10-Q 1 g69459e10-q.txt SOUTHEAST ACQUISITIONS III, L.P. 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 MARCH 31, 2001. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM JANUARY 1, 2001 TO MARCH 31, 2001. Commission File number: 0-18454 (formerly 33-26759) --------------------------- SOUTHEAST ACQUISITIONS III, L.P. -------------------------------- (Exact name of registrant) Delaware 23-2532708 -------- ---------- (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 301 South Perimeter Park Drive Nashville, Tennessee 37211 (Address of Principal Executive Offices) Issuer's Telephone Number: 615-834-0872 ------------ Indicate by check mark whether the registrant (a) 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 (b) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] 2 PART I - FINANCIAL INFORMATION Item 1 - Financial Statements The unaudited financial statements of Southeast Acquisitions III, L.P. (the "Partnership") at March 31, 2001 are attached hereto as Exhibit A. Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations. Background The Partnership was formed to acquire, own and realize appreciation in the following properties by holding them for investment and eventual sale (each a "Property," collectively the "Properties"): 208 acres of undeveloped land in Fulton County, Georgia; 265 acres of undeveloped land in Henry County, Georgia; 24 acres of undeveloped land near Nashville, Tennessee; 48 acres of undeveloped land near Fort Myers, Florida; and 51 acres of undeveloped land near Columbia, South Carolina. There can be no assurance that the Partnership's objectives will be realized. At March 31, 2001, there remained approximately 208 acres in Fulton County, Georgia and approximately 33 acres in Columbia, South Carolina. Results of Operations for First Quarter of 2001 Compared with First Quarter of 2000 The Partnership activities for the first quarter of 2001 and the first quarter of 2000 were focused on the sale of Partnership property. During the first quarter of 2001, the Partnership sold 1.59 acres of the Columbia, South Carolina land for a sales price of $25,000 and recognized a loss of $5,992. The Partnership also received $30,665 in interest income related to the extension of the Fulton County, Georgia sale that closed in escrow in November 1999. This sale was to be funded by March 31, 2001, but this did not occur. The purchaser is attempting to finance and fund this sale by the end of the second quarter of 2001. If this occurs, the purchaser will owe an additional 15% interest from April 1st through the funding date. There can be no assurance that this closing will be funded. During the first quarter of 2000, the Partnership received $203,708 of non-refundable earnest money and interest to extend this same closing. The Partnership also sold approximately 7 acres of land in Columbia, South Carolina for a sales price of $277,020. Other income during the first quarter of 2001 consisted of interest income of $4,032 as compared with $5,310 in the first quarter of 2000. The decrease in interest income was primarily due to a lower cash reserve during the first quarter of 2001. Expenses in the first quarter of 2001 included general and administrative expenses of $8,873 versus $8,588 in the first quarter of 2000. In addition, the Partnership had $6,625 of management fees, the same as was incurred during the first quarter of 2000. Real estate taxes in the first quarter of 2001 were $2,308 compared with $16,209 in the first quarter of 2000. The 3 2000 taxes included greenbelt rollback taxes of $12,254 related to the sale of Columbia, South Carolina property. The Partnership also owned less property in the 2001 period. Insurance in the first quarter of 2001 was $56 as compared with $43 in the first quarter of 2000. The 2000 taxes included greenbelt rollback taxes of $12,254 related to the sale of Columbia, South Carolina property. The Partnership also owned less property in the 2001 period. The Partnership also had to pay a Tennessee state income tax of $11,483, Tennessee franchise and excise tax of $543 and the first quarter estimated Tennessee franchise and excise tax of $70. The Partnership paid no such taxes in the first quarter of 2000. Inflation did not have any material impact on operations during the first quarter of 2001 and it is not expected to materially impact future operations. Liquidity and Capital Resources The Partnership had cash reserves of $580,847 at March 31, 2001, which will be used to cover the following estimated annual costs: management fees of $26,500, accounting fees of $14,500, legal fees of $8,000, insurance costs of $225, property taxes of $9,231, and other general and administrative expenses $9,000. There will be a distribution to the limited partners if the South Fulton County closing, as previously mentioned, is funded in the second quarter. In the General Partner's opinion, the Partnership's reserves will be sufficient for an additional year. However, if additional expenses are incurred, then the reserves may be inadequate to cover the Partnership's operating expenses. If the reserves are exhausted, the Partnership may have to dispose of some or all of the Properties or incur indebtedness on unfavorable terms. PART II - OTHER INFORMATION Item 1 - Legal Proceedings None Item 2 - Changes in Securities There were no changes in the Partnership's securities during the first quarter of 2001. Item 3 - Defaults Upon Senior Securities There was no default in the payment of principal, interest, a sinking or purchase fund installment or any other default with respect to any indebtedness of the Partnership. The Partnership has issued no preferred stock; accordingly, there have been no arrearages or delinquencies with respect to any such preferred stock. Item 4 - Submission of Matters to a Vote of Security Holders 4 No matters were submitted to the Partners for a vote during the first quarter of 2001. Item 5 - Other Information None Item 6 - Exhibits and Reports on Form 8-K Reports on Form 8-K None Exhibits (numbered in accordance with Item 601 of Regulation S-K)

5 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following person on behalf of the Registrant and in the capacities and on the date indicated.

6 EXHIBIT A SOUTHEAST ACQUISITIONS III, LP BALANCE SHEETS

See notes to financial statements. 7 EXHIBIT A SOUTHEAST ACQUISITIONS III, LP STATEMENTS OF OPERATIONS AND PARTNERS' EQUITY (UNAUDITED)

* Net income (loss) per unit of limited partnership interest for the first quarter of 2000 has been restated to conform to the 2000 year-end presentation. See notes to financial statements. 8 EXHIBIT A SOUTHEAST ACQUISITIONS III, LP STATEMENTS OF CASH FLOWS (UNAUDITED)

See notes to financial statements. 9 SOUTHEAST ACQUISITIONS III, LP (A Limited Partnership) NOTES TO FINANCIAL STATEMENTS For the Three Months Ended March 31, 2001 (Unaudited) A. ACCOUNTING POLICIES The unaudited financial statements presented herein have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles. These statements should be read in conjunction with the financial statements and notes thereto included in the Partnership's Form 10-K for the year ended December 31, 2000. In the opinion of management, such financial statements include all adjustments, consisting only of normal recurring adjustments, necessary to summarize fairly the Partnership's financial position and results of operations. The results of operations for the three-month period ended March 31, 2001 may not be indicative of the results that may be expected for the year ending December 31, 2001. B. RELATED PARTY TRANSACTIONS The General Partner and its affiliates have been actively involved in managing the Partnership"s operations. Compensation earned for these services in the first three months were as follows:

SOUTHEAST ACQUISITIONS III L P 10-Q