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 September 30, 1994
Commission file number 0-15681
WESTMED VENTURE PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
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<S> <C>
Delaware 13-3443230
(State of organization) (I.R.S. Employer Identification No.)
Oppenheimer Tower, World Financial Center
New York, New York 10281
(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (212) 667-7000
Not applicable
Former name, former address and former fiscal year, if changed since last report
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>
INDEX
WESTMED VENTURE PARTNERS, L.P.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets as of September 30, 1994 (Unaudited) and December 31, 1993
Schedule of Portfolio Investments at September 30, 1994 (Unaudited)
Statements of Operations for the Three and Nine Months Ended September 30, 1994
and 1993 (Unaudited)
Statements of Cash Flows for the Nine Months Ended September 30, 1994 and 1993
(Unaudited)
Statement of Changes in Partners' Capital for the Nine Months Ended September
30, 1994 (Unaudited)
Notes to Financial Statements (Unaudited)
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
Item 2. Changes in Securities.
Item 3. Defaults upon Senior Securities.
Item 4. Submission of Matters to a Vote of Security Holders.
Item 5. Other Information.
Item 6. Exhibits and Reports on Form 8-K.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
WESTMED VENTURE PARTNERS, L.P.
BALANCE SHEETS
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September 30, 1994 December 31,
(Unaudited) 1993
<S> <C> <C>
ASSETS
Portfolio investments, at fair value (cost $13,596,973 at September 30, 1994 and
$14,482,235 at December 31, 1993)
- Notes 2 and 4 $ 14,870,087 $ 15,445,762
Cash and cash equivalents - Note 2 2,664,729 3,063,851
Accrued interest receivable 42,899 38,164
Other assets 68,146 4,199
------ -----
TOTAL ASSETS $ 17,645,861 $ 18,551,976
= ========== = ==========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Due to Managing General Partner - Note 4 $ 91,178 $ 96,781
Due to Independent General Partners - Note 4 11,250 15,000
Accounts payable and accrued expenses 18,693 45,833
------ ------
Total liabilities 121,121 157,614
------- -------
Partners' Capital:
Managing General Partner 175,251 183,947
Limited Partners (66,929 Units) 17,349,489 18,210,415
---------- ----------
Total Partners' capital 17,524,740 18,394,362
---------- ----------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 17,645,861 $ 18,551,976
= ========== = ==========
</TABLE>
See notes to financial statements.
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WESTMED VENTURE PARTNERS, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS (UNAUDITED)
SEPTEMBER 30, 1994
ACTIVE PORTFOLIO INVESTMENTS:
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Initial Investment
Company / Position Date Cost Fair Value
- - ------------------ ---- ---- ----------
<S> <C> <C> <C>
Aprogenex, Inc.(1)*
527,739 shares of Common Stock Jan. 1989 $ 1,682,187 $ 3,492,973
Warrant to purchase 15,446 shares of Common Stock
at $7.88 per share, expiring 10/15/98 0 0
------------------------------------- - -
Bellara Medical Products Ltd.(1)
442,430 shares of Common Stock Sept. 1987 825,862 99,458
Vaso Products Inc.
110 shares of Common Stock Sept. 1987 323,031 0
------- -
1,148,893 99,458
--------- ------
CliniCom Incorporated(1)
4,908 shares of Common Stock Dec. 1987 331,868 92,639
- - ---------------------------- --------- ------- ------
Cortex Pharmaceuticals, Inc.(1)
704,167 shares of Common Stock May 1988 504,038 609,914
75,000 shares of Preferred Stock 53,030 31,870
Warrants to purchase 32,500 shares of Common Stock
at $1.84 per share, expiring on 4/30/95 0 0
- -
557,068 641,784
------- -------
Corvita Corporation*(A)
324,067 shares of Preferred Stock Aug. 1988 2,182,677 2,257,677
10% Promissory Notes due 11/20/94 213,596 213,596
Warrant to purchase 30,414 shares of Preferred Stock
at $6.67 per share, expiring 5/31/97 0 0
Warrant to purchase 36,726 shares of Preferred Stock
at $7.33 per share, expiring 11/5/99 0 0
- -
2,396,273 2,471,273
--------- ---------
CytoDiagnostics, Inc.*
340,278 shares of Preferred Stock May 1991 858,623 1,408,623
Warrant to purchase 8,000 shares of Common Stock
at $1.25 per share, expiring 2/13/01 0 0
Warrant to purchase 8,995 shares of Common Stock
at $4.30 per share, expiring 10/18/98 0 0
------------------------------------- - -
Exocell, Inc.*
598,083 shares of Preferred Stock Feb. 1988 714,266 714,266
Warrant to purchase 18,750 shares of Preferred Stock,
at $1.40 per share, expiring 12/31/94 0 0
------------------------------------- - -
MNI Group Inc.(1)
211,973 shares of Common Stock Sept. 1987 451,457 55,855
- - ------------------------------ ---------- ------- ------
Nimbus Medical, Inc.
