SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
X EXCHANGE ACT OF 1934.
- ------
For the quarterly period ended July 31, 1996
-----------------
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
- ------
For the transition period from _______ to _______
Commission file number: 1-9597
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OPPENHEIMER CAPITAL, L.P.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3412614
- ------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
OPPENHEIMER TOWER
WORLD FINANCIAL CENTER, NEW YORK, NEW YORK 10281
- ------------------------------------------- ------------
(Address of principal executive office) (Zip Code)
(212) 667-7000
---------------------------------------------------
(Registrant's telephone number including area code)
NOT APPLICABLE
--------------------------------------------------------------------
(Former name, address and 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
----- -----
APPLICABLE ONLY TO CORPORATE ISSUERS:
The issuer is a Limited Partnership. There were 15,363,753 Units of
limited partnership interest outstanding at September 10, 1996.
<PAGE>
OPPENHEIMER CAPITAL, L.P.
INDEX
PAGE
PART I - FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
OPPENHEIMER CAPITAL, L.P.
STATEMENTS OF FINANCIAL CONDITION 3
OPPENHEIMER CAPITAL, L.P.
STATEMENTS OF INCOME 4
OPPENHEIMER CAPITAL, L.P.
STATEMENTS OF CASH FLOWS 5
OPPENHEIMER CAPITAL, L.P.
NOTES TO THE FINANCIAL STATEMENTS 6
OPPENHEIMER CAPITAL
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION 8
OPPENHEIMER CAPITAL
CONSOLIDATED STATEMENTS OF INCOME 9
OPPENHEIMER CAPITAL
CONSOLIDATED STATEMENTS OF CASH FLOWS 10
OPPENHEIMER CAPITAL
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 11
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 12
PART II - OTHER INFORMATION 16
SIGNATURES 17
- 2 -
<PAGE>
OPPENHEIMER CAPITAL, L.P.
STATEMENTS OF FINANCIAL CONDITION
(In Thousands)
<TABLE>
<CAPTION>
At July 31, 1996 At April 30, 1996
-------------------- --------------------
ASSETS
<S> <C> <C>
Cash and short term investments $ 49 $ 35
Investment in Oppenheimer Capital 26,116 23,362
Distribution receivable (Note 3) 9,315 11,950
10% note due 2012 from Oppenheimer Equities, Inc. 32,193 32,193
Interest receivable 538 538
Other assets 130 128
Goodwill, net 41,241 41,893
-------------------- --------------------
TOTAL ASSETS $ 109,582 $ 110,099
==================== ====================
<CAPTION>
LIABILITIES AND PARTNERS' CAPITAL
<S> <C> <C>
Distribution payable to partners $ 10,086 $ 12,713
-------------------- --------------------
TOTAL LIABILITIES 10,086 12,713
-------------------- --------------------
General partner's capital 1,009 987
Limited partners' capital; 15,362,920 and 15,255,070
Units outstanding, respectively 98,487 96,399
-------------------- --------------------
TOTAL PARTNERS' CAPITAL 99,496 97,386
-------------------- --------------------
TOTAL LIABILITIES AND
PARTNERS' CAPITAL $ 109,582 $ 110,099
==================== ====================
</TABLE>
The accompanying notes are an integral part of these financial statements.
- 3 -
<PAGE>
OPPENHEIMER CAPITAL, L.P.
STATEMENTS OF INCOME
(In Thousands, except for per unit amounts)
<TABLE>
<CAPTION>
Three Months Ended
July 31,
------------------------
1996 1995
----------- -----------
<S> <C> <C>
REVENUES
Equity in earnings of Oppenheimer Capital $ 11,468 $ 9,049
Interest 812 813
----------- -----------
TOTAL REVENUES 12,280 9,862
----------- -----------
EXPENSES
Amortization of goodwill 652 652
Other expenses (Note 4) 33 33
----------- -----------
TOTAL EXPENSES 685 685
----------- -----------
NET INCOME $ 11,595 $ 9,177
=========== ===========
NET INCOME PER UNIT (NOTE 5) $ 0.75 $ 0.60
=========== ===========
DISTRIBUTIONS DECLARED PER UNIT $ 0.65 $ 0.55
=========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
- 4 -
<PAGE>
OPPENHEIMER CAPITAL, L.P.
