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Previous: COMPUTER INTEGRATION CORP, DEF 14A, 1997-11-05 |
Next: FIRST AMERICAN INVESTMENT FUNDS INC, 497, 1997-11-05 |
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 September 30, 1997
-------------------------------------------------
[_] 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
Commission file number 0-18512
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
SEPTEMBER 30, 1997 AND DECEMBER 31, 1996
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1997 1996
------------- ------------
ASSETS
------
<S> <C> <C>
CASH AND CASH EQUIVALENTS $ 4,016,352 $ 3,790,885
RECEIVABLES FROM LESSEES 202,172 173,000
PROPERTY SUBJECT TO OPERATING LEASES, at cost
Land 11,709,570 11,709,570
Buildings 54,004,577 54,004,577
Equipment 3,832,921 5,268,921
------------ ------------
Total 69,547,068 70,983,068
Less-Accumulated depreciation 20,094,953 19,119,173
------------ ------------
49,452,115 51,863,895
------------ ------------
Total assets $ 53,670,639 $ 55,827,780
============ ============
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
DISTRIBUTION PAYABLE TO LIMITED PARTNERS $ 2,166,724 $ 2,075,158
PAYABLE TO GENERAL PARTNERS -- 18,239
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 74,599 72,787
DEFERRED INCOME 662,805 868,470
------------ ------------
Total liabilities 2,904,128 3,034,654
------------ ------------
PARTNERS' CAPITAL (DEFICIT):
General partners (210,914) (190,647)
Limited partners 50,977,425 52,983,773
------------ ------------
Total partners' capital 50,766,511 52,793,126
------------ ------------
Total liabilities and partners' capital $ 53,670,639 $ 55,827,780
============ ============
</TABLE>
<PAGE>
PARTICIPATING INCOME PROPERTIES II, L.P.
STATEMENTS OF INCOME
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months Nine Months Nine Months
Ended Ended Ended Ended
9/30/97 9/30/96 9/30/97 9/30/96
------------ ------------ ----------- -----------
<S> <C> <C> <C> <C>
REVENUES:
Rental $1,865,905 $1,865,905 $5,597,715 $5,597,715
Participating rentals 610,885 553,874 1,761,110 1,726,072
Interest and other 43,892 39,023 142,650 116,803
Gain on sale of equipment 27,350 -- 29,488 --
---------- ---------- ---------- ----------
2,548,032 2,458,802 7,530,963 7,440,590
---------- ---------- ---------- ----------
EXPENSES:
General partner and
affiliate fees 216,424 211,229 642,774 642,583
Depreciation 739,229 745,063 2,261,768 2,192,703
Operating 47,421 43,254 153,879 142,564
---------- ---------- ---------- ----------
1,003,074 999,546 3,058,421 2,977,850
---------- ---------- ---------- ----------
NET INCOME $1,544,958 $1,459,256 $4,472,542 $4,462,740
========== ========== ========== ==========
NET INCOME ALLOCATED TO:
General partners $ 15,450 $ 14,593 $ 44,725 $ 44,627
Limited partners 1,529,508 1,444,663 4,427,817 4,418,113
---------- ---------- ---------- ----------
$1,544,958 $1,459,256 $4,472,542 $4,462,740
========== ========== ========== ==========
NET INCOME PER LIMITED
PARTNERSHIP UNIT (based on
82,834 units held by limited partners) $ 18.46 $ 17.44 $ 53.45 $ 53.34
========== ========== ========== ==========
</TABLE>
<PAGE>
PARTICIPATING INCOME PROPERTIES II, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997
(Unaudited)
<TABLE>
<CAPTION>
Limited Partners
General ------------------------------
Partners Number Total
Amount of Units Amount Amount
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
BALANCE, December 31, 1996 $ (190,647) 82,834 $ 52,983,773 $ 52,793,126
Net income 44,725 -- 4,427,817 4,472,542
Distributions to partners (64,992) -- (6,434,165) (6,499,157)
------------ ------------ ------------ ------------
BALANCE, September 30, 1997 $ (210,914) 82,834 $ 50,977,425 $ 50,766,511
============ ============ ============ ============
</TABLE>
<PAGE>
PARTICIPATING INCOME PROPERTIES II, L.P.
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(Unaudited)
<TABLE>
<CAPTION>
1997 1996
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 4,472,542 $ 4,462,740
Adjustments to net income:
Depreciation 2,261,768 2,192,703
Gain on sale of equipment (29,488) --
Change in assets and liabilities:
Increase in receivables from lessees (29,172) (5,567)
Decrease in payable to general partners (18,239) --
Increase in accounts payable and
accrued liabilities 1,812 1,540
Decrease in deferred income (205,665) (324,033)
----------- -----------
Net cash provided by operating activities 6,453,558 6,327,383
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of equipment 179,500 --
----------- -----------
CASH FLOWS FOR FINANCING ACTIVITIES:
Distributions to partners (6,407,591) (6,436,089)
----------- -----------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS 225,467 (108,706)
CASH AND CASH EQUIVALENTS, beginning of period 3,790,885 3,818,927
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 4,016,352 $ 3,710,221
=========== ===========
</TABLE>
<PAGE>
PART I.- FINANCIAL INFORMATION
- ------------------------------
Item 2. Management's Discussion and Analysis of
- ------- Financial Condition and Results of Operations
---------------------------------------------
As of September 30, 1997, 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
$2,166,399 for the quarter ended September 30, 1997 (the period), which
combined with the first and second quarterly distributions of $4,267,766
amounts to $6,434,165 year to date. 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, unchanged from the
comparable period of the prior year (year-to-date base rental revenues are
similarly unchanged). 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
$610,885 for the period representing an increase over participating
rentals of $553,874 for the comparable period in 1996. On June 1, 1996,
CFJ Properties (the Registrant's only lessee) curtailed its relationship
with a large third party billing company for the trucking industry. The
billing company requested changes to its contract that were unacceptable
to CFJ Properties' management due to the significant long-term
ramifications of the proposed change on CFJ Properties' future business.
This resulted in reduced volume and margins, which contributed to low
participating rental revenues in the quarter ended September 30, 1996 as
compared to the quarter ended September 30, 1997. Participating rentals
for the corresponding year-to-date periods were similarly affected,
although to a lesser extent. During the quarter, the Registrant sold three
equipment packages for an aggregate gain of $27,350.
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 - SEPTEMBER 30, 1997
----------------------------------
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: October 22, 1997 By /s/ John Barravecchia
------------------------------------------------
John 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: October 22, 1997 By /s/ John Barravecchia
------------------------------------------------
John Barravecchia, President
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE BALANCE SHEET AS OF SEPTEMBER 30, 1997 AND
THE STATEMENT OF INCOME FOR THE NINE MONTHS ENDED
SEPTEMBER 30, 1997 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> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<EXCHANGE-RATE> 1
<CASH> 4,016,352
<SECURITIES> 0
<RECEIVABLES> 202,172
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 69,547,068
<DEPRECIATION> 20,094,953
<TOTAL-ASSETS> 53,670,639
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 50,766,511
<TOTAL-LIABILITY-AND-EQUITY> 53,670,639
<SALES> 0
<TOTAL-REVENUES> 7,530,963
<CGS> 0
<TOTAL-COSTS> 3,058,421
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 4,472,542
<INCOME-TAX> 0
<INCOME-CONTINUING> 4,472,542
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,472,542
<EPS-PRIMARY> 53.45
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE BALANCE SHEET AS OF SEPTEMBER 30 1997
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> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<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>
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