0000702657-95-000005.txt : 19950815 0000702657-95-000005.hdr.sgml : 19950815 ACCESSION NUMBER: 0000702657-95-000005 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19950814 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MCNEIL REAL ESTATE FUND XIV LTD CENTRAL INDEX KEY: 0000702657 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 942822299 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-12915 FILM NUMBER: 95562601 BUSINESS ADDRESS: STREET 1: 13760 NOEL RD STE 700 LB70 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 2144485800 MAIL ADDRESS: STREET 1: 13760 NOEL ROAD SUITE 700 LB 70 CITY: DALLAS STATE: TX ZIP: 75240 10-Q 1 UNITED STATES 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 period ended June 30, 1995 ----------------------------------------------- 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 0-12915 MCNEIL REAL ESTATE FUND XIV, LTD. ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) California 94-2822299 ------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 13760 Noel Road, Suite 700, LB70, Dallas, Texas 75240 ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code (214) 448-5800 --------------------------- 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 and (2) has been subject to such filing requirements for the past 90 days. Yes X No___ MCNEIL REAL ESTATE FUND XIV, LTD. PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS ------- -------------------- BALANCE SHEETS (Unaudited)
June 30, December 31, 1995 1994 ------------ ----------- ASSETS Real estate investments: Land..................................................... $ 6,833,471 $ 6,833,471 Buildings and improvements............................... 45,053,800 44,237,251 ---------- ---------- 51,887,271 51,070,722 Less: Accumulated depreciation.......................... (20,736,821) (19,674,640) ----------- ----------- 31,150,450 31,396,082 Cash and cash equivalents................................... 1,700,073 1,045,158 Cash segregated for security deposits....................... 403,172 372,157 Accounts receivable......................................... 446,901 394,285 Prepaid expenses and other assets........................... 206,956 230,521 Escrow deposits............................................. 877,108 655,767 Deferred borrowing costs, net of accumulated amorti- zation of $201,553 and $170,822 at June 30, 1995 and December 31, 1994, respectively...................... 1,192,690 1,120,896 ----------- ---------- $ 35,977,350 $35,214,866 =========== ========== LIABILITIES AND PARTNERS' EQUITY (DEFICIT) Mortgage notes payable, net................................. $ 28,082,158 $27,161,556 Accounts payable............................................ 167,449 155,071 Accrued interest............................................ 203,238 203,282 Accrued property taxes...................................... 303,762 84,880 Other accrued expenses...................................... 73,432 81,605 Payable to affiliates - General Partner..................... 954,391 991,530 Security deposits and deferred rental revenue............... 390,643 384,769 ----------- ---------- 30,175,073 29,062,693 ----------- ---------- Partners' equity (deficit): Limited partners - 100,000 limited partnership units authorized; 86,534 limited partnership units outstanding...................................... 8,049,815 8,094,114 General Partner.......................................... (2,247,538) (1,941,941) ----------- ---------- 5,802,277 6,152,173 ----------- ---------- $ 35,977,350 $35,214,866 =========== ==========
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. MCNEIL REAL ESTATE FUND XIV, LTD. STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Six Months Ended June 30, June 30, ----------------------------- ----------------------------- 1995 1994 1995 1994 ---------- ---------- ---------- ---------- Revenue: Rental revenue................ $2,304,415 $2,188,026 $4,580,514 $4,350,952 Interest...................... 29,002 8,021 54,155 12,212 Gain on legal settlement...... 39,841 - 39,841 - --------- --------- --------- --------- Total revenue............... 2,373,258 2,196,047 4,674,510 4,363,164 --------- --------- --------- --------- Expenses: Interest...................... 671,006 683,001 1,339,019 1,368,507 Depreciation and amortization................ 540,754 478,377 1,062,181 956,754 Property taxes................ 178,272 181,051 366,608 363,118 Personnel expenses............ 230,027 225,794 513,485 475,619 Utilities..................... 115,966 121,512 226,262 238,095 Repair and maintenance........ 247,797 248,229 475,623 510,475 Property management fees - affiliates........... 116,610 110,807 227,973 217,104 Other property operating expenses.................... 