FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
(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, 1999
{ } TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
For Quarter Ended March 31, 1999 Commission file number 0-17616
Realty Parking Properties L.P.
(Exact Name of Registrant as Specified in its Charter)
Delaware 52-1591575
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
225 East Redwood Street, Baltimore, Maryland 21202
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (410) 727-4083
N/A
(Former Name, Former Address, and Former Fiscal Year,
if Changed Since Last Report.)
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>
REALTY PARKING PROPERTIES L.P.
INDEX
Page No.
Part I. Financial Information
Item 1. Financial Statements
Balance Sheets 1
Statements of Operations 2
Statements of Partners' Capital 3
Statements of Cash Flows 4
Notes to Financial Statements 5-6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7-8
Part II. Other Information
Item 1. through Item 6. 9
Signatures 10
<PAGE>
REALTY PARKING PROPERTIES L.P.
Balance Sheets
<TABLE>
<CAPTION>
March 31,
1999 December 31,
(Unaudited) 1998
Assets
<S> <C> <C>
Investment in real estate $32,891,146 $ 32,922,333
Cash and cash equivalents 1,075,130 789,876
Accounts receivable 280,500 642,760
$34,246,776 $ 34,354,969
Liabilities and Partners' Capital
Accounts payable and accrued expenses $ 18,963 $ 31,241
Due to affiliate 36,687 32,690
Real estate taxes payable 280,500 280,500
336,150 344,431
Partners' Capital
General Partner (57,967) (55,969)
Assignee and Limited Partnership
Interests - $25 stated value per
unit, 1,909,127 units outstanding 33,968,493 34,066,407
Subordinated Limited Partner 100 100
33,910,626 34,010,538
$34,246,776 $ 34,354,969
</TABLE>
See accompanying notes to financial statements
1
<PAGE>
REALTY PARKING PROPERTIES L.P.
Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31, March 31,
1999 1998
Revenues
<S> <C> <C>
Parking lot rental $ 585,103 $ 585,103
Interest income 10,102 12,628
595,205 597,731
Expenses
Administrative, including amounts
to related party 29,090 30,705
Professional fees 4,500 6,646
Management fees to related party 12,037 11,964
Depreciation 31,187 31,187
76,814 80,502
Net earnings $ 518,391 $ 517,229
Net earnings per unit of assignee and
limited partnership interests-basic $ 0.27 $ 0.27
</TABLE>
See accompanying notes to financial statements
2
<PAGE>
REALTY PARKING PROPERTIES L.P.
Statements of Partners' Capital
For the Three Months Ended March 31, 1999 and 1998
(Unaudited)
<TABLE>
<CAPTION>
Assignee
and Limited Subordinated
Partnership Limited General
Interests Partner Partner Total
<S> <C> <C> <C> <C>
Balance at December 31, 1998 $34,066,407 $ 100 $ (55,969) $34,010,538
Net earnings 508,023 - 10,368 518,391
Distribution to partners (605,937) - (12,366) (618,303)
Balance at March 31, 1999 $33,968,493 $ 100 $ (57,967) $33,910,626
Balance at December 31, 1997 $34,102,634 $ 100 $ (55,230) $34,047,504
Net earnings 506,884 - 10,345 517,229
Distribution to partners (605,937) - (12,366) (618,303)
Balance at March 31, 1998 $34,003,581 $ 100 $ (57,251) $33,946,430
</TABLE>
See accompanying notes to financial statements
3
<PAGE>
REALTY PARKING PROPERTIES L.P.
Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1999 March 31, 1998
Cash flows from operating activities
<S> <C> <C>
Net earnings $ 518,391 $ 517,229
Adjustments to reconcile net earnings to net cash
provided by operating activities
Depreciation of properties 31,187 31,187
Changes in assets and liabilities
Decrease in accounts receivable 362,260 -
Decrease in accounts payable and accrued expenses (12,278) (4,978)
Increase in due to affiliate 3,997 9,807
Net cash provided by operating activities 903,557 553,245
Cash flows from financing activities -
distribution to partners (618,303) (618,303)
Net increase (decrease) in cash and cash equivalents 285,254 (65,058)
Cash and cash equivalents
Beginning of period 789,876 1,057,674
End of period $ 1,075,130 $ 992,616
</TABLE>
See accompanying notes to financial statements
4
<PAGE>
REALTY PARKING PROPERTIES L.P.
Notes to Financial Statements
March 31, 1999
(Unaudited)
(1) The Partnership and Basis of Preparation
The accompanying financial statements of Realty Parking Properties L.P.
(the "Partnership") do not include all of the information and note
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles. The unaudited
interim financial statements reflect all adjustments which are, in the
opinion of management, necessary to a fair statement of the results for
the interim periods presented. All such adjustments are of a normal
recurring nature. The unaudited interim financial information should be
read in conjunction with the financial statements contained in the 1998
Annual Report.
