250 WEST 57TH ST ASSOCIATES L.L.C. - 10-Q - 20081106 - FORM
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2008
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 0-2666
250 WEST 57th ST. ASSOCIATES L.L.C.
(Exact name of Registrant as specified in its charter)
A New York Limited Liability Company 13-6083380
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
60 East 42nd Street, New York, New York 10165
(Address of principal executive offices)
(Zip Code)
(212) 687-8700
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
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 a shell company (as defined in Rule 12b-2 of the Act) Yes [ ] No [ X ] .
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
Property situated at 250-264 West 57
th
Street, New York, New York:
Building
$4,940,682
$4,940,682
Less: accumulated depreciation
4,940,682
4,940,682
0
0
Building improvements
33,281,259
33,173,876
Less: accumulated depreciation
3,763,652
3,346,608
29,517,607
29,827,268
Land
2,117,435
2,117,435
Total real estate, net
31,635,042
31,944,703
Cash and cash equivalents
6,001,139
5,191,151
Accounts receivable
200
0
Receivable from participants re: NYS estimated
tax
17,171
0
Leasing commissions
Less: accumulated amortization
1,542,746
552,909
989,837
1,542,746
466,177
1,076,569
Mortgage refinancing costs
1,282,593
1,282,593
Less: accumulated amortization
387,912
320,132
894,681
962,461
Total assets
$39,538,070
$39,174,884
Liabilities and Members' Deficiency:
Liabilities:
Mortgages payable
$37,791,276
$37,301,770
Accrued interest
170,664
168,639
Building improvement costs payable
934,663
3,282,693
Payable to lessee, a related party
4,904,753
2,449,340
Total liabilities
43,801,356
43,202,442
Commitments and contingencies
-
-
Members' deficiency
(4,263,286)
(4,027,558)
Total liabilities and members' deficiency
$39,538,070
$39,174,884
See notes to the condensed financial statements.
250 West 57th St. Associates L.L.C.
(A Limited Liability Company)
Condensed Statements of Income
(Unaudited)
For the Three Months
For the Six Months
Ended June 30,
Ended June 30,
2008
2007
2008
2007
Revenues:
Basic minimum annual rent, from a related party
$676,364
$628,346
$1,348,642
$1,244,431
Advance of primary overage rent, from a related
party
188,000
188,000
376,000
376,000
Total rent income
864,364
816,346
1,724,642
1,620,431
Dividend income
20,963
21,293
54,888
34,973
Miscellaneous income
0
0
962
1,200
Total revenues
885,327
837,639
1,780,492
1,656,604
Expenses:
Interest on mortgages
511,711
472,503
1,022,089
934,712
Supervisory services, to a related party
15,000
15,000
30,000
30,000
Amortization of leasing commissions
42,943
41,278
86,732
84,278
Amortization of mortgage refinancing
costs
33,890
33,890
67,780
67,780
Depreciation of building improvements
208,809
203,085
417,044
399,415
Professional fees and miscellaneous
19,787
1,519
32,575
2,019
Total expenses
832,140
767,275
1,656,220
1,518,204
Net Income
$53,187
$70,364
$124,272
$138,400
Earnings per $5,000 participation unit, based on
720 participation units outstanding during the period
$73.87
$97.73
$ 172.60
$ 192.22
Distributions per $5,000 participation unit
consisted of the following:
Income
$ 73.87
$ 97.73
$ 172.60
$ 192.22
Return of capital
176.13
152.27
327.40
307.78
Total distributions
$ 250.00
$ 250.00
$ 500.00
$ 500.00
At June 30, 2008 and 2007, there were
$3,600,000 of participation units outstanding.
See notes to the condensed financial
statements.
250 West 57
th
St. Associates
L.L.C.
(A Limited Liability
Company)
Statements of Members' Deficiency
(Unaudited)
For the Six Months Ended
June 30, 2008
For the Year
Ended
December 31, 2007
Members' deficiency:
January 1, 2008
January 1, 2007
$(4,027,558)
$(3,746,060)
Add, net income:
January 1, 2008 through June 30, 2008
124,272
0
January 1, 2007 through December 31,
2007
0
3,224,257
(3,903,286)
(521,803)
Less distributions:
Distributions January 1, 2008 through
June 30, 2008
360,000
0
Distributions January 1, 2007 through December 31,
2007
0
720,000
Distribution, November 30, 2007
0
2,785,755
360,000
3,505,755
Members' deficiency:
June 30, 2008
December 31, 2007
$(4,263,286)
$(4,027,558)
See notes to the condensed financial
statements.
