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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
{ X } ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1999
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
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
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
None
Securities registered pursuant to section 12(g) of the Act:
Assignee Units of Limited Partnership Interests
(Title of class)
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
As of December 31, 1999, there were 1,909,127 Units of Assignee and Limited
Partnership Interests held by non-affiliates of the Registrant. Because there is
not an established public trading market for the Units, the aggregate market
value of the Units held by non-affiliates of the Registrant cannot be
calculated.
Documents Incorporated by Reference
The Annual Report for 1999 is incorporated by reference.
REALTY PARKING PROPERTIES L.P.
INDEX
Part I Page(s)
Item 1. Business 3-4
Item 2. Properties 4-5
Item 3. Legal Proceedings 5
Item 4. Submission of Matters to a Vote of Security Holders 6
Part II.
Item 5. Market for Registrant's Common Equity
and Related Stockholder Matters 6
Item 6. Selected Financial Data 6
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7-8
Item 7a. Quantitative and Qualitative Disclosures About Market Risk 8
Item 8. Financial Statements and Supplementary Data 9
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure 9
Part III.
Item 10. Directors and Executive Officers of the Registrant 10
Item 11. Executive Compensation 11
Item 12. Security Ownership of Certain Beneficial Owners
and Management 11
Item 13. Certain Relationships and Related Transactions 11
Part IV.
Item 14. Exhibits, Financial Statement Schedules and
Reports on Form 8-K 11-14
Signatures 15
-2-
REALTY PARKING PROPERTIES L.P.
PART I
Item 1. Business
Realty Parking Properties L. P. (the "Partnership") is a Delaware
limited partnership formed on October 4, 1988. The Partnership's intent was to
acquire surface lots and parking garage buildings (the "Properties") to be held
for appreciation and used for parking operations to produce current income. The
Properties were acquired with an emphasis on surface commercial parking lots
believed to have significant future potential for eventual sale as development
sites. The Partnership acquired the Properties on an all-cash basis without debt
financing. The acquisition program is complete and only minor rehabilitation
expenditures and repairs to existing Properties are expected in the future.
The General Partner of the Partnership is Realty Parking Company, Inc., a
Maryland corporation.
A minimum of 80,000 units of assignee limited partnership interests
(the "Units") and an increased maximum of 2,400,000 Units were registered under
the Securities and Exchange Act of 1933, as amended. Throughout 1988 and 1989,
investors holding 1,909,087 Units, or $47,727,175 of gross offering proceeds,
were recognized on the books of the Partnership and the selling effort was
completed in November 1989. The offering proceeds, net of issuance-related fees,
were used to acquire the Properties and make necessary improvements on an
all-cash basis.
The Partnership has an Investment Advisory Agreement with Central
Parking System, Inc. (the "Advisor"). The Advisor identified properties for
purchase by the Partnership and leased such properties from the Partnership
following acquisition. Pursuant to the Investment Advisory Agreement, the
Advisor will earn a fee upon disposition of a property equal to 2% of the
contract price for the sale of the property, if the property is leased to the
Advisor at the time of sale. Such fee is earned for services rendered to advise
the general partner on the timing and pricing of property sales.
The Partnership initially leased its parking properties to the
Advisor for periods of 10 years, expiring between April 1999 and November 2000,
with options to extend the leases for two additional terms of five years. The
Advisor has exercised extension options for three properties held at December
31, 1999. Under the terms of the leases, the Advisor is responsible for all
operating costs, including ad valorem real estate taxes and general and garage
liability insurance coverage.
Under the terms of the leases, the Advisor is obligated to pay the
Partnership the greater of minimum rent plus reimbursement of real estate taxes
or 60% of gross parking revenues ("percentage rent"). Percentage rents earned
during 1999, 1998 and 1997 totaled $326,976, $362,260 and $167,858,
respectively. The minimum rents are 7.0% of certain acquisition costs. Parking
lot rents of $ 2,308,135 in 1999, and $2,340,413 in 1998 and 1997, represented
minimum rents under the lease agreements.
