Attached files
file | filename |
---|---|
EXCEL - IDEA: XBRL DOCUMENT - UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II /MI/ | Financial_Report.xls |
EX-32.1 - EXHIBIT 32.1 - UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II /MI/ | v325852_ex32-1.htm |
EX-31.1 - EXHIBIT 31.1 - UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II /MI/ | v325852_ex31-1.htm |
EX-31.2 - EXHIBIT 31.2 - UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II /MI/ | v325852_ex31-2.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended September 30, 2012
¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File No. 0-16701
UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,
a Michigan Limited Partnership
(Exact name of registrant as specified in its charter)
MICHIGAN | 38-2702802 |
(State or other jurisdiction of | (I.R.S. employer |
Incorporation or organization) | identification number) |
280 Daines Street, Birmingham, Michigan 48009
(Address of principal executive offices) (Zip Code)
(248) 645-9220
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(g) of the Act:
units of beneficial assignments of limited partnership interest
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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ No ¨
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large Accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes ¨ No x
UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,
A MICHIGAN LIMITED PARTNERSHIP
INDEX
Page | |||
PART I | FINANCIAL INFORMATION | ||
ITEM 1. | FINANCIAL STATEMENTS | ||
Balance Sheets September 30, 2012 (Unaudited) and December 31, 2011 | 3 | ||
Statements of Operations Nine and Three months ended September 30, 2012 and 2011 (Unaudited) | 4 | ||
Statement of Partners’ Equity Nine months ended September 30, 2012 (Unaudited) | 4 | ||
Statements of Cash Flows Nine months ended September 30, 2012 and 2011 (Unaudited) | 5 | ||
Notes to Financial Statements September 30, 2012 (Unaudited) | 6 | ||
ITEM 2. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 7 | |
ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 9 | |
ITEM 4. | CONTROLS AND PROCEDURES | 10 | |
PART II | OTHER INFORMATION | 10 | |
ITEM 1. | LEGAL PROCEEDINGS | 10 | |
ITEM 1A. | RISK FACTORS | 10 | |
ITEM 6. | EXHIBITS | 11 |
UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,
A MICHIGAN LIMITED PARTNERSHIP
BALANCE SHEETS
ASSETS | September 30,2012 | December 31, 2011 | ||||||
(Unaudited) | ||||||||
Properties: | ||||||||
Land | $ | 8,952,937 | $ | 8,952,937 | ||||
Buildings And Improvements | 42,167,962 | 42,031,798 | ||||||
Furniture And Fixtures | 648,279 | 633,279 | ||||||
51,769,178 | 51,618,014 | |||||||
Less Accumulated Depreciation | (33,883,947 | ) | (32,697,748 | ) | ||||
17,885,231 | 18,920,266 | |||||||
Cash | 5,241,760 | 6,239,427 | ||||||
Unamortized Finance Costs | 575,852 | 596,666 | ||||||
Manufactured Homes and Improvements | 3,046,663 | 2,049,935 | ||||||
Other Assets | 1,349,055 | 955,929 | ||||||
Total Assets | $ | 28,098,561 | $ | 28,762,223 | ||||
LIABILITIES & PARTNERS' EQUITY | September 30,2012 | December 31, 2011 | ||||||
(Unaudited) | ||||||||
Accounts Payable | $ | 87,758 | $ | 166,483 | ||||
Other Liabilities | 732,739 | 446,440 | ||||||
Notes Payable | 21,558,445 | 21,905,364 | ||||||
Total Liabilities | $ | 22,378,942 | $ | 22,518,287 | ||||
Partners' Equity: | ||||||||
General Partner | 423,616 | 420,931 | ||||||
Unit Holders | 5,296,003 | 5,823,005 | ||||||
Total Partners' Equity | 5,719,619 | 6,243,936 | ||||||
Total Liabilities And Partners' Equity | $ | 28,098,561 | $ | 28,762,223 |
See Notes to Financial Statements
3 |
UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,
A MICHIGAN LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS | NINE MONTHS ENDED | THREE MONTHS ENDED | ||||||||||||||
(unaudited) | September 30, 2012 | September 30, 2011 | September 30, 2012 | September 30, 2011 | ||||||||||||
Income: | ||||||||||||||||
Rental Income | $ | 5,425,966 | $ | 5,410,713 | $ | 1,801,379 | $ | 1,812,536 | ||||||||
Home Sale Income | 206,185 | 66,199 | 58,464 | 5,800 | ||||||||||||
Other | 604,070 | 465,174 | 214,008 | 167,679 | ||||||||||||
