-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, N+iB0/KwwWJ3JlVZ9Cye53CrRCZ8nJ336CFcS0vqGRifFpQJ2ESDt4exAArH1cNl CdaZdFp0sr953jazskPZ0Q== 0000841127-02-000003.txt : 20020808 0000841127-02-000003.hdr.sgml : 20020808 20020808142545 ACCESSION NUMBER: 0000841127-02-000003 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020630 FILED AS OF DATE: 20020808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REALTY PARKING PROPERTIES LP CENTRAL INDEX KEY: 0000841127 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 521591575 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-17616 FILM NUMBER: 02722798 BUSINESS ADDRESS: STREET 1: 225 E REDWOOD ST CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4107274083 MAIL ADDRESS: STREET 2: 225 E REDWOOD ST CITY: BALTIMORE STATE: MD ZIP: 21202 10-Q 1 parkingfiling10q602.txt REALTY PARKING 10Q FOR QUARTER ENDING 6/30/02 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) { X } QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2002 { } TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to _____ For Quarter Ended June 30, 2002 Commission file number 0-17616 Realty Parking Properties L.P. (Exact Name of Registrant as Specified in its Charter) Delaware 52-1591575 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification Number) 225 East Redwood Street, Baltimore, Maryland 21202 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (410) 727-4083 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______ REALTY PARKING PROPERTIES L.P. INDEX Page No. Part I. Financial Information Item 1. Financial Statements Balance Sheets 1 Statements of Operations 2 Statements of Partners' Capital 3 Statements of Cash Flows 4 Notes to Financial Statements 5-7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8-10 Item 3. Quantitative and Qualitative Disclosures About Market Risk 11 Part II. Other Information Item 1. through Item 6. 11 Signatures 12 REALTY PARKING PROPERTIES L.P. Balance Sheets
June 30, 2002 December 31, (Unaudited) 2001 ------------------ ------------------- Assets Investment in real estate $ 15,240,158 $ 16,856,095 Property held for sale 1,558,045 - Cash and cash equivalents 865,043 834,800 Accounts receivable 182,620 170,620 ------------------ ------------------- $ 17,845,866 $ 17,861,515 ================== =================== Liabilities and Partners' Capital Liabilities Accounts payable and accrued expenses $ 149,257 $ 160,898 Due to affiliate 36,335 38,357 Real estate taxes payable 169,000 169,000 ------------------ ------------------- 354,592 368,255 ------------------ ------------------- Partners' Capital (Deficit) General Partner (40) - Assignee and Limited Partnership Interests - $25 stated value per unit, 1,909,127 units outstanding 17,491,214 17,493,160 Subordinated Limited Partner 100 100 ------------------ ------------------- 17,491,274 17,493,260 ------------------ ------------------- $ 17,845,866 $ 17,861,515 ================== ===================
See accompanying notes to financial statements 1 REALTY PARKING PROPERTIES L.P. Statements of Operations (Unaudited)
Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2002 2001 2002 2001 --------------------------------------- --------------------------------------- Revenues Parking lots $ 388,088 $ 409,341 $ 679,454 $ 749,667 Interest income 2,830 9,972 5,830 22,045 ------------------- ------------------ ------------------ ------------------- 390,918 419,313 685,284 771,712 ------------------- ------------------ ------------------ ------------------- Expenses Administrative, including amounts to related party 37,129 19,687 72,902 52,277 Professional fees 5,984 5,500 11,484 11,000 Management fees to related party 6,918 6,978 12,988 13,796 Real estate taxes 22,261 31,667 42,261 67,217 Depreciation 28,946 30,006 57,892 60,012 ------------------- ------------------ ------------------ ------------------- 101,238 93,838 197,527 204,302 ------------------- ------------------ ------------------ ------------------- Income from continuing operations 289,680 325,475 487,757 567,410 Gain on properties, net - 132,767 - 106,232 Discontinued operations - income from operations of a property held for sale 24,474 22,782 48,931 35,267 ------------------- ------------------ ------------------ ------------------- Net earnings $ 314,154 $ 481,024 $ 536,688 $ 708,909 =================== ================== ================== =================== Net earnings per unit of assignee and limited partnership interest-basic Continuing operations $ 0.15 $ 0.17 $ 0.25 $ 0.29 Gain on properties, net - 0.06 - 0.05 Discontinued operations 0.01 0.01 0.03 0.02 ------------------- ------------------ ------------------ ------------------- $ 0.16 $ 0.24 $ 0.28 $ 0.36 =================== ================== ================== ===================
