances to Flatfork
Creek Utility (109,953) 503,548
------------ ------------
$ 21,793,393 $ 22,981,104
============ ============
Liabilities and Partners' Equity
Accounts payable ............................... $ 485,977 $ 399,959
Accrued bonuses ................................ 93,237 157,534
Deferred revenues and sale deposits ............ 703,884 202,148
------------ ------------
Total Liabilities ..... 1,283,098 759,641
------------ ------------
Partners' equity:
General partner ........................ 9,276,167 8,511,679
Limited partners ....................... 14,944,798 13,709,784
------------ ------------
Total partners' equity 20,510,295 22,221,463
------------ ------------
$ 21,793,393 $ 22,981,104
============ ============
Page 3 of 10 Pages
B. THE MARINA LIMITED PARTNERSHIP
Statements of Earnings
Three Months Ended June 30, 2000, and 1999
(Unaudited)
2000 1999
---- ----
Revenues:
Homes and homesite sales ................... $2,889,231 $2,986,117
Marine operations .......................... 2,555,564 2,848,663
Equity in earnings of investee companies ... 459,782 936,908
Interest income ............................ 114,339 127,804
Rental income, net ......................... 69,093 68,830
Recreational facilities, net ............... 72,617 83,402
Gain on sale of commercial property ........ - 40,508
---------- ----------
6,160,626 7,092,232
---------- ----------
Costs and expenses:
Cost of homes and homesites sold
and related expenses ...................... 1,985,545 2,265,806
Marine operations .......................... 1,841,513 2,001,996
General and administrative ................. 298,500 309,715
Management fees paid to general partner .... 41,205 48,246
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4,166,763 4,625,943
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Net earnings ............ 1,993,863 2,466,289
Net earnings attributable to general partner ....... 762,332 942,862
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Net earnings attributable to limited partners ...... $1,231,531 $1,523,427
========== ==========
Weighted average number of limited partner units
outstanding ....................................... 416,715 416,715
========== ==========
Net earnings per limited partner unit $ 2.96 $ 3.66
========== ==========
Page 4 of 10 Pages
C. THE MARINA LIMITED PARTNERSHIP
Statements of Earnings
Six Months Ended June 30, 2000, and 1999
(Unaudited)
2000 1999
---- ----
Revenues:
Homes and homesite sales ................... $3,262,231 $3,382,117
Marine operations .......................... 2,787,878 3,122,153
Equity in earnings of investee companies ... 590,528 1,063,320
Interest income ............................ 271,943 225,745
Rental income, net ......................... 151,817 150,663
Recreational facilities, net ............... 35,038 53,925
Gain on sale of commercial property ........ - 42,508
---------- ----------
7,099,435 8,040,431
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Costs and expenses:
Cost of homes and homesites sold
and related expenses ...................... 2,239,824 2,541,156
Marine operations .......................... 2,239,089 2,415,822
General and administrative ................. 573,752 563,114
Management fees paid to general partner .... 47,269 52,191
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5,099,934 5,572,283
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Net earnings ............ 1,999,501 2,468,148
Net earnings attributable to general partner ....... 764,488 943,573
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Net earnings attributable to limited partners ...... $1,235,013 $1,524,575
========== ==========
Weighted average number of limited partner units
outstanding ....................................... 416,715 416,715
========== ==========
Net earnings per limited partner unit $ 2.96 $ 3.66
========== ==========
Page 5 of 10 Pages
D. THE MARINA LIMITED PARTNERSHIP
Statements of Cash Flows
Six Months Ended June 30, 2000, and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net earnings ........................................................... $ 1,999,501 $ 2,468,148
Adjustments to reconcile net earnings to net cash provided by operating
activities:
Depreciation of properties ............................................. 262,129 249,389
Equity in earnings of investee companies ............................... (590,528) (1,063,320)
Collection of receivables relating to prior years' homesite sales ...... 44,550 175,295
Receivables on current year's homesite sales ........................... (518,859) (240,133)
Gain in sales of land held for investment and commercial property ...... -- (42,508)
Homes and homesite development costs ................................... (2,425,169) (808,085)
Payments received for homes under construction ........................ 402,710 942,156
Cost of homes and homesites sold ....................................... 794,855 959,784
Deferred revenues and sale deposits .................................... 501,736 426,624
Change in operating assets and liabilities (854,364) 349,741
----------- -----------
Net cash provided (used) by
operating activities ................................................... (383,439) 3,411,691
----------- -----------
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 ............................. (5,893) (281,044)
Additions to other property and equipment .............................. (1,114) (57,630)
Proceeds from sales of land held for investment and commercial property -- 87,300
----------- -----------
Net cash provided by investing activities .............................. 1,616,206 635,335
----------- -----------
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 ................... (2,477,902) 1,454,958
Cash and cash equivalents at beginning of period ............................... 8,527,375 5,960,801
----------- -----------
Cash and cash equivalents at end of period ..................................... $ 6,049,473 $ 7,415,759
=========== ===========
</TABLE>
Page 6 of 10 Pages
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E. THE MARINA LIMITED PARTNERSHIP
Note to Interim Financial Statements
Three and Six Months Ended June 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 June 30, 2000, and for the three and
six months ended June 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.
