UNITED STATES
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, 1995
Commission file Number 0-16820
FIRST DEARBORN INCOME PROPERTIES L.P.
(Exact name of registrant as specified in its charter.)
ILLINOIS 36-3473943
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
154 West Hubbard, Suite 250 Chicago, IL 60610
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (312) 464-0100
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 [ ]
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practical date:
Units Outstanding as of March 31, 1995: 20,468.5
<PAGE>
<TABLE>
PART I. - FINANCIAL INFORMATION
FIRST DEARBORN INCOME PROPERTIES L.P.
BALANCE SHEETS
March 31, 1995 and December 31, 1994
(Unaudited)
ASSETS
<CAPTION>
March 31, December 31,
1995 1994
<S> <C> <C>
Current assets:
Cash and cash equivalents (note 1) 692,724 509,641
Rents and other receivables 944,072 940,710
Due from affiliates 4,886 5,037
Prepaid expense 3,267 9,007
Total current assets 1,644,949 1,464,395
Investment property, at cost (note 1):
Land 2,273,114 2,273,114
Building 15,585,295 15,585,295
17,858,409 17,858,409
Less accumulated depreciation (4,437,731) (4,316,293)
13,420,678 13,542,116
Investment in unconsolidated venture,
at equity (note 2) 925,093 937,948
Deferred rents receivable 1,519,672 1,745,646
Deferred loan costs 44,418 36,835
Total assets 17,554,810 17,726,940
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
<PAGE>
<TABLE>
FIRST DEARBORN INCOME PROPERTIES L.P.
(a limited partnership)
and Consolidated Ventures
Balance Sheets
March 31, 1995 and December 31, 1994
(Unaudited)
Liabilities and Partners' Capital Accounts
<CAPTION>
March 31, December 31,
1995 1994
<S> <C> <C>
Current liabilities:
Accounts payable and accrued expenses 256,460 213,738
Due to affiliates (note 3) 228,336 220,689
Accrued interest 63,056 68,832
Current portion of long-term debt 4,860,089 4,856,937
Total current liabilities 5,407,941 5,626,375
Long-term debt 4,474,515 4,586,785
Venture partners' equity in
consolidated venture (note 2) 1,379,064 1,356,596
Deposits 118,947 118,947
Total long-term liabilities 5,972,526 6,062,328
Total liabilities 11,380,467 11,422,524
Partners' capital accounts (deficits) (note 1):
General partners:
Cumulative net losses 1,300 1,835
1,300 1,835
Limited partners:
Capital contributions 8,800,461 8,800,461
Cumulative net income (losses) 136,123 189,107
Cumulative cash distributions (2,763,541) (2,686,987)
6,173,043 6,302,581
Total partners' capital accounts 6,174,343 6,304,416
Commitments and contingencies (note 2)
Total Liabilities and Partners' Capital 17,554,810 17,726,940
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
<PAGE>
<TABLE>
FIRST DEARBORN INCOME PROPERTIES L.P.
(a limited partnership)
and Consolidated Ventures
Consolidated Statement of Operations
Three months ended March 31, 1995 and 1994
(Unaudited)
<CAPTION>
1995 1994
<S> <C> <C>
Revenues:
Rental income $ 328,325 419,976
Tenant charges 26,604 24,544
Interest income 32,742 2,287
Total revenues 387,671 446,807
Expenses:
Property operating expenses 68,614 76,298
Interest 205,815 224,612
Depreciation 121,438 122,059
Amortization 5,312 5,312
General and administrative expenses 42,642 28,957
Total expenses 443,821 457,237
Operating loss (56,150) (10,430)
Partnership's share of operations
of unconsolidated ventures 15,258 12,193
Venture partner's share of consolidated
venture's operations (note 1) (12,627) (12,141)
Net income (loss) $ (53,159) (10,377)
Net income (loss) per
limited partnership unit (note 1) $ (2.59) (0.50)
Cash distribution per
limited partnership unit $ 3.74 3.74
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
<PAGE>
<TABLE>
FIRST DEARBORN INCOME PROPERTIES L.P.
(a limited partnership)
and Consolidated Ventures
Consolidated Statements of Cash Flows
Three months ended March 31, 1995 and 1994
(Unaudited)
<CAPTION>
1995 1994
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) (51,519) (10,377)
Items not requiring (providing)
cash or cash equivalents:
Depreciation 121,438 122,059
Amortization 5,312 5,312
Partnership's share of operations of
unconsolidated venture 12,855 22,545
Venture partners' share of
consolidated venture's operations 12,627 12,141
Changes in:
Rents and other receivables (3,362) 139,395
Prepaid expenses 5,740 6,899
Deferred rents receivable 225,974 0
Accounts payable and accrued expenses 36,946 (101,103)
Due to affiliates 7,998 5,335
Unearned revenues 0 (71,245)
Tenant deposits 0 0
Net cash provided by (used in)
operating activities 372,009 143,542
Additions to building: 0 0
Cash flows from financing activities:
Venture partners' distributions
from consolidated venture (3,054) (24,185)
Distributions to limited partners (76,554) (76,554)
Principal payments on long-term debt (109,118) (19,781)
Net cash used in financing activities (188,726) (120,520)
Net increase (decrease)
in cash and cash equivalents $ 183,083 23,022
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
<PAGE>
FIRST DEARBORN INCOME PROPERTIES L.P.
