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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
<TABLE>
<S> <C>
For the quarterly period ended SEPTEMBER 30, 1997 Commission file number 0-18042
</TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
MISSOURI 43-1531582
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
12555 Manchester Road
St. Louis, Missouri 63131
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (314) 515-2000
-------------------
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. (1) YES X NO (2) YES NO X
--- --- --- ---
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<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
INDEX
<CAPTION>
Page
Number
<S> <C>
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheet 3
Schedule of Portfolio Investments 4
Income Statement 6
Statement of Cash Flows 7
Statement of Changes in Partnership Capital 8
Notes to Financial Statements 9
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
Part II. OTHER INFORMATION<F*>
Item 1. Legal Proceedings 13
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 14
<FN>
<F*> Items 2,3,4 and 5 are omitted as they are not applicable
</TABLE>
2
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Part 1. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
BALANCE SHEET
(UNAUDITED)
<CAPTION>
September 30, December 31,
1997 1996
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<S> <C> <C>
ASSETS
------
Investments at Fair Market Value
(cost $1,288,576 and $1,418,821 respectively) $1,986,021 $2,341,691
Cash and Cash Equivalents 48,143 80,365
Accrued Interest Receivable 4,880 3,426
---------- ----------
TOTAL ASSETS $2,039,044 $2,425,482
========== ==========
LIABILITIES AND PARTNERSHIP CAPITAL
-----------------------------------
Liabilities:
Accounts Payable & Accrued Expenses $ 6,300 $ 12,100
---------- ----------
TOTAL LIABILITIES 6,300 12,100
---------- ----------
Partnership Capital:
Capital - Limited Partners 1,663,542 1,973,575
Capital - General Partners 369,202 439,807
---------- ----------
TOTAL PARTNERSHIP CAPITAL 2,032,744 2,413,382
---------- ----------
TOTAL LIABILITIES AND PARTNERSHIP CAPITAL $2,039,044 $2,425,482
========== ==========
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The accompanying notes are an integral part of these financial statements.
</TABLE>
3
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Part 1. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS
<CAPTION>
Fair Market
Company Nature of Business Value
Initial Investment Date Investment Cost September 30, 1997
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
SAZTEC INTERNATIONAL, Provides services for database
INC. (SAZZ) construction and information
conversion
June 7, 1990 108,400 shares Common Stock $ 78,324 $ 13,550
INTERMEDIA Organized to install and provide
COMMUNICATIONS OF private, dedicated telecommunication
FLORIDA (ICIX) lines using fiber optic cable
May 31, 1991 15,535 shares Common Stock 43,741 729,174
INNOVATION MEDICAL Manufactures highly specialized
TECHNOLOGIES, INC. Medical instruments for use in
ophthalmic surgery
July 26, 1991 5,769 shares of 6% Class A
Cumulative Convertible
Preferred Stock 149,994 149,994
March 11, 1992 5,625 shares of Class B
Convertible Preferred
Stock 90,000 90,000
September 30, 1992 5% Term Notes, due
December 31, 1997 40,763 40,763
Warrants to purchase
14,440 shares of Common Stock
May 26, 1994 5% Term Notes, due
December 31, 1997 15,008 15,008
Warrants to purchase
2,800 shares of
Common Stock
CITATION COMPUTERS Provides clinical
(CITA) laboratory information
October 31, 1991 13,680 shares of Common
Stock 33,578 102,600
4
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<CAPTION>
Part 1. FINANCIAL INFORMATION
Item 1. Financial Statements
COMMUNITY INVESTMENT PARTNERS, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS (CONT'D.)
Fair Market
Company Nature of Business Value
Initial Investment Date Investment Cost September 30, 1997
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<S> <C> <C> <C>
VISION PARTNERS, L.P. Owns stock in Family
Vision Center, Inc., which
operates leased optical
departments in host stores
October 19, 1992 Limited Partnership
Interests 450,000 450,000
December 1, 1993 Limited Partnership
Interests 124,965 124,965
ISOLYSER COMPANY, Makes healthcare disposables
INC. from hot-water soluble
polymer
August 30, 1996 68,563 shares of Common
Stock 262,203 269,967
---------- ----------
$1,288,576 $1,986,021
========== ==========
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The accompanying notes are an integral part of these financial statements.
</TABLE>
5
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Part 1. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
INCOME STATEMENT
(UNAUDITED)
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1997 1996 1997 1996
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INCOME
------
<S> <C> <C> <C> <C>
Interest Income $ 696 $ 4,133 $ 1,454 $ 12,191
Gain on Sale of Investments 312,623 92,268 390,797 1,410,453
-------- ----------- --------- ----------
TOTAL INCOME 313,319 96,401 392,251 1,422,644
-------- ----------- --------- ----------
<CAPTION>
EXPENSES
--------
<S> <C> <C> <C> <C>
Professional Fees 6,516 276 7,816 1,037
Other 548 515 548 765
-------- ----------- --------- ----------
TOTAL EXPENSES 7,064 791 8,364 1,802
-------- ----------- --------- ----------
Net Income Before Unrealized
Gains (Losses) 306,255 95,610 383,887 1,420,842
Net Unrealized Gain (Loss) on
Investments 19,266 (1,178,984) (225,425) (127,544)
-------- ----------- --------- ----------
NET INCOME (LOSS) $325,521 $(1,083,374) $ 158,462 $1,293,298
======== =========== ========= ==========
Per Unit Information:
Net Income (Loss) $ 3.02 $ (10.05) $ 1.47 $ 11.99
======== =========== ========= ==========
Net Asset Value (as of September 30, 1997
and December 31, 1996) $ 18.85 $ 22.38
========= ==========
Units Outstanding:
Limited Partners 87,820 87,820
General Partners 20,000 20,000
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The accompanying notes are an integral part of these financial statements.
