FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 2002
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
Commission File Number 0-13331
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
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(Exact Name of Registrant as specified in its Charter)
Delaware 16-1234990
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(State of Formation) (IRS Employer Identification No.)
2350 North Forest Road
Suite 12-A
Getzville, New York 14068
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(Address of Principal Executive Office)
Registrant's Telephone Number: (716) 636-9090
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Units of Limited
Partnership Interest
Indicate by a 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 [ ]
Indicate by a check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in part III of this Form 10-K or any
amendment to this Form 10-K. (X)
DOCUMENTS INCORPORATED BY REFERENCE
See Item 15 for a list of all documents incorporated by reference
PART I
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ITEM 1: BUSINESS
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The Registrant, Realmark Property Investors Limited Partnership-III
(the "Partnership"), is a Delaware Limited Partnership organized in 1983,
pursuant to a Second Amended and Restated Agreement and Certificate of Limited
Partnership (the "Partnership Agreement"), under the Delaware Revised Uniform
Limited Partnership Act. The Partnership's general partners are Realmark
Properties, Inc. (the "Corporate General Partner"), a Delaware corporation, and
Joseph M. Jayson (the "Individual General Partner").
The Registrant commenced the public offering of its limited partnership
units, registered with the Securities and Exchange Commission under the
Securities Act of 1933 as amended on February 1, 1984, and concluded the
offering on January 31, 1985, having raised a total of $15,551,000 before
deducting sales commissions and expenses of the offering.
The Partnership's primary business and its only industry segment is to
own and operate income-producing real property for the benefit of its partners.
At December 31, 2002, the Partnership, either directly or through a limited
liability, wholly-owned subsidiary company, owned two office buildings
(Perrymont and Inducon Amherst) with a total of 124,960 square feet of rentable
space. Both of these properties are currently being actively marketed for sale.
On October 18, 2001, the Partnership sold Ambassador Towers to an unaffiliated
entity.
It is anticipated that the Partnership will be entering into sales
contracts in the near future (one to six months) which will be subject to sales
conditions which are customary for sales contracts and there is no assurance
that the sales will be consummated.
The business of the Partnership is not seasonal and it competes on the
basis of rental rates and property operations with similar types of properties
in vicinities in which the Partnership's properties are located. The Partnership
has no real property investments located outside the United States. The
Partnership does not segregate revenue or assets by geographic region, since, in
management's view, such a presentation would not be significant to an
understanding of the Partnership's business or financial results taken as a
whole. As of December 31, 2002, the Partnership did not directly employ any
persons in a full-time position. All persons who regularly rendered services on
behalf of the Partnership through December 31, 2002 were employees of the
Corporate General Partner or its affiliates.
The occupancy for each complex at December 31 was as follows:
2002 2001 2000
---- ---- ----
Ambassador Towers -- -- 97%
Perrymont Office Building 66% 50% 54%
Inducon Amherst 61% 66% 79%
The percentage of total Partnership revenue generated by each complex
for the last three years was as follows:
2002 2001 2000
---- ---- ----
Ambassador Towers -- 69% 76%
Perrymont Office Building 46% 10% 10%
Inducon Amherst 54% 21% 14%
2
This annual report contains certain forward-looking statements
concerning the Partnership's current expectations as to future results. Words
such as "believes", "forecasts", "intends", "possible", "expects", "estimates",
"anticipates" or "plans" and similar expressions are intended to identify
forward-looking statements. Such statements may not ultimately turn out to be
accurate due to, among other things, economic or market conditions or the
failure of the Partnership to sell an investment which is under contract.
ITEM 2: PROPERTIES
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Following is a list of properties owned by the Partnership at December
31, 2002:
Property Name
and Location General Character of Property Purchase Date
------------ ----------------------------- -------------
Perrymont Office Bldg. One unencumbered office building on 2.3 August 1985
Pittsburgh, PA acres with 45,000 rentable square feet.
Inducon Amherst Four office/warehouse buildings on April 1985
Amherst, NY 4 acres with approximately 77,000 rentable
square feet, securing an 8.62% mortgage with
a balance at December 31, 2002 of
$1,736,328, maturing in March 2022.
ITEM 3: LEGAL PROCEEDINGS
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As previously reported, the Partnership, as a nominal defendant, the
general partners of the Partnership and of affiliated public partnerships, (the
"Realmark Partnerships") and the officers and directors of the Corporate General
Partner, as defendants, had been involved in a class action litigation at the
state court level regarding the payment of fees and other management issues.
On August 29, 2001, the parties entered into a Stipulation of
Settlement (the "Settlement"). On October 4, 2001, the Court issued an "Order
Preliminary Approving Settlement" (the "Hearing Order") and on November 29,
2001, the Court issued an "Order and Final Judgment Approving Settlement and
Awarding Fees and Expenses" and dismissing the complaints with prejudice. The
Settlement provided, among other things, that all of the Realmark Partnerships'
properties be disposed of. The general partners will continue to have primary
authority to dispose of the Partnerships' properties. If either (i) the general
partners have not sold or contracted to sell 50% of the Partnerships' properties
(by value) by April 2, 2002 or (ii) the general partners have not sold or
contracted to sell 100% of the Partnerships' properties by September 29, 2002,
then the primary authority to dispose of the Partnerships' properties will pass
to a sales agent designated by plaintiffs' counsel and approved by the Court. On
October 4, 2002, the Court appointed a sales agent to work with the general
partners to continue to sell the Partnership's remaining properties.
The settlement also provided for the payment by the Partnerships of
fees to the plaintiffs' attorneys. These payments, which are not calculable at
this time but may be significant, are payable out of the proceeds from the sale
of all of the properties owned by all of the Realmark Partnerships, following
the sale of the last of these properties in each partnership. Plaintiffs'
counsel will receive 15% of the amount by which the sales proceeds distributable
to limited partners in each partnership exceeds the value of the limited
partnership units in each partnership (based on the weighted average of the
units' trading prices on the secondary market as reported by Partnership
Spectrum for the period May through June 2001). In no event may the increase on
which the fees are calculated exceed 100% of the market value of the units as
calculated above.
