SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended March 31, 1999 Commission file number 2-90654
AMRECORP REALTY FUND II
(Exact name of registrant as specified in its charter)
TEXAS 75-1956009
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
6210 Campbell Road Suite 140
Dallas, Texas 75248
------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (972) 380-8000.
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: Y No:
REGISTRANT IS A LIMITED PARTNERSHIP
TABLE OF CONTENTS
Item 1. Financial Statements
The following Unaudited financial statements are filed herewith:
Consolidated Balance Sheet as of March 31, 1999 and
December 31, 1998 Page 3
Consolidated Statements of Operations for the Three months
Ended March 31, 1999 and 1998 Page 4
Consolidated Statements of Cash Flows for the Three months
Ended March 31, 1999 and 1998 Page 5
Item 2. Results of Operations and Management's Discussion and
Analysis of Financial Condition Page 6
Liquidity and Capital Resources Page 7
Other Information Page 8
Signatures Page 9
The statements, insofar as they relate to the period subsequent to
December 31, 1998 are Unaudited.
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
AMRECORP REALTY FUND II
Condensed Consolidated Balance Sheets
March 31, December 31,
1999 1998
(Unaudited)
ASSETS
Real Estate assets, at cost $580,045 $580,045
Land 4,590,987 4,590,987
Buildings and improvements 5,171,032 5,171,032
Less: Accumulated depreciation (2,778,495) (2,730,495)
Real estate, net 2,392,537 2,440,537
Investments in Real Estate Held for Sale
Cash including cash investments 255,629 217,493
Escrow deposits 143,631 179,757
Deferred Costs and Fees 40,483 42,194
Other assets 2,911 6,552
Total assets $2,835,191 $2,886,533
LIABILITIES AND PARTNERS'EQUITY:
LIABILITIES:
Mortgage and notes payable $2,350,984 $2,362,879
Payable to Affiliates 14,496 1,284
Interest payable 18,384 18,384
Real estate taxes payable 20,220 0
Security deposits 17,450 17,200
Accounts payable and accrued expenses 51,060 120,886
Total liabilities 2,472,594 2,520,633
PARTNERS CAPITAL (DEFICIT):
Limited Partners 452,218 455,488
General Partners (89,621) (89,588)
Total Partners Capital 362,597 365,900
(Deficit)
Total Liability and Partners Equity $2,835,191 $2,886,533
See notes to Condensed Consolidated Financial Statements
AMRECORP REALTY FUND II
Condensed Consolidated Statement of Operations
(Unaudited)
Three Months Ended
March 31,
REVENUES 1999 1998
Rental income $197,508 $182,932
Other property 5,556 7,802
Total revenues 203,064 190,734
EXPENSES
Salaries & wages 12,740 12,893
Maintenance & repairs 15,119 20,943
Utilities 6,880 7,917
Real estate taxes 20,250 20,250
General administrative 22,316 12,678
Contract services 10,604 10,613
Insurance 3,641 4,773
Interest 55,015 55,682
Depreciation and amortization 48,000 48,000
Property management fees 10,091 9,211
Amortization of deferred costs 1,711 1,711
costs and fees
Total expenses 206,367 204,671
NET (LOSS) ($3,303) ($13,937)
NET (LOSS) PER SHARE $(0.23) $(0.96)
See Notes to Condensed Consolidated Financial Statements
AMRECORP REALTY FUND II
Condensed Consolidated Statement of Cash Flows
Unaudited
Three Months Ended
March 31,
1999 1998
CASH FLOWS FROM OPERATING ACTIVITY
Net (loss) ($3,303) ($13,937)
Adjustments to reconcile net income (loss)
to net cash provided by operating activities:
Depreciation and amortization 48,000 48,000
Net Effect of changes in operating accounts
Escrow deposits 36,126 (43,452)
Deferred Costs 1,711 1,711
Accrued real estate taxes 20,220 97,301
Security deposits 250 150
Accounts payable (69,826) (73,020)
Other assets 3,641 5,303
Net cash provided by operating activities 36,819 22,056
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash used by operating activities 0 0
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of mortgage notes payable (11,895) (8,289)
Proceeds from amounts due affiliates 13,212 (7,759)
Net cash provided by investing activities 1,317 (16,048)
NET INCREASE IN CASH AND CASH 38,136 6,008
EQUIVALENTS
CASH AND CASH EQUIVALENTS, BEGINNING OF 217,493 593,721
PERIOD
CASH AND CASH EQUIVALENT, END OF PERIOD $255,629 $599,729
See Notes to Condensed Consolidated Financial Statements
Basis of Presentation:
Certain information and footnote disclosures normally included
in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Partnership
believes that the disclosures are adequate to make the information
presented not misleading. It is suggested that these condensed
financial statements be read in conjunction with the financial
statements and notes thereto included in the Partnership's latest
annual report on Form 10-K.