250 West 57th St. Associates L.L.C.
(A Limited Liability Company)
Condensed Statements of Cash Flows
(Unaudited)
For the Six
Months Ended
June 30, 2008
For the Six
Months Ended
June 30, 2007
Cash flows from operating activities:
Net income
$ 124,272
$ 138,400
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation of building improvements
417,044
399,415
Amortization of leasing commissions
86,732
84,278
Amortization of mortgage refinancing costs
67,780
67,780
Change in accounts receivable
(200)
0
Change in leasing commissions
0
(81,136)
Change in accrued interest
2,025
9,890
Net cash provided by operating activities
697,653
618,627
Cash flows from investing activities:
Purchase of building improvements, including
building improvements in progress
(107,383)
(616,297)
Change in receivable from
participants
(17,171)
(6,205)
Change in building improvement costs
payable
(2,348,030)
479,498
Net cash used in investing activities
(2,472,584)
(143,004)
Cash flows from financing activities:
Proceeds from mortgages payable
800,000
2,150,000
Repayment of mortgage payable
(310,494)
(245,886)
Increase in due to lessee
2,455,413
81,135
Distributions to participants
(360,000)
(360,000)
Net cash provided by financing
activities
2,584,919
1,625,249
Net change in cash and cash equivalents
809,988
2,100,872
Cash and cash equivalents,
Beginning of period
5,191,151
1,276,460
Cash and cash equivalents, end of period
$6,001,139
$3,377,332
Cash paid for: Interest
$1,020,064
$924,822
Supplemental disclosure of
noncash investing and financing activities:
Short-term debt payable to lessee and others
incurred
for the purchase of building improvements
$ -
$1,411,098
See notes to the condensed financial
statements.
Notes To Condensed Financial Statements (unaudited)
Note A Interim Period Reporting
In the opinion of management, the
accompanying unaudited condensed financial statements of 250 West 57th St.
Associates L.L.C. (the "Registrant") reflect all adjustments, consisting of
normal recurring accruals, necessary to present fairly the financial position of
Registrant as of June 30, 2008 and its results of operations for the three and
six months ended June 30, 2008 and 2007 and cash flows for the six months ended
June 30, 2008 and 2007. Information included in the condensed balance sheet as
of December 31, 2007 has been derived from the audited balance sheet included in
Registrant's Form 10-K for the year ended December 31, 2007 (the "10-K")
previously filed with the Securities and Exchange Commission (the "SEC").
Pursuant to rules and regulations of the SEC, certain information and
disclosures normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States of America
have been condensed or omitted from these financial statements unless
significant changes have taken place since the end of the most recent fiscal
year. Accordingly, these unaudited condensed financial statements should be read
in conjunction with the financial statements, notes to financial statements and
the other information in the 10-K. The results of operations for the six months
ended June 30, 2008 are not necessarily indicative of the results to be expected
for the full year.
Note B Organization
Registrant is a New York limited liability
company which was organized as a joint venture on May 25, 1953. On September 30,
1953, Registrant acquired fee title to the "Fisk Building" at 250 West 57th
Street (the "Building") and the land thereunder located at 250-264 West 57th
Street, New York, New York (collectively, the "Property"). On November 30, 2001,
Registrant converted to a limited liability company under New York law and is
now known as 250 West 57
th
St. Associates L.L.C.
The conversion did not change any aspect of the assets and operations of
Registrant other than to protect its participants from future liability to a
third party. Registrant's members ("Members") are Peter L. Malkin and Anthony E.
Malkin (collectively, the "Agents"), each of whom also acts as an agent for
holders of participations ("Participations") in his respective member interests
in Registrant (the "Participants"). The Members in Registrant hold senior
positions at Wien & Malkin LLC ("Wien & Malkin" or the "Supervisor"), 60
East 42nd Street, New York, New York, which provides supervisory and other
services to Registrant and Lessee. See Note E below.
Note C Lease
Registrant does not operate the Property.
Registrant leases the Property to Fisk Building Associates L.L.C. (the "Lessee")
under a long-term net operating lease dated May 1, 1954 (the "Lease"), the
current term of which expires on September 30, 2028. The Participants in
Registrant have consented to the granting of options to the Lessee to extend the
Lease for three additional twenty-five year renewal terms expiring in 2103.
