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: September 30, 1998
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 Number: 0-6103
WATERMARK INVESTORS REALTY TRUST (Exact name of registrant
as specified in its charter.)
Texas 75-1372785
(State or other jurisdiction (I.R.S. Employer
of incorporation or Identification No.)
organization)
227 West Trade Street, Suite 2320, Charlotte, NC 28202
(Address of principal executive offices)
(Zip Code)
(704)343-9334
(Registrant's telephone number, including area code)
----------------------------------------------------------------
(Former Name, Former Address and Former Fiscal Year, if changed)
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
<PAGE>
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES [X] NO [ ]
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practical date:
As of September 30, 1998, there were outstanding 542,413 shares of
beneficial interest of the registrant.
<PAGE>
PART I. - FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
The accompanying Financial Statements have not been audited by independent
accountants, but in the opinion of management, all adjustments (which consist of
normal recurring accruals) necessary for a fair presentation of results of
operations, financial position and cash flows at the dates and for the periods
indicated have been included.
WATERMARK INVESTORS REALTY TRUST
CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1998 1997 1998 1997
-------------------- -------------------- ------------------- -------------------
<S> <C> <C> <C> <C>
Gain on sale of land --- --- --- ---
-------------------- -------------------- ------------------- -------------------
Professional Fees $1,932 $1,666 $15,111 $15,037
Property taxes ---- ---- 243 ----
Interest Expense 2,710 2,075 7,336 5,625
Other Expenses ---- 2,146 1,396 2,793
-------------------- -------------------- ------------------- -------------------
Total Expense 4,642 5,887 24,086 23,455
-------------------- -------------------- ------------------- -------------------
Net earnings(loss) ($4,642) ($5,887) ($24,086) ($23,455)
==================== ==================== =================== ===================
Earnings (loss)
per share of
beneficial interest ($0.01) ($0.01) ($0.04) ($0.04)
==================== ==================== =================== ===================
Shares of beneficial
interest used in
computing per share
amounts 542,413 542,413 542,413 542,413
==================== ==================== =================== ===================
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WATERMARK INVESTORS REALTY TRUST
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
SEPTMBER 30, DECEMBER 31,
1998 1997
---------------------------- -----------------------------
(Unaudited)
<S> <C> <C>
ASSETS
Real Estate $168,588 $168,588
Less allowance for
estimated losses (168,588) (168,588)
---------------------------- -----------------------------
0 0
---------------------------- -----------------------------
Cash 769 74
---------------------------- -----------------------------
TOTAL ASSETS $769 $74
============================ =============================
LIABILITIES AND SHAREHOLDERS'
DEFICIT
LIABILITIES
Note payable-related party $90,100 $70,350
Accrued liabilities 15,173 17,478
Accrued interest payable-
related party 17,641 10,306
Unclaimed dividends 20,174 20,174
---------------------------- -----------------------------
$143,088 $118,308
---------------------------- -----------------------------
SHAREHOLDERS' DEFICIT Shares of beneficial
interest, $1.00 par value, authorized
10,000,00 shares with 542,413 issued and
outstanding 196,235 196,235
Additional paid-in capital 44,205 44,205
Accumulated deficit (382,759) (358,674)
---------------------------- -----------------------------
$(142,319) $(118,234)
---------------------------- -----------------------------
TOTAL LIABILITIES AND
SHAREHOLDERS' DEFICIT $769 $74
============================ =============================
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WATERMARK INVESTORS REALTY TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
1998 1997
--------------------- ---------------------
(unaudited)
<S> <C> <C>
Cash flow from operating activities:
Net earnings (loss) ($24,086) ($23,456)
Adjustment to reconcile net cash
provided by (used in) operating
activities
Net change in accrued
liabilities 5,031 5,104
--------------------- ---------------------
Net cash used in Operations ($19,055) ($18,352)
--------------------- ---------------------
Cash flows from financing:
Proceeds from note payable 19,750 10,000
--------------------- ---------------------
Increase (decrease) in cash 695 (8,352)
Cash
At beginning of period 74 12,152
--------------------- ---------------------
At end of period $769 $3,800
===================== =====================
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WATERMARK INVESTORS REALTY TRUST
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
SEPTEMBER 30, 1998
Note A - Basis of Presentation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Rule 10-01 of
Rule S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments considered necessary
for a fair presentation have been included. All such adjustments were of a
normal recurring nature. For further information refer to the financial
statements and footnotes thereto included as Item 14 to Corporation's annual
report on Form 10-K for the year ended December 31, 1997.
ITEM II. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Liquidity and Capital Resources - At September 30, 1998, existing current
liabilities exceed available cash by $142,000.
Balance Sheet Changes - Assets decreased by $1,700 for the quarter. Accrued
liabilities increased by $3,460. A $20,000 loan from a related party funded the
payment of liabilities.
In the opinion of management, no problems exist with respect to the Year 2000
issue.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITYHOLDERS
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits
(27) Financial Data Schedule
b. Reports on Form 8-K
None.
<PAGE>
WATERMARK INVESTORS REALTY TRUST
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.
WATERMARK INVESTORS REALTY TRUST
Date: November 13, 1998 By: /s/ Michael S. Verruto
---------------------------------------
Michael S. Verruto
Trustee, Vice-President and Secretary
(An Authorized Officer and Chief
Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE COMPANY'S
FINANCIAL STATEMENTS CONTAINED IN ITS REPORT ON FORM 10-Q FOR THE QUARTER ENDING
SEPTEMBER 30, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 769
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 769
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 769
<CURRENT-LIABILITIES> 143,088
<BONDS> 0
0
0
<COMMON> 240,440
<OTHER-SE> (382,759)
<TOTAL-LIABILITY-AND-EQUITY> 769
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 24,086
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (24,086)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (24,086)
<EPS-PRIMARY> (0.04)
<EPS-DILUTED> (0.04)
</TABLE>