Each lease is cancelable by the Partnership upon the sale of the
property and payment to the Advisor of a "termination fee." The termination fee
generally equals 15% of the amount, if any, by which the property's sale
proceeds exceed the original acquisition cost of the property plus a 12%
compounded annual return on the original acquisition cost minus all rental
income received by the Partnership from the property, if the property is leased
to the Advisor at the time of sale.
While it is likely that most of the leases expiring in 2000 will be
renewed on terms similar to those currently in effect, at least some leases are
likely to include terms less favorable than those contained in the current
arrangements. In the fourth quarter of 1999, the Advisor gave notice that it
would not extend the leases on four properties, one of which has been placed
under a month-to-month management contract with a parking operator. Under the
terms of the management contract, the parking operator is responsible for all
operating and maintenance costs and the Partnership is responsible for the real
estate taxes. The remaining leases will expire at various dates in 2000 and
renewal negotiations with the Advisor are in process.
-3-
REALTY PARKING PROPERTIES L.P.
Item 1. Business (continued)
The Partnership acquired fifteen Properties during 1989 and 1990. In
1993, the Partnership sold one Property and a small portion of another. In 1999,
an additional Property was sold. The Partnership's investment in the remaining
thirteen Properties, net of impairment losses and accumulated depreciation, was
$20,200,296 and $32,922,333 at December 31, 1999 and 1998, respectively.
The success of the Partnership will, to a large extent, depend on the
quality of management of the Partnership and the timing, terms and conditions of
any sale. Future development may be delayed or rendered legally or economically
unfeasible as a result, for example, of future building moratoriums, zoning
changes, and changes in growth and development patterns, any of which may impair
the value of the Partnership's investment in its properties.
The interim use of the Properties for parking operations to produce
current income is dependent upon the lessee's ability to pay rents under the
terms of the lease agreements. Rents may vary due to percentage rental payments
(discussed above) which are influenced by a variety of factors, including
competition, traffic levels, parking demand and the location, design and
condition of the parking lot (see Item 7. Management's Discussion and Analysis
of Financial Condition and Results of Operations).
Item 2. Properties
The Partnership owns thirteen properties in total, twelve of which
are wholly owned by the Partnership. The undivided tenants-in-common ownership
of one of the properties is noted below. The properties were acquired on an
all-cash basis and, therefore, are not subject to a mortgage or other lien or
encumbrance. As of December 31, 1999, the Partnership owns the following
properties:
Approximate (1) Investment (5) 1999
Location Size (Sq. Ft.) Type in Real Estate Rental Income Lease Date
Birmingham, Alabama 28,000 276-car garage $ 956,798 $ 161,884 5/90-4/05
Corner of Fourth Ave.
North and 19th St.
Little Rock, Arkansas 35,000 surface lot 1,002,360 69,100 5/89-4/04
East side of Broadway
between Third and
Fourth Streets
Los Angeles, California 41,800 surface lot 3,500,000 553,432 6/90-5/00
800 Block S. Main St. (2)
Miami, Florida 90,000 surface lot 4,900,458 340,627 8/89-7/04
Block bounded by S. Miami
Ave., S.E. 2nd St.,
N.E. 1st Ave. (3)
St. Paul #1, Minnesota 55,880 surface lot 1,440,075 129,716 11/90-10/00
Bordered by 7th and 8th
Streets and N. Jackson
and Sibley Streets
St. Paul #2, Minnesota 32,930 surface lot 372,559 25,824 11/90-10/00
Located on the I94 frontage
road, north of the Science
Museum of Minnesota (4)
-4-
REALTY PARKING PROPERTIES L.P.
Item 2. Properties (continued)
Approximate (1) Investment (5) 1999
Location Size (Sq. Ft.) Type in Real Estate Rental Income Lease Date
Kansas City, Missouri 35,650 400-car garage 1,807,663 145,339 10/90-9/00
Fronting on Grand Ave.,
8th St. and Walnut St.
Reno, Nevada 30,670 surface lot 400,000 72,661 12/90-11/00
Triangle bordered by E.
