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Previous: HENRY JOHN W & CO/MILLBURN L P, 10-Q, EX-27, 2000-08-14 |
Next: INLAND LAND APPRECIATION FUND II LP, 10-Q, EX-27, 2000-08-14 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Quarterly Period Ended June 30, 1999
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 #0-19220
Inland Land Appreciation Fund II, L.P.
(Exact name of registrant as specified in its charter)
|
Delaware |
#36-3664407 |
|
(State or other jurisdiction |
(I.R.S. Employer Identification Number) |
|
of incorporation or organization) |
|
|
2901 Butterfield Road, Oak Brook, Illinois |
60523 |
|
(Address of principal executive office) |
(Zip Code) |
|
|
|
Registrant's telephone number, including area code: 630-218-8000
________________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
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Balance Sheets
June 30, 2000 and December 31, 1999
(unaudited)
Assets
|
|
|
2000 |
1999 |
|
Current assets: |
|
|
|
|
Cash and cash equivalents (Note 1) |
$ |
2,862,571 |
471,223 |
|
Accounts and accrued interest receivable (Note 5) |
|
197,277 |
129,269 |
|
Other current assets |
|
1,468 |
2,136 |
|
|
|
|
|
|
Total current assets |
|
3,061,316 |
602,628 |
|
|
|
|
|
|
|
|
|
|
|
Mortgage loans receivable (Note 5) |
|
1,440,178 |
1,453,943 |
|
Investment properties (including acquisition fees paid to Affiliates of $1,809,294 and $1,845,438 at June 30, 2000 and December 31, 1999, respectively) (Notes 1 and 3): |
|
|
|
|
Land and improvements |
|
36,252,562 |
38,249,783 |
|
Buildings |
|
93,082 |
93,082 |
|
|
|
|
|
|
|
|
36,345,644 |
38,342,865 |
|
Less accumulated depreciation |
|
23,141 |
21,590 |
|
|
|
|
|
|
Total investment properties, net of accumulated depreciation |
|
36,322,503 |
38,321,275 |
|
|
|
|
|
|
Total assets |
$ |
40,823,997 |
40,377,846 |
|
|
|
======== |
======== |
See accompanying notes to financial statements.
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Balance Sheets
(continued)
June 30, 2000 and December 31, 1999
(unaudited)
Liabilities and Partners' Capital
|
|
|
2000 |
1999 |
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
Accounts payable |
$ |
15,980 |
38,560 |
|
Accrued real estate taxes |
|
109,112 |
107,546 |
|
Due to Affiliates (Note 2) |
|
3,136 |
54,577 |
|
Unearned income |
|
34,005 |
41,674 |
|
|
|
|
|
|
Total current liabilities |
|
162,233 |
242,357 |
|
|
|
|
|
|
Deferred gain on sale of investment properties (Note 5) |
|
749,810 |
758,342 |
|
|
|
|
|
|
Partners' capital (Notes 1 and 2): |
|
|
|
|
General Partner: |
|
|
|
|
Capital contribution |
|
500 |
500 |
|
Cumulative net income |
|
618,625 |
618,083 |
|
Cumulative cash distributions |
|
(259,531) |
(259,531) |
|
|
|
|
|
|
|
|
359,594 |
359,052 |
|
|
|
|
|
|
Limited Partners: |
|
|
|
|
Units of $1,000. Authorized 60,000 Units, 50,088 and 50,089 Units outstanding at June 30, 2000 and December 31, 1999, respectively (net of offering costs of $7,532,439, of which $2,535,445 was paid to Affiliates) |
|
42,573,399 |
42,574,139 |
|
Cumulative net income |
|
10,772,067 |
10,237,062 |
|
Cumulative cash distributions |
|
(13,793,106) |
(13,793,106) |
|
|
|
|
|
|
|
|
39,552,360 |
39,018,095 |
|
|
|
|
|
|
Total Partners' capital |
|
39,911,954 |
39,377,147 |
|
|
|
|
|
|
Total liabilities and Partners' capital |
$ |
40,823,997 |
40,377,846 |
|
|
|
========= |
========= |
See accompanying notes to financial statements.