Lessee is a New York limited liability company whose members consist of, among
others, entities for the benefit of members of Peter L. Malkin's family.
Under the Lease, effective May 1, 1975,
between Registrant and Lessee, basic annual rent ("Basic Rent") was equal to
mortgage principal and interest payments plus $28,000 payable to Wien &
Malkin for supervisory services. The lease modification dated November 17, 2000
between Registrant and Lessee provides that the Basic Rent will be equal to the
sum of $28,000 plus the installment payments for interest and amortization (not
including any balloon payment due at maturity) currently payable on all
mortgages. Basic Rent is payable in monthly installments on the first day of
each calendar month in an amount equal to $2,333.33 plus the projected debt
service due on the mortgages on the first day of the ensuing calendar month
(with a reconciliation to be made as soon as practicable thereafter). Basic Rent
shall be adjusted on a dollar-for-dollar basis by changes in the annual debt
service on the mortgages. See Note D.
Lessee is required to make a monthly
payment to Registrant, as an advance against primary overage rent ("Primary
Overage Rent"), of an amount equal to its operating profit for its previous
lease year in the maximum amount of $752,000 per annum. Lessee currently
advances $752,000 each year, which is recorded in revenues in monthly
installments of $62,667 and permits Registrant to make regular monthly
distributions at 20% per annum on the Participants' remaining original cash
investment and to pay $1,667 monthly to Supervisor as an advance of the
additional payment (the "Additional Payment").
Lessee is also required to make an annual
payment to Registrant of secondary overage rent ("Secondary Overage Rent")
subsequent to September 30
th
of the amount
representing 50% of the excess of the net operating profit (as defined) of the
Lessee for the lease year ending September 30
th
over the Primary Overage Rent of $752,000, less the amount representing interest
earned and retained by Registrant on funds borrowed for the building improvement
program described below. Since it is not practicable to estimate Secondary
Overage Rent for the lease year ending on the ensuing September 30
th
which would be allocable to the first nine months
of the lease year until the Lessee, pursuant to the Lease, renders to Registrant
a report on the operation of the Property, Registrant recognizes Secondary
Overage Rent when earned from the Lessee, at the close of the lease year ending
September 30
th
.
For the lease year ended September 30,
2007, Lessee reported net operating profit of $7,472,948 after deduction of
Basic Rent. Lessee paid Primary Overage Rent of $752,000 for that lease year
prior to September 30, 2007 and Secondary Overage Rent of $3,281,822 subsequent
to September 30, 2007. The Secondary Overage Rent of $3,281,822 represents 50%
of the excess of the Lessee's net operating profit of $7,472,948 over $752,000,
less $78,653 representing interest earned and retained by Registrant on funds
borrowed for the improvement program. As a result, the Secondary Overage Rent
paid by the Lessee subsequent to September 30, 2007 of $3,281,822 plus $78,653
of interest income was available for distribution by the Registrant to the
Participants. After deducting the Additional Payment to Supervisor of $309,528
(Note E), $200,000 added as a cash reserve for contingencies (there were no
related charges to expenses), $64,692 of costs that were incurred in response to
an unaffiliated third party tender offer, and annual New York State limited
liability company filing fees of $500, the balance of $2,785,755 was distributed
to the Participants on November 30, 2007.
As a result of its revenue recognition
policy, rental income for the year ending December 31
st
includes the advances of Primary Overage Rent
received from October 1
st
to December 31
st
, but does not include any portion of Secondary
Overage Rent based on the Lessee's operations during that period.
Note D Mortgages
On December 29, 2004, the First Mortgage
was placed on the Property in the amount of $30,500,000 with Prudential
Insurance Company of America. At closing, $3,000,000 was drawn and the remaining
$27,500,000 was drawn during 2005. These draws paid off the pre-existing first
mortgage of $15,500,000 with Emigrant Savings Bank on September 1, 2005 and were
used to finance capital improvements as needed. The initial draw of $3,000,000
and all subsequent draws required constant equal monthly payments of interest
only at the rate of
5.33% per annum until January 5,
2007. Commencing February 5, 2007 Registrant is required to repay the full
$30,500,000 in equal monthly payments of $184,213 applied to interest and
principal calculated on a twenty-five year amortization schedule. The First
Mortgage
matures on December 5, 2014 at which time
the principal balance will be $24,754,972. The First Mortgage may be prepaid at
any time, in whole only, upon payment of a prepayment penalty based on a yield
maintenance formula. There is no prepayment penalty if the First Mortgage is
paid in full during the last 90 days of the term.