Total Income | 6,236,221 | 5,942,086 | 2,073,851 | 1,986,015 | ||||||||||||
Operating Expenses: | ||||||||||||||||
Administrative Expenses | ||||||||||||||||
(Including $298,011, $291,009, $99,454 and $98,099, in Property Management Fees Paid to an Affiliate for the Nine and Three Month Period Ended September 30, 2012 and 2011, respectively) | 1,808,294 | 1,814,367 | 572,352 | 557,887 | ||||||||||||
Property Taxes | 678,885 | 687,135 | 233,448 | 229,026 | ||||||||||||
Utilities | 441,007 | 429,949 | 148,592 | 134,078 | ||||||||||||
Property Operations | 536,351 | 451,524 | 164,373 | 171,115 | ||||||||||||
Depreciation | 1,186,199 | 1,142,663 | 395,671 | 381,229 | ||||||||||||
Interest | 1,099,731 | 1,121,725 | 364,651 | 371,901 | ||||||||||||
Home Sale Expense | 217,258 | 85,353 | 71,569 | 13,555 | ||||||||||||
Total Operating Expenses | 5,967,725 | 5,732,716 | 1,950,656 | 1,858,791 | ||||||||||||
Net Income | $ | 268,496 | $ | 209,370 | $ | 123,195 | $ | 127,224 | ||||||||
Income per Limited Partnership Unit: | $ | 0.08 | $ | 0.06 | $ | 0.04 | $ | 0.04 | ||||||||
Distribution Per Unit: | $ | 0.24 | $ | 0.24 | $ | 0.08 | $ | 0.08 | ||||||||
Weighted Average Number Of Units Of Beneficial Assignment Of Limited Partnership | ||||||||||||||||
Interest Outstanding During The Nine and Three Month Period Ended September 30, 2012 and 2011. | 3,303,387 | 3,303,387 | 3,303,387 | 3,303,387 |
STATEMENT OF PARTNERS' EQUITY (Unaudited) | ||||||||||||
General Partner | Unit Holders | Total | ||||||||||
Balance, December 31, 2011 | $ | 420,931 | $ | 5,823,005 | $ | 6,243,936 | ||||||
Distributions | 0 | (792,813 | ) | (792,813 | ) | |||||||
Net Income | 2,685 | 265,811 | 268,496 | |||||||||
Balance as of September 30, 2012 | $ | 423,616 | $ | 5,296,003 | $ | 5,719,619 |
See Notes to Financial Statements
4 |
UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,
A MICHIGAN LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
(Unaudited)
NINE MONTHS ENDED | ||||||||
September 30,2012 | September 30,2011 | |||||||
Cash Flows From Operating Activities: | ||||||||
Net Income | $ | 268,496 | $ | 209,370 | ||||
Adjustments To Reconcile Net Income | ||||||||
To Net Cash Provided By | ||||||||
Operating Activities: | ||||||||
Depreciation | 1,186,199 | 1,142,663 | ||||||
Amortization | 20,814 | 20,814 | ||||||
Increase in Manufactured Homes and Home Improvements | (996,728 | ) | (865,597 | ) | ||||
Increase In Other Assets | (393,126 | ) | (244,720 | ) | ||||
Decrease In Accounts Payable | (78,725 | ) | (47,016 | ) | ||||
Increase In Other Liabilities | 286,299 | 328,629 | ||||||
Total Adjustments | 24,733 | 334,773 | ||||||
Net Cash Provided By Operating Activities | 293,229 | 544,143 | ||||||
Cash Flows From Investing Activities: | ||||||||
Redemption of Investments | 0 | 1,423,003 | ||||||
Purchase of property and equipment | (151,164 | ) | (231,730 | ) | ||||
Net Cash (Used In) Provided By Investing Activities | (151,164 | ) | 1,191,273 | |||||
Cash Flows Used In Financing Activities: | ||||||||
Distributions To Unit Holders | (792,813 | ) | (792,813 | ) | ||||
Payments On Mortgage | (346,919 | ) | (325,047 | ) | ||||
Net Cash Used In Financing Activities | (1,139,732 | ) | (1,117,860 | ) | ||||
(Decrease) Increase In Cash and Equivalents | (997,667 | ) | 617,660 | |||||
Cash, Beginning | 6,239,427 | 5,671,854 | ||||||
Cash, Ending | $ | 5,241,760 | $ | 6,289,514 |
See Notes to Financial Statements
5 |
UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,
A MICHIGAN LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
September 30, 2012 (Unaudited)
1. | Basis of Presentation: |
The accompanying unaudited 2012 financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The balance sheet at December 31, 2011 has been derived from the audited financial statements at that date. Operating results for the three and nine months ended September 30, 2012 are not necessarily indicative of the results that may be expected for the year ending December 31, 2012, or for any other interim period. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership’s Form 10-K for the year ended December 31, 2011.