3
ITEM 4: SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS
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None.
PART II
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ITEM 5: MARKET FOR REGISTRANT'S UNITS OF LIMITED PARTNERSHIP INTEREST
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There is currently no active trading market for the units of limited
partnership interest of the Partnership and it is not anticipated that any will
develop in the future. Accordingly, information as to the market value of a unit
at any given date is not available. As of December 31, 2002, there were 1,736
record holders of units of limited partnership interest.
The Partnership is a limited partnership and, accordingly, does not pay
dividends. It does, however, make distributions of cash to its partners. The
partnership agreement provides for the distribution to the partners of net cash
flow from operations. In connection with the pending sale of the Partnership's
properties (Item 3), it is anticipated that there will be no future
distributions of net cash flow from operations. All future distributions of net
cash from sales proceeds will be distributed, to the extent available, 100% to
the limited partners until there has been a return of the limited partner's
capital contributions plus an amount sufficient to provide a 7%, not compounded,
return on their adjusted capital contributions for all years following the
termination of the offering of the units. It is anticipated that there will not
be sufficient cash flow from the sale of the Partnership's remaining properties
to provide this return to the limited partners.
The gain on the sale of the properties will be allocated in the same
proportions as distributions of distributable cash from sale proceeds
(anticipated to be 100% to the limited partners). In the event there is no
distributable cash from sale proceeds, taxable income will be allocated 87% to
the limited partners and 13% to the general partners. Any tax loss arising from
a sale will be allocated 97% to the limited partners and 3% to the general
partners. The above is subject to tax laws that were applicable at the time of
the formation of the Partnership and may be adjusted due to subsequent changes
in the Internal Revenue Code.
4
ITEM 6: SELECTED FINANCIAL DATA
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At or for the years ended December 31,
------------------------------------------------------------------------
2002 2001 2000 1999 1998
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Balance sheet data
Net rental property $ 3,469,684 3,338,033 6,479,500 6,831,380 6,753,103
Total assets 3,891,673 4,157,186 7,706,941 8,564,042 9,113,917
Mortgage loans payable 1,736,328 1,766,156 4,874,473 4,935,851 4,970,797
Partners' equity 2,013,598 2,313,563 2,512,045 3,316,684 3,837,552
========================================================================
Operating data
Rental income 570,246 2,028,916 2,474,400 2,400,717 2,050,131
Other income 179,631 341,396 339,438 314,240 382,167
------------------------------------------------------------------------
Total revenue 749,877 2,370,312 2,813,838 2,714,957 2,432,298
------------------------------------------------------------------------
Property operating costs 622,956 1,656,992 1,797,539 1,915,768 1,595,748
Depreciation -- -- 465,454 343,918 227,696
Interest expense 168,155 406,070 456,940 489,199 516,918
Administrative expenses 258,731 528,549 515,509 486,940 500,261
------------------------------------------------------------------------
Total expenses 1,049,842 2,591,611 3,235,442 3,235,825 2,840,623
------------------------------------------------------------------------
Operating loss (299,965) (221,299) (421,604) (520,868) (408,325)
Gain on property sales -- 5,022,817 -- -- --
Extraordinary gain on debt
extinguishment -- -- -- -- 318,213
------------------------------------------------------------------------
Net income (loss) $ (299,965) 4,801,518 (421,604) (520,868) (90,112)
========================================================================
Cash flow data
Net cash provided (used) by:
Operating activities (9,619) (224,082) 77,607 (241,310) (520,887)
Investing activities (116,458) 8,031,721 (113,574) (422,195) (138,234)
Financing activities (29,828) (8,108,317) (444,413) (34,946) (927,753)
------------------------------------------------------------------------
Net decrease in cash
and equivalents $ (155,905) (300,678) (480,380) (698,451) (1,586,874)
========================================================================
Per limited partnership unit:
Net income (loss) $ (18.71) 309.19 (26.30) (32.49) (5.62)
Distributions -- 321.52 23.89 -- --
========================================================================
5
ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
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OF OPERATIONS
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Liquidity and Capital Resources:
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Effective January 1, 2001, management began formally marketing all
properties in the Partnership for sale. On October 18, 2001, the Partnership
sold Ambassador Towers to an unaffiliated entity for $8,650,000. After
satisfaction of the $3,046,000 mortgage loan on the property and payment of
closing costs, the proceeds available amounted to approximately $5.1 million.
Those proceeds enabled the Partnership to make a distribution to partners in the
last quarter of 2001 in the amount of $5,000,000. Although cash decreased
approximately $156,000 during the year ended December 31, 2002, the Partnership
continues to maintain a cash position adequate to fund capital improvements and
to make scheduled debt payments. The Partnership made no distributions to
limited partners in 2002. In accordance with the settlement of the lawsuit (Item
3), it is anticipated that with the sale of the remaining properties, the
Partnership may be in a position to make distributions to the limited partners.
These distributions will be reduced by the amount of fees payable to the
plaintiffs' legal counsel in connection with the settlement agreement (Item 3),
any outstanding liabilities and any mortgage prepayment penalties incurred with
regard to the sale of the Partnership's properties.
Limited partners should be aware that it is possible that they will
receive an allocation of income from gain on sale of properties on which they
will be required to pay income taxes and there is no assurance that
distributions from the sale of the properties will be sufficient to satisfy
these obligations.
Except as described above and in the consolidated financial statements,
the general partner is not aware of any trends or events, commitments or
uncertainties that may impact liquidity in a material way.
Results of Operations:
- ----------------------
The results of operations of the Partnership produced a net loss of
$299,965 in 2002. The results compare to a net loss, excluding Ambassador
Towers, which was sold in October 2001, of $394,113 in 2001 and a net loss,
excluding Ambassador Towers and depreciation, of $147,350 in 2000.
Inflation has been consistently low during the periods presented in the
consolidated financial statements and, as a result, has not had a significant
effect on the operations of the Partnership or its properties.
