10-Q 1 b5121410q.htm BCTC V DECEMBER 2014 10-Q b5121410q

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 EXCHANGE ACT OF 1934.

For the quarterly period ended December 31, 2014

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        333-109898

 

BOSTON CAPITAL TAX CREDIT FUND V L.P.
(Exact name of registrant as specified in its charter)

Delaware

14-1897569

(State or other jurisdiction

(I.R.S. Employer

of incorporation or organization)

Identification No.)

 

One Boston Place, Suite 2100, Boston, Massachusetts  02108
(Address of principal executive offices)           (Zip Code)

                   (617) 624-8900                   

(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 (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 ý

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 ý

No 

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, 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 ý

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes 

No ý

 

BOSTON CAPITAL TAX CREDIT FUND V L.P.

 

QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED DECEMBER 31, 2014

 

TABLE OF CONTENTS

 

PART I - FINANCIAL INFORMATION

 

 

 

Pages

 

Item 1. Condensed Financial Statements

 

 

Condensed Balance Sheets

3-6

 

 

Condensed Statements of Operations

7-14

 

 

Condensed Statements of Changes in 

Partners' Capital (Deficit)

 

15-16

 

 

Condensed Statements of Cash Flows

17-20

 

 

Notes to Condensed Financial 

Statements


21-28

 

 

 

 

Item 2. Management's Discussion and Analysis of Financial Condition and Results of 

Operations



28-38

 

 

 

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk


39

 

 

 

 

Item 4. Controls and Procedures

39

 

 

 

PART II - OTHER INFORMATION

 

 

 

 

 

Item 1. Legal Proceedings

40

 

 

 

 

Item 1A. Risk Factors

40

 

 

 

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds


40

 

 

 

 

Item 3. Defaults Upon Senior Securities

40

 

 

 

 

Item 4. Mine Safety Disclosures

40

 

 

 

 

Item 5. Other Information

40

 

 

 

 

Item 6. Exhibits 

40

 

 

 

 

 

 

 

Signatures

41

 

 

 

 

 

 

 

 

 

 

Boston Capital Tax Credit Fund V L.P.

 

CONDENSED BALANCE SHEETS

(Unaudited)


December 31,
2014

March 31,
2014

ASSETS

 

 

 

INVESTMENTS IN OPERATING PARTNERSHIPS 
(Note D)


$17,333,117


$18,402,830

 

 

 

OTHER ASSETS

 

 

 

 

 

 

 

Cash and cash equivalents

739,473

863,291

Acquisition costs, net

1,305,705

1,740,938

 

Other assets

  136,411

   106,411

 

$19,514,706

$21,113,470

 

 

 

LIABILITIES

 

 

 

 

 

 

Accounts payable and accrued expenses

$       843

$       843

 

Accounts payable affiliates

5,499,324

4,770,953

 

Capital contributions payable

       101

       101

 

 5,500,268

 4,771,897

 

 

 

PARTNERS' CAPITAL (DEFICIT)

 

 

 

 

 

Assignees

 

 

 

Units of limited partnership 
interest, $10 stated value per BAC; 
15,500,000 authorized BACs; 
11,777,706 issued and outstanding




14,240,604




16,561,921

General Partner

 (226,166)

 (220,348)

 

14,014,438

16,341,573

 

$19,514,706

$21,113,470

 

 

 

 

 

 



 

 

 

 

 

 

 

The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED BALANCE SHEETS

(Unaudited)

Series 47


December 31,
2014

March 31,
2014

ASSETS

INVESTMENTS IN OPERATING PARTNERSHIPS 
(Note D)


$ 3,549,371


$ 3,725,496

 

 

 

OTHER ASSETS

 

 

 

Cash and cash equivalents

132,996

98,908

Acquisition costs, net

578,290

771,054

 

Other assets

         -

         -

 

$ 4,260,657

$ 4,595,458

 

 

 

LIABILITIES

 

 

 

 

 

 

Accounts payable and accrued expenses

$       385

$       385

 

Accounts payable affiliates

2,523,035

2,231,777

 

Capital contributions payable

         -

         -

 

 2,523,420

 2,232,162

 

 

 

PARTNERS' CAPITAL (DEFICIT)

 

 

 

 

 

Assignees

 

 

Units of limited partnership 
interest, $10 stated value per BAC; 
15,500,000 authorized BACs; 
3,478,334 issued and outstanding




1,809,602




2,434,096

General Partner

  (72,365)

  (70,800)

 

 1,737,237

 2,363,296

 

$ 4,260,657

$ 4,595,458

 

 

 

 



 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED BALANCE SHEETS

(Unaudited)

Series 48


December 31,
2014

March 31,
2014

ASSETS

INVESTMENTS IN OPERATING PARTNERSHIPS 
(Note D)


$ 2,981,724


$ 3,069,704

 

 

 

OTHER ASSETS

 

 

 

Cash and cash equivalents

200,184

189,928

Acquisition costs, net

312,650

416,864

 

Other assets

         -

         -

 

$ 3,494,558

$ 3,676,496

 

 

 

LIABILITIES

 

 

 

 

Accounts payable and accrued expenses

$       115

$       115

 

Accounts payable affiliates

1,485,825

1,307,040

 

Capital contributions payable

         -

         -

 

 1,485,940

 1,307,155

 

 

 

PARTNERS' CAPITAL (DEFICIT)

 

 

 

 

 

Assignees

 

 

 

Units of limited partnership 
interest, $10 stated value per BAC; 
15,500,000 authorized BACs; 
2,299,372 issued and outstanding




2,054,358




2,414,179

General Partner

  (45,740)

  (44,838)

 

 2,008,618

 2,369,341

 

$ 3,494,558

$ 3,676,496

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these condensed statements

 

 

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED BALANCE SHEETS

(Unaudited)

Series 49


December 31,
2014

March 31,
2014

ASSETS

INVESTMENTS IN OPERATING PARTNERSHIPS 
(Note D)


$10,802,022


$11,607,630

 

 

 

OTHER ASSETS

 

 

 

Cash and cash equivalents

406,293

574,455

Acquisition costs, net

414,765

553,020

 

Other assets

   136,411

   106,411

 

$11,759,491

$12,841,516

 

 

 

LIABILITIES

 

 

 

 

 

Accounts payable and accrued expenses

$       343

$       343

 

Accounts payable affiliates

1,490,464

1,232,136

 

Capital contributions payable

       101

       101

 

 1,490,908

 1,232,580

 

 

 

PARTNERS' CAPITAL (DEFICIT)

 

 

 

 

 

Assignees

 

 

 

Units of limited partnership 
interest, $10 stated value per BAC; 
15,500,000 authorized BACs; 
6,000,000 issued and outstanding




10,376,644




11,713,646

General Partner

 (108,061)

 (104,710)

 

10,268,583

11,608,936

 

$11,759,491

$12,841,516

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)

 

 


  2014


  2013

 

 

 

Income

 

Interest income

$        499

$        506

   Other income

          -

          -

 

        499

        506

Share of loss from Operating 
Partnerships(Note D)


  (252,772)


  (350,882)

 

 

 

Expenses

 

 

 

Professional fees

6,238

14,361

 

Fund management fee, net (Note C)

279,970

260,072

 

Amortization

145,077

171,649

General and administrative expenses

     16,564

     27,440

 

    447,849

    473,522

 

 

 

NET LOSS

$  (700,122)

$  (823,898)

 

 

 

Net loss allocated to
assignees


$  (698,372)


$  (821,838)

 

 

 

Net loss allocated to
general partner


$    (1,750)


$    (2,060)

 

 

 

Net loss per BAC

$      (.06)

$      (.07)

 

 

 





 

 

 

 

 

 

 

 










The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)

Series 47


  2014


  2013

 

 

 

Income

 

 

 

Interest income

$        64

$        18

   Other income

         -

         -

 

        64

        18

Share of loss from Operating 
Partnerships(Note D)


   (5,360)


  (27,152)

 

 

 

Expenses

 

 

 

Professional fees

2,238

10,477

 

Fund management fee, net (Note C)

92,820

90,586

 

Amortization

64,254

83,414

 