See accompanying notes to financial statements 2 REALTY PARKING PROPERTIES L.P. Statements of Partners' Capital Six Months Ended June 30, 2002 and 2001 (Unaudited)
Assignee and Limited Subordinated Partnership Limited General Interests Partner Partner Total ---------------------------------------------------------------------------------- Balance at December 31, 2001 $ 17,493,160 $ 100 $ - $ 17,493,260 Net earnings 525,954 - 10,734 536,688 Distributions to partners-operations (527,900) - (10,774) (538,674) ------------------- ------------------ ------------------ ------------------- Balance at June 30, 2002 $ 17,491,214 $ 100 $ (40) $ 17,491,274 =================== ================== ================== =================== Balance at December 31, 2000 $ 20,516,000 $ 100 $ - $ 20,516,100 Net earnings 694,034 - 14,875 708,909 Distributions to partners - Operations (728,963) - (14,875) (743,838) Sale proceeds, net (472,469) - - (472,469) ------------------- ------------------ ------------------ ------------------- Balance at June 30, 2001 $ 20,008,602 $ 100 $ - $ 20,008,702 =================== ================== ================== ===================
See accompanying notes to financial statements 3 REALTY PARKING PROPERTIES L.P. Statements of Cash Flows (Unaudited)
Six Months Ended June 30, June 30, 2002 2001 ------------------------------------- Cash flows from operating activities Net earnings $ 536,688 $ 708,909 Adjustments to reconcile net earnings to net cash provided by operating activities Gain on properties, net - (106,232) Depreciation 57,892 60,012 Changes in assets and liabilities Increase in accounts receivable and real estate taxes payable, net (12,000) (42,503) Decrease in other assets - 21,479 Decrease in accounts payable and accrued expenses (11,641) (11,933) Increase (decrease) in due to affiliates (2,022) 5,689 ------------------ ------------------- Net cash provided by operating activities 568,917 635,421 ------------------ ------------------- Cash flows from investing activities - proceeds from sales of properties, net - 1,005,232 ------------------ ------------------- Cash flows from financing activities - distributions to partners (538,674) (1,216,307) ------------------ ------------------- Net increase in cash and cash equivalents 30,243 424,346 Cash and cash equivalents Beginning of period 834,800 833,887 ------------------ ------------------- End of period $ 865,043 $ 1,258,233 ================== ===================
See accompanying notes to financial statements 4 REALTY PARKING PROPERTIES L.P. Notes to Financial Statements June 30, 2002 (Unaudited) Note 1 - The Partnership and Basis of Preparation The accompanying financial statements of Realty Parking Properties L.P. (the "Partnership") do not include all of the information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America. The unaudited interim financial statements reflect all adjustments which are, in the opinion of management, necessary for a fair statement of financial position, operating results and cash flows for the interim periods presented. All such adjustments are of a normal recurring nature. Certain amounts in the statements of operations for 2001 have been reclassified to conform to the presentation for 2002. The unaudited interim financial information should be read in conjunction with the financial statements contained in the 2001 Annual Report. Note 2 - Cash and Cash Equivalents The Partnership considers all short-term investments with maturities of three months or less at dates of purchase as cash equivalents. Cash and cash equivalents consist of cash and money market accounts and are stated at cost, which approximated market value at June 30, 2002 and December 31, 2001. Note 3 - Investment in Real Estate Investment in real estate is summarized as follows: June 30, 2002 December 31, 2001 Land $12,962,722 $14,520,767 Buildings 3,445,777 3,445,777 Land Improvements 110,104 110,104 ----------- ----------- 16,518,603 18,076,648 Less accumulated depreciation 1,278,445 1,220,553 ----------- ----------- Total $15,240,158 $16,856,095 =========== =========== Depreciation of the garage structures is computed using the straight-line method over 31.5 years for property placed in service prior to January 1, 1994 and 39 years for property placed in service after January 1, 1994. 