-----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, Dw/kxBN6xyAbkt0lTf/M5HccPZszZnf77dzXPaEsk88a8fmF+wB3+bEz1LlgAIhl sy3u+QubX7z4qQBy+aMqfg== 0000711512-00-000007.txt : 20000511 0000711512-00-000007.hdr.sgml : 20000511 ACCESSION NUMBER: 0000711512-00-000007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN REPUBLIC REALTY FUND I CENTRAL INDEX KEY: 0000711512 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 391421936 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-11578 FILM NUMBER: 624257 BUSINESS ADDRESS: STREET 1: 6210 CAMPBELL RD STREET 2: STE 140 CITY: DALLAS STATE: TX ZIP: 75248 BUSINESS PHONE: 2143808000 MAIL ADDRESS: STREET 1: 6210 CAMPBELL RD STREET 2: STE 140 CITY: DALLAS STATE: TX ZIP: 75248 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended March 31, 2000 Commission file number 0-11578 AMERICAN REPUBLIC REALTY FUND I (Exact name of registrant as specified in its charter) WISCONSIN 39-1421936 (State or other jurisdiction of (IRS Employer incorporation or organization Identification Number) 6210 Campbell Road Suite 140 Dallas, Texas 75248 (Address of principal executive offices) Registrant's telephone number, including area code: (972) 380-8000. 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: Y No: REGISTRANT IS A LIMITED PARTNERSHIP TABLE OF CONTENTS Item 1. Financial Statements The following Unaudited financial statements are filed herewith: Consolidated Balance Sheet as of March 31, 2000 and December 31, 1999 Page 3 Consolidated Statements of Operations for the Three Months Ended March 31, 2000 and 1999 Page 4 Consolidated Statements of Cash Flows for the Three months Ended March 31, 2000 and 1999 Page 5 Item 2. Results of Operations and Management's Discussion and Analysis of Financial Condition Page 6 Liquidity and Capital Resources Page 7 Other Information Page 8 Signatures Page 9 The statements, insofar as they relate to the period subsequent to December 31, 1999, are Unaudited. PART 1. FINANCIAL INFORMATION Item 1. Financial Statements AMERICAN REPUBLIC REALTY FUND I Condensed Consolidated Balance Sheets March 31 December 31, 2000 1999 (Unaudited) ASSETS Real Estate assets, at cost Land $1,822,718 $1,822,718 Buildings and improvements 15,656,616 15,656,616 17,479,334 17,479,334 Less: Accumulated (10,552,557) (10,382,557) depreciation Real Estate, net 6,926,777 7,096,777 Cash including cash investments 93,661 116,649 Escrow deposits 463,501 542,074 Prepaid Expenses 11,715 14,067 Deferred Financing Fees 150,403 172,072 TOTAL ASSETS $7,646,057 $7,941,639 LIABILITIES AND PARTNERS' EQUITY: LIABILITIES Mortgage and notes payable $10,536,316 $10,572,372 Note Payable to affiliates 0 165,346 Amounts due affiliates 8,999 4,490 Real estate taxes payable 68,748 0 Security deposits 69,619 68,610 Accounts payable & accrued expenses 157,062 297,610 Total liabilities 10,840,744 11,108,428 PARTNERS CAPITAL (DEFICIT) Limited Partners (3,248,435) (3,220,816) General Partner 53,748 54,027 Total Partners Capital (Deficit) (3,194,687) (3,166,789) TOTAL LIABILITIES AND PARTNER DEFICIT $7,646,057 $7,941,639 See notes to Condensed Consolidated Financial Statements AMERICAN REPUBLIC REALTY FUND I Condensed Consolidated Statement of Operations (Unaudited) Three Months Ended March 31, REVENUES 2000 1999 Rental income 675,721 663,831 Other property 17,621 15,028 Total revenues 693,342 678,859 EXPENSES Salaries & wages 66,926 66,277 Maintenance & repairs 44,243 96,332 Utilities 61,899 43,312 Real estate taxes 68,748 67,500 General administrative 19,964 28,663 Contract services 28,811 28,135 Insurance 10,352 10,612 Interest 209,978 211,080 Depreciation and amortization 175,736 179,871 Property management fees (a) 34,583 33,886 Total expenses 721,240 765,668 Net Income ($27,898) ($86,809) NET INCOME PER UNIT $(2.54) $(7.89) See Notes to Condensed Consolidated Financial Statements AMERICAN REPUBLIC REALTY FUND I Condensed Consolidated Statement of Cash Flows See Notes to Condensed Consolidated Financial Statements Unaudited Three Months