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Statements of Operations
For the three and six months ended June 30, 2000 and 1999
(unaudited)
|
|
|
Three months |
Three months |
Six months |
Six months |
|
|
|
ended |
ended |
ended |
ended |
|
|
|
June 30, 2000 |
June 30,1999 |
June 30, 2000 |
June 30, 1999 |
|
Income: |
|
|
|
|
|
|
Sale of investment properties (Notes 1 and 3) |
$ |
1,566,176 |
2,065,938 |
2,740,941 |
2,675,286 |
|
Recognition of deferred gain on sale of investment properties |
|
2,253 |
3,916 |
8,532 |
5,757 |
|
Rental income (Note 4) |
|
97,740 |
103,142 |
196,064 |
199,652 |
|
Interest income |
|
66,690 |
43,777 |
111,741 |
76,951 |
|
Other income |
|
- |
- |
- |
- |
|
|
|
|
|
|
|
|
|
|
1,732,859 |
2,216,773 |
3,057,278 |
2,957,646 |
|
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
|
Cost of investment properties sold |
|
1,405,266 |
1,457,541 |
2,268,136 |
1,899,516 |
|
Professional services to Affiliates |
|
9,728 |
13,580 |
26,000 |
26,015 |
|
Professional services to non-affiliates |
|
2,000 |
1,496 |
32,023 |
36,204 |
|
General and administrative expenses to Affiliates |
|
1,654 |
1,805 |
10,418 |
14,083 |
|
General and administrative expenses to non-affiliates |
|
10,958 |
7,425 |
27,674 |
29,300 |
|
Marketing expenses to Affiliates |
|
742 |
9,110 |
8,267 |
19,222 |
|
Marketing expenses to non-affiliates |
|
(18,220) |
18,018 |
10,850 |
42,447 |
|
Land operating expenses to Affiliates |
|
20,921 |
21,597 |
41,841 |
43,195 |
|
Land operating expenses to non-affiliates |
|
46,075 |
31,460 |
94,971 |
77,720 |
|
Depreciation |
|
775 |
775 |
1,551 |
1,551 |
|
|
|
|
|
|
|
|
|
|
1,479,899 |
1,562,807 |
2,521,731 |
2,189,253 |
|
|
|
|
|
|
|
|
Net income |
$ |
252,960 |
653,966 |
535,547 |
768,393 |
|
|
|
========== |
========= |
========== |
========== |
See accompanying notes to financial statements.
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Statements of Operations
(continued)
For the three and six months ended June 30, 2000 and 1999
(unaudited)
|
|
|
Three months |
Three months |
Six months |
Six months |
|
|
|
ended |
ended |
ended |
ended |
|
|
|
June 30, 2000 |
June 30,1999 |
June 30, 2000 |
June 30, 1999 |
|
|
|
|
|
|
|
|
Net income (loss) allocated to: |
|
|
|
|
|
|
General Partner |
$ |
898 |
417 |
542 |
(131) |
|
Limited Partners |
|
252,062 |
653,549 |
535,005 |
768,524 |
|
|
|
|
|
|
|
|
Net income |
|
252,960 |
653,966 |
535,547 |
768,393 |
|
|
|
========== |
========= |
========== |
========== |
|
|
|
|
|
|
|
|
Net income (loss) allocated to the one General Partner Unit |
$ |
898 |
417 |
542 |
(131) |
|
|
|
========== |
========= |
========== |
========== |
|
|
|
|
|
|
|
|
Net income per Unit, basic and diluted, allocated to Limited Partners per weighted average Limited Partnership Units (50,088 and 50,119 for the three months ended June 30, 2000 and 1999, and 50,089 and 50,119 for the six months ended June 30, 2000 and 1999, respectively) |
$ |
5.03 |
13.04 |
10.68 |
15.33 |
|
|
|
========== |
========= |
========== |
========== |
See accompanying notes to financial statements.