On May 25, 2006, a second mortgage (the
"Second Mortgage") was placed on the Property in the amount of $12,410,000 with
the Prudential Insurance Company. $2,100,000 was drawn at closing and an
additional $6,050,000 had been drawn as of June 30, 2008. The remaining
$4,260,000 will be drawn through March 5, 2009 to finance capital improvements
as needed. The initial draw of $2,100,000 and all subsequent draws require
constant equal monthly payments of interest only, at the rate of 6.13% per annum
until March 5, 2009. Commencing April 5, 2009, constant monthly payments of
interest and principal of $80,947 will be required. The Second Mortgage
matures on January 5, 2015 at which time the principal
balance will be $10,937,418. The Second Mortgage may be prepaid at any time, in
whole only, upon payment of a prepayment penalty based on a yield maintenance
formula. There is no prepayment penalty if the Second Mortgage is paid in full
during the last 60 days of the term.
In 1999, the Participants in Registrant and
the members in Lessee consented to a building improvement program (the
"Program") estimated to cost approximately $12,200,000. In 2004, the
Participants and Lessee approved an increase in the Program from $12,200,000 to
approximately $31,400,000 under substantially the same conditions as had
previously been approved. To induce the Lessee to approve the Program,
Registrant agreed to grant to the Lessee, upon completion of the Program, the
right to further extensions of the Lease beyond 2103, based on the net present
benefit to Registrant of the improvements made. The Program was further
increased in 2006 from $31,400,000 to up to $82,300,000. The Participants in
Registrant and the members in Lessee have approved increased refinancing of
$20,990,000 from the total of $42,910,000 provided by the First and Second
Mortgages to up to $63,900,000. Such increase would extend the lease beyond
2103, based on the net present benefit to Registrant of the improvements made.
As of June 30, 2008, the Registrant had incurred or accrued costs related to the
improvement program of $32,593,259 and estimated that costs upon completion will
be approximately $82,334,000. The balance of the costs of the Program will be
financed primarily by the remaining $4,260,000 that may be drawn under the
Second Mortgage and the additional $20,990,000 of loans previously approved.
Note E Supervisory Services
Registrant pays Supervisor for supervisory
services and disbursements. The supervisory fees are $40,000 per annum (the
"Basic Payment"), payable in equal monthly installments. Of the annual $40,000
Basic Payment, $28,000 is paid from Basic Rent and $12,000 is paid from Primary
Overage Rent received by Registrant. Any Additional Payment is payable from
Secondary Overage Rent.
The supervisory services provided to
Registrant by Supervisor include, but are not limited to, maintaining all of its
entity and Participant records, performing physical inspections of the Building,
providing or coordinating certain counsel services to Registrant, reviewing
insurance coverage, conducting annual supervisory review meetings, receipt of
monthly rent from Lessee, payment of monthly and additional distributions to the
Participants, payment of all other disbursements, confirmation of the payment of
real estate taxes, active review of financial statements submitted to Registrant
by Lessee and financial statements audited by and tax information prepared by
Registrant's independent registered public accounting firm, and distribution of
related materials to the Participants. Supervisor also prepares quarterly,
annual and other periodic filings with the SEC and applicable state authorities.
Registrant also pays Supervisor for other
services at hourly rates. No remuneration was paid during the six-month period
ended June 30, 2008 by Registrant to either of the Members as such.
Registrant pays Supervisor an additional
payment equal to 10% of all distributions to Participants in any year in excess
of the amount representing a return to them at the rate 15% per annum on their
remaining cash investment in Registrant (which remaining cash investment at June
30, 2008 was equal to the Participants' original cash investment of $3,600,000).
For tax purposes, such Additional Payment is recognized as a profits interest,
and the Supervisor is treated as a partner, all without modifying each
Participant's distributive share of reportable income and cash distributions.
Reference is made to Note C above for a
description of the terms of the Lease between Registrant and Lessee. The
respective interests of the Members in Registrant and in Lessee arise solely
from ownership of their respective participations in Registrant and member
interests in Lessee. The Members as such receive no extra or special benefit not
shared on a pro rata basis with all other Participants in Registrant or members
in Lessee. However, all of the Members hold senior positions at Supervisor
(which supervises Registrant and Lessee) and, by reason of their positions at
Supervisor, may receive income attributable to supervisory or other remuneration
paid to Supervisor by Registrant and Lessee
Item 2. Management's Discussion and
Analysis of
Financial Condition and Results of
Operations.