141,817 144,102 286,143 272,520 General and administrative.... 17,188 17,161 33,751 35,445 General and administrative - affiliates.................. 91,708 83,360 188,211 170,830 --------- --------- --------- --------- Total expenses.............. 2,351,145 2,293,394 4,719,256 4,608,467 --------- --------- --------- --------- Net income (loss)................ $ 22,113 $ (97,347) $ (44,746) $ (245,303) ========= ========= ========= ========= Net income (loss) allocated to limited partners.............. $ 21,892 $ (96,374) $ (44,299) $ (242,850) Net income (loss) allocated to General Partner............... 221 (973) (447) (2,453) --------- --------- --------- --------- Net income (loss)................ $ 22,113 $ (97,347) $ (44,746) $ (245,303) ========= ========= ========= ========= Net income (loss) per limited partnership unit.............. $ .25 $ (1.11) $ (.51) $ (2.81) ========= ========= ========= =========
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. MCNEIL REAL ESTATE FUND XIV, LTD. STATEMENTS OF PARTNERS' EQUITY (DEFICIT) (Unaudited) For the Six Months Ended June 30, 1995 and 1994
Total Partners' General Limited Equity Partner Partners (Deficit) ------------ ---------- ---------- Balance at December 31, 1993.............. $(1,365,025) $8,391,866 $7,026,841 Net loss.................................. (2,453) (242,850) (245,303) Contingent Management Incentive Distribution........................... (278,548) - (278,548) ---------- --------- --------- Balance at June 30, 1994.................. $(1,646,026) $8,149,016 $6,502,990 ========== ========= ========= Balance at December 31, 1994.............. $(1,941,941) $8,094,114 $6,152,173 Net loss.................................. (447) (44,299) (44,746) Contingent Management Incentive Distribution........................... (305,150) - (305,150) ---------- --------- --------- Balance at June 30, 1995.................. $(2,247,538) $8,049,815 $5,802,277 ========== ========= =========
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. MCNEIL REAL ESTATE FUND XIV, LTD. STATEMENTS OF CASH FLOWS (Unaudited) Increase in Cash and Cash Equivalents
Six Months Ended June 30, ----------------------------------- 1995 1994 ---------- ------------ Cash flows from operating activities: Cash received from tenants........................ $ 4,501,365 $ 4,334,415 Cash received from legal settlement............... 39,841 - Cash paid to suppliers............................ (1,654,486) (1,334,781) Cash paid to affiliates........................... (758,473) (296,523) Interest received................................. 54,155 12,212 Interest paid..................................... (1,237,538) (1,305,131) Deferred borrowing costs paid..................... (107,525) 5,435 Property taxes paid and escrowed.................. (220,683) (335,356) ---------- ---------- Net cash provided by operating activities............ 616,656 1,080,271 ---------- ---------- Cash flows from investing activities: Additions to real estate investments.............. (816,549) (331,517) ---------- ---------- Cash flows from financing activities: Principal payments on mortgage notes payable......................................... (260,959) (247,428) Proceeds from refinancing of mortgage note payable.................................... 1,115,767 - ---------- ---------- Net cash provided by (used in) financing activities........................................ 854,808 (247,428) ---------- ---------- Net increase in cash and cash equivalents............ 654,915 501,326 Cash and cash equivalents at beginning of period............................................ 1,045,158 331,350 ---------- ---------- Cash and cash equivalents at end of period........... $ 1,700,073 $ 832,676 ========== ==========
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. MCNEIL REAL ESTATE FUND XIV, LTD. STATEMENTS OF CASH FLOWS (Unaudited) Reconciliation of Net Loss to Net Cash Provided by Operating Activities
Six Months Ended June 30, ----------------------------------- 1995 1994 ----------- ---------- Net loss............................................. $ (44,746) $(245,303) --------- -------- Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization..................... 1,062,181 956,754 Amortization of deferred borrowing costs.......... 35,731 34,726 Amortization of discounts on mortgage notes payable................................... 65,794 67,791 Changes in assets and liabilities: Cash segregated for security deposits........... (31,015) (21,394) Accounts receivable............................. (52,616) 14,575 Prepaid expenses and other assets............... 23,565 51,545 Escrow deposits................................. (221,341) (69,238) Deferred borrowing costs........................ (107,525) 5,435 Accounts payable................................ 12,378 (2,879) Accrued interest................................ (44) (39,140) Accrued property taxes.......................... 218,882 182,986 Other accrued expenses.......................... (8,173) 36,835 Payable to affiliates - General Partner......... (342,289) 91,410 Security deposits and deferred rental revenue....................................... 5,874 16,168 --------- --------- Total adjustments............................. 661,402 1,325,574 --------- --------- Net cash provided by operating activities............ $ 616,656 $1,080,271 ========= =========