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Statements of Cash Flows
For the six months ended June 30, 2000 and 1999
(unaudited)
|
|
|
2000 |
1999 |
|
Cash flows from operating activities: |
|
|
|
|
Net income |
$ |
535,547 |
768,393 |
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities: |
|
|
|
|
Depreciation |
|
1,551 |
1,551 |
|
Gain on sale of investment properties |
|
(472,805) |
(781,527) |
|
Recognition of deferred gain on sale of investment properties |
|
(8,532) |
(5,757) |
|
Changes in assets and liabilities: |
|
|
|
|
Accounts and accrued interest receivable |
|
(68,008) |
(98,991) |
|
Other current assets |
|
668 |
2,229 |
|
Accounts payable |
|
(22,580) |
15,357 |
|
Accrued real estate taxes |
|
1,566 |
1,264 |
|
Due to Affiliates |
|
(51,441) |
(4,793) |
|
Unearned income |
|
(7,669) |
(9,966) |
|
|
|
|
|
|
Net cash used in operating activities |
|
(91,703) |
(112,240) |
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
Additions to investment properties |
|
(270,915) |
(1,119,808) |
|
Principal payments collected on mortgage loans receivable |
|
13,765 |
9,307 |
|
Proceeds from sale of investment properties |
|
2,740,941 |
2,681,043 |
|
|
|
|
|
|
Net cash provided by investing activities |
|
2,483,791 |
1,570,542 |
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
Repurchase of Limited Partnership Units |
|
(740) |
- |
|
|
|
|
|
|
Net cash used in financing activities |
|
(740) |
- |
|
|
|
|
|
|
Net increase in cash and cash equivalents |
|
2,391,348 |
1,458,302 |
|
Cash and cash equivalents at beginning of period |
|
471,223 |
340,191 |
|
|
|
|
|
|
Cash and cash equivalents at end of period |
$ |
2,862,571 |
1,798,493 |
|
|
|
======== |
========= |
See accompanying notes to financial statements.
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Notes to Financial Statements
June 30, 2000
(unaudited)
Readers of this Quarterly Report should refer to the Partnership's audited financial statements for the fiscal year ended December 31, 1999, which are included in the Partnership's 1999 Annual Report, as certain footnote disclosures which would substantially duplicate those contained in such audited financial statements have been omitted from this Report.
(1) Organization and Basis of Accounting
The Registrant, Inland Land Appreciation Fund II, L.P. (the "Partnership"), is a limited partnership formed on June 28, 1989, pursuant to the Delaware Revised Uniform Limited Partnership Act, to invest in undeveloped land on an all-cash basis and realize appreciation of such land upon resale. On October 25, 1989, the Partnership commenced an Offering of 30,000 (subject to increase to 60,000) Limited Partnership Units pursuant to a Registration under the Securities Act of 1933. The Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement") provides for Inland Real Estate Investment Corporation to be the General Partner. On October 24, 1991, the Partnership terminated its Offering of Units, with total sales of 50,476.17 Units, at $1,000 per Unit, resulting in $50,476,170 in gross offering proceeds, not including the General Partner's capital contribution of $500. All of the holders of these Units have been admitted to the Partnership. As of June 30, 2000, the Partnership has repurchased a total of 387.65 Units for $370,331 from various Limited Partners through the Unit Repurchase Program. Under this program, Limited Partners may, under certain circumstances, have their Units repurchased for an amount equal to their Invested Capital.
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
In the opinion of management, the financial statements contain all the adjustments necessary, which are of a normal recurring nature, to present fairly the financial position and results of operations for the period presented herein. Results of interim periods are not necessarily indicative of results to be expected for the year.
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)
June 30, 2000
(unaudited)
(2) Transactions with Affiliates
The General Partner and its Affiliates are entitled to reimbursement for salaries and expenses of employees of the General Partner and its Affiliates relating to the administration of the Partnership. Such costs are included in professional services and general and administrative expenses to Affiliates, of which $3,136 and $878 was unpaid as of June 30, 2000 and December 31, 1999, respectively.
