-----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, JiClWbl+p7kn2Cx6NQm4jzcxTjhZ9FDyTtjrw4ELiY/I1s/BRwETZhnPhVD7FMj+ unsMOlQc+G4RHcuVeK+weg== 0000950150-96-000425.txt : 19960515 0000950150-96-000425.hdr.sgml : 19960515 ACCESSION NUMBER: 0000950150-96-000425 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: 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: 1934 Act SEC FILE NUMBER: 000-10430 FILM NUMBER: 96563182 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 FOR THE PERIOD ENDED 3/31/96. 1 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 March 31, 1996 [ ] 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 2 TABLE OF CONTENTS PART I. FINANCIAL INFORMATION - ------- --------------------- ITEM 1. FINANCIAL STATEMENTS Balance Sheets 3 Statements of Operations 5 Statements of Changes in Partners' Capital (Deficit) 6 Statements of Cash Flows 7 Notes to Financial Statements 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 13 PART II. OTHER INFORMATION 15 - ------- -----------------
2 3 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Balance Sheets (Unaudited)
March 31, December 31, 1996 1995 ------------ ------------ ASSETS CASH - including restricted cash of $188,097 at March 31, 1996 and December 31, 1995 - Note 1 $ 810,881 $ 671,430 ACCOUNTS RECEIVABLE 12,495 8,346 PREPAID EXPENSES 26,947 43,115 ----------- ----------- 850,323 722,891 ----------- ----------- NOTES RECEIVABLE - Note 5 382,171 476,985 ----------- ----------- PROPERTY AND EQUIPMENT - Notes 2, 5 and 6 Land 1,184,605 1,184,605 Land improvements 3,293,656 3,234,282 Buildings and improvements 9,933,168 9,933,168 Furniture and equipment 445,451 440,317 ---------- ----------- 14,856,880 14,792,372 Less accumulated depreciation 6,692,536 6,540,758 ----------- ----------- 8,164,344 8,251,614 ----------- ----------- OTHER ASSETS Loan costs - less accumulated amortization of $15,142 and $13,519 at March 31, 1996 and December 31, 1995, respectively 82,192 83,815 Other 6,060 5,136 ----------- ----------- 88,252 88,951 ----------- ----------- $ 9,485,090 $ 9,540,441 =========== ===========
See accompanying notes to financial statements. 3 4 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Balance Sheets (Continued) (Unaudited)
March 31, December 31, 1996 1995 ------------ ------------ LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) ACCOUNTS PAYABLE AND ACCRUED EXPENSES - including $6,552 and $8,644 due to related parties at March 31, 1996 and December 31, 1995, respectively $ 222,280 $ 170,016 DEPOSITS AND ADVANCE RENTALS 50,191 53,641 DEFERRED GAIN ON SALE - Note 6 188,097 188,097 MANAGEMENT AND CONDOMINIUM CONVERSION FEES PAYABLE TO AFFILIATE OR RELATED PARTY - Note 3 825,108 796,331 SECURED NOTE PAYABLE - Note 2 4,254,211 4,261,943 ----------- ----------- 5,539,887 5,470,028 ----------- ----------- PARTNERS' CAPITAL (DEFICIT) General partners (1,651,864) (1,652,362) Limited partners, 22,719 units issued and outstanding 5,597,067 5,722,775 ----------- ----------- 3,945,203 4,070,413 ----------- ----------- $ 9,485,090 $ 9,540,441 =========== ===========
See accompanying notes to financial statements. 4 5 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Statements of Operations (Unaudited)
Three Months Three Months Ended Ended March 31, March 31, 1996 1995 ------------ ------------ INCOME Rent $566,494 $559,483 Interest and dividends 14,746 14,490 Other 12,522 5,691 -------- -------- 593,762 579,664 -------- -------- EXPENSES Depreciation and amortization 153,401 147,691 Interest 80,720 74,610 Maintenance, repairs and supplies 50,527 56,176 Professional fees and services - including $17,579 and $21,467 paid to related parties in 1996 and 1995, respectively - Note 3 49,870 36,241 Salaries - including $4,400 and $4,309 paid to related parties in 1996 and 1995, respectively - Note 3 48,151 40,686 Utilities 45,446 48,479 Real estate taxes 37,942 41,359 Management fees accrued to related parties - Note 3 28,777 28,679 Other 21,899 13,632 Insurance 16,280 17,246 Payroll taxes and employee benefits 10,959 8,720 -------- -------- 543,972 513,519 -------- -------- NET INCOME $ 49,790 $ 66,145 ======== ======== NET INCOME GENERAL PARTNERS $ 498 $ 6,614 ======== ======== LIMITED PARTNERS $ 49,292 $ 59,531 ======== ======== INCOME PER 1% GENERAL PARTNER INTEREST - Note 4 $ 4.98 $ 66.14 ======== ======== INCOME PER LIMITED PARTNERSHIP UNIT - Note 4 $ 2.17 $ 2.62 ======== ========
See accompanying notes to financial statements. 5 6 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Statements of Changes in Partners' Capital (Deficit) (Unaudited) For the Three Months Ended March 31, 1996 and For the Year Ended December 31, 1995