2002 as compared to 2001
- ------------------------
Rental income at Perrymont increased approximately $119,000 for the
year ended December 31, 2002 as occupancy increased to 66% from 50% for the year
ended December 31, 2001. Rental income at Inducon Amherst decreased
approximately $30,000 for the year ended December 31, 2002 as occupancy
decreased to 61% from 66% for the year ended December 31, 2001. The net change
in rental income was an increase of approximately $89,000. Excluding Ambassador
Towers (the "Sold Asset") the increase in rental income along with a decrease in
other income of $58,000, primarily common area maintenance fees at the property
level and interest income, was offset by an increase in property operations of
$6,000, a decrease in other administrative expense of $32,000, and a decrease in
administrative expense to affiliates of $70,000. The increase in property
operations was primarily attributable to an increase in payroll. The decrease in
administrative expense to affiliates was a result of a decrease in management
fees and portfolio management expenses due to the sale of Ambassador Towers in
2001. Interest expense decreased approximately $8,000 due to a larger portion of
6
each mortgage payment being applied towards principal due to amortization of the
mortgage at Inducon Amherst.
2001 as compared to 2000
- ------------------------
In 2001, occupancy at Ambassador Towers remained around 97% until its
sale. Rental income decreased 18% for the year ended December 31, 2001 as
compared to 2000. Excluding Ambassador Towers (the "Sold Asset") rental income
decreased approximately 15% due to increased vacancies at the two remaining
commercial properties, with the largest decrease of approximately $77,000
occurring at Inducon Amherst, where occupancy decreased from 79% at December 31,
2000 to 66% at December 31, 2001. Other income, excluding the Sold Asset,
decreased by 4% in 2001 due to a 17% increase in common area maintenance fees at
Inducon Amherst being reduced by a 45% decrease in interest income.
Total expenses, excluding the operations for the Sold Asset, decreased
approximately 8% for the year ended December 31, 2001. Property operations
increased approximately $78,000 due primarily to an increase in real estate
taxes and increased maintenance repair work at Inducon Amherst. Other
administrative expense decreased approximately 14% due to decreased legal fees
at the Partnership level. Administrative expense to affiliated parties,
excluding the Sold Asset, increased 58% because of an allocation revision.
Interest expense for 2001 remained consistent with 2000.
ITEM 7A: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
- ------- ----------------------------------------------------------
The Partnership invests only in short term money market instruments, in
amounts in excess of daily working cash requirements. The rates of earnings on
those investments increase or decrease in line with the general movement of
interest rates. The mortgage loan on the Partnership's property is fixed rate
and therefore, is not subject to market risk.
ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
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Listed under Item 15 of this report.
ITEM 9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
- ------- ---------------------------------------------------------------
FINANCIAL DISCLOSURE
--------------------
None.
PART III
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ITEM 10: DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
- -------- --------------------------------------------------
The Partnership, as an entity, does not have any directors or officers.
The Individual General Partner of the Partnership is Joseph M. Jayson. The
directors and executive officers of Realmark Properties, Inc., the Partnership's
Corporate General Partner, as of December 31, 2002, are listed below. Each
director is subject to election on an annual basis.
Title of All Positions Held with
Name the Corporate General Partner Year First Elected to Position
- ---- ----------------------------- ------------------------------
Joseph M. Jayson Chairman of the Board, President 1979
and Treasurer
Judith P. Jayson Vice President and Director 1979
7
Joseph M. Jayson and Judith P. Jayson are married to each other.
The Directors and Executive Officers of the Corporate General Partner
and their principal occupations and affiliations during the last five years or
more are as follows:
Joseph M. Jayson, age 64, is Chairman, Director and sole stockholder of
J. M. Jayson and Company, Inc. and certain of its affiliated companies: U.S.
Apartments LLC, Westmoreland Capital Corporation, Oilmark Corporation and U.S.
Energy Development Corporation. In addition, Mr. Jayson is Chairman of Realmark
Corporation, Chairman, President and Treasurer of Realmark Properties, Inc.,
wholly-owned subsidiaries of J. M. Jayson and Company, Inc. and co-general
partner of Realmark Property Investors Limited Partnership, Realmark Property
Investors Limited Partnership-II, Realmark Property Investors Limited
Partnership-III, Realmark Property Investors Limited Partnership-IV, Realmark
Property Investors Limited Partnership-V, Realmark Property Investors Limited
Partnership-VI A, and Realmark Property Investors Limited Partnership-VI B. Mr.
Jayson has been in the real estate business for the last 40 years and is a
Certified Property Manager as designated by the Institute of Real Estate
Management ("I.R.E.M."). Mr. Jayson received a B.S. Degree in Education in 1961
from Indiana University, a Masters Degree from the University of Buffalo in
1963, and has served on the educational faculty of the Institute of Real Estate
Management. Mr. Jayson has for the last 40 years been engaged in various aspects
of real estate brokerage and investment. He brokered residential properties from
1962 to 1964, commercial investment properties from 1964 to 1967, and in 1967
left commercial real estate to form his own investment firm. Since that time,
Mr. Jayson and J. M. Jayson & Company, Inc. have formed or participated in
various ways with forming over 30 real estate related limited partnerships. For
the past 21 years, Mr. Jayson and an affiliate have also engaged in
developmental drilling for gas and oil.
Judith P. Jayson, age 62, is currently Vice President and a Director of
Realmark Properties, Inc. She is also a Director of the property management
affiliate, Realmark Corporation. Mrs. Jayson has been involved in property
management for the last 31 years and has extensive experience in the hiring and
training of property management personnel and in directing, developing and
implementing property management systems and programs. Mrs. Jayson, prior to
joining the firm in 1973, taught business in the Buffalo, New York High School
System. Mrs. Jayson graduated from St. Mary of the Woods College in Terre Haute,
Indiana, with a degree in Business Administration.
ITEM 11: EXECUTIVE COMPENSATION
- -------- ----------------------
No direct remuneration was paid or payable by the Partnership to
directors and officers (since it has no directors or officers), nor was any
direct remuneration paid or payable by the Partnership to directors or officers
of Realmark Properties, Inc., the Corporate General Partner and sponsor, for the
year ended December 31, 2002. The Corporate General Partner and its affiliate,
Realmark Corporation, are entitled to fees and to certain expense reimbursements
with respect to Partnership operations, as set forth in Item 13 hereof and in
the notes to the consolidated financial statements.