(a limited partnership)
and Consolidated Ventures
Notes to Consolidated Financial Statements
March 31, 1995 and 1994
(Unaudited)
Readers of this quarterly report should refer to the Partnership's
audited financial statements for the fiscal year ended December 31, 1994,
which are included in the Partnership's 1994 Annual Report, as certain
footnote disclosures which would substantially duplicate those contained
in such audited financial statements have been omitted from this report.
(1) Basis of Accounting
For the three month periods ended March 31, 1995 and March 31, 1994 the
accompanying consolidated financial statements include the accounts of the
Partnership and its consolidated ventures - Vero Beach Associates and
Downers Grove Building Partnership. The effect of all transactions between
the Partnership and the Ventures has been eliminated.
The equity method of accounting has been applied in the accompanying
consolidated financial statements with respect to the Partnership's interest
in Sycamore Mall Associates.
The Partnership records are maintained on the accrual basis of accounting
as adjusted for Federal income tax reporting purposes. The accompanying
consolidated financial statements have been prepared from such records after
making appropriate adjustments, where applicable, to present the Partnership's
accounts in accordance with generally accepted accounting principles (GAAP).
Such adjustments are not recorded on the records of the Partnership. The
net effect of these adjustments for the three months ended March 31, 1995
and 1994 is summarized as follows:
<TABLE>
<CAPTION>
1995 1995 1994 1994
GAAP Tax GAAP Tax
Basis Basis Basis Basis
<S> <C> <C> <C> <C>
Net income (loss) $(53,519) (167,500) (10,377) (36,500)
Net income (loss) per
limited partnership unit $ (2.59) (8.10) (0.50) (1.78)
</TABLE>
The net loss per limited partnership unit presented is based on the
weighted limited partnership units outstanding at the end of each period
(20,468.5).
Partnership distributions from unconsolidated ventures are considered
cash flow from operating activities to the extent of the Partnership's
cumulative share of net operating earnings before depreciation and non-cash
items. In addition, the Partnership records amounts held in U.S. Government
obligations, commercial paper and certificates of deposit at cost which
approximates market. For the purposes of these statements the Partnership's
policy is to consider all such investments, with an original maturity of three
months or less, ($187,426 and $187,663 at March 31, 1995 and December 31, 1994,
respectively) as cash equivalents.
<PAGE>
FIRST DEARBORN INCOME PROPERTIES L.P.
(a limited partnership)
and Consolidated Ventures
Notes to Consolidated Financial Statements - Continued
Deferred offering costs were charged to the partners' capital accounts
upon consummation of the offering. Deferred organization costs are amortized
over a 60-month period using the straight-line method. Deferred loan costs
are amortized over the terms of the related agreements using the straight-line
method.
Depreciation on the investment properties acquired has been provided
over the estimated useful lives of 5 to 30 years using the straight-line
method.
No provision for Federal income taxes has been made as any liability
for such taxes would be that of the partners rather than the Partnership.
(2) Venture Agreements
The Partnership has entered into three joint venture agreements with
partnerships sponsored by affiliates of the General Partners. Pursuant to
such agreements, the Partnership has made capital contributions aggregating
$7,685,642 through March 31, 1995. The Partnership has acquired, through
these ventures, interests in two shopping centers and an office building
partnership.
(3) Transactions with Affiliates
Fees, commissions and other expenses required to be paid by the
Partnership to affiliates of the General Partners for the three months
ended March 31, 1995 and 1994 are as follows:
<TABLE>
<CAPTION>
1995 1994 3/31/95
<S> <C> <C> <C>
Non-accountable expense reimbursement 6,397 6,397 209,936
Reimbursement (at cost) for
administrative services 4,250 5,000 18,486
$10,647 11,397 228,422
</TABLE>
(4) Unconsolidated Ventures - Summary Information
Summary income statement information for Sycamore Mall Associates for
the three months ended March 31, 1995 and 1994 is as follows:
<TABLE>
<CAPTION>
1994 1993
<S> <C> <C>
Total revenue $ 458,533 450,061
Operating income (loss) $ 60,452 48,310
Partnership's share of income $ 15,258 12,193
</TABLE>
<PAGE>
FIRST DEARBORN INCOME PROPERTIES L.P.