We have evaluated subsequent events through the date of this filing. We do not believe there are any material subsequent events which would require further disclosure.
2. | Mortgage Payable: |
On August 29, 2008, the Partnership refinanced its existing mortgage note payable and executed seven new mortgages payable in the amount of $23,225,000 secured by the seven properties of the Partnership. To pay off the prior mortgage balance of $25,277,523 and the costs of refinancing, the Partnership transferred $2,735,555 from cash reserves. The mortgages are payable in monthly installments of interest and principal through September 2033. Interest on these notes is accrued at a fixed rate of 6.625% for five years, at which time, the rate will reset to the lender’s then prevailing market rate. As of September 30, 2012 the balance on these notes was $21,558,445.
The Partnership incurred $693,798 in financing costs as a result of the refinancing which is being amortized over the life of the loan. This included a 1% fee payable to an affiliate of the General Partner.
Future maturities on the note payable for the next five years and thereafter are as follows: remainder of 2012 - $119,513; 2013 - $498,289; 2014 - $532,321; 2015 - $568,678; 2016 - $607,519 and thereafter - $19,232,125.
6 |
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Critical Accounting Policies
See Part II, Item 7 – Critical Accounting Policies, our consolidated financial statements and related notes in Part IV, Item 15 of our Annual Report on Form 10-K for the year ended December 31, 2011 filed with the SEC on March 9, 2012 for accounting policies and related estimates we believe are the most critical to understanding condensed consolidated financial statements, financial conditions and results of operations and which require complex management judgment and assumptions or involve uncertainties. There have been no material changes to the critical accounting policies and estimates previously disclosed in that report.
Liquidity and Capital Resources
Partnership liquidity is based, in part, upon its investment strategy. Upon acquisition, the Partnership anticipated owning the properties for seven to ten years. All of the properties have been owned by the Partnership for more than ten years. The General Partner may elect to have the Partnership own the properties for as long as, in the opinion of the General Partner, it is in the best interest of the Partnership to do so.
The Partnership's capital resources consist primarily of its seven manufactured home communities. On August 29, 2008, the Partnership refinanced these properties with Stancorp Mortgage Investors, LLC (the “Refinancing”) in the amount of $23,225,000 secured by the seven properties of the Partnership. To pay off the prior mortgage balance of $25,277,523 and the costs of refinancing, the Partnership transferred $2,735,555 from cash reserves. The mortgages are payable in monthly installments of interest and principal through September 2033. Interest on these notes are accrued at a fixed rate of 6.625% for five years, at which time, the rate will reset to the lenders then prevailing market rate. As of September 30, 2012 the balance on these notes was $21,558,445.
The Partnership incurred $693,798 in financing costs as a result of the refinancing which is being amortized over the life of the loan. This included a 1% fee payable to an affiliate of the General Partner.
As a result of the Refinancing, all of the Partnership’s seven properties are mortgaged. At the time of the Refinancing,
the aggregate principal amount due under the seven mortgage notes was $23,225,000 and the aggregate fair market value of the Partnership’s
mortgaged properties was $73,550,000. The Partnership expects to meet its short-term liquidity needs generally through its working
capital provided by operating activities.
The General Partner has decided to distribute $264,271, or $.08 per unit, to the unit holders for the third quarter ended September 30, 2012. The General Partner will continue to monitor cash flow generated by the Partnership’s seven properties during the coming quarters. If cash flow generated is greater or lesser than the amount needed to maintain the current distribution level, the General Partner may elect to reduce or increase the level of future distributions paid to Unit Holders.
