-----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, S1bGmw8JsgzEDyvdjPwhHYvnl1TKT/kJRI88ZRu5lu1VMcQwZA87GD3KgdoyQscw gcN3jPsfXmDFL8UYVTjy2g== 0000944209-98-001429.txt : 19980812 0000944209-98-001429.hdr.sgml : 19980812 ACCESSION NUMBER: 0000944209-98-001429 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19980811 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: DE ANZA PROPERTIES XII LTD CENTRAL INDEX KEY: 0000351509 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 953601367 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-10430 FILM NUMBER: 98681705 BUSINESS ADDRESS: STREET 1: 9171 WILSHIRE BLVD STE 627 CITY: BEVERLY HILLS STATE: CA ZIP: 90210 BUSINESS PHONE: 3105501111 MAIL ADDRESS: STREET 1: 9171 WILSHIRE BLVD STREET 2: SUITE 600 CITY: BEVERLY HILLS STATE: CA ZIP: 90210 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q --------- [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 1998 [ ] 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 0-10430 DE ANZA PROPERTIES - XII, LTD. (Exact name of registrant as specified in its charter) CALIFORNIA 95-3601367 (State or other jurisdiction of (IRS Employer Iden- incorporation or organization) tification Number) 9171 WILSHIRE BOULEVARD, SUITE 627 BEVERLY HILLS, CALIFORNIA 90210 (Address of principal executive offices, including zip code) (310) 550-1111 (The registrant's telephone number, including area code) NO CHANGE (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO --- --- Pursuant to the Securities Exchange Act of 1934 Release 15502 and Rule 240.0-3(b) (17 CFR 240.0-3(b)), the pages of this document have been numbered sequentially. The total number of pages contained herein is 16. 1 TABLE OF CONTENTS ----------------- PART I. FINANCIAL INFORMATION - ------ ---------------------
ITEM 1. FINANCIAL STATEMENTS Balance Sheets 3 Statements of Income 5 Statements of Changes in Partners' Capital (Deficit) 7 Statements of Cash Flows 8 Notes to Financial Statements 10 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 14 PART II. OTHER INFORMATION 15 - ------- -----------------
2 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Balance Sheets (Unaudited)
June 30, December 31, 1998 1997 -------- ------------ ASSETS CASH AND CASH EQUIVALENTS Note 1 $705,689 $ 876,533 ACCOUNTS RECEIVABLE 1,481 2,289 PREPAID EXPENSES 13 38,312 -------- ----------- 707,183 917,134 -------- ----------- NOTES RECEIVABLE - Note 5 84,760 217,248 -------- ----------- PROPERTY AND EQUIPMENT - Notes 2 and 5 Land - 1,179,884 Land improvements - 3,560,450 Buildings and improvements - 9,914,217 Furniture and equipment - 484,385 -------- ----------- - 15,138,936 Less accumulated depreciation - 7,270,812 -------- ----------- - 7,868,124 -------- ----------- OTHER ASSETS Loan costs - less accumulated amortization of $26,497 at December 31, 1997 - Note 2 - 70,837 Prepaid sale costs Note 5 - 45,754 Other 1,000 1,000 -------- ----------- 1,000 117,591 -------- ----------- $792,943 $ 9,120,097 ======== ===========
See accompanying notes to financial statements. 3 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Balance Sheets (Continued) (Unaudited)
June 30, December 31, 1998 1997 -------- ------------ LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) ACCOUNTS PAYABLE AND ACCRUED EXPENSES - including $3,626 and $8,768 due to related party at June 30, 1998 and December 31, 1997, respectively $ 13,300 $ 124,114 DEPOSITS AND ADVANCE RENTALS - 43,885 SECURED NOTE PAYABLE - Note 2 - 4,170,474 -------- ----------- 13,300 4,338,473 -------- ----------- PARTNERS' CAPITAL (DEFICIT) General partners - (1,629,110) Limited partners, 22,719 units issued and outstanding 779,643 6,410,734 -------- ----------- 779,643 4,781,624 -------- ----------- $792,943 $ 9,120,097 ======== ===========
See accompanying notes to financial statements. 4 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Statements of Income (Unaudited)