General and administrative expenses

     5,088

     7,850

 

   164,400

   192,327

 

 

 

NET LOSS

$ (169,696)

$ (219,461)

 

 

 

Net loss allocated to
assignees


$ (169,272)


$ (218,912)

 

 

 

Net loss allocated to
general partner


$     (424)


$     (549)

 

 

 

Net loss per BAC

$     (.05)

$     (.06)

 

 

 





 




 

 

 

 

 






The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)

Series 48


  2014


  2013

 

 

 

Income

 

 

 

Interest income

$        97

$        43

   Other income

         -

         -

 

        97

        43

Share of loss from Operating 
Partnerships(Note D)


   (9,800)


   (9,246)

 

 

 

Expenses

 

 

 

Professional fees

2,000

1,941

 

Fund management fee, net (Note C)

59,595

53,095

 

Amortization

34,738

34,738

 

General and administrative expenses

     3,996

     6,228

 

   100,329

    96,002

 

 

 

NET LOSS

$ (110,032)

$ (105,205)

 

 

 

Net loss allocated to
assignees


$ (109,757)


$ (104,942)

 

 

 

Net loss allocated to
general partner


$     (275)


$     (263)

 

 

 

Net loss per BAC


$     (.05)


$     (.05)

 

 

 




 

 

 

 


 









The accompanying notes are an integral part of these condensed statements

 

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)

Series 49


  2014


  2013

 

 

 

Income

 

 

 

Interest income

$        338

$        445

   Other income

          -

         -

 

        338

        445

Share of loss from Operating 
Partnerships(Note D)


  (237,612)


  (314,484)

 

 

 

Expenses

 

 

 

Professional fees

2,000

1,943

 

Fund management fee, net (Note C)

127,555

116,391

 

Amortization

46,085

53,497

 

General and administrative expenses

      7,480

     13,362

 

    183,120

    185,193

 

 

 

NET LOSS

$  (420,394)

$  (499,232)

 

 

 

Net loss allocated to
assignees


$  (419,343)


$  (497,984)

 

 

 

Net loss allocated to
general partner


$    (1,051)


$    (1,248)

 

 

 

Net loss per BAC


$      (.07)


$      (.08)

 

 

 






 

 

 







The accompanying notes are an integral part of these condensed statements

 

 

 

 

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)

 

 


  2014


  2013

 

 

 

Income

 

Interest income

$      1,550

$      1,580

   Other income

      3,304

          -

 

      4,854

      1,580

Share of loss from Operating 
Partnerships(Note D)


  (978,932)


(1,049,771)

 

 

 

Expenses

 

 

 

Professional fees

94,347

118,125

 

Fund management fee, net (Note C)

784,030

787,968

 

Amortization

435,233

514,947

General and administrative expenses

     39,447

     55,322

 

  1,353,057

  1,476,362

 

 

 

NET LOSS

$(2,327,135)

$(2,524,553)

 

 

 

Net loss allocated to
assignees


$(2,321,317)


$(2,518,241)

 

 

 

Net loss allocated to
general partner


$    (5,818)


$    (6,312)

 

 

 

Net loss per BAC

$      (.20)

$      (.21)

 

 

 





 

 

 

 

 

 

 

 










The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)

Series 47


  2014


  2013

 

 

 

Income

 

 

 

Interest income

$       138

$        66

   Other income

         -

         -

 

       138

        66

Share of loss from Operating 
Partnerships(Note D)


 (130,554)


  (88,359)

 

 

 

Expenses

 

 

 

Professional fees

33,129

61,045

 

Fund management fee, net (Note C)

257,457

270,916

 

Amortization

192,764

250,242

 

General and administrative expenses

    12,293

    16,955

 

   495,643

   599,158

 

 

 

NET LOSS

$ (626,059)

$ (687,451)

 

 

 

Net loss allocated to
assignees


$ (624,494)


$ (685,732)

 

 

 

Net loss allocated to
general partner


$   (1,565)


$   (1,719)

 

 

 

Net loss per BAC

$     (.18)

$     (.20)

 

 

 





 




 

 

 

 

 






The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)

Series 48


  2014


  2013

 

 

 

Income

 

 

 

Interest income

$       215

$       136

   Other income

       657

         -

 

       872

       136

Share of loss from Operating 
Partnerships(Note D)


  (53,123)


  (42,022)

 

 

 

Expenses

 

 

 

Professional fees

23,368

22,400

 

Fund management fee, net (Note C)

171,085

169,785

 

Amortization

104,214

104,214

 

General and administrative expenses

     9,805

    13,730

 

   308,472

   310,129

 

 

 

NET LOSS

$ (360,723)

$ (352,015)

 

 

 

Net loss allocated to
assignees


$ (359,821)


$ (351,135)

 

 

 

Net loss allocated to
general partner


$     (902)


$     (880)

 

 

 

Net loss per BAC


$     (.16)


$     (.15)

 

 

 




 

 

 

 


 









The accompanying notes are an integral part of these condensed statements

 

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)

Series 49


  2014


  2013

 

 

 

Income

 

 

 

Interest income

$     1,197

$      1,378

   Other income

      2,647

          -

 

      3,844

      1,378

Share of loss from Operating 
Partnerships(Note D)


  (795,255)


  (919,390)

 

 

 

Expenses

 

 

 

Professional fees

37,850

34,680

 

Fund management fee, net (Note C)

355,488

347,267

 

Amortization

138,255

160,491

 

General and administrative expenses

     17,349

     24,637

 

    548,942

    567,075

 

 

 

NET LOSS

$(1,340,353)

$(1,485,087)

 

 

 

Net loss allocated to
assignees


$(1,337,002)


$(1,481,374)

 

 

 

Net loss allocated to
general partner


$    (3,351)


$    (3,713)

 

 

 

Net loss per BAC


$      (.22)


$      (.25)

 

 

 






 

 

 







The accompanying notes are an integral part of these condensed statements

 

 

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Nine Months Ended December 31, 2014
(Unaudited)

 



Assignees


General
partner



Total

 

 

 

 

Partners' capital
(deficit)
  April 1, 2014



$ 16,561,921



$(220,348)



$ 16,341,573

 

 

 

 

Net loss

(2,321,317)

  (5,818)

(2,327,135)

 

 

 

 

Partners' capital
(deficit),
  December 31, 2014



$ 14,240,604



$(226,166)



$ 14,014,438

 

 

 

 










 

 





 

 

 

 

 

 








The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Nine Months Ended December 31, 2014
(Unaudited)

 


Assignees

General
partner


Total

Series 47

 

 

 

Partners' capital
(deficit)
  April 1, 2014



$  2,434,096



$ (70,800)



$  2,363,296

Net loss

  (624,494)

  (1,565)

  (626,059)

 

 

 

 

Partners' capital
(deficit),
  December 31, 2014



$  1,809,602



$ (72,365)



$  1,737,237

 

 

 

 

 

 


Assignees

General
partner


Total

Series 48

 

 

 

Partners' capital
(deficit)
  April 1, 2014



$  2,414,179



$ (44,838)



$  2,369,341

Net loss

  (359,821)

    (902)

  (360,723)

 

 

 

 

Partners' capital
(deficit),
  December 31, 2014



$  2,054,358



$ (45,740)



$  2,008,618

 

 

 

 

 

 


Assignees

General
partner


Total

Series 49

 

 

 

Partners' capital
(deficit)
  April 1, 2014



$ 11,713,646



$(104,710)



$ 11,608,936

 

 

 

 

Net loss

(1,337,002)

  (3,351)

(1,340,353)

 

 

 

 

Partners' capital
(deficit),
  December 31, 2014



$ 10,376,644



$(108,061)



$ 10,268,583

 

 

 

 








The accompanying notes are an integral part of these condensed statements



Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

 

2014

2013

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

$(2,327,135)

$(2,524,553)

 

Adjustments to reconcile net loss
to net cash (used in) provided
by operating activities

 

 

 

Amortization

435,233

514,947

 

Distributions from Operating
  Partnerships


90,781


12,910

 

Share of Loss from Operating
  Partnerships


978,932


1,049,771

 

Changes in assets and liabilities

 

