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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 SEPTEMBER 30, 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, 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 November 10, 2000
Page 1 of 9 Sequentially Numbered Pages
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INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
CONDENSED BALANCE SHEETS
AS OF SEPTEMBER 30, 2000 AND DECEMBER 31, 1999
<TABLE>
<CAPTION>
September 30,
2000 December 31,
(Unaudited) 1999
------------------- --------------------
<S> <C> <C>
ASSETS:
Land Held for Sale $3,600,000 $3,600,000
Cash and Cash Equivalents 114,774 127,556
Other Assets 1,059 1,059
------------------- --------------------
$3,715,833 $3,728,615
=================== ====================
LIABILITIES AND PARTNERS' EQUITY (DEFICIT):
Accrued Liabilities 7,835 7,775
Note Payable 118,125 118,125
Distributions Payable 0 3,012
------------------- --------------------
$125,960 128,912
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Class A Limited Partners' Interest 3,589,910 3,599,739
Subordinated Limited Partners' Interest 81 81
General Partners' Interest (118) (117)
------------------- --------------------
3,589,873 3,599,703
------------------- --------------------
$3,715,833 $3,728,615
=================== ====================
</TABLE>
See attached notes to the condensed financial statements
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INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
Condensed Statement of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Three Nine Nine
Months Months Months Months
Ended Ended Ended Ended
September 30, September 30, September 30, September 30,
2000 1999 2000 1999
---------------- --------------- --------------- ----------------
<S> <C> <C> <C> <C>
INCOME:
Interest Income $1,665 $1,332 $4,174 $4,102
Other Income - Legal Settlement $0 $261
---------------- --------------- --------------- ----------------
1,665 1,332 4,435 4,102
EXPENSES:
Property Taxes 0 0 60 60
State Tax Expense 0 0 0 9,528
Insurance Expense 0 0 216 216
Professional and Legal Fees 256 32 8,181 6,682
General and Administrative Costs 2,776 1,386 5,806 4,698
---------------- --------------- --------------- ----------------
Total Expenses 3,033 1,417 14,264 21,184
---------------- --------------- --------------- ----------------
NET INCOME (LOSS) ($1,368) ($85) ($9,829) ($17,082)
================ =============== =============== ================
NET INCOME (LOSS) ALLOCATION:
General Partners ($0) ($0) ($1) ($2)
Class A Limited Partners (1,368) (85) (9,828) (17,080)
---------------- -------------------------------------------------
Total Net Income (Loss)
Allocated to Partners (1,368) (85) (9,829) (17,082)
================ =============== =============== ================
CLASS A LIMITED PARTNERSHIP
UNITS OUTSTANDING 5,100 5,100 5,100 5,100
================ =============== =============== ================
NET LOSS PER CLASS A
LIMITED PARTNERSHIP UNIT ($0.27) ($0.02) ($1.93) ($3.35)
================ =============== =============== ================
</TABLE>
See attached notes to the condensed financial statements
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INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
CONDENSED STATEMENT OF PARTNERS' EQUITY (DEFICIT)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(Unaudited)
<TABLE>
<CAPTION>
Subordinated
General Limited Limited
Partners Partners Partner Total
---------------- ----------------- --------------- -----------------
<S> <C> <C> <C> <C>
Partners' Equity (Deficit)
at December 31, 1998 ($48) $4,292,962 $98 $4,293,012
Net Income (Loss) for the Nine Months
Ended September 30, 1999 (2) (17,080) 0 (17,082)
Distributions to Partners 0 0 0
---------------- ----------------- --------------- -----------------
PARTNERS' EQUITY (DEFICIT)
AT SEPTEMBER 30, 1999 ($50) $4,275,882 $98 $4,275,930
================ ================= =============== =================
Partners' Equity (Deficit)
at December 31, 1999 ($117) $3,599,739 $81 $3,599,703
Net Income (Loss) for the Nine Months
Ended September 30, 2000 (1) (9,828) 0 (9,829)
Distributions to Partners 0 0 0
---------------- ----------------- --------------- -----------------
PARTNERS' EQUITY (DEFICIT)
AT SEPTEMBER 30, 2000 ($118) $3,589,911 $81 $3,589,873
================ ================= =============== =================
</TABLE>
See attached notes to the condensed financial statements
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INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
CONDENSED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
<TABLE>
<CAPTION>
Nine Months Nine Months