Six Months Six Months Ended Ended June 30, June 30, 1998 1997 ---------- ---------- INCOME Rent $ 84,626 $1,134,559 Interest and dividends 81,733 25,240 Other 6,362 91,895 Gain on sale of property and equipment 11,748,033 76,998 ----------- ---------- 11,920,754 1,328,692 ----------- ---------- EXPENSES Depreciation and amortization 70,937 105,317 Salaries - including $6,716 and $7,612 paid to related party in 1998 and 1997, respectively - Note 3 56,858 96,785 Professional fees and services - including $8,883 and $29,057 paid to related party in 1998 and 1997, respectively - Note 3 55,938 98,616 Other 20,513 44,344 Interest 11,349 153,491 Maintenance, repairs and supplies 11,307 127,246 Insurance 10,736 29,838 Payroll taxes and employee benefits 9,467 21,349 Utilities 6,339 88,507 Real estate taxes 5,629 77,806 ----------- ---------- 259,073 843,299 ----------- ---------- NET INCOME $11,661,681 $ 485,393 =========== ========== NET INCOME GENERAL PARTNERS $ 1,629,110 $ 4,854 =========== ========== LIMITED PARTNERS $10,032,571 $ 480,539 =========== ========== INCOME PER 1% GENERAL PARTNER INTEREST - Note 4 $ 16,291.10 $ 48.54 =========== ========== INCOME PER LIMITED PARTNERSHIP UNIT - Note 4 $ 441.59 $ 21.15 =========== ==========
See accompanying notes to financial statements. 5 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Statements of Income (Unaudited)
Three Months Three Months Ended Ended June 30, June 30, 1998 1997 ------------ ------------ INCOME Rent $ 1,476 $562,653 Interest and dividends 7,506 12,790 Other 99 84,159 Gain on sale of property and equipment 91,308 76,998 -------- -------- 100,389 736,600 -------- -------- EXPENSES Depreciation and amortization 50 1,813 Salaries - including $3,461 and $3,889 paid to related party in 1998 and 1997, respectively - Note 3 3,461 49,254 Professional fees and services - including $1,086 and $15,966 paid to related party in 1998 and 1997, respectively - Note 3 3,791 53,190 Other 6,869 28,842 Interest - 77,008 Maintenance, repairs and supplies - 74,253 Insurance (2,431) 14,916 Payroll taxes and employee benefits 272 9,901 Utilities (171) 43,292 Real estate taxes (7) 38,498 -------- -------- 11,834 390,967 -------- -------- NET INCOME $ 88,555 $345,633 ======== ======== NET INCOME GENERAL PARTNERS $ - $ 3,456 ======== ======== LIMITED PARTNERS $ 88,555 $342,177 ======== ======== INCOME PER 1% GENERAL PARTNER INTEREST - Note 4 - $34.56 ======== ======== INCOME PER LIMITED PARTNERSHIP UNIT - Note 4 $ 3.90 $ 15.06 ======== ========
See accompanying notes to financial statements. 6 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Statements of Changes in Partners' Capital (Deficit) (Unaudited) For the Six Months Ended June 30, 1998 and For the Year Ended December 31, 1997
General Limited Total Partners Partners ----- -------- -------- BALANCE - January 1, 1997 $ 3,586,232 $(1,648,564) $ 5,234,796 DISTRIBUTIONS TO PARTNERS (750,000) - (750,000) NET INCOME - for the year ended December 31, 1997 1,945,392 19,454 1,925,938 ------------ ----------- ------------ BALANCE - December 31, 1997 4,781,624 (1,629,110) 6,410,734 DISTRIBUTIONS TO PARTNERS (15,663,662) - (15,663,662) NET INCOME - for the six months ended June 30, 1998 11,661,681 1,629,110 10,032,571 ------------ ----------- ------------ BALANCE June 30, 1998 $ 779,643 - $ 779,643 ============ =========== ============
See accompanying notes to financial statements. 7 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Statements of Cash Flows (Unaudited)
Six Months Six Months Ended Ended June 30, June 30, 1998 1997 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES Gross rents received from real estate operations $ 46,739 $1,130,079 Cash paid to suppliers and employees - including $30,892 and $38,990 paid to related party in 1998 and 1997, respectively (234,689) (566,762) Interest paid (25,561) (153,996) Interest and other income received 82,504 116,973 ------------ ---------- Net cash (used in) provided by operating activities (131,007) 526,294 ------------ ---------- CASH FLOWS FROM INVESTING ACTIVITIES Additions to property and equipment (1,716) (81,604) Payments received on notes receivable 132,488 54,535 Sale of property and equipment 20,107,599 100,000 Sales and closing costs (444,072) (16,623) ------------ ---------- Net cash provided by investing activities 19,794,299 56,308 ------------ ---------- CASH FLOWS FROM FINANCING ACTIVITIES Distributions to partners (15,663,662) (375,000) Principal payments on secured notes payable (4,170,474) (25,985) ------------ ---------- Net cash used in financing activities (19,834,136) (400,985) ------------ ---------- NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (170,844) 181,617 CASH AND CASH EQUIVALENTS: BALANCE AT BEGINNING OF PERIOD 876,533 631,598 ------------ ---------- BALANCE AT END OF PERIOD $705,689 $813,215 ============ ==========