ITEM 12: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
- -------- --------------------------------------------------------------
No person is known to the Partnership to own of record or beneficially,
more than 5% of the units of limited partnership interests of the Partnership,
except for affiliates of the general partners that own 1,111.9 units of limited
partnership interest amounting to approximately 7.2% of the partnership interest
at December 31, 2002. The general partners and the executive officers of the
Corporate General Partner, as of December 31, 2002, owned 25.5 units of limited
partnership interest. The general partners and affiliates will receive their
proportionate share, as limited partners, of any distributable proceeds from the
sale of the properties.
8
ITEM 13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
- -------- ----------------------------------------------
The properties of the Partnership and its subsidiary are managed by
Realmark Corporation, an affiliate of the Partnership's corporate general
partner, for a fee of generally 5% of annual net rental income of the
properties. Realmark Corporation and the Corporate General Partner are also
reimbursed for disbursements made on behalf of the Partnership. Those
transactions are further described, and quantified, in the note to the
consolidated financial statements entitled "Related Party Transactions."
ITEM 14: CONTROLS AND PROCEDURES
- -------- -----------------------
Within the 90 days prior to the filing date of this report, the
Partnership carried out an evaluation, under the supervision and with the
participation of the Partnership's management, including Joseph M. Jayson (the
Partnership's Individual General Partner and Principal Financial Officer), of
the effectiveness of the design and operation of the Partnership's disclosure
controls and procedures. Based upon that evaluation, the Principal Financial
Officer concluded that the Partnership's disclosure controls and procedures are
effective. There have been no significant changes in the Partnership's internal
controls or in other factors that could significantly affect these controls
subsequent to the date of the evaluation.
PART IV
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ITEM 15: EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES, AND REPORTS ON FORM 8-K
(a) Consolidated Financial Statements Page
- --- --------------------------------- ----
Independent Auditor's Report F-1
Consolidated Balance Sheets as of December 31, 2002 and 2001 F-2
Consolidated Statements of Operations for the years ended
December 31, 2002, 2001 and 2000 F-3
Consolidated Statements of Partners' Equity for the years
ended December 31, 2002, 2001 and 2000 F-4
Consolidated Statements of Cash Flows for the years ended
December 31, 2002, 2001 and 2000 F-5
Notes to Consolidated Financial Statements F-6
FINANCIAL STATEMENT SCHEDULE
----------------------------
(i) Schedule III - Real Estate and Accumulated Depreciation F-13
All other schedules are omitted because they are not applicable or the
required information is shown in the consolidated financial statements
or the notes thereto.
(b) Reports on Form 8-K
None.
9
(c) Exhibits
--------
2. Plan of acquisition, reorganization, arrangement, liquidation, or
succession
(a) Stipulation of Settlement Agreement dated August 29, 2001 is
incorporated herein by reference.
(b) Order and Final Judgment Approving Settlement and Awarding
Fees and Expenses dated November 29, 2001 is incorporated
herein by reference.
4. Instruments defining the rights of security holder, including
indentures
(a) Second Amended and Restated Agreement and Certificate of
Limited Partnership filed with the Registration Statement
of the Registrant Form S-11, filed November 21, 1983, and
subsequently amended is incorporated herein by reference.
10. Material contracts
(a) Property Management Agreement with Realmark Corporation
included with the Registration Statement of the Registrant
as filed and amended to date is incorporated herein by
reference.
99. Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 is
filed herewith.
10
SIGNATURES
----------
Pursuant to the requirements of Section 13 or 15(d) 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.
REALMARK PROPERTY INVESTORS
LIMITED PARTNERSHIP - III
By: /s/ Joseph M. Jayson March 31, 2003
------------------------------------------- --------------
JOSEPH M. JAYSON, Date
Individual General Partner
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
By: REALMARK PROPERTIES, INC.
Corporate General Partner
/s/ Joseph M. Jayson March 31, 2003
------------------------------------------- --------------
JOSEPH M. JAYSON, Date
President, Treasurer and Director
/s/ Judith P. Jayson March 31, 2003
------------------------------------------- --------------
JUDITH P. JAYSON, Date
Vice President and Director
11
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, Joseph M Jayson, Individual General Partner and Principal Financial Officer
of Realmark Property Investors Limited Partnership - III, hereby certify that:
1. I have reviewed this annual report on Form 10-K of Realmark Property
Investors Limited Partnership - III;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary
in order to make the statements made, in light of circumstances under
which such statements were made, not misleading with respect to the
period covered by this annual report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all
material respects the financial condition, results of operations and
cash flows of the Partnership as of, and for, the periods presented in
this annual report;
4. I am responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for
the Partnership and I have:
a. Designed such disclosure controls and procedures to ensure the
material information relating to the Partnership, including its
consolidated subsidiary, is made known to me by others within those
entities, particularly during the period in which this annual report
is being prepared;
b. Evaluated the effectiveness of the Partnership's disclosure controls
and procedures as of a date within 90 days prior to the filing date
of this annual report (the "Evaluation Date"); and
c. Presented in this annual report my conclusions about the
effectiveness of the disclosure controls and procedures based on my
evaluation as of the Evaluation Date;
5. I have disclosed, based on my most recent evaluation, to the
Partnership's auditors and the audit committee of the board of
directors (or persons performing the equivalent function):
a. All significant deficiencies in the design or operation of internal
controls which could adversely affect the Partnership's ability to
record, process, summarize and report financial data and have
weaknesses in internal controls; and
b. Any fraud, whether or not material, that involves management or
other employees who have a significant role in the Partnership's
internal controls; and
6. I have indicated in this annual report whether or not there were
significant changes in internal controls or in other factors that could
significantly affect internal controls subsequent to the date of my
most recent evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.
