-----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, HD2jL/MkdzLRR62HNoVMVb0rqOOqMGilUz/y84BkCd6lTf2IpdwKNONq5HE3bClG sYCdqejYeM964aKgYMdtUg== 0000353391-96-000001.txt : 19960515 0000353391-96-000001.hdr.sgml : 19960515 ACCESSION NUMBER: 0000353391-96-000001 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960514 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MCCOMBS PROPERTIES V LTD CENTRAL INDEX KEY: 0000353391 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 953639086 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-10362 FILM NUMBER: 96564401 BUSINESS ADDRESS: STREET 1: ONE INSINIA FINANCIAL PLAZA STREET 2: PO BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 8642391000 MAIL ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLAZA STREET 2: PO 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. 06/03/93.) 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 March 31, 1996 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period.........to......... Commission file number 0-10362 McCOMBS PROPERTIES V, LTD. (Exact name of small business issuer as specified in its charter) California 95-3639086 (State or other jurisdiction of (I.R.S. 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 (864) 239-1000 Check whether the issuer (1) 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 . PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS a) MCCOMBS PROPERTIES V, LTD. STATEMENT OF NET ASSETS IN LIQUIDATION (Unaudited) (in thousands) March 31, 1996 Assets Cash and cash equivalents $ 799 Liabilities Other liabilities 236 Estimated costs during the period of liquidation 7 243 Net assets in liquidation $ 556 See Accompanying Notes to Financial Statements b) MCCOMBS PROPERTIES V, LTD. STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except unit data) Three Months Ended March 31, 1996 1995 Revenues: Rental income $ 112 $ 115 Other income 22 11 Total revenues 134 126 Expenses: Operating 62 48 General and administrative 16 15 Maintenance 7 10 Depreciation 24 23 Interest 48 53 Property taxes 8 8 Total expenses 165 157 Adjustment to liquidation basis (7) -- Gain on disposition of property 769 -- Net income (loss) $ 731 $ (31) Net income (loss) allocated to general partners (1%) $ 7 $ -- Net income (loss) allocated to limited partners (99%) 724 (31) $ 731 $ (31) Net income (loss) per limited partnership unit $28.93 $ (1.24) See Accompanying Notes to Financial Statements c) MCCOMBS PROPERTIES V, LTD. STATEMENT OF CHANGES IN PARTNERS' DEFICIT/NET ASSETS IN LIQUIDATION (Unaudited) (in thousands, except unit data)
Limited Partnership General Limited Units Partners Partners Total Partners' deficit at December 31, 1995 25,000 $ (45) $ (130) $ (175) Net income for the three months ended March 31, 1996 7 724 731 Net assets in liquidation at March 31, 1996 25,000 $ (38) $ 594 $ 556 See Accompanying Notes to Financial Statements
d) MCCOMBS PROPERTIES V, LTD. STATEMENTS OF CASH FLOWS (Unaudited) (in thousands)
Three Months Ended March 31, 1996 1995 Cash flows from operating activities: Net income (loss) $ 731 $ (31) Adjustments to liquidation basis 7 -- Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation 24 23 Amortization of discounts -- 2 Gain on disposition of investment property (769) -- Change in accounts: Restricted cash 17 (1) Accounts receivable (2) (1) Escrow for taxes 25 -- Other assets 1 (2) Accounts payable (23) (15) Tenant security deposit liabilities -- 2 Accrued taxes 8 9 Other liabilities (12) 8 Net cash provided by (used in) operating activities 7 (6) Cash flows from investing activities: Property improvements and replacements (2) (8) Proceeds from sale of investment property 50 -- Net cash provided by (used in) investing activities 48 (8) Cash flow from financing activities: Payments on mortgage notes payable -- (3) Net cash used in financing activities -- (3) Net increase (decrease) in cash and cash equivalents 55 (17) Cash and cash equivalents at beginning of period 744 821 Cash and cash equivalents at end of period $ 799 $ 804 Supplemental disclosure of cash flow information: Cash paid for interest $ -- $ 51 See Accompanying Notes to Financial Statements
e) MCCOMBS PROPERTIES V, LTD. NOTES TO FINANCIAL STATEMENTS (Unaudited) Note A - Basis of Presentation As of March 31, 1996, McCombs Properties V, Ltd., a California limited partnership ("Partnership"), adopted the liquidation basis of accounting. On March 25, 1996, the Partnership sold Cimarron Apartments, the sole investment property held by the Partnership, to an unaffiliated third party. Cimarron Acquisition Partners, L.P., a Texas limited partnership, purchased the property after the Partnership's negotiations with the holder of the first mortgage to restructure said debt proved to be unsuccessful. The decision to sell the property was further influenced by a shortage of cash to pay for necessary capital improvements and a market that, in the opinion of the Partnership's General Partner, would not generate a return on the capital improvements. Cimarron Acquisition Partners, L.P. paid $50,000 cash for Cimarron Apartments and assumed mortgage debt of approximately $2,000,000 as well as approximately $76,000 in liabilities for accounts payable and real property taxes assessed against the property in 1995. As a result of the decision to liquidate, the Partnership changed its basis of accounting for its financial statements at March 31, 1996, from the going concern basis of accounting to the liquidation basis of accounting. Consequently, assets have been valued at estimated net realizable value and liabilities are presented at their estimated settlement amounts, including estimated costs associated with carrying out the liquidation. The valuation of assets and liabilities necessarily requires many estimates and assumptions and there are substantial uncertainties in carrying out the liquidation. The actual realization of assets and settlement of