STATEMENTS OF CASH FLOWS
(In Thousands)
<TABLE>
<CAPTION>
Three Months Ended
July 31,
------------------------------
1996 1995
-------------- --------------
<S> <C> <C>
Cash flows from operating activities
Net income $ 11,595 $ 9,177
Adjustments to reconcile net income to net cash provided
by operating activities:
Distributions received in excess of equity in
earnings of Oppenheimer Capital 482 496
Amortization of goodwill 652 652
(Increase) in other assets (2) (3)
-------------- --------------
Net cash provided by operating activities 12,727 10,322
-------------- --------------
Cash flows from investing activities
Capital contributions to Oppenheimer Capital (273) (48)
-------------- --------------
Cash flows from financing activities Distributions to partners:
General partner (127) (103)
Limited partners (12,586) (10,217)
Issuance of limited partnership units on exercise of
restricted options 273 48
-------------- --------------
Net cash (used in) financing activities (12,440) (10,272)
-------------- --------------
Net increase in cash and short term investments 14 2
Cash and short term investments at beginning of period 35 60
-------------- --------------
Cash and short term investments at end of period $ 49 $ 62
============== ==============
Supplemental disclosure of cash flow information:
New York City unincorporated business tax paid $ 35 $ 36
============= ==============
</TABLE>
The accompanying notes are an integral part of these financial statements.
- 5 -
<PAGE>
OPPENHEIMER CAPITAL, L.P.
NOTES TO THE FINANCIAL STATEMENTS
1. Organization:
Oppenheimer Capital, L.P. (the "Partnership") holds a 67.48% general
partnership interest in Oppenheimer Capital (the "Operating Partnership"), a
general partnership. The Partnership (through the Operating Partnership) engages
in the investment management business. The limited partners and Oppenheimer
Financial Corp., the Partnership's general partner (the "General Partner"), hold
a 99% interest and 1% interest, respectively, in the Partnership.
The financial statements of the Partnership should be read in
conjunction with the consolidated financial statements of the Operating
Partnership.
The Operating Partnership is part of an affiliated group of companies
operating in the financial services industry.
2. Basis of Presentation:
The interim financial information in this report has not been audited.
The financial statements should be read in conjunction with the financial
statements included in the Partnership's 1996 Annual Report. In the opinion of
management, all adjustments (which include only normal recurring adjustments)
necessary to present fairly the financial position and results of operations for
all periods presented have been made. The results of operations for any interim
period are not necessarily indicative of the operating results for a full year.
3. Distribution Receivable:
On July 31, 1996, the Operating Partnership declared distributions to
its partners, of which $9,315,000 was paid to the Partnership on August 30,
1996.
4. Other Expenses:
Other expenses consist of New York City unincorporated business tax at a
rate of 4% of taxable income. The Partnership is not subject to Federal, state
or local income taxes which are obligations of the individual partners. However,
under current tax law, the Partnership will be taxed as a corporation beginning
in 1998.
- 6 -
<PAGE>
OPPENHEIMER CAPITAL, L.P.