See accompanying notes to financial statements. 8 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Statements of Cash Flows (Continued) (Unaudited)
Six Months Six Months Ended Ended June 30, June 30, 1998 1997 ---------- ---------- RECONCILIATION OF NET INCOME TO NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES Net income $ 11,661,681 $485,393 Adjustments to reconcile net income to net cash (used in) provided by operating activities Depreciation and amortization 70,937 105,317 Gain on sale of property and equipment (11,748,033) (76,998) Changes in operating assets and liabilities Decrease in accounts receivable 808 1,313 Decrease in prepaid expenses 38,299 29,659 Decrease in accounts payable and accrued expenses (110,814) (12,736) Decrease in deposits and advance rentals (43,885) (5,654) ------------ -------- Net cash (used in) provided by operating activities $ (131,007) $526,294 ============ ========
See accompanying notes to financial statements. 9 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Notes to Financial Statements (Unaudited) June 30, 1998 and December 31, 1997 and For the Six and Three Months Ended June 30, 1998 and 1997 NOTE 1 - BASIS OF PRESENTATION The accompanying financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Regulation S-X. 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) have been included. Operating results during the six and three months ended June 30, 1998 are not necessarily indicative of the results that may be expected for the year ending December 31, 1998. For further information, refer to the financial statements and footnotes thereto included in the Partnership's annual report on Form 10-K for the year ended December 31, 1997. Cash and Cash Equivalents ------------------------- The Partnership invests its cash not needed for working capital in highly liquid short-term investments consisting primarily of money market funds and certificates of deposit, with original maturities ranging generally from one to three months. The Partnership considers all such items to be cash equivalents. Depreciation ------------ Pursuant to generally accepted accounting principles the Partnership ceased to depreciate Warner Oaks Apartments ("Warner Oaks") from the time it determined to sell the property (see Note 5). NOTE 2 - SECURED NOTE PAYABLE Secured note payable at December 31, 1997 consisted of the following: Note collateralized by a first trust deed, payable in monthly installments of $29,997, including interest until December 15, 1997. Thereafter, the monthly payment changes annually on each December 15th. Interest accrues at 2.5% over the FHLB's 11th District Cost of Funds Index, not to exceed 12.9%, adjusted monthly. Unpaid principal and accrued interest are due November 15, 2008. The interest rate in effect at December 31, 1997 was 7.44%. The note was paid on January 14, 1998 upon the sale of Warner Oaks. $4,170,474 ========== 10 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Notes to Financial Statements (Continued) (Unaudited) June 30, 1998 and December 31, 1997 and For the Six and Three Months Ended June 30, 1998 and 1997 NOTE 3 - TRANSACTIONS WITH RELATED PARTIES Pursuant to a former management agreement dated October 1, 1985, as amended, De Anza Assets, Inc., a former affiliate of the operating general partner (OGP), was paid a management fee in the amount of 5% of the annual gross receipts from the operations of the Partnership's properties. The payment of this fee is subordinated to the priority distribution to the limited partners of 7% of their adjusted capital contributions each year and is noncumulative, except in the case of a sale, refinancing or other disposition of the Partnership's