</TABLE>
6
<PAGE> 7
Part 1. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
STATEMENT OF CASH FLOWS
(UNAUDITED)
<CAPTION>
Nine Months Ended September 30,
1997 1996
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<S> <C> <C>
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES:
Net Income $ 158,462 $ 1,293,298
Adjustments to Reconcile Net Income to Net
Cash Provided by Operating Activities:
Purchase of Portfolio Investments (1,197) --
Sale of Portfolio Investments 522,239 1,485,464
Net Realized Gain on Sale of Portfolio Investments (390,797) (1,410,453)
Unrealized Loss on Investments 225,425 127,544
Interest Rollover into Investment -- (5,771)
(Increase)Decrease in Accrued Interest Receivable (1,454) 7,384
Decrease in Accounts Payable and Accrued Expenses (5,800) (43,018)
--------- -----------
Net Cash Provided by Operating Activities 506,878 1,454,448
--------- -----------
CASH FLOWS USED BY FINANCING ACTIVITIES:
Distribution to Unitholders (539,100) (1,617,300)
--------- -----------
Net Cash Used by Financing Activities (539,100) (1,617,300)
--------- -----------
Net Decrease in Cash and Cash Equivalents (32,222) (162,852)
CASH AND EQUIVALENTS, beginning of year 80,365 395,499
--------- -----------
CASH AND EQUIVALENTS, end of year $ 48,143 $ 232,647
========= ===========
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The accompanying notes are an integral part of these financial statements.
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Part 1. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
STATEMENT OF CHANGES IN PARTNERSHIP CAPITAL
(UNAUDITED)
<CAPTION>
Nine Months Ended September 30, 1997 and 1996
Limited Partners General Partners Totals
============================================================================================================
<S> <C> <C> <C>
Balance, December 31, 1995 $ 2,921,886 $ 655,773 $ 3,577,659
Net Income 1,053,398 239,900 1,293,298
Capital Distribution (1,317,300) (300,000) (1,617,300)
----------- --------- -----------
Balance, September 30, 1996 $ 2,657,984 $ 595,673 $ 3,253,657
============================================================================================================
Balance, December 31, 1996 $ 1,973,575 $ 439,807 $ 2,413,382
Net Income 129,067 $ 29,395 $158,462
Capital Distribution (439,100) (100,000) (539,100)
----------- --------- -----------
Balance, September 30, 1997 $ 1,663,542 $ 369,202 $ 2,032,744
============================================================================================================
The accompanying notes are an integral part of these financial statements.
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Part 1. FINANCIAL INFORMATION
Item 1. Financial Statements
COMMUNITY INVESTMENT PARTNERS, L.P.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
BASIS OF PRESENTATION
Community Investment Partners, L.P. (CIP) is a limited partnership which
has elected to be a business development company under the Investment Company
Act of 1940, as amended. As a business development company, the partnership
is required to invest at least 70% of its total assets in qualifying
investments as specified in the Investment Company Act. CIP Management L.P.,
LLLP (Management) is the Managing General Partner of CIP. Management is a
Missouri limited liability limited partnership formed on October 10, 1989 as
a limited partnership and registered as a limited liability limited
partnership on July 23, 1997. Management is responsible for making all
decisions regarding CIP's investment portfolio. CIP is no longer making
initial investments.
All portfolio investments are carried at cost until significant
developments affecting an investment provide a basis for revaluation.
Thereafter, portfolio investments are carried at fair value as obtained from
outside sources or at a value determined quarterly by the Managing General
Partner under the supervision of the Independent General Partners.
Investments in securities traded on a national securities exchange are valued
at the latest reported sales price on the last business day of the period.
If no sale has taken place, the securities are valued at the last bid price.
If no bid price has been reported, or if no exchange quotation is available,
the securities are valued at the quotation obtained from an outside broker.
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Part 1. FINANCIAL INFORMATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
COMMUNITY INVESTMENT PARTNERS, L.P.
MANAGEMENT'S FINANCIAL DISCUSSION
RESULTS OF OPERATIONS
Net income for the three months ended September 30, 1997 was $325,521,
compared to net loss of $1,083,374 for the same period in 1996. Net income
for the quarter ended September 30, 1997 was primarily due to $215,141 of
realized gains on the sale of 6,750 shares of Intermedia Communications of
Florida and to the $91,753 realized gain on the sale of the remainder of
CIP's investment in PDT, Inc. These realized gains were offset by the
reversal of unrealized gains previously recognized, resulting in a net
unrealized gain for the period of $19,266. Net loss for the quarter ended
September 30, 1996, was mainly attributable to realized gains of $92,268 and
unrealized losses of $1,178,984.