March 31, 2003 /s/ Joseph M. Jayson
- -------------- --------------------
Date Joseph M. Jayson
Individual General Partner and
Principal Financial Officer
12
INDEPENDENT AUDITOR'S REPORT
----------------------------
The Partners
Realmark Property Investors Limited
Partnership - III:
We have audited the accompanying consolidated balance sheets of Realmark
Property Investors Limited Partnership - III and Subsidiary as of December 31,
2002 and 2001, and the related consolidated statements of operations, partners'
equity, and cash flows for each of the three years in the period ended December
31, 2002. Our audits also included the financial statement schedule listed in
the index at Item 15. These consolidated financial statements and the financial
statement schedule are the responsibility of the general partners. Our
responsibility is to express an opinion on the consolidated financial statements
and the financial statement schedule based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by the general partners, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Realmark Property
Investors Limited Partnership - III and Subsidiary as of December 31, 2002 and
2001, and the results of their operations and their cash flows for each of the
three years in the period ended December 31, 2002, in conformity with accounting
principles generally accepted in the United States of America. Also, in our
opinion, the 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.
As discussed in note 7 to the consolidated financial statements, the Partnership
settled a class and derivative lawsuit in which it was involved. As a result of
this settlement, the Partnership is currently in the process of winding up its
operations and disposing of its investments. It is anticipated that this process
will take place within the next twelve months.
TOSKI, SCHAEFER & CO., P.C.
Williamsville, New York
March 25, 2003
F-1
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Consolidated Balance Sheets
December 31, 2002 and 2001
Assets 2002 2001
------ ---- ----
Property and equipment, at cost, all held for sale:
Land $ 277,709 277,709
Buildings and improvements 6,194,041 6,062,390
Furniture and equipment 77,271 77,271
----------- -----------
6,549,021 6,417,370
Less accumulated depreciation 3,079,337 3,079,337
----------- -----------
Net property and equipment 3,469,684 3,338,033
Cash and equivalents 143,011 298,916
Accounts receivable, net of allowance for doubtful accounts
of $19,983 in 2002 and $42,828 in 2001 3,938 37,432
Receivables from affiliated parties 1,020 58,305
Escrow deposits 169,892 320,219
Other assets 104,128 104,281
----------- -----------
Total assets $ 3,891,673 4,157,186
=========== ===========
Liabilities and Partners' Equity
--------------------------------
Liabilities:
Mortgage loan payable 1,736,328 1,766,156
Accounts payable and accrued expenses 68,884 41,813
Accrued interest payable 12,888 13,110
Security deposits and prepaid rents 59,975 22,544
----------- -----------
Total liabilities 1,878,075 1,843,623
----------- -----------
Partners' equity (deficit):
General partners (95,731) (86,732)
Limited partners 2,109,329 2,400,295
----------- -----------
Total partners' equity 2,013,598 2,313,563
----------- -----------
Total liabilities and partners' equity $ 3,891,673 4,157,186
=========== ===========
See accompanying notes to consolidated financial statements.
F-2
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Consolidated Statements of Operations
Years ended December 31, 2002, 2001 and 2000
2002 2001 2000
---- ---- ----
Income:
Rental $ 570,246 2,028,916 2,474,400
Interest and other 179,631 341,396 339,438
----------- ----------- -----------
Total income 749,877 2,370,312 2,813,838
----------- ----------- -----------
Expenses:
Property operations 622,956 1,656,992 1,797,539
Depreciation -- -- 465,454
Interest 168,155 406,070 456,940
Administrative:
Affiliated parties 155,288 300,322 244,441
Other 103,443 228,227 271,068
----------- ----------- -----------
Total expenses 1,049,842 2,591,611 3,235,442
----------- ----------- -----------
Loss before gain on sale of property (299,965) (221,299) (421,604)
Gain on sale of property -- 5,022,817 --
----------- ----------- -----------
Net income (loss) $ (299,965) 4,801,518 (421,604)
=========== =========== ===========
Net income (loss) per limited partnership unit $ (18.71) 309.19 (26.30)
=========== =========== ===========
Distributions per limited partnership unit $ -- 321.52 23.89
=========== =========== ===========
Weighted average number of limited partnership
units outstanding 15,551 15,551 15,551
=========== =========== ===========
See accompanying notes to consolidated financial statements.
F-3
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Consolidated Statements of Partners' Equity
Years ended December 31, 2002, 2001 and 2000
General Limited Partners
Partners Units Amount
-------- ----- ------
Balances at December 31, 1999 $ (55,954) 15,551 3,372,638
Net loss (12,648) -- (408,956)
Distributions to partners (11,491) -- (371,544)
---------- ---------- ----------
Balances at December 31, 2000 (80,093) 15,551 2,592,138
Net income (loss) (6,639) -- 4,808,157
Distributions to partners -- -- (5,000,000)
---------- ---------- ----------
Balances at December 31, 2001 (86,732) 15,551 2,400,295
Net loss (8,999) -- (290,966)
---------- ---------- ----------
Balances at December 31, 2002 $ (95,731) 15,551 2,109,329
========== ========== ==========
See accompanying notes to consolidated financial statements
F-4
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Consolidated Statements of Cash Flows
Years ended December 31, 2002, 2001 and 2000
2002 2001 2000
---- ---- ----
Cash flows from operating activities:
Net income (loss) $ (299,965) 4,801,518 (421,604)
Adjustments to reconcile net income (loss) to
net cash provided by (used in) operating
activities:
Depreciation and amortization 22,636 61,888 495,286
Gain on sale of property -- (5,022,817) --
Changes in:
Accounts receivable 33,494 4,786 11,199
Receivables from affiliated parties 57,285 7,112 54,506
Escrow deposits 150,327 63,855 (61,590)
Other assets (22,483) (73,356) (9,106)
Accounts payable and accrued expenses 11,878 (109,188) 19,283
Accrued interest payable (222) (16,356) (26,148)
Security deposits and prepaid rents 37,431 58,476 15,781
---------- ---------- ----------
Net cash provided by (used in)
operating activities (9,619) (224,082) 77,607
---------- ---------- ----------
Cash flows from investing activities:
Proceeds from sale of property -- 8,129,462 --
Additions to property and equipment (116,458) (97,741) (113,574)
---------- ---------- ----------
Net cash provided by (used in)
investing activities (116,458) 8,031,721 (113,574)
---------- ---------- ----------
Cash flows from financing activities:
Principal payments on mortgage loans (29,828) (3,108,317) (61,378)
Distributions to partners -- (5,000,000) (383,035)
---------- ---------- ----------
Net cash used in financing activities (29,828) (8,108,317) (444,413)
---------- ---------- ----------
Net decrease in cash and equivalents (155,905) (300,678) (480,380)
Cash and equivalents at beginning of year 298,916 599,594 1,079,974
---------- ---------- ----------
Cash and equivalents at end of year $ 143,011 298,916 599,594
========== ========== ==========
Supplemental disclosure of cash flow information:
Cash paid for interest $ 153,172 362,988 453,256
========== ========== ==========
Property and equipment financed by
accounts payable $ 15,193 -- --
========== ========== ==========
See accompanying notes to consolidated financial statements.