properties. In that case, the difference between the management fee actually paid and the management fee that would have been paid if it were not subordinated is payable out of proceeds of the sale, refinancing or other disposition after payment of the limited partners' priority return and capital contribution and the general partners' incentive interest. However, management fees payable subsequent to a consummated refinancing are not subordinated to the limited partners' priority return to the extent the subordination would have been caused by increased debt service charges. At December 31, 1996, cumulative accrued fees of $565,022 to De Anza Assets, Inc. were subordinated and included in management and condominium conversion fees payable to affiliate or related party. Shortly before the sale to an affiliate of Manufactured Home Communities, Inc. (MHC), as discussed in Note 5, De Anza Assets, Inc. assigned its rights to receipt of these fees to the Gelfand Family Trust. In December 1997, this payable was written off when it became apparent that it would not be paid from proceeds from the then pending sale of Warner Oaks Apartments under the terms of the partnership agreement. On August 18, 1994, subsequent to the sale of the Mark and the property management business of De Anza Group, Inc. (DAG), as discussed in Note 5, the property management of Warner Oaks and the two remaining spaces at San Luis Bay was assumed by Terra Vista Management, Inc. (Terra Vista). Terra Vista is wholly owned by Michael D. Gelfand, president of the OGP and the son of Herbert M. Gelfand. Herbert M. Gelfand, together with Beverly Gelfand, is the sole shareholder of the OGP and an individual general partner. At December 31, 1996, cumulative accrued fees to Terra Vista of $153,500, were subordinated and included in management and condominium conversion fees payable to affiliate or related party. In December 1997, this payable was written off when it became apparent that it would not be paid from proceeds from the then pending sale of Warner Oaks Apartments under the terms of the partnership agreement. Pursuant to the partnership agreement, a condominium conversion fee equal to 1% of the sales price of the San Luis Bay homesites sold is due to DAG (see Note 5). Payment of this fee was deferred pursuant to the partnership agreement's requirement regarding subordination to payment of the limited partners' priority return and capital contribution, the general partners' incentive interest and deferred management fees. Subordinated cumulative accrued fees of $77,809 were included in management and condominium conversion fees payable to an affiliate or related party at December 31, 1996. Shortly before the sale to MHC, De Anza Assets, Inc. assigned its rights to receive these fees to the Gelfand Family Trust. In December 1997, this payable was written off when it became apparent that it would not be paid from proceeds from the then 11 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Notes to Financial Statements (Continued) (Unaudited) June 30, 1998 and December 31, 1997 and For the Six and Three Months Ended June 30, 1998 and 1997 NOTE 3 - TRANSACTIONS WITH RELATED PARTIES (Continued) pending sale of Warner Oaks Apartments under the terms of the partnership agreement. In addition, Terra Vista was paid $30,992 and $38,990 during the six months ended June 30, 1998 and 1997, respectively, for performing bookkeeping, legal, regional management, computer, disposition and investor relations services necessary for the operation of the Partnership and its properties. Of the $30,992, $4,873 is attributable to the three months ended June 30, 1998 (compared to $17,290 paid for the three months ended June 30, 1997). NOTE 4 - INCOME PER 1% GENERAL PARTNER INTEREST AND LIMITED PARTNERSHIP UNIT Income per limited partnership unit is computed based on the limited partners' share of net income as shown on the Statements of Income and Changes in Partners' Capital (Deficit) and the number of limited partnership units outstanding (22,719 units). The general partners' share of net income has not been included in this computation. Income per 1% general partner