(a limited partnership)
and Consolidated Ventures
Notes to Consolidated Financial Statements - Continued
(5) Adjustments
In the opinion of the Managing General Partner, all adjustments
(consisting solely of normal recurring adjustments) necessary for a fair
presentation have been made to the accompanying consolidated financial
statements as of March 30, 1995 and 1994.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Resulting of Operations
Liquidity and Capital Resources
At March 31, 1994, the Partnership had cash and cash equivalents
of $692,724 which will be utilized for working capital requirements and for
future distributions to Partners. This is more than the $509,641 balance at
December 31, 1994. The increase is primarily due to the timing of cash
receipts and cash disbursements.
As the Partnership intends to distribute all "net cash receipts" and
"sales proceeds" in accordance with the terms of the Partnership Agreement,
and does not intend to reinvest any such proceeds, the Partnership is
intended to be self-liquidating in nature. The Partnership's future source
of liquidity and distributions is expected to be through cash generated by
the Partnership's investment properties and from the sale and refinancing
of such properties. To the extent that additional payments are required under
a purchase agreement or a property does not generate an adequate cash flow
to meet its requirements, the Partnership may withdraw funds from the working
capital reserve which it maintains.
Results of Operations
For the three month periods ended March 31, 1995 and March 31, 1994 the
accompanying consolidated financial statements include the accounts of the
Partnership and its consolidated ventures - Vero Beach Associates and
Downers Grove Building Partnership. The effect of all transactions between
the Partnership and the Ventures has been eliminated.
The equity method of accounting has been applied in the accompanying
consolidated financial statements with respect to the Partnership's interest
in Sycamore Mall Associates.
The $91,651 decrease in rental income for the three month period ended
Marrch 31, 1995 as compared to the three month period ended March 31, 1994
is primarily attributed to lower rental rates paid by the new tenant at
the Downers Grove property.
The $30,455 increase in interest income for the three months ended
March 31, 1995 as compared to the three months ended March 31, 1994
is attributed to the annuities purchased in connection with the lease
buy out at the Downers Grove property.
The $7,684 decrease in property operating expense for the three months
ended March 31, 1995 as compared to the three months ended March 31, 1994
is primarily attributable to a decrease in parking lot improvements at
Indian River Plaza.
The $18,797 decrease in interest expense for the three month period
ended March 31, 1995 as compared to the three month period ended
March 31, 1994 is primarily attibutable to a reduction in mortgage
indebtedness at he Downers Grove property.
The $40,750 increase in general and administrative expense for the
three months ended March 31, 1995 as compared to the three months ended
March 31, 1994 is primarily attributable to professional fees incurred
at the Downers Grove property.
<PAGE>
<TABLE>
OCCUPANCY
The following is a list of approximate occupancy levels by quarter
for the Partnership's investment properties:
<CAPTION>
at at at at at at at
3/31/93 6/30/93 9/30/93 12/31/93 3/31/94 6/30/94 09/30/94
<S> <C> <C> <C> <C> <C>
Indian River Plaza
Vero Beach, FL 96% 99% 99% 99% 99%
Reichhold Building
Downers Grove, IL 100% 100% 100% 100% 100%
Sycamore Mall
Iowa City, Iowa 98% 97% 97% 96% 96%
</TABLE>
Part II - OTHER INFORMATION
Items 1, 2, 3, 4, and 5 of Part II are omitted because of the absence of
conditions under which they are required.
Item 6. Exhibits and Reports on Form 8-K
a) Exhibits
None
b) Reports on Form 8-K
No reports on Form 8-K were filed for the period covered by this report.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Partnership has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
FIRST DEARBORN INCOME PROPERTIES L.P.
(Registrant)
BY: FDIP, Inc.
(Managing General Partner)
May 13, 1995 BY: Robert S. Ross
Robert S. Ross
President
(Principal Executive Officer)
May 13, 1995 BY: Bruce H. Block
Bruce H. Block
Vice President
(Principal Financial Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<FISCAL-YEAR-END> Dec-31-1995
<PERIOD-START> Jan-01-1995
<PERIOD-END> Mar-31-1995
<PERIOD-TYPE> 3-MOS
<CASH> 692,724
<SECURITIES> 0
<RECEIVABLES> 944,072
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,644,949
<PP&E> 17,858,409
<DEPRECIATION> 4,437,731
<TOTAL-ASSETS> 17,554,810
<CURRENT-LIABILITIES> 5,407,941
<BONDS> 4,474,515
0
0
<COMMON> 0
<OTHER-SE> 6,174,343
<TOTAL-LIABILITY-AND-EQUITY> 17,554,810
<SALES> 354,929
<TOTAL-REVENUES> 387,671
<CGS> 0
<TOTAL-COSTS> 195,364
<OTHER-EXPENSES> 42,642
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 205,815
<INCOME-PRETAX> (53,159)
<INCOME-TAX> 0
<INCOME-CONTINUING> (53,159)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (53,159)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