 

 

Increase in other
  assets


(30,000)


-

 

Increase in accounts
  payable affiliates


    728,371


    653,371

 

 

 

 

 

Net cash (used in)
provided by operating activities


  (123,818)


  (293,554)

 

 

 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS


  (123,818)


  (293,554)

 

 

 

Cash and cash equivalents, beginning

    863,291

  1,060,658

 

 

 

Cash and cash equivalents, ending

$    739,473

$    767,104



















 

 


 

 

The accompanying notes are an integral part of these condensed statements

 

 

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

Series 47

 

2014

2013

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

$  (626,059)

$  (687,451)

Adjustments to reconcile net loss
to net cash (used in) provided
by operating activities

 

Amortization

192,764

250,242

 

Distributions from Operating
  Partnerships


45,571


2,202

 

Share of Loss from Operating
  Partnerships


130,554


88,359

 

Changes in assets and liabilities

 

 

 

Increase in other
  assets


-


-

 

Increase in accounts
  payable affiliates


    291,258


    291,258

 

 

 

 

 

Net cash (used in)
provided by operating activities


     34,088


   (55,390)

 

 

 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS


     34,088


   (55,390)

 

 

 

Cash and cash equivalents, beginning

     98,908

    116,970

 

 

 

Cash and cash equivalents, ending

$    132,996

$     61,580

 

 

 























The accompanying notes are an integral part of these condensed statements

 

 


Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

Series 48

 

2014

2013

Cash flows from operating activities:

 

 

Net loss

$  (360,723)

$  (352,015)

 

Adjustments to reconcile net loss
to net cash (used in) provided
by operating activities

 

 

 

Amortization

104,214

104,214

 

Distributions from Operating
  Partnerships


34,857


-

 

Share of Loss from Operating
  Partnerships


53,123


42,022

 

Changes in assets and liabilities

 

 

 

Increase in other
  assets


-


-

 

Increase in accounts
  payable affiliates


    178,785


    178,785

 

 

 

 

 

Net cash (used in)
provided by operating activities


     10,256


   (26,994)

 

 

 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS


     10,256


   (26,994)

 

 

 

Cash and cash equivalents, beginning

    189,928

    194,790

 

 

 

Cash and cash equivalents, ending

$    200,184

$    167,796

 

 

 

 






















The accompanying notes are an integral part of these condensed statements

 

 

Boston Capital Tax Credit Fund V L.P.

CONDENSED STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

Series 49

 

2014

2013

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

$(1,340,353)

$(1,485,087)

 

Adjustments to reconcile net loss
to net cash (used in) provided
by operating activities

 

 

 

Amortization

138,255

160,491

 

Distributions from Operating
  Partnerships


10,353


10,708

 

Share of Loss from Operating
  Partnerships


795,255


919,390

 

Changes in assets and liabilities

 

 

Increase in other
  assets


(30,000)


-

 

Increase in accounts
  payable affiliates


    258,328


    183,328

 

 

 

 

 

Net cash (used in)
provided by operating activities


  (168,162)


  (211,170)

 

 

 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS


  (168,162)


  (211,170)

 

 

 

Cash and cash equivalents, beginning

    574,455

    748,898

 

 

 

Cash and cash equivalents, ending

$    406,293

$    537,728

 

 

 






















The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS
December 31, 2014
(Unaudited)

NOTE A - ORGANIZATION

Boston Capital Tax Credit Fund V L.P. (the "Fund") was organized under the laws of the State of Delaware as of October 15, 2003, for the purpose of acquiring, holding, and disposing of limited partnership interests in operating partnerships which acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated low-income apartment complexes ("Operating Partnerships"). The general partner of the Fund is Boston Capital Associates V LLC, a Delaware limited liability company. The members of the general partner are Boston Capital Companion Limited Partnership, a Massachusetts limited partnership, and John P. Manning, who is the managing member. Additional managers of the general partner are Jeffrey H. Goldstein and Marc N. Teal. The general partner of Boston Capital Companion Limited Partnership is Boston Capital Partners II Corporation whose sole shareholder is John P. Manning. John P. Manning is the principal of Boston Capital Partners, Inc.

The assignor limited partner is BCTC V Assignor Corp., a Delaware corporation which is wholly-owned by John P. Manning. The assignor limited partner was formed for the purpose of serving in that capacity for the Fund and will not engage in any other business. Units of beneficial interest in the limited partnership interest of the assignor limited partner will be assigned by the assignor limited partner by means of beneficial assignee certificates ("BACs") to investors and investors will be entitled to all the rights and economic benefits of a limited partner of the Fund, including rights to a percentage of the income, gains, losses, deductions, credits and distributions of the Fund.

A Registration Statement on Form S-11 and the related prospectus, (the "Prospectus") were filed with the Securities and Exchange Commission and became effective January 2, 2004 in connection with a public offering ("Offering") in one or more series of a minimum of 250,000 BACs and a maximum of 7,000,000 BACs at $10 per BAC. On August 10, 2004, an amendment to Form S-11, which registered an additional 8,500,000 BACs for sale to the public in one or more series, became effective. As of December 31, 2014, subscriptions had been received and accepted by the Fund for 11,777,706 BACs representing capital contributions of $117,777,060.

Below is a summary of the BACs sold and total equity raised, by series, as of December 31, 2014:

 

Series

Closing Date

BACs Sold

Equity Raised

Series 47

April 30, 2004

3,478,334

$34,783,340

Series 48

August 12, 2004

2,299,372

$22,993,720

Series 49

April 29, 2005

6,000,000

$60,000,000

 

The Fund concluded its public offering of BACs in the Fund on April 29, 2005.

 

 

 

Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2014
(Unaudited)

NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES

The condensed financial statements herein as of December 31, 2014 and for the nine months then ended have been prepared by the Fund, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. The Fund accounts for its investments in Operating Partnerships using the equity method, whereby the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. Costs incurred by the Fund in acquiring the investments in the Operating Partnerships are capitalized to the investment account.

The Fund's accounting and financial reporting policies are in conformity with generally accepted accounting principles and include adjustments in interim periods considered necessary for a fair presentation of the results of operations. Such adjustments are of a normal recurring nature. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Fund's Annual Report on Form 10-K for the fiscal year ended March 31, 2014.

Amortization

Acquisition costs were amortized on the straight-line method over 27.5 years. Impairment losses has been recognized for the year ended March 31, 2014 of $229,911 for Series 47 and $88,947 for Series 49. An impairment loss has been recognized for the year ended March 31, 2013 of $209,097 for Series 49. As of March 31, 2014, the lives of the remaining acquisition costs were reassessed and determined to be 3 years for all Series.

 

Accumulated amortization of acquisition costs by Series for the quarters ended December 31, 2014 and 2013 are as follows:

 

2014

2013

Series 47

$  192,764

$1,829,852

Series 48

521,070

382,118

Series 49

  138,255

  160,491

$  852,089

$2,372,461

The annual amortization for deferred acquisition costs for the years ending December 31, 2015, 2016 and 2017 is estimated to be $580,313, $580,313, and $145,079, respectively.

 

 

 

Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2014
(Unaudited)

 

NOTE C - RELATED PARTY TRANSACTIONS

The Fund has entered into several transactions with various affiliates of the general partner, including Boston Capital Holdings Limited Partnership, Boston Capital Securities, Inc., and Boston Capital Asset Management L.P. as follows:

An annual fund management fee of .5 percent of the aggregate cost of all apartment complexes owned by the Operating Partnerships has been accrued to Boston Capital Asset Management L.P. Since reporting fees collected by the various series were added to reserves and not paid to Boston Capital Asset Management L.P., the amounts accrued are not net of reporting fees received. The fund management fee accrued for the quarters ended December 31, 2014 and 2013 are as follows:

 

 

2014

2013

Series 47

$ 97,086

$ 97,086

Series 48

59,595

59,595

Series 49

127,776

127,776

Total

$284,457

$284,457

 

The fund management fees paid for the quarters ended December 31, 2014 and 2013 are as follows:

 

2014

2013

Series 47

$      -

$      -

Series 48

-

-

Series 49

      -

      -

Total

$      -

$      -

 

The fund management fees paid for the nine months ended December 31, 2014 and 2013 are as follows:

 

2014

2013

Series 47

$      -

$      -

Series 48

-

-

Series 49

125,000

200,000

Total

$125,000

$200,000

 

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS

At December 31, 2014 and 2013, the Fund has limited partnership interests in 50 Operating Partnerships, which own or are constructing apartment complexes.

