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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2001
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ___________ TO
___________
COMMISSION FILE NUMBER 0-13415
CONSOLIDATED RESOURCES HEALTH CARE FUND II
(Exact name of registrant as specified in its charter)
Georgia 58-1542125
(State or other jurisdiction (I.R.S. Employer Identification
of incorporation or organization) Number)
1175 Peachtree Street, Suite 850, Atlanta, GA 31106
(Address of principal executive offices) (Zip Code)
(404) 873-1919
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days. Yes [ ] No [x]
Part I. Financial Information
Consolidated Resources Health Care Fund II
Condensed Consolidated Balance Sheets
September 30,
2001 December 31, 2000
(Unaudited)
--------------------- ----------------------
ASSETS
Current assets:
Cash and cash equivalents $ 1,525,730 $ 1,105,822
Accounts receivable, net of allowance for doubtful accounts of
$11,947 and $6,304, respectively 361,816 356,586
Prepaid expenses and other --- 6,046
--------------------- ----------------------
Total current assets 1,887,546 1,468,454
--------------------- ----------------------
Property and equipment
Land 178,609 178,609
Buildings and improvements 7,117,286 6,976,479
Equipment and furnishings 1,213,624 1,086,550
--------------------- ----------------------
8,509,519 8,241,638
Accumulated depreciation and amortization (5,876,301) (5,509,461)
--------------------- ----------------------
Net property and equipment 2,633,218 2,732,177
--------------------- ----------------------
Other
Restricted escrows and other deposits 593,119 557,302
Deferred loan costs, net of accumulated amortization of $17,200
and $16,423, respectively 15,906 16,683
--------------------- ----------------------
Total other assets 609,025 573,985
--------------------- ----------------------
$ 5,129,789 $ 4,774,616
===================== ======================
See accompanying notes to condensed consolidated financial statements
September 31,
2001 December 31,
(Unaudited) 2000
--------------------- ----------------------
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
Current liabilities:
Current maturities of long-term debt $ 95,921 $ 90,464
Accounts payable 83,324 67,735
Accrued expenses 626,698 488,313
Accrued management fees 394,918 394,918
Due to related party --- 15,913
Deposit liabilities 102,486 88,261
--------------------- ----------------------
Total current liabilities 1,303,347 1,145,604
--------------------- ----------------------
Long-term obligations, less current maturities 3,792,937 3,866,168
--------------------- ----------------------
Total liabilities 5,096,284 5,011,772
--------------------- ----------------------
Partners' equity (deficit):
Limited partners 199,733 (60,102)
General partners (166,228) (177,054)
--------------------- ----------------------
Total partners' equity (deficit) 33,505 (237,156)
--------------------- ----------------------
$ 5,129,789 $ 4,774,616
===================== ======================
See accompanying notes to condensed consolidated financial statements.
Consolidated Resources Health Care Fund II
Condensed Consolidated Statements of Operations
(Unaudited)
Three months ended Nine Months Ended
September 30, September 30,
2001 2000 2001 2000
------------------ ----------------- ---------------- ---------------
Revenue:
Operating revenues $ 2,005,608 $ 1,862,138 $ 5,976,529 $ 5,376,542
Interest income 22,900 15,771 49,590 41,937
------------------ ----------------- ---------------- ---------------
Total revenue 2,028,508 1,877,909 6,026,119 5,418,479
------------------ ----------------- ---------------- ---------------
Expenses:
Operating expenses 1,709,431 1,647,368 5,110,937 4,718,136
Depreciation & amortization 122,735 118,797 367,617 358,162
Interest 69,073 74,850 216,834 226,084
Partnership administration costs 7,286 21,267 60,080 79,481
------------------ ----------------- ---------------- ---------------
Total expenses 1,908,525 1,862,282 5,755,458 5,381,863
------------------ ----------------- ---------------- ---------------
Net income $ 119,983 $ 15,627 $ 270,661 $ 36,616
================== ================= ================ ===============
Net income per L.P. unit $ 7.68 $ 1.00 $ 17.32 $ 2.34
================== ================= ================ ===============
L.P. units outstanding 15,000 15,000 15,000 15,000
================== ================= ================ ===============
See accompanying notes to condensed consolidated financial statements.
