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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 Quarterly Period Ended June 30, 2003
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 0-16208
WESTFORD TECHNOLOGY VENTURES, L.P.
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(Exact name of registrant as specified in its charter)
Delaware 13-3423417
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
17 Academy Street, 5th Floor
Newark, New Jersey 07102-2905
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (973) 624-2131
Not applicable
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Former name, former address and former fiscal year, if changed since last report
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
--- ---
WESTFORD TECHNOLOGY VENTURES, L.P.
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets as of June 30, 2003 (Unaudited) and December 31,
2002
Schedule of Portfolio Investments as of June 30, 2003 (Unaudited)
Statements of Operations for the Three and Six Months Ended June
30, 2003 and 2002 (Unaudited)
Statements of Cash Flows for the Six Months Ended June 30, 2003
and 2002 (Unaudited)
Statement of Changes in Partners' Capital for the Six Months
Ended June 30, 2003 (Unaudited)
Notes to Financial Statements (Unaudited)
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Item 3. Quantitative and Qualitative Disclosure about Market Risk
Item. 4. Controls and Procedures
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
Item 2. Changes in Securities.
Item 3. Defaults upon Senior Securities.
Item 4. Submission of Matters to a Vote of Security Holders.
Item 5. Other Information.
Item 6. Exhibits and Reports on Form 8-K.
Signatures
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
WESTFORD TECHNOLOGY VENTURES, L.P.
BALANCE SHEETS
June 30, 2003 (Unaudited) and December 31, 2002
June 30, 2003 December 31,
(Unaudited) 2002
ASSETS
Portfolio investments at fair value (cost of $7,798,952 as of
June 30, 2003 and December 31, 2002 $ 1,024,565 $ 1,061,035
Cash and cash equivalents 3,818 47,031
Accrued interest receivable 30,563 92,100
--------------- ----------------
TOTAL ASSETS $ 1,058,946 $ 1,200,166
=============== ================
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Accounts payable and accrued expenses $ 41,358 $ 34,587
Due to Management Company 76,304 76,304
Due to Independent General Partners 3,750 3,750
--------------- ----------------
Total liabilities 121,412 114,641
--------------- ----------------
Partners' Capital:
Managing General Partner 227,281 240,564
Individual General Partners 2,624 2,659
Limited Partners (11,217 Units) 7,482,016 7,580,219
Unallocated net unrealized depreciation of investments (6,774,387) (6,737,917)
--------------- ----------------
Total partners' capital 937,534 1,085,525
--------------- ----------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 1,058,946 $ 1,200,166
=============== ================
See notes to financial statements.
WESTFORD TECHNOLOGY VENTURES, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS (Unaudited)
June 30, 2003
Initial
Investment
Investment Description Date Cost Fair Value
- -------------------------------------------------------------------------------------------------------------------------------
Inn-Room Systems, Inc.*
Automated in-room vending units for the lodging industry
15,485 shares of Common Stock Oct. 1989 $ 1,320,349 $ 0
Convertible Demand Note at prime plus 1% 102,940 15,000
-------------- ----------------
1,423,289 15,000
- --------------------------------------------------------------------------------------------------------------------------------
Spectrix Corporation*
Infrared data transfer technology for networks
60,547 shares of Series A Preferred Stock June 1989 784,319 0
2,216,626 shares of Series B Preferred Stock 4,261,901 35,000
699,256 shares of Common Stock 354,878 0
Warrants to purchase 50,000 shares of Common Stock at
$4.00 per share, expiring 04/30/03 0 0
8% Demand Notes 65,000 65,000
-------------- ----------------
5,466,098 100,000
- --------------------------------------------------------------------------------------------------------------------------------
Thunderbird Technologies, Inc.
Designer of high performance, low power integrated
circuit products
788,796 shares of Series A Preferred Stock Oct. 1992 788,796 788,796
Convertible Demand Notes at prime 120,769 120,769
-------------- ----------------
909,565 909,565
- --------------------------------------------------------------------------------------------------------------------------------
TOTAL PORTFOLIO INVESTMENTS $ 7,798,952 $ 1,024,565
============== ================
* May be deemed an affiliated person of the Partnership as defined by the
Investment Company Act of 1940.
See notes to financial statements.