200,709 shares of Common Stock Apr. 1988 380,431 192,374
Nimbus Medical, L.P.
38,340 units of limited partnership interest 150,920 76,316
------- ------
531,351 268,690
------- -------
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<PAGE>
WESTMED VENTURE PARTNERS, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS (UNAUDITED) - CONTINUED
SEPTEMBER 30, 1994
ACTIVE PORTFOLIO INVESTMENTS:
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Initial Investment
Company / Position Date Cost Fair Value
<S> <C> <C> <C>
Oclassen Pharmaceuticals, Inc.
292,955 shares of Preferred Stock Jan. 1989 $ 1,351,405 $ 2,705,842
- - --------------------------------- --------- - --------- - ---------
Somatogen, Inc.(1)
125,404 shares of Common Stock Dec. 1988 657,194 863,407
- - ------------------------------ --------- ------- -------
Ultramed, Inc.
954,545 shares of Preferred Stock Oct. 1987 1,134,835 309,057
18% Convertible Promissory Notes 159,090 43,326
12% Promissory Note 7,500 2,042
Warrant to purchase 7,500 shares of Common Stock
at $.05 per share, expiring 2/1/97 0 0
Warrants to purchase 46,535 shares of Common Stock
at $.55 per share, expiring 7/31/95 0 0
- -
1,301,425 354,425
--------- -------
Xenova Group plc (1)(B)*
304,403 Ordinary shares Aug. 1988 1,614,963 1,700,852
- - ----------------------- --------- --------- ---------
TOTALS FROM ACTIVE PORTFOLIO INVESTMENTS $ 13,596,973 $ 14,870,087
= ========== = ==========
SUPPLEMENTAL INFORMATION: LIQUIDATED PORTFOLIO INVESTMENTS(C)
Cost Realized Loss Return
TOTAL FROM LIQUIDATED PORTFOLIO INVESTMENTS $ 14,396,150 $ (7,965,303) $ 6,430,847
= ========== = =========== = =========
Combined Combined
Unrealized and Fair Value
Cost Realized (Loss) and Return
TOTALS FROM ACTIVE AND LIQUIDATED
PORTFOLIO INVESTMENTS $ 27,993,123 $ (6,692,189) $ 21,300,934
= ========== = =========== = ==========
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(1) Public company
* Company may be deemed an affiliated person of the Partnership as such
term is defined in the Investment Company Act of 1940.
(A) During the quarter, Corvita Corporation effected a 3-for-4 reverse
split of its outstanding stock. Subsequent to the end of the quarter,
on October 24, 1994, Corvita completed its initial public offering at
$5 per share. As a result of the reverse stock split and the offering,
the Partnership exchanged its 432,090 preferred shares and 99,592
preferred stock warrants for 370,765 common shares and 36,916 common
stock warrants. Also in connection with the offering, the Partnership
purchased an additional 40,000 shares at $5 per share.
(B) On July 8, 1994, Xenova Group plc completed its initial public offering
of American Depository Shares. In connection with the offering, the
company effected a 1-for-2 reverse stock split. As a result, the
Partnership exchanged its 608,806 ordinary shares for 304,403 ordinary
shares of the company.
(C) Amounts provided for "Supplemental Information: Liquidated Portfolio
Investments" are cumulative from inception through September 30, 1994.
See notes to financial statements.
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WESTMED VENTURE PARTNERS, L.P.