Forward Looking Statements
Readers of this discussion are advised that
the discussion should be read in conjunction with the financial statements of
Registrant (including related notes thereto) appearing elsewhere in this Form
10-Q. Certain statements in this discussion may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements reflect Registrant's current expectations
regarding future results of operations, economic performance, financial
condition and achievements of Registrant, and do not relate strictly to
historical or current facts. Registrant has tried, wherever possible, to
identify these forward-looking statements by using words such as "believe,"
"expect," "anticipate," "intend," "plan," "estimate" or words of similar
meaning.
Although Registrant believes that the
expectations reflected in such forward-looking statements are based on
reasonable assumptions, such statements are subject to risks and uncertainties,
which may cause the actual results to differ materially from those projected.
Such factors include, but are not limited to, the following: general economic
and business conditions, which will, among other things, affect demand for
rental space, the availability of prospective tenants, lease rents and the
availability of financing; adverse changes in Registrant's real estate market,
including, among other things, competition with other real estate owners, risks
of real estate development and acquisitions; governmental actions and
initiatives; and environmental/safety requirements.
Financial Condition and Results of
Operations
Registrant was organized solely for the
purpose of owning the Property subject to a net operating lease of the Property
held by Lessee. Registrant is required to pay, from Basic Rent under the Lease,
the charges on the First and Second Mortgages and amounts for supervisory
services. Registrant is required to pay from Primary Overage Rent and Secondary
Overage Rent the Additional Payment to Supervisor and then to distribute the
balance of such Overage Rent to the Participants. See Note E to the condensed
financial statements. Pursuant to the Lease, Lessee has assumed responsibility
for the condition, operation, repair, maintenance and management of the
Property. Accordingly, Registrant need not maintain substantial reserves or
otherwise maintain liquid assets to defray any operating expenses of the
Property.
Registrant's results of operations are
affected primarily by the amount of rent payable to it under the Lease. The
amounts of Primary Overage Rent and Secondary Overage Rent are affected by the
New York City economy and real estate rental market, which is difficult for
management to forecast.
Registrant does not pay dividends. During
the six-month period ended June 30, 2008, Registrant made regular monthly
distributions of $83.33 for each $5,000 Participation ($1,000 per annum for each
$5,000 participation). There are no restrictions on Registrant's present or
future ability to make distributions; however, the amount of such distributions
depends on the ability of Lessee to make monthly payments of Basic Rent, Primary
Overage Rent, and Secondary Overage Rent to Registrant in accordance with the
terms of the Lease. Registrant expects to make distributions so long as it
receives the payments provided for under the Lease.
On November 30, 2007, Registrant made an
additional distribution of $3,869 for each $5,000 participation. Such
distribution represented the balance of Secondary Overage Rent paid by Lessee in
accordance with the terms of the Lease after deducting the Additional Payment to
Supervisor, establishment of a cash reserve for contingencies, annual limited
liability company filing fee and costs incurred in response to an unaffiliated
third party tender offer. See Notes C and E to the condensed financial
statements herein.
The following summarizes, with respect to
the current period and corresponding period of the previous year, the material
factors affecting Registrant's results of operations for such periods:
Total revenues increased for the three and
six-month periods ended June 30, 2008 as compared with the corresponding periods
of the prior year. Such increase was the result of an increase in Basic Rent
income to cover an increase in debt service and an increase in dividend income
attributable to funds borrowed for the improvement program for the six-month
period ended June 30, 2008 as compared with the corresponding period of the
prior year.
Total expenses increased for the three and
six-month periods ended June 30, 2008 as compared with the corresponding periods
of the prior year. Such increase was primarily the result of increases in
interest on mortgages payable, amortization of leasing commissions, depreciation
of building improvements, professional fees and miscellaneous expense for the
three and six-month periods ended June 30, 2008 as compared with the
corresponding periods of the prior year.