WESTFORD TECHNOLOGY VENTURES, L.P.
STATEMENTS OF OPERATIONS (Unaudited)
For the Three and Six Months Ended June 30, 2003 and 2002
Three Months Ended Six Months Ended
June 30, June 30,
2003 2002 2003 2002
-------------- ------------ -------------- ------------
INVESTMENT INCOME AND EXPENSES
Income:
Interest from short-term investments $ 15 $ 819 $ 93 $ 2,017
Interest income from portfolio investments 1,283 2,915 2,566 5,956
Reversal of interest income from portfolio investments - - (64,070) -
----------- ------------- ------------- --------------
Totals 1,298 3,734 (61,411) 7,973
----------- ------------- ------------- --------------
Expenses:
Management fee - 37,500 - 75,000
Professional fees 17,689 16,563 36,914 31,794
Mailing and printing 4,919 4,000 9,528 9,200
Independent General Partners' fees - 3,750 - 7,500
Other expenses 1,500 1,550 3,668 3,090
----------- ------------- ------------- --------------
Totals 24,108 63,363 50,110 126,584
----------- ------------- ------------- --------------
NET INVESTMENT LOSS (22,810) (59,629) (111,521) (118,611)
Change in unrealized depreciation of investments - - (36,470) -
----------- ------------- ------------- --------------
NET DECREASE IN NET ASSETS
RESULTING FROM OPERATIONS $ (22,810) $ (59,629) $ (147,991) $ (118,611)
=========== ============= ============= ==============
See notes to financial statements.
WESTFORD TECHNOLOGY VENTURES, L.P.
STATEMENTS OF CASH FLOWS (Unaudited)
For the Six Months Ended June 30,
2003 2002
--------------- --------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net decrease in net assets from operations $ (147,991) $ (118,611)
Adjustments to reconcile net investment loss to cash used for operating
activities:
Change in unrealized depreciation of investments 36,470 -
Decrease (increase) in accrued interest and receivables 61,537 (5,698)
Increase (decrease) in payables, net 6,771 (73,990)
-------------- --------------
Cash used for operating activities (43,213) (198,299)
-------------- --------------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of portfolio investments - (40,000)
-------------- --------------
Decrease in cash and cash equivalents (43,213) (238,299)
Cash and cash equivalents at beginning of period 47,031 489,710
-------------- --------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 3,818 $ 251,411
============== ==============
See notes to financial statements.
WESTFORD TECHNOLOGY VENTURES, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (Unaudited)
For the Six Months Ended June 30, 2003
Unallocated
Managing Individual Net Unrealized
General General Limited Depreciation
Partner Partners Partners of Investments Total
Balance as of December 31, 2002 $ 240,564 $ 2,659 $ 7,580,219 (A) $ (6,737,917) $ 1,085,525
Net investment loss (13,283) (35) (98,203) - (111,521)
Change in unrealized depreciation
of investments - - - (36,470) (36,470)
------------ --------- --------------- --------------- ---------------
Balance as of June 30, 2003 $ 227,281 $ 2,624 $ 7,482,016(A) $ (6,774,387) $ 937,534
============ ========== =============== =============== ================
(A) The net asset value per unit of limited partnership interest, including an
assumed allocation of net unrealized depreciation of investments, was $83
as of June 30, 2003 and $96 as of December 31, 2002.
See notes to financial statements.
WESTFORD TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS (Unaudited)
1. Organization and Purpose
Westford Technology Ventures, L.P. (the "Partnership") is a Delaware
limited partnership formed on September 3, 1987. WTVI Co., L.P., the managing
general partner of the Partnership (the "Managing General Partner") and two
individuals (the "Individual General Partners") are the general partners of the
Partnership. Hamilton Capital Management Inc. (the "Management Company") is the
general partner of the Managing General Partner and the management company of
the Partnership. The Partnership began its principal operations on December 1,
1988.
The Partnership's objective is to achieve long-term capital appreciation by
making venture capital investments in new and developing companies and other
special investment situations. The Partnership will not engage in any other
business or activity.
The Partnership dissolved on December 31, 2002, as a result of the completion of
the final extension of its term allowable by the Partnership Agreement. However,
pursuant to the Partnership Agreement and Delaware Law, the Managing General
Partner will continue to manage the Partnership though its date of liquidation
(the "Liquidation Period"), which will occur when it has satisfied all
liabilities and obligations to creditors and has sold, distributed or otherwise
disposed of its investments in portfolio companies.
