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, 1995
OR
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: 33-17660
PRINCIPAL GROWTH MORTGAGE INVESTORS FUND, L.P., SERIES I
(Exact name of registrant as specified in its charter)
Delaware 13-3466206
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) identification No.)
3 World Financial Center, 29th Floor, NY, NY
ATTN: Andre Anderson 10285
(Address of principal executive offices) (Zip code)
(212) 526-3237
(Registrant's telephone number, including area code)
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
Balance Sheets
September 30, December 31,
1995 1994
Assets
Cash $ 187,362 $ 215,521
Total Assets $ 187,362 $ 215,521
Liabilities and Partners' Capital
Liabilities:
Accounts payable and accrued expenses $ 32,657 $ 30,725
Due to affiliates 64,536 53,386
Total Liabilities 97,193 84,111
Partners' Capital (Deficit):
General Partner (156,454) (156,042)
Limited Partners (Depositary units:
6,500,000 authorized; 1,657,500 issued) 246,623 287,452
Total Partners' Capital 90,169 131,410
Total Liabilities
and Partners' Capital $ 187,362 $ 215,521
Statement of Partners' Capital (Deficit)
For the nine months ended September 30, 1995
Limited General
Partners Partner Total
Balance at December 31, 1994 $ 287,452 $ (156,042) $ 131,410
Net loss (40,829) (412) (41,241)
Balance at September 30, 1995 $ 246,623 $ (156,454) $ 90,169
Statements of Operations
Three months ended Nine months ended
September 30, September 30,
Income 1995 1994 1995 1994
Interest income $ 2,924 $ 420 $ 8,001 $ 1,058
Miscellaneous income 0 0 0 100,000
Total Income 2,924 420 8,001 101,058
Expenses
General and administrative 12,150 6,008 37,992 41,683
Investment management fee 3,750 3,750 11,250 11,250
Total Expenses 15,900 9,758 49,242 52,933
Net Income (Loss) $ (12,976) $ (9,338) $(41,241) $ 48,125
Net Income (Loss) Allocated:
To the General Partner $ (129) $ (94) $ (412) $ 481
To the Limited Partners (12,847) (9,244) (40,829) 47,644
$ (12,976) $ (9,338) $(41,241) $ 48,125
Per limited partnership unit
(1,657,500 outstanding) $(.01) $.01 $(.03) $.03
Statements of Cash Flows
For the nine months ended September 30, 1995 and 1994
Cash Flows from Operating Activities: 1995 1994
Net income (loss) $ (41,241) $ 48,125
Increase (decrease) in cash arising from changes
in operating assets and liabilities:
Accounts payable and accrued expenses 1,932 (21,205)
Due to affiliates 11,150 26,533
Net cash provided by (used for) operating activities (28,159) 53,453
Net increase (decrease) in cash (28,159) 53,453
Cash, beginning of period 215,521 1,026
Cash, end of period $ 187,362 $ 54,479
Notes to the Financial Statements
The unaudited interim financial statements should be read in conjunction with
the Partnership's annual 1994 financial statements within Form 10-K.
The unaudited financial statements include all adjustments which are, in the
opinion of management, necessary to present a fair statement of financial
position as of September 30, 1995 and the results of operations and cash flows
for the nine months ended September 30, 1995 and 1994 and the statement of
changes in partners' capital (deficit) for the nine months ended September 30,
1995. Results of operations for the periods are not necessarily indicative of
the results to be expected for the full year.
No significant events have occurred subsequent to fiscal year 1994 and no
material contingencies exist which require disclosure in this interim report
per Regulation S-X, Rule 10-01, Paragraph (a)(5).
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
The Partnership's zero coupon second mortgage loan (the "Loan") funded to
Colonial Gold Limited Partnership (the "Borrower"), in the original principal
amount of $14,314,950, was secured by a second mortgage on One Financial Plaza
(the "Property"), a 26-story office building and parking garage located in
Hartford, Connecticut. The Loan was subordinate to a non-recourse first
mortgage held by Principal Mutual Life Insurance Company (the "First
Mortgagee") in the original principal amount of $87,750,000. Several events
occurred which negatively impacted the operations of the Property and resulted
in defaults by the Borrower under the terms of its first mortgage loan and the
Partnership's second mortgage loan. On December 2, 1993, the Property was
transferred to the First Mortgagee pursuant to a foreclosure. Please refer to
the Partnership's 1994 Annual Report on Form 10-K for a comprehensive
discussion of events leading up to this foreclosure.
Liquidity and Capital Resources
As discussed above, the Property that originally secured the Partnership's
second mortgage loan was transferred to the First Mortgagee. In the absence of
any viable alternatives, the General Partner negotiated an agreement (the
"Agreement") with the First Mortgagee, the Borrower and the third mortgagee to
obtain compensation for permitting the First Mortgagee to achieve an orderly
foreclosure of the Property. The agreement called for the First Mortgagee to
pay the Partnership $350,000 following the transfer of title to the First
Mortgagee, which took place on December 2, 1993. Pursuant to the terms of the
Agreement, the Partnership received $100,000 on March 7, 1994, and $250,000 on
December 7, 1994. The Partnership will utilize these funds, as well as any
funds remaining in its cash reserve, to satisfy the Partnership's outstanding
and contingent liabilities and will thereafter liquidate the Partnership.
On September 30, 1995, the Partnership's cash balance totalled $187,362
compared with $215,521 at December 31, 1994. The decrease in the Partnership's
cash is primarily due to the payment of general and administrative expenses for
the continued operation of the Partnership.
Results of Operations
For the three months ended September 30, 1995, the Partnership generated a net
loss of $12,976 compared to a net loss of $9,338 for the three months ended
September 30, 1994. The increased net loss is due to higher general and
administrative expense, reflecting a 1994 third quarter adjustment in
audit fees.
For the nine months ended September 30, 1995, the Partnership generated a net
loss of $41,241 compared with net income of $48,125 for the nine months ended
September 30, 1994. The change from net income to net loss is primarily the
result of the receipt in the 1994 period of $100,000, representing a portion of
the funds payable to the Partnership pursuant to the Agreement. General and
administrative expenses decreased from $41,683 for the nine months ended
September 30, 1994 to $37,992 for the nine months ended September 30, 1995
primarily due to lower legal fees and administrative costs.
PART II OTHER INFORMATION
Items 1-5 Not applicable
Item 6 Exhibits and reports on Form 8-K.
(a) Exhibits
(27) Financial Data Schedule
(b) Reports on Form 8-K - No reports on Form 8-K were filed during
the quarter ended September 30, 1995
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.
PRINCIPAL GROWTH MORTGAGE INVESTORS
FUND, L.P., SERIES 1
BY: PRINCIPAL GROWTH REALTY FUNDING, INC.
General Partner
Date: November 13, 1995 BY: /s/ Kenneth L. Zakin
Name: Kenneth L. Zakin
Title: Director and President
Date: November 13, 1995 BY: /s/ Daniel M. Palmier
Name: Daniel M. Palmier
Title: Vice President and
Chief Financial Officer
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
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