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. McNEIL REAL ESTATE FUND XIV, LTD. Notes to Financial Statements (Unaudited) June 30, 1995 NOTE 1. ------- McNeil Real Estate Fund XIV, Ltd. (the "Partnership") is a limited partnership organized under the laws of the State of California to invest in real property. The general partner of the Partnership is McNeil Partners, L.P. (the "General Partner"), a Delaware limited partnership affiliated with Robert A. McNeil. The Partnership is governed by an agreement of limited partnership ("Amended Partnership Agreement") that was adopted September 20, 1991. The principal place of business for the Partnership and the General Partner is 13760 Noel Road, Suite 700, LB70, Dallas, Texas 75240. In the opinion of management, the financial statements reflect all adjustments necessary for a fair presentation of the Partnership's financial position and results of operations. All adjustments were of a normal recurring nature. However, the results of operations for the six months ended June 30, 1995 are not necessarily indicative of the results to be expected for the year ending December 31, 1995. NOTE 2. ------- The financial statements should be read in conjunction with the financial statements contained in the Partnership's Annual Report on Form 10-K for the year ended December 31, 1994, and the notes thereto, as filed with the Securities and Exchange Commission, which is available upon request by writing to McNeil Real Estate Fund XIV, Ltd., c/o McNeil Real Estate Management, Inc., Investor Services, 13760 Noel Road, Suite 700, LB70, Dallas, Texas 75240. NOTE 3. ------- Certain prior period amounts within the accompanying financial statements have been reclassified to conform with current year presentation. NOTE 4. ------- The Partnership pays property management fees equal to 5% of the gross rental receipts of the Partnership's properties to McNeil Real Estate Management, Inc. ("McREMI"), an affiliate of the General Partner, for providing property management services for the Partnership's residential and commercial properties and leasing services for its residential properties. McREMI may also choose to provide leasing services for the Partnership's commercial properties, in which case McREMI will receive property management fees from such commercial properties equal to 3% of the property's gross rental receipts plus leasing commissions based on the prevailing market rate for such services where the property is located. The Partnership reimburses McREMI for its costs, including overhead, of administering the Partnership's affairs. Under the terms of the Amended Partnership Agreement, the Partnership is paying a Management Incentive Distribution ("MID") to the General Partner. The maximum MID is calculated as 1% of the tangible asset value of the Partnership. Tangible asset value is determined by using the greater of (i) an amount calculated by applying a capitalization rate of 9% to the annualized net operating income of each property or (ii) a value of $10,000 per apartment unit for residential property and $50 per gross square foot for commercial property to arrive at the property tangible asset value. The property tangible asset value is then added to the book value of all other assets excluding intangible assets. Prior to July 1, 1993, the MID consisted of two components: (i) the fixed portion which was payable without respect to the net income of the Partnership and was equal to 25% of the maximum MID (the "Fixed MID") and (ii) a contingent portion which is payable only to the extent of the lesser of the Partnership's excess cash flow, as defined, or net operating income (the "Entitlement Amount") and was equal to up to 75% of the maximum MID (the "Contingent MID"). The maximum MID percentage decreases subsequent to 1999. The General Partner amended the Amended Partnership Agreement as a settlement to a class action complaint. This amendment eliminated the Fixed MID and makes the entire MID payable to the extent of the Entitlement