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 period ended June 30, 2000
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or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 [No Fee Required]
For the transition period from to
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Commission File Number 0-14476
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PS PARTNERS V, LTD.
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(Exact name of registrant as specified in its charter)
California 95-3979727
- ----------------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
701 Western Avenue
Glendale, California 91201-2394
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 244-8080
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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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INDEX
PART I. FINANCIAL INFORMATION
Condensed balance sheets at June 30, 2000
and December 31, 1999 2
Condensed statements of income for the three
and six months ended June 30, 2000 and 1999 3
Condensed statements of cash flows for the
six months ended June 30, 2000 and 1999 4
Notes to condensed financial statements 5
Management's discussion and analysis of financial condition
and results of operations 6-9
PART II. OTHER INFORMATION
(Items 1 through 5 are not applicable)
Item 6 - Exhibits and Reports on Form 8-K 10
PS PARTNERS V, LTD.
CONDENSED BALANCE SHEETS
June 30, December 31,
2000 1999
-----------------------------------
(Unaudited)
ASSETS
------
Cash and cash equivalents $3,255,000 $2,295,000
Rent and other receivables - 1,000
Real estate facility, at cost:
Land 574,000 574,000
Buildings and equipment 981,000 978,000
-----------------------------------
1,555,000 1,552,000
Less accumulated depreciation (560,000) (534,000)
-----------------------------------
995,000 1,018,000
Investment in real estate entities 30,932,000 31,560,000
Other assets 2,000 2,000
-----------------------------------
$35,184,000 $34,876,000
===================================
LIABILITIES AND PARTNERS' EQUITY
--------------------------------
Accounts payable $94,000 $120,000
Advance payments from renters 12,000 10,000
Partners' equity:
Limited partners' equity, $500 per unit, 148,000
units authorized, issued and outstanding 34,631,000 34,302,000
General partner's equity 447,000 444,000
-----------------------------------
Total partners' equity 35,078,000 34,746,000
-----------------------------------
$35,184,000 $34,876,000
===================================
See accompanying notes.
2
PS PARTNERS V, LTD.
CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
Three Months Ended Six Months Ended
June 30, June 30,
----------------------------------------------------------------------
2000 1999 2000 1999
----------------------------------------------------------------------
REVENUE:
Rental income $71,000 $71,000 $140,000 $142,000
Equity in earnings of real estate entities 1,242,000 937,000 2,287,000 1,737,000
Interest income 54,000 15,000 90,000 46,000
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1,367,000 1,023,000 2,517,000 1,925,000
----------------------------------------------------------------------
COSTS AND EXPENSES:
Cost of operations 25,000 29,000 51,000 57,000
Management fees 4,000 5,000 8,000 9,000
Depreciation and amortization 13,000 13,000 26,000 27,000
Administrative 77,000 43,000 107,000 68,000
----------------------------------------------------------------------
119,000 90,000 192,000 161,000
----------------------------------------------------------------------
NET INCOME $1,248,000 $933,000 $2,325,000 $1,764,000
======================================================================
Limited partners' share of net income
($14.22 per unit in 2000 and
$9.13 per unit in 1999) $2,105,000 $1,351,000
General partner's share of net income 220,000 413,000
-----------------------------------
$2,325,000 $1,764,000
===================================
See accompanying notes.
3
PS PARTNERS V, LTD.
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Six Months Ended
June 30,
-------------------------------------
2000 1999
-------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $2,325,000 $1,764,000
Adjustments to reconcile net income to net cash (used in)
provided by operating activities
Depreciation and amortization 26,000 27,000
Decrease (increase) in rent and other receivables 1,000 (1,000)
Increase in other assets - (14,000)
Decrease in accounts payable (26,000) (14,000)
Increase in advance payments from renters 2,000 1,000
Equity in earnings of real estate entities (2,287,000) (1,737,000)
-------------------------------------
Total adjustments (2,284,000) (1,738,000)
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Net cash (used in) provided by operating activities 41,000 26,000
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CASH FLOWS FROM INVESTING ACTIVITIES:
Distributions from real estate entities 2,915,000 2,695,000
Additions to real estate facility (3,000) (4,000)
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Net cash provided by investing activities 2,912,000 2,691,000
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CASH FLOWS FROM FINANCING ACTIVITIES:
Distributions to partners (1,993,000) (3,994,000)
-------------------------------------
Net cash used in financing activities (1,993,000) (3,994,000)
-------------------------------------
Net increase (decrease) in cash and cash equivalents 960,000 (1,277,000)
Cash and cash equivalents at the beginning of the period 2,295,000 2,702,000
-------------------------------------
Cash and cash equivalents at the end of the period $3,255,000 $1,425,000
=====================================
See accompanying notes.
4
PS PARTNERS V, LTD.
