[X] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
California | 13-3140364 |
(State or other jurisdiction of | (I.R.S. Employer |
incorporation or organization) | Identification No.) |
Large accelerated filer [ ] | Accelerated filer [ ] |
Non-accelerated filer [ ] (Do not check if a smaller reporting company) | Smaller reporting company [X] |
March 31, 2015 | December 31, 2014 | ||||||
Assets held for sale: | |||||||
Cash and cash equivalents | 15,652 | $ | 215 | ||||
Receivables and deposits | 176 | 446 | |||||
Other assets | — | 631 | |||||
Investment property: | |||||||
Land | — | 1,366 | |||||
Buildings and related personal property | — | 30,579 | |||||
Total investment property | — | 31,945 | |||||
Less accumulated depreciation | — | (24,090 | ) | ||||
Investment property, net | — | 7,855 | |||||
Total assets | $ | 15,828 | $ | 9,147 | |||
Liabilities and Partners' Capital (Deficit) | |||||||
Liabilities related to assets held for sale: | |||||||
Accounts payable | $ | 62 | $ | 62 | |||
Tenant security deposit liabilities | — | 218 | |||||
Due to affiliates | 12,778 | 11,782 | |||||
Other liabilities | 161 | 363 | |||||
Mortgage notes payable | — | 22,638 | |||||
Total liabilities | 13,001 | 35,063 | |||||
Partners' Capital (Deficit) | |||||||
General partner | (519 | ) | (806 | ) | |||
Limited partners | 3,346 | (25,110 | ) | ||||
Total partners’ capital (deficit) | 2,827 | (25,916 | ) | ||||
Total liabilities and partners’ capital (deficit) | $ | 15,828 | $ | 9,147 |
Three Months Ended | |||||||
March 31, | |||||||
2015 | 2014 | ||||||
Income (loss) from continuing operations | $ | — | $ | — | |||
Income (loss) from discontinued operations: | |||||||
Revenues: | |||||||
Rental income | 1,131 | 1,131 | |||||
Other income | 137 | 133 | |||||
Total revenues | 1,268 | 1,264 | |||||
Expenses: | |||||||
Operating | 730 | 492 | |||||
General and administrative | 15 | 17 | |||||
Depreciation | 295 | 327 | |||||
Interest | 543 | 538 | |||||
Property taxes | 89 | 86 | |||||
Incentive compensation fee | 919 | — | |||||
Loss on extinguishment of debt | 5,373 | — | |||||
Total expenses | 7,964 | 1,460 | |||||
Casualty gain | 130 | — | |||||
Gain from sale of discontinued operations | 35,309 | — | |||||
Income (loss) from discontinued operations | 28,743 | (196 | ) | ||||
Net income (loss) | $ | 28,743 | $ | (196 | ) | ||
Net income (loss) allocated to general partner (1%) | $ | 287 | $ | (2 | ) | ||
Net income (loss) allocated to limited partners (99%) | $ | 28,456 | $ | (194 | ) | ||
Income (loss) from continuing operations per limited partnership unit | $ | — | $ | — | |||
Income (loss) from discontinued operations per limited partnership unit | 260.00 | (1.77 | ) | ||||
Net income (loss) per limited partnership unit | $ | 260.00 | $ | (1.77 | ) |
General | Limited | ||||||||||
Partner | Partners | Total | |||||||||
Partners' deficit at December 31, 2014 | $ | (806 | ) | $ | (25,110 | ) | $ | (25,916 | ) | ||
Net income for the three months ended March 31, 2015 | 287 | 28,456 | 28,743 | ||||||||
Partners' (deficit) capital at March 31, 2015 | $ | (519 | ) | $ | 3,346 | $ | 2,827 |
Three Months Ended | |||||||
March 31, | |||||||
2015 | 2014 | ||||||
Cash flows from operating activities: | |||||||
Net income | $ | 28,743 | $ | (196 | ) | ||
Adjustments to reconcile net income (loss) to net cash provided | |||||||
by operating activities: | |||||||
Gain on sale of discontinued operations | (35,309 | ) | — | ||||
Depreciation | 295 | 327 | |||||
Amortization of loan costs | 39 | 10 | |||||
Change in accounts: | |||||||
Receivables and deposits | 270 | (11 | ) | ||||
Other assets | 557 | 79 | |||||
Accounts payable | — | 47 | |||||
Tenant security deposit liabilities | (218 | ) | 15 | ||||
Due to affiliates | 996 | (23 | ) | ||||
Other liabilities | (276 | ) | (21 | ) | |||
Net cash used in operating activities | (4,903 | ) | 227 | ||||
Cash flows used in investing activities: | |||||||
Net proceeds from sale of discontinued operations | 43,210 | — | |||||
Property improvements and replacements | (232 | ) | (60 | ) | |||
Net cash provided by investing activities | 42,978 | (60 | ) | ||||
Cash flows used in financing activities: | |||||||
Payments on mortgage notes payable | (22,638 | ) | (100 | ) | |||
Net increase in cash and cash equivalents | 15,437 | 67 | |||||
Cash and cash equivalents at beginning of period | 215 | 261 | |||||
Cash and cash equivalents at end of period | $ | 15,652 | $ | 328 | |||
Supplemental disclosure of cash flow information: | |||||||
Cash paid for interest | $ | 582 | $ | 388 | |||
Supplemental disclosure of non-cash activity: | |||||||
Property improvements and replacements included in accounts payable | $ | — | $ | 30 |
ITEM 2. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
• | should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate; |
• | have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement; |
• | may apply standards of materiality in a way that is different from what may be viewed as material to an investor; and |