The General Partner is entitled to receive Asset Management Fees equal to one-quarter of 1% of the original cost to the Partnership of undeveloped land annually, limited to a cumulative total over the life of the Partnership of 2% of the land's original cost to the Partnership. Such fees of $41,841 and $43,195 have been incurred for the six months ended June 30, 2000 and 1999, respectively. As of June 30, 2000 and December 31, 1999, all such fees were paid.
An Affiliate of the General Partner performed sales marketing and advertising services for the Partnership and was reimbursed (as set forth under terms of the Partnership Agreement) for direct costs. Such costs of $8,276 and $19,222 have been incurred for the six months ended June 30, 2000 and 1999, respectively, and are included in marketing expenses to Affiliates. As of June 30, 2000 and December 31, 1999, all of such costs were paid.
An Affiliate of the General Partner performed property upgrades, rezoning, annexation and other activities to prepare the Partnership's land investments for sale and was reimbursed (as set forth under terms of the Partnership Agreement) for salaries and direct costs. The Affiliate did not recognize a profit on any project. Such costs are included in investment properties. As of June 30, 2000 and December 31, 1999, $0 and $53,699, respectively, was unpaid.
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)
June 30, 2000
(unaudited)
(3) Investment Properties
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
Costs |
|
Remaining |
|
|
|
|
|
Gross Acres |
|
Initial |
Initial |
|
Capitalized |
|
Costs of |
Current Year |
|
|
|
Location: |
Purchased |
Purchase/ |
Original |
Acquisition |
Initial Total |
Subsequent to |
Costs of |
Parcels at |
Gain on Sale |
|
|
Parcel |
County |
(Sold) |
Sales Date |
Costs |
Costs |
Costs |
Acquisition |
Sold |
06/30/00 |
Recognized |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
McHenry |
372.759 |
04/25/90 |
$ 2,114,295 |
114, 070 |
2,228,365 |
538,179 |
- |
2,766,544 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
Kendall |
41.118 |
07/06/90 |
549,639 |
43,889 |
593,528 |
11,794 |
- |
605,322 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
Kendall |
120.817 |
11/06/90 |
1,606,794 |
101,863 |
1,708,657 |
37,301 |
- |
1,745,958 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
Kendall |
299.025 |
06/28/91 |
1,442,059 |
77,804 |
1,519,863 |
4,842 |
- |
1,524,705 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
Kane |
189.0468 |
02/28/91 |
1,954,629 |
94,569 |
2,049,198 |
234,710 |
- |
2,283,908 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6 |
Lake |
57.3345 |
04/16/91 |
904,337 |
71,199 |
975,536 |
23,615 |
4,457 |
994,694 |
- |
|
|
|
|
(.258) |
10/01/94 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7 |
McHenry |
56.7094 |
04/22/91 |
680,513 |
44,444 |
724,957 |
3,183,708 |
3,908,665 |
- |
87,985 |
|
|
|
|
(12.6506) |
Var 1997 |
|
|
|
|
|
|
|
|
|
|
|
(15.7041) |
Var 1998 |
|
|
|
|
|
|
|
|
|
|
|
(19.6296) |
Var 1999 |
|
|
|
|
|
|
|
|
|
|
|
(8.7251) |
Var 2000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8 |
Kane |
325.394 |
06/14/91 |
3,496,700 |
262,275 |
3,758,975 |
30,397 |
10,000 |
3,779,372 |
- |
|
|
|
|
(.870) |
04/03/96 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9 |
Will |
9.867 |
08/13/91 |
217,074 |
988 |
218,062 |
11,804 |
- |
229,866 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10 |
Will |
150.66 |
08/20/91 |
1,866,716 |
89,333 |
1,956,049 |
11,199 |
