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FORM 10-Q.--QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
(As last amended in Rel. No. 31326, eff. 10/22/92.)
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 period ended June 30, 2000
[ ] 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: 33-26327
RAINES LENDERS, L.P.
(Exact name of Registrant as specified in its charter)
Delaware 62-1375240
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification)
4400 Harding Road, Suite 500, Nashville, Tennessee 37205
(Address of principal executive office) (Zip Code)
(615) 292-1040
(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 at least the past 90 days.
YES X NO
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PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
RAINES LENDERS, L.P.
(A Delaware Limited Partnership)
FINANCIAL STATEMENTS
FOR THE THREE AND SIX MONTHS ENDED June 30, 2000 AND 1999
INDEX
Financial Statements
Balance Sheets 3
Statements of Operations 4
Statements of Cash Flows 5
Notes to financial statements 6
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<TABLE>
RAINES LENDERS, L.P.
(A Limited Partnership)
BALANCE SHEETS
(Unaudited)
<CAPTION>
ASSETS
June 30, December 31,
2000 1999
<S> <C> <C>
CASH $ 319 $ 254
NOTE RECEIVABLE FROM AFFILIATE 4,700,00 4,700,000
INTEREST RECEIVABLE FROM AFFILIATE,
net of allowance for impairmant of
$1,580,711 932,923 932,923
LOAN COSTS, less accumulated
amortization of $197,496
in 2000 and $188,602 in 1999 33,754 42,648
Total Asssets $ 5,666,996 $ 5,675,825
========= =========
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES:
ACCOUNTS PAYABLE
TO AFFILIATE $ 51,500 $ 27,100
PARTNERS' EQUITY:
Limited Partners (5,625 units
outstanding) 5,615,496 5,648,725
General Partner - -
Total Partners'equity 5,615,496 5,648,725
Total Liabilities &
Partners' Equity $ 5,666,996 $ 5,675,825
========= =========
<FN> See accompanying notes to financial statements.
</TABLE>
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<TABLE>
RAINES LENDERS, L.P.
(A Limited Partnership)
STATEMENT OF OPERATIONS
(Unaudited)
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
June 30,
2000 1999 2000 1999
<S> <C> <C> <C> <C>
REVENUES:
Interest income $ - $ - $ - $ -
EXPENSES:
Legal & Accounting 7,843 8,471 11,186 9,746
Mortgage Servicing Fee 2,250 2,250 4,500 4,500
General and
Administrative 7,730 179 8,649 279
Amortization 4,447 4,447 8,894 8,894
----- ----- ----- ------
Total Expenses 22,270 15,347 33,229 23,419
NET LOSS $(22,270) $(15,347) $(33,229) $(23,419)
======= ======= ======= =======
Net loss per limited
partner unit $ (3.96) $(2.73) $(5.91) $(4.16)
<FN>
See accompanying notes to financial statements
</TABLE>
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<TABLE>
RAINES LENDERS, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
SIX MONTHS ENDED
June 30,
2000 1999
<S> <C> <C>
Cash flows from Operating Activities:
Net Loss $ (33,229) $ (23,419)
Adjustments to reconcile Net Loss
to Net Cash used in Operating Activities:
Increase in Accounts Payable
to affiliate 24,400 16,500
Amortization 8,894 8,894
Increase in Interest
Receivable from affiliate - (2,200)
Net cash used Operating Activities 65 (225)
NET DECREASE IN CASH 65 (225)
CASH AT JANUARY 1, 254 362
CASH AT JUNE 30, $ 319 $ 137
<FN>
See accompanying notes to financial statements.
</TABLE>
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RAINES LENDERS, L.P.
(A Limited Partnership)
NOTES TO THE FINANCIAL STATEMENTS
For the Six Months Ended June 30, 2000
(Unaudited)
A. ACCOUNTING POLICIES
The unaudited financial statements presented herein have been
prepared in accordance with the instructions to Form 10-Q and do
not include all of the information and note disclosures required
by generally accepted accounting principles. These statements
should be read in conjunction with the financial statements and
notes thereto included in the Partnership's Form 10-K for the year
ended December 31, 1999. In the opinion of management such
financial statements include all adjustments, consisting only of
normal recurring adjustments, necessary to summarize fairly the
Partnership's financial position and results of operations. The
results of operations for the six month period ended June 30, 2000
may not be indicative of the results that may be expected for the
year ending December 31, 2000.
B. RELATED PARTY TRANSACTIONS
The General Partner and its affiliates have been actively
involved in managing the Partnership, and complying with the terms
of the Lender Financing. Compensation earned for these services
were as follows:
2000 1999
Mortgage Servicing Fee $ 4,500 $4,500
Accounting Fees $ 8,243 $1,800
C.COMPREHENSIVE INCOME
During the three and six month periods ended June 30, 2000,
and 1999, the Partnership had no components of other comprehensive
income. Accordingly, comprehensive income for each of the periods
was the same as net loss.
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Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations for the Quarter Ended June 30,
2000.
The Partnership's primary business is to lend monies to Raines
Road, L.P. ("the Borrower"). The Registrant continues its policy
implemented in 1998 of not recognizing interest income for
financial reporting purposes on the Lender Financing. The Lender
financing has been placed on non-accrual status in accordance with
the Registrant's policy for impaired notes. There are no interest
or principal payments due to the Partnership until the Property
securing the Partnership's loan or portions thereof are sold, or
December 31, 2001, whichever is earlier.
Due to the nature of the Registrant, all activity is a result of
transactions in Raines Road, L.P., the borrower. The Borrower had
no property sales during the first six months of 2000. The
cumulative applicable principal balance unpaid as of June 30, 2000
is $1,677,707 and is payable from future sales proceeds after all
accrued interest is paid.
Operations of the Registrant are minimal and have remained
comparable to prior quarters, except for general and administrative
expenses which include estimated Tennessee franchise and excise tax
of $7,060. Due to new legislation in Tennessee, partnerships are
required to pay franchise and excise tax beginning January 1, 2000.
Financial Condition and Liquidity
As of June 30, 2000,the Registrant had $319 in cash reserves.
This balance is not sufficient to meet the operating needs of the
Registrant. Unless the Borrower makes a payment from sale proceeds
or released cash reserves on the Lender Financing to provide the
Registrant with sufficient operating funds, the General Partner is
expected to assist the Registrant in meeting operational needs
through affiliated loans as it has done in the recent past.
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Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27 - Financial Data Schedule
(b) No 8-K's have been filed during this quarter.
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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.
RAINES LENDERS, L.P.
By: 222 RAINES LTD.
General Partner
Date: August 8, 2000 By: /s/ Steven D. Ezell
General Partner
By: 222 PARTNERS, INC.
General Partners
Date: August 8, 2000 By: /s/ Michael A. Hartley
Secretary/Treasurer