• | were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments. |
NATIONAL PROPERTY INVESTORS 6 | ||
By: NPI EQUITY INVESTMENTS, INC. | ||
Managing General Partner | ||
Date: | May 15, 2015 | By: /s/ Steven D. Cordes |
Steven D. Cordes | ||
Senior Vice President | ||
Date: | May 15, 2015 | By: /s/ Andrew Higdon |
Andrew Higdon | ||
Vice President |
Exhibit | Description of Exhibit | |
2.1 | NPI, Inc. Stock Purchase Agreement dated as of August 17, 1995, incorporated by reference to Exhibit 2 to the Partnership's Current Report on Form 8-K dated August 17, 1995. | |
2.2 | Partnership Units Purchase Agreement dated as of August 17, 1995, incorporated by reference to Exhibit 2.1 to Form 8-K filed by Insignia Financial Group, Inc. with the Securities and Exchange Commission on September 1, 1995. | |
2.3 | Management Purchase Agreement dated as of August 17, 1995, incorporated by reference to Exhibit 2.2 to Form 8-K filed by Insignia Financial Group, Inc. with the Securities and Exchange Commission on September 1, 1995. | |
3.4 | (a) | Agreement of Limited Partnership, incorporated by reference to Exhibit A to the Prospectus of the Partnership dated January 12, 1983, included in the Partnership's Registration Statement on Form S-11 (Reg. No. 2-80141). |
(b) | Amendments to Agreement of Limited Partnership, incorporated by reference to the Definitive Proxy Statement of the Partnership dated April 3, 1991. | |
(c) | Amendments to the Partnership Agreement, incorporated by reference to the Statement Furnished in Connection with the Solicitation of the Registrant dated August 28, 1992. | |
31.1 | Certification of equivalent of Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
31.2 | Certification of equivalent of Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
32.1 | Certification of equivalent of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
101 | XBRL (Extensible Business Reporting Language). The following materials from National Property Investors 6’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015, formatted in XBRL: (i) balance sheets, (ii) statements of discontinued operations, (iii) statement of changes in partners' capital (deficit), (iv) statements of cash flows, and (v) notes to financial statements (1). | |
(1) | As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934. |
1. | I have reviewed this quarterly report on Form 10-Q of National Property Investors 6; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)), for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
1. | I have reviewed this quarterly report on Form 10-Q of National Property Investors 6; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)), for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
(1) | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Partnership. |
/s/ Steven D. Cordes | ||
Name: Steven D. Cordes | ||
Date: | May 15, 2015 | |
/s/ Andrew Higdon | ||
Name: Andrew Higdon | ||
Date: | May 15, 2015 |
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Contingencies (Notes)
|
3 Months Ended |
---|---|
Mar. 31, 2015
|
|
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Note D – Contingencies The Partnership is unaware of any pending or outstanding litigation matters involving it or its investment property that are not of a routine nature arising in the ordinary course of business. Various Federal, state and local laws subject property owners or operators to liability for management, and the costs of removal or remediation, of certain potentially hazardous materials present on a property, including lead-based paint, asbestos, polychlorinated biphenyls, petroleum-based fuels, and other miscellaneous materials. Such laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the release or presence of such materials. The presence of, or the failure to manage or remedy properly, these materials may adversely affect occupancy at affected apartment communities and the ability to sell or finance affected properties. In addition to the costs associated with investigation and remediation actions brought by government agencies, and potential fines or penalties imposed by such agencies in connection therewith, the improper management of these materials on a property could result in claims by private plaintiffs for personal injury, disease, disability or other infirmities. Various laws also impose liability for the cost of removal, remediation or disposal of these materials through a licensed disposal or treatment facility. Anyone who arranges for the disposal or treatment of these materials is potentially liable under such laws for the proper operation of the disposal facility. These laws often impose liability whether or not the person arranging for the disposal ever owned or operated the disposal facility. In connection with the ownership, operation and management of its property, the Partnership could potentially be responsible for environmental liabilities or costs associated with its property. |