Ended March 31, 2000 1999 CASH FLOWS FROM OPERATING ACTIVITY Net income (loss) ($27,898) ($86,809) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 170,000 165,000 Net Effect of changes in operating accounts Escrow deposits 78,573 57,680 Prepaid expenses 2,352 2,612 Accrued real estate taxes 68,748 67,500 Security deposits 1,009 3,023 Accounts payable (140,548) (59,281) Other assets 21,669 14,871 Net cash provided by (used for) operating activities 173,905 164,596 CASH FLOWS FROM INVESTING ACTIVITIES Repayment of mortgage notes payable (36,056) (33,335) Repayment of notes payable to affiliates (165,346) 0 Proceeds from amounts due affiliates 4,509 (98,931) Repayment of amounts due affiliates (37,888) Net cash used for investing activities (196,893) (170,154) NET INCREASE (DECREASE) IN CASH AND (22,988) (5,558) CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING 116,649 146,358 OF PERIOD CASH AND CASH EQUIVALENTS, END OF $93,661 $140,800 PERIOD Basis of Presentation: Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Partnership believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Partnership's latest annual report on Form 10-K. Item 2. RESULTS OF OPERATIONS AND MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION FIRST QUARTER 2000 COMPARED TO FIRST QUARTER 1999 At March 31, 2000 the Partnership owned two properties with approximately 416,623 net rentable square feet. Both properties are apartment communities. The portfolio had an average occupancy of 95.3% for the first quarter of 2000, as compared to 95.8% for the first quarter of 1999. Revenue from property operations increased $14,483, or 2.13%, for the first quarter of 2000, as compared to the 1999 first quarter. The increase in rental income of $11,890 or 1.79% is primarily due to an increase in rental rates. The increase in other income of $2,593 or 17.25% is primarily due to an increase in Late and other fee collections from the properties. The following table illustrates the components: Increase Per Cent (Decrease) Change Rental income 11,890 1.79% Other property 2,593 17.25% Net Increase (Decrease) 14,483 2.13% Property operating expenses decreased $44,428, or 5.80%, for the first quarter of 2000, as compared to the same period in 1999, primarily due to decreases in maintenance and repairs expense. The decrease in maintenance and repairs expense is due to a one time charge in 1999 for resurfacing the parking lots. Utilities rose $18,587 or 42.91% primarily due to increases in usage and rates of water and wastewater charges. General and Administrative decreased $8,699 or 30.35% primarily due to professional fees relating to cable wiring of the properties. The following table illustrates the components by category: Increase Percent (Decrease) Change Salaries & wages 649 0.98% Maintenance & repairs (52,089) 54.07% Utilities 18,587 42.91% Real estate taxes 1,248 1.85% General administrative (8,699) 30.35% Contract services 676 2.40% Insurance (260) 2.45% Interest (1,102) 0.52% Depreciation and amortization (4,135) 2.30% Property management fees (a) 697 2.06% Net Increase (Decrease) (44,428) 5.80% LIQUIDITY AND CAPITAL RESOURCES While it is the General Partners primary intention to operate and manage the existing real estate investments, the General Partner also continually evaluates this investment in light of current economic conditions and trends to determine if this asset should be considered for disposal. At this time, there is no plan to dispose of either property. As of March 31, 2000, the Partnership had $93,661 in cash and cash equivalents as compared to $116,649 as of December 31, 1999 . The net decrease in cash of $22,988 is principally due to the repayment of notes payable to affiliates. During the first quarter of 2000 ending March 31, the partnership paid off the remaining balance owned to the general partner of $165,346. The payment was made with operating cash flow from the partnership. Each asset of the fund refinanced its debt during July 1997. The fund retired