NOTES TO THE FINANCIAL STATEMENTS
(Continued)
5. Net Income Per Unit:
(In thousands, except for per unit amounts)
<TABLE>
<CAPTION>
Three Months Ended
July 31,
------------------------
1996 1995
----------- -----------
<S> <C> <C>
Net Income $ 11,595 $ 9,177
Less 1% applicable to the General Partner 116 92
----------- -----------
Net income available to the Limited Partners $ 11,479 $ 9,085
=========== ===========
Weighted average number of units outstanding 15,363 15,235
=========== ===========
Net income per unit $ .75 $ .60
=========== ===========
</TABLE>
- 7 -
<PAGE>
OPPENHEIMER CAPITAL
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In Thousands)
<TABLE>
<CAPTION>
At July 31, 1996 At April 30, 1996
-------------------- ---------------------
ASSETS
<S> <C> <C>
Cash and short term investments $ 20,248 $ 21,019
Investment management fees receivable 42,186 43,016
Investments in affiliated mutual funds and other
sponsored investment products 4,679 4,644
Furniture, equipment and leasehold improvements
at cost, less accumulated depreciation and
amortization of $2,359 and $2,179 3,555 3,515
Intangible assets, less accumulated amortization
of $424 and $377 1,651 1,699
Other assets 2,192 2,445
-------------------- ---------------------
TOTAL ASSETS $ 74,511 $ 76,338
==================== =====================
<CAPTION>
LIABILITIES, MINORITY INTEREST AND PARTNERS' CAPITAL
<S> <C> <C>
Accrued employee compensation and benefits $ 9,142 $ 12,873
Accrued expenses and other liabilities 9,027 7,168
Note payable 400 800
Deferred investment management fees 3,178 2,870
Distribution payable to partners 13,803 17,751
-------------------- ---------------------
TOTAL LIABILITIES 35,550 41,462
-------------------- ---------------------
Minority interest 261 174
PARTNERS' CAPITAL 38,700 34,702
-------------------- ---------------------
TOTAL LIABILITIES , MINORITY INTEREST
AND PARTNERS' CAPITAL $ 74,511 $ 76,338
==================== =====================
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
- 8 -
<PAGE>
OPPENHEIMER CAPITAL
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands)
<TABLE>
<CAPTION>
Three Months Ended
July 31,
------------------------
1996 1995
----------- -----------
<S> <C> <C>
OPERATING REVENUES
Investment management fees $ 39,434 $ 34,553
Net distribution assistance and commission income 1,404 2,163
Interest and dividends 237 102
----------- -----------
TOTAL OPERATING REVENUES 41,075 36,818
----------- -----------
OPERATING EXPENSES
Compensation and benefits 17,610 16,379
Occupancy 1,493 1,669
General and administrative 2,787 2,629
Promotional 1,551 2,109
----------- -----------
TOTAL OPERATING EXPENSES 23,441 22,786
----------- -----------
OPERATING INCOME 17,634 14,032
Income taxes (Note 3) (585) (551)
----------- -----------
INCOME BEFORE MINORITY INTEREST 17,049 13,481
Minority interest (56) (32)
----------- -----------
NET INCOME $ 16,993 $ 13,449
=========== ===========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
- 9 -
<PAGE>
OPPENHEIMER CAPITAL
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
<TABLE>
<CAPTION>
Three Months Ended
July 31,
------------------------
1996 1995
----------- -----------
<S> <C> <C>
Cash flows from operating activities
Net income $ 16,993 $ 13,449
Adjustments to reconcile net income to net cash provided by
operating activities:
Amortization of restricted unit compensation expense 535 371
Depreciation and amortization 230 241
Minority interest, net of distributions 87 49
(Increase) decrease in investment management fees receivable 830 (2,991)
(Increase) decrease in other assets 381 (1,291)
(Decrease) in accrued employee compensation and benefits (3,731) (616)
Increase (decrease) in accrued expenses and other liabilities 1,859 (1,339)
Increase in deferred investment management fees 308 339
----------- -----------
Net cash provided by operating activities 17,492 8,212
----------- -----------
Cash flows from investing activities
Purchases of fixed assets (350) (124)
Proceeds from sales of mutual fund shares and other investments - 399
Purchases of mutual fund shares and other investments (35) (3,010)
----------- -----------
Net cash (used in) investing activities (385) (2,735)
----------- -----------
Cash flows from financing activities
Net proceeds from bank loans - 6,419
Payment of note payable (400) (400)