2. Significant Accounting Policies
Valuation of Investments - Short-term investments are carried at amortized cost,
which approximates market.
Portfolio investments are carried at fair value, as determined quarterly by the
Managing General Partner under the supervision of the Individual General
Partners. Publicly held portfolio securities are valued at the closing public
market price on the valuation date discounted by a factor ranging from 0% to 50%
for sales restrictions. Factors considered in the determination of an
appropriate discount include, underwriter lock-up or Rule 144 trading
restrictions, insider status where the Partnership either has a representative
serving on the Board of Directors or is greater than a 10% shareholder, and
other liquidity factors such as the size of the Partnership's position in a
given company compared to the trading history of the public security. Privately
held portfolio securities are valued at cost until significant developments
affecting the portfolio company provide a basis for change in valuation. The
fair value of private securities is adjusted to reflect 1) meaningful
third-party transactions in the private market or 2) significant progress or
slippage in the development of the company's business such that cost is no
longer reflective of fair value. As a venture capital investment fund, the
Partnership's portfolio investments involve a high degree of business and
financial risk that can result in substantial losses. The Managing General
Partner considers such risks in determining the fair value of the Partnership's
portfolio investments. All investments are shown at fair value, which have been
estimated by the Managing General Partner in the absence of readily
ascertainable market values and are no different than their estimated
liquidation basis.
Use of Estimates - The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
("GAAP") requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amounts
of revenues and expenses during the reporting period. Actual results could
differ from those estimates.
WESTFORD TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS (Unaudited), continued
Investment Transactions - Investment transactions are recorded on the accrual
method. Portfolio investments are recorded on the trade date, the date the
Partnership obtains an enforceable right to demand the securities or payment
therefore. Realized gains and losses on investments sold are computed on a
specific identification basis.
Income Taxes - No provision for income taxes has been made since all income and
losses are allocable to the Partners for inclusion in their respective income
tax returns. The Partnership's net assets for financial reporting purposes
differ from its net assets for tax purposes. Net unrealized depreciation of
approximately $6.8 million as of June 30, 2003, was recorded for financial
statement purposes but has not been recognized for tax purposes. Additionally,
from inception to June 30, 2003, other timing differences relating to the sale
of Units totaling $1.2 million were charged to partners' capital on the
financial statements but have not been deducted or charged against partners'
capital for tax purposes.
Cash Equivalents - The Partnership considers all highly liquid debt instruments
(primarily money market funds) to be cash equivalents.
3. Allocation of Partnership Profits and Losses
The Partnership Agreement provides that the Managing General Partner will be
allocated, on a cumulative basis over the life of the Partnership, 20% of the
Partnership's aggregate investment income and net realized gains from venture
capital investments, provided that such amount is positive. All other gains and
losses of the Partnership are allocated among all the Partners, including the
Managing General Partner, in proportion to their respective capital
contributions to the Partnership.
4. Related Party Transactions
The Management Company is responsible for the management and administrative
services necessary for the operation of the Partnership. For these services, the
Management Company received a management fee through December 31, 1999 at an
annual rate of 2.5% of the gross capital contributions to the Partnership (net
of selling commissions and organizational expenses paid by the Partnership),
reduced by capital distributed and realized losses, with a minimum fee of
$200,000 per annum. The Management Company voluntarily agreed to reduce the
minimum management fee payable by the Partnership to $150,000 per annum,
effective January 1, 2000, and received such fee through the Partnership's
dissolution effective December 31, 2002. As a result of the Partnership's
dissolution, the Management Company will receive no additional management fees
other than amounts accrued and unpaid as of June 30, 2003 totaling $76,304.
From inception of the Partnership to December 31, 1998, each of the Independent
General Partners received an annual fee of $10,000 and $1,000 for each meeting
of the Independent General Partners attended, plus out-of-pocket expenses.