F-5
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Notes to Consolidated Financial Statements
December 31, 2002, 2001 and 2000
(1) Formation and Operation of Partnership
- -------------------------------------------
Realmark Property Investors Limited Partnership - III (the Partnership) is
a Delaware limited partnership formed on November 18, 1983, to invest
in a diversified portfolio of income-producing real estate investments.
In 1984 and 1985, the Partnership sold through a public offering, 15,551
units of limited partnership interest for $15,551,000. The general
partners are Realmark Properties, Inc. (the Corporate General Partner)
and Joseph M. Jayson (the Individual General Partner) who is the sole
shareholder of J.M. Jayson & Company, Inc. Realmark Properties, Inc. is
a wholly-owned subsidiary of J.M. Jayson & Company, Inc.
Under the partnership agreement, the general partners and their affiliates
can receive compensation for services rendered and reimbursement for
expenses incurred on behalf of the Partnership (note 5).
(2) Summary of Significant Accounting Policies
- -----------------------------------------------
(a) Basis of Accounting and Consolidation
-----------------------------------------
The accompanying consolidated financial statements have been prepared
on the accrual basis of accounting in accordance with accounting
principles generally accepted in the United States of America and
include the accounts of the Partnership and its wholly-owned
subsidiary, Realmark - Inducon Amherst, LLC which owns Inducon
Amherst, an office building located in Amherst, New York, acquired
in 1985.
In consolidation, all intercompany accounts and transactions have been
eliminated.
(b) Estimates
-------------
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make
estimates and assumptions that affect certain reported amounts and
disclosures. Accordingly, actual results could differ from those
estimates.
(c) Property and Equipment
--------------------------
Property and equipment are recorded at cost. Depreciation is provided
using the straight-line method over the estimated lives of the
assets from 5 to 25 years. Significant improvements are
capitalized, while expenditures for maintenance, repairs and
replacements are charged to expense as incurred. Upon disposal of
depreciable property, the appropriate property accounts are
reduced by the related costs and accumulated depreciation and
resulting gains and losses are reflected in the consolidated
statements of operations.
F-6
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Notes to Consolidated Financial Statements, Continued
(2) Summary of Significant Accounting Policies, Continued
- ----------------------------------------------------------
(c) Property and Equipment, Continued
-------------------------------------
The Partnership reviews long-lived assets for impairments whenever
events or changes in circumstances indicate that the carrying
amount of the assets may not be recoverable. In determining
whether there is an impairment of long-lived assets, the
Partnership compares the sum of the expected future net cash flows
(undiscounted and without interest charges) to the carrying amount
of the assets. At December 31, 2002, no impairment in value has
been recognized.
The Partnership's policy is to consider a property to be held for sale
or disposition when the Partnership has committed to a plan to
sell or dispose of such property and active marketing activity has
commenced or is expected to commence in the near term or the
Partnership has concluded that it may dispose of the property by
no longer funding operating deficits or debt service requirements
of the property thus allowing the lender to realize upon its
security. Any properties identified as "held for sale or
disposition" are no longer depreciated. All the properties were
held for sale in 2002 and 2001.
(d) Cash and Equivalents
------------------------
Cash and equivalents includes money market accounts and any highly
liquid debt instruments purchased with a maturity of three months
or less.
(e) Deferred Mortgage Costs
---------------------------
Costs incurred in obtaining mortgage financing are deferred and
amortized using the straight-line method over the life of the
respective mortgages.
(f) Rental Income
-----------------
Rental income is recognized as earned according to the terms of the
leases. Leases for residential properties are generally for
periods of one year or less, payable monthly. Commercial leases
are generally for periods of one to five years. Delinquent
residential property rent is not recorded.
(g) Per Unit Data
-----------------
Per limited partnership unit is based on the weighted average number
of limited partnership units outstanding for the year.
(h) Fair Value of Financial Instruments
---------------------------------------
The fair value of the Partnership's financial instruments approximated
their carrying values at December 31, 2002.
F-7
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Notes to Consolidated Financial Statements, Continued
(2) Summary of Significant Accounting Policies, Continued
- ----------------------------------------------------------
(i) Income Allocation and Distributable Cash Flow
-------------------------------------------------
The partnership agreement provides that income not arising from sale
and refinancing activities and all partnership losses are to be
allocated 97% to the limited partners and 3% to the general
partners. Partnership income arising from sale or refinancing
activities is allocated in the same proportion as distributions of
distributable cash from sale proceeds. In the event there is no
distributable cash from sale proceeds, taxable income will be
allocated 87% to the limited partners and 13% to the general
partners. The above is subject to tax laws that were applicable at
the time of the formation of the Partnership and may be adjusted
due to subsequent changes in the Internal Revenue Code.