Distributions to partners:
Oppenheimer Financial Corp. (5,801) (4,737)
Oppenheimer Capital, L.P. (11,950) (9,545)
Contributions by Oppenheimer Capital, L.P. 273 48
----------- -----------
Net cash (used in) financing activities (17,878) (8,215)
----------- -----------
Net (decrease) in cash and short term investments (771) (2,738)
Cash and short term investments at beginning of period 21,019 9,214
----------- -----------
Cash and short term investments at end of period $ 20,248 $ 6,476
=========== ===========
Supplemental disclosure of cash flow information:
Interest paid $ 38 $ 233
=========== ===========
New York City unincorporated business tax paid $ 661 $ 422
=========== ===========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
- 10 -
<PAGE>
OPPENHEIMER CAPITAL
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Organization:
Oppenheimer Capital (the "Operating Partnership"), a general partnership,
engages in the investment management business. Oppenheimer Capital, L.P. (the
"Partnership") holds a 67.48% general partnership interest in the Operating
Partnership and Oppenheimer Financial Corp. ("Opfin") holds the remaining 32.52%
general partnership interest. The Operating Partnership is part of an affiliated
group of companies operating in the financial services industry.
2. Basis of Presentation:
The interim financial information in this report has not been audited. The
financial statements should be read in conjunction with the financial statements
included in the Partnership's 1996 Annual Report. In the opinion of management,
all adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position and results of operations for all periods
presented have been made. The results of operations for any interim period are
not necessarily indicative of the operating results for a full year.
3. Income Taxes:
The Operating Partnership is not subject to Federal, state or local income
taxes. The Operating Partnership was subject to New York City unincorporated
business tax of $585,000 for the three months ended July 31, 1996 and $551,000
for the three months ended July 31, 1995.
4. Acquisitions of Businesses:
In May, 1994, a subsidiary of the American Medical Association ("AMA") and
the Operating Partnership formed AMA Investment Advisers, L.P. to acquire the
assets of AMA Investment Advisers, Inc. and American Medical Investment Company,
Inc. The Operating Partnership and Opfin acquired a 79.1% and 1.0% partnership
interest, respectively, for their pro rata portions of $500,000 and a $1,200,000
promissory note bearing interest at the prime rate. On each of May 1, 1995 and
May 1, 1996, $400,000 was paid on the promissory note, with the remainder due on
May 1, 1997. AMA Investment Advisers, L.P. offers investment services and
products tailored especially for members of the AMA, other health care
professionals and medical organizations.
On May 1, 1994, the Operating Partnership acquired Liberty Street Trust
Company from Oppenheimer Holdings, Inc., an affiliate, for its net book value of
approximately $1,629,000 and renamed it Oppenheimer Capital Trust Company. This
company offers collectively managed portfolios of specialized asset classes.
On May 10, 1994, the Operating Partnership formed Saratoga Capital
Management, a joint venture, to provide asset allocation services to
broker-dealers utilizing mutual funds managed by independent investment advisers
and Opcap Advisors, an affiliated investment adviser.
5. Prior Period Financial Information:
Certain prior period financial information has been reclassified to
conform with the current period's presentation.
- 11 -
<PAGE>
PART I, ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OPPENHEIMER CAPITAL, L.P.
General
The primary source of income for Oppenheimer Capital, L.P. ( the
"Partnership") is its proportionate share of the net income of Oppenheimer
Capital (the "Operating Partnership") and interest income on a $32,193,000 par
value 10% note due from Oppenheimer Equities, Inc. in the year 2012 (the
"Equities note").
Revenues and Expenses
The Partnership recorded equity in earnings of the Operating
Partnership for the three months ended July 31, 1996 and July 31, 1995 of
$11,468,000 and $9,049,000, respectively. The increase in equity in earnings of
the Operating Partnership is a result of higher operating income of the
Operating Partnership.
