-----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, A+RgrGpYQu1wfY5eAv+oa1ENZtnRcqI0AcYkP9r0C09yz28myLCTrZt1GFrfe4nH EBS6saRl3wyWK+YqgiVZiQ== 0000740156-97-000003.txt : 19971107 0000740156-97-000003.hdr.sgml : 19971107 ACCESSION NUMBER: 0000740156-97-000003 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971106 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANGELES PARK COMMUNITIES LTD CENTRAL INDEX KEY: 0000317969 STANDARD INDUSTRIAL CLASSIFICATION: LAND SUBDIVIDERS & DEVELOPERS (NO CEMETERIES) [6552] IRS NUMBER: 953558497 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-10199 FILM NUMBER: 97708691 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: PO BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29603 10QSB 1 FORM 10-QSB.--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 QUARTERLY OR TRANSITIONAL REPORT U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1997 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from.........to......... Commission file number 0-10199 ANGELES PARK COMMUNITIES, LTD. (Exact name of small business issuer as specified in its charter) California 95-3558497 (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) (864) 239-1000 (Issuer's telephone number) 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 PARK COMMUNITIES, LTD. CONSOLIDATED BALANCE SHEET (Unaudited) (in thousands, except unit data) September 30, 1997 Assets Cash and cash equivalents: Unrestricted $ 415 Restricted--tenant security deposits 3 Accounts receivable 14 Escrow for taxes 185 Other assets 229 Investment properties: Land $ 1,043 Buildings and related personal property 4,918 5,961 Less accumulated depreciation (4,598) 1,363 $ 2,209 Liabilities and Partners' Deficit Liabilities Accounts payable $ 24 Tenant security deposits payable 3 Accrued property taxes 163 Other liabilities 204 Mortgage note payable 4,883 Partners' Deficit General partners' $ (163) Limited partners' (15,112 units issued and 15,044 units outstanding) (2,905) (3,068) $ 2,209 See Accompanying Notes to Consolidated Financial Statements b) ANGELES PARK COMMUNITIES, LTD. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except unit data)
Three Months Ended Nine Months Ended September 30, September 30, 1997 1996 1997 1996 Revenues: Rental income $ 529 $ 474 $ 1,534 $ 1,452 Other income 4 10 22 32 Bad debt recovery, net -- 4 -- 9 Total revenues 533 488 1,556 1,493 Expenses: Operating 183 164 572 531 General and administrative 38 49 128 139 Maintenance 59 57 139 123 Depreciation 17 82 52 243 Interest 124 124 372 374 Property taxes 55 51 163 158 Total expenses 476 527 1,426 1,568 Net income (loss) $ 57 $ (39) $ 130 $ (75) Net (loss) income allocated to general partners (1%) $ -- $ (1) $ 1 $ (1) Net income (loss) allocated to limited partners (99%) 57 (38) 129 (74) $ 57 $ (39) $ 130 $ (75) Net income (loss) per limited partnership unit $ 3.79 $ (2.52) $ 8.57 $ (4.90) Limited partner units outstanding 15,044 15,093 15,044 15,093 See Accompanying Notes to Consolidated Financial Statements
c) ANGELES PARK COMMUNITIES, LTD. CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT (Unaudited) (in thousands, except unit data)
Limited Partnership General Limited Units Partners' Partners' Total Original capital contributions 15,112 $ 1 $15,112 $15,113 Partners' deficit at December 31, 1996 15,044 $ (164) $(3,034) $(3,198) Net income for the nine months ended September 30, 1997 -- 1 129 130 Partners' deficit at September 30, 1997 15,044 $ (163) $(2,905) $(3,068) See Accompanying Notes to Consolidated Financial Statements
d) ANGELES PARK COMMUNITIES, LTD. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands)
Nine Months Ended September 30, 1997 1996 Cash flows from operating activities: Net income (loss) $ 130 $ (75) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation 52 243 Amortization of loan costs 37 37 Bad debt recovery, net -- (9) Change in accounts: Restricted cash -- (12) Accounts receivable 10 9 Escrows for taxes (167) (134) Other assets (31) -- Accounts payable (29) (12) Tenant security deposits payable -- 12 Accrued property taxes 163 158 Other liabilities 23 (87) Net cash provided by operating activities 188 130 Cash flows used in investing activities: Property improvements and replacements (89) (74) Cash flows used in financing activities: Mortgage principal payments (31) (28) Net increase in unrestricted cash and cash equivalents 68 28 Unrestricted cash and cash equivalents at beginning of period 347 181 Unrestricted cash and cash equivalents at end of period $ 415 $ 209 Supplemental disclosure of cash flow information: Cash paid for interest $ 335 $ 337 See Accompanying Notes to Consolidated Financial Statements
e) ANGELES PARK COMMUNITIES, LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE A - BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of Angeles Park Communities, Ltd. (the "Partnership") 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 Angeles Realty Corporation (the "Managing General Partner"), all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine month periods ended September 30, 1997, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 1997. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership's annual report on Form 10-KSB for the fiscal year ended December 31, 1996. Certain reclassifications have been made to the 1996 information to conform to the 1997 presentation. NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES The Partnership has no employees and is dependent on the Managing 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 amounts were incurred by the Managing General Partner and affiliates during the nine month periods ended September 30, 1997 and 1996 (in thousands): 1997 1996 Property management fees (included in operating expenses) $ 78 $ 74 Reimbursement for services of affiliates (included in general and administrative expenses) 98 98 For the period of January 1, 1996, to August 31, 1997, the Partnership insured its properties under a master policy through an agency and insurer unaffiliated with the Managing General Partner. An affiliate of the Managing 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 to the affiliate of the Managing 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 Managing 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 properties consist of one mobile home park and one recreational vehicle park. The following table sets forth the average occupancy of the properties for each of the nine month periods ended September 30, 1997 and 1996: Average Occupancy Property 1997 1996 Cloverleaf Farms, Mobile Home Park 98% 99% Brooksville, Florida Cloverleaf Forest, Recreational 73% 73% Vehicle Park Brooksville, Florida (1) (1) Occupancy typically averages in the 90% range during the winter months. However, due to the seasonality of the business, occupancy drops significantly during the summer months, causing annual occupancy to level out in the 70's. The Partnership's net income for the three and nine month periods ended September 30, 1997 was approximately $57,000 and $130,000, respectively. The Partnership reported a net loss of approximately $39,000 and $75,000 for the corresponding periods of 1996. The increase in net income is primarily due to a decrease in depreciation expense and an increase in rental income. The decrease in depreciation expense is due to a major building and improvement at the Cloverleaf Farms property becoming fully depreciated at December 1996. The increase in rental income is primarily due to an increase in rental rates at the mobile home park. The decrease in depreciation expense and the increase in rental income are partially offset by a decrease in other income and an increase in maintenance expense. The decrease in other income is primarily due to a decrease in deposit forfeitures at both investment properties. The increase in maintenance expense is primarily due to increases in exterior building repairs and contract yards and grounds expense. Major repairs and maintenance incurred by the investment properties were insignificant for each of the nine month periods ended September 30, 1997 and 1996. As part of the ongoing business plan of the Partnership, the Managing General Partner monitors the rental market environment of each of its investment properties to assess the feasibility of increasing rents, maintaining or increasing occupancy levels and protecting the Partnership from increases in expense. As part of this plan, the Managing General Partner attempts to protect the Partnership from inflation-related increases in expenses by increasing rents and maintaining a high overall occupancy level. However, due to changing market conditions, which can result in the use of rental concessions and rental reductions to offset softening market conditions, there is no guarantee that the Managing General Partner will be able to sustain such a plan. At September 30, 1997, the Partnership had unrestricted cash and cash equivalents of approximately $415,000 versus approximately $209,000 at September 30, 1996. The increase in cash provided by operating activities is primarily due to an increase in other liabilities due to the receipt of a $100,000 deposit from a local cable provider for exclusive rights at the investment properties for the next seven years. This increase was partially offset by an increase in escrow deposits for future tax payments. The increase in cash used in investing activities is attributable to an increase in spending on capital improvements and replacements. Cash used in financing activities remained relatively stable. 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 properties to adequately maintain the physical assets and other operating needs of the Partnership. The mortgage indebtedness of $4,883,000 is being amortized over 30 years with a balloon payment of $4,692,000 due in July 2001, at which time the properties will either be refinanced or sold. In the fourth quarter of 1996, the Managing General Partner received a purchase offer from the homeowners association of Cloverleaf Farms. The Managing General Partner rejected the initial offer and extended a counteroffer to the homeowners association. Negotiations are still ongoing with regard to a possible sale of the Partnership's properties. Future cash distributions will depend on the levels of net cash generated from operations, property sales and the availability of cash reserves. There were no cash distributions during each of the nine month periods ended September 30, 1997 and 1996. PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a) Exhibits: Exhibit 27, Financial Data Schedule. b) Reports on From 8-K: None filed during the quarter ended September 30, 1997. SIGNATURES In accordance with the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ANGELES PARK COMMUNITIES, LTD. By: Angeles Realty Corporation Its Managing General Partner By: /s/Carroll D. Vinson Carroll D. Vinson President and Director By: /s/Robert D. Long, Jr. Robert D. Long, Jr. Vice President and Chief Accounting Officer Date: November 6, 1997
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5 This schedule contains summary financial information extracted from Angeles Park Communities, Ltd 1997 Third Quarter 10-QSB and is qualified in its entirety by reference to such 10-QSB filing. 0000317969 ANGELES PARK COMMUNITIES, LTD. 1,000 9-MOS DEC-31-1997 SEP-30-1997 415 0 0 0 0 0 5,961 (4,598) 2,209 0 4,883 0 0 0 (3,068) 2,209 0 1,556 0 0 1,426 0 372 0 0 0 0 0 0 130 8.57 0 Registrant has an unclassified balance sheet. Multiplier is 1.
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