5 REALTY PARKING PROPERTIES L.P. Notes to Financial Statements June 30, 2002 (Unaudited) Note 4 - Properties Held for Sale At June 30, 2002, the Partnership's Nashville property was under contract for sale and was classified as property held for sale in the balance sheet. In accordance with the provisions of Statement of Financial Accounting Standards No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets," the results of operations of the property are reported in discontinued operations for all periods presented in the statements of operations. Income from operations of property held for sale is summarized as follows: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2002 2001 2002 2001 ---------------- ---------------- ---------------- -------------- Revenues $ 25,986 $ 25,986 $ 51,972 $ 51,972 Expenses 1,512 3,204 3,041 16,705 ---------------- ---------------- ---------------- -------------- $ 24,474 $ 22,782 $ 48,931 $ 35,267 ================ ================ ================ ============== Note 5 - Sales of Properties On June 1, 2001, the Partnership sold its Rochester, New York property for $550,000. The Partnership's investment in the property was $400,000, net of an impairment loss of $734,175 recorded in 1999. The gain from the sale totaled $132,767, net of expenses of $17,233. On March 1, 2001, the Partnership sold its Dayton, Ohio property for $500,000. The Partnership's investment in the property was $499,000, net of accumulated depreciation of $9,458 and an impairment loss of $679,959 recorded in 1999. The loss from the sale totaled $26,535, net of expenses of $27,535. Note 6 - Related Party Transactions The General Partner earned a management fee of $7,358 and $7,557 (1% of gross revenues of the properties and other sources of income) during the three months ended June 30, 2002 and 2001, respectively, and $13,885 and $14,935 during the six months ended June 30, 2002 and 2001, respectively (portions of which have been recorded in discontinued operations). The general partner was reimbursed for certain costs incurred relating to administrative and professional services of the Partnership totaling $29,800 and $24,963 for the three months ended June 30, 2002 and 2001, respectively, and $67,020 and $63,685 for the six months ended June 30, 2002 and 2001, respectively. Pursuant to an Investment Advisory Agreement, Central Parking System (the "Advisor") earns a fee upon disposition of a property equal to 2% of the contract price for the sale of a property. Such fee is earned for services rendered to advise the General Partner on the timing and pricing of a property sale. As of June 30, 2001, the Advisor earned Advisory fees totaling $21,000 from the sales of the Dayton and Rochester properties. 6 REALTY PARKING PROPERTIES L.P. Notes to Financial Statements June 30, 2002 (Unaudited) Note 7 - Net Earnings Per Unit of Assignee and Limited Partnership Interest Net earnings per unit of assignee and limited partnership interest is disclosed on the Statements of Operations and is based upon 1,909,127 units outstanding. Note 8 - Subsequent Events On August 6, 2002, the Partnership sold the Nashville, Tennessee property for $2,000,000. The Partnership's investment in the property was $1,558,045. The gain on sale and the sale proceeds (net of expenses) will be reported and distributed to investors during the third quarter of 2002. On August 12, 2002, the Partnership plans to make a cash distribution totaling $343,100 of which 98% is allocable to Assignee and Limited Partners. This distribution will be derived from funds provided by operating activities during the quarter ended June 30, 2002. Assignee and Limited Partners will receive a cash distribution of approximately $0.18 per unit. 7 REALTY PARKING PROPERTIES L.P. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources The Partnership was fully invested in parking properties as it entered 2002 and currently has no plans to use working capital to perform major repairs or improvements to any of its properties. The Partnership has sufficient cash and cash equivalents to satisfy its liquidity requirements for 2002. At June 30, 2002, the Partnership had a working capital position that included cash and cash equivalents of $865,043, accounts receivable (net of real estate taxes payable) of $13,620 and accounts payable and accrued expenses of $185,592. Cash and cash equivalents increased $89,032 during the second quarter of 2002. This increase represents the net effect of $340,512 in cash provided by operating activities and the quarterly distribution to investors totaling $251,480. On August 12, 2002, the Partnership plans to make a cash distribution totaling $343,100 of which 98% is allocable to Assignee and Limited Partners. This distribution will be derived from funds provided by operating activities during the quarter ended June 30, 2002. Assignee and Limited Partners will receive a cash distribution of approximately $0.18 per unit. Results of Operations In accordance with the provisions of Statement of Financial Accounting Standards No. 144 "Accounting for the Impairment