-----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, SIWT8TrPqkp3ZjoWy9FXo8GzhKFw+QYbU+tMVax1/F58ORNCorhbqLygVkjc9QeG 2DNsyncAA2bO/yo/wn8hrA== 0000928790-96-000109.txt : 19960620 0000928790-96-000109.hdr.sgml : 19960620 ACCESSION NUMBER: 0000928790-96-000109 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960514 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HUTTON CONAM REALTY INVESTORS 81 CENTRAL INDEX KEY: 0000350023 STANDARD INDUSTRIAL CLASSIFICATION: 6500 IRS NUMBER: 133069026 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-10223 FILM NUMBER: 96563047 BUSINESS ADDRESS: STREET 1: 388 GREENWICH ST CITY: NEW YORK STATE: NY ZIP: 10013 BUSINESS PHONE: 2125263237 MAIL ADDRESS: STREET 1: 3 WORLD FINANCIAL CENTER STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10285 FORMER COMPANY: FORMER CONFORMED NAME: HUTTON CONAM PROPERTIES 81 DATE OF NAME CHANGE: 19810616 10-Q 1 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 March 31, 1996 or Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition period from ______ to ______ Commission File Number: 0-10223 HUTTON/CONAM REALTY INVESTORS 81 Exact Name of Registrant as Specified in its Charter California 13-3069026 State or Other Jurisdiction of Incorporation or Organization I.R.S. Employer Identification No. 3 World Financial Center, 29th Floor, New York, NY Attn: Andre Anderson 10285 Address of Principal Executive Offices Zip Code (212) 526-3237 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 X No ____ Consolidated Balance Sheets At March 31, At December 31, 1996 1995 Assets Investments in real estate: Land $3,944,195 $3,944,195 Buildings and improvements 21,299,382 21,299,382 25,243,577 25,243,577 Less accumulated depreciation (11,583,29) (11,370,295) 13,660,288 13,873,282 Cash and cash equivalents 1,403,589 1,499,119 Restricted cash 489,908 394,147 Mortgage fees, net of accumulated amortization of $224,856 in 1996 and $209,153 in 1995 214,816 230,519 Other assets 15,591 24,946 Total Assets $15,784,192 $16,022,013 Liabilities and Partners' Capital Liabilities: Mortgages payable $11,924,122 $11,954,188 Distribution payable 173,978 173,978 Accounts payable and accrued expenses 229,890 210,876 Security deposits 82,867 77,433 Due to general partners and affiliates 29,058 30,138 Total Liabilities 12,439,915 12,446,613 Partners' Capital (Deficit): General Partners (206,182) (188,213) Limited Partners 3,550,459 3,763,613 Total Partners' Capital 3,344,277 3,575,400 Total Liabilities and Partners' Capital $15,784,192 $16,022,013 Consolidated Statement of Partners' Capital (Deficit) For the three months ended March 31, 1996 Limited General Partners Partners Total Balance at January 1, 1996 $3,763,613 $(188,213) $3,575,400 Net loss (56,574) (571) (57,145) Distributions (156,580) (17,398) (173,978) Balance at March 31, 1996 $3,550,459 $(206,182) $3,344,277 Consolidated Statements of Operations For the three months ended March 31, 1996 1995 Income Rental $921,105 $1,228,790 Interest 15,880 23,807 Total Income 936,985 1,252,597 Expenses Property operating 466,170 590,414 Interest 252,623 330,067 Depreciation and amortization 228,697 306,549 General and administrative 46,640 38,772 Total Expenses 994,130 1,265,802 Net Loss $(57,145) $(13,205) Net Loss Allocated: To the General Partners $ (571) $ (132) To the Limited Partners (56,574) (13,073) (57,145) $(13,205) Per limited partnership unit (78,290 outstanding) $(.72) $(.17) Consolidated Statements of Cash Flows For the three months ended March 31, 1996 1995 Cash Flows From Operating Activities: Net loss $(57,145) $(13,205) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 228,697 306,549 Increase (decrease) in cash arising from changes in operating assets and liabilities: Fundings to restricted cash (95,761) (161,509) Release of restricted cash to property operations ------ 149,419 Other assets 9,355 15,397 Accounts payable and accrued expenses 19,014 76,226 Security deposits 5,434 (7,228) Due to general partners and affiliates (1,080) (12,218) Net cash provided by operating activities 108,514 353,431 Cash Flows From Financing Activities: Distributions (173,978) (173,978) Mortgage principal payments (30,066) (35,664) Net cash used for financing activities (204,044) (209,642) Net increase (decrease) in cash and cash equivalents (95,530) 143,789 Cash and cash equivalents, beginning of period 1,499,119 1,535,391 Cash and cash equivalents, end of period $1,403,589 $1,679,180 Supplemental Disclosure of Cash Flow Information: Cash paid during the period for interest $252,623 $330,067 Notes to the Consolidated Financial Statements The unaudited consolidated financial statements should be read in conjunction with the Partnership's annual 1995 audited consolidated financial statements within Form 10-K. The unaudited consolidated financial statements include all adjustments which are, in the opinion of management, necessary to present a fair statement of financial position as of March 31, 1996 and the results of operations and cash flows for the three months ended March 31, 1996 and 1995 and the statement of partner's capital (deficit) for the three months ended March 31, 1996. Results of operations for the period are not necessarily indicative of the results to be expected for the full year. No significant events have occurred subsequent to fiscal year 1995, and no material contingencies exist which require disclosure in this interim report per Regulation S-X, Rule 10-01, Paragraph (a)(5). Part I, Item 2 . Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources At March 31, 1996, the Partnership had cash and cash equivalents of $1,403,589, which were invested in unaffiliated money market funds, relatively unchanged from the balance at December 31, 1995. The Partnership also maintains a restricted cash balance, which totaled $489,908 at March 31, 1996, representing escrows for insurance, real estate taxes, and property replacements and repairs, required under the terms of the current mortgage loans. Pursuant to the terms of the loans, as costs are incurred for property improvements or when real estate taxes and insurance are due, reimbursements are made from the escrow accounts maintained by the lender to the Partnership. The increase in restricted cash is attributable to payments made to the escrow accounts for real estate taxes and property improvements. The Partnership expects sufficient cash to be generated from operations to meet its current operating expenses and debt service requirements. During 1996, the General Partners are implementing an improvement program to upgrade the properties. This program, which includes landscaping work at Tierra Catalina and roof repairs at Las Colinas plus improvements to the units' interiors at both, is intended to protect the properties' positions within their respective markets, which are growing increasingly competitive with the addition of new apartment properties and position the properties for increases in revenue and market value. These improvements will be funded from the Partnership's cash reserves. The General Partners declared a cash distribution of $2.00 per Unit, a portion of which will be funded from the Partnership cash reserves, for the quarter ended March 31, 1996 which will be paid to investors on or about May 15, 1996. The level of future distributions will be evaluated on a quarterly basis and will depend on the Partnership's operating results and future cash needs. It is anticipated that cash from reserves may be required to fund a portion of the distributions during the remainder of 1996 as a result of the property improvements required. Given favorable market conditions, particularly in the Tulsa, Oklahoma area, the General Partners have engaged a commercial real estate broker to market Ridge Park for sale. There can be no assurances that a sale will be completed or that any particular price for the property can be obtained. Results of Operations Partnership operations for the three months ended March 31, 1996, resulted in a net loss of $57,145 compared with a net loss of $13,205 in the first quarter of 1995. The increase in net loss is due primarily to a reduction in rental income more than offsetting reductions in property operating expense, depreciation and amortization, and interest expense resulting from the sale of Kingston Village and Cedar Bay Village in July 1995. Net cash provided by operating activities was $108,514 for the three months ended March 31, 1996, a decrease from $353,431 for the same period in 1995. Net cash provided by operating activities was higher in the 1995 period primarily due to the release of restricted cash to property operations and due to the sale of Kingston Village and Cedar Bay Village. Rental income for the three months ended March 31, 1996 was $921,105 compared with $1,228,790 in the first quarter of 1995. The decrease reflects the sale of Kingston Village and Cedar Bay Village, partially offset by increases in rental income at the three remaining properties primarily as a result of increased rental rates. Property operating expenses were lower in the first quarter of 1996 compared to the same period in 1995 due to the July 1995 sale of Kingston Village and Cedar Bay Village. This decrease was partially offset by increases in repairs and maintenance expenses at Las Colinas and Tierra Catalina due to asphalt and other miscellaneous repairs. Interest expense and depreciation and amortization also declined primarily due to the sale of the two properties. During the first three months of 1996 and 1995, average occupancy levels at each of the properties were as follows: Property 1996 1995 Las Colinas I & II 96% 96% Ridge Park 95% 93% Tierra Catalina 91% 95% Part II Other Information Items 1-5 Not applicable. Item 6 Exhibits and reports on Form 8-K. (a) Exhibits (27) Financial Data Schedule (b) Reports on Form 8-K - On March 15, 1996 based upon, among other things, the advice of Partnership counsel, Skadden, Arps, Slate, Meagher & Flom, the General Partners adopted a resolution that states, among other things, if a Change of Control ( as defined below) occurs, the General Partners may distribute the Partnership's cash balances not required for its ordinary course day-to-day operations. "Change of Control" means any purchase or offer to purchase more than 10% of the Units that is not approved in advance by the General Partners. In determining the amount of the distribution, the General Partners may take into account all material factors. In addition, the Partnership will not be obligated to make any distribution to any partner and no partner will be entitled to receive any distribution until the General Partners have declared the distribution and established a record date and distribution date for the distribution. The Partnership filed a Form 8-K disclosing this resolution on March 21, 1996. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. HUTTON/CONAM REALTY INVESTORS 81 BY: RI81 REAL ESTATE SERVICES INC. General Partner Date: May 13, 1996 BY: /s/ Paul L. Abbott Director, President, Chief Executive Officer and Chief Financial Officer EX-27 2 FINANCIAL DATA SCHEDULE FOR FIRST QUARTER 10-Q HUTTON CON/AM REALTY INVESTORS 81
5 3-mos Dec-31-1996 Mar-31-1996 1,893,497 000 000 000 000 000 25,243,577 11,583,289 15,784,192 515,793 11,924,122 000 000 000 3,337,277 15,784,192 000 936,985 000 466,170 275,337 000 252,623 (57,145) 000 000 000 000 000 (57,145) (.72) (.72)
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