interest is computed based on the general partners' share of net income as shown on the Statements of Operations and Changes in Partners' Capital (Deficit). NOTE 5 - SALE OF PROPERTY AND EQUIPMENT San Luis Bay ------------ On May 2, 1989, the Partnership entered into an agreement to sell San Luis Bay Mobile Estates (the 162-space mobile home community in Avila Beach, California) to the residents for an aggregate sales price of $8,850,000 and, pursuant to that agreement, subdivided the property into condominium units in 1991. The Partnership provided purchase money financing for up to 80% of the individual homesite price, payable in monthly payments, including interest at 10%, based on a loan amortization schedule of 30 years, with a balloon payment of unpaid principal and interest due at the end of seven years. At June 30, 1998 and December 31, 1997, respectively, the outstanding amounts due under such notes totaled $84,760 and $217,248. Those residents who purchased their homesites for cash received a 10% discount off their purchase price. The Partnership sold 160 homesites prior to 1995. On May 1, 1997, the Partnership sold one of the two remaining spaces at San Luis Bay for $100,000. Net proceeds, after commission and sale and closing costs of $7,112, was $92,888. On June 30, 1998, the Partnership sold the last remaining homesite for $107,599. Net proceeds, after sale and closing costs of $2,609, was $104,990. 12 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Notes to Financial Statements (Continued) (Unaudited) June 30, 1998 and December 31, 1997 and For the Six and Three Months Ended June 30, 1998 and 1997 NOTE 5 - SALE OF PROPERTY AND EQUIPMENT (Continued) The Mark -------- On August 18, 1994 the Partnership sold The Mark to an affiliate of MHC, a real estate investment trust, as part of an overall transaction for the sale of the related management business of DAG and other mobile home communities affiliated with DAG. In connection with the sale, the Partnership established various reserves totaling $230,097. The $230,097 was used to establish the following cash reserves: MHC Reserve $ 42,000 General Reserve 130,094 Independent Committee Reserve 58,003
The MHC Reserve was required by MHC. It was released in 1995, at which time the gain on sale was recognized. The General Reserve and Independent Committee Reserve were established to fund contingent liabilities that may arise out of the MHC transaction. During 1996 and 1995, $29,001 of the Independent Committee Reserve and the $42,000 MHC Reserve, respectively, were released and distributed to the limited partners as a return of original capital. During 1997, the balance of the reserves, $159,096, was released. Pursuant to the guidelines of Financial Accounting Standards No. 66, "Accounting for Sales of Real Estate," the Partnership deferred in 1994 the recognition of gain on that portion of the sales proceeds, represented by the MHC Reserve, General Reserve and Independent Committee Reserve, totaling $230,097. As these reserves were released or expended, gain on sale was recognized. During 1996 and 1995, the Partnership recognized as income $29,001 attributable to the Independent Committee Reserve released and $42,000 attributable to the MHC Reserve released, respectively. During 1997, the Partnership recognized as income $29,001 and $130,094 attributable to the Independent Committee Reserve released and the General Reserve released, respectively. Warner Oaks Apartments ---------------------- In March 1997, the Partnership began actively marketing the Warner Oaks Apartment complex. In accordance with Statement of Financial Accounting Standards No. 121, the Partnership ceased depreciating the assets' carrying value at that time. On October 15, 1997, the Partnership entered into a contract to sell Warner Oaks Apartments to Bay Apartment Communities, Inc., a Maryland Corporation, unaffiliated with the Partnership, for an all-cash price of $20,000,000. The sale closed on January 14, 1998. After payment of mortgage debt of $4,170,474, broker's commission of $300,000, transfer taxes of $112,000 and sales costs of approximately $75,217, the Partnership netted sale proceeds of$15,342,309. On February 19, 1998, net proceeds of $15,329,526 were distributed to the limited partners as a combination of gain distributions and return of original capital. 