Liquidity and Capital Resources
Registrant's liquidity has increased at
June 30, 2008 as compared with June 30, 2007 as a result of draws on the Second
Mortgage. Registrant has remaining draws available of $4,260,000 from the Second
Mortgage of $12,410,000. Costs relating to the improvement program were funded
from proceeds of the First Mortgage of $30,500,000, all of which has been drawn
at June 30, 2008, and from proceeds of $8,150,000 drawn on the Second Mortgage
through June 30, 2008. The Participants of Registrant and the members in Lessee
have approved increased refinancing of $20,990,000 from the total of $42,910,000
provided by the First and Second Mortgages to up to $63,900,000. Registrant may
from time to time set aside cash for the payment of contingencies. Recent
adverse developments in credit and investment markets have impaired liquidity in
general and may negatively impact Registrant and/or space tenants at the
Building. Any such impact should be ameliorated by the fact that (a) each of
Registrant and its net lessee has very low debt in relation to asset value, (b)
the maturity of Registrant's existing and planned debt will not occur within the
next 36 months, and (c) the Building's rental revenue is derived from a
substantial number of tenants in diverse businesses with lease termination dates
spread over numerous years.
Amortization payments due under the First
Mortgage commenced February 5, 2007, calculated on a twenty-five year
amortization schedule. Amortization payments under the Second Mortgage commence
April 5, 2009. The First Mortgage matures on December 5, 2014 and the Second
Mortgage matures January 5, 2015. Registrant does not maintain any reserve to
cover the payments of such mortgage indebtedness at maturity. Therefore,
repayment of the First and Second Mortgages will depend on Registrant's ability
to arrange a refinancing. Assuming that the Property continues to generate an
annual net profit in future years comparable to that in past years, and assuming
further that historic real estate trends continue in the geographic area in
which the Property is located, Registrant anticipates that the value of the
Property would be in excess of the amount of the First and Second Mortgage
balances at maturity.
Registrant anticipates that funds for
working capital for the Property will be provided by rental payments received
from the Lessee and, to the extent necessary, from additional capital investment
by the members in the Lessee and/or external financing.
Registrant has the following contractual
obligations:
Payments due by
period
Contractual Obligations
Total
Less than
1 year
1-3 years
3-5 years
More than
5 years
Long-Term Debt Obligations
$37,791,276
$764,856
$2,416,977
$2,706,374
$31,903,069
Interest Obligations
12,261,777
2,100,014
3,946,858
3,657,461
2,557,444
Capital Lease Obligations
0
0
0
0
0
Purchase Obligations
0
0
0
0
0
Other Long-Term Liabilities Reflected on the
Registrant's Balance Sheet
0
0
0
0
0
Total
$2,864,870
$6,363,835
$6,363,835
$34,460,513
Inflation
Registrant believes that there has been no
material change in the impact of inflation on its operations since the filing of
its report on Form 10-K for the year ended December 31, 2007.
Security Ownership
The Members in Registrant do not hold any
Participations in their individual capacities.
As of June 30, 2008, certain of the Members
in Registrant held Participations as follows:
Entities for the benefit of members of
Peter L. Malkin's family owned of record and beneficially $131,946 of
Participations. Peter L. Malkin disclaims any beneficial ownership of such
Participations, except that related family trusts or entities are required to
complete scheduled payments to Peter L. Malkin.
Peter L. Malkin owned of record as trustee,
but not beneficially, $17,500 of Participations. Peter L. Malkin disclaims any
beneficial ownership of such Participations.
Anthony E. Malkin owned of record as
trustee, but not beneficially, $10,000 of Participations. Anthony E. Malkin
disclaims any beneficial ownership of such Participations.
Item 4T. Controls and Procedures.
Evaluation of disclosure controls and procedures. A
senior member of the Supervisor functioning in the capacity of Registrant's
chief executive officer and Registrant's chief financial officer, after
evaluating the effectiveness of Registrant's "disclosure controls and
procedures" (as defined in the Securities Exchange Act of 1934, Rules
13a-15(e) and 15d-15(e)) as of June 30, 2008, the end of the period covered
by this report, has concluded that Registrant's disclosure controls and
procedures were effective and designed to ensure that material information
relating to Registrant would be made known to him by others within those
entities on a timely basis.
Changes in internal controls over financial
reporting. There were no changes in Registrant's internal controls over
financial reporting that occurred during the most recent fiscal quarter that
have materially affected, or are reasonably likely to materially affect, the
Registrant's internal controls over financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
The Property of Registrant was the subject
of the following material litigation:
Wien & Malkin and Peter L. Malkin, a
member in Registrant, were engaged in a proceeding with Lessee's former managing
agent, Helmsley-Spear, Inc. commenced in 1997, concerning the management,
leasing, and supervision of the property that is subject to the Lease to Lessee.