The breakdown of Operating Partnerships within the Fund at December 31, 2014 and 2013 is as follows:

 

2014

2013

Series 47

15

15

Series 48

11

11

Series 49

24

24

Total

50

50

 

The Fund's fiscal year ends March 31st for each year, while all the Operating Partnerships' fiscal years are the calendar year. Pursuant to the provisions of each Operating Partnership Agreement, financial results for each of the Operating Partnerships are provided to the Fund within 45 days after the close of each Operating Partnership's quarterly period. Accordingly, the financial results available for the Operating Partnerships are for the nine months ended September 30, 2014.

 

Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2014

(Unaudited)

NOTE D - INVESTMENT IN OPERATING PARTNERSHIPS - (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

 

Total

 

2014

2013

Revenues

 

 

 

Rental

$ 17,067,858

$ 16,670,966

 

Interest and other

    557,602

    599,963

 

 17,625,460

 17,270,929

 

 

 

Expenses

 

 

 

Interest

2,511,442

2,593,131

 

Depreciation and amortization

4,998,269

5,725,282

 

Operating expenses

 11,955,711

 11,097,879

 

 19,465,422

 19,416,292

 

 

 

NET LOSS

$(1,839,962)

$(2,145,363)

 

 

 

Net loss allocated to Boston Capital Tax Credit Fund V L.P.*


$(1,821,562)


$(2,123,910)

 

 

 

Net loss allocated to other Partners

$   (18,400)

$   (21,453)

 

 



* Amounts include $842,630 and $1,074,139 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

 

The Fund accounts for its investments using the equity method of accounting. Under the equity method of accounting, the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. However, the Fund recognizes individual operating losses only to the extent of capital contributions. Excess losses are suspended for use in future years to offset excess income.


 

 

 

 

 

 

 

 








Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2014

(Unaudited)

NOTE D - INVESTMENT IN OPERATING PARTNERSHIPS - (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

 

Series 47

 

 

2014

2013

Revenues

 

 

 

Rental

$  6,621,288

$  6,456,508

 

Interest and other

    155,333

    198,951

 

  6,776,621

  6,655,459

 

 

 

Expenses

 

 

 

Interest

925,773

949,392

 

Depreciation and amortization

1,627,657

1,867,099

 

Operating expenses

  4,764,978

  4,332,492

 

  7,318,408

  7,148,983

 

 

 

NET LOSS

$  (541,787)

$  (493,524)

 

 

 

Net loss allocated to Boston Capital Tax Credit Fund V L.P.*


$  (536,369)


$  (488,589)

 

 

 

Net loss allocated to other Partners

$    (5,418)

$    (4,935)

 

 

 


* Amounts include $405,815 and $400,230 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

 

The Fund accounts for its investments using the equity method of accounting. Under the equity method of accounting, the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. However, the Fund recognizes individual operating losses only to the extent of capital contributions. Excess losses are suspended for use in future years to offset excess income.

 

 

 

 

 

 

 

 

 

 

 







Boston Capital Tax Credit Fund V L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS
December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

 

Series 48

 

2014

2013

Revenues

 

 

 

Rental

$  3,675,183

$  3,625,930

 

Interest and other

     94,052

    123,745

 

  3,769,235

  3,749,675

 

 

 

Expenses

 

 

 

Interest

465,628

459,386

 

Depreciation and amortization

999,665

1,183,137

 

Operating expenses

  2,559,660

  2,309,588

 

  4,024,953

  3,952,111

 

 

 

NET LOSS

$  (255,718)

$  (202,436)

 

 

 

Net loss allocated to Boston Capital Tax Credit Fund V L.P.*


$  (253,161)


$  (200,412)

 

 

 

Net loss allocated to other Partners

$    (2,557)

$    (2,024)

 

 

 

 

 

* Amounts include $200,038 and $158,390 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

 

The Fund accounts for its investments using the equity method of accounting. Under the equity method of accounting, the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. However, the Fund recognizes individual operating losses only to the extent of capital contributions. Excess losses are suspended for use in future years to offset excess income.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Boston Capital Tax Credit Fund V L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS
December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

 

Series 49

 

2014

2013

Revenues

 

 

 

Rental

$  6,771,387

$  6,588,528

 

Interest and other

    308,217

    277,267

 

  7,079,604

  6,865,795

 

 

 

Expenses

 

 

 

Interest

1,120,041

1,184,353

 

Depreciation and amortization

2,370,947

2,675,046

 

Operating expenses

  4,631,073

  4,455,799

 

  8,122,061

  8,315,198

 

 

 

NET LOSS

$(1,042,457)

$(1,449,403)

 

 

 

Net loss allocated to Boston Capital Tax Credit Fund V L.P.*


$(1,032,032)


$(1,434,909)

 

 

 

Net loss allocated to other Partners

$   (10,425)

$   (14,494)

 

 

 

* Amounts include $236,777 and $515,519 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

 

The Fund accounts for its investments using the equity method of accounting. Under the equity method of accounting, the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. However, the Fund recognizes individual operating losses only to the extent of capital contributions. Excess losses are suspended for use in future years to offset excess income.

 

 

 

NOTE E - TAXABLE LOSS

The Fund's taxable loss for the calendar year ended December 31, 2014 is expected to differ from its loss for financial reporting purposes. This is primarily due to accounting differences in depreciation incurred by the Operating Partnerships and also differences between the equity method of accounting and the IRS accounting methods.

 

NOTE F - INCOME TAXES

 

The Fund has elected to be treated as a pass-through entity for income tax purposes and, as such, is not subject to income taxes. Rather, all items of taxable income, deductions and tax credits are passed through to and are reported by its owners on their respective income tax returns. The Fund's federal tax status as a pass-through entity is based on its legal status as a partnership. Accordingly, the Fund is not required to take any tax positions in order to qualify as a pass-through entity. The Fund is required to file and does file tax returns with the Internal Revenue Service and other taxing authorities. Accordingly, these financial statements do not reflect a provision for income taxes and the Fund has no other tax positions, which must be considered for disclosure. Income tax returns filed by the Fund are subject to examination by the Internal Revenue Service for a period of three years. While no income tax returns are currently being examined by the Internal Revenue Service, tax years since 2010 remain open.

 

Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations

 

This Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements including our intentions, hopes, beliefs, expectations, strategies and predictions of our future activities, or other future events or conditions. These statements are "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbors created by these acts. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including, for example, the factors identified in Part I, Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended March 31, 2014. Although we believe that the assumptions underlying these forward-looking statements are reasonable, any of the assumptions could be inaccurate, and there can be no assurance that the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans will be achieved.


Liquidity

The Fund's primary source of funds is the proceeds of the Offering. Other sources of liquidity include (i) interest earned on capital contributions held pending investment and on working capital and (ii) cash distributions from operations of the Operating Partnerships in which the Fund has and will invest. The Fund does not anticipate significant cash distributions from operations of the Operating Partnerships.

 

The Fund is currently accruing the fund management fee.  Fund management fees accrued during the quarter ended December 31, 2014 were $284,457 and total fund management fees accrued as of December 31, 2014 were $5,499,324. During the quarter ended December 31, 2014, none of the accrued fund management fees were paid. Pursuant to the Partnership Agreement, these liabilities will be deferred until the Fund receives proceeds from sales of the Operating Partnerships, which will be used to satisfy these liabilities. The Fund's working capital and sources of liquidity coupled with affiliated party liability accruals allow sufficient levels of liquidity to meet the third party obligations of the Fund.  The Fund is currently unaware of any trends

 

which would create insufficient liquidity to meet future third party obligations of the Fund.

