UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 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
0-18504
PARTICIPATING INCOME PROPERTIES II, L.P.
and
FFCA INVESTOR SERVICES CORPORATION 88-C
- --------------------------------------------------------------------------------
(Exact Name of Co-Registrants as Specified in Their
Organizational Documents)
Delaware 86-0588505
- --------------------------------------------------------------------------------
(Partnership State of Organization) (Partnership I.R.S. Employer
Identification Number)
Delaware 86-0588507
- --------------------------------------------------------------------------------
(Corporation State of Incorporation) (Corporation I.R.S. Employer
Identification Number)
The Perimeter Center
17207 North Perimeter Drive
Scottsdale, Arizona 85255
- --------------------------------------------------------------------------------
(Address of principal executive offices) (zip code)
Co-Registrants' telephone number including area code (602) 585-4500
------------------------
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>
PART 1 - FINANCIAL INFORMATION
Item l. Financial Statements.
------ --------------------
PARTICIPATING INCOME PROPERTIES II, L.P.
BALANCE SHEETS
MARCH 31, 1996 AND DECEMBER 31, 1995
(Unaudited)
March 31, December 31,
1996 1995
------------ ------------
ASSETS
------
CASH AND CASH EQUIVALENTS $ 3,707,984 $ 3,818,927
RECEIVABLES FROM LESSEES 187,904 181,433
PROPERTY SUBJECT TO OPERATING LEASES, at cost
Land 11,709,570 11,709,570
Buildings 54,004,577 54,004,577
Equipment 5,906,921 5,906,921
------------ ------------
Total 71,621,068 71,621,068
Less-Accumulated depreciation 17,413,017 16,689,197
------------ ------------
54,208,051 54,931,871
------------ ------------
Total assets $58,103,939 $ 58,932,231
============ ============
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
DISTRIBUTION PAYABLE TO LIMITED PARTNERS $ 2,113,508 $ 2,101,344
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 64,428 62,696
DEFERRED INCOME 1,074,136 1,261,059
------------ ------------
Total liabilities 3,252,072 3,425,099
------------ ------------
PARTNERS' CAPITAL (DEFICIT):
General partners (170,059) (163,507)
Limited partners 55,021,926 55,670,639
------------ ------------
Total partners' capital 54,851,867 55,507,132
------------ ------------
Total liabilities and partners' capital $ 58,103,939 $ 58,932,231
============ ============
<PAGE>
PARTICIPATING INCOME PROPERTIES II, L.P.
STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- ----------
REVENUES:
Rental $1,865,905 $1,865,905
Participating rentals 565,585 557,735
Interest and other 38,793 48,295
---------- ----------
2,470,283 2,471,935
---------- ----------
EXPENSES:
General partner and affiliate fees 213,394 212,219
Depreciation 723,820 723,820
Operating 54,159 68,739
---------- ----------
991,373 1,004,778
---------- ----------
NET INCOME $1,478,910 $1,467,157
========== ==========
NET INCOME ALLOCATED TO:
General partners $ 14,789 $ 14,672
Limited partners 1,464,121 1,452,485
---------- ----------
$1,478,910 $1,467,157
========== ==========
NET INCOME PER LIMITED PARTNERSHIP UNIT
(based on 82,834 units outstanding) $ 17.68 $ 17.53
========== ==========
<PAGE>
PARTICIPATING INCOME PROPERTIES II, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
FOR THE THREE MONTHS ENDED MARCH 31, 1996
(Unaudited)
Limited Partners
General --------------------
Partners Number Total
Amount of Units Amount Amount
--------- ------ ----------- -----------
BALANCE, December 31, 1995 $(163,507) 82,834 $55,670,639 $55,507,132
Net income 14,789 - 1,464,121 1,478,910
Distribution to partners (21,341) - (2,112,834) (2,134,175)
--------- ------ ----------- -----------
BALANCE, March 31, 1996 $(170,059) 82,834 $55,021,926 $54,851,867
========= ====== =========== ===========
<PAGE>
PARTICIPATING INCOME PROPERTIES II, L.P.
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
<TABLE>
<CAPTION>
1996 1995
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,478,910 $ 1,467,157
Adjustments to net income:
Depreciation 723,820 723,820
Change in assets and liabilities:
Increase in receivables from lessees (6,471) (136)
Increase in payable to general partner and affiliate -- 29,351
Increase (decrease) in accounts payable and
accrued liabilities 1,732 (3,354)
Decrease in deferred income (186,923) (68,555)
----------- -----------
Net cash provided by operating activities 2,011,068 2,148,283
CASH FLOWS FOR FINANCING ACTIVITIES:
Distribution to partners (2,122,011) (2,092,074)
----------- -----------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (110,943) 56,209
CASH AND CASH EQUIVALENTS, beginning of period 3,818,927 3,742,030
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 3,707,984 $ 3,798,239
=========== ===========
</TABLE>
<PAGE>
PART I.- FINANCIAL INFORMATION
- ------------------------------
Item 2. Management's Discussion and Analysis of
- ------ Financial Condition and Results of Operations
---------------------------------------------
As of March 31, 1996, Participating Income Properties II, L.P., a Delaware
limited partnership, (the Registrant), had received $82,834,000 in gross
proceeds from its offering of Units. Net funds available for investment,
after payment of sales commissions, organizational costs and acquisition
costs, amounted to $71,956,541. The offering of Units is the Registrant's
sole source of capital, and since the final closing of limited partnership
units was held on December 11, 1989, the Registrant will not receive
additional funds from the offering. The Registrant was fully invested in
thirteen travel plaza properties by June 1991.