(2) Cash and Cash Equivalents
The Partnership considers all highly liquid investments with original
maturities of three months or less to be cash equivalents. Cash and
cash equivalents consist entirely of cash and money market accounts and
are stated at cost, which approximates market value at March 31, 1999
and December 31, 1998.
(3) Investment in Real Estate
Investment in real estate is summarized as follows:
<TABLE>
<CAPTION>
March 31, 1999 December 31, 1998
<S> <C> <C>
Land $30,207,717 $30,207,717
Buildings 3,445,777 3,445,777
Land Improvements 190,804 190,804
33,844,298 33,844,298
Less: accumulated depreciation (953,152) (921,965)
Total $32,891,146 $32,922,333
</TABLE>
Depreciation of the garage structures is computed using the
straight-line method over 31.5 years for property placed in service
prior to January 1, 1994 and 39 years for property placed in service
after January 1, 1994.
(4) Related Party Transactions
The Partnership's general partner earned a management fee of $12,037
and $11,964 (1% of gross revenues of the properties and other sources
of income) during the three months ended March 31, 1999 and 1998,
respectively. The general partner was reimbursed for certain costs
incurred relating to administrative and professional services of the
Partnership totaling $24,650 and $28,841 for the three months ended
March 31, 1999 and 1998, respectively.
(5) Net Earnings Per Unit of Assignee and Limited Partnership Interests
Net earnings per unit of assignee and limited partnership interests is
disclosed on the Statements of Operations and is based upon 1,909,127
units outstanding.
-5-
<PAGE>
REALTY PARKING PROPERTIES L.P.
Notes to Financial Statements
March 31, 1999
(Unaudited)
(6) Subsequent Event
On May 12, 1999, the Partnership made a cash distribution totaling
$618,303 of which 98% was allocated to assignee and limited partners.
The distribution comprised $549,578 in funds provided by operations
during the quarter ended March 31, 1999 and a return of capital of
$68,725. Assignee and limited partners received a cash distribution of
$.317 per original $25 unit.
-6-
<PAGE>
REALTY PARKING PROPERTIES L.P.
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Liquidity and Capital Resources
At March 31, 1999, the Partnership had a working capital position that
includes cash and cash equivalents of $1,075,130 and accounts payable of
$55,650. Cash and cash equivalents increased $285,254 during the quarter ended
March 31, 1999. This increase represents the net effect of $903,557 in cash
provided by operating activities and distributions to investors of $618,303. It
is anticipated that remaining cash and cash equivalents will be sufficient to
satisfy the Partnership's liquidity requirements.
On May 12, 1999, the Partnership made a cash distribution totaling
$618,303 of which 98% was allocated to assignee and limited partners. The
distribution comprised $549,578 in funds provided by operations during the
quarter ended March 31, 1999 and a return of capital of $68,725, deemed
available for distribution by the General Partner.
The Partnership currently has no plans to use working capital to
perform major repairs or improvements to any of its properties and no
acquisitions of additional properties are anticipated.
Results of Operations
Parking lot rental income includes base rents and percentage rents
earned pursuant to the lease agreements in effect during each period. The
Partnership leases its facilities to Allright Corporation (the "Advisor") under
terms that typically include a minimum rent calculated as a percentage of
certain acquisition costs. In addition, the lessee is obligated to pay
percentage rent, calculated as a percentage of gross parking revenues. Total
parking lot rents of $585,103 were earned during the first quarter of 1999,
consistent with the same period in 1998. No percentage rents were earned during
the first quarter of 1999 or 1998.
Expenses incurred during the first quarter of 1999 (net of
depreciation) were $45,627, reflecting a decrease of $3,688 from 1998. The
decrease is primarily the result of lower administrative and professional costs.
As the Partnership approaches its tenth year certain leases will
commence expiring. The following leases will expire during 1999: Little Rock,
Miami, Denver and Dayton. The leases on the remaining properties will expire in
2000. To date, the Advisor has exercised lease extensions under the same terms
as those currently in existence for the Little Rock and Miami properties. It is
expected that the Advisor will notify the Partnership of its intentions for the
Denver and Dayton facilities in the next few months. It is likely that most
leases will be renewed under the existing terms, however, at least some leases
are likely to include terms less favorable than those contained in the current
arrangements.
Outlook
The Partnership, in accordance with its original investment strategy,
continues to examine opportunities for disposition of its facilities. While it
has been anticipated that the highest returns would be obtained from selling
properties for development potential, strong gains may also be earned from
selling properties based on their parking economics.
Management continues to monitor the status of its Los Angeles property.