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
--------------------------------------------------------------------------
OPERATIONS FOR THE THREE AND SIX MONTH PERIODS ENDED JUNE 30, 2000 AND
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1999.
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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
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During the three and six month periods ended June 30, 2000 and 1999,
the Partnership sold homesites as follows:
Three Months Six Months
------------ ----------
2000 1999 2000 1999
---- ---- ---- ----
Cambridge 0 7 0 8
Bridgewater 1 1 2 2
Morse Overlook 1 2 4 3
--- --- ---- --
2 10 6 13
= == == ==
The Partnership is the general partner of Marina I LP ("Marina I"),
which also develops homesites. During the three and six month periods
ended June 30, 2000 and 1999, Marina I sold homesites as follows:
For The Period Ended
June 30
-------
2000 1999
---- ----
Three Months 14 16
== ==
Six Months 21 21
== ==
Page 8 of 10 Pages
Results of Operations
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Six Months ended June 30, 2000 Compared to 1999.
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Net earnings decreased by $469,000 in 2000 from 1999. This was
primarily the result of decreased equity earnings from Marina I of
$472,000 offset by an increase in earnings from homes and homsite sales
of $181,000 by the Partnership. A decrease of $157,000 was experienced
between 2000 and 1999 from marine operations and a decrease in gain on
sale of investment property in 2000 from 1999 of $42,000.
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 $604,000 in 2000 from
$1,076,000 in 1999. Although an identical number of homesites were 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
slower slip leasing resulting from low water. Although water levels
have returned to substantially normal, the early season impact has been
to reduce the earnings from slip revenue by $62,000. In addition
earnings from boat sales have decreased by $49,000 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.
As of June 30, 2000, the Partnership had $506,000 of unamortized
advance dock rentals toward the 2000 boating season. This is compared
to $556,000 as of June 30, 1999. Such rental payments are deferred when
received and recognized as earned during the April to September boating
season.
Other receivables and assets were higher on June 30, 2000 compared to
December 31, 1999 due to seasonal increase in inventory of new and used
boats.
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 June 30, 2000 Compared to 1999
-------------------------------- ----------------
Net earnings decreased by $472,000 in 2000 from 1999. This was
primarily the result of decreased equity earnings from Marina I of
$475,000 offset by an increase in earnings from homes and homesite
sales of $183,000 by the Partnership. A decrease of $133,000 was
experienced between 2000 and 1999 from marine operations and a decrease
in gain on sale of investment property in 2000 from 1999 of $42,000.
The Partnership recognized $458,000 as its share of the earnings from
Marina I in 2000, compared to $934,000 in 1999.
Factors lending to these decreases in earnings during the second
quarter of 2000 compared to 1999 are substantially as discussed related
to the six months ended June 30, 2000.
Page 9 of 10 Pages
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
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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: August 11, 2000
Page 10 of 10 Pages