Ended Ended
September 30, September 30,
2000 1999
(Unaudited) (Unaudited)
---------------- ----------------
<S> <C> <C>
CASH FLOW FROM OPERATING ACTIVITIES:
Net Income (Loss) ($9,829) ($17,082)
Adjustments to reconcile net income (loss) to
net cash used for operations:
Increase in Accrued Liabilities 60 60
---------------- ----------------
60 60
Net Cash used for Operating Activities (9,770) (17,022)
---------------- ----------------
CASH FLOW FROM FINANCING ACTIVITIES:
Increase (Decrease) in Note Payable 0 0
---------------- ----------------
Net Cash Provided by Financing Activities 0 0
---------------- ----------------
Increase (Decrease) in Cash and Cash Equivalents (9,771) (17,022)
Distributions to Limited Partners (3,012) 0
---------------- ----------------
Cash and Cash Equivalents at Beginning of Period 127,556 145,111
---------------- ----------------
Cash and Cash Equivalents at End of Period $114,774 $128,089
================ ================
</TABLE>
See attached notes to the condensed financial statements
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INTERSTATE LAND INVESTORS I LIMITED PARTNERSHIP
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 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 nine month period ended September 30, 2000, are not
necessarily indicative of the results that may be expected for the year ending
December 31, 2000.
2. ORGANIZATION AND SUMMARY OF ACCOUNTING POLICIES:
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 November 10, 2000, there were 524 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 November 10, 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 September 30, 2000, the Registrant had excess cash on hand in the
amount of $114,774. This amount reflects the remainder that was retained for
working capital from the $500,000 proceeds received from the William Garith
Allen legal settlement, less the $306,000 distribution to the partners on August
11, 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 and
proceeds from the sale of the resources (i.e., timber) on the property, if any.
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2. RESULTS OF OPERATIONS
The Partnership reported a net loss of $9,829 for the nine months ended
September 30, 2000, as compared to the net loss of $17,082 for the nine months
ended September 30, 1999. Professional and legal fees increased to $8,181 up
from $6,682 reflecting higher legal fees incurred from the review of documents
pertaining to the proposed sale of the property. General and administrative
expenses increased to $5,807 up from $4,698. The increase is due to ballot
mailing and property appraisal costs. All other expenses were roughly in line
with 1999 third quarter results.
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
On July 10, 2000, ballots were sent to the limited partners requesting
their vote in favor of the proposed sale of the property to Greenfield
Development Company, LLC. A majority of the limited partners voted their
approval of the proposed sale.
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 $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.
On June 29, 2000, the Partnership entered into a contract with
Greenfield Development Company, LLC, to sell the land for approximately
$4,153,000 which is $45,000 per acre (assuming that the total wetlands does not
exceed 6 acres). The potential purchaser deposited $50,000 earnest money with a
title agency. Under the terms of the contract, the potential
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purchaser has 90 days from the date that the limited partners vote their
majority agreement to the sale, to complete their due diligence. Limited
partners have voted their majority as of this filing. Notice of limited partner
majority vote approving the sale was given on August 7, 2000. The contract also
includes the purchase of approximately 97 acres of land owned by Interstate Lane
Investors II. A majority of the investors in that Partnership have approved the
sale. The contract closing date is 30 days after completion of the due diligence
period, which would have made the probable closing date December 6, 2000.
However, Greenfield has requested two 90-day extension periods, with additional
earnest money being deposited for each extension, making the first possible new
closing date March 6, 2001 and, if necessary, the second possible closing date
June 6, 2001.
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 nine months ended
September 30, 2000.
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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: NOVEMBER 17, 2000
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