STATEMENTS OF OPERATIONS (UNAUDITED)
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Three Months Ended Nine Months Ended
September 30, September 30,
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C> <C>
INVESTMENT INCOME AND EXPENSES
Income:
Interest from short-term investments $ 27,557 $ 24,077 $ 75,008 $ 73,212
Interest, dividend and other income from
portfolio investments 3,978 3,324 71,882 14,693
----- ----- ------ ------
Total 31,535 27,401 146,890 87,905
------ ------ ------- ------
Expenses:
Management fee - Note 4 88,064 103,884 288,001 286,949
Professional fees 15,613 21,932 28,139 102,018
General and administrative expenses 23,057 25,932 53,189 80,450
Independent General Partners' fees - Note 4 3,750 3,750 11,250 11,250
Miscellaneous - - 1,288 -
- - ----- -
Total 130,484 155,498 381,867 480,667
------- ------- ------- -------
NET INVESTMENT LOSS (98,949) (128,097) (234,977) (392,762)
Net realized gain (loss) from investments sold
or written off - - (944,232) 323,256
- - -------- -------
NET REALIZED LOSS FROM OPERATIONS (98,949) (128,097) (1,179,209) (69,506)
Net change in unrealized appreciation or
depreciation of investments (583,443) 847,685 309,587 (489,166)
-------- ------- ------- --------
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS
(allocable to Partners) - Note 3 $ (682,392) $ 719,588 $ (869,622) $ (558,672)
= ======== = ======= = ======== = ========
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See notes to financial statements.
<PAGE>
WESTMED VENTURE PARTNERS, L.P.
STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30,
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1994 1993
---- ----
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CASH FLOWS USED FOR OPERATING ACTIVITIES
Net investment loss $ (234,977) $ (392,762)
Adjustments to reconcile net investment loss to cash used for operating
activities:
Increase in accrued interest receivable (4,735) (13,215)
Decrease in payables (36,493) (72,410)
Increase in other assets (63,947) (4,306)
------- ------
Cash used for operating activities (340,152) (482,693)
-------- --------
CASH FLOWS PROVIDED FROM (USED FOR)
INVESTING ACTIVITIES
Proceeds from the sale of portfolio investments 421,875 443,816
Purchase of portfolio investments (480,845) (101,158)
--------- --------
Cash provided from (used for) investing activities (58,970) 342,658
------- -------
Decrease in cash and cash equivalents (399,122) (140,035)
Cash and cash equivalents at beginning of period 3,063,851 3,203,919
--------- ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 2,664,729 $ 3,063,884
= ========= = =========
</TABLE>
See notes to financial statements.
<PAGE>
WESTMED VENTURE PARTNERS, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994
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Managing
General Limited
Partner Partners Total
<S> <C> <C> <C>
Balance at beginning of period $ 183,947 $ 18,210,415 $ 18,394,362
Allocation of net decrease in net assets
resulting from operations - Note 3 (8,696) (860,926) (869,622)
------ -------- --------
Balance at end of period $ 175,251 $ 17,349,489(A) $ 17,524,740
= ======= = ========== = ==========
</TABLE>
(A) The net asset value per unit of limited partnership interest, including
the allocation of net unrealized appreciation of investments, is $259 at
September 30, 1994. Such per unit amount is based on average allocations
to all limited partners and does not reflect specific limited partner
allocations, which are determined by the original closing date associated
with the units of limited partnership interest held by each limited
partner.
See notes to financial statements.
<PAGE>
WESTMED VENTURE PARTNERS, L.P.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. Organization and Purpose
WestMed Venture Partners, L.P. (the "Partnership") was formed under Delaware law
on February 5, 1987. The Partnership has elected to be treated as a business
development company under the Investment Company Act of 1940, as amended. The
Partnership operates as a closed-end partnership and accordingly its units of
limited partnership interest ("Units") are not redeemable by the Partnership. A
total of 66,929 Units were sold to Limited Partners at $500 per Unit.
The general partners of the Partnership include three individuals (the
"Independent General Partners") and the managing general partner, WestMed
Venture Management, L.P. (the "Managing General Partner" and collectively with
the Independent General Partners, the "General Partners"), a Delaware limited
partnership. The general partner of the Managing General Partner is Medical
Venture Holdings, Inc., a Delaware corporation affiliated with Oppenheimer &
Co., Inc. ("Opco"). The limited partners of the Managing General Partner are
Oppenheimer Holdings, Inc., MVP Holdings, Inc. and BSW, Inc., a Delaware
corporation owned by John A. Balkoski, Philippe L. Sommer and Howard S.