Downtown Los Angeles has not recovered from the early 90's recession. Economic
conditions in certain sections of the City have declined in recent years.
Management is hopeful that this situation will improve in the future in concert
with California's ongoing economic recovery.
7
<PAGE>
REALTY PARKING PROPERTIES L.P.
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Outlook (continued)
During the first quarter, the Partnership's Advisor was acquired by
Central Parking Systems. While certain parking facilities could be run by
Central Parking Systems in the future, most facilities will continue to be
operated by the Advisor. All terms and conditions of the parking leases will
continue to remain in effect, whether the facilities are operated by the Advisor
or Central Parking Systems.
Year 2000
The General Partner is aware of the issues associated with the
programming code in many existing computer systems (the "Year 2000" issue) as
the millennium approaches. The General Partner has conducted a review of its
computer systems to identify hardware and software affected by the Year 2000
issue. This issue affects computer systems having date sensitive programs that
may not properly recognize the Year 2000. Systems that do not properly recognize
such information could generate erroneous data or cause a system to fail
resulting in business interruption.
With respect to its existing computer systems, the General Partner is
upgrading, generally in order to meet the demands of its expanding business. In
the process, the General Partner is taking steps to identify, correct and/or
reprogram and test its existing systems for Year 2000 compliance. It is
anticipated that all new system upgrades or reprogramming efforts will be
completed by mid-1999, allowing adequate time for testing. The General Partner
presently believes that with modification to existing software the Year 2000
issue can be mitigated. However, given the complexity of the Year 2000 issues,
there can be no assurances that the General Partner will be able to address the
problem without costs and uncertainties that might affect future financial
results of the Partnership.
The General Partner has incurred, and expects to incur additional
internal costs as well as other expenses to address the necessary software
upgrades, training, data conversion, testing and implementation related to the
Year 2000 issue. Such costs are being expensed as incurred. The General Partner
does not expect the amounts required to be expensed to have a material effect on
the Partnership's financial position or results of operations.
The Year 2000 issue is expected to affect the systems of various
entities with which the Partnership and the General Partner interact including
the Advisor of the Partnership's parking properties as well as payors, suppliers
and vendors. The Advisor has been queried on its Year 2000 readiness. Management
believes the Advisor is addressing and resolving their concerns on a timely
basis and will continue to evaluate the Advisor's Year 2000 readiness and
develop contingency plans as appropriate. To date, Management is not aware of
any significant Year 2000 issue that could materially impact the Advisor. There
can be no assurance, however, that data produced by systems of other entities,
on which the General Partner's systems rely, will be converted on a timely basis
or that a failure by another entity's systems to be Year 2000 compliant will not
have a material adverse effect on the Partnership.
Management believes it has an effective program in place to resolve the
Year 2000 issue, in a timely manner. Contingency plans involve system
enhancement, manual workarounds, and adjusting staffing strategies.
Nevertheless, Management believes that it could continue its normal business
operations if compliance is delayed. The General Partner does not believe that
the Year 2000 issue will materially impact the Partnership's results of
operations, liquidity, or capital resources.
8
<PAGE>
REALTY PARKING PROPERTIES L.P.
PART I. FINANCIAL INFORMATION
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Inapplicable
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Inapplicable
Item 2. Changes in Securities and Use of Proceeds
Inapplicable
Item 3. Defaults upon Senior Securities
Inapplicable
Item 4. Submission of Matters to a Vote of Security Holders
Inapplicable
Item 5. Other Information
Inapplicable
Item 6. Exhibits and Reports on Form 8-K
a) Exhibits: None
b) Reports on Form 8-K: None
-9-
<PAGE>
REALTY PARKING PROPERTIES L.P.
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange
Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
REALTY PARKING PROPERTIES L.P.
DATE: 5/13/99 By: /s/ John M. Prugh
John M. Prugh
President and Director
Realty Parking Company, Inc.
General Partner
DATE: 5/13/99 By: /s/ Timothy M. Gisriel
Timothy M. Gisriel
Treasurer
Realty Parking Company, Inc.
General Partner
-10-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
(Replace this text with legend, if applicable)
</LEGEND>
<CIK> 0000841127
<NAME> Realty Parking Properties L.P.
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-1-1999
<PERIOD-END> MAR-31-1999
<EXCHANGE-RATE> 1
<CASH> 1,075,130
<SECURITIES> 0
<RECEIVABLES> 280,500
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,355,630
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 34,246,776
<CURRENT-LIABILITIES> 336,150
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 34,246,776
<SALES> 0
<TOTAL-REVENUES> 595,205
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 76,814
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 518,391
<INCOME-TAX> 0
<INCOME-CONTINUING> 518,391
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 518,391
<EPS-PRIMARY> 0.270
<EPS-DILUTED> 0.000
</TABLE>