Amount. In all other respects, the calculation and payment of the MID will remain the same. This modified MID became effective July 1, 1993. Fixed MID was payable in limited partnership units ("Units") unless the Entitlement Amount exceeded the amount necessary to pay the Contingent MID, in which case, at the General Partner's option, the Fixed MID could have been paid in cash to the extent of such excess. Contingent MID will be paid to the extent of the Entitlement Amount, and may be paid (i) in cash, unless there is insufficient cash to pay the distribution in which event any unpaid portion not taken in Units will be deferred and is payable, without interest, from the first available cash and/or (ii) in Units. A maximum of 50% of the MID may be paid in Units. The number of Units issued in payment of the MID is based on the greater of $50 per Unit or the net tangible asset value, as defined, per Unit. Any amount of the MID that is paid to the General Partner in Units will be treated as if cash was distributed to the General Partner. The Fixed MID was treated as a fee payable to the General Partner by the Partnership for services rendered. The Contingent MID represents a return of equity to the General Partner for increasing cash flow, as defined, and accordingly, is treated as a distribution to the General Partner in compliance with the Amended Partnership Agreement. Compensation, reimbursements and distributions paid to or accrued for the benefit of the General Partner and its affiliates are as follows:
Six Months Ended June 30, ------------------------------ 1995 1994 -------- -------- Property management fees - affiliates................ $227,973 $217,104 Charged to general and administrative - affiliates: Partnership administration........................ 188,211 170,830 ------- ------- $416,184 $387,934 ======= ======= Charged to General Partner's deficit: Contingent Management Incentive Distribution.................................... $305,150 $278,548 ======= =======
NOTE 5. ------- On March 13, 1995, the Partnership refinanced the Windrock mortgage note. The new mortgage note, in the amount of $3,450,000, bears interest at 9.44% per annum, and requires monthly principal and interest payments of $28,859. The maturity date of the new mortgage note is April 1, 2002. Cash proceeds from the refinancing transaction are as follows:
New loan proceeds....................... $ 3,450,000 Existing first lien retired............. (1,894,233) Existing second lien retired............ (440,000) ---------- Cash proceeds from refinancing.......... $ 1,115,767 ==========
The Partnership incurred $107,525 of deferred borrowing costs related to the refinancing of the Windrock mortgage note. The Partnership was also required to fund $184,172 into various escrows for capital improvements, property taxes and insurance. NOTE 6. ------- The Partnership filed claims with the United States Bankruptcy Court for the Northern District of Texas, Dallas Division (the "Bankruptcy Court") against Southmark for damages relating to improper overcharges, breach of contract and breach of fiduciary duty. The Partnership settled these claims in 1991, and such settlement was approved by the Bankruptcy Court. An Order Granting Motion to Distribute Funds to Class 8 Claimants dated April 14, 1995 was issued by the Bankruptcy Court. In accordance with the Order, in May 1995, the Partnership received in full satisfaction of its claims, $30,118 in cash, and common and preferred stock in the reorganized Southmark. The cash and stock represent the Partnership's pro-rata share of Southmark assets available for Class 8 Claimants. The Partnership sold the Southmark common and preferred stock in May, 1995, for $9,723 which, when combined with the cash proceeds from Southmark, resulted in a gain on settlement of litigation of $39,841. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND ------- --------------------------------------------------------------- RESULTS OF OPERATIONS --------------------- The Partnership was formed to acquire, operate and ultimately dispose of a portfolio of income-producing real properties. At June 30, 1995, the Partnership owned four apartment properties and three shopping centers. All of the Partnership's properties are subject to mortgage notes. On March 13, 1995, the Partnership refinanced Windrock Apartments with a new $3,450,000 mortgage note. Proceeds from the new mortgage were used to payoff the prior first and second mortgage notes encumbering Windrock Apartments, to fund various escrows for the payment of property taxes, insurance, repairs and replacements, and to pay for loan fees and other costs associated with obtaining the new mortgage note. Residual proceeds of