Net income for the nine months ended September 30, 1997 and 1996 was
$158,462 and $1,293,298, respectively. Net income for the nine months ended
September 30, 1997 was mainly attributable to realized gains of $390,797 on
the sale of investments. In addition, a large unrealized gain was recorded
due to a significant increase in the share price of Intermedia Communications
of Florida and a significant unrealized loss was recorded due to a
significant decrease in the share price of Isolyser Company, Inc. These
unrealized gains and losses were offset by reversals of unrealized gains
recognized in prior periods, resulting in a net unrealized loss of $225,425.
Net income for the nine months ended September 30, 1996 was primarily
attributable to realized gains of $1,410,453 on the sale of investments and
unrealized losses of $127,544.
As of September 30, 1997, cumulative unrealized gains for the
investments totaled $697,445. The future income or loss of the Partnership
is contingent upon the performance of the portfolio investments.
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Part 1. FINANCIAL INFORMATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
INVESTMENT TRANSACTIONS
Following is a summary of portfolio investment transactions during the
period ending September 30, 1997:
<TABLE>
<CAPTION>
Unrealized/
Type of Realized
Company Investment Cost Proceeds Gain (Loss)
------- ---------- -------- -------- -----------
<S> <C> <C> <C> <C>
PURCHASES:
---------
Quarter 1:
---------
Intermedia Communications Exercise
of Florida of Warrants $ 1,197 $ -- $ 3,828
-------- -------- --------
Total Purchases $ 1,197 $ -- $ --
======== ======== ========
SALES:
------
Quarter 2:
---------
Intermedia Communications
of Florida Common Stock $ 8,448 $ 86,622 $ 78,174
-------- -------- --------
Quarter 3:
---------
Intermedia Communications
of Florida Common Stock $ 19,008 $234,149 $215,141
Isolyser Company, Inc. Common Stock 87,860 76,622 (11,238)
PDT, Inc. Common Stock 9,294 101,047 91,753
Citation Computers Common Stock 6,832 23,799 16,967
-------- -------- --------
Total Quarter 3 Sales 122,994 435,617 312,623
-------- -------- --------
Total Sales $131,442 $522,239 $390,797
======== ======== ========
</TABLE>
CASH FLOWS
Cash flows for the nine months ended September 30, 1997, resulted
primarily from the sale of investments and from a distribution to unit
holders.
11
<PAGE> 12
Part 1. FINANCIAL INFORMATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
LIQUIDITY AND CAPITAL RESOURCES
The partnership's total capital of $2,032,744 as of September 30, 1997,
consisted of $1,663,542 in limited partner capital and $369,202 in general
partner capital. Net income was allocated to the limited partners in the
amount of $129,067 and to the general partners in the amount of $29,395.
Distributions in the amount of $539,100 were made to unit holders. Of this
amount, $439,100 went to limited partners and $100,00 went to general
partners. The partnership intends to invest its cash balances in U.S.
Government securities, investment grade state and municipal bonds,
certificates of deposit at banks with at least $25 million in assets, or
investment grade money market securities sold by banks.
SUBSEQUENT EVENTS
On October 6, 1997, the Partnership sold 2,000 shares of Intermedia
Communications of Florida which resulted in a gain of $95,865.
12
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Part II. OTHER INFORMATION
COMMUNITY INVESTMENT PARTNERS, L.P.
Item 1: Legal Proceedings
The partnership is not a party to any material pending legal
proceedings.
Item 6: Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
No reports were filed on Form 8-K for the quarter ended September 30,
1997.
13
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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.
COMMUNITY INVESTMENT PARTNERS, L.P.
By: CIP Management, L.P., LLLP, Managing General Partner
By: CIP Management, Inc., Its Managing General Partner
/s/ Daniel A. Burkhardt President, Treasurer
----------------------- and Director
Daniel A. Burkhardt November 12, 1997
/s/ Ray L. Robbins Vice-President
----------------------- and Director November 12, 1997
Ray L. Robbins
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Community Investment Partners, L.P. for the
quarter ended September 30, 1997 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<INVESTMENTS-AT-COST> 1,288,576
<INVESTMENTS-AT-VALUE> 1,986,021
<RECEIVABLES> 4,880
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,039,044
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 6,300
<TOTAL-LIABILITIES> 6,300
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 107,820
<SHARES-COMMON-PRIOR> 107,820
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 2,032,744
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 1,454
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 390,797
<APPREC-INCREASE-CURRENT> (225,425)
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> (539,100)
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 0
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 8,364
<AVERAGE-NET-ASSETS> 2,223,063
<PER-SHARE-NAV-BEGIN> 22.38
<PER-SHARE-NII> 1.47
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> (5.00)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 18.85
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