The Registrant declared a cash distribution to the limited partners of
$2,112,834 for the quarter ended March 31, 1996 (the period). During the
period, all net proceeds not invested in real estate were invested in
Government Agency discount notes and bank repurchase agreements (which are
secured by United States Treasury and Government obligations).
During the period, the Registrant received base rental revenue pursuant to
its lease arrangements in the amount of $1,865,905, which is unchanged
from the amount received in the same period of the prior year. Base rental
revenue for the period includes the recognition of approximately $69,000
of income previously deferred. In addition, the Registrant received or
accrued participating rentals of $565,585 as compared to $557,735 for the
comparable period of the prior year. The $7,850 increase in participating
rentals was due to increased travel plaza sales. Total expenses for the
period decreased to $991,373 from $1,004,778 in the first quarter in 1995
due primarily to a decrease in operating expenses of $14,580.
The decrease in total assets reflected in the Registrant's financial
statements filed with this report is mainly attributable to the
depreciation allowance, which is deducted for accounting purposes from the
cost of the assets on the Registrant's books.
In the opinion of management, the financial information included in this
report reflects all adjustments necessary for fair presentation. All such
adjustments are of a normal recurring nature.
<PAGE>
FFCA INVESTOR SERVICES CORPORATION 88-C
---------------------------------------
BALANCE SHEET - MARCH 31, 1996
------------------------------
ASSETS
Cash $100
Investment in Participating Income Properties II, L.P., at cost 100
-----
Total Assets $200
====
LIABILITY
Payable to Parent $100
----
STOCKHOLDER'S EQUITY
Common Stock; $l par value; 100 shares authorized,
issued and outstanding 100
---
Liability and Stockholder's Equity $200
====
Note: FFCA Investor Services Corporation 88-C (88-C) was organized on August 11,
1987 to act as the assignor limited partner in Participating Income Properties
II, L.P. (PIP-II).
The assignor limited partner is the owner of record of the limited
partnership units of PIP-II. All rights and powers of 88-C have been assigned to
the holders, who are the registered and beneficial owners of the units. Other
than to serve as assignor limited partner, 88-C has no other business purpose
and will not engage in any other activity or incur any debt.
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrants have duly caused this report to be signed on their behalf by the
undersigned thereunto duly authorized.
PARTICIPATING INCOME PROPERTIES II, L.P.
By FRANCHISE FINANCE CORPORATION OF AMERICA II
Corporate General Partner
Date: April 12, 1996 By /s/ John R. Barravecchia
---------------------------------------------
John R. Barravecchia, Chief Financial Officer
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
co-registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FFCA INVESTOR SERVICES CORPORATION 88-C
Date: April 12, 1996 By /s/ John R. Barravecchia
---------------------------------------------
John R. Barravecchia, President
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE BALANCE SHEET AS OF MARCH 31, 1996
AND THE STATEMENT OF INCOME FOR THE THREE MONTHS
ENDED MARCH 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 820806
<NAME> PARTICIPATING INCOME PROPERTIES II, L.P.
<MULTIPLIER> 1
<CURRENCY> U.S.DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<EXCHANGE-RATE> 1
<CASH> 3,707,984
<SECURITIES> 0
<RECEIVABLES> 187,904
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 71,621,068
<DEPRECIATION> 17,413,017
<TOTAL-ASSETS> 58,103,939
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 54,851,867
<TOTAL-LIABILITY-AND-EQUITY> 58,103,939
<SALES> 0
<TOTAL-REVENUES> 2,470,283
<CGS> 0
<TOTAL-COSTS> 991,373
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,478,910
<INCOME-TAX> 0
<INCOME-CONTINUING> 1,478,910
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,478,910
<EPS-PRIMARY> 17.68
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE BALANCE SHEET AS OF MARCH 31, 1996
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
BALANCE SHEET.
</LEGEND>
<CIK> 820807
<NAME> FFCA INVESTOR SERVICES CORPORATION 88-C
<MULTIPLIER> 1
<CURRENCY> U.S.DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<EXCHANGE-RATE> 1
<CASH> 100
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 200
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 100
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 200
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
