1 =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 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 NO. 2-80930 DEL TACO RESTAURANT PROPERTIES I A CALIFORNIA LIMITED PARTNERSHIP (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) CALIFORNIA 95-3852699 (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER) 23041 AVENIDA DE LA CARLOTA, LAGUNA HILLS, CALIFORNIA 92653 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) (949) 462-9300 (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 THE PAST 90 DAYS. YES X NO ___ =============================================================================== 2 INDEX DEL TACO RESTAURANT PROPERTIES I PART I. FINANCIAL INFORMATION PAGE NUMBER - ------------------------------ ----------- Item 1. Financial Statements and Supplementary Data Balance Sheets at March 31, 2000 (Unaudited) and December 31, 1999 3 Statements of Income for the three months ended March 31, 2000 and 1999 (Unaudited) 4 Statements of Cash Flows for the three months ended March 31, 2000 and 1999 (Unaudited) 5 Notes to Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 10 SIGNATURES 11 -2- 3 DEL TACO RESTAURANT PROPERTIES I BALANCE SHEETS MARCH 31, December 31, 2000 1999 --------- ------------ (UNAUDITED) ASSETS CURRENT ASSETS: Cash $ 164,344 $ 170,290 Receivable from General Partner 47,895 46,970 Deposits 600 600 ---------- ---------- Total current assets 212,839 217,860 ---------- ---------- PROPERTY AND EQUIPMENT, AT COST: Land and improvements 1,852,482 1,852,482 Buildings and improvements 1,013,134 1,013,134 Machinery and equipment 1,136,026 1,136,026 ---------- ---------- 4,001,642 4,001,642 Less--accumulated depreciation 1,770,802 1,759,859 ---------- ---------- 2,230,840 2,241,783 ---------- ---------- $2,443,679 $2,459,643 ========== ========== LIABILITIES AND PARTNERS' EQUITY CURRENT LIABILITIES: Payable to Limited Partners $ 39,295 $ 31,001 Accounts payable 14,627 7,828 ---------- ---------- Total current liabilities 53,922 38,829 ---------- ---------- PARTNERS' EQUITY: Limited Partners 2,125,763 2,156,509 General Partner-Del Taco, Inc. 263,994 264,305 ---------- ---------- 2,389,757 2,420,814 ---------- ---------- $2,443,679 $2,459,643 ========== ========== The accompanying notes are an integral part of these financial statements -3- 4 DEL TACO RESTAURANT PROPERTIES I STATEMENTS OF INCOME (UNAUDITED) THREE MONTHS ENDED MARCH 31, ----------------------- 2000 1999 ------- -------- REVENUES: Rent $134,251 $125,657 Interest 878 1,157 Other 300 425 -------- -------- 135,429 127,239 -------- -------- EXPENSES: General and administrative 21,254 21,091 Depreciation 10,943 10,943 -------- -------- 32,197 32,034 -------- -------- Net income $103,232 $ 95,205 ======== ======== Net income per limited partnership unit $ 11.68 $ 10.77 ======== ======== The accompanying notes are an integral part of these financial statements. -4- 5 DEL TACO RESTAURANT PROPERTIES I STATEMENTS OF CASH FLOWS (UNAUDITED) THREE MONTHS ENDED MARCH 31, --------------------------- 2000 1999 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 103,232 $ 95,205 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 10,943 10,943 (Increase) decrease in receivable from General Partner (925) 4,411 Decrease in deposits -- 30 Increase in accounts payable and payable to limited partners 15,093 5,097 --------- --------- Net cash provided by operating activities 128,343 115,686 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions to partners (134,289) (133,277) --------- --------- Net decrease in cash (5,946) (17,591) Beginning cash balance 170,290 162,979 --------- --------- Ending cash balance $ 164,344 $ 145,388 ========= ========= The accompanying notes are an integral part of these financial statements. -5- 6 DEL TACO RESTAURANT PROPERTIES I NOTES TO FINANCIAL STATEMENTS MARCH 31, 2000 NOTE 1 - BASIS OF PRESENTATION The accompanying financial statements, some of which are unaudited, have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements and should therefore be read in conjunction with the financial statements and notes thereto contained in the Registrant's annual report on Form 10-K for the year ended December 31, 1999. In the opinion of management, all adjustments (consisting of normal recurring accruals) necessary to present fairly the partnership's financial position at March 31, 2000, the results of operations and cash flows for the three month periods ended March 31, 2000 and 1999 have been included. Operating results for the three months ended March 31, 2000 are not necessarily indicative of the results that may be expected for the year ending December 31, 2000. NOTE 2 - NET INCOME PER LIMITED PARTNERSHIP UNIT Net income per limited partnership unit is based upon the weighted average number of units outstanding during the periods presented, which amounted to 8,751 in 2000 and 1999. Pursuant to the partnership agreement, annual partnership net income is allocated one percent to the General Partner and 99 percent to the limited partners. A partnership net loss in any year will be allocated 24 percent to the General Partner and 76 percent to the limited partners until the losses so allocated equal income previously allocated. Any additional losses will be allocated one percent to the General Partner and 99 percent to the limited partners. Partnership gains from any sale or refinancing will be allocated one percent to the General Partner and 99 percent to the limited partners until allocated gains and profits equal losses. Additional gains will be allocated 24 percent to the General Partner and 76 percent to the limited partners. -6- 7 DEL TACO RESTAURANT PROPERTIES I NOTES TO FINANCIAL STATEMENTS - CONTINUED MARCH 31, 2000 NOTE 3 - LEASING ACTIVITIES The partnership leases