Capital Resources

The Fund offered BACs in the Offering declared effective by the Securities and Exchange Commission on January 2, 2004. The Fund received $34,783,340, $22,993,720 and $60,000,000 representing 3,478,334, 2,299,372 and 6,000,000 BACs from investors admitted as BAC Holders in Series 47, Series 48 and Series 49, respectively, as of December 31, 2014.

 

Series 47

 

The Fund commenced offering BACs in Series 47 on January 2, 2004. Offers and sales of BACs in Series 47 were completed on April 30, 2004. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 15 Operating Partnerships in the amount of $26,409,598.

 

Series 47 has released all payments of its capital contributions to the Operating Partnerships.

 

Series 48

The Fund commenced offering BACs in Series 48 on May 11, 2004. Offers and sales of BACs in Series 48 were completed on August 12, 2004. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 11 Operating Partnerships in the amount of $17,452,406.

 

Series 48 has released all payments of its capital contributions to the Operating Partnerships.

 

Series 49

The Fund commenced offering BACs in Series 49 on August 24, 2004. Offers and sales of BACs in Series 49 were completed on April 29, 2005. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 24 Operating Partnerships in the amount of $45,728,155.

 

During the quarter ended December 31, 2014, Series 49 did not record any releases of capital contributions. Series 49 has outstanding contributions payable to 1 Operating Partnership in the amount of $101, as of December 31, 2014. The remaining contributions will be released when the Operating Partnership have achieved the conditions set forth in their partnership agreement.

 

 

 

 

 

 






 


 

 

 

Results of Operations

As of December 31, 2014, the Fund held limited partnership interests in 50 Operating Partnerships. In each instance the apartment complex owned by the applicable Operating Partnership is eligible for the federal housing tax credit. Initial occupancy of a unit in each apartment complex which complied with the minimum set-aside test (i.e., initial occupancy by tenants with incomes equal to no more than a certain percentage of area median income) and the rent restriction test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to as "Qualified Occupancy." Each of the Operating Partnerships and each of the respective apartment complexes are described more fully in the Prospectus or applicable report on Form 8-K. The general partner of the Fund believes that there is adequate casualty insurance on the properties.

 

The Fund incurred a fund management fee to Boston Capital Asset Management Limited Partnership in an amount equal to .5 percent of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of certain asset management and reporting fees paid by the Operating Partnerships. The fund management fees incurred and the reporting fees paid by the Operating Partnerships for the three and nine months ended December 31, 2014 are as follows:

3 Months
Gross Fund Management Fee


3 Months
Reporting Fee

3 Months
Fund Management Fee Net of Reporting Fee

Series 47

$ 97,086

$ 4,266

$ 92,820

Series 48

59,595

-

59,595

Series 49

127,776

   221

127,555

 

$284,457

$ 4,487

$279,970

9 Months
Gross Fund Management Fee


9 Months
Reporting Fee

9 Months
Fund Management Fee Net of Reporting Fee

Series 47

$291,258

$33,801

$257,457

Series 48

178,785

7,700

171,085

Series 49

383,328

27,840

355,488

 

$853,371

$69,341

$784,030

 

The Fund's investment objectives do not include receipt of significant cash distributions from the Operating Partnerships in which it has invested or intends to invest. The Fund's investments in Operating Partnerships have been and will be made principally with a view towards realization of federal housing tax credits for allocation to its partners and BAC holders.

Series 47

As of December 31, 2014 and 2013, the average Qualified Occupancy was 100%. The series had a total of 15 properties at December 31, 2014, all of which were at 100% Qualified Occupancy.

 

For the nine month periods ended December 31, 2014 and 2013, Series 47 reflects a net loss from Operating Partnerships of $(541,787) and $(493,524), respectively, which includes depreciation and amortization of $1,627,657 and $1,867,099, respectively. This is an interim period estimate; it is not indicative of the final year-end results.

 

CP Continental L.P. (Time Square on the Hill) is a 200-unit family development located in Fort Worth, TX. Despite occupancy that fluctuates around 90%, the property consistently operates below breakeven due to low rental rates and high operating expenses. The property suffers from poor visibility and has almost no drive-by traffic, requiring a large amount of money to be spent on advertising. The property also has fewer amenities than the competition, which includes properties that have pools, washer/dryer connections and covered parking at the same rent levels as CP Continental. The site staff has increased its visits to nearby retailers and businesses to place fliers in an effort to increase traffic to the property. Occupancy was 97% as of December 31, 2014. Through the fourth quarter of 2014, the property is outperforming 2013 and the budget in terms of rental income due to continued improving occupancy. The operating expenses are higher than budgeted and 2013 levels due to several one-time expenses including the personal property tax and the annual software licensing fee as well as a large increase in the property insurance premium. The property is operating below breakeven in 2014. The property's mortgage, real estate taxes, and insurance are all current. After rental achievement, the operating general partner is obligated to promptly advance funds to eliminate any operating deficit. The operating general partner is not obligated to have subordinate loans outstanding at any time in excess of $542,490. The management company, an affiliate of the operating general partner, is deferring all fees until operations improve. The low income tax credit compliance period expires on December 31, 2019.

 

McEver Vineyards, L.P. (McEver Vineyards Apartments) is a 220-unit family property in Gainesville, GA. Occupancy averaged 90% during 2014, a slight decline from the prior year's 94% average. The property's poor financial health has made it difficult for management to turn units in a timely fashion which contributed to the higher vacancy level in 2014 compared to recent past years. Compounding the issue, the property manager was relieved of his duties in October 2014 for unsatisfactory performance issues. Management has yet to find a full time replacement and is sharing personnel from other properties in the area managed by the same management company. Additionally, rent collections have been deficient during the fourth quarter due to the unsettled property manager situation. The property continued to operate below breakeven through the fourth quarter of 2014. Property operations in 2014 were hampered by the aforementioned vacancy resulting in reduced net rental revenue and elevated bad debt expense. The investment general partner performed a site inspection in March 2014 and the property received a physical and management score of "Excellent". Debt service remains burdensome due to insufficient top line revenue growth the last several years. According to management, higher water and sewer rates have caused utility costs to increase as well.

 

The operating general partner has attempted to restructure the debt in order to improve cash flow; to date these efforts have been unsuccessful. While the investment general partner intends on continuing to work with the operating general partner and lender to improve operations, as of December 31, 2014 the lender continues to show no interest in negotiating and documenting a loan modification. The mortgage, insurance and real estate taxes are current as of December 31, 2014. If the property were to be foreclosed in 2015, the estimated credit loss would be $63,131 and the tax credit recapture cost plus interest penalties would be $938,751; these amounts are equivalent to a credit loss of $18 per 1,000 BACs and a recapture plus interest penalties of $270 per 1,000 BACs.

Pecan Acres, L.P. (La Maison Apartments) is a 78-unit family property located in Lake Charles, LA. The property consistently operates above breakeven and maintains high occupancy. Occupancy continues to be high and was 94% as of December 31, 2014. In May 2012, the investment general partner learned that one of the two operating general partners had been charging its own overhead and other unrelated expenses to the property. The investment general partner sent a demand notice to this operating general partner to return all misappropriated funds to the property accounts at that time. The investment general partner has engaged counsel who worked with this operating general partner's attorney to resolve this matter. The investment general partner had reached an agreement with the operating general partner to exit the Operating Partnership. This operating general partner is no longer willing to sign the settlement agreement. A formal removal notice was sent to the co-operating general partner in May 2014. The remaining operating general partner will file an Amendment Certificate of Limited Partnership in Louisiana. The low income housing tax credit compliance period expires on December 31, 2019.

 

Park Plaza Village Limited Partnership (Park Plaza Village Apartments) is a 14-unit family property located in Temple, OK. In the fourth quarter of 2014 the property had low occupancy and below breakeven operations. As of December 31, 2014, occupancy was 79%. All real estate taxes, mortgage, and insurance payments are current through December 31, 2014. The operating general partner funds deficits by accruing payables and by foregoing full funding of the replacement reserve account. There is a healthy replacement reserve balance at December 31, 2014 with approximately $3,800 per unit available. However, management has forecasted and budgeted capital needs for the next three years that would significantly deplete the reserve account prior to the end of compliance. On December 31, 2018, the 15-year low income housing tax credit compliance period will expire with respect to Park Plaza Village Apartments.