Other expenses consist of New York City unincorporated business tax
("UBT"). For the three months ended July 31, 1996 and July 31, 1995, New York
City UBT totaled $33,000 and $33,000, respectively.
Net income for the three months ended July 31, 1996 and July 31, 1995
amounted to $11,595,000 and $9,177,000, respectively, or $.75 per unit and $.60
per unit, respectively.
Income Taxes
The Partnership is not subject to Federal, state or local income taxes
which are the obligations of the individual partners. However, under current tax
law, the Partnership will be taxed as a corporation beginning in 1998.
Liquidity and Capital Resources
The only business activity carried on by the Partnership is its
investment in the Operating Partnership. The Partnership receives quarterly cash
distributions from the Operating Partnership and receives interest income from
Oppenheimer Equities, Inc. The Partnership distributes its available cash flow
to its partners, which equals cash distributions from the Operating Partnership
plus interest income from the Equities note less New York City UBT.
Consequently, the Partnership does not require any additional liquidity or
capital resources.
The Partnership makes quarterly distributions in an amount equal to 99%
of available cash flow to the limited partners (the "Unitholders") and 1% to the
general partner, Oppenheimer Financial Corp. ("Opfin"). For the three months
ended July 31, 1996 and July 31, 1995, the Partnership declared distributions to
Unitholders of $.65 per unit and $.55 per unit, respectively.
- 12 -
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
OPPENHEIMER CAPITAL
General
The Operating Partnership's results of operations include those of its
basic institutional investment management business and those of Opcap Advisors
("Advisors"), OCC Distributors ("Distributors"), Oppenheimer Capital Limited,
AMA Investment Advisers, L.P. ("AMA Advisers"), Oppenheimer Capital Trust
Company and Saratoga Capital Management.
For the periods presented, the Operating Partnership's operations have
been characterized by increases in assets under management. This growth has been
from three principal sources. First, new clients have entered into investment
management agreements with the Operating Partnership and existing clients have
added funds to their accounts under management. Second, rising securities price
levels have increased the market values of investment portfolios. Third, mutual
funds and other commingled products have added to assets under management due to
increased fund sales and market appreciation. The growth in assets under
management has been tempered by the Operating Partnership's withdrawal from the
low fee rate option management business in order to concentrate on businesses
offering higher returns. For the periods presented, the option management
business had no material effect on revenues or profitability. Revenues are
generally derived from charging a fee based on the net assets of clients'
portfolios. Revenues for all periods presented consist principally of investment
management fees.
On November 22, 1995, the Operating Partnership completed the sale of
the investment advisory and other contracts and business relationships for its
twelve Quest for Value mutual funds (the "Quest sale") to OppenheimerFunds, Inc.
("OFI"), which is unrelated to the Operating Partnership. The six equity funds
involved continue to be managed by Advisors under a subadvisory contract with
OFI, which allows the current portfolio management team to remain in place, and
have been renamed the Oppenheimer Quest Value funds ("Quest funds"). The six
fixed income funds have been merged into comparable funds managed by OFI.
As shown below, the value of assets under management increased 14.7% to
$40.4 billion at July 31, 1996 from $35.3 billion at July 31, 1995. The
Operating Partnership continued to experience growth in its traditional
business, the management of separate accounts for large financial institutions
and high-net-worth individual investors, as well as its newer businesses,
including mutual funds and wrap fee accounts.
<TABLE>
<CAPTION>
Percent
At July 31, 1996 At July 31, 1995 Increase
-------------------- -------------------- -----------------
<S> <C> <C> <C>
Separate Account Management $ 27,456 $ 24,405 12.5%
Wrap Fee 3,674 2,121 73.2%
Mutual Funds & Other Commingled Products 9,306 7,205 29.2%
-------------------- -------------------- -----------------
Subtotal 40,436 33,731 19.9%
Option Management (1) - 1,529 n/a
-------------------- -------------------- -----------------
Total $ 40,436 $ 35,260 14.7%
==================== ==================== =================
</TABLE>
(1) Reflects withdrawal from the option management business.