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2000
(UNAUDITED)
1. The accompanying unaudited condensed financial statements have been
prepared pursuant to the rules and regulations of the Securities and
Exchange Commission. 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 management believes
that the disclosures contained herein are adequate to make the
information presented not misleading. These unaudited condensed
financial statements should be read in conjunction with the financial
statements and related notes appearing in the Partnership's Form 10-K
for the year ended December 31, 1999.
2. In the opinion of management, the accompanying unaudited condensed
financial statements reflect all adjustments, consisting of only normal
accruals, necessary to present fairly the Partnership's financial
position at June 30, 2000, the results of operations for the three and
six months ended June 30, 2000 and 1999 and cash flows for the six
months then ended.
3. The results of operations for the three and six months ended June 30,
2000 are not necessarily indicative of the results to be expected for
the full year.
4. In January 1997, the Joint Venture, PSI, and other related partnerships
transferred a total of 35 business parks to PS Business Parks, LP
("PSBPLP"), an operating partnership formed to own and operate business
parks in which PSI has a significant interest. Included among the
properties transferred were the Joint Venture's business parks in
exchange for a partnership interest in PSBPLP. The general partner of
PSBPLP is PS Business Parks, Inc.
5. Summarized combined financial data with respect to the Real Estate
Entities is as follows:
Six Months Ended June 30,
-----------------------------------
2000 1999
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Total revenues..................... $81,650,000 $68,053,000
Minority interest in income........ $12,031,000 $6,400,000
Net income......................... $24,392,000 $21,290,000
5
PS PARTNERS V, LTD.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FORWARD LOOKING STATEMENTS
- --------------------------
When used within this document, the words "expects," "believes,"
"anticipates," "should," "estimates," and similar expressions are intended to
identify "forward-looking statements" within the meaning of that term in Section
27A of the Securities Act of 1933, as amended, and in Section 21F of the
Securities Exchange Act of 1934, as amended. Such forward-looking statements
involve known and unknown risks, uncertainties, and other factors, which may
cause the actual results and performance of the Partnership to be materially
different from those expressed or implied in the forward-looking statements.
Such factors include the impact of competition from new and existing real estate
facilities which could impact rents and occupancy levels at the real estate
facilities in which the Partnership has an interest; the Partnership's ability
to effectively compete in the markets in which it does business; the impact of
the regulatory environment as well as national, state, and local laws and
regulations including, without limitation, those governing Partnerships; and the
impact of general economic conditions upon rental rates and occupancy levels at
the real estate facilities in which the Partnership has an interest.
RESULTS OF OPERATIONS
- ---------------------
THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THREE MONTHS ENDED JUNE 30, 1999:
Our net income for the three months ended June 30, 2000 was $1,248,000
compared to $933,000 for the three months ended June 30, 1999, representing an
increase of $315,000, or 33.8%. The increase was primarily due to our share of
improved property operations at the real estate facilities in which we have an
interest combined with increased interest income.
Property Operations
- -------------------
Rental income for our wholly-owned mini-warehouse property remained
stable at $71,000 for the three months ended June 30, 2000 and 1999,
respectively. Cost of operations (including management fees) decreased $5,000,
or 14.7%, to $29,000 from $34,000 for the three months ended June 30, 2000 and
1999, respectively. Accordingly, for our wholly-owned mini-warehouse property,
property net operating income increased $5,000, or 13.5%, to $42,000 from
$37,000 for the three months ended June 30, 2000 and 1999, respectively.
6
Equity in Earnings of Real Estate Entities
- ------------------------------------------
Equity in earnings of real estate entities was $1,242,000 in the three
months ended June 30, 2000 as compared to $937,000 during the three months ended
June 30, 1999, representing an increase of $305,000, or 32.6%. This was due
primarily to our share of improved operating results at the Joint Venture's
mini-warehouses.
Depreciation and Amortization
- -----------------------------
Depreciation and amortization remained stable at $13,000 for the three
months ended June 30, 1999 and 2000, respectively.
Administrative
- --------------
Administrative expense increased $34,000, to $77,000 in the three
months ended June 30, 2000 as compared to $43,000 in the same period in 1999,
due to timing of investor services related expenses.
SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO SIX MONTHS ENDED JUNE 30, 1999:
Our net income for the six months ended June 30, 2000 was $2,325,000
compared to $1,764,000 for the six months ended June 30, 1999, representing an
increase of $561,000, or 31.8%. The increase was primarily due to our share of
improved property operations at the real estate facilities in which we have an
interest combined with increased interest income.
Property Operations
- -------------------
Rental income for our wholly-owned mini-warehouse property was $140,000
compared to $142,000 for the six months ended June 30, 2000 and 1999,
respectively, representing a decrease of $2,000, or 1.4%. Cost of operations
(including management fees) decreased $7,000, or 10.6%, to $59,000 from $66,000
for the six months ended June 30, 2000 and 1999, respectively. Accordingly, for
our wholly-owned mini-warehouse property, property net operating income
increased $5,000, or 6.6%, to $81,000 from $76,000 for the six months ended June
30, 1999 and 2000, respectively.