7 |
As of September 30, 2012, the Partnership’s cash balance amounted to $5,241,760. The level of cash balance maintained is at the discretion of the General Partner.
Results of Operations
Overall, as illustrated in the following table, the Partnership's seven properties reported combined occupancy of 48% at the end of September 2012 versus 49% at the end of September 2011. The average monthly homesite rent as of September 30, 2012 was approximately $505; versus $493 from September 2011 (average rent not a weighted average).
Total | Occupied | Occupancy | Average* | |||||||||||||
Capacity | Sites | Rate | Rent | |||||||||||||
Ardmor Village | 339 | 147 | 43 | % | $ | 524 | ||||||||||
Camelot Manor | 335 | 104 | 31 | % | 417 | |||||||||||
Dutch Hills | 278 | 108 | 39 | % | 420 | |||||||||||
El Adobe | 367 | 190 | 52 | % | 535 | |||||||||||
Stonegate Manor | 308 | 108 | 35 | % | 410 | |||||||||||
Sunshine Village | 356 | 218 | 61 | % | 627 | |||||||||||
West Valley | 421 | 305 | 72 | % | 603 | |||||||||||
Total on 9/30/12: | 2,404 | 1,180 | 48 | % | $ | 505 | ||||||||||
Total on 9/30/11: | 2,404 | 1,210 | 49 | % | $ | 493 |
*Not a weighted average
Gross Revenue | Net Operating Income and Net Income | Gross Revenue | Net Operating Income and Net Income | |||||||||||||||||||||||||||||
9/30/2012 | 9/30/2011 | 9/30/2012 | 9/30/2011 | 09/30/2012 | 09/30/2011 | 09/30/2012 | 09/30/2011 | |||||||||||||||||||||||||
three months ended | three months ended | nine months ended | nine months ended | |||||||||||||||||||||||||||||
Ardmor | $ | 240,875 | $ | 244,685 | $ | 116,228 | $ | 119,546 | $ | 730,793 | $ | 737,077 | $ | 342,275 | $ | 350,285 | ||||||||||||||||
Camelot Manor | 170,325 | 133,491 | 65,597 | 28,675 | 451,667 | 410,327 | 143,071 | 79,662 | ||||||||||||||||||||||||
Dutch Hills | 216,018 | 157,017 | 56,840 | 58,412 | 555,334 | 442,659 | 161,643 | 141,737 | ||||||||||||||||||||||||
El Adobe | 275,507 | 298,559 | 124,672 | 149,384 | 868,297 | 907,888 | 448,921 | 486,332 | ||||||||||||||||||||||||
Stonegate | 161,287 | 157,574 | 52,461 | 59,999 | 509,318 | 456,419 | 140,952 | 138,325 | ||||||||||||||||||||||||
Sunshine | 431,432 | 425,485 | 197,530 | 213,105 | 1,369,088 | 1,274,829 | 624,906 | 617,917 | ||||||||||||||||||||||||
West Valley | 567,053 | 565,136 | 397,550 | 391,213 | 1,717.202 | 1,699,427 | 1,220,784 | 1,190,733 | ||||||||||||||||||||||||
2,063,497 | 1,981,947 | 1,010,878 | 1,020,334 | 6,201,699 | 5,928,626 | 3,082,552 | 3,004,991 | |||||||||||||||||||||||||
Partnership Management | 10,354 | 4,068 | (84,526 | ) | (90,288 | ) | 34,522 | 13,460 | (366,431 | ) | (419,168 | ) | ||||||||||||||||||||
Other Expense | — | — | (42,835 | ) | (49,692 | ) | — | — | (161,695 | ) | (112,065 | ) | ||||||||||||||||||||
Interest Expense | — | —- | (364,651 | ) | (371,901 | ) | — | — | (1,099,731 | ) | (1,121,725 | ) | ||||||||||||||||||||
Depreciation | — | — | (395,671 | ) | (381,229 | ) | — | — | (1,186,199 | ) | (1,142,663 | ) | ||||||||||||||||||||
$ | 2,073,851 | $ | 1,986,015 | $ | 123,195 | $ | 127,224 | $ | 6,236,221 | $ | 5,942,086 | $ | 268,496 | $ | 209,370 |
8 |
Net Operating Income (“NOI”) is a non-GAAP financial measure equal to net income, the most comparable GAAP financial measure, plus depreciation, interest expense, partnership management expense, and other expenses. The Partnership believes that NOI is useful to investors and the Partnership’s management as an indication of the Partnership’s ability to service debt and pay cash distributions. NOI presented by the Partnership may not be comparable to NOI reported by other companies that define NOI differently, and should not be considered as an alternative to net income as an indication of performance or to cash flows as a measure of liquidity or ability to make distributions.