or Disposal of Long-Lived Assets" (SFAS No. 144), the statements of operations present income from continuing operations and from discontinued operations. Discontinued operations include the operating results of a property under a contract for sale at June 30, 2002. The prior year amounts for the property classified as held for sale have been reclassified to discontinued operations as required by SFAS No. 144. The following discussion and analysis of the results of operations conforms to this presentation in the statements of operations. Parking lot revenue includes base and percentage rents earned pursuant to seven lease agreements with the Advisor, and the net operating revenue of one property operated under a management contract. The Partnership leases seven of its properties to the Advisor under terms that include a minimum rent calculated as a percentage of certain acquisition costs. The Advisor is also obligated to pay percentage rent, calculated as a percentage of gross parking revenues in excess of a base amount. Additionally, one property is managed by a parking operator under the terms of a management contract with the Partnership. Under the terms of the management contract, the operator forwards the property's net operating revenue to the Partnership. The Partnership is responsible for the payment of real estate taxes on one property operated under the terms of a lease agreement and the property operated under a management contract. Continuing Operations Income from continuing operations includes results from seven of the Partnership's properties in 2002 and reflects these same seven properties and the four properties sold in 2001. Expenses not directly identifiable with a specific property held for sale are reflected in continuing operations. 8 REALTY PARKING PROPERTIES L.P. Management's Discussion and Analysis of Financial Condition and Results of Operations Continuing Operations - continued Total parking lot revenue of $388,088 was earned during the second quarter of 2002, reflecting a decrease of $21,253 from the same period in 2001. The decrease is a result of property sales during 2001 ($37,369), net of an increase from the property operated under a management contract ($7,824) and an increase in percentage rent earned at one of the properties during 2002 ($8,292). Total parking lot revenue of $679,454 was earned during the six months ended June 30, 2002, reflecting a decrease of $70,213 from the same period in 2001. The decrease is a result of property sales during 2001 ($81,088), net of an increase from the property operated under a management contract ($2,583) and an increase in percentage rent earned at one of the properties during 2002 ($8,292). Expenses incurred during the three months ended June 30, 2002, net of depreciation, totaled $72,292 reflecting an increase of $8,460 over the same period in 2001. The increase is primarily due to higher administrative costs resulting from additional expenses incurred in examining property sale possibilities. The increase is partly offset by lower real estate tax expenses incurred in 2002, as a result of properties sold during 2001. Expenses incurred during the six months ended June 30, 2002, net of depreciation, totaled $139,635 reflecting a decrease of $4,655 from the same period in 2001. The decrease is primarily the result of lower real estate tax expenses incurred in 2002, as a result of properties sold during 2001. The decrease in expense is partly offset by higher administrative costs in 2002 resulting from additional expenses incurred in examining property sale possibilities. Discontinued Operations - Income from Operating Property Held for Sale Discontinued operations - income from operating property held for sale reflects parking revenue from the Partnership's property in Nashville, Tennessee and expenses that can be directly attributed to the property. Parking lot revenue of $25,986 and $51,972 for the three and six months ended June 30, 2002, respectively, was unchanged from the same periods in 2001. Expenses incurred during the three months ended June 30, 2002 totaled $1,512 reflecting a slight decrease of $1,692 from the same period in 2001. Expenses incurred during the six months ended June 30, 2002 totaled $3,041 reflecting a decrease of $13,644 from the same period in 2001. The decrease is primarily the result of lower franchise and excise taxes. Sale On August 6, 2002, the Partnership sold the Nashville, Tennessee property for $2,000,000. The Partnership's investment in the property was $1,558,045. The gain on sale and the sale proceeds (net of expenses) will be reported and distributed to investors during the third quarter of 2002. 