approximately $824,000 were added to the Partnership's cash reserves. The Partnership's next maturing mortgage note does not come due until April 1, 2002. RESULTS OF OPERATIONS --------------------- For the first six months of 1995, the Partnership incurred a loss of $44,746, an improvement over the $245,303 loss for the first six months of 1994. In the second quarter of 1995, the Partnership recorded net income of $22,113 as opposed to a loss of $97,347 in the year earlier quarter. Results from operations have improved as the Partnership achieved higher rental revenues from its properties, while limiting the increase in operating expenses. Revenue: In the first six months, rental revenue increased $229,562 or 5.3% over rental revenue achieved during the first six months of 1994. Rental revenue increased at five of the Partnership's seven properties. Increased rental rates and improving occupancy rates led to increases ranging from 22% at Redwood Plaza to 6.2% at Country Hills Plaza. Rental revenue realized at Midvale Plaza was unchanged from 1994 first six months results. Particularly noteworthy was the 9.9% increase in rental revenue at Embarcadero Club Apartments. The Partnership has invested substantial resources for capital improvements at Embarcadero Club Apartments that now appear to be paying off in increased rental revenue. A decrease in average occupancy was responsible for a 5.4% decline in rental revenue achieved by Windrock Apartments. Several new apartment communities have been completed in the sub-market in which Windrock Apartments is located. The General Partner intends to use some of the proceeds from the refinancing of the Windrock mortgage note to make capital improvements at Windrock Apartments that will, hopefully, allow the El Paso property to compete effectively against the newer apartment communities. Interest revenue increased four-fold to $54,155 during the first six months of 1995. Steps taken during the course of 1994 to raise the Partnership's cash reserves have resulted in increased funds invested in interest-bearing accounts. During the second quarter, the Partnership received $39,841 in cash and securities from Southmark Corporation in settlement of the Partnership's claims in the Southmark bankruptcy case. The settlement allowed the Partnership to report net income for the second quarter of 1995. Expenses: Partnership expenses increased $110,789 or 2.4% in the first six months of 1995 compared to the same period of 1994. For the second quarter, expenses increased $57,751 or 2.5% compared to the second quarter of 1994. Expenses increased at four of the Partnership's seven properties. Expenses were unchanged at Embarcadero Club Apartments and Midvale Plaza, and decreased 5.6% at Thunder Hollow Apartments. The increased expenses were concentrated in depreciation and amortization, and personnel expenses. Depreciation and amortization expense increased $105,427 or 11.0% in the first six months of 1995 compared to the first six months of 1994. The increase in depreciation expense is due to the continuing investment of Partnership resources into capital improvements. In the year since June 30, 1994, the Partnership has invested $1.65 million in capital improvements. These capital improvements are generally being depreciated over lives ranging from five to ten years. Personnel expenses increased $37,866 or 8.0% in the first six months of 1995 compared to the first six months of 1994. For the second quarter, personnel expenses increased a more modest $4,233 or 1.9% compared to the second quarter of 1994. The Partnership incurred increases in compensation paid to on-site personnel at all but one of its properties. Personnel expenses have increased and are expected to continue to increase due to the Partnership's effort to increase occupancy rates by the continuous refurbishment of residential units and upgrade of services offered to tenants. Such improvements are partially achieved through higher maintenance standards that require additional personnel to implement. Offsetting the increases discussed above, repair and maintenance expense decreased $34,852 or 6.8% for the six months ended June 30, 1995 compared to the same period of 1994. Repair and maintenance expenses were essentially unchanged for the second quarter. The six-month decrease was concentrated at the Partnership's residential properties, particularly Thunder Hollow Apartments and Embarcadero Club Apartments. Extensive capital improvements at these properties over the past two years have reduced some of the repair and maintenance expenses that the Partnership would otherwise have incurred. All other expense items, taken as a group, increased less than 0.1% in the first six