Comparison of Three Months Ended September 30, 2012 to Three Month Ended September 30, 2011
Gross revenues increased $87,836 to $2,073,851 in 2012, from $1,986,015 in 2011. This was mainly due to higher lease home income, as part of new home leasing programs at the Camelot Manor property in Grand Rapids, Michigan, the Dutch Hills property in East Lansing, Michigan, and the Stonegate property in Lansing, Michigan.
As described in the Statements of Operations, total operating expenses increased $91,865, to $1,950,656 in 2012, as compared to $1,858,791 in 2011. This was mainly due to increased home sale activity.
As a result of the aforementioned factors, the Partnership experienced Net Income of $123,195 for the third quarter of 2012 as compared to Net Income of $127,224 for the third quarter of 2011.
Comparison of Nine Months Ended September 30, 2012 to Nine Months Ended September 30, 2011
Gross revenues increased $294,135 to $6,236,221 in 2012, from $5,942,086 in 2011. The increase was mainly due to higher lease income as mentioned above, and increased home sale activity.
As described in the Statements of Operations, total operating expenses increased $235,009, to $5,967,725 in 2012, as compared to $5,732,716 in 2011. The increase was primarily a result of increased home sale expenses.
As a result of the aforementioned factors, the Partnership experienced Net Income of $268,496 in 2012 as compared to Net Income of $209,370 in 2011.
ITEM 3.
QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK
The Partnership is exposed to interest rate risk primarily through its borrowing activities.
There is inherent roll over risk for borrowings as they mature and are renewed at current market rates. The extent of this risk is not quantifiable or predictable because of the variability of future interest rates and the Partnership’s future financing requirements.
9 |
Note Payable: At September 30, 2012 the Partnership had notes payable outstanding in the amount of $21,558,445. Interest on these notes is at a fixed annual rate of 6.625% through September 2013, at which time, the rate will reset to the lender’s then prevailing market rate.
The Partnership does not enter into financial instruments transactions for trading or other speculative purposes or to manage its interest rate exposure.
ITEM 4. | CONTROLS AND PROCEDURES |
As of the end of the period covered by this report, the Partnership carried out an evaluation, under the supervision and with the participation of the Principal Executive Officer and the Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon, and as of the date of, this evaluation, the Principal Executive Officer and the Principal Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed in the quarterly report is recorded, processed, summarized and reported as and when required.
There was no change in the Partnership’s internal controls over financial reporting that occurred during the most recent completed quarter that has materially affected, or is reasonably likely to materially affect, the Partnership’s internal control over financial reporting.
PART II - OTHER INFORMATION
ITEM 1. | LEGAL PROCEEDINGS |
None.
ITEM 1A. | RISK FACTORS |
In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item IA. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2011, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may adversely affect our business, financial condition and/or operating results.
10 |
ITEM 6. | EXHIBITS |
Exhibit 31.1 | Principal Executive Officer Certification pursuant to Rule 13a-14(a)/15d-14(a) of The Securities and Exchange Act of 1934, as amended |
Exhibit 31.2 | Principal Financial Officer Certification pursuant to Rule 13a-14(a)/15d-14(a) of The Securities and Exchange Act of 1934, as amended |
Exhibit 32.1 | Certifications pursuant to 18 U.S C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes –Oxley Act of 2002. |
11 |
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.
Uniprop Manufactured Housing Communities | ||
Income Fund II, a Michigan Limited Partnership | ||
BY: | Genesis Associates Limited Partnership, | |
General Partner |
BY: | Uniprop, Inc., | |
its Managing General Partner |
By: | /s/ Roger I. Zlotoff | |
Roger I. Zlotoff, President |
By: | /s/ Susann Szepytowski | |
Susann Szepytowski, Principal Financial Officer |
Dated: November 07, 2012
12 |