UNITED STATES
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, 2004
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: 0-16561
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - V
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(Exact name of registrant as specified in its charter)
Delaware 16-1275925
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(State of organization) (IRS Employer Identification No.)
2350 North Forest Road, Suite 35B, Getzville, New York 14068
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(Address of principal executive offices)
(716) 636-0280
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(Registrant's telephone number)
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 [ ]
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]
Part I - FINANCIAL INFORMATION
Item 1. Financial Statements
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Condensed Consolidated Balance Sheets
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(Unaudited)
June 30, December 31,
2004 2003
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Assets
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Property and equipment, all held for sale $ 7,825,206 23,726,764
Less accumulated depreciation 2,769,662 9,079,734
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5,055,544 14,647,030
Cash and equivalents 591,587 384,781
Other assets 1,219,059 2,025,131
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Total assets $ 6,866,190 17,056,942
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Liabilities and Partners' Equity
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Mortgage loans payable 5,765,465 14,806,326
Accounts payable and accrued expenses 250,028 423,154
Payable to affiliates -- 572,189
Other liabilities 109,128 149,003
Partners' equity 741,569 1,106,270
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Total liabilities and partners' equity $ 6,866,190 17,056,942
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Condensed Consolidated Statements of Operations
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(Unaudited)
Three months ended June 30, Six months ended June 30,
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2004 2003 2004 2003
----------------- ---------------- ---------------- ---------------
Rental income $ 164,518 385,633 261,481 818,909
Other income 65,188 245,446 170,859 453,504
----------------- ---------------- ---------------- ---------------
Total income 229,706 631,079 432,340 1,272,413
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Property operating costs 318,653 399,627 510,800 709,496
Administrative expense - affiliates 45,272 102,825 108,016 220,953
Other administrative expense 94,755 74,897 189,293 141,840
Interest 24,630 307,954 241,502 615,719
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Total expenses 483,310 885,303 1,049,611 1,688,008
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Loss before gain on sale of properties (253,604) (254,224) (617,271) (415,595)
Gain on sale of properties -- -- 252,570 --
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Net loss $ (253,604) (254,224) (364,701) (415,595)
================= ================ ================ ===============
Net loss per limited partnership unit $ (11.71) (11.74) (16.48) (19.19)
================= ================ ================ ===============
Weighted average limited partnership units
outstanding 21,003 21,003 21,003 21,003
================= ================ ================ ===============
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Condensed Consolidated Statements of Cash Flows
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(Unaudited)
Six months ended June 30,
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2004 2003
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Cash provided by (used in):
Operating activities:
Net loss $ (364,701) (415,595)
Gain on sale of properties (252,570) --
Adjustments - other, principally changes in other assets and liabilities (387,066) 346,251
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Net cash used in operating activities (1,004,337) (69,344)
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Investing activities:
Additions to property and equipment (46,238) (32,786)
Net proceeds from sale of properties 1,286,086 --
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Net cash provided by (used in) investing activities 1,239,848 (32,786)
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Financing activities - principal payments on mortgage loans (28,705) (116,286)
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Net increase (decrease) in cash and equivalents 206,806 (218,416)
Cash and equivalents at beginning of period 384,781 273,847
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Cash and equivalents at end of period $ 591,587 55,431
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Notes to Consolidated Financial Statements
Six months ended June 30, 2004 and 2003
(Unaudited)
Organization
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Realmark Property Investors Limited Partnership - V (the Partnership), a
Delaware limited partnership, was formed on February 28, 1986, to invest in a
diversified portfolio of income-producing real estate investments. The general
partners are Realmark Properties, Inc. (the corporate general partner) and
Joseph M. Jayson (the individual general partner). Joseph M. Jayson 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.
Basis of Presentation
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The accompanying unaudited interim consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America and the instructions to Form 10-Q. Accordingly, they do
not include all of the information and notes required by accounting principles
generally accepted in the United States of America for complete financial
statements. The balance sheet at December 31, 2003 has been derived from the
audited financial statements at that date. In the opinion of management, all
adjustments (consisting of normal recurring adjustments) considered necessary
for a fair presentation, have been included. The Partnership's significant
accounting policies are set forth in its December 31, 2003 Form 10-K. The
interim financial statements should be read in conjunction with the financial
statements included therein. The interim results should not be considered
indicative of the annual results.