The partnership agreement also provides for the distribution to the
partners of net cash flow from operations. In connection with the
pending sale of the Partnership's properties (note 7), it is
anticipated that there will be no future distributions of net cash
flow from operations. Sale or refinancing proceeds are distributed
to the extent available, 100% to the limited partners until there
has been a return of the limited partner's capital contribution
plus an amount sufficient to provide a 7%, not compounded, return
on their adjusted capital contributions for all years following
the termination of the offering of the units. It is anticipated
that there will not be sufficient cash flow from the sale of the
Partnership's remaining properties to provide this return to the
limited partners.
(j) Income Taxes
----------------
No income taxes are included in the consolidated financial statements
since the taxable income or loss of the Partnership is reportable
by the partners on their income tax returns. At December 31, 2002,
net assets for financial reporting purposes were $937,210 more
than the tax bases of the net assets.
(k) Segment Information
-----------------------
The Partnership's operating segments all involve the ownership and
operation of income-producing real property and are aggregated
into one reporting segment.
F-8
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Notes to Consolidated Financial Statements, Continued
(2) Summary of Significant Accounting Policies, Continued
- ----------------------------------------------------------
(l) Recent Pronouncements
-------------------------
In June 2001, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) No. 143,
"Accounting for Asset Retirement Obligations." Under SFAS No. 143,
the fair value of a liability for an asset retirement obligation
must be recognized in the period in which it is incurred if a
reasonable estimate of fair value can be made. The associated
asset retirement costs are capitalized as part of the carrying
amount of the related long-lived asset. SFAS No. 143 is effective
for fiscal years beginning after June 15, 2002.
In April 2002, the FASB issued SFAS No. 145, "Rescission of FASB
Statements No. 4, 44, 64, Amendment of FASB Statement No. 13, and
Technical Corrections." SFAS No. 145 eliminates extraordinary
accounting treatment for reporting a gain or loss on debt
extinguishments and amends other existing authoritative
pronouncements to make various technical corrections, clarify
meanings, and describe applicability under changed conditions.
Debt extinguishments reported as extraordinary items prior to
scheduled adoption of SFAS No. 145 would be reclassified in most
cases following adoption. SFAS No. 145 is effective for fiscal
years beginning after May 15, 2002.
In June 2002, the FASB issued SFAS No. 146, "Accounting for Costs
Associated with Exit or Disposal Activities." SFAS No. 146
requires the recording of costs associated with exit or disposal
activities at their fair values when a liability has been
incurred. Under previous guidance, certain exit costs were accrued
upon management's commitment to an exit plan, which is generally
before an actual liability has been incurred. SFAS No. 146 is
effective for fiscal years beginning after December 31, 2002.
In December 2002, the FASB issued SFAS No. 148, "Accounting for
Stock-Based Compensation - Transition and Disclosure - an
Amendment of SFAS No. 123." SFAS No. 148 amends SFAS No. 123,
"Accounting for Stock-Based Compensation," to provide alternative
methods of transition for a voluntary change to the fair value
based method of accounting for stock-based employee compensation.
In addition, SFAS No. 148 amends the disclosure requirements of
SFAS No. 123 to require prominent disclosures in both annual and
interim financial statements about the method of accounting for
stock-based employee compensation and the effect of the method
used on reported results.
The Partnership does not believe that these pronouncements will have a
material impact on its financial position, cash flows, or results
of operations.
F-9
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Notes to Consolidated Financial Statements, Continued
(3) Investments in Real Estate
- -------------------------------
On January 1, 2002, the Partnership adopted SFAS No. 144, "Accounting for
the Impairment or Disposal of Long-Lived Assets." SFAS No. 144
supersedes SFAS No. 121, "Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to Be Disposed Of." SFAS No. 144
establishes the accounting and reporting standards for the impairment
or disposal of long-lived assets by requiring those assets to be
measured at the lower of depreciated cost or fair value less selling
costs, whether reported in continuing operations or in discontinued
operations. This standard does not change the fundamental provisions of
SFAS No. 121; however, it resolves various implementation of issues of
SFAS No. 121. The adoption of this standard did not have a material
effect on the Partnership's consolidated financial position or results
of operations for the year ended December 31, 2002.
On October 18, 2001, the Partnership sold Ambassador Towers to an
unaffiliated entity for $8,650,000 and recognized a related gain on the
sale amounting to $5,022,817.
All of the properties were classified as property held for sale prior to
the adoption of SFAS No. 144 and continue to be actively marketed for
sale. Accordingly, their results of operations have been recorded in
continuing operations.
The carrying value of the assets as of December 31, 2002, and the
properties' net loss and depreciation expense not recorded for the year
ended December 31, 2002 is as follows:
Depreciation
Carrying value expense not
Property of assets Net loss recorded
-------- -------------- -------- ------------
Perrymont Office Building $ 1,588,758 (45,470) 116,000
Inducon Amherst 1,880,926 (82,086) 140,000
========= ====== =======
(4) Mortgage Loan Payable
- --------------------------
8.62% mortgage loan payable with total monthly payment of $15,250. The
mortgage is secured by the Inducon Amherst property. The balance of the
mortgage loan payable amounted to $1,736,328 and $1,766,156 at December
31, 2002 and 2001, respectively. This mortgage is scheduled to mature
in 2022.
The aggregate maturities of the mortgage for each of the five years
following 2002 and thereafter, assuming principal payments are not
accelerated, are as follows:
2003 $ 32,541
2004 35,502
2005 38,732
2006 42,256
2007 46,101
Thereafter 1,541,196
-----------
$ 1,736,328
===========
F-10
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Notes to Consolidated Financial Statements, Continued
(5) Related Party Transactions
- -------------------------------
The Corporate General Partner and its affiliates earn fees, principally for
property and partnership management and are reimbursed for services
rendered to the Partnership, as provided for in the partnership
agreement. A summary of those items follows:
2002 2001 2000
---- ---- ----
Property management fees based on a
percentage (generally 5%) of the
rental income $ 44,556 139,211 130,353
Reimbursement for cost of services to the
Partnership that include investor relations,
marketing of properties, professional fees,
communications, supplies, accounting,
printing, postage and other items 110,732 161,111 114,088
---------- ------- -------
$ 155,288 300,322 244,441
========== ======= =======
In addition to the above, other property specific expenses such as
payroll, benefits, etc. are charged to property operations on the
Partnership's consolidated statements of operations. Receivables from
affiliated parties bear interest at 11% and are payable on demand.
