-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VFL9lHhvs2vk3MSVcjq71YRN6x5wik3ic13/UfUzd5oSLtt05HT85HqM3HiOw9C2 iNfzWdTiQR/z1E6Y7MyQ4Q== 0000310303-95-000002.txt : 19951102 0000310303-95-000002.hdr.sgml : 19951102 ACCESSION NUMBER: 0000310303-95-000002 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951101 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANGELES PARTNERS VII CENTRAL INDEX KEY: 0000310303 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 953215214 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-08851 FILM NUMBER: 95586331 BUSINESS ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLZ STREET 2: PO BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 8032391000 MAIL ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLAZA STREET 2: P.O. BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 10QSB 1 FORM 10-QSB.--QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Quarterly or Transitional Report (As last amended by 34-32231, eff. 6/3/93.) U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1995 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period.........to......... Commission file number 0-8851 ANGELES PARTNERS VII (Exact name of small business issuer as specified in its charter) California 95-3215214 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) One Insignia Financial Plaza, P.O. Box 1089 Greenville, South Carolina 29602 (Address of principal executive offices) (Zip Code) Issuer's telephone number (803) 239-1000 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS a) ANGELES PARTNERS VII BALANCE SHEET (Unaudited)
September 30, 1995 Assets Cash: Unrestricted $ 254,668 Restricted--tenant security deposits 32,595 Accounts receivable 3,874 Escrow for taxes 31,375 Restricted escrows Other assets 3,749 Investment properties: Land $ 366,000 Buildings and related personal property 5,118,272 5,484,272 Less accumulated depreciation (3,292,782) 2,191,490 $2,517,751 Liabilities and Partners' Deficit Liabilities Accounts payable $ 29,929 Tenant security deposits 32,745 Accrued taxes 31,050 Other liabilities 50,418 Notes payable 2,579,371 Partners' Deficit General partner $ 282,985 Limited partners (8,669 units issued and outstanding) (488,747) (205,762) $2,517,751
[FN] See Accompanying Notes to Financial Statements b) ANGELES PARTNERS VII STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Nine Months Ended September 30, September 30, 1995 1994 1995 1994 Revenues: Rental income $ 257,361 $ 238,292 $ 745,204 $ 704,897 Other income 11,013 16,630 40,346 77,120 Total revenues 268,374 254,922 785,550 782,017 Expenses: Operating 63,058 67,893 216,168 220,024 General and administrative 22,196 20,200 73,392 55,927 Property management fees 13,308 12,530 38,863 36,598 Maintenance 36,033 43,549 127,900 136,881 Depreciation 61,789 55,114 176,129 159,208 Interest 59,205 61,278 179,211 185,288 Property taxes 10,350 10,350 31,050 38,517 Total expenses 265,939 270,914 842,713 832,443 Net income (loss) $ 2,435 $ (15,992) $ (57,163) $ (50,426) Net income (loss) allocated to general partners (1%) $ 24 $ (160) $ (572) $ (504) Net income (loss) allocated to limited partners (99%) 2,411 (15,832) (56,591) (49,922) $ 2,435 $ (15,992) $ (57,163) $ (50,426) Net income (loss) per limited partnership unit $ 0.28 $ (1.83) $ (6.53) $ (5.76)
[FN] See Accompanying Notes to Financial Statements c) ANGELES PARTNERS VII STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT) (Unaudited)
Limited Partnership General Limited Units Partners Partners Total Original capital contributions 8,674 $ 87,716 $ 8,674,000 $ 8,761,716 Partners' capital (deficit) at December 31, 1994 8,669 $ 294,455 $ (343,074) $ (48,619) Cash distributions for the nine months ended September 30, 1995 -- (10,898) (89,082) (99,980) Net loss for the nine months ended September 30, 1995 -- (572) (56,591) (57,163) Partners' capital (deficit) at September 30, 1995 8,669 $ 282,985 $ (488,747) $ (205,762)
[FN] See Accompanying Notes to Financial Statements d) ANGELES PARTNERS VII STATEMENTS OF CASH FLOWS (Unaudited)
Nine Months Ended September 30, 1995 1994 Cash flows from operating activities: Net loss $ (57,163) $ (50,426) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation 176,129 159,208 Change in accounts: Restricted cash (5,820) (14,055) Accounts receivable 719 (2,295) Escrows for taxes (27,783) (24,659) Other assets -- (449) Accounts payable 11,529 (27,939) Tenant security deposit liabilities 3,955 5,030 Accrued taxes 31,050 32,124 Other liabilities 8,111 (1,893) Net cash provided by operating activities 140,727 74,646 Cash flows from investing activities: Property improvements and replacements (169,702) (138,467) Sale of short-term investments -- 508,178 Net cash (used in) provided by investing activities (169,702) 369,711 Cash flows from financing activities: Payments on mortgage notes payable (69,927) (63,850) Cash distributions to partners (99,980) (2,336,474) Net cash used in financing activities (169,907) (2,400,324) Net decrease in cash (198,882) (1,955,967) Cash at beginning of period 453,550 2,522,424 Cash at end of period $ 254,668 $ 566,457 Supplemental disclosure of cash flow information Cash paid for interest $ 179,211 $ 185,288