First St., Lake St., and
Second St. (2)
Rochester, New York 48,970 surface lot 400,000 79,025 5/90-4/00
Pleasant St. at Andrews
and N. Clinton Streets (2)
Dayton, Ohio 40,000 surface lot 500,000 75,385 Month-to-month
Corner of Monument
and Ludlow St. (2)
Nashville, Tennessee 33,360 surface lot 1,558,046 103,945 10/90-9/00
Commerce St. and
Seventh Ave.
Houston, Texas 81,000 surface lot 1,407,423 97,867 8/90-7/00
Commerce St. at its
intersection with Austin St.
Milwaukee, Wisconsin 36,350 451-car garage 1,954,914 327,643 10/90-9/00
East side of N. 7th St.
and N. 6th St. at West
Wells St. --------------- ---------------
$20,200,296 $ 2,182,448
========= =========
(1) Investment in real estate is recorded net of impairment losses totaling
$6,460,303 and accumulated depreciation totaling $1,032,377 (see Note 4. "Gain
(Loss) on Properties" in Item 8. Financial Statements, herein).
(2) Impairment losses recorded in 1999.
(3)The Partnership owns a three-quarter undivided interest in this property
with the remaining 25% owned by the Advisor.
(4) Property sold in February 2000.
(5) 1999 rental income does not include rental income from the property
sold during 1999.
Item 3. Legal Proceedings
The Partnership is not subject to any material pending legal proceedings.
-5-
REALTY PARKING PROPERTIES L.P.
Item 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to the security holders for a vote during
the last quarter of the fiscal year covered by this report.
PART II
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
An established public trading market for the Units does not exist and the
Partnership does not anticipate that a public market will develop. Transfer of
Units by an investor and purchase of Units by the Partnership may be
accommodated under certain terms and conditions.
The Partnership Agreement imposes certain limitations on the transfer of
Units and may restrict, delay or prohibit a transfer primarily if:
o the transfer of Units would cause a technical termination of the
Partnership within meaning of Section 708(b)(1)(A) of the Internal
Revenue Code;
o such a transfer would be a violation of any federal or state
securities laws that may cause the Partnership to be classified other
than as a partnership for federal income tax purposes; and,
o such transfers would cause the Partnership to be treated as a
"publicly traded partnership" under Sections 7704 and 469(k) of the
Internal Revenue Code.
As of December 31, 1999, there were 3,010 holders of assignee and limited
partnership interests of the registrant, owning an aggregate of 1,909,127 units.
The Partnership made four quarterly cash distributions in 1999, 1998 and
1997 totaling $2,473,212 each year. These distributions were derived from funds
provided by operations and a return of capital of $124,170 in 1997.
Item 6. Selected Financial Data
Revenues and net earnings information furnished below is for the years ended
December 31:
1999 1998 1997 1996 1995
Revenues
Parking lot rental $2,635,111 $2,702,673 $2,508,271 $2,399,810 $2,376,440
Interest income 64,155 47,354 53,389 66,240 86,000
Loss on properties (4,158,255) - - - -
Net earnings (loss) (1,752,340) 2,436,246 2,251,096 2,169,490 2,193,290
Net earnings (loss) per Unit (.97) 1.25 1.16 1.11 1.13
Total assets 30,267,124 34,354,969 34,399,045 34,658,079 34,958,378
Partners' capital 29,784,986 34,010,538 34,047,504 34,269,620 34,573,342
Cash distributions
paid per Unit:
Operations 1.27 1.27 1.21 1.20 1.18
Return of capital - - .06 .07 .09
The above selected financial data should be read in conjunction with the
financial statements and accompanying notes incorporated by reference in this
report.
-6-
REALTY PARKING PROPERTIES L.P.
Item 7. 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
1999 and currently has no plans to use working capital to perform major repairs
or improvements to any of its properties.
At December 31, 1999, the Partnership had a working capital position that
included cash and cash equivalents of $9,803,643, accounts receivable (net of
real estate taxes payable) of $29,685 and accounts payable of $248,638. Cash and
cash equivalents increased $9,013,767 during 1999. This substantial increase is
due to the sale of the Denver property in December. Net of the Denver sale
proceeds totaling $8,439,930, cash and cash equivalents increased $573,837 in
1999. It is anticipated that remaining cash and cash equivalents will be
sufficient to satisfy the Partnership's liquidity requirements.