General Limited Total Partners Partners ---------- ------------ ------------ BALANCE - January 1, 1995 $4,640,780 $(1,654,328) $6,295,108 DISTRIBUTIONS TO PARTNERS (767,000) - (767,000) NET INCOME - for the year ended December 31, 1995 196,633 1,966 194,667 ---------- ----------- ---------- BALANCE - December 31, 1995 4,070,413 (1,652,362) 5,722,775 DISTRIBUTIONS TO PARTNERS (175,000) - (175,000) NET INCOME - for the three months ended March 31, 1996 49,790 498 49,292 ---------- ----------- ---------- BALANCE - March 31, 1996 $3,945,203 $(1,651,864) $5,597,067 ========== =========== ==========
See accompanying notes to financial statements. 6 7 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Statements of Cash Flows (Unaudited)
Three Months Three Months Ended Ended March 31, March 31, 1996 1995 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES Gross rents received from real estate operations $ 560,014 $ 810,710 Cash paid to suppliers and employees - including $23,670 and $26,909 paid to related parties in 1996 and 1995, respectively (214,959) (411,742) Interest paid (80,908) (73,544) Interest and other income received 27,730 20,151 --------- --------- Net cash provided by operating activities 291,877 345,575 --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES Additions to property and equipment (64,508) (143,999) Payments received on notes receivable 94,814 1,665 Sales and closing costs - (3,575) --------- --------- Net cash provided by (used in) investing activities 30,306 (145,909) --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES Distributions to partners (175,000) (200,000) Principal payments on secured notes payable (7,732) (8,912) --------- --------- Net cash used in financing activities (182,732) (208,912) --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 139,451 (9,246) CASH AND CASH EQUIVALENTS: BALANCE AT BEGINNING OF PERIOD 671,430 912,914 --------- --------- BALANCE AT END OF PERIOD $ 810,881 $ 903,668 ========= =========
See accompanying notes to financial statements. 7 8 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Statements of Cash Flows (Continued) (Unaudited)
Three Months Three Months Ended Ended March 31, March 31, 1996 1995 ----------- ----------- RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES Net income $ 49,790 $ 66,145 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 153,401 147,691 Changes in operating assets and liabilities (Increase) decrease in accounts receivable (4,149) 242,149 Decrease in prepaid expenses 16,168 17,552 Increase in other assets (924) - Increase (decrease) in accounts payable and accrued expenses 52,264 (157,666) (Decrease) increase in deposits and advance rentals (3,450) 1,025 Increase in management and condominium conversion fees payable to affiliate 28,777 28,679 --------- ---------- Net cash provided by operating activities $ 291,877 $ 345,575 ========= ==========
See accompanying notes to financial statements. 8 9 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Notes to Financial Statements (Unaudited) March 31, 1996 and December 31, 1995 and For the Three Months Ended March 31, 1996 and 1995 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 three months ended March 31, 1996 are not necessarily indicative of the results that may be expected for the year ending December 31, 1996. 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, 1995. 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. NOTE 2 - SECURED NOTE PAYABLE Secured note payable at March 31, 1996 and December 31, 1995 consisted of:
March 31, December 31, 1996 1995 ------------ ------------ Note collateralized by a first trust deed, payable in monthly installments of $26,476, including interest until December 15, 1994. Thereafter, the monthly payment changes annually on each December 15th. Interest accrued at 6.25% until February 15, 1994, and thereafter floats 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 March 31, 1996 and December 31, 1995 was 7.53% and 7.62%, respectively. $4,254,211 $4,261,943 ========== ==========
9 10 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Notes to Financial Statements (Continued) (Unaudited) March 31, 1996 and December 31, 1995 and For the Three Months Ended March 31, 1996 and 1995 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 March 31, 1996 and December 31, 1995, cumulative accrued fees of $565,022 to De Anza Assets, Inc. have been subordinated and are included in management and condominium conversion fees payable to affiliate or related party, as reflected in the balance sheets. Shortly before its sale to an affiliate of Manufactured Home Communities, Inc. ("MHC"), as discussed in Note 6, De Anza Assets, Inc. assigned its rights to receipt of these fees to the Gelfand Family Trust. 