Wachtler. Messrs. Sommer and Wachtler are principally responsible for managing
the investments of the Partnership.
Opco, a member firm of the New York Stock Exchange, the National Association of
Securities Dealers, Inc., and all principal United States securities exchanges,
is a diversified investment banking and securities firm, a registered investment
advisor and Futures Commission Merchant providing a broad range of services to
individual, corporate, and institutional clients. Opco operates in the capacity
of broker and dealer for its customers, as well as trader for its own account.
The services provided by Opco and its subsidiaries, and the activities in which
it is engaged, include securities brokerage, securities research, customer
financing, securities trading, corporate finance, mergers and acquisitions,
underwriting and investment advisory services.
The Partnership's objective is to achieve long-term capital appreciation from
its portfolio of venture capital investments, consisting of companies engaged in
the health care industry. The Partnership is scheduled to terminate on December
31, 1997. However, the General Partners can extend the term for up to two
additional two-year periods, if they determine that such extensions are in the
best interest of the Partnership.
2. Summary of Significant Accounting Policies
Valuation of Investments - Portfolio investments are carried at fair value as
determined quarterly by the Managing General Partner under the supervision of
the Independent General Partners. The fair value of publicly-held portfolio
securities is adjusted to the average closing public market price for the last
five trading days of each quarter discounted for sales restrictions. Factors
considered in the determination of an appropriate discount include underwriter
lock-up or Rule 144 trading restrictions, insider status where the Partnership
either has a representative serving on the board of directors of the portfolio
company under
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WESTMED VENTURE PARTNERS, L.P.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED), CONTINUED
consideration or is greater than a 5% shareholder thereof, and other liquidity
factors such as the size of the Partnership's position in a given company
compared to the trading history of the public security. Privately-held portfolio
securities are carried at cost until significant developments affecting the
portfolio company provide a basis for change in valuation. The fair value of
private securities is adjusted (i) to reflect meaningful third-party
transactions in the private market and (ii) to reflect significant progress or
slippage in the development of the company's business such that cost no longer
reflects fair value.
Investment Transactions - Investment transactions are recorded on the accrual
method. For portfolio investments, transactions are recorded on the date which
the Partnership obtains an enforceable right to demand the securities or payment
thereof. Realized gains and losses on investments sold are computed on a
specific identification basis.
Statements of Cash Flows - Cash and cash equivalents include short-term
interest-bearing investments in commercial paper and other money market
investments. The Partnership considers its interest bearing cash account to be
cash equivalents.
Income Taxes - No provision for income taxes has been made since all income and
losses are allocable to the partners for inclusion in their respective tax
returns.
3. Allocations of Partnership Profits and Losses
Pursuant to the Partnership's agreement of limited partnership (the "Partnership
Agreement"), the Partnership's net income and net realized gains from all
sources are allocated to all Partners, in proportion to their capital
contributions, until all Partners have been allocated an amount equal to 6% per
annum, simple interest, on their total Adjusted Invested Capital; i.e., original
capital contributions reduced by previous distributions (the "Priority Return").
Thereafter, net income and net realized gains from venture capital investments
in excess of the amount used to cover the Priority Return are allocated 20% to
the Managing General Partner and 80% to all Partners in proportion to their
capital contributions. Any net income from non-venture capital investments in
excess of the amount used to cover the Priority Return is allocated to all
Partners in proportion to their capital contributions. Realized losses are
allocated to all Partners in proportion to their capital contributions. However,
if realized gains had been previously allocated in the 80-20 ratio, then losses
are allocated in the reverse order in which profits were allocated. From its
inception to September 30, 1994, the Partnership had a $7.3 million net realized
loss from its venture capital investments.
<PAGE>
WESTMED VENTURE PARTNERS, L.P.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED), CONTINUED
4. Related Party Transactions
Pursuant to the Partnership Agreement, the Managing General Partner is entitled
to receive a one-time venture capital fee equal to 5% of the gross proceeds from
the sale of Units. Such fee is incurred as portfolio investments are made in the
proportion of the cost of each portfolio investment to the net proceeds from the
sale of Units. Venture capital fees incurred are recorded as a cost of acquiring
the portfolio investments. For the nine months ended September 30, 1994 and
1993, the Partnership incurred venture capital fees of $27,000 and $6,000,
respectively. Cumulative venture capital fees incurred from inception to
September 30, 1994 totaled $1.6 million.
