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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended JUNE 30, 1999 Commission file number 0-18042
COMMUNITY INVESTMENT PARTNERS, L.P.
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(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. YES X NO
--- ---
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COMMUNITY INVESTMENT PARTNERS, L.P.
INDEX
Page
Number
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Schedule of Portfolio Investments 3
Statement of Financial Condition 4
Statement of Income 5
Statement of Cash Flows 6
Statement of Changes in Partnership Capital 7
Notes to Financial Statements 8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
Part II. OTHER INFORMATION <F*>
Item 1. Legal Proceedings 11
Item 6. Exhibits and Reports on Form 8-K 11
Signatures 13
[FN]
<F*> Items 2,3,4 and 5 are omitted as they are not applicable
2
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Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS
AS OF JUNE 30, 1999
<CAPTION>
- ----------------------------------------------------------------------------------------------
Company Nature of Business
Initial Investment Date Investment Cost Fair Value
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<S> <C> <C> <C>
Saztec International, Inc. Provides services for database
(SAZZ) construction and information
conversion
June 7, 1990 27,100 shares of Common Stock $ 78,324 $ 10,298
Intermedia Organized to install and provide
Communications of private, dedicated telecommunication
Florida (ICIX) lines using fiber optic cable
May 31, 1991 13,070 shares of Common Stock 18,397 392,100
Citation Computers Provides clinical
(CITA) laboratory information
October 31, 1991 13,680 shares of Common Stock 33,578 29,070
Isolyser Company, Inc. Makes healthcare disposables from
(OREX) hot-water soluble polymer
August 30, 1996 68,563 shares of Common Stock 262,203 321,389
-------- --------
$392,502 $752,857
======== ========
</TABLE>
3
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Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
STATEMENT OF FINANCIAL CONDITION
<CAPTION>
Unaudited
June 30, December 31,
1999 1998
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<S> <C> <C>
ASSETS
------
Investments at Fair Value
(cost $392,502 and $392,502, respectively) $752,857 $327,320
Cash and Cash Equivalents 194,604 212,383
-------- --------
TOTAL ASSETS $947,461 $539,703
======== ========
LIABILITIES AND PARTNERSHIP CAPITAL
-----------------------------------
Liabilities:
Accounts Payable and Accrued Expenses $ 7,000 $ 14,000
-------- --------
TOTAL LIABILITIES 7,000 14,000
-------- --------
Partnership Capital:
Capital - Limited Partners 773,874 436,053
Capital - General Partners 166,587 89,650
-------- --------
TOTAL PARTNERSHIP CAPITAL 940,461 525,703
-------- --------
TOTAL LIABILITIES AND
PARTNERSHIP CAPITAL $947,461 $539,703
======== ========
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The accompanying notes are an integral part of these financial statements.
</TABLE>
4
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Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
STATEMENT OF INCOME
(UNAUDITED)
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30, June 30, June 30,
1999 1998 1999 1998
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<S> <C> <C> <C> <C>
INCOME
------
Dividend and Interest Income $ -- $ 3,898 $ -- $ 7,601
-------- --------- -------- ---------
TOTAL INCOME -- 3,898 -- 7,601
-------- --------- -------- ---------
EXPENSES
--------
Professional Fees 6,971 11,928 13,266 15,893
Directors Fees -- 1,000 -- 2,000
Other -- 730 -- 751
-------- --------- -------- ---------
TOTAL EXPENSES 6,971 13,658 13,266 18,644
-------- --------- -------- ---------
Net (Loss) before Net Realized Gains and
Net Unrealized (Losses) Gains (6,971) (9,760) (13,266) (11,043)
Net Realized Gains on
Sale of Investments -- -- 2,487 527,207
Net Unrealized Gains (Losses) on
Investments 191,765 (466,299) 425,537 (678,023)
-------- --------- -------- ---------
NET INCOME (LOSS) $184,794 $(476,059) $414,758 $(161,859)
======== ========= ======== =========
Per Unit Information:
Net Income (Loss) $ 1.71 $ (4.42) $ 3.84 $ (1.50)
======== ========= ======== =========
Net Asset Value (as of June 30, 1999
and December 31, 1998) $ 8.72 $ 4.88
======== =========
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>
5
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Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
STATEMENT OF CASH FLOWS
(UNAUDITED)
<CAPTION>
Six Months Ended
June 30, 1999 June 30, 1998
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<S> <C> <C>
CASH FLOWS PROVIDED BY OPERATING
ACTIVITIES:
Net Income (Loss) $ 414,758 $(161,859)
Adjustments to reconcile Net Income (Loss) to Net
Cash Provided by Operating Activities -
Sale of Portfolio Investments -- 602,690
Net Realized Gain on Sale of Portfolio Investments -- (527,207)
Unrealized (gain) loss on Investments (425,537) 678,023
Decrease in Accrued Interest
Receivable -- 52,493
Decrease in Accounts Payable
and Accrued Expenses (7,000) (6,500)
--------- ---------
Total Cash (Used In) Provided by
Operating Activities (17,779) 637,640
--------- ---------
CASH FLOWS USED BY FINANCING ACTIVITIES:
Capital Distribution -- (754,740)
--------- ---------
Total Cash Used by Financing Activities -- (754,740)
--------- ---------
Net Decrease in Cash and Cash Equivalents (17,779) (117,100)
CASH AND EQUIVALENTS, Beginning of period 212,383 146,085
--------- ---------
CASH AND EQUIVALENTS, End of period $ 194,604 $ 28,985
========= =========
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The accompanying notes are an integral part of these financial statements.