debt with a face value of $6,500,000 and replaced with debt of $10,800,000. The new mortgages in the amounts of $4,000,000, $6,800,000 carry interest rates of 7.8% and 7.92% respectively. The notes come due August, 2007. The Partnership's required principal payments due under the stated terms of the Partnership's mortgage notes payable and notes payable to affiliates are $111,063, $120,132 and $129,941, for each of the next three years. Net proceeds from the refinancing were used to reduce the notes payable to affiliates. During July, 1997 payments of $3,500,000 were made to reduce the debt to affiliates. This together with interest on the debt reduced the amounts due affiliates to $300,461 at March 31, 1999. A gain on retirement of debt arose with the note refinancing being triggered by the early retirement of the debt. The recognized gain of $348,836, was the difference between the carrying value of the debt and the funds necessary to retire the debt. Additionally, the general partner has provided funding to the Partnership in the form of notes payable with balances at December 31,1998 totaling $399,392 which accrue interest at rates ranging from prime plus 2%; to 8.25% and are due on June 30, 2001, or upon demand The general partner is not obligated to provide additional funding to the Partnership. For the foreseeable future, the Partnership anticipates that mortgage principal payments (excluding any balloon mortgage payments), improvements and capital expenditures will be funded by net cash from operations. The primary source of capital to fund future Partnership acquisitions and balloon mortgage payments will be proceeds from the sale, financing or refinancing of the Properties. The Partnership's required principal payments due under the stated terms of the Partnership's mortgage notes payable and notes payable to affiliates are $102,678, $111,063 and $120,131 for each of the next three years. Other Information Item 1. Legal Proceedings Item 2. Changes in Securities None Item 3. Defaults Upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibit and Reports on Form 8-K (A)The following documents are filed herewith or incorporated herein by reference as indicated as Exhibits: Exhibit Designation Document Description 2 Certificate of Limited partnership, as amended, incorporated by reference to Registration Statement No.2-81074 effective May 2, 1983. Limited Partnership Agreement, incorporated by reference to Registration Statement No.2-81074 effective May 2,1983. 11 Not Applicable 15 Not Applicable 18 Not Applicable 19 Not Applicable 20 Not Applicable 23 Not Applicable 24 Not Applicable 25 Power of Attorney, incorporated by reference to Registration Statement No. 2-81074 effective May 2, 1983. 28 None (B) Reports on Form 8-K for the quarter ended March 31, 2000. 1 None 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. AMERICAN REPUBLIC REALTY FUND I a Wisconsin limited partnership By: /s/ Robert J. Werra Robert J. Werra, General Partner Date: May 8, 2000 [ARTICLE] 5 [LEGEND] THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM BOTH THE March 31, 2000 BALANCE SHEET AND STATEMENT OF INCOME AND EXPENSES AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. [/LEGEND] [CIK] 0000711512 [NAME] AMERICAN REPUBLIC REALTY FUND I [PERIOD-TYPE] 3-MOS [FISCAL-YEAR-END] DEC-31-2000 [PERIOD-END] MAR-31-1999 [CASH] 93,661 [SECURITIES] 0 [RECEIVABLES] 0 [ALLOWANCES] 0 [INVENTORY] 0 [CURRENT-ASSETS] 0 [PP&E] 17,479,334 [DEPRECIATION] 10,552,557 [TOTAL-ASSETS] 7,646,057 [CURRENT-LIABILITIES] 0 [BONDS] 10,536,316 [PREFERRED-MANDATORY] 0 [PREFERRED] 0 [COMMON] 0 [OTHER-SE] (3,194,687) [TOTAL-LIABILITY-AND-EQUITY] 7,646,057 [SALES] 0 [TOTAL-REVENUES] 693,342 [CGS] 0 [TOTAL-COSTS] 0 [OTHER-EXPENSES] 511,262 [LOSS-PROVISION] 0 [INTEREST-EXPENSE] 209,978 [INCOME-PRETAX] 0 [INCOME-TAX] 0 [INCOME-CONTINUING] 0 [DISCONTINUED] 0 [EXTRAORDINARY] 0 [CHANGES] 0 [NET-INCOME] (27,898) [EPS-BASIC] (2.54) [EPS-DILUTED] 0
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