In this connection, certain costs for legal and professional fees and other
expenses have been paid by Wien & Malkin and Mr. Malkin. Wien & Malkin
and Mr. Malkin have represented that such costs will be recovered only to the
extent that (a) a competent tribunal authorizes payment or (b) an investor
voluntarily agrees that his or her proportionate share be paid. Accordingly,
Registrant's allocable share of such costs is as yet undetermined, and
Registrant has not provided for the expense and related liability with respect
to such costs in its financial statements. As a result of an August 29, 2006
settlement agreement, which included termination of this proceeding, Registrant
will not recognize any gains or losses from this proceeding other than the
possible charges for the aforementioned fees and expenses.
Item 6. Exhibits
EXHIBIT INDEX
Number
Document
Page*
3 (a)
Attached hereto as Exhibit 3(c) is Registrant's
Consent and Operating Agreement dated as of November 30, 2001 as a Limited
Liability Company which incorporates by reference the Registrant's prior
Joint Venture Agreement, dated May 25,1953 which was filed as Exhibit No.
1 to Registrant's Registration Statement on Form S-1 (the "Registration
Statement") and is itself incorporated by reference as an exhibit
hereto.
3 (b)
Amended Buisness Certificate of Registrant filed
with the Clerk of New York County on July 24, 1998, reflecting a change in
the Partners of Registrant effective as of April 15, 1998, which was filed
as Exhibit 3(b) to Registrant's 10-Q-A for the quarter ended September 30,
1998 and is incorporated by reference as an exhibit hereto.
3 (c)
Registrant's Consent and Operating Agreement dated
as of November 30, 2001
3 (d)
Registrant's Consent and Operating Agreement dated
as of November 30, 2001
24
Powers of Attorney dated October 14, 2003 between
Partners in Registrant and Mark Labell which is filed as Exhibit 24 to
Registrant's 10-Q for the quarter ended September 30, 2003 and is
incorporated by reference as an exhibit hereto.
Number
EXHIBIT INDEX
(cont.)
Document
Page*
31.1
Certification of Mark Labell, Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
31.2
Certification of Mark Labell, Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
32.1
Certification of Mark Labell, Pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002
32.2
Certification of Mark Labell, Pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002
*Page references are based on sequential
numbering system.
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.
The individual signing this report on
behalf of Registrant is Attorney-in-Fact for Registrant and each of the Members
in Registrant, pursuant to Powers of Attorney, dated October 14, 2003
(collectively, the "Power").
250 WEST 57th ST. ASSOCIATES L.L.C.
(Registrant)
By /s/ Mark Labell
Mark Labell, Attorney-in-Fact*
Date: November 6, 2008
Pursuant to the requirements of the
Securities Exchange Act of 1934, this report has been signed by the undersigned
as Attorney-in-Fact for each of the Members in Registrant, pursuant to the
Power, on behalf of Registrant on the date indicated.
* Mr. Labell supervises accounting functions for
Registrant.
Exhibit 31.1
CERTIFICATIONS
I, Mark Labell, certify that:
I have reviewed this Quarterly Report on Form 10-Q of
250 West 57th St. Associates L.L.C.;
Based on my knowledge, this 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 report;
Based on my knowledge, the financial statements, and
other financial information included in this report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the Registrant as of, and for, the periods presented in this report;
The Registrant's other certifying officer(s) and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
Registrant and we have:
Designed such disclosure controls and procedures or
caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the Registrant is
made known to us by others within those entities, particularly during the
period in which this report is being prepared;
Evaluated the effectiveness of the Registrant's
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and procedures,
as of the end of the period covered by this report based on such evaluation;
and
Disclosed in this report any change in the
Registrant's internal control over financial reporting that occurred during
the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal
quarter in the case of an annual report) that has materially affected, or is
reasonably likely to materially affect, the Registrant's internal control over
financial reporting; and
The Registrant's other certifying officer(s) and I
have disclosed, based on our most recent evaluation of internal control over
financial reporting, to the Registrant's auditors and the audit committee of
the Registrant's board of directors (or persons performing the equivalent
functions):
All significant deficiencies and material weaknesses
in the design or operation of internal controls over financial reporting which
are reasonably likely to adversely affect the Registrant's ability to record,
process, summarize and report financial information; and
Any fraud, whether or not material, that involves
management or other employees who have a significant role in the Registrant's
internal controls over financial reporting.