The Partnership made quarterly cash distributions totaling $2,473,212 in
1999, 1998 and 1997. These distributions were derived from funds provided by
operations and a return of capital of $124,170 in 1997.
On December 9, 1999, the Partnership sold its 75% interest in the Denver
facility for $8,625,000 to the Advisor, which owned 25% of the property and
exercised its Right of First Refusal. The sale represented a substantial profit
above the Partnership's acquisition costs of $6,151,322. Net sale proceeds
totaling $8,439,930, or $4.42 per unit, were distributed to investors on January
18, 2000. In accordance with the Partnership Agreement, 100% of the net sale
proceeds were distributed to assignee and limited partners.
On February 15, 2000, the Partnership made a cash distribution of
$618,303, of which 98% was allocated to assignee and limited partners. The
distribution was comprised of funds provided by operations through December 31,
1999.
Results of Operations
Parking lot rental income includes base rents and percentage rents earned
pursuant to the lease agreements in effect during the year. The Partnership
typically leases its facilities to the Advisor under terms that include a
minimum rent calculated as a percentage of certain acquisition costs. In
addition, the lessee is obligated to pay percentage rent, calculated as a
percentage of gross parking revenues.
Rental income for 1999, 1998 and 1997 totaled $2,635,111, $2,702,673 and
$2,508,271, respectively. The decline in rental income during 1999 was the
result of the lower base and percentage rent earned, primarily due to the sale
of the Denver facility. During 1999, the Denver, Birmingham, Milwaukee and St.
Paul-Jackson facilities generated $326,976 in percentage rents, a 10% decline
from 1998, due primarily to lower gross parking revenues earned at both the
Denver and St. Paul- Jackson facilities. The Partnership earned percentage rents
from six properties in 1998, totaling $362,260 (Birmingham, Denver, Kansas City,
Milwaukee, St. Paul-Jackson and St. Paul-Tank). During 1997, the Partnership
earned percentage rents from three properties, totaling $167,858 (Birmingham,
Milwaukee and Kansas City).
Expenses in 1999, net of depreciation, totaled $169,499, reflecting a
decrease of $19,534 from 1998. This decrease was primarily the result of
consulting services rendered in 1998 that were not repeated in 1999. Expenses in
1998, net of depreciation, totaled $189,033, reflecting an increase of $3,217
over 1997 primarily due to consulting services rendered at various facilities.
In the fourth quarter of 1999, the Partnership's Advisor gave notice that
it would not renew four leases that expire at various dates in 2000, including:
Dayton, Rochester, Los Angeles and Reno. As a result, the Partnership made an
evaluation as to the recoverability of the carrying amounts of the properties
from future cash flows expected to result from the use and eventual disposition
of the properties over their expected holding periods. Based upon this
evaluation, the Partnership determined that the carrying amounts of those
properties are not recoverable, and they were adjusted to their estimated fair
values at December 31, 1999, resulting in an impairment loss totaling
$6,460,303.
-7-
REALTY PARKING PROPERTIES L.P.
Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations (continued)
Results of Operations (continued)
On December 9, 1999, the Partnership sold its 75% interest in the Denver,
Colorado property for $8,625,000. The Partnership's investment in the property
was $6,137,882, net of accumulated depreciation of $13,440. The capital gain
from the sale totaled $2,302,048, net of expenses of $185,070.
Outlook
The Partnership entered its tenth year in 1999 and leases expired at the
following facilities: Little Rock, Miami, Denver and Dayton. The leases on the
remaining properties will expire in 2000. To date, the Advisor has exercised
lease extensions under the same terms as those currently in existence for the
Little Rock, Miami and Birmingham properties. The Advisor notified the
Partnership that it would not extend the leases on the Dayton, Rochester, Los
Angeles and Reno facilities. Management is currently reviewing several strategic
alternatives for these facilities. Management has signed a management agreement
with a national parking operator to operate the Dayton facility for a fee. Under
this arrangement, the annual return generated by the Dayton facility will
decline by an estimated $50,000 from the return generated under the previous
lease arrangement with the Advisor. The leases on the Rochester, Los Angeles and
Reno facilities will expire in 2000. Management is currently analyzing various
operating alternatives for these facilities. It is likely that these facilities
will be operated under terms similar to those associated with the Dayton
property. The future annual rental revenue received by the Partnership from
these three properties is estimated to decrease by approximately $435,000 in the
first year following expiration of the leases. While it is expected that the
Dayton, Rochester, Los Angeles and Reno facilities will be operated in the
future on terms less favorable than those lease arrangements currently in
effect, it is not expected that the operations will negatively impact the
Partnership's operating liquidity needs. The Partnership may, however, need to
adjust its distribution rate to investors in the future to reflect the actual
terms of the lease renewals.