Pursuant to a management agreement between the Partnership and the Managing
General Partner (the "Management Agreement"), the Managing General Partner
performs, or arranges for others to perform, the management, administrative and
certain investment advisory services necessary for the operation of the
Partnership. For such services, the Managing General Partner receives a
management fee at the annual rate of 2% of the lesser of the net assets of the
Partnership or the net contributed capital of the Partnership; i.e., gross
capital contributions to the Partnership (net of selling commissions and
organizational expenses) reduced by capital distributed. Such fee is determined
and payable quarterly.
For services rendered to the Partnership, each of the three Independent General
Partners receives a $5,000 annual fee and reimbursement for all out-of-pocket
expenses relating to attendance at meetings of the General Partners.
5. Interim Financial Statements
In the opinion of the Managing General Partner, the unaudited financial
statements as of September 30, 1994, and for the three and nine month periods
then ended, reflect all adjustments necessary for the fair presentation of the
results of the interim periods.
<PAGE>
Item 2.Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Liquidity and Capital Resources
During the three months ended September 30, 1994, the Partnership invested
$55,000 (including venture capital fees totaling $3,000) in one existing
portfolio company. At September 30, 1994, the Partnership had invested an
aggregate of $28 million in 23 portfolio companies (including acquisition costs
and venture capital fees totaling $1.9 million). The Partnership has invested
approximately 93.5% of its original $30 million of net proceeds received from
the offering of Units.
At September 30, 1994, the Partnership held $2.7 million in cash and short-term
investments as follows: $2.2 million in short-term securities with maturities of
less than one year and $424,000 in an interest-bearing cash account. For the
three and nine months ended September 30, 1994, the Partnership earned $28,000
and $75,000 of interest on such investments, respectively. Interest earned from
short-term investments in future periods is subject to fluctuations in
short-term interest rates and changes in funds available for investment. It is
anticipated that funds needed to cover the Partnership's future follow-on
investments and operating expenses will be obtained from existing cash reserves,
future interest earned from its short-term investment portfolio and from
proceeds from the sale of portfolio investments.
Results of Operations
For the three and nine months ended September 30, 1994, the Partnership had a
net realized loss from operations of $99,000 and $1.2 million, respectively. For
the three and nine months ended September 30, 1993, the Partnership had a net
realized loss from operations of $128,000 and $70,000, respectively. Net
realized gain or loss from operations is comprised of (i) net realized gains or
losses from portfolio investments sold or written off and (ii) net investment
income or loss.
Realized Gains and Losses from Portfolio Investments - For the three months
ended September 30, 1994, the Partnership had no realized gains or losses from
its portfolio investments. For the nine months ended September 30, 1994, the
Partnership had a net realized loss from its portfolio investments of $944,000.
During March and April 1994, the Partnership sold 20,000 common shares of
CliniCom Incorporated in the public market for $422,000, realizing a loss of
$944,000.
For the three months ended September 30, 1993, the Partnership had no realized
gains or losses from its portfolio investments. For the nine months ended
September 30, 1993, the Partnership realized a $323,000 gain primarily resulting
from the sale of 40,000 common shares of Somatogen, Inc. in the public market.
Investment Income and Expenses - Net investment loss for the three months ended
September 30, 1994 and 1993 was $99,000 and $128,000, respectively. The decrease
in net investment loss for the 1994 period compared to the 1993 period is
attributable to a decrease in operating expenses for the 1994 period, primarily
management fees, as discussed below.
Net investment loss for the nine months ended September 30, 1994 and 1993 was
$235,000 and $393,000, respectively. The decrease in net investment loss for the
1994 period compared to the 1993 period is attributable to an increase in
interest, dividend and other income from portfolio investments earned during the
1994 period and a decrease in professional fees and general and administrative
expenses incurred during the 1994 period. Interest, dividend and other income
earned from portfolio investments for the nine months ended September 30, 1994
and 1993 was $72,000 and $15,000, respectively. The $72,000 earned during the
nine months ended September 30, 1994 included a $60,000 cash distribution from
Nimbus Medical, L.P., representing royalties and other income from the sale of
technology. Professional fees incurred during the 1993 period included certain
litigation costs totaling $58,000.