[FN] See Accompanying Notes to Financial Statements e) ANGELES PARTNERS VII NOTES TO FINANCIAL STATEMENTS (Unaudited) Note 1 - Basis of Presentation The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine month period ended September 30, 1995, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 1995. For further information, refer to the financial statements and footnotes thereto included in the Partnership's annual report on Form 10-KSB for the fiscal year ended December 31, 1994. Certain reclassifications have been made to the 1994 information to conform to the 1995 presentation. Note 2 - Transactions with Affiliates The Partnership has no employees and is dependent on the General Partner and its affiliates for the management and administration of all Partnership activities. The partnership agreement provides for payments to affiliates for services and as reimbursement of certain expenses incurred by affiliates on behalf of the Partnership. The following payments were made to the General Partner and affiliates for the nine months ended September 30, 1995 and 1994: 1995 1994 Property management fees $38,863 $36,598 Reimbursement for services of affiliates $43,971 $24,792 The Partnership insures its property under a master policy through an agency and insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. The current agent assumed the financial obligations of the affiliate of the General Partner, who receives payments on these obligations from the agent. The amount of the Partnership's insurance premiums accruing to the benefit of the affiliate of the General Partner by virtue of the agent's obligations is not significant. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION The Partnership's investment property consists of one apartment complex. The following table sets forth the average occupancy of the property for the nine months ended September 30, 1995 and 1994: Average Occupancy Property 1995 1994 Cedarwood Apartments Gretna, Louisiana 95% 92% The General Partner attributes the increase in occupancy at Cedarwood to property improvements and new casino facilities being located on the Mississippi River. The General Partner is actively marketing this apartment complex for sale. The Partnership's net loss for the nine months ended September 30, 1995, was $57,163 which included net income of $2,435 for the three months ended September 30, 1995. The net losses for the corresponding periods of 1994 were $50,426 and $15,992, respectively. The increase in net loss is primarily attributable to a decrease in interest income due to the sale of short term investments during 1994. This decrease is offset by an increase in rental revenue as a result of the increase in occupancy at Cedarwood Apartments. Also contributing to the increase in net loss is an increase in the general and administrative expenses related to reimbursements for partnership administration costs and General Partner reimbursements. Depreciation expense increased for the three and nine months ended September 30, 1995, as compared to the three and nine months ended September 30, 1994, due to fixed asset additions during 1995. Partially offsetting this increase is a decrease in property taxes due to additional tax bills being received and paid in 1994 for 1993 taxes. Maintenance expense also decreased due to decreases in maintenance materials, however, this decrease was partially offset by an increase in exterior and interior building improvements due to the property being on the market. At September 30, 1995, the Partnership had unrestricted cash of $254,668 compared to $566,457 at September 30, 1994. Net cash provided by operating activities increased primarily as a result of an increase in other liabilities and an increase in accounts payable. Net cash used in investing activities increased as a result of cash provided by the sale of short-term investments during 1994. Net cash used in financing activities decreased due to decreased distributions to partners made during the nine months ended September 30, 1995, as compared to the corresponding period in 1994. The sufficiency of existing liquid assets to meet future liquidity and capital expenditure requirements is directly related to the level of capital expenditures required at the property to adequately maintain the physical assets as well as future maturing mortgage obligations and related refinancing expenses. Such assets are currently thought to be sufficient for any short-term needs of the Partnership. Future cash distributions will depend on the levels of net cash generated from operations, refinancings, property sales and the availability of cash reserves. The General Partner continues to monitor the rental market environment at its apartment property to assess the feasibility of increasing rents, to maintain or increase the occupancy level and to protect the Partnership from increasing expenses. The General Partner expects to be able, at a minimum, to continue to protect the Partnership from the burden of inflation-related increases in expenses by increasing rents and maintaining a high overall occupancy level. However, rental reductions needed to offset softening market conditions could affect the ability to sustain this plan. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS The Registrant is unaware of any pending or outstanding litigation that is not of a routine nature. The General Partner of the Registrant believes that all such pending or outstanding litigation will be resolved without a material adverse effect upon the business, financial condition, or operations of the Partnership. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a) Exhibits None b) Reports on Form 8-K: None filed during the quarter ended September 30, 1995. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ANGELES PARTNERS VII By: Angeles Realty Corporation Corporate General Partner By: /s/Carroll D. Vinson Carroll D. Vinson President By: /s/Robert D. Long Robert D. Long Controller and Principal Accounting Officer Date: EX-27 2
5 This schedule contains summary financial information extracted from Angeles Partners VII 1995 Third Quarter 10-QSB and is qualified in its entirety by reference to such 10-QSB. 0000310303 ANGELES PARTNERS VII 1 9-MOS DEC-31-1995 SEP-30-1995 254,668 0 3,874 0 0 322,512 5,484,272 (3,292,782) 2,517,751 93,724 0 0 0 0 (205,762) 2,517,751 0 785,550 0 0 842,713 0 179,211 (57,163) 0 (57,163) 0 0 0 (57,163) (6.53) 0
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