- |
1,967,248 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11 |
Will |
138.447 |
08/20/91 |
289,914 |
20,376 |
310,290 |
2,700 |
312,990 |
- |
- |
|
|
|
|
(138.447) |
05/03/93 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12 |
Will |
44.732 |
08/20/91 |
444,386 |
21,988 |
466,374 |
9,927 |
- |
476,301 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)
June 30, 2000
(unaudited)
(3) Investment Properties (continued)
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
Costs |
|
Remaining |
|
|
|
|
|
Gross Acres |
|
Initial |
Initial |
|
Capitalized |
|
Costs of |
Current Year |
|
|
|
Location: |
Purchased |
Purchase/ |
Original |
Acquisition |
Initial Total |
Subsequent to |
Costs of |
Parcels at |
Gain on Sale |
|
|
Parcel |
County |
(Sold) |
Sales Date |
Costs |
Costs |
Costs |
Acquisition |
Sold |
06/30/00 |
Recognized |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13 |
Will |
6.342 |
09/23/91 |
139,524 |
172 |
139,696 |
- |
139,696 |
- |
- |
|
|
|
|
(6.342) |
05/03/93 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14 |
Kendall |
44.403 |
09/03/91 |
888,060 |
68,210 |
956,270 |
52,008 |
- |
1,008,278 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15 |
Kendall |
100.364 |
09/04/91 |
1,050,000 |
52,694 |
1,102,694 |
117,829 |
1,220,523 |
- |
- |
|
|
|
|
(5.000) |
09/01/93 |
|
|
|
|
|
|
|
|
|
|
|
(11.000) |
12/01/94 |
|
|
|
|
|
|
|
|
|
|
|
(84.364) |
08/14/98 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16 |
McHenry |
168.905 |
09/13/91 |
1,402,058 |
69,731 |
1,471,789 |
95,458 |
- |
1,567,247 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17 |
Kendall |
3.462 |
10/30/91 |
435,000 |
22,326 |
457,326 |
20,740 |
- |
478,066 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18 |
McHenry |
139.1697 |
11/07/91 |
1,160,301 |
58,190 |
1,218,491 |
270,682 |
- |
1,489,173 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19 |
Kane |
436.236 |
12/13/91 |
4,362,360 |
321,250 |
4,683,610 |
178,657 |
- |
4,862,267 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20 |
Kane & Kendall |
400.129 |
01/31/92 |
1,692,623 |
101,318 |
1,793,941 |
1,220,050 |
1,250,469 |
1,763,522 |
- |
|
|
|
|
(21.138) |
06/30/99 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21 |
Kendall |
15.013 |
05/26/92 |
250,000 |
23,844 |
273,844 |
10,946 |
18,798 |
265,992 |
- |
|
|
|
|
(1.000) |
03/16/99 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22 |
Kendall |
391.959 |
10/30/92 |
3,870,000 |
283,186 |
4,153,186 |
176,908 |
190,683 |
4,139,411 |
- |
|
|
|
|
(10.000) |
01/06/94 |
|
|
|
|
|
|
|
|
|
|
|
(5.538) |
01/05/96 |
|
|
|
|
|
|
|
|
|
|
|
(2.400) |
07/27/99 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)
June 30, 2000
(unaudited)
(3) Investment Properties (continued)
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
Costs |
|
Remaining |
|
|
|
|
Gross Acres |
|
Initial |
Initial |
|
Capitalized |
|
Costs of |
Current Year |
|
|
Location: |
Purchased |
Purchase/ |
Original |
Acquisition |
Initial Total |
Subsequent to |
Costs of |
Parcels at |
Gain on Sale |
|
Parcel |
County |
(Sold) |
Sales Date |
Costs |
Costs |
Costs |
Acquisition |
Sold |
06/30/00 |
Recognized |
|
|
|
|
|
|
|
|
|
|
|
|
|
23 |
(c) Kendall |
133.2074 |
10/30/92 |
3,231,942 |
251,373 |
3,483,315 |
4,604,847 |
7,564,084 |
524,078 |
187,090 |
|
|
|
(11.525) |
07/16/93 |
|
|
|
|
|
|
|
|
|
|
(44.070) |
Var 1995 |
|
|
|
|
|
|
|
|
|
|
(8.250) |
Var 1996 |
|
|
|
|
|
|
|
|
|
|
(2.610) |
Var 1997 |
|
|
|
|
|
|
|
|
|
|
(10.6624) |
Var 1998 |
|
|
