<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] Quarterly Report Under Section 13 or 15(d) of the
Securities Exchange Act of 1934
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For Quarterly Period Ended MARCH 31, 2000
Commission file number 33-22420-A
INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
(Exact name of Registrant as specified in its charter)
NORTH CAROLINA 56-1610635
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
IJL FINANCIAL CENTER
201 N. TRYON ST., P.O. BOX 1012
CHARLOTTE, NC 28201-1012
(Address of principal executive offices)
(Zip Code)
(704) 379-9164
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the Registrant has (1) filed all reports required
to be filed required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding twelve 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 [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.
5,100 limited partnership units outstanding at May 8, 2000
Page 1 of 9 Sequentially Numbered Pages
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INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
CONDENSED BALANCE SHEETS
AS OF MARCH 31, 2000 AND DECEMBER 31, 1999
March 31,
2000 December 31,
(Unaudited) 1999
----------- ------------
ASSETS:
Land Held for Sale $ 3,600,000 $ 3,600,000
Cash and Cash Equivalents 118,510 127,556
Other Assets 1,059 1,059
----------- -----------
$ 3,719,569 $ 3,728,615
=========== ===========
LIABILITIES AND PARTNERS' EQUITY (DEFICIT):
Note Payable 7,775 7,775
Accrued Liabilities 118,155 118,125
Distribution Payable to Limited Partners 0 3,012
----------- -----------
125,930 128,912
----------- -----------
Class A Limited Partners' Interest 3,593,676 3,599,739
Subordinated Limited Partners' Interest 81 81
General Partners' Interest (118) (117)
----------- -----------
3,593,639 3,599,703
----------- -----------
$ 3,719,569 $ 3,728,615
=========== ===========
See Notes to Condensed Financial Statements
2
<PAGE> 3
INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
CONDENSED STATEMENT OF OPERATIONS
(Unaudited)
Three Three
Months Months
Ended Ended
March 31, March 31,
2000 1999
--------- --------
INCOME:
Interest Income $ 986 $ 1,425
------- -------
986 1,425
EXPENSES:
Property Tax Expense $ 30 $ 30
Professional and Legal Fees 6,133 5,650
General and Administrative Costs 888 1,019
------- -------
Total Expenses 7,050 6,699
------- -------
NET LOSS ($6,064) ($5,274)
======= =======
NET LOSS ALLOCATION:
General Partners (1) (1)
Class A Limited Partners (6,063) (5,273)
------- -------
Total Net Loss
Allocated to Partners ($6,064) ($5,274)
======= =======
CLASS A LIMITED PARTNERSHIP
UNITS OUTSTANDING 5,100 5,100
------- -------
NET LOSS PER CLASS A
LIMITED PARTNERSHIP UNIT ($ 1.19) ($ 1.03)
======= =======
See Notes to Condensed Financial Statements
3
<PAGE> 4
INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
CONDENSED STATEMENT OF PARTNERS' EQUITY (DEFICIT)
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
(Unaudited)
Subordinated
General Limited Limited
Partners Partners Partner Total
-------- ----------- ------------ -----------
Partners' Equity (Deficit)
at December 31, 1998 ($48) $ 4,292,962 $98 $ 4,293,012
Net Loss for the Three Months
Ended March 31, 1999 (1) (5,274) 0 (5,274)
---- ----------- --- -----------
PARTNERS' EQUITY (DEFICIT)
AT MARCH 31, 1999 ($49) $ 4,287,688 $98 $ 4,287,738
==== =========== === ===========
Subordinated
General Limited Limited
Partners Partners Partner Total
-------- ----------- ------------ -----------
Partners' Equity (Deficit)
at December 31, 1999 ($117) $ 3,599,739 $81 $ 3,599,703
Net Loss for the Three Months
Ended March 31, 2000 (1) (6,063) 0 (6,064)
-------- ----------- --- -----------
PARTNERS' EQUITY (DEFICIT)
AT MARCH 31, 2000 ($118) $ 3,593,676 $81 $ 3,593,639
======== =========== === ===========
See Notes to Condensed Financial Statements
4
<PAGE> 5
INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
CONDENSED STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
Three Months Three Months
Ended Ended
March 31, March 31,
2000 1999
(Unaudited) (Unaudited)
------------ ------------
CASH FLOW FROM OPERATING ACTIVITIES:
Net Loss ($ 6,064) ($ 5,274)
Adjustments to reconcile net loss to
net cash provided by (used for) operations:
Increase in Accrued Liabilities 30 29
--------- ---------
Net Cash Used for Operating Activities (6,034) (5,245)
CASH FLOW FROM FINANCING ACTIVITIES:
Increase (Decrease) in Distributions Payable (3,012) 0
--------- ---------
Net Cash Provided by (Used by) Financing Activities (3,012) 0
Increase (Decrease) in Cash and Cash Equivalents (9,046) (5,245)
--------- ---------
Cash and Cash Equivalents at Beginning of period 127,556 145,111
--------- ---------
Cash and Cash Equivalents at End of Period $ 118,510 $ 139,866
========= =========
See Notes to Condensed Financial Statements
5
<PAGE> 6
INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2000
1. BASIS OF PRESENTATION:
The accompanying unaudited condensed financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three month period ended March 31,
2000, are not necessarily indicative of the results that may be expected for the
year ending December 31, 2000.
