1 FORM 10-Q--QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended June 30, 2000 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: 33-18089-A HICKORY LENDERS, LTD. (Exact name of Registrant as specified in its charter) Tennessee 62-1336905 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification) 4400 Harding Road, Suite 500, Nashville, Tennessee 37205 (Address of principal executive office) (Zip Code) (615) 292-1040 (Registrant's telephone number, including area code) 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 at least the past 90 days. YES X NO ___ 2 PART I. FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS HICKORY LENDERS, LTD. (A Tennessee Limited Partnership) FINANCIAL STATEMENTS For The Three and Six Months Ended June 30, 2000 and 1999 INDEX Financial Statements: Balance Sheets 3 Statements of Operations 4 Statements of Cash Flows 5 Notes to Financial Statements 6 3 HICKORY LENDERS, LTD. (A Limited Partnership) BALANCE SHEETS (Unaudited) June 30, December 31, 2000 1999 --------- -------- ASSETS Cash $ 58,582 $ 36,981 Restricted cash 111,278 188,072 Accounts Receivable 19,494 - Land & Improvements Held For Investment 1,293,805 1,312,304 Total Assets $ 1,483,159 $ 1,537,357 ========== ========= LIABILITIES AND PARTNERS' EQUITY Accounts payable $ 75,700 $ 84,494 Partners' Equity: Limited Partners (4,200 units outstanding) 1,407,459 1,452,863 General Partner - - Total Partners' Equity $1,483,159 $ 1,537,357 ========== ========== <FN> See accompanying notes to financial statements. 4 HICKORY LENDERS, LTD. (A Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited) THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, ---------------------------------- 2000 1999 2000 1999 REVENUE: Land Sales $20,000 - 20,000 - Cost of Land Sold (43,591) - (43,591) - Selling Expenses (390) - (390) - ======= ======= ====== ===== Loss of Land Sales (23,981) - (23,981) - Interest Income $ 1,511 - 2,769 - ======= ======== ======= ====== Net Revenue (22,470) - (21,212) - EXPENSES: Legal & Accounting Fees 8,564 9,953 16,970 12,225 Property Management Fee 1,750 1,750 3,500 3,500 General Administration 2,351 - 3,722 - Total Expenses 12,664 11,703 24,191 15,725 NET LOSS $ (35,135) (11,703) (45,404) (15,725) Net Loss per limited partner unit $ (8.37) (2.79) (10.81) (3.74) <FN> See accompanying notes to financial statements 5 HICKORY LENDERS, LTD. (A Limited Partnership) STATEMENTS OF CASH FLOWS (Unaudited) SIX MONTHS ENDED JUNE 30, 2000 1999 Cash Flows from Operating Activities: Net Loss $(45,404) (15,725) Adjustments to reconcile Net Loss to Net Cash provided by Operating Activities: Decrease in Restricted Cash 76,794 - (Decrease) Increase in Accounts Payable (8,794) 59,000 Increase in Accounts Receivable (19,494) - Cost of Land Sold 43,591 - Cost of Land Improvements (25,092) - Net Cash provided by Operating Activities 21,601 43,275 Net increase in Cash 21,601 43,275 CASH AT JANUARY 1, 36,981 192,414 CASH AT JUNE 30, $ 58,582 $ 235,689 ========= ======== <FN> See accompanying notes to financial statements. 6 HICKORY LENDERS, LTD. (A Limited Partnership) NOTES TO FINANCIAL STATEMENTS For the Three and Six Months Ended June 30, 2000 and 1999 (Unaudited) A.ACCOUNTING POLICIES The unaudited financial statements presented herein have been prepared in accordance with the instructions to Form 10- Q and do not include all of the information and note disclosures required by generally accepted accounting principles. These statements should be read in conjunction with the financial statements and notes thereto included in the Partnership's Form 10-K for the year ended December 31, 1999. In the opinion of management, such financial statements include all adjustments, consisting only of normal recurring adjustments, necessary tosummarize fairly the Partnership's financial position and results of operations. The results of operations for the six month period ended June 30, 2000 may not be indicative of the results that may be expected for the year ending December 31, 2000. B.RELATED PARTY TRANSACTIONS The General Partner and its affiliates have been actively involved in managing the Partnership's operations. Compensation earned for these services in the first six months were as follows: 2000 1999 Management Fees $ 3,500 $ 3,500 Accounting Fees $ 8,503 1,800 C. COMPREHENSIVE INCOME During the three and six month periods ended June 30, 2000 and 1999, the Partnership had no components of other comprehensive income. Accordingly, comprehensive income for each of the periods was the same as net loss. 7 Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS FOR THE QUARTER ENDED JUNE 30, 2000. The Partnership's primary business was to lend monies to Hickory Hills, Ltd. On December 31, 1998, the Partnership began the process of foreclosing on the debt to Hickory Hills, Ltd. after the note matured and payment was not made. The General Partner determined that the value of the underlying collateral could not result in full payment of the principal and accrued interest. Foreclosure proceedings were completed on June 29, 1999. The Registrant's primary business is now to develop and dispose of certain undeveloped real properties located in Nashville, Davidson County, Tennessee and Hendersonville, Sumner County, Tennessee (the "Properties"). The general partner and its affiliates have been actively involved in managing the Partnership and the Property. During the second quarter of 2000, the Registrant sold one lot from the Hendersonville Property. This sale generated a loss due to additional site work necessary to prepare the site for the seller. The Registrant has 5 lots remaining in the Hendersonville Property. Overall expenses of the Property have not flucuated significantly from the prior quarters. FINANCIAL CONDITION LIQUIDITY At June 30, 2000, the Registrant had approximately $178,490 in cash reserves. These funds are expected to be sufficient to fund operations through 2000. 8 PART II. OTHER INFORMATION Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits Exhibit 27 - Financial Data Schedule (b) No 8-K's have been filed during this quarter. 9 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. HICKORY LENDERS, LTD. By: 222 HICKORY, LTD. General Partner 222 PARTNERS, INC. General Partner Date: August 13, 2000 By:/s/ Steven D. Ezell President Date: August 13, 2000 By:/s/ Michael A. Hartley Secretary/Treasurer