Property Disposition Fees
-------------------------
According to the terms of the partnership agreement, the general partners
are allowed to collect property disposition fees upon the sale of
acquired properties. This fee is not to exceed the lesser of 50% of
amounts customarily charged in arm's-length transactions by others
rendering similar services for comparable properties, or 2.75% of the
sales price. The property disposition fee is subordinate to payments to
the limited partners of a cumulative annual return (not compounded)
equal to 7% of their average adjusted capital balances and to repayment
to the limited partners of an amount equal to their capital
contributions. The general partners have not to date received a
disposition fee on any property sales, as the limited partners of the
Partnership have not received a return of 7% on their average adjusted
capital or their original capital as defined in the partnership
agreement. Fees earned on the sales will not be recorded as liabilities
by the Partnership until such time as payment is probable.
F-11
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Notes to Consolidated Financial Statements, Continued
(6) Leases
- -----------
In connection with its commercial properties, the Partnership has entered
into lease agreements with terms of one to five years. Minimum future
rentals to be received for each of the next five years under
noncancelable operating leases are as follows:
2003 $ 608,290
2004 478,780
2005 346,861
2006 208,412
2007 63,506
========
(7) Settlement of Lawsuit
- --------------------------
As previously reported, the Partnership, as a nominal defendant, the
general partners of the Partnership and of affiliated public
partnerships (the "Realmark Partnerships") and the officers and
directors of the Corporate General Partner, as defendants, had been
involved in a class action litigation at the state court level
regarding the payment of fees and other management issues.
On August 29, 2001, the parties entered into a Stipulation of Settlement
(the "Settlement"). On October 4, 2001, the Court issued an "Order
Preliminary Approving Settlement" (the "Hearing Order") and on November
29, 2001, the Court issued an "Order and Final Judgment Approving
Settlement and Awarding Fees and Expenses" and dismissing the
complaints with prejudice. The Settlement provided, among other things,
that all of the Realmark Partnerships' properties be disposed of. The
general partners will continue to have primary authority to dispose of
the Partnerships' properties. If either (i) the general partners have
not sold or contracted to sell 50% of the Partnerships' properties (by
value) by April 2, 2002 or (ii) the general partners have not sold or
contracted to sell 100% of the Partnerships' properties by September
29, 2002, then the primary authority to dispose of the Partnerships'
properties will pass to a sales agent designated by plaintiffs' counsel
and approved by the Court. On October 4, 2002, the Court appointed a
sales agent to work with the general partners to continue to sell the
Partnerships' remaining properties.
The settlement also provided for the payment by the Partnerships of fees to
the plaintiffs' attorneys. These payments, which are not calculable at
this time but may be significant, are payable out of the proceeds from
the sale of all of the properties owned by all of the Realmark
Partnerships, following the sale of the last of these properties in
each partnership. Plaintiffs' counsel will receive 15% of the amount by
which the sales proceeds distributable to limited partners in each
partnership exceeds the value of the limited partnership units in each
partnership (based on the weighted average of the units' trading prices
on the secondary market as reported by Partnership Spectrum for the
period May through June 2001). In no event may the increase on which
the fees are calculated exceed 100% of the market value of the units as
calculated above.
F-12
Schedule III
------------
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Real Estate and Accumulated Depreciation
December 31, 2002
Initial Cost to Gross amounts at which
Partnership Cost Carried at Close of period
-------------------- capitalized --------------------------
Property Buildings and subsequent to Buildings and Accumulated
Description Encumbrances Land improvements acquisition Land improvements Total depreciation
- ----------- ------------ ---- ------------- ----------- ---- ------------ ----- ------------
Perrymont Office
Building
Pittsburgh, PA $ -- 100,000 1,978,788 782,921 100,000 2,761,709 2,861,709 1,280,351
Inducon Amherst
Amherst, NY 1,736,328 177,709 -- 3,432,332 177,709 3,432,332 3,610,041 1,736,232
----------- ------- --------- --------- ------- --------- --------- ---------
$ 1,736,328 277,709 1,978,788 4,215,253 277,709 6,194,041 6,471,750 3,016,583
=========== ======= ========= ========= ======= ========= ========= =========
(RESTUBBED TABLE)
Life
on which
depreciation
in latest
Date statement of
of Date operations
construction acquired is computed
------------ -------- -----------
Perrymont Office
Building
Pittsburgh, PA 8/85 8/85 -- *
Inducon Amherst
Amherst, NY 4/85 4/85 -- *
==== ==== ====
*In accordance with Statement of Financial Accounting Standards No. 144, no
depreciation was recorded during the disposal period, January 1, 2001 through
December 31, 2002.
F-13
Schedule III, Cont.
-------------------
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - III
AND SUBSIDIARY
Real Estate and Accumulated Depreciation
December 31, 2002, 2001 and 2000
(1) Cost for Federal income tax purposes is $6,471,750.
(2) A reconciliation of the carrying amount of land, buildings and
improvements as of December 31, 2002, 2001 and 2000 is as follows:
2002 2001 2000
---- ---- ----
Balance at beginning of year $ 6,340,099 12,074,257 11,974,038
Additions 131,651 95,243 100,219
Dispositions (5) -- (5,829,401) --
------------- ---------- -----------
Balance at end of year $ 6,471,750 6,340,099 12,074,257
============= ========== ===========
(3) A reconciliation of accumulated depreciation for the years ended
December 31, 2002, 2001, and 2000 is as follows:
2002 2001 2000
---- ---- ----
Balance at beginning of year $ 3,016,583 5,616,576 5,125,198
Depreciation expense -- -- 491,378
Dispositions (5) -- (2,599,993) --
-------------- ----------- ------------
Balance at end of year (4) $ 3,016,583 3,016,583 5,616,576
============== =========== ============
(4) Balance applies entirely to buildings and improvements.
(5) Sale of Ambassador Towers in 2001.
F-14