Consolidated Resources Health Care Fund II
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Nine months ended September 30,
2001 2000
--------------------- ----------------------
Operating Activities:
Cash received from residents and government agencies $ 5,971,299 $ 5,227,152
Cash paid to suppliers and employers (5,032,588) (4,834,720)
Interest received 49,590 41,937
Interest paid (216,824) (226,084)
--------------------- ----------------------
Cash provided by operating activities 771,477 208,285
--------------------- ----------------------
Investing Activities:
Additions to property and equipment (267,881) (103,189)
--------------------- ----------------------
Financing Activities:
Principal payments on long-term debt (67,774) (62,892)
Due to related party (15,913) (1,766)
--------------------- ----------------------
Cash used in financing activities (83,687) (64,658)
--------------------- ----------------------
Net increase in cash and cash equivalents 419,908 40,438
Cash and cash equivalents, beginning of period 1,105,822 1,161,934
--------------------- ----------------------
Cash and cash equivalents, end of period $ 1,525,730 $ 1,202,372
===================== ======================
See accompanying notes to condensed consolidated financial statements.
Consolidated Resources Health Care Fund II
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Nine months ended September 30,
2001 2000
--------------------- ----------------------
Reconciliation of net income to cash provided by operating activities:
Net income $ 270,661 $ 36,616
Depreciation and amortization 367,617 358,162
Changes in assets and liabilities:
Accounts receivable (5,230) (149,390)
Restricted escrows (35,817) (209,173)
Prepaid expenses and other assets 6,045 12,846
Accounts payable and accrued liabilities 168,199 159,224
--------------------- ----------------------
Cash and cash equivalents, end of period $ 771,477 $ 208,285
===================== ======================
See accompanying notes to condensed consolidated financial statements.
CONSOLIDATED RESOURCES HEALTH CARE FUND II
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2001
NOTE 1.
The financial statements are unaudited and reflect all adjustments (consisting
only of normal recurring adjustments) which are, in the opinion of management,
necessary for a fair presentation of the financial position and operating
results of Consolidated Resources Health Care Fund II (the "Partnership") for
the interim periods. The results of operations for the three and nine month
periods ended September 30, 2001, are not necessarily indicative of the results
to be expected for the year ending December 31, 2001.
NOTE 2.
The consolidated financial statements should be read in conjunction with the
consolidated financial statements and the notes thereto contained in the
Partnership's Annual Report on Form 10-K for the year ended December 31, 2000,
as filed with the Securities and Exchange Commission, a copy of which is
available upon request by writing to WelCare Service Corporation-II at Post
Office Box 8779, Atlanta, Georgia 31106.
NOTE 3.
A summary of compensation paid to or accrued for the benefit of the
Partnership's general partners and their affiliates and amounts reimbursed for
costs incurred by these parties on the behalf of the Partnership are as follows:
Nine months ended September 30,
2001 2001
---- ----
Charged to operating expenses:
Property management and oversight
management fees ........................ $60,509 $51,503
Financial accounting, data processing,
tax reporting, legal and compliance,
investor relations and supervision
of outside services..................... $60,080 $79,481
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Certain statements contained in this Management Discussion and Analysis are not
based on historical facts, but are forward-looking statements that are based
upon numerous assumptions about future conditions that may ultimately prove to
be inaccurate. Actual events and results may materially differ from anticipated
results described in such statements. The Partnership's ability to achieve such
results is subject to certain risks and uncertainties. Such risks and
uncertainties include, but are not limited to, additional changes in healthcare
reimbursement systems and rates, the availability of capital and financing,
changes to amounts recorded as revenues due to final resolution of amounts due
to and from third-party payors, and other factors affecting the Partnership's
business that may be beyond its control.
At September 30, 2001, the Partnership had two general partners (the "General
Partners"), Consolidated Associates II ("CA-II") and WelCare Service
Corporation-II, as managing general partner ("WSC-II" or the "Managing General
Partner").