|
|
|
|
|
|
|
|
(5.8752) |
Var 1999 |
|
|
|
|
|
|
|
|
|
|
(6.3104) |
Var 2000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23A |
(a) Kendall |
.2676 |
10/30/92 |
170,072 |
12,641 |
182,713 |
- |
182,713 |
- |
- |
|
|
|
(.2676) |
03/16/93 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24 |
Kendall |
3.908 |
01/21/93 |
645,000 |
56,316 |
701,316 |
8,350 |
- |
709,666 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
24A |
(b) Kendall |
.406 |
01/21/93 |
155,000 |
13,533 |
168,533 |
- |
- |
168,533 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
25 |
Kendall |
656.687 |
01/28/93 |
1,625,000 |
82,536 |
1,707,536 |
22,673 |
1,730,209 |
- |
- |
|
|
|
(656.687) |
10/31/95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26 |
Kane |
89.511 |
03/10/93 |
1,181,555 |
89,312 |
1,270,867 |
1,855,732 |
1,185,474 |
1,941,125 |
197,730 |
|
|
|
(2.108) |
Var 1999 |
|
|
|
|
|
|
|
|
|
|
(10.008) |
Var 2000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27 |
Kendall |
83.525 |
03/11/93 |
984,474 |
54,846 |
1,039,320 |
15,048 |
- |
1,054,368 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$38,810,025 |
2,504,276 |
41,314,301 |
12,750,104 |
17,718,761 |
36,345,644 |
472,805 |
|
|
|
|
|
========= |
========== |
========== |
========== |
========== |
========= |
========== |
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)
June 30, 2000
(unaudited)
(3) Investment Properties (continued)
|
|
|
June 30, |
December 31, |
|
|
|
2000 |
1999 |
|
|
|
|
|
|
Balance at January 1, |
$ |
38,342,865 |
39,309,364 |
|
Additions during period |
|
270,915 |
3,165,180 |
|
Sales during period |
|
(2,268,136) |
(4,131,679) |
|
|
|
|
|
|
Balance at end of period |
$ |
36,345,644 |
38,342,865 |
|
|
|
========= |
========= |
|
|
|
2000 |
1999 |
|
|
|
|
|
|
Balance at January 1, |
$ |
21,590 |
18,487 |
|
Depreciation expense |
|
1,551 |
3,103 |
|
|
|
|
|
|
Balance at end of period |
$ |
23,141 |
21,590 |
|
|
|
========= |
========= |
(4) Farm Rental Income
The Partnership has determined that all leases relating to the farm parcels are operating leases. Accordingly, rental income is reported when earned.
As of June 30, 2000, the Partnership had farm leases of generally one year in duration, for approximately 2,866 acres of the approximately 3,377 acres owned.
INLAND LAND APPRECIATION FUND II, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)
June 30, 2000
(unaudited)
(5) Mortgage Loans Receivable
Mortgage loans receivable are the result of sales of Parcels, in whole or in part. The Partnership has recorded a deferred gain on these sales. The deferred gain will be recognized over the life of the related mortgage loan receivable as principal payments are received. At June 30, 2000, the fair market value of the mortgage loans receivable approximated their carrying value.
|
|
|
|
|
|
Accrued |
|
|
|
|
|
Principal |
Principal |
Interest |
Deferred |
|
|
|
|
Balance |
Balance |
Receivable |
Gain |
|
Parcel |
Maturity |
Interest Rate |
06/30/00 |
12/31/99 |
06/30/00 |
06/30/00 |
|
|
|
|
|
|
|
|
|
15 |
07/31/01 |
9.00% |
$ 1,212,178 |
1,225,792 |
173,064 |
749,809 |
|
|
|
|
|
|
|
|
|
26 |
10/04/04 |
8.00% |
228,000 |
228,000 |
13,593 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
$ 1,440,178 |
1,443,792 |
186,657 |
749,809 |
|
|
|
|
========= |
========= |
========= |
========= |
(6) Subsequent Events
On July 14, 2000, the Partnership sold an additional lot of Parcel 26 to an unaffiliated buyer for $45,500, resulting in a gain of approximately $16,000.