- 13 -
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
OPPENHEIMER CAPITAL (Continued)
Operating Revenues
Total operating revenues increased 11.6% for the three months ended
July 31, 1996 to $41,075,000 from $36,818,000 for the three months ended July
31, 1995. Total operating revenues include investment management fees, net
distribution assistance and commission income, and interest and dividends.
Investment management fees increased 14.1% for the three months ended
July 31, 1996 to $39,434,000 from $34,553,000 for the three months ended July
31, 1995 as average assets under management for the three months ended July 31,
1996 increased 21.9% to $41.1 billion from $33.7 billion for the three months
ended July 31, 1995. In addition, investment management fees increased due to
higher fee realizations resulting from a shift in the asset mix toward higher
effective fee rate businesses, including mutual funds, variable annuities and
wrap fee accounts and the withdrawal from the option management business, which
had very low fee rates. Offsetting the above increase in part, the fee rate the
Operating Partnership receives for subadvising the Quest funds was reduced
compared to the previous advisory fee. Annual subadvisory fees related to the
Quest funds are projected at $7.7 million annually, based on assets under
management at July 31, 1996, down from the previous $15.7 million of annual fees
for the twelve Quest for Value Funds at November 22, 1995. The loss in advisory
fee revenue has been more than offset by the elimination of distribution
expenses related to these funds. Assets in the six equity funds have increased
57.1% to $2.2 billion at July 31, 1996 from $1.4 billion on November 21, 1995,
reflecting record fund sales and market appreciation.
Net distribution assistance and commission income decreased 35.1% to
$1,404,000 for the three months ended July 31, 1996 from $2,163,000 for the
three months ended July 31, 1995. The decrease was primarily due to lower unit
investment trust commission income due to reduced demand for fixed income unit
investment trusts, and reduced commission and distribution income as a result of
the Quest sale. This decrease was offset in part by higher certificate of
deposit commission income resulting from greater demand for funds by banks.
Interest and dividend income increased to $237,000 for the three months
ended July 31, 1996 from $102,000 for the three months ended July 31, 1995. This
increase can be primarily attributed to the interest earned on proceeds received
from the Quest sale.
Operating Expenses
Total operating expenses increased 2.9% for the three months ended
July 31, 1996 to $23,441,000 from $22,786,000 for the three months ended July
31, 1995.
The Operating Partnership's most significant expense category is
employee compensation and benefits, which includes salaries, bonuses, sales
commissions, incentive compensation and other payroll related expenses.
Compensation and benefits expense increased 7.5% for the three months ended July
31, 1996 to $17,610,000 from $16,379,000 for the three months ended July 31,
1995. Compensation and benefits expense increased due to additions to staff in
the new businesses entered into during the past year and in the core investment
management business. Compensation and benefits expense also increased due to
staff salary increases. In addition, compensation and benefits increased as a
result of higher incentive compensation accruals due to increased new business
and higher operating profits. These increases were offset in part by significant
staff reductions at Distributors, AMA Advisers, and in mutual fund accounting.
Occupancy expenses decreased 10.5% for the three months ended July 31,
1996 to $1,493,000 from $1,669,000 for the three months ended July 31, 1995.
This decrease was due to reduced rent expense as a result of the scale back of
operations of AMA Advisers and to the adjustment of rent escalation accruals
during the quarter ended July 31, 1996.
- 14 -
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
OPPENHEIMER CAPITAL (Continued)
Operating Expenses (Continued)
General and administrative expenses increased 6.0% for the three months
ended July 31, 1996 to $2,787,000 from $2,629,000 for the three months ended
July 31, 1995. The increase in general and administrative expenses reflects the
significant investment made by the Operating Partnership in computer equipment
and software to support professional and administrative staff. This increase was
offset in part by savings realized from the Quest sale and cost reductions at
AMA Advisers.