Results of Operations
Revenues:
- --------
Operating revenue increased by $143,470 for the quarter ended September 30, 2001
as compared to the same period for the prior year and by $599,987 for the nine
months ended September 30, 2001 as compared to the same period for the prior
year. The increases are primarily attributable to increased levels in overall
occupancy at both facilities during the nine-month period, as well as improved
quality mix at the nursing center in the private pay and Medicare categories.
Medicare, managed care and Medicaid revenue rates at the nursing center also
improved. At September 30, 2001 the occupancy rate at the retirement facility
was 88%, a decrease of 1.5% compared to the prior quarter, and the occupancy
rate of the nursing facility was 89.1%, a decrease of approximately 6% from the
prior quarter.
Expenses:
- --------
Operating expenses increased by $62,023 for the quarter ended September 30, 2001
as compared to the same period for the prior year and by $392,800 for the nine
months ended September 30, 2001 as compared to the same period for the prior
year. The increases in operating expenses are primarily due to an increase in
the nursing staff at the retirement facility; however, a reduction in labor
expenses at the nursing facility partially offset the increased labor expense at
the retirement facility. For the period ended September, 2001, total salary
costs increased by $42,982 at the retirement facility and decreased $8,275 at
the retirement facility.
Liquidity and Capital Resources:
- -------------------------------
At September 30, 2001, the Partnership held cash and cash equivalents of
$1,525,750, an increase of $73,268 from June 30, 2001. The current cash balance
will be necessary to meet the Partnership's current obligations and for
operating reserves. In addition, cash balances maintained at the two Partnership
facilities must be maintained in accordance with operating reserves established
by HUD.
The Partnership's two facilities produced sufficient revenues to meet their
operating and debt service obligations as well as provide additional cash flow
to supplement cash reserves. Management believes that these facilities should
continue to produce positive cash flow for the year ending December 31, 2001;
however, no assurance can be given that the facilities will continue to produce
positive cash flow if revenues decline.
As of September 30, 2001, the Partnership was not obligated to perform any major
capital expenditures or renovations. The Managing General Partner anticipates
that any repairs, maintenance or capital expenditures will be financed with cash
reserves, HUD replacement reserves ($387,433 at September 30, 2001)and cash flow
from operations.
Significant changes have and will continue to be made in government
reimbursement programs, and such changes could have a material impact on future
reimbursement formulas. The Balance Budget Act of 1997 has targeted the Medicare
program for reductions in spending growth for skilled nursing facilities over
the next five years, primarily through the implementation of the PPS
reimbursement system. The Partnership's nursing facility changed to the PPS
reimbursement system on January 1, 1999. Management believes that continued and
increased reductions in therapy costs, the use of general purchasing agents and
other expense reduction measures should in part offset the effect of any rate
reductions arising from the PPS reimbursement system. The Partnership can give
no assurance that payments under such program in the future will remain at a
level comparable to the present level or increase, and decreases in the level of
payments could have a material adverse effect on the Partnership.
ITEM 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Partnership has not entered into any transactions using derivative financial
instruments or other market risk sensitive instruments and believes that its
exposure to market risk associated with other financial instruments (such as
investments and borrowings) and interest rate risk is not material.
Part II - Other Information
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
Exhibit 99.1 Certification Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
CONSOLIDATED RESOURCES HEALTH CARE FUND II
By: WELCARE SERVICE CORPORATION - II
Managing General Partner
Date: April 22, 2003 By: /s/John F. McMullan
---------------------------
John F. McMullan
Chief Financial Officer
Date: April 22, 2003 By: /s/ Marilyn McMullan
---------------------------
Marilyn McMullan
Assistant Secretary
CERTIFICATION
I, John F. McMullan, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Consolidated
Resources Health care Fund II;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the period covered by this quarterly report; and
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial conditions, results of operations and
cash flows of the registrant as of, and for, the periods presented in
this quarterly report.
Date: April 22, 2003 By: /s/ John F.McMullan
----------------------------------
John F. McMullan
Chief Financial Officer (chief executive
and chief financial officer of the
Partnership)