On July 26, 2000, the Partnership sold three additional lots of Parcel 23 to an unaffiliated buyer for $118,300, resulting in a gain of approximately $21,000.
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Certain statements in this "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in this quarterly report on Form 10-Q constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Partnership's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. These factors include, among other things, federal, state or local regulations; adverse changes in general economic or local conditions; inability of borrower to meet financial obligations; uninsured losses; and potential conflicts of interest between the Partnership and its Affiliates, including the General Partner.
Liquidity and Capital Resources
On October 25, 1989, the Partnership commenced an Offering of 30,000 (subject to increase to 60,000) Limited Partnership Units pursuant to a Registration Statement on Form S-11 under the Securities Act of 1933. On October 24, 1991, the Partnership terminated its Offering of Units, with total sales of 50,476.17 Units, at $1,000 per Unit, resulting in $50,476,170 in gross offering proceeds, not including the General Partner's capital contribution of $500. All of the holders of these Units have been admitted to the Partnership. The Limited Partners of the Partnership will share in their portion of benefits of ownership of the Partnership's real property investments according to the number of Units held.
The Partnership used $41,314,301 of gross offering proceeds to purchase, on an all-cash basis, twenty-seven parcels of undeveloped land and two buildings. These investments include the payment of the purchase price, acquisition fees and acquisition costs of such properties. Three of the parcels were purchased during 1990, sixteen during 1991, four during 1992 and four during 1993. As of June 30, 2000, the Partnership has had multiple sales transactions through which it has disposed of approximately 1,103 acres of the approximately 4,480 acres originally owned. As of June 30, 2000, cumulative distributions have totaled $13,793,106 to the Limited Partners and $259,531 to the General Partner. Of the $13,793,106 distributed to the Limited Partners, $13,072,106 was from net sales proceeds (which represents a return of Invested Capital, as defined in the Partnership Agreement) and $721,000 was from operations. As of June 30, 2000, the Partnership has used $12,750,104 of working capital reserve for rezoning and other activities. Such amounts have been capitalized and are included in investment properties.
The Partnership's capital needs and resources will vary depending upon a number of factors, including the extent to which the Partnership conducts rezoning and other activities relating to utility access, the installation of roads, subdivision and/or annexation of land to a municipality, changes in real estate taxes affecting the Partnership's land, and the amount of revenue received from leasing. As of June 30, 2000, the Partnership owns, in whole or in part, twenty-three of its twenty-seven original parcels and one office building, the majority of which are leased to local tenants and are generating sufficient cash flow from leases to cover property taxes and insurance.
At June 30, 2000, the Partnership had cash and cash equivalents of $2,862,571 of which approximately $261,000 is reserved for the repurchase of Units through the Unit Repurchase Program. The remaining approximately $2,600,000 is available to be used for the Partnership expenses and liabilities, cash distributions to partners and other activities with respect to some or all of its land parcels. The Partnership has increased its parcel sales effort in anticipation of rising land values.
The Partnership plans to enhance the value of its land through pre-development activities such as rezoning, annexation and land planning. The Partnership has already been successful in, or is in the process of, pre-development activity on a majority of the Partnership's land investments. Parcel 1, annexed to the Village of Huntley and zoned for residential and commercial development has improvements in planning stage and sites are being marketed to potential buyers. Parcel 3 is zoned for various manufacturing uses and preliminary planning is in progress. Parcels 5 and 19 are under contract for sale and the purchaser has an approved plan with the Village of Elburn. Parcel 7, the Olde Mill Ponds on Boone Creek subdivision, has closed all of the total 130 single-family lots which were under contract with a homebuilder (see Note 3 of the Notes to Financial Statements). Parcels 14, 17 and 24 were rezoned for commercial and multi-family uses in 1999 and are currently being marketed for sale with approximately 20 acres under contract for sale. Parcel 18, zoned for multi- and single-family use, is being marketed to potential homebuilders. As of June 30, 2000, the Partnership has sold 229 of the 243 single-family lots at the Ponds of Mill Race Creek (Parcel 23) in addition to the multi-family portion, the Winding Waters of Mill Race Creek. Parcel 26 is under development for single family homes with all 170 lots under contract for sale, as of June 30, 2000, 37 of the 170 lots have already closed (see Note 3 of the Notes to Financial Statements).