In January 2000, the prospective buyer of the Milwaukee facility notified
the Partnership that it would not purchase the facility because of certain
structural deficiencies. The deficiencies have impacted parking revenues and
will continue to do so until repairs are made to the facility. In 2000, reduced
parking operations will likely reduce or eliminate the $161,073 in percentage
rents that the facility generated in 1999. Management is currently in
discussions with the Advisor regarding the required repairs. The total cost of
the repairs is unknown at this time; however, Management is confident that the
Advisor, or other third parties, are legally responsible for the repairs.
On February 10, 2000, the Partnership sold its St. Paul-Tank facility for
$1,335,586 to the St. Paul Public Housing Authority, which will construct its
new headquarters on the land. The sale represented a substantial profit above
the Partnership's acquisition costs of $373,747. Net sale proceeds totaling
$1,141,688, or $.60 per unit, were distributed to investors on March 22, 2000.
In accordance with the Partnership Agreement, 100% of the net sale proceeds were
distributed to assignee and limited partners.
Item 7a. Quantitative and Qualitative Disclosures About Market Risk
None.
-8-
REALTY PARKING PROPERTIES L.P.
Item 8. Financial Statements and Supplementary Data
Index to Financial Statements:
Page(s)
Herein Annual Report
Independent Auditors' Report 12 4
Balance Sheets 5
Statements of Operations 6
Statements of Partners' Capital 7
Statements of Cash Flows 8
Notes to Financial Statements 9-15
Financial Statement Schedule
Schedule III - Real Estate and
Accumulated Depreciation 13-14
All other schedules are omitted because they are not applicable, not
required, or because the required information is included in the financial
statements or notes thereto.
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
None.
-9-
REALTY PARKING PROPERTIES L.P.
PART III
Item 10. Directors and Executive Officers of the Registrant
The General Partner of the Partnership is Realty Parking Company, Inc. The
Partnership's principal executive office is located at 225 East Redwood Street,
Baltimore, Maryland 21202, telephone (410) 727-4083. The General Partner had
primary responsibility for the selection and negotiation of terms concerning the
acquisition of the properties' sites, selecting a manager for the interim
investments, and the structure of the offering and the Partnership. The General
Partner is responsible for overseeing the performance of those who contract with
the Partnership, as well as making decisions with respect to the financing, sale
and liquidation of the Partnership's assets. It also provides all reports to,
and communications with, investors and others, all distributions and allocations
to investors, the administration of the Partnership's business and all filings
with the Securities and Exchange Commission and other federal or state
regulatory authorities. The Partnership Agreement provides for the removal of
the General Partner and the election of successor or additional general partner
by investors holding a majority in interest of the Units.
The directors and principal officers of the General Partner are as
follows:
John M. Prugh, age 51, has been a Director and President of the General
Partner since 1988, and of Alex. Brown Realty, Inc. and Armata Financial Corp.
since 1984. Mr. Prugh graduated from Gettysburg College in 1970, and was
designated a Certified Property Manager by the Institute of Real Estate
Management in 1979. He has worked in property management for H. G. Smithy Co.,
in Washington, D.C., and Dreyfus Bros., Inc. in Bethesda, Maryland. Since 1977,
Mr. Prugh has been involved in managing, administering, developing and selling
real estate investment projects sponsored by Alex. Brown Realty, Inc. and its
subsidiaries.