</TABLE>
6
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Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
COMMUNITY INVESTMENT PARTNERS, L.P.
STATEMENT OF CHANGES IN PARTNERSHIP CAPITAL
(UNAUDITED)
<CAPTION>
Six Months Ended June 30, 1999 and 1998
Limited Partners General Partners Total
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<S> <C> <C> <C>
Balance, December 31, 1997 $1,754,109 $ 389,828 $2,143,937
Net Loss (131,834) (30,025) (161,859)
Distribution (614,740) (140,000) (754,740)
---------- --------- ----------
Balance, June 30, 1998 $1,007,535 $ 219,803 $1,227,338
========== ========= ==========
Balance, December 31, 1998 $ 436,053 $ 89,650 $ 525,703
Net Income 337,821 76,937 414,758
---------- --------- ----------
Balance, June 30, 1999 $ 773,874 $ 166,587 $ 940,461
========== ========= ==========
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The accompanying notes are an integral part of these financial statements.
</TABLE>
7
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Part I. 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), a limited
liability limited partnership, is the Managing General Partner of CIP.
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. Due to the inherent uncertainty of valuation, those estimated
values for portfolio investments carried at cost may differ
significantly from the values that would have been used had a ready
market for the investment existed, and the differences could be
material to the financial statements. 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.
Investment transactions are recorded on a trade date basis. Income is
recorded on an accrual basis.
8
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Part I. 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
QUARTER ENDED JUNE 30, 1999 VERSUS QUARTER ENDED JUNE 30, 1998
Net income for the three months ended June 30, 1999 was $184,794,
compared to a net loss of $476,059 for the three months ended June 30,
1998. Net income for the three months ended June 30, 1999 is comprised
of an unrealized gain on investments in the amount of $191,765. The
unrealized gain reflects the increase in the share prices of Intermedia
Communications, Inc. and Isolyser Company, Inc.
Expenses for the three months ended June 30, 1999 were $6,971, a
decrease of $6,687 from the same period in 1998. The decrease reflects
the termination of the payment of directors' fees and lower other
professional expenses. Directors' fees were discontinued after the
second quarter of 1998 due to the fact that initial investments were no
longer being made.
Additional investments have not been made during the second
quarter of 1999. The future income or loss of the Partnership is
contingent upon the performance of the portfolio investments and the
ability to find suitable investment alternatives.
SIX MONTHS ENDED JUNE 30, 1999 VERSUS SIX MONTHS ENDED JUNE 30, 1998
Net income for the six months ended June 30, 1999 was $414,758,
compared to a net loss of $161,859 at June 30, 1998. Income reported
for the six months ended June 30, 1999 was attributable to unrealized
gains on investments, primarily Intermedia Communications, Inc. and
Isolyser Company, Inc.
Dividend and interest income decreased $7,601 from the six months
ended June 30, 1998 due to the liquidation of Innovation Medical
Technologies, Inc. preferred stock in 1998. Expenses decreased $5,378,
reflecting lower directors' fees and other professional expenses.
INVESTMENT TRANSACTIONS
The Partnership did not participate in any portfolio investment
transactions during the three months ended June 30, 1999.
LIQUIDITY AND CAPITAL RESOURCES
Total Partnership capital was $940,461 as of June 30, 1999, which
consisted of $773,874 in limited partner capital and $166,587 in
general partner capital. Net income for the second quarter was
allocated to the limited partners in the amount of $150,515 and to the
general partners in the amount of $34,279.
At June 30, 1999, the Partnership had $194,604 in cash and cash
equivalents.
SUBSEQUENT EVENTS
None
9
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Part I. FINANCIAL INFORMATION
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
YEAR 2000 ISSUE
Although the Partnership has no Year 2000 issues that would
result from its own information systems, the Partnership has
investments in publicly and privately placed securities and loans. The
Partnership may be exposed to credit risk to the extent that the
related borrowers are materially adversely impacted by the Year 2000
issue.
10
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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 June
30, 1999.
11
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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
<TABLE>
<S> <C> <C>
/s/ Daniel A. Burkhardt President, Treasurer and Director August 13, 1999
- ----------------------------
Daniel A. Burkhardt
/s/ Ray L. Robbins, Jr. Vice-President and Director August 13, 1999
- ----------------------------
Ray L. Robbins, Jr.
</TABLE>
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<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements for Community Investment Partners, L.P. for the
quarter ended June 30, 1999 and is qualified in its entirety by reference
to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<INVESTMENTS-AT-COST> 392,502
<INVESTMENTS-AT-VALUE> 752,857
<RECEIVABLES> 0
<ASSETS-OTHER> 194,604
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 947,461
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 7,000
<TOTAL-LIABILITIES> 7,000
<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> 940,461
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 2,487
<APPREC-INCREASE-CURRENT> 425,537
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<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> 13,266
<AVERAGE-NET-ASSETS> 733,082
<PER-SHARE-NAV-BEGIN> 4.88
<PER-SHARE-NII> 3.84
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 8.72
<EXPENSE-RATIO> 0
</TABLE>