Results of Operations
Income from the sale of investment properties and cost of investment properties sold for the six months ended June 30, 2000 is the result of the sale of approximately nine acres, consisting of additional lots at the Olde Mill Ponds on Boone Creek subdivision (Parcel 7), the sale of additional lots at the Ponds of Mill Race Creek subdivision (Parcel 23), and the sale of additional lots of the Bliss Woods subdivision (Parcel 26). Income from the sale of investment properties and the cost of investment properties sold for the six months ended June 30, 1999 is the result of the sale of approximately six acres, consisting of additional lots at the Olde Mill Ponds at Boone Creek subdivision (Parcel 7), the sale of additional lots at the Ponds of Mill Race Creek subdivision (Parcel 23) and the sale of one acre of Parcel 21.
As of June 30, 2000, the Partnership owned twenty-three parcels of land consisting of approximately 3,377 acres and one office building. Of the approximately 3,377 acres owned, 2,866 acres are tillable, leased to local farmers and generate sufficient cash flow to cover property taxes, insurance and other miscellaneous expenses. Rental income increased for the six months ended June 30, 2000, as compared to the six months ended June 30, 1999, due to the annual increase in lease amounts from tenants.
Interest income increased for the six months ended June 30, 2000, as compared to the six months ended June 30, 1999, due primarily to the interest income earned on the mortgage loan receivable the Partnership received from the sale of a portion of Parcel 26, as well as an increase in cash available for investing due to the sale of land parcels since December 31, 1999.
Professional services to non-affiliates decreased for the six months ended June 30, 2000, as compared to the six months ended June 30, 1999, due to a decrease in accounting fees.
General and administrative expenses to Affiliates decreased for the six months ended June 30, 2000, as compared to the six months ended June 30, 1999, due to a decrease in investor services expenses. General and administrative expenses to non-affiliates decreased for the six months ended June 30, 2000, as compared to the six months ended June 30, 1999, due primarily to a decrease in the Illinois Replacement Tax, which was partially offset by an increase in postage and printing expenses.
Marketing expenses to Affiliates decreased for the six months ended June 30, 2000, as compared to the six months ended June 30, 1999, due to an increase in marketing costs capitalized to individual land parcels. Marketing expenses to non-affiliates increased for the six months ended June 30, 2000, as compared to the six months ended June 30, 1999, due to an increase in advertising and promotion costs relating to marketing the land portfolio to prospective purchasers.
Land operating expenses to non-affiliates increased for the six months ended June 30, 2000, as compared to the six months ended June 30, 1999, due to an increase in ground maintenance expense and utilities expense.
PART II - Other Information
Items 1 through 6(b) are omitted because of the absence of conditions under which they are required.
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.
|
INLAND LAND APPRECIATION FUND II, L.P. |
|
|
|
|
|
By: |
Inland Real Estate Investment Corporation |
|
General Partner |
|
|
|
|
|
|
|
|
/S/ ROBERT D. PARKS |
|
|
|
|
|
By: |
Robert D. Parks |
|
Chairman |
|
|
Date: |
August 11, 2000 |
|
|
|
|
|
|
|
/S/ PATRICIA A. DELROSSO |
|
|
|
|
|
By: |
Patricia A. DelRosso |
|
Senior Vice President |
|
|
Date: |
August 11, 2000 |
|
|
|
|
|
|
|
/S/ KELLY TUCEK |
|
|
|
|
|
By: |
Kelly Tucek |
|
Principal Financial Officer and |
|
|
Principal Accounting Officer |
|
|
Date: |
August 11, 2000 |
|
|