13 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources - ------------------------------- The Partnership's quick ratio increased to 53.1:1 from 3.9:1, including cash balances of $705,689 and $876,533 at June 30, 1998 and December 31, 1997, respectively. The increase is due to a decrease in deposits and advance rentals and operating payables following the sale of Warner Oaks Apartments, the sale of the remaining space at San Luis Bay and the receipt of balloon payments on notes receivable. The Partnership's cash balance is its immediate source of liquidity. On January 14, 1998, the Partnership sold Warner Oaks Apartments, as discussed in Note 5 to the financial statements, and expects to wind up its operations in 1998 and dissolve. The Warner Oaks Apartments sale and related distribution, sale of the one remaining space at San Luis Bay and receipt of the balance of some note receivables, leaves the Partnership with only three remaining notes receivable and cash reserves as assets. The Partnership expects to collect its notes receivable (all of which mature in 1998) in order to liquidate and terminate the Partnership in 1998. No assurance can be given, however, that such termination will occur. As of June 30, 1998, the amount of the notes receivable outstanding was approximately $84,760. Other than as described elsewhere, there are no known trends, demands, commitments, events or uncertainties which are reasonably likely to materially affect the Partnership's liquidity. Results of Operations - --------------------- The comparison of results of operations for the six and three months ended June 30, 1998 and 1997 is dominated by the sale of Warner Oaks Apartments. Rental and other income decreased 92.5% and 99.7% during the six and three months ended June 30, 1998 over the same periods in 1997 primarily due to the sale of Warner Oaks Apartments on January 14, 1998. Interest and dividend income increased and decreased, respectively, during the six and three months ended June 30, 1998 over the same periods in 1997 because interest was earned on sale proceeds held for a short period until their distribution. Expenses decreased 69.3% and 97.0% during the six and three months ended June 30, 1998 over the same periods in 1997 primarily due to the sale of Warner Oaks Apartments on January 14, 1998. Additionally, according to generally accepted accounting principles, from the time the Partnership determined to sell Warner Oaks Apartments it ceased to depreciate the carrying value of the assets. This decrease in depreciation expense is offset in part by the write off of loan costs in 1998 following the repayment of mortgage debt with Warner Oaks Apartments sale proceeds. Other than as described above, there are no known trends or uncertainties which have had or can be reasonably expected to have a material effect on continuing operations. 14 PART II. OTHER INFORMATION ITEM NUMBER - ----------- 1. LEGAL PROCEEDINGS No new material legal proceedings were commenced during the three months ended June 30, 1998 and there are none pending. 2. CHANGES IN SECURITIES None. 3. DEFAULTS UPON SENIOR SECURITIES None. 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None. 5. OTHER INFORMATION None. 6. EXHIBITS AND REPORTS ON FORM 8-K Exhibit 27 - Financial Data Schedule 15 PART II. OTHER INFORMATION (Continued) 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. DE ANZA PROPERTIES - XII, LTD. (Registrant) By DE ANZA CORPORATION A California Corporation Operating General Partner Date: August 10, 1998 By /s/ Michael D. Gelfand ---------------------- Michael D. Gelfand President and Chief Financial Officer 16 EX-27 2 FINANCIAL DATA SCHEDULE
5 6-MOS DEC-31-1998 JAN-01-1998 JUN-30-1998 705,689 0 1,481 0 0 707,183 0 0 792,943 13,300 0 0 0 0 779,643 792,943 84,626 11,920,754 0 176,787 70,937 0 11,349 11,661,681 0 0 11,661,681 0 0 11,661,681 441.59 441.59 EPS is per limited partnership unit.
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