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 6, 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. Management fees of $28,777 and $28,679 were accrued but not paid to Terra Vista for the three months ended March 31, 1996 and 1995, respectively. At March 31, 1996 and December 31, 1995, cumulative accrued fees of $182,227 and $153,500, respectively, have been subordinated and are included in management andondominium conversion fees payable to affiliate or related parties, as reflected in the balance sheets. The Gelfand Family Trust has agreed to share any payment to be made to the Gelfand Family Trust for deferred management fees equally with Terra Vista until Terra Vista has been paid all outstanding deferred management fees. 10 11 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Notes to Financial Statements (Continued) (Unaudited) March 31, 1996 and December 31, 1995 and For the Three Months Ended March 31, 1996 and 1995 NOTE 3 - TRANSACTIONS WITH RELATED PARTIES (Continued) 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 an affiliate of the OGP (see Note 5). Payment of this fee has been 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 have been included in management and condominium conversion fees payable to affiliate or related party at March 31, 1996 and December 31, 1995, as reflected in the balance sheets. Shortly before the sale to MHC, De Anza Assets, Inc. assigned its rights to receive these fees to the Gelfand Family Trust. In addition, Terra Vista or an affiliate of the OGP was paid $23,670 and $26,909 during the three months ended March 31, 1996 and 1995, respectively, for performing bookkeeping, legal, regional management, computer and investor relations services necessary for the operation of the Partnership and its properties. 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 Operations 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 SAN LUIS BAY MOBILE ESTATES 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 March 31, 1996 and December 31, 1995, respectively, the outstanding amounts due under such notes totaled $382,171 and $476,985. Those residents who purchased their homesites for cash received a 10% discount off their purchase price. The Partnership sold 160 homesites prior to 1995. The remaining two homesites are leased to tenants. 11 12 DE ANZA PROPERTIES - XII, LTD. (A Limited Partnership) Notes to Financial Statements (Continued) (Unaudited) March 31, 1996 and December 31, 1995 and For the Three Months Ended March 31, 1996 and 1995 NOTE 6 - SALE OF 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. The sales price for The Mark was $5,404,419. Additional proceeds of $130,094, which were included in the sales price for calculating the gain on sale of property and equipment, were received from MHC to fund a General Reserve. 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 and subsequently released in May 1995. The General Reserve and Independent Committee Reserve were established to fund contingent liabilities that may arise out of the MHC transaction. 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 are released or expended, gain on sale will be recognized. At March 31, 1996, and December 31, 1995, $188,097 and $230,097 of sale proceeds have been deferred and are included in deferred gain on sale, as reflected in the balance sheets. 12 13 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity The Partnership's quick ratios were 2.1:1 and 2.1:1, including unrestricted cash balances of $622,784 and $483,333 at March 31, 1996 and December 31, 1995, respectively. The increase in cash is due mainly to the receipt of notes receivable prepayments while the quick ratio remained unchanged because of increased accrued real estate taxes. The Partnership's cash balance is its immediate source of liquidity. On a long-term basis, the Partnership's liquidity is sustained primarily from cash flows from operations, which during the three months ended March 31, 1996 were approximately $292,000. Cash flow from operations has improved substantially following the August 1994 sale of The Mark (see Note 6 to the Financial Statements). The Partnership has reinstated regular operating distributions to its partners though payment of the management fees continues to be deferred in accordance with the Partnership Agreement. Subsequent to the sale of The Mark, the Partnership continues to operate Warner Oaks, the remaining property, which is managed by Terra Vista. The Partnership also owns two spaces at San Luis Bay Mobile Estates and various notes receivables related to that sale (see Note 5 to the Financial Statements). As a result of the sale of The Mark, the Partnership's liquidity has improved. The Mark's income fell short of its expenses, thus with the property sold, the Partnership's income has improved which has improved liquidity. However, should it become necessary to improve liquidity