Peter E. Bancroft, age 47, has been a Director and Vice President of the
General Partner since 1988 and a Senior Vice President of Alex. Brown Realty,
Inc. and Armata Financial Corp. since 1983. Mr. Bancroft graduated from Amherst
College in 1974, attended the University of Edinburgh, and received a J.D.
degree from the University of Virginia School of Law in 1979. Prior to joining
Alex. Brown Realty, Inc. in 1983, Mr. Bancroft held legal positions with
Venable, Baetjer and Howard and T. Rowe Price Associates, Inc.
Terry F. Hall, age 53, has been the Secretary of the General Partner and a
Vice President and Secretary of, and Legal Counsel for, Alex. Brown Realty, Inc.
since 1989. Mr. Hall graduated from the University of Nebraska-Lincoln in 1968,
and received a J.D. degree from the University of Pennsylvania Law School in
1973. Prior to joining Alex. Brown Realty, Inc. in 1986, Mr. Hall was a Partner
at the law firm of Venable, Baetjer and Howard from 1981 to 1986 and an
associate at the same firm from 1973 to 1981.
Timothy M. Gisriel, age 43, has been the Treasurer of the General Partner
and of Alex. Brown Realty, Inc. and Armata Financial Corp. since 1990. He was
the Controller of Alex. Brown Realty, Inc. and Armata Financial Corp. from 1984
through 1989. Mr. Gisriel graduated from Loyola College in 1978 and received his
Masters of Business Administration degree from the Robert G. Merrick School of
Business, University of Baltimore, in 1993. Prior to joining Alex. Brown Realty,
Inc. in 1984, Mr. Gisriel was an audit supervisor in the Baltimore office of
Coopers & Lybrand. He is a Maryland Certified Public Accountant.
There is no family relationship among the officers and directors of the
General Partner.
-10-
REALTY PARKING PROPERTIES L.P.
Item 11. Executive Compensation
The officers and directors of the General Partner received no compensation
from the Partnership.
The General Partner is entitled to receive a share of cash distributions
and a share of profits and losses as described in the Agreement of Limited
Partnership (see Note 8. "Partners' Capital" in Item 8. Financial Statements,
herein).
For a discussion of compensation and fees to which the General Partner is
entitled, see Item 13, Certain Relationships and Related Transactions, herein.
Item 12. Security Ownership of Certain Beneficial Owners and Management
No person is known to the Partnership to own beneficially more than 5% of
the outstanding assignee units of limited partnership interest of the
Partnership.
The Assignor Limited Partner, Parking Properties Holding Co., Inc., an
affiliate of the General Partner, holds 40 Units representing a beneficial
interest in limited partnership interests in the Partnership. The Units held by
the Assignor Limited Partner have all rights attributable to such Units under
the Limited Partnership Agreement except that these Units of assignee limited
partnership interests are nonvoting.
The General Partner has a 2% interest in the Partnership as the General
Partner, but holds no Units.
For the three years ending December 31, 1999, the Advisor held 43,011
assignee limited partnership interests (an approximate 2% investment in the
Partnership).
There are no arrangements known to the Partnership, the operation of which
may, at a subsequent date, result in a change of control of the registrant.
Item 13. Certain Relationships and Related Transactions
The General Partner and its affiliates have and are permitted to engage in
transactions with the Partnership. For a summarization of fees paid during 1999,
1998 and 1997, and to be paid to the General Partner and its affiliates at
December 31, 1999, see Note 6, "Related Party Transactions," in Item 8,
Financial Statements, herein.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) 1. Financial Statements: See Index to Financial Statements in
Item 8 on page 9, herein.
2. Financial Statement Schedule: See Index to Financial Statements
and Financial Statement Schedule in Item 8 on page 9.
3. Exhibits:
(3, 4) Limited Partnership Agreement on pages 1 through 38 of
Exhibit A to the Partnership's Registration Statement on
Form S-11 (File No. 33-24961) incorporated herein by
reference.
(13) Annual Report for 1999
(b) Reports on Form 8-K:
Form 8-K dated December 9, 1999 described the Partnership's sale of a
413-car parking garage, located on a 100,600 square-foot parcel of
land in Denver Colorado.