Effective January 1, 1999, the annual fee paid to each Independent General
Partner was reduced to $5,000 and, effective January 1, 2000, the Independent
General Partners voluntarily waived all future meeting fees. As a result of the
death of two of the Independent General Partners in 2002, the Partnership has
only one Independent General Partner. As a result of the Partnership's
dissolution, the remaining Independent General Partner will receive no
additional fees other than amounts accrued and unpaid as of June 30, 2003
totaling $3,750.
WESTFORD TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS (Unaudited), continued
5. Classification of Portfolio Investments
As of June 30, 2003, the Partnership's portfolio investments were categorized as
follows:
Percentage of
Investment Type Cost Fair Value Net Assets*
- --------------- --------------- --------------- -------------
Preferred Stock $ 5,835,016 $ 823,796 87.87%
Common Stock 1,675,227 0 0.00%
Debt Securities 288,709 200,769 21.41%
---------------- -------------- --------
Total $ 7,798,952 $ 1,024,565 109.28%
================ ============== ========
Country/Geographic Region
Midwestern U.S. $ 6,889,387 $ 115,000 12.27%
Eastern U.S. 909,565 909,565 97.01%
---------------- -------------- --------
Total $ 7,798,952 $ 1,024,565 109.28%
================ ============== ========
Industry
Wireless Communications $ 5,466,098 $ 100,000 10.67%
Vending Equipment 1,423,289 15,000 1.60%
Semiconductors 909,565 909,565 97.01%
---------------- -------------- --------
Total $ 7,798,952 $ 1,024,565 109.28%
================ ============== ========
* Represents fair value as a percentage of net assets.
6. Interim Financial Statements
The interim financial data as of June 30, 2003 and for the six months ended June
30, 2003 is unaudited and prepared in accordance with GAAP for interim financial
information and in accordance with the requirements of Form 10-Q. In the opinion
of Partnership, the interim data includes all adjustments consisting only of
normal recurring adjustments, necessary for a fair statement of the results for
the interim periods. Reference should be made to the annual financial
statements, including footnotes thereto, included in our annual report on Form
10K for the year ended December 31, 2002.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
-----------------------------------------------------------------
Liquidity and Capital Resources
The Partnership dissolved on December 31, 2002, as a result of the completion of
the final extension of its term allowable by the Partnership Agreement. However,
pursuant to the Partnership Agreement and Delaware Law, the Managing General
Partner will continue to manage the Partnership though its date of liquidation
(the "Liquidation Period"), which will occur when it has satisfied all
liabilities and obligations to creditors and has sold, distributed or otherwise
disposed of its investments in portfolio companies. The Partnership is pursuing
the liquidation of its remaining portfolio investments as soon as practicable.
As of June 30, 2003, the Partnership held $3,818 in an interest-bearing cash
account. The Partnership earned $15 and $93 of interest from such cash account
for the three and six months ended June 30, 2003. Interest earned from the
Partnership's cash balances and short-term investments, if any, in future
periods is subject to fluctuations in short-term interest rates and changes in
amounts available for investment in such securities.
As of June 30, 2003, the Partnership's current liabilities of $121,412,
including $76,304 due to the Management Company and $3,750 due to the
Independent General Partner, exceeded the current cash balance of $3,818. Funds
needed to cover the Partnership's current liabilities, and future operating
expenses are expected to be obtained from existing cash reserves and proceeds
from the sale of the Partnership's remaining portfolio investments. As of June
30, 2003, the Partnership had three remaining portfolio investments with an
estimated fair value of $1,024,565, as well as an accrued interest receivable of
$30,560 relating to demand notes due from Thunderbird Technologies, Inc.
Critical Accounting Policies and Estimates
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.
The most significant accounting estimate affecting the Partnership's net asset
value and results of operations is the determination of the estimated fair value
of each of the Partnership's portfolio investments as of the end of each
accounting period. The Partnership has adopted a valuation policy that has been
approved by the Independent General Partners and has been consistently applied
by the Managing General Partner since the inception of the Partnership. In
particular, the valuation of the Partnership's privately-held securities
requires estimates that could result in material differences to the fair value
of such securities and the net asset value of the Partnership, if a market for
such privately-held securities existed. The Partnership's valuation policy is
more fully described in Note 2 of Notes to Financial Statements, included in
Part I, Item 1 of this report. As of June 30, 2003, the financial statements
include investments valued at $1,024,565, respectively, representing 109.28% of
partners' capital. Such values have been estimated by the Managing General
Partner, as described above, and do not necessarily represent the amounts that
might ultimately be realized, since such amounts depend on future circumstances
and cannot be determined until the individual investments are actually
liquidated.