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Property and Equipment
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At June 30, 2004, the Partnership owned and operated one commercial property.
The property is being actively marketed for sale and, therefore, is not being
depreciated. Depreciation not recorded for the three and six months ended June
30, 2004 was approximately $66,000 and $132,000, respectively. Depreciation not
recorded for the three and six months ended June 30, 2003 was approximately
$208,000 and $418,000, respectively.
Current Accounting Pronouncements
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In January 2003, the Financial Accounting Standards Board (FASB) issued
Financial Interpretation (FIN) No. 46, "Consolidation of Variable Interest
Entities." In December 2003, the FASB reissued FIN No. 46R with certain
modifications and clarifications. This pronouncement became effective for the
Partnership on March 31, 2004 and did not have any effect on its consolidated
financial statements.
PART I - Item 2. Management's Discussion and Analysis of Financial Condition
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and Results of Operations
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Liquidity and Capital Resources
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Effective January 1, 2001, management began formally marketing all remaining
properties in the Partnership for sale. In the first half of 2004, cash
increased approximately $200,000, primarily as a result of the collection of a
note receivable from the sale of three of the Partnership's properties during
the first quarter. In accordance with the settlement of the lawsuit (Part II,
Item 1), it is anticipated that with the sale of the remaining property, the
Partnership may be in a position to make distributions to the limited partners.
Results of Operations
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As compared to the first six months of 2003, the Partnership's loss excluding
sold properties (The Paddock, Inducon Phase I, Inducon Phase II, and Inducon
Phase III) increased approximately $73,000 from a loss of $289,866 in 2003 to a
loss of $363,311 in 2004.
Excluding the sold properties, rental income at Commercial Park West decreased
approximately $64,000 due to increased vacancies (53% occupancy at June 30,
2004).
Excluding the sold properties, total expenses increased approximately $41,000.
Property operations increased $98,000 due to an increase in utilities of $9,000,
payroll expense of $56,000, leasing services of $5,000, insurance expense of
$5,000, and improvements of approximately $23,000 primarily related to carpeting
replacement. The decrease in administrative expense and reimbursement to
affiliates of approximately $72,000 was a result of a decrease in management
fees and portfolio reimbursed expense. Other administrative expenses increased
approximately $13,000 due to an increase in advertising expense of $9,000, legal
expense and office rent. Interest expense increased $2,000 as a result of a
large payable to affiliates at the beginning of the period.
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PART I - Item 3. Quantitative and Qualitative Disclosures About Market Risk
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The Partnership's cash equivalents are short-term, interest-bearing bank
accounts. The mortgage loan on the Partnership's property is fixed rate and,
therefore, is not subject to market risk.
PART I - Item 4. Controls and Procedures
-----------------------
Disclosure Controls and Procedures: The Partnership's management, with the
participation of the Partnership's Individual General Partner and Principal
Financial Officer, has evaluated the effectiveness of the Partnership's
disclosure controls and procedures (as such term is defined in Rule 13a-15(e)
under the Securities Exchange Act of 1934, as amended) as of the end of the
period covered by this report. Based on such evaluation, the Partnership's
Individual General Partner and Principal Financial Officer have concluded that,
as of the end of such period, the Partnership's disclosure controls and
procedures are effective.
Internal Control Over Financial Reporting: There have been no changes in the
Partnership's internal control over financial reporting (as defined in Rule
13a-15(f) under the Securities Exchange Act of 1934, as amended) during the
fiscal quarter to which this report relates that have materially affected, or
are reasonably likely to materially affect, the Partnership's internal control
over financial reporting.
PART II - OTHER INFORMATION
Item 1. 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 in New York State
court. The Partnership's settlement of this litigation is described in its
Annual Report on Form 10-K for the year ended December 31, 2003.
Item 6. Exhibits and Reports on Form 8-K
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(a) Exhibits
31. Certification Pursuant to Rule 13a-14(a), as Adopted Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
32. Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(b) Reports on Form 8-K
None.
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
REALMARK PROPERTY INVESTORS LIMITED PARTNERHIP - V
August 16, 2004 /s/ Joseph M. Jayson
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Date Joseph M. Jayson,
Individual General Partner and
Principal Financial Officer
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