-11-
INDEPENDENT AUDITORS' REPORT
The Partners
Realty Parking Properties L.P.:
Under date of January 21, 2000, we reported on the balance sheets of Realty
Parking Properties L.P. as of December 31, 1999 and 1998, and the related
statements of operations, partners' capital and cash flows for each of the years
in the three-year period ended December 31, 1999 as contained in the 1999 Annual
Report. These financial statements and our report thereon are incorporated by
reference in the Annual Report on Form 10-K for 1999. In connection with our
audits of the aforementioned financial statements, we also audited the related
financial statement schedule as listed in the accompanying index. This financial
statement schedule is the responsibility of the Partnership's management. Our
responsibility is to express an opinion on the financial statement schedule
based on our audits.
In our opinion, such financial statement schedule, when considered in relation
to the basic financial statements taken as a whole, presents fairly, in all
material respects, the information set forth therein.
/s/ KPMG LLP
Baltimore, Maryland
January 21, 2000
-12-
REALTY PARKING PROPERTIES L.P.
SCHEDULE III. REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
page 1 of 2
COLUMN A COLUMN C COLUMN D COLUMN E
COST CAPITALIZED GROSS AMOUNT
SUBSEQUENT AT WHICH CARRIED
INITIAL COST TO THE TO ACQUISITION AT CLOSE OF PERIOD
PARTNERSHIP LAND BUILDING LAND & BUILDING &
DESCRIPTION LAND BUILDING IMPROVEMENTS IMPROVEMENTS IMPROVEMENTS IMPROVEMENTS TOTAL
LITTLE ROCK, ARKANSAS
approximately 35,000 square-foot
surface parking lot $1,001,806 554 1,002,360 0 1,002,360
MIAMI, FLORIDA
approximately 90,000 square-foot
surface parking lot 4,897,744 2,714 4,900,458 0 4,900,458
DAYTON, OHIO
approximately 40,000 square-foot
surface parking lot 492,800 15,658 508,458 0 508,458
BIRMINGHAM, ALABAMA
276-car garage on appoximately
28,000 square-foot lot 307,221 672,075 570 209,737 307,791 881,812 1,189,603
ROCHESTER, NEW YORK
approximately 48,970 square-foot
surface parking lot 399,372 628 400,000 0 400,000
LOS ANGELES, CALIFORNIA
approximately 41,800 square-foot
surface parking lot 3,450,267 79,973 3,530,240 0 3,530,240
HOUSTON, TEXAS
approximately 81,000 square-foot
surface parking lot 1,406,643 780 1,407,423 0 1,407,423
NASHVILLE, TENNESSEE
approximately 33,360 square-foot
surface parking lot 1,557,184 862 1,558,046 0 1,558,046
KANSAS CITY, MISSOURI
400-car garage on approximately
35,650 square-foot lot 1,150,000 625,447 35,639 274,294 1,185,639 899,741 2,085,380
MILWAUKEE, WISCONSIN
451-car garage on approximately
36,350 square-foot lot 737,585 929,946 1,329 734,278 738,914 1,664,224 2,403,138
ST. PAUL #1, MINNESOTA
approximately 55,880 square-foot
surface parking lot 1,417,583 45,591 1,463,174 0 1,463,174
ST. PAUL #2, MINNESOTA
approximately 32,930 square-foot
surface parking lot 371,391 2,357 373,748 0 373,748
RENO, NEVADA
approximately 30,670 square-foot
surface parking lot 391,294 19,351 410,645 0 410,645
$17,580,890 2,227,468 206,006 1,218,309 17,786,896 3,445,777 21,232,673
13
REALTY PARKING PROPERTIES L.P.