Results of Operations
Investment Income and Expenses - Net investment loss for the three months ended
June 30, 2003 and 2002 was $22,810 and $59,629, respectively. The favorable
change in net investment loss for the 2003 period as compared to the same period
in 2002 resulted from a $39,255 reduction in operating expenses partially offset
by a $2,436 decrease in investment income. The decrease in operating expenses
for the 2003 period compared to the same period in 2002 primarily resulted from
the elimination of the management fee and fees paid to the Independent General
Partner, as discussed below. The decrease in investment income included 1) a
decrease in short-term interest income due to a reduction of the idle cash
balances held by the Partnership as well as a reduction in interest rates during
the three months ended June 30, 2003 compared to the same period in 2002 and 2)
a decrease in interest income from portfolio investments due to the
discontinuance of accrued interest on the demand note due from Inn-Room Systems,
Inc., as discussed below.
Net investment loss for the six months ended June 30, 2003 and 2002 was $111,521
and $118,611, respectively. The favorable change in net investment loss for the
2003 period as compared to the same period in 2002 is comprised of a $76,474
decrease in operating expenses offset by a $69,384 decrease in investment
income. The decrease in investment income is comprised of a $67,460 decrease in
interest income from portfolio investments and a $1,924 decrease in interest
from short-term investments. The decrease in interest income from portfolio
investments primarily resulted from the write-off, as of March 31, 2003, of
$64,070 of accrued interest receivable relating to the demand note due from
Inn-Room Systems, Inc. and the discontinuance of further interest accruals on
such note. The decrease in interest from short-term investments primarily
resulted from a reduction of idle cash balances held by the Partnership and a
reduction in interest rates during the 2003 period as compared to the same
period in 2002.
The Management Company is responsible for the management and administrative
services necessary for the operation of the Partnership. For these services, the
Management Company received a management fee through December 31, 1999 at an
annual rate of 2.5% of the gross capital contributions to the Partnership (net
of selling commissions and organizational expenses paid by the Partnership),
reduced by capital distributed and realized losses, with a minimum fee of
$200,000 per annum. However, the Management Company voluntarily agreed to reduce
the minimum management fee payable by the Partnership to $150,000 per annum,
effective January 1, 2000, and received such fee through the Partnership's
dissolution effective December 31, 2002. Additionally, as a result of the
Partnership's dissolution, the Management Company will receive no additional
management fees other than amounts accrued and unpaid as of June 30, 2003
totaling $76,304. As a result, the management fee was $0 and $75,000 for the six
months ended June 30, 2003 and 2002, respectively.
From inception of the Partnership to December 31, 1998, each of the Independent
General Partners received an annual fee of $10,000 and $1,000 for each meeting
of the Independent General Partners attended, plus out-of-pocket expenses.
Effective January 1, 1999, the annual fee paid to each Independent General
Partner was reduced to $5,000 and, effective January 1, 2000, the Independent
General Partners voluntarily waived all future meeting fees. As a result of the
death of two of the Independent General Partners in 2002, the Partnership has
only one Independent General Partner. As a result of the Partnership's
dissolution, the remaining Independent General Partner will receive no
additional fees other than amounts accrued and unpaid as of June 30, 2003
totaling $3,750.
To the extent possible, the management fee and other expenses incurred directly
by the Partnership are paid with funds provided from operations. Funds provided
from operations primarily are obtained from interest received from short-term
investments, income earned from portfolio investments and proceeds received from
the sale of portfolio investments.
Unrealized Gains and Losses and Changes in Unrealized Depreciation of Portfolio
Investments - The Partnership had no changes to the unrealized depreciation of
its portfolio investments for the three months ended June 30, 2003. For the six
months ended June 30, 2003, the Partnership had a $36,470 unfavorable change in
net unrealized depreciation of investments, resulting from the downward
revaluation of its investment in Inn-Room Systems, Inc. to $15,000. Such
estimated fair value reflects the estimated sale proceeds from a recent offer to
acquire the Partnership's investment in Inn-Room Systems, Inc. from the
company's majority shareholder. Such transaction had not been consummated as of
the date of this report.