months of 1995 compared to the first six months of 1994. LIQUIDITY AND CAPITAL RESOURCES ------------------------------- The Partnership's net loss for the first six months was $44,746, an improvement from the $245,303 loss reported for the first six months of 1994. However, first half cash flow from operating activities decreased to $616,656 from $1,080,271 in the first six months of 1994. The principal cause of the decrease in cash flow from operating activities was a $461,950 increase in cash paid to affiliates. During 1994, the General Partner determined not to collect the Management Incentive Distribution or the reimbursable administrative costs due to an affiliate of the General Partner until such time as the Partnership's cash position improved. Due to these measures, cash reserves increased to $1,045,158 at the end of 1994 from $331,350 at the beginning of 1994. With the additional cash reserves provided by the March 1995 refinancing of the Windrock mortgage note, the General Partner determined to resume payments of reimbursable costs. Consequently, during the first six months, the Partnership paid $294,446 of reimbursable costs incurred by the Partnership during the course of 1994. Payments of Management Incentive Distribution remain suspended. Another factor in the decrease in cash flow from operating activities in the first half was the refinancing of the Windrock mortgage note. The Partnership expended $107,525 in loan fees and related costs to obtain the new Windrock mortgage note. Additionally, $184,172 of the increase in cash paid to suppliers was the result of various escrows funded with loan proceeds for recurring replacements and other repairs to Windrock Apartments. Net of the retired mortgages, loan costs and funded escrows, the Windrock refinancing yielded proceeds of $824,070 for the Partnership. The balance of changes in cash flow from operating activities is attributable to the generally improving performance of the Partnership's properties. The Partnership continues to invest significant resources into capital improvements at its properties. During the first half, capital improvement expenditures increased $485,032 to $816,549. The Partnership has budgeted an additional $351,000 of capital improvements for the balance of 1995. Short Term Liquidity: Due to the General Partner's decision to postpone collection of the Management Incentive Distribution and proceeds received from the refinancing of the Windrock mortgage note, the Partnership currently enjoys a substantially better cash position that it did in 1994. The Partnership's cash reserves will be needed in light of the aging condition of the Partnership's properties. The Partnership has budgeted $1.17 million for capital improvements for 1995, in addition to the $3.54 million of capital improvements made during the past three years. The General Partner believes these capital improvements are necessary to allow the Partnership to increase its rental revenues in the competitive markets in which the Partnership's properties operate. These expenditures also allow the Partnership to reduce certain repair and maintenance expenses from amounts that would otherwise be incurred. At June 30, 1995, the Partnership held $1,700,073 of cash and cash equivalents, up $654,915 from the balance at the end of 1994. The General Partner considers this level of cash reserves to be adequate to meet the Partnership's operating needs for the balance of 1995. The General Partner anticipates that cash generated from operations for the remainder of 1995 will be sufficient to fund the Partnership's budgeted capital improvements and debt service requirements. However, 1995 cash flow from operations likely will not be adequate to pay the Management Incentive Distribution due to the General Partner. For now, the General Partner is electing to defer collection of the Management Incentive Distribution. Long Term Liquidity: For the long term, property operations will remain the primary source of funds. In this regard, the General Partner expects that the capital improvements made by the Partnership during the past two years will yield improved cash flow from property operations for the balance of 1995. Furthermore, the General Partner had budgeted an additional $351,000 of capital improvements for 1995. If the Partnership's cash position deteriorates, the General Partner may elect to defer certain of the capital improvements, except where such improvements are expected to increase the competitiveness or marketability of the Partnership's properties. The General Partner has established a revolving credit facility, not to exceed $5,000,000 in the aggregate, which will be available on a "first-come, first-served" basis