9 REALTY PARKING PROPERTIES L.P. Management's Discussion and Analysis of Financial Condition and Results of Operations Outlook The Partnership currently has a signed contract for the Houston property. The buyer of the Houston property is performing its due diligence and there is no assurance that the property will be sold. There has been significant interest from various buyers throughout the country in the Partnership's remaining properties. While the Partnership's original investment strategy had anticipated that the highest returns might be obtained by selling properties at a price reflective of their development potential, strong returns can also be earned from selling properties based on their parking economics. Critical Accounting Policies Critical accounting policies are those that are both important to the presentation of financial condition and results of operations and require management's most difficult, complex or subjective judgments. The Partnership's critical accounting policy relates to the evaluation of impairment of long-lived assets. If events or changes in circumstances indicate that the carrying value of a property to be held and used may be impaired, a recoverability analysis is performed based on estimated undiscounted cash flows to be generated from the property in the future. If the analysis indicates that the carrying value is not recoverable from future cash flows, the property is written down to its estimated fair value and an impairment loss is recognized. If the Partnership decides to sell a property, it evaluates the recoverability of the carrying amount of the assets. If the evaluation indicates that the carrying value is not recoverable from estimated net sales proceeds, the property is written down to estimated fair value less costs to sell and an impairment loss is recognized. The estimates of cash flows and fair values of the properties are based on current market conditions and consider matters such as each of the parking properties' parking rates, operating expenses and/or the terms of a net lease with a parking operator, recent sales data for comparable properties and, where applicable, contracts or the results of negotiations with purchasers or prospective purchasers. These estimates are subject to revision as market conditions, and the Partnership's assessment of them, change. 10 REALTY PARKING PROPERTIES L.P. PART I. FINANCIAL INFORMATION Item 3. Quantitative and Qualitative Disclosures About Market Risk Inapplicable PART II. OTHER INFORMATION Item 1. Legal Proceedings Inapplicable Item 2. Changes in Securities and Use of Proceeds Inapplicable Item 3. Defaults upon Senior Securities Inapplicable Item 4. Submission of Matters to a Vote of Security Holders Inapplicable Item 5. Other Information Inapplicable Item 6. Exhibits and Reports on Form 8-K a. Exhibits Exhibit 99.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Exhibit 99.2 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. b. Reports on Form 8-K: None 11 REALTY PARKING PROPERTIES L.P. SIGNATURES Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. REALTY PARKING PROPERTIES L.P. DATE: 8/6/02 By: /s/ John M.Prugh John M. Prugh President and Director Realty Parking Company, Inc. General Partner DATE: 8/6/02 By: /s/ Timothy M. Gisriel Timothy M. Gisriel Treasurer Realty Parking Company, Inc. General Partner -12- EX-99 2 ceocertification.txt CEO CERTIFICATION Exhibit 99.1 REALTY PARKING PROPERTIES L.P. CERTIFICATION PURSUANT TO 18 U.S.C. ss. 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the filing of Realty Parking Properties L.P.'s (the "Partnership") Quarterly Report on Form 10-Q for the period ending June 30, 2002 with the Securities and Exchange Commission on the date hereof (the "Report"), I, John M. Prugh, the Chief Executive Officer of Realty Parking Company, Inc., General Partner of the Partnership, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Partnership. By: /s/John M. Prugh John M. Prugh Chief Executive Officer Realty Parking Company, Inc. General Partner August 6, 2002 EX-99 3 cfocertification.txt CFO CERTIFICATION Exhibit 99.2 REALTY PARKING PROPERTIES L.P. CERTIFICATION PURSUANT TO 18 U.S.C.ss.1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the filing of Realty Parking Properties L.P.'s (the "Partnership") Quarterly Report on Form 10-Q for the period ending June 30, 2002 with the Securities and Exchange Commission on the date hereof (the "Report"), I, Timothy M. Gisriel, the Chief Financial Officer of Realty Parking Company, Inc., General Partner of the Partnership, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Partnership. By: /s/ Timothy M. Gisriel Timothy M. Gisriel Chief Financial Officer Realty Parking Company, Inc. General Partner August 6, 2002 -----END PRIVACY-ENHANCED MESSAGE-----