liabilities could be higher or lower than amounts indicated and is based upon the General Partner's estimates as of the date of the financial statements. The statement of net assets in liquidation as of March 31, 1996, includes approximately $7,000 of accrued costs that the General Partner estimates will be incurred during the period of liquidation, based on the assumption that the liquidation process will be completed by September 30, 1996. The costs include anticipated administrative expenses and are net of estimated interest income. Because the success in realization of assets and the settlement of liabilities is based on the General Partner's best estimates, the liquidation period may be shorter than projected or it may be extended beyond the projected period. Note B - Transactions with Affiliated Parties 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 transactions with the General Partner and affiliates for the three months ended March 31, 1996 and 1995, are as follows: 1996 1995 (in thousands) Property management fees $ 6 $ 6 Reimbursement for services from affiliates 7 7 The Partnership insures its properties 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 to 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 Results of Operation, Liquidity, and Capital Resources As of March 31, 1996, the Partnership adopted the liquidation basis of accounting. On March 25, 1996, the Partnership sold its sole investment property, Cimarron Apartments, after negotiations with the holder of the first mortgage to restructure the debt proved to be unsuccessful. The decision to sell the property was further influenced by a shortage of cash to pay for necessary capital improvements and a market that, in the opinion of the Partnership's General Partner, would not generate a return on the capital improvements. Occupancy for the three months ended March 31, 1996 and 1995, was 86% and 81%, respectively. The increase in occupancy is attributable to a modest recovery in the local economy. The Partnership's net income for the three months ended March 31, 1996, was approximately $731,000 versus a net loss of approximately $31,000 for the corresponding period of 1995. The increase in net income is primarily attributable to the gain on disposition of investment property of approximately $769,000 resulting from the sale of Cimarron Apartments on March 25, 1996. Contributing to the increase in net income was an increase in other income. Other income increased due to an increase in interest income resulting from the transfer of excess cash to investments earning higher interest rates. Offsetting the increase in net income was an increase in operating expenses due to an increase in personnel costs. At March 31, 1996, the Partnership held unrestricted cash of approximately $799,000 compared to $804,000 at March 31, 1995. Net cash provided by operating activities increased primarily due to the decreases in restricted cash and escrows for taxes. These decreases were the result of the transfer of these accounts to the new owners. These decreases were offset by the decrease in accounts payable and other liabilities which is attributable to timing of payments to vendors. Net cash provided by investing activities increased as a result of the $50,000 in proceeds received from the sale of Cimarron Apartments. Net cash used in financing activities decreased due to the General Partner's decision not to service the debt after December 31, 1995. As a result of the decision to liquidate the Partnership, the Partnership changed its basis of accounting for its financial statements at March 31, 1996, from the going concern basis of accounting to the liquidation basis of accounting. Consequently, assets have been valued at the estimated net realizable value (including subsequent actual transactions) and liabilities are presented at their estimated settlement amounts, including estimated costs associated with carrying out the liquidation. The valuation of assets and liabilities necessarily requires many estimates and assumptions and there are substantial uncertainties in carrying out the liquidation. The actual realization of assets and settlement of liabilities could be higher or lower than amounts indicated and is based upon the General Partner's estimates as of the date of the financial statements. The statement of net assets in liquidation as of March 31, 1996, includes approximately $7,000 of net accrued costs that the General Partner estimates will be incurred during the period of liquidation, based upon the assumption that the liquidation process will be completed during the third quarter of 1996. These costs include anticipated administrative expenses and are net of estimated interest income. Because the success in realization of assets and the settlement of liabilities is based upon the General Partner's best estimates, the liquidation period may be shorter than projected or it may be extended beyond the projected period. PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a) Exhibits: Exhibit 27, Financial Data Schedule, is filed as an exhibit to this report. b) Reports on Form 8-K: A Form 8-K dated March 25, 1996, was filed reporting the disposition of Cimarron Apartments. 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. MCCOMBS PROPERTIES V, LTD. By: CRPTEX, INC. the General Partner By:/s/ Carroll D. Vinson Carroll D. Vinson President By:/s/ Robert D. Long, Jr. Robert D. Long, Jr. Vice President/CAO Date: May 14, 1996 EX-27 2
5 This schedule contains summary financial information extracted from McCombs Properties V Ltd 1996 First Quarter 10-QSB and is qualified in its entirety by reference to such 10-QSB filing. 0000353391 MCCOMBS PROPERTIES V LTD 1,000 3-MOS DEC-31-1996 MAR-31-1996 799 0 0 0 0 0 0 0 799 0 0 0 0 0 556 799 0 134 0 0 165 0 48 0 0 0 0 0 0 731 28.93 0 The Registrant has an unclassified balance sheet.
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