Item 2. RESULTS OF OPERATIONS AND MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION
Results of Operations
At March 31, 1999 the Partnership owned one property, Chimney Square
Apartments located in Abilene Texas with approximately 126,554 net
rentable square feet.
The occupancy of Chimney Square averaged 94.8% during the first
quarter of 1999 as compared to 93.8% for the fist quarter of 1998.
FIRST QUARTER 1999 COMPARED TO FIRST QUARTER 1998
Revenue from property operations increased $12,330 or 6.46%, for the
first quarter of 1999, as compared to the 1998 first quarter. The
increase in rental income of $14,576 or 7.97% is primarily due to
increased occupancy and higher rental rates. Other income decreased
$2,246 or 28.79% primarily due to decreased late charges and other
fees. The following table illustrates the components:
Increase Per Cent
(Decrease) Change
Rental income 14,576 7.97%
Other property (2,246) 28.79%
12,330 6.46%
Property operating expenses increased $1,696 or 0.83%, for the first
quarter of 1999, as compared to the same period in 1998. This was
primarily due from increased general and administrative costs which
rose $9,638 or 76.02% from increases in postage related mailings.
Maintenance and repairs decreased $5,824 or 27.81% from deferred
maintenance items being completed in prior years. Insurance costs
decreased $1,132 or 23.72% primarily due to lower rates as a result
of better than expected loss claims. The following table
illustrates the components by category:
Increase Per Cent
(Decrease) Change
Salaries & wages (153) 1.19%
Maintenance & repairs (5,824) 27.81%
Utilities (1,037) 13.10%
General administrative 9,638 76.02%
Contract services (9) 0.08%
Insurance (1,132) 23.72%
Interest (667) 1.20%
Property management fees 880 9.55%
Net Increase (Decrease) 1,696 0.83%
LIQUIDITY AND CAPITAL RESOURCES
While it is the General Partners primary intention to operate and
manage the existing real estate investments, the General Partner
also continually evaluates this investment in light of current
economic conditions and trends to determine if these assets should
be considered for disposal. Accordingly, in 1996 the Partnership
sold its investment in the shopping center located in Lancaster,
Texas, recognizing a loss of $10,177. Shorewood Apartments, an
apartment complex located in Charlotte, North Carolina was sold in
January 1997. Net proceeds from the sale was 1.3 million dollars
resulting in cash distribution of $100.00 per unit.
As of March 31, 1999, the Partnership had $255,629 in cash and cash
equivalents as compared to $217,493 as of December 31 1998. The
net increase in cash of $38,136 is principally due to cash flow from
operations.
The property is encumbered by non-recourse mortgage as of March 31,
1999, with an interest rate of 9.325%. Required principal payments
on this mortgage note for the three years ended December 31, 2001,
are $37,105, $40,717, and $44,680, respectively.