to the Partnership and other affiliated partnerships if certain conditions are met. Borrowings under the facility may be used to fund deferred maintenance, refinancing obligations and working capital needs. There is no assurance that the Partnership will receive additional funds from the facility because no amount will be reserved for any particular partnership. As of June 30, 1995, $2,362,004 remained available from the facility; however, additional funds could become available as other partnerships repay borrowings. As an additional source of liquidity, the General Partner may, from time to time, attempt to sell Partnership properties judged to be mature considering the circumstances of the market in which the properties are located, as well as the Partnership's need for liquidity. However, there can be no guarantee that the Partnership will be able to sell any of its properties for an amount sufficient to retire the related mortgage note and still provide cash proceeds to the Partnership, or that such proceeds could be timed to coincide with the liquidity needs of the Partnership. Currently, no Partnership properties are being marketed for sale. Distributions: With the exception of the Contingent MID, distributions to Partners have been suspended since 1986 as a part of the General Partner's policy of maintaining adequate cash reserves. Distributions to Unit holders will remain suspended for the foreseeable future. Although the Partnership recorded a Contingent MID of $305,150 for the first half of 1995, payments of Contingent MID have been suspended since the beginning of 1994. The General Partner will continue to monitor the cash reserves and working capital requirements of the Partnership to determine when cash flows will support resumption of Contingent MID payments and distributions to Unit holders. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS ------- -------------------- The Partnership is not a party to, nor are any of the Partnership's properties the subject of, any material pending legal proceedings, other than ordinary litigation routine to the Partnership's business. ITEM 5. OTHER INFORMATION ------- ----------------- On an unsolicited basis, High River Limited Partnership ("High River"), a partnership controlled by Carl Icahn, announced that it has commenced an offer to purchase 38,940 units of limited partnership interest in the Partnership (approximately 45 percent of the Partnership's units) at $95 per unit. High River has stated that the offer is being made as "an investment." The tender offer is due to expire on August 31, 1995, unless extended. The General Partner, with assistance from its advisors, is in the process of evaluating the tender offer from a number of important standpoints and will report to the limited partners its position with respect to such offer. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K ------- --------------------------------
(a) Exhibits. Exhibit Number Description 4. Amended and Restated Limited Partnership Agreement dated September 20, 1991. (1) 11. Statement regarding computation of net loss per limited partnership unit: net loss per limited partnership unit is computed by dividing net loss allocated to the limited partners by the number of limited partnership units outstanding. Per unit information has been computed based on 86,534 limited partnership units outstanding in 1995 and 1994. 27. Financial Data Schedule for the ended quarter ended June 30, 1995.
(1) Incorporated by reference to the Annual Report of Registrant, on Form 10-K for the period ended December 31, 1991, as filed on March 30, 1992. (b) Reports on Form 8-K. There were no reports on Form 8-K filed during the quarter ended June 30, 1995. McNEIL REAL ESTATE FUND XIV, LTD. 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:
McNEIL REAL ESTATE FUND XIV, Ltd. By: McNeil Partners, L.P., General Partner By: McNeil Investors, Inc., General Partner August 14, 1995 By: /s/ Donald K. Reed -------------------- ------------------------------------------------- Date Donald K. Reed President and Chief Executive Officer August 14, 1995 By: /s/ Robert C. Irvine -------------------- ------------------------------------------------- Date Robert C. Irvine Chief Financial Officer of McNeil Investors, Inc. Principal Financial Officer August 14, 1995 By: /s/ Brandon K. Flaming --------------------- -------------------------------------------------- Date Brandon K. Flaming Chief Accounting Officer of McNeil Real Estate Management, Inc.
EX-27 2
5 6-MOS DEC-31-1995 JUN-30-1995 1,700,073 0 446,901 0 0 0 51,887,271 (20,736,821) 35,977,350 0 28,082,158 0 0 0 0 5,802,277 4,580,514 4,674,510 0 0 3,380,237 0 1,339,019 (44,746) 0 (44,746) 0 0 0 (44,746) 0 0