Net Assets - As of June 30, 2003, the Partnership's net assets were $937,534 as
compared to net assets of $1,085,525 as of December 31, 2002. This decrease in
net assets represents the $111,521 net investment loss and the $36,470
unfavorable change in net unrealized depreciation of investments for the six
months ended June 30, 2003.
As of June 30, 2002, the Partnership's net assets were $5,760,917 as compared to
net assets of $5,879,528 as of December 31, 2001. This reduced net asset value
represents the $118,611 net investment loss for the six months ended June 30,
2002.
Gains and losses from investments are allocated to the Partners' capital
accounts when realized in accordance with the Partnership Agreement (see Note 3
of Notes to Financial Statements). However, for purposes of calculating the net
asset value per unit of limited partnership interest ("Unit"), net unrealized
appreciation or depreciation of investments has been included as if it had been
realized and allocated to the Limited Partners in accordance with the
Partnership Agreement. Pursuant to such calculation, the net asset value per
$1,000 Unit as of June 30, 2003 and December 31, 2002 was $83 and $96,
respectively.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
-----------------------------------------------------------
The Partnership is subject to market risk arising from changes in the value of
its portfolio investments, short-term investments and interest-bearing cash
equivalents, which may result from fluctuations in interest rates and equity
prices. The Partnership has calculated its market risk related to its holdings
of these investments based on changes in interest rates and equity prices
utilizing a sensitivity analysis. The sensitivity analysis estimates the
hypothetical change in fair values, cash flows and earnings based on an assumed
10% change (increase or decrease) in interest rates and equity prices. To
perform the sensitivity analysis, the assumed 10% change is applied to market
rates and prices on investments held by the Partnership at the end of the
accounting period.
The Partnership's portfolio investments had an aggregate fair value of
$1,024,565 as of June 30, 2003. An assumed 10% decline from this fair value,
including an assumed 10% decline of the per share market prices of the
Partnership's publicly-traded securities, would result in a reduction to the
fair value of such investments and a corresponding unrealized loss of $102,457.
The Partnership had no short-term investments as of June 30, 2003. Market risk
relating to the Partnership's interest-bearing cash equivalents held as of June
30, 2003 is considered to be immaterial.
Item 4. Controls and Procedures.
The Registrant has established disclosure controls and procedures to ensure that
material information is made known to Jeffrey Hamilton, the Chief Executive
Officer and the Chief Financial Officer of the Registrant, by others involved
with the activities of the Registrant during the preparation of the Registrant's
periodic reports. The Registrant maintains disclosure controls and procedures
designed to ensure that information required to be disclosed in the Registrant's
filings under the Securities Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms. The Registrant's Chief
Executive Officer and Chief Financial Officer have evaluated, with the
participation of the Registrant's management, the effectiveness of the
Registrant's disclosure controls and procedures as of the end of the period
covered by this report. Based on such evaluation, the Registrant's Chief
Executive Officer and Chief Financial Officer concluded that the Registrant's
disclosure controls and procedures are effective.
Additionally, no changes have been made to the controls and procedures of the
Registrant subsequent to the date of the most recent evaluation made by Mr.
Hamilton that could have a significant affect on the Registrant's internal
controls.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Partnership is not a party to any material pending legal proceedings.
Item 2. Changes in Securities.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
---------------------------------------------------
None.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
1. Exhibits:
a) 31.1 Certification of chief executive officer and chief
financial officer pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002
c) 32.1 Certification of chief executive officer pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
d) 32.2 Certification of chief financial officer pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
2. Reports on Form 8-K:
None
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, this report has been signed below by the following persons on
behalf of the Registrant, in the capacities, and on the date indicated.
WESTFORD TECHNOLOGY VENTURES, L.P.
By: WTVI Co., L.P.
its managing general partner
By: Hamilton Capital Management Inc.
its general partner
By: /s/ Jeffrey T. Hamilton
------------------------------------------------
Jeffrey T. Hamilton
President, Secretary and Director
(Principal Executive Officer and
Principal Financial and Accounting Officer)
of Hamilton Capital Management Inc. and
Individual General Partner of Westford Technology Ventures, L.P.
Date: August 12, 2003