The management fee paid to the Managing General Partner pursuant to a management
agreement between the Partnership and the Managing General Partner (the
"Management Agreement") for the three months ended September 30, 1994 and 1993
was $88,000 and $104,000, respectively. The decrease in the management fee for
the 1994 period as compared to the 1993 period is a result of a decline in the
Partnership's net assets from $18.8 million at September 30, 1993 to $17.5
million at September 30, 1994. The management fee for the nine months ended
September 30, 1994 and 1993 was $288,000 and $287,000, respectively. To the
extent possible, the management fee and other operating expenses are paid with
funds provided from operations. Funds provided from operations are obtained from
interest received from short-term investments, interest and dividend income from
portfolio investments and proceeds received from the sale of portfolio
investments.6
Unrealized Gains and Losses and Changes in Unrealized Appreciation or
Depreciation of Portfolio Investments - For the nine months ended September 30,
1994, the Partnership had a $627,000 net unrealized loss from its portfolio
investments, resulting from the net downward revaluation of certain portfolio
investments. Additionally, during the nine months ended September 30, 1994,
$936,000 was transferred from unrealized loss to realized loss relating to prior
period reserves on the 20,000 common shares of CliniCom sold during the period,
as discussed above. The $936,000 transfer from unrealized loss to realized loss
partially offset by the $626,000 unrealized loss resulted in a $310,000 increase
to the Partnership's net unrealized appreciation of investments for the nine
month period.
For the nine months ended September 30, 1993, the Partnership had a $49,000 net
unrealized gain from its portfolio investments, resulting from the upward
revaluation of certain portfolio investments. Additionally, during the nine
months ended September 30, 1993, the Partnership transferred $538,000 from
unrealized gain to realized gain due to the sale of Somatogen shares during the
period, as discussed above. The $538,000 transfer from unrealized to realized
gain offset by the $49,000 unrealized gain resulted in a $489,000 decrease to
the Partnership's net unrealized appreciation of investments for the nine month
period.
Net Assets - Changes to net assets resulting from operations is comprised of (i)
net realized gains and losses from operations and (ii) changes to net unrealized
appreciation or depreciation of portfolio investments. For the nine months ended
September 30, 1994 and 1993, the Partnership had a net decrease in net assets
resulting from operations of $870,000 and $559,000, respectively.
At September 30, 1994, the Partnership's net assets were $17.5 million, a
decrease of $870,000 from $18.4 million at December 31, 1993. This decrease
resulted from the $1.2 million net realized loss from operations partially
offset by the $310,000 increase in net unrealized appreciation of investments
for the nine month period.
At September 30, 1993, the Partnership's net assets were $18.8 million, a
decrease of $559,000 from $19.4 million at December 31, 1992. This decrease
resulted from the $489,000 decrease in unrealized appreciation and the $70,000
net realized loss from operations for the nine month period.
At September 30, 1994 and December 31, 1993, the net asset value per $500 Unit,
including an allocation of net unrealized appreciation or depreciation of
portfolio investments, was $259 and $272, respectively. Such per Unit amounts
are based on average allocations to all Limited Partners and do not reflect
specific Limited Partner allocations, which are determined by the original
closing date associated with the Units held by each Limited Partner.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Partnership is not a party to any material pending legal proceedings.
Item 2. Changes in Securities.
Not applicable.
Item 3. Defaults Upon Senior Securities.
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote of security holders during the quarter covered
by this report.
Item 5. Other Information.
On September 14, 1994, the Partnership purchased a 10% promissory note of
Corvita Corporation for $51,000. The Partnership paid a $3,000 venture capital
fee to the Managing General Partner relating to this investment.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
None
(b) No reports on Form 8-K have been filed during the
quarter for which this report is filed.
<PAGE>
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 thereunto duly authorized.
WESTMED VENTURE PARTNERS, L.P.
By: WestMed Venture Management, L.P.
The Managing General Partner
By: MEDICAL VENTURE HOLDINGS, INC.
General Partner
By: /s/ Howard S. Wachtler
Howard S. Wachtler
Executive Vice President
By: /s/ Philippe L. Sommer
Philippe L. Sommer
Executive Vice President and Principal
Financial and Accounting Officer
Date: November 11, 1994