further, the Partnership can reduce partner distributions, which totaled $175,000 during the three months ended March 31, 1996, arrange a short-term line of credit or refinance Warner Oaks. In November 1993, the Partnership refinanced Warner Oaks with a variable interest rate loan. The interest rate for the initial three months was 6.25%, thereafter the loan bears interest at 250 basis points over the Eleventh District Cost of Funds with caps on the maximum annual payment change of 7.5% of the current payment, and an interest rate cap of 12.9% over the life of the loan. This loan is subject to negative amortization. Future liquidity will be affected, unfavorably or favorably, to the extent the payment rate fluctuates. At March 31, 1996, the interest rate in effect was 7.53%. The Partnership has sold 160 of 162 spaces at San Luis Bay as of March 31, 1996 (see Note 5 to the Financial Statements). Liquidity is expected to improve as the notes receivable from the buyers of San Luis Bay spaces mature, as discussed in Note 5 to the Financial Statements. As of March 31, 1996, the amount of the notes receivable outstanding was approximately $382,000. Liquidity also improves when the notes receivable are prepaid and when additional spaces are sold. 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. 13 14 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) Capital Resources The Partnership anticipates spending approximately $234,000 in 1996 for physical improvements at its properties, approximately $169,000 of which will be spent during the remainder of 1996. Funds for these improvements will be provided by cash generated from operations. If necessary, the Partnership can use funds from reserves from the sale proceeds of San Luis Bay, and from cash reserved for capital improvement projects. While no decision has been made regarding when a sale of Warner Oaks would occur, the OPG believes it may be in the best interest of the Partnership to pursue a sale of the property as individual condominium units rather than as a single project, in order to realize greater value. Accordingly, the Partnership is currently investigating converting Warner Oaks from its current apartment use to condominiums. Such a conversion may require significant investment in the property in addition to the physical improvements summarized above. No assurance can be given that such conversion would occur and no determination has been made to pursue the conversion. Other than as described above, there are no known material trends, favorable or unfavorable, in the Partnership's capital resources. The Partnership does not contemplate any other material changes in the mix of its capital resources, other than as described above. Results of Operations Rental income increased 1.3% during the three months ended March 31, 1996, over the same period in 1995, primarily due to rent increases offset by higher free rent. Expenses increased 5.9% during the three months ended March 31, 1996 over the same period in 1995. The increase is mostly due to the timing of accounting and tax return fees included in 1996 expenses and the increase in interest expense due to rising interest rates on the Warner Oaks variable rate loan, as discussed more fully in Note 2 and Liquidity. Additionally, depreciation and amortization expense increased in 1996 as a result of depreciation of capitalized costs placed in service during the last twelve months while other expenses increased due to timing of the payment for investor K-1's and mailings. Partly offsetting these increases was a decrease in repairs, maintenance and supplies due to lower resident turnover and a decrease in real estate taxes due to a reassessment of Warner Oaks following the 1994 earthquake. 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 15 DE ANZA PROPERTIES - XII PART II. OTHER INFORMATION ITEM NUMBER 1. LEGAL PROCEEDINGS No new material legal proceedings were commenced during the three months ended March 31, 1996 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 On April 18, 1996 Moraga Gold, LLC filed a Schedule 14D-1 tender offer for Units of the Partnership. On May 2, 1996 the Partnership filed a Schedule 14D-9 in response. 6. EXHIBITS AND REPORTS ON FORM 8-K None. 15 16 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: May 14, 1996 By /s/ Michael D. Gelfand ---------------------------- Michael D. Gelfand President and Chief Financial Officer 16 EX-27 2 FINANCIAL DATA SCHEDULE
5 3-MOS DEC-31-1996 JAN-01-1996 MAR-31-1996 810,881 0 394,666 0 0 850,323 14,856,880 6,692,536 9,485,090 303,270 4,254,211 0 0 0 3,945,203 9,485,090 566,494 593,762 0 309,851 153,401 0 80,720 49,790 0 49,790 0 0 0 49,790 2.17 2.17 Earnings per share is per Limited Partnership Unit.
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