For the foreseeable future, the Partnership anticipates that
mortgage principal payments (excluding balloon mortgage payments),
improvements and capital expenditures will be funded by net cash
from operations. The primary source of capital to fund future
Partnership acquisitions and balloon mortgage payments will be
proceeds from the sale, financing or refinancing of the properties.
On February 7, 1995 the Partnership refinanced the loan on Chimney
Square Apartments. The original loan matured and a new $2,475,000
loan bearing interest at 9.325% per year was secured from Newport
Mortgage Company L.P. The loan matures on March 1, 2005. In
connection with this loan, the lender required, and the Partnership
provided, a new single asset partnership known as Chimney Square
Apartments, owned 99% by the Fund.
In February, 1991, Amrecorp Realty Inc., resigned as the Managing
General Partner of the Partnership. As was communicated to all
limited partners, this step was taken in order to minimize any
effect that Amrecorp's financial difficulties might have on the
partnership. Management of the Partnership's assets is performed by
Univesco, Inc., a Texas corporation, Robert J. Werra, CEO.
Management intends to continue operating the Partnership in its
present form while investigating options to improve operations of
the Partnership.
Year 2000
The Partnership and Management Company have replaced all data
processing systems with the last three years within year 2000
compliant hardware and software. The Partnership and Management
Company have completed testing of its data processing systems.
While compliance cannot be assured, the systems tested to date are
compliant.
Surveys of financial institutions and vendors used by the
Partnership and Management Company also indicate compliance to date.
The surveys are expected to be completed by June 1999. The
Partnership and Management Company have prepared contingency plans.
These include redundant back-ups and paper copies of all system
reports through 1999.
The Partnership anticipates that it will not incur significant costs
associated with its computers and building operating systems as it
relates to the conversion to the year 2000.
Part II
Other Information
Item 1. Legal Proceedings
See Part I Item 2. Management's Discussion and
Analysis of Financial Conditions and Results of
Operations.
Item 2. Changes in Securities.
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matter to a Vote of Security
Holders.
None
Item 5. Other Information.
None
Item 6. Exhibits and Reports on Form 8-K.
(A) The following documents are filed herewith or
incorporated herein by reference as indicated
as Exhibits:
Exhibit Designation Document Description
Limited Partnership Agreement
incorporated by reference to
Registration Statement No. 2-90654 effective
July 6, 1984.
Limited Partnership Agreement
incorporated by reference to Registration
Statement No. 2-90654 effective July 6, 1984.
11 Not Applicable
15 Not Applicable
18 Not Applicable
19 Not Applicable
20 Not Applicable
23 Not Applicable
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.
AMRECORP REALTY FUND II
a Texas limited partnership
By: /s/ Robert J. Werra
Robert J. Werra,
General Partner
Date: April 29, 1999
[ARTICLE] 5
[LEGEND]
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM BOTH
THE MARCH 31, 1999 BALANCE SHEET AND STATEMENT OF INCOME AND EXPENSES
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
[/LEGEND]
[CIK] 0000745061
[NAME] AMRECORP REALTY FUND II
[PERIOD-TYPE] 3-MOS
[FISCAL-YEAR-END] DEC-31-1999
[PERIOD-END] MAR-31-1999
[CASH] 255,629
[SECURITIES] 0
[RECEIVABLES] 0
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 0
[PP&E] 5,171,032
[DEPRECIATION] 2,778,495
[TOTAL-ASSETS] 2,835,191
[CURRENT-LIABILITIES] 0
[BONDS] 2,350,984
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[COMMON] 0
[OTHER-SE] 362,597
[TOTAL-LIABILITY-AND-EQUITY] 2,835,191
[SALES] 0
[TOTAL-REVENUES] 203,064
[CGS] 0
[TOTAL-COSTS] 0
[OTHER-EXPENSES] 151,352
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 55,015
[INCOME-PRETAX] 0
[INCOME-TAX] 0
[INCOME-CONTINUING] 0
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] (3,303)
[EPS-PRIMARY] (0.23)
[EPS-DILUTED] 0