2. ORGANIZATION:
Interstate Land Investors I Limited Partnership (the "Partnership" or
"Registrant") is a North Carolina limited partnership. The Partnership filed a
registration statement in 1988 and offered the sale of the limited partnership
interests to persons who were admitted as limited partners. The offering became
effective September 7, 1988, and was terminated September 30, 1988. Capital
Contributions of $100 were received from the general partners and $5,100,000
from the limited partners. The limited partnership interests were sold in $1,000
units. On May 8, 2000, there were 523 unit holders of record. The Partnership's
business now consists of holding for investment, disposing, and otherwise
dealing in 97 acres of undeveloped land (the "Property") located in York County,
South Carolina. As of May 8, 2000, the Partnership held all 97 acres of the
Property.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
1. LIQUIDITY AND CAPITAL RESOURCES
As of March 31, 2000, the Registrant had excess cash on hand in the
amount of $118,510. This amount reflects the remainder that was retained for
working capital from the $500,000 proceeds received from the Wm. G. Allen legal
settlement, less the $306,000 distribution to the partners on July 31, 1998, and
the payoff of the $50,337 outstanding loan.
Until the Registrant disposes of its approximately 96.74 acre tract of
land located in York County, South Carolina, its only sources of additional
capital are loans and the interest earned on its short-term investments.
6
<PAGE> 7
2. RESULTS OF OPERATIONS
The Partnership reported a net loss of $6,064 for the three months
ended March 31, 2000, as compared to $5,274 for the same period in 1999.
Interest income decreased from $1,425 for the three months ended March
31, 1999 to 986 for the three months ended March 31, 2000 due to a lower cash
balance on hand. Professional and legal fees increased from $5,650 for the three
months ended March 31, 1999 to $6,133 for the same period in 2000 due to the
legal work involved with the now canceled contract for the sale of the property.
General and administrative expenses totaled $888 for the three months ended
March 31, 2000, as compared to $1,019 for the same period in 1999.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
On October 31, 1998, the Partnership entered into a listing agreement
with The Crosland Group to sell the property. The property is listed for sale at
$4,320,000 which equates to $45,000 per acre.
In December of 1999, the Partnership entered into a contract to sell
the land for approximately $3,740,000. However, on March 17, 2000, the potential
purchaser, Crescent Resources, elected to cancel the contract. Crosland
Commercial continues to list the property for sale.
7
<PAGE> 8
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
EX-27 FINANCIAL DATA SCHEDULE (FOR SEC USE ONLY)
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the three months ended
March 31, 2000.
8
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INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
SIGNATURE
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.
INTERSTATE LAND INVESTORS I
LIMITED PARTNERSHIP
(REGISTRANT)
BY: /S/ J. CHRISTOPHER BOONE
-------------------------------------------
J. CHRISTOPHER BOONE
ISC REALTY CORPORATION,
GENERAL PARTNER AND PRINCIPAL EXECUTIVE
OFFICER, PRINCIPAL FINANCIAL OFFICER OF THE
REGISTRANT
DATE: MAY 8, 2000
9
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF INTERSTATE LAND INVESTORS I L.P. FOR THE THREE MONTHS
ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 118,510
<SECURITIES> 0
<RECEIVABLES> 1,059
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 3,600,000
<DEPRECIATION> 0
<TOTAL-ASSETS> 3,719,569
<CURRENT-LIABILITIES> 7,775
<BONDS> 118,155
0
0
<COMMON> 0
<OTHER-SE> 3,593,639
<TOTAL-LIABILITY-AND-EQUITY> 3,719,569
<SALES> 0
<TOTAL-REVENUES> 986
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 7,050
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,064)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