SCHEDULE III. REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
page 2 of 2
COLUMN A COLUMN F COLUMN H COLUMN I
LIFE ON
WHICH
ACCUMULATED DEPRECIATION
DEPRECIATION DATE IN LATEST I/S
DESCRIPTION ("A/D") ACQUIRED IS COMPUTED
LITTLE ROCK, ARKANSAS
approximately 35,000 square-foot
surface parking lot N/A 1989 N/A
MIAMI, FLORIDA
approximately 90,000 square-foot
surface parking lot N/A 1989 N/A
DAYTON, OHIO
approximately 40,000 square-foot
surface parking lot 8,458 1989 SEE NOTE 5
BIRMINGHAM, ALABAMA
276-car garage on appoximately
28,000 square-foot lot 232,805 1990 SEE NOTE 5
ROCHESTER, NEW YORK
approximately 48,970 square-foot
surface parking lot N/A 1990 N/A
LOS ANGELES, CALIFORNIA
approximately 41,800 square-foot
surface parking lot 30,240 1990 SEE NOTE 5
HOUSTON, TEXAS
approximately 81,000 square-foot
surface parking lot N/A 1990 N/A
NASHVILLE, TENNESSEE
approximately 33,360 square-foot
surface parking lot N/A 1990 N/A
KANSAS CITY, MISSOURI
400-car garage on approximately
35,650 square-foot lot 277,717 1990 SEE NOTE 5
MILWAUKEE, WISCONSIN
451-car garage on approximately
36,350 square-foot lot 448,223 1990 SEE NOTE 5
ST. PAUL #1, MINNESOTA
approximately 55,880 square-foot
surface parking lot 23,099 1990 SEE NOTE 5
ST. PAUL #2, MINNESOTA
approximately 32,930 square-foot
surface parking lot 1,189 1990 SEE NOTE 5
RENO, NEVADA
approximately 30,670 square-foot
surface parking lot 10,646 1990 SEE NOTE 5
1,032,377
(1) 1999 1998 1997
REAL ESTATE A/D REAL ESTATE A/D REAL ESTATE A/D
BALANCE AT BEGINNING OF PERIOD $33,844,298 921,965 33,844,298 797,217 33,844,298 672,469
ADDITIONS - 123,852 - 124,748 - 124,748
REAL ESTATE SOLD (6,151,322) (13,440) - - - -
IMPAIRMENT LOSSES (6,460,303) - - - - -
BALANCE AT CLOSE OF PERIOD $21,232,673 1,032,377 33,844,298 921,965 33,844,298 797,217
(2) AGGREGATE COST FOR FEDERAL INCOME TAX PURPOSES IS $27,692,976 AT DECEMBER 31, 1999
(3) SEE NOTES 3 AND 4 OF THE NOTES TO FINANCIAL STATEMENTS FOR INFORMATION REGARDING THE PARTNERSHIP'S
INVESTMENT IN REAL ESTATE AND THE IMPAIRMENT LOSSES RECORDED IN 1999. IMPAIRMENT LOSSES HAVE BEEN
APPLIED TO REDUCE THE INITIAL COST OF LAND, WHERE APPLICABLE.
(4) THERE ARE NO ENCUMBRANCES ON THE REAL ESTATE SET FORTH ABOVE.
(5) LAND IMPROVEMENTS ARE DEPRECIATED OVER 15 YEARS STRAIGHT LINE
BUILDING AND IMPROVEMENTS IN SERVICE PRIOR TO JANUARY 1, 1994 ARE
DEPRECIATED OVER 31.5 YEARS STRAIGHT LINE BUILDING AND IMPROVEMENTS IN
SERVICE AFTER JANUARY 1, 1994 ARE DEPRECIATED OVER 39 YEARS STRAIGHT LINE
14
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: 3/29/00 BY: /s/ John M. Prugh
John M. Prugh
President and Director
Realty Parking Company, Inc.
General Partner
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
this report has been signed by the following in the capacities and on the dates
indicated.
DATE: 3/29/00 BY: /s/ John M. Prugh
John M. Prugh
President and Director
Realty Parking Company, Inc.
General Partner
DATE: 3/29/00 BY: /s/ Peter E. Bancroft
Peter E. Bancroft
Vice President and Director
Realty Parking Company, Inc.
General Partner
DATE: 3/29/00 BY: /s/ Terry F. Hall
Terry F. Hall
Secretary
Realty Parking Company, Inc.
General Partner
DATE: 3/29/00 BY: /s/ Timothy M. Gisriel
Timothy M. Gisriel
Treasurer
Realty Parking Company, Inc.
General Partner
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