Promotional expenses decreased 26.5% for the three months ended July
31, 1996 to $1,551,000 from $2,109,000 for the three months ended July 31, 1995.
The decrease in promotional expenses was due primarily to a reduction in
expenses incurred by Distributors as a result of the elimination of the open-end
mutual fund distribution effort (the Quest sale), and the elimination of the
retail operations of AMA Advisers.
Operating Income
Operating income for the three months ended July 31, 1996 increased
25.7% to $17,634,000 from $14,032,000 for the three months ended July 31, 1995.
For the three months ended July 31, 1996, the operating profit margin expanded
to 42.9% from 38.1% for the three months ended July 31, 1995 as operating
revenues grew 11.6% while expenses increased only 2.9%.
Income Taxes
The Operating Partnership is not subject to Federal, state, or local
income taxes, which are the obligations of the individual partners. The
Operating Partnership, however, was subject to New York City UBT of $585,000 for
the three months ended July 31, 1996 and $551,000 for the three months ended
July 31, 1995.
Liquidity and Capital Resources
The Operating Partnership has established a $20 million credit facility
with a commercial bank to meet operating and financing needs. These funds have
been used in the past to support increased management fees receivable, to expand
its facilities to accommodate the growth of its business and to finance
acquisitions.
The Operating Partnership intends to distribute on a quarterly basis
substantially all its net income to the Partnership and to Opfin. The Operating
Partnership may distribute to the Partnership and to Opfin excess cash, taking
into account the Operating Partnership's financial condition, results of
operations, cash requirements and general economic conditions. On July 31, 1996,
the Operating Partnership declared a distribution to its partners of
$13,803,000, payable on August 30, 1996.
- 15 -
<PAGE>
Part II. Other Information
Not applicable.
- 16 -
<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.
Oppenheimer Capital, L.P.
By: Oppenheimer Financial Corp.,
its General Partner
Date: September 10, 1996 By: /s/ Joseph M. La Motta
Joseph M. La Motta
Executive Vice President and Director
of Oppenheimer Financial Corp.;
Chairman and Chief Executive Officer
of Oppenheimer Capital
By: /s/ Sheldon M. Siegel
Sheldon M. Siegel
Managing Director and Chief Financial
Officer of Oppenheimer Capital
- 17 -
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
STATEMENTS OF FINANCIAL CONDITION AND STATEMENTS OF INCOME FOUND ON PAGES 3 AND
4 OF THE PARTNERSHIP'S FORM 10-Q FOR THE YEAR-TO-DATE, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000814562
<NAME> OPPENHEIMER CAPITAL, L.P.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> APR-30-1996
<PERIOD-START> MAY-01-1995
<PERIOD-END> JUL-31-1996
<CASH> 49
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 9,902<F1>
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 109,582<F2>
<CURRENT-LIABILITIES> 10,086
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 99,496<F3>
<TOTAL-LIABILITY-AND-EQUITY> 109,582
<SALES> 0
<TOTAL-REVENUES> 12,280
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 685
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 11,595
<INCOME-TAX> 0
<INCOME-CONTINUING> 11,595
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11,595
<EPS-PRIMARY> 0.75
<EPS-DILUTED> 0.75
<FN>
<F1> CURRENT ASSETS IS COMPRISED OF CASH ($49), DISTRIBUTION RECEIVABLE
($9,315), AND INTEREST RECEIVABLE ($538)
<F2> TOTAL ASSETS INCLUDE CURRENT ASSETS PLUS INVESTMENT IN OPPENHEIMER CAPITAL
($26,116), A NON-TRADE NOTE RECEIVABLE ($32,193), GOODWILL ($41,241) AND
OTHER ASSETS ($130)
<F3> OTHER SHAREHOLDERS EQUITY IS COMPRISED OF GENERAL PARTNER'S CAPITAL
($1,009) AND LIMITED PARTNERS' CAPITAL ($98,487)
</FN>
</TABLE>