7
Equity in Earnings of Real Estate Entities
- ------------------------------------------
Equity in earnings of real estate entities was $2,287,000 in the six
months ended June 30, 2000 as compared to $1,737,000 during the six months ended
June 30, 1999, representing an increase of $550,000, or 31.7%. This was due
primarily to our share of improved operating results at the Joint Venture's
mini-warehouses.
Depreciation and Amortization
- -----------------------------
Depreciation and amortization decreased $1,000, or 3.7%, from $27,000
to $26,000 for the six months ended June 30, 1999 and 2000, respectively.
Administrative
- --------------
Administrative expense increased $39,000, to $107,000 in the six months
ended June 30, 2000 as compared to $68,000 in the same period in 1999, due to
timing of investor services related expenses.
SUPPLEMENTAL PROPERTY DATA
- --------------------------
Most of the Partnership's net income is from our share of the operating
results of the Mini-Warehouse Properties. Therefore, in order to evaluate our
operating results, the General Partners analyze the operating performance of the
Mini-Warehouse Properties.
THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THREE MONTHS ENDED JUNE 30, 1999:
Rental income for the Mini-Warehouse Properties was $3,783,000 compared
to $3,647,000 for the three months ended June 30, 2000 and 1999, respectively,
representing an increase of $136,000, or 3.7%. The increase in rental income was
primarily attributable to increased rental rates at the Mini-Warehouse
Properties, offset partially by decreased average occupancy rates. The annual
average realized rent per square foot for the Mini-Warehouse Properties was
$9.07 compared to $8.79 for the three months ended June 30, 2000 and 1999,
respectively. The weighted average occupancy levels at the Mini-Warehouse
Properties decreased from 93% to 92% for the three months ended June 30, 1999
and 2000, respectively. Cost of operations (including management fees) increased
$33,000, or 2.5%, to $1,385,000 from $1,352,000 for the three months ended June
30, 2000 and 1999, respectively. This increase is primarily attributable to
higher advertising and payroll expense, offset partially by lower property tax
and repairs and maintenance expenses. Accordingly, for the Mini-Warehouse
Properties, property net operating income increased by $103,000, or 4.5%, from
$2,295,000 to $2,398,000 for the three months ended June 30, 1999 and 2000,
respectively.
8
SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO SIX MONTHS ENDED JUNE 30, 1999:
Rental income for the Mini-Warehouse Properties was $7,408,000 compared
to $7,195,000 for the six months ended June 30, 2000 and 1999, respectively,
representing an increase of $213,000, or 3.0%. The increase in rental income was
primarily attributable to increased rental rates at the Mini-Warehouse
Properties. The annual average realized rent per square foot for the
Mini-Warehouse Properties was $8.97 compared to $8.77 for the six months ended
June 30, 2000 and 1999, respectively. The weighted average occupancy levels at
the Mini-Warehouse Properties remained stable at 92% for the six months ended
June 30, 1999 and 2000, respectively. Cost of operations (including management
fees) increased $44,000, or 1.6%, to $2,784,000 from $2,740,000 for the six
months ended June 30, 2000 and 1999, respectively. This increase is primarily
attributable to higher advertising and payroll expense, offset partially by
lower property tax and office expenses. Accordingly, for the Mini-Warehouse
Properties, property net operating income increased by $169,000, or 3.7%, from
$4,455,000 to $4,624,000 for the six months ended June 30, 1999 and 2000,
respectively.
Liquidity and Capital Resources
- -------------------------------
We have adequate sources of cash to finance our operations, both on a
short-term and long-term basis, primarily from internally generated cash from
property operations and cash reserves. Cash generated from operations and
distributions from real estate entities ($2,956,000 for the six months ended
June 30, 2000) has been sufficient to meet all our current obligations.
During 2000, we do not anticipate incurring significant costs for
capital improvements for our wholly-owned property. Total capital improvements
for the six months ended June 30, 2000 with respect to this property was $3,000.
We paid distributions to the limited and general partners totaling
$1,776,000 ($12.00 per unit) and $217,000, respectively, during the first six
months of 2000. Future distribution rates may be adjusted to levels which are
supported by operating cash flow after capital improvements and any other
necessary obligations.
9
PART II. OTHER INFORMATION
ITEMS 1 through 5 are not applicable.
Item 6 Exhibits and Reports on Form 8-K
--------------------------------
(a) The following Exhibits are included herein:
(27) Financial Data Schedule
(b) Reports on Form 8-K
None
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.
DATED: August 11, 2000
PS PARTNERS V, LTD.
BY: Public Storage, Inc.
General Partner
BY: /s/ John Reyes
--------------------------------------------
John Reyes
Senior Vice President and Chief Financial
Officer of Public Storage, Inc.
(principal financial and accounting officer)
10