 

Series 48

As of December 31, 2014 and 2013, the average Qualified Occupancy was 100%. The series had a total of 11 properties at December 31, 2014, all of which were at 100% Qualified Occupancy.

 

For the nine month periods ended December 31, 2014 and 2013, Series 48 reflects a net loss from Operating Partnerships of $(255,718) and $(202,436), respectively, which includes depreciation and amortization of $999,665 and $1,183,137, respectively. This is an interim period estimate; it is not indicative of the final year-end results.

 

McEver Vineyards, L.P. (McEver Vineyards Apartments) is a 220-unit family property in Gainesville, GA. Occupancy averaged 90% during 2014, a slight decline from the prior year's 94% average. The property's poor financial health has made it difficult for management to turn units in a timely fashion which contributed to the higher vacancy level in 2014 compared to recent past years. Compounding the issue, the property manager was relieved of his duties in October 2014 for unsatisfactory performance issues. Management has yet to find a full time replacement and is sharing personnel from other properties in the area managed by same management company. Additionally, rent collections have been deficient during the fourth quarter due to the unsettled property manager situation. The property continued to operate below breakeven through the fourth quarter of 2014. Property operations in 2014 were hampered by the aforementioned vacancy resulting in reduced net rental revenue and elevated bad debt expense. The investment general partner performed a site inspection in March 2014 and the property received a physical and management score of "Excellent". Debt service remains burdensome due to insufficient top line revenue growth the last several years. According to management, higher water and sewer rates have caused utility costs to increase as well.

 

The operating general partner has attempted to restructure the debt in order to improve cash flow; to date these efforts have been unsuccessful. While the investment general partner intends on continuing to work with the operating general partner and lender to improve operations, as of December 31, 2014 the lender continues to show no interest in negotiating and documenting a loan modification. The mortgage, insurance and real estate taxes are current as of December 31, 2014. If the property were to be foreclosed in 2015, the estimated credit loss would be $63,131 and the tax credit recapture cost plus interest penalties of $938,751; these amounts are equivalent to a credit loss of $27 per 1,000 BACs and a recapture plus interest penalties cost of $408 per 1,000 BACs.

 

Wyndam-Emporia (Wyndam Place Senior Residences) is a 42-unit senior property located in Emporia, KS. Wyndam Place operated below breakeven in 2014 largely due to prevailing low occupancy levels. The deficit was largely subsidized by the withdrawal of replacement reserves, referenced below. Occupancy started to decline in the second half of 2013, when eight residents passed away and several others were forced to relocate into nursing homes. Additionally a recently remodeled, neighboring senior property came to market shortly thereafter offering more attractive amenities, lower rents and a more desirable location. Occupancy fluctuated throughout 2014, largely due to deaths and residents relocating to assisted living facilities, with a low of 69% reported in January 2014, and highs of 88% reported in June and November 2014. As of December 31, 2014, occupancy was 81%, yielding an 82% average for 2014. Management continued to market Wyndam Place through senior fairs, open houses and various newspaper and magazine advertisements. Management is now offering one month's free rent to attract new residents. Management plans to initiate a $20 per unit rent increase in 2015, as residents renew leases. Based on 80% average occupancy, the rent increase is projected to increase annual rent revenue by approximately $8,000.

 

The property was awarded a real estate tax abatement in 2014, which is expected to reduce the property's annual tax liability by approximately $16,000 starting in December 2014. Through December 31, 2014, all real estate taxes, mortgage and insurance payments are current. The operating general partner remains under their operating guarantee until the property reports above breakeven operations for twelve consecutive months. As of December 31, 2014, the Operating Partnership has approximately $17,000 remaining in the operating reserve and approximately $53,000 in the replacement reserve. In 2014, $20,000 of the Replacement Reserve funds were utilized to reimburse expensed maintenance improvements associated with the cost of replacing heat pumps and carpeting. On December 31, 2020, the 15-year low income housing tax credit compliance period will expire with respect to Wyndam Place Senior Residences.

 

CTP Limited Partnership (Contempo Apartments) is a 48-unit family development located in Hammond, LA.  Occupancy was 92% as of December 31, 2014. In the first quarter of 2014, the investment general partner was notified that the Operating Partnership had been named in a civil action dated February 28, 2014 brought against the former management company as well as former members of the operating general partner entity.  This Operating Partnership is one of 22 Operating Partnerships named in a civil action that claims fraudulent actions were committed by the former management company.  The former members of the operating general partner have indemnified both the Operating Partnership and current members of the operating general partner for any litigation arising from the period they oversaw the property. The former members are covering the legal costs associated with the lawsuit. The litigation is currently in the discovery phase and trial has been set for July 27, 2015. The investment general partner's counsel will continue to monitor the case to ascertain the impact on the Operating Partnership. The property's mortgage, real estate taxes, and insurance are all current.  The low income tax credit compliance period expires on December 31, 2019.

 

Series 49

As of December 31, 2014 and 2013, the average Qualified Occupancy was 100%. The series had a total of 24 properties at December 31, 2014, all of which were at 100% Qualified Occupancy.

 

For the nine month periods ended December 31, 2014 and 2013, Series 49 reflects a net loss from Operating Partnerships of $(1,042,457) and $(1,449,403), respectively, which includes depreciation and amortization of $2,370,947 and $2,675,046, respectively. This is an interim period estimate; it is not indicative of the final year-end results.

 

Rosewood Senior Apartments (Rosewood Place, LLC) is a 144-unit apartment development for seniors located in Lenexa, Kansas. The average occupancy from 2010-2013 was 96%; however, in the second half of 2013 the property experienced a modest increase in vacancies due to a rent increase, perceived reduction in federal benefits for seniors (by tenants), and intentional tenant relocations by management due to the declining health of certain tenants and their inability to live independently. Management worked with the families of some of the tenants by identifying those residents who appeared to need more of an "assisted living" housing arrangement. By the end of the third quarter of 2014, the property had recovered from the aforementioned proactive tenant relocations and reported an average physical occupancy of 98% during the fourth quarter of 2014. In the third quarter of 2013, management implemented a more targeted approach to tenant retention by seeking the involvement of current residents through suggestions and tenant referrals. A referral program for existing tenants was implemented in which $100 is paid to existing Rosewood resident whose referral(s) lead to a signed lease with a new tenant. Management viewed the mid-2013 decline in occupancy as an opportunity to sign younger and healthier tenants which should reduce the risk of losing occupancy for health related reasons for the next several years. Note that the average age of new tenants in 2013 was 60, well below the property's average tenant age of 77. In addition, management completed several capital improvement projects such as: new carpeting in the lobby and elevators, upgraded aviary, sealing the parking lot, and adding more flowers to the landscaping. These improvements earned positive feedback from tenants, which was an encouraging sign for tenant retention efforts.

 

Operations at Rosewood Place were above breakeven through December 2014 due to improved economic occupancy and reduced administrative expenses. The Operating Partnership was able to stay current on its first mortgage debt during the time period 2007-2010 because no real estate tax payments were made for tax years 2006 through 2010. All outstanding taxes were paid including interest and penalties on January 7, 2011. At December 31, 2010, an estimated $605,700 in real estate taxes and interest penalties were owed by Rosewood Place, LLC, including the first and second half 2010 real estate taxes. As previously noted, the full tax amount owed was paid on January 7, 2011 from capital raised as part of the loan amendment described below that closed into escrow on December 21, 2010 and was released from escrow on January 6, 2011 when all conditions for closing the amendment were satisfied.

 

In July 2009, a contractor filed a motion for summary judgment, requesting foreclosure of its mechanic's lien. This motion was approved on February 17, 2010, and an advertised foreclosure sale on April 14, 2010 was scheduled. On April 12, 2010, the contractor agreed to postpone the sale and to continue to negotiate a payment plan with the operating general partner. In June 2010, the operating general partner and the contractor reached a verbal agreement on a five-year payment plan to settle the mechanic's lien claim for $250,000. The mechanic's lien judgment was released on December 29, 2010 as part of the settlement agreement executed in December 2010 by the contractor and the operating general partner.