Date: November 6, 2008
By /s/ Mark Labell
Name: Mark Labell
Title: Senior Vice President, Finance
Wien & Malkin LLC, Supervisor of 250 West 57th St.
Associates L.L.C.
Exhibit 31.2
CERTIFICATIONS
I, Mark Labell, certify that:
I have reviewed this Quarterly Report on Form 10-Q of
250 West 57th St. Associates L.L.C.;
Based on my knowledge, this 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 report;
Based on my knowledge, the financial statements, and
other financial information included in this report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the Registrant as of, and for, the periods presented in this report;
The Registrant's other certifying officer(s) and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
Registrant and we have:
Designed such disclosure controls and procedures or
caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the Registrant is
made known to us by others within those entities, particularly during the
period in which this report is being prepared;
Evaluated the effectiveness of the Registrant's
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and procedures,
as of the end of the period covered by this report based on such evaluation;
and
Disclosed in this report any change in the
Registrant's internal control over financial reporting that occurred during
the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal
quarter in the case of an annual report) that has materially affected, or is
reasonably likely to materially affect, the Registrant's internal control over
financial reporting; and
The Registrant's other certifying officer(s) and I
have disclosed, based on our most recent evaluation of internal control over
financial reporting, to the Registrant's auditors and the audit committee of
the Registrant's board of directors (or persons performing the equivalent
functions):
All significant deficiencies and material weaknesses
in the design or operation of internal controls over financial reporting which
are reasonably likely to adversely affect the Registrant's ability to record,
process, summarize and report financial information; and
Any fraud, whether or not material, that involves
management or other employees who have a significant role in the Registrant's
internal controls over financial reporting.
Date: November 6, 2008
By /s/ Mark Labell
Name: Mark Labell
Title: Senior Member of Financial/Accounting Staff of
Wien & Malkin LLC, Supervisor of 250 West 57th St. Associates L.L.C.
EXHIBIT 32.1
Certification Pursuant to 18 U.S.C., Section
1350 as adopted
Pursuant to Section 906
of Sarbanes - Oxley Act of 2002
The undersigned, Mark Labell, is signing
this Chief Executive Officer certification as Senior Vice President, Finance of
Wien & Malkin LLC, the supervisor* of 250 West 57th St. Associates L.L.C.
("Registrant") to certify that:
the Quarterly Report on Form 10-Q of Registrant for
the quarterly period ended June 30, 2008 (the "Report") fully complies with
the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of
1934 (15 U.S.C. 78m or 78o(d)); and
the information contained in the Report fairly
presents, in all material respects, the financial condition and results of
operations of Registrant.
Dated: November 6, 2008
By /s/ Mark Labell
Mark Labell
Senior Vice President, Finance
Wien & Malkin LLC, Supervisor
*Registrant's organizational documents do not provide for
a Chief Executive Officer or other officer with equivalent rights and duties. As
described in the Report, Registrant is a limited liability company which is
supervised by Wien & Malkin LLC. Accordingly, this Chief Executive Officer
certification is being signed by a senior executive of Registrant's supervisor.
Exhibit 32.2
Certification Pursuant to 18 U.S.C., Section
1350 as adopted
Pursuant to Section 906
of Sarbanes - Oxley Act of 2002
The undersigned, Mark Labell, is signing
this Chief Financial Officer certification as a senior member of the
financial/accounting staff of Wien & Malkin LLC, the supervisor* of 250 West
57th St. Associates L.L.C. ("Registrant"), to certify that:
the Quarterly Report on Form 10-Q of Registrant for
the quarterly period ended June 30, 2008 (the "Report") fully complies with
the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of
1934(15 U.S.C. 78m or 78o(d)); and
the information contained in the Report fairly
presents, in all material respects, the financial condition and results of
operations of Registrant.
Dated: November 6, 2008
By /s/ Mark Labell
Mark Labell
Senior Vice President, Finance
Wien & Malkin LLC, Supervisor
*Registrant's organizational documents do
not provide for a Chief Financial Officer or other officer with equivalent
rights and duties. As described in the Report, Registrant is a limited liability
company which is supervised by Wien & Malkin LLC. Accordingly, this Chief
Financial Officer certification is being signed by a senior member of the
financial/accounting staff of Registrant's supervisor.