certain properties for operation of restaurants to Del Taco, Inc. on a triple net basis. The leases are for terms of 35 years commencing with the completion of the restaurant facility located on each property and require monthly rentals equal to 12 percent of the gross sales of the restaurants. There is no minimum rental under any of the leases. For the three months ended March 31, 2000, the five restaurants operated by Del Taco, for which the partnership is the lessor, had combined, unaudited sales of $928,063 and net income of $43,758 as compared to $873,209 and $32,199 respectively, for the corresponding period in 1999. Net income by restaurant includes charges for general and administrative expenses incurred in connection with supervision of restaurant operations and interest expense (1999 combined, unaudited net income amounts have been changed to measure net income on a consistent basis with the year 2000 presentation). For the three months ended March 31, 2000, the one restaurant operated by a Del Taco franchisee, for which the partnership is the lessor, had unaudited sales of $190,697 as compared with $173,933 during the same period in 1999. For the three months ended March 31, 2000, the Elkhorn Boulevard restaurant in Sacramento, California reported a net loss of $3,816 as compared to a net loss of $3,883 for the corresponding period in 1999. NOTE 4 - TRANSACTIONS WITH DEL TACO The receivable from General Partner consists primarily of rent accrued for the month of March. The March rent receivable was collected on April 10, 2000. Del Taco, Inc. serves in the capacity of general partner in other partnerships which are engaged in the business of operating restaurants, and three other partnerships which were formed for the purpose of acquiring real property in California for construction of Mexican-American restaurants for lease under long-term agreements to Del Taco, Inc. for operation under the Del Taco trade name. In addition, see Note 5 with respect to certain distributions to the General Partner. NOTE 5 - DISTRIBUTIONS On April 13, 2000, a distribution to the limited partners of $118,849, or approximately $13.58 per limited partnership unit, was approved. Such distribution was paid on April 19, 2000. The General Partner also received a distribution of $1,200 with respect to its 1% partnership interest. -7- 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources The partnership offered limited partnership units for sale between March 1983 and March 1984. 15% of the $4.375 million raised through sale of limited partnership units was used to pay commissions to brokers and to reimburse the General Partner for offering costs incurred. Approximately $4 million of the remaining funds were used to acquire sites and build six restaurants. The six restaurants leased to Del Taco make up almost all of the income producing assets of the partnership. Therefore, the business of the partnership is almost entirely dependent on the success of the Del Taco trade name restaurants that lease the properties. The success of the restaurants is dependent on a large variety of factors, including, but not limited to, consumer demand and preference for fast food, in general, and for Mexican-American food in particular. Results of Operations The partnership owns six properties that are under long-term lease to Del Taco for restaurant operations (Del Taco, in turn, has subleased two of the restaurants to Del Taco franchisees, one of which is affiliated with Del Taco). The following table sets forth rental revenue earned by restaurant: THREE MONTHS ENDED MARCH 31, -------------------- 2000 1999 -------- -------- Riverside Avenue, Rialto, CA $ 21,227 $ 20,157 Elden Avenue, Moreno Valley, CA 21,985 19,112 Foothill Boulevard, La Verne, CA 27,477 26,863 Baseline & Archibald, Rancho Cucamonga, CA 22,884 20,872 Elkhorn Boulevard, Sacramento, CA 14,379 13,837 Haven Avenue, Rancho Cucamonga, CA 26,299 24,816 -------- -------- Total $134,251 $125,657 ======== ======== The partnership receives rental revenues equal to 12 percent of gross sales from the restaurants. The partnership earned rental revenue of $134,251 during the three month period ended March 31, 2000, which represents an increase of $8,594 from 1999. The increase in rental revenue was caused by an increase in sales at the restaurants under lease. -8- 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - CONTINUED The following table breaks down general and administrative expenses by type of expense: Percentage of Total General & Administrative Expense -------------------------------- Three Months Ended March 31, ------------------ 2000 1999 ---- ---- Accounting fees 70.81% 70.18% Distribution of information to Limited Partners 29.19 29.82 ------ ------ 100.00% 100.00% ====== ====== General and administrative costs increased from 1999 to 2000 due to increased costs for accounting and income tax return preparation. Net income increased by $8,027 from 1999 to 2000 due to the increase in revenues of $8,190 offset by the $163 increase in general and administrative expenses. -9- 10 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (b) No reports on Form 8-K were filed during the three months ended March 31, 2000. -10- 11 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. DEL TACO RESTAURANT PROPERTIES I (a California limited partnership) Registrant Del Taco, Inc. General Partner Date: May 1, 2000 /s/ Robert J. Terrano ---------------------------- Robert J. Terrano Executive Vice President, Chief Financial Officer Date: May 1, 2000 /s/ C. Douglas Mitchell ---------------------------- C. Douglas Mitchell Vice President and Corporate Controller -11- 12 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - ------- ----------- 27 Financial Data Schedule