 

In June 2010, the operating general partner refocused its efforts on negotiating a loan modification with the existing mortgage lender. By late July 2010, the operating general partner, the investment general partner and the lender had agreed in principle on a restructuring plan. In August 2010 the contractor also agreed, in concept, to the proposed loan modification. The modification documents were executed and the transaction closed into escrow on December 21, 2010. They were released from escrow on January 6, 2011 when all closing conditions were satisfied. The operating general partner contributed $148,000 towards the loan modification and a new investor contributed $600,000. The new investor was assigned a 45% interest in Rosewood Place, LLC in exchange for its $600,000 capital contribution. The new investor entity is related to the investment general partner. As a result of this transaction, approximately $249,000 per year of federal tax credits, equivalent to approximately $42 per 1,000 BACs, were allocated to the new investor. Note that effective January 1, 2015 the new investor transferred its 45% interest in Rosewood Place, LLC back to the original investment limited partner for $1. The impact from the new investor having provided new capital to finance the loan modification in January 2011 was a reduction in tax credits for the original investors of approximately $997,000 (equivalent to $167 per 1,000 BACs). If the new investor had not contributed to the loan modification and foreclosure occurred in 2010, the investment general partner estimates that there would have been recapture costs and interest penalties relating to credits previously claimed of $613,304, as well as an estimated loss of credits for the tax years 2010-2017 of $3,854,295. This would have represented recapture of $102 and credit loss totaling $642, respectively, per 1,000 BACs.

 

This property is part of a portfolio that includes several properties that experienced operational difficulties in 2008 and 2009. During those years the operating general partner's financial condition also deteriorated, preventing his ability to recapitalize any of these properties. Although the operating general partner's financial condition did not improve during 2010 - 2013, operations throughout his portfolio did stabilize. During 2010, the investment general partner actively worked with the operating general partner and lender to restructure the mortgage debt as discussed above. Since the loan amendment for Rosewood Place, LLC closed in January 2011, real estate taxes, insurance escrows and obligatory bond payments have been paid currently and remained current as of December 31, 2014. In addition, payments to the contractor under the aforementioned five-year payment plan were current through December 31, 2014. The outstanding balance owed to the contractor is $62,485 as of December 31, 2014.

 

Rural Housing Partners of Kewaunee L.P. (Sunset Manor) is a 38-unit property located in Kewaunee, WI. Occupancy has historically been an issue at the property, mainly due to evictions for nonpayment of rent and residents vacating because of job losses. Current marketing includes advertising on Rent.com and Craigslist, advertising in the Local Free Shopper which covers three cities/towns, posting fliers in the local community, and frequent contacts with local housing agencies, as well as For Rent signs located on the property. Despite management's marketing efforts the property was 89% occupied as of December 31, 2014. In addition, operating expenses have increased and the property operated below breakeven through the fourth quarter of 2014. The operating general partner continues to fund deficits by accruing management fees and advancing cash, if necessary. All real estate taxes, mortgage, and insurance payments are current. On December 31, 2019, the 15-year low income housing tax credit compliance period will expire with respect to Rural Housing Partners of Kewaunee L.P.

 

Rural Housing Partners of Mauston L.P. (Brookview I & II Apartments) is a 22-unit family property located in Mauston, WI. As of December 31, 2014, occupancy was 77% and the property was operating below breakeven. The struggle with vacancy is a direct reflection of economic conditions in Mauston, where ongoing job losses have led to increased evictions and migration from the area. Management continues to focus marketing efforts on internet advertising. They also perform outreach to the local Housing and Urban Development office, the Wisconsin Housing Authority, and the Juneau County housing agencies. In spite of these efforts, average occupancy remains low. All real estate taxes, mortgage, and insurance payments are current. The operating general partner continues to fund deficits by accruing management fees and advancing cash, if necessary. On December 31, 2019, the 15-year low income housing tax credit compliance period will expire with respect to Brookview I & II Apartments.

 

Kaufman Fountainhead LP (Briarwood Apartments) is a 48-unit family property in Kaufman, Texas.  The property, located 45 miles southeast of Dallas, Texas, receives USDA/RD rental assistance for 21 units. The property continued to operate below breakeven in 2013 due to high operating expenses and low occupancy that averaged 83% for the year. Management attributed the higher maintenance expense to foundation repairs and unit turnover costs and capital expenditures for the year totaled $38,050.  In 2014 occupancy averaged 84% for the year.  The operating general partner believes occupancy will continue to improve without the use of move-in concessions. However, year-to-date operations remain below breakeven due to high expenses and insufficient rental income generated. As the local economy remains soft, current and potential tenants are moving closer to Dallas to pursue job opportunities. The operating general partner continues to fund deficits by accruing management fees and with cash advances as needed.  Real estate taxes, insurance, and mortgage payments are current. The low income housing tax credit compliance period expires on December 31, 2021. 

 

Union Square Housing Partnership (Union Square Apartments) is a 32-unit family property in Junction City, LA. Through the fourth quarter of 2014 the property continued to operate below breakeven due to high maintenance expenses. The high maintenance costs have been driven by property wide dryer vent and air handler coil cleanout, concrete work, and water heater installation. Also, the insurance carrier for the property required that the playground equipment be relocated, anchored in concrete, and twelve inches of sand be poured as a safety surface. These expenses were only partially reimbursed from the replacement reserve. Average occupancy remained strong at 100% through the fourth quarter of 2014. Management continued to market the property by distributing fliers to local businesses and advertising in area newspapers. The balance sheet for the property shows insufficient cash available to cover the accounts payable; however, the majority of payables are due to affiliated entities. The operating general partner has stated that deficits would be funded by deferring the management fee due to the affiliated management company and, if necessary, by advancing funds. All mortgage, tax, and insurance payments are current. On December 31, 2019, the 15-year low income housing tax credit compliance period will expire with respect to Union Square Housing Partnership.

 

Cameron Fountainhead L.P. (Bahia Palms Apartments) is a 64-unit family property located in Laguna Vista, TX. The property operated below breakeven in 2013 due to insufficient rental rates and high operating expenses. After a property inspection, management found deferred maintenance issues throughout the site. The on-site staff was replaced and contractors were used to make immediate repairs, thus increasing maintenance expenses for the year. The property has, historically, maintained high occupancy, averaging 98% in 2013 and 2014. Effective January 1, 2014 a rent increase took effect which allowed higher rental revenue. Furthermore, through a reduction in operating expenses, specifically maintenance, year-to-date operations have been consistently above breakeven. All mortgage, insurance and taxes payments are current. The low income housing tax credit compliance period expires on December 31, 2020. As the property has stabilized and is now operating above breakeven, the investment general partner will cease reporting for Cameron Fountainhead L.P. subsequent to December 31, 2014.

 

Linden - Bartlesville Partners, L.P. (The Linden's Apartments) is a 54-unit family property located in Bartlesville, OK. Operations have declined in 2014 compared to previous years as occupancy trended down to an 80% average in the fourth quarter, ending December 31, 2014, at 82%. In concert, tenant receivables and bad debt write-offs were higher through 2014 compared to historical averages as many residents were delinquent with monthly rent remittances and several have moved out without making payment arrangements with management. Despite the downward trend, the Operating Partnership reported above breakeven operations through the fourth quarter of 2014, largely due to a portion of the maintenance expenses being reimbursed through replacement reserve withdrawals. Management is offering $200 off the first month's rent in order to increase applicant traffic, and has strengthened co-signor requirements for high risk applicants in order to reduce future tenant receivables and bad debt. The Operating Partnership has a pending insurance claim for addressing roof damages caused by a storm that rolled through the property on September 1, 2014. All mortgage, insurance and tax payments were current through December 31, 2014. The operating deficit guarantee expired on March 31, 2010. The low income housing tax credit compliance period expires for Linden - Bartlesville, L.P. on December 31, 2020.

 

Hillsboro Fountainhead, L.P. (Pecan Creek Apartments) is a 48-unit family property in Hillsboro, Texas. The property is located in an economically depressed rural area approximately 35 miles north of Waco, Texas. According to management, the tenant base is composed of employees of a large outlet mall located two blocks from the property. In an effort to increase applicant traffic and occupancy, management has increased community outreach efforts to include local churches, social agencies, and the housing authority. However, average occupancy decreased from 86% in 2013 to 82% year end 2014. As the employment opportunities in the City of Hillsboro continue to be scarce, people are moving closer to metropolitan areas. Thus, reduced income and higher costs due to continuous unit turnovers, is affecting the property's ability to generate cash flow and operate above breakeven. The operating general partner continues to fund deficits through advances and by accruing management fees. All real estate taxes, insurance, and mortgage payments are current. The low income housing tax credit compliance period expires on December 31, 2019.

 

Off Balance Sheet Arrangements

 

None.

 



Principal Accounting Policies and Estimates

 

The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), which require the Fund to make various estimates and assumptions. The following section is a summary of some aspects of those accounting policies that may require subjective or complex judgments and are most important to the portrayal of the Fund's financial condition and results of operations. The Fund believes that there is a low probability that the use of different estimates or assumptions in making these judgments would result in materially different amounts being reported in the financial statements.

 

The Fund is required to assess potential impairments to its long-lived assets, which are primarily investments in limited partnerships. The Fund accounts for its investment in limited partnerships in accordance with the equity method of accounting since the Fund does not control the operations of the Operating Partnerships. The purpose of an impairment analysis is to verify that the real estate investment balance reflected on the balance sheet does not exceed the value of the underlying investments.

 

If the book value of the Fund's investment in an Operating Partnership exceeds the estimated value derived by management, which generally consists of the remaining future Low-Income Housing Credits allocable to the Fund and the estimated residual value to the Fund, the Fund reduces its investment in the Operating Partnership.

 

The main reason an impairment loss typically occurs is that the annual operating losses, recorded in accordance with the equity method of accounting, of the investment in limited partnership does not reduce the balance as quickly as the annual use of the tax credits. In years prior to the year ended March 31, 2009, management included remaining tax credits as well as residual value in the calculated value of the underlying investments. However, management decided to take a more conservative approach to the investment calculation and determined that the majority of the residual value component of the valuation was zero for the years ended, March 31, 2014 and 2013. However, it is important to note that this change in the accounting estimate to the calculation method of the impairment loss has no effect on the actual value or performance of the overall investment, nor does it have any effect on the remaining credits to be generated.

 

In accordance with the accounting guidance for the consolidation of variable interest entities, the Fund determines when it should include the assets, liabilities, and activities of a variable interest entity (VIE) in its financial statements, and when it should disclose information about its relationship with a VIE. The analysis that must be performed to determine which entity should consolidate a VIE focuses on control and economic factors.  A VIE is a legal structure used to conduct activities or hold assets, which must be consolidated by a company if it is the primary beneficiary because it has (1) the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and (2) the obligation to absorb losses or receive benefits that could potentially be significant to the VIE. If multiple unrelated parties share such power, as defined, no party will be required to consolidate the VIE. Further, the guidance requires continual reconsideration of the primary beneficiary of a VIE. 

 

 

 

 

 

 

 

 

 

 

 

 

 

Principal Accounting Policies and Estimates - continued

 

Based on this guidance, the Operating Partnerships in which the Fund invests meet the definition of a VIE because the owners of the equity at risk in these entities do not have the power to direct their operations.  However, management does not consolidate the Fund's interests in these VIEs, as it is not considered to be the primary beneficiary since it does not have the power to direct the activities that are considered most significant to the economic performance of these entities.  The Fund currently records the amount of its investment in these partnerships as an asset on its balance sheets, recognizes its share of partnership income or losses in the statements of operations, and discloses how it accounts for material types of these investments in its financial statements. The Fund's balance in investment in Operating Partnerships, advances made to Operating Partnerships, plus the risk of recapture of tax credits previously recognized on the investments, represents its maximum exposure to loss.  The Fund's exposure to loss on these partnerships is mitigated by the condition and financial performance of the underlying housing complexes as well as the strength of the general partners and their guarantee against credit recapture to the investors of the Fund.

 

Recent Accounting Pronouncements

In January 2014, the FASB issued an amendment to the accounting and disclosure requirements for investments in qualified affordable housing projects. The amendments provide guidance on accounting for investments by a reporting entity in flow-through limited liability entities that manage or invest in affordable housing projects that qualify for the low-income housing tax credit. The amendments permit reporting entities to make an accounting policy election to account for their investments in qualified affordable housing projects using the proportional amortization method if certain conditions are met. Under the proportional amortization method, an entity amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received, and recognizes the net investment performance in the income statement as a component of income tax expense (benefit). The amendments are effective for interim and annual periods beginning after December 31, 2014 and should be applied retrospectively to all periods presented. Early adoption is permitted. The adoption of this update is not expected to materially affect the Partnership's financial statements.

 

 

 

 

 

 

 

 

 

 

 

 

Item 3

Quantitative and Qualitative Disclosures About Market Risk

 

 

 

Not Applicable

 

Item 4

Controls and Procedures

 

 

 

 

(a)

Evaluation of Disclosure Controls and Procedures

 

 

 

As of the end of the period covered by this report, the Fund's general partner, under the supervision and with the participation of the Principal Executive Officer and Principal Financial Officer of Boston Capital Associates V LLC, carried out an evaluation of the effectiveness of the Fund's "disclosure controls and procedures" as defined under the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15 with respect to each series individually, as well as the Fund as a whole. Based on that evaluation, the Fund's Principal Executive Officer and Principal Financial Officer have concluded that as of the end of the period covered by this report, the Fund's disclosure controls and procedures were effective to ensure that information relating to any series or the Fund as a whole required to be disclosed by it in the reports that it files or submits under the Securities Exchange Act of 1934 (i) is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (ii) is accumulated and communicated to the Fund's management, including the Fund's Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure with respect to each series individually, as well as the Fund as a whole.

 

 

(b)

Changes in Internal Controls

 

 

 

 

 

There were no changes in the Fund's internal control over financial reporting that occurred during the quarter ended December 31, 2014 that materially affected, or are reasonably likely to materially affect, the Fund's internal control over financial reporting.

 

PART II - OTHER INFORMATION

Item 1.

Legal Proceedings

 

 

 

None

 

 

Item 1A.

Risk Factors

 

 

 

There have been no material changes from the risk factors set forth under Part I, Item 1A. "Risk Factors" in our Form 10-K for the fiscal year ended March 31, 2014.

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

 

 

 

None

 

 

Item 3.

Defaults upon Senior Securities

 

 

 

None

 

 

Item 4.

Mine Safety Disclosures

 

 

 

Not Applicable

 

 

Item 5.

Other Information

 

 

 

None

 

 

Item 6.

Exhibits 

 

 

 

(a)Exhibits

 

 

 

 

31.a Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herewith

 

 

 

 

31.b Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herewith

 

 

 

 

32.a Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herewith

 

 

 

 

 

32.b Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herewith

 

 

 

 

101. The following materials from the Boston Capital Tax Credit Fund V L.P. Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2014 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Balance Sheets, (ii) the Condensed Statements of Operations, (iii) the Condensed Statements of Changes in Partners' Capital (Deficit), (iv) the Condensed Statements of Cash Flows and (v) related notes, furnished herewith

 

 

 

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 hereunto duly authorized.

 

 

Boston Capital Tax Credit Fund V L.P.

 

By:

Boston Capital Associates V LLC,
General Partner

 

 

 

 

 

 

Date: February 13, 2015

 

By:

/s/ John P. Manning
John P. Manning

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 


Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Fund and in the capacities and on the dates indicated:

DATE:

SIGNATURE:

TITLE:

February 13, 2015

/s/ John P. Manning

John P. Manning

Director, President (Principal Executive Officer), Boston Capital Partners II Corp.; Director, President (Principal Executive Officer), BCTC V Assignor Corp.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

February 13, 2015

/s/ Marc N. Teal

Marc N. Teal

Sr. Vice President, Chief Financial Officer (Principal Financial and Accounting Officer), Boston Capital Partners II Corp.; Sr. Vice President, Chief Financial Officer (Principal Financial and Accounting Officer), BCTC V Assignor Corp.