10-Q 1 f110q06.txt 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, 2006 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) 2800 N. Dallas Pkwy Suite 100 Plano, Texas 75093-5994 (Address of principal executive offices) Registrant's telephone number, including area code: (972) 836-8000. 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: Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes: No: N Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes: No: N REGISTRANT IS A LIMITED PARTNERSHIP TABLE OF CONTENTS Part I Item 1. Financial Statements The following Unaudited financial statements are filed herewith: Consolidated Balance Sheet as of March 31, 2006 and December 31, 2005 Page 3 Consolidated Statements of Operations for the Three Months Ended March 31, 2006 and 2005 Page 4 Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2006 and 2005 Page 5 Item 2. Results of Operations and Management Discussion and Analysis of Financial Condition Page 6 Item 3. Quantitative and Qualitative Disclosures about Market Risk Page 7 Item 4. Controls and Procedures Page 7 Part II Other Information Page 8 Signatures Page 9 The statements, insofar as they relate to the period subsequent to December 31, 2005, are Unaudited. PART 1. FINANCIAL INFORMATION Item 1. Financial Statements AMERICAN REPUBLIC REALTY FUND I Condensed Consolidated Balance Sheets March 31 December 31, 2006 2005 (Unaudited) ASSETS Real Estate assets, at cost Land $1,822,718 $1,822,718 Buildings and improvements 16,352,299 16,337,299 18,175,017 18,160,017 Less: Accumulated depreciation (14,551,239) (14,386,239) Real Estate, net 3,623,778 3,773,778 Cash including cash investments 187,246 178,644 Escrow deposits 474,617 541,874 Prepaid Expenses 18,818 40,962 Deferred Financing Fees 28,678 34,413 TOTAL ASSETS $4,333,137 $4,569,671 LIABILITIES AND PARTNERS' EQUITY: LIABILITIES Mortgages payable $9,711,049 $9,754,216 Amounts due affiliates 1,589 695 Real estate taxes payable 82,440 0 Security deposits 73,444 71,020 Accounts payable & accrued expenses 114,859 317,754 accrued expenses Total liabilities 9,983,381 10,143,685 PARTNERS CAPITAL (DEFICIT) Limited Partners (5,678,030) (5,602,562) General Partner 27,786 28,548 Total Partners Deficit (5,650,244) (5,574,014) TOTAL LIABILITIES AND PARTNER DEFICIT $4,333,137 $4,569,671 See notes to Condensed Consolidated Financial Statements AMERICAN REPUBLIC REALTY FUND I Condensed Consolidated Statement of Operations (Unaudited) Three Months Ended March 31, REVENUES 2006 2005 Rental income 636,927 605,598 Other property 20,723 16,108 Total revenues 657,650 621,706 EXPENSES Salaries & wages 81,569 85,921 Maintenance & repairs 30,164 34,413 Utilities 67,751 61,186 Real estate taxes 72,750 67,149 General administrative 26,421 19,315 Contract services 29,722 27,897 Insurance 30,143 35,338 Interest 191,769 195,027 Depreciation and amortization 170,736 170,736 Property management fees 32,856 31,085 Total expenses 733,881 728,067 Net Loss ($76,231) ($106,361) NET LOSS PER UNIT $(6.86) $(9.57) Partnership units outstanding 11,000 11,000 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, 2006 2005 CASH FLOWS FROM OPERATING ACTIVITY Net loss ($76,231) ($106,361) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 170,735 170,736 Net Effect of changes in operating accounts Escrow deposits 67,257 59,727 Prepaid expenses 22,144 27,337 Accrued real estate taxes 82,440 67,149 Security deposits 2,424 (278) Accounts payable (202,894) (195,631) Net cash provided by operating 65,875 22,679 activities CASH FLOWS FROM INVESTING ACTIVITIES Investment in Real Estate (15,000) 0 Net cash used for investing activities (15,000) 0 CASH FLOWS FROM FINANCING ACTIVITIES Repayment of mortgage notes payable (43,167) (39,908) Proceeds from amounts due affiliates 894 2,038 Net cash used for financing activities (42,273) (37,870) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 8,602 (15,191) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 178,644 353,871 CASH AND CASH EQUIVALENTS, END OF PERIOD $187,246 $338,680 See Notes to Condensed Consolidated Financial Statements Basis of Presentation: The accompanying unaudited condensed consolidated financial statements have been prepared by American Republic Realty Fund I (the "Partnership") pursuant to the rules and regulations of the Securities and Exchange Commission. The financial statements reflect all adjustments that are, in the opinion of management, necessary to fairly present such information. All such adjustments are of a normal recurring nature. Although the Partnership believes that the disclosures are adequate to make the information presented not misleading, certain information and footnote disclosures, including a description of significant accounting policies normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America, have been condensed or omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the financial statements and notes thereto included in the Partnership's 2005 Annual Report on Form 10-K filed with the Securities and Exchange Commission. The results of operations for interim periods are not necessarily indicative of the results for any subsequent quarter or the entire fiscal year ending December 31, 2005. Item 2. RESULTS OF OPERATIONS AND MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION At March 31, 2006 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 91.2% for the first quarter of 2006, as compared to 86.9% for the first quarter of 2005. FIRST THREE MONTHS 2006 COMPARED TO FIRST THREE MONTHS 2005 Revenue from property operations increased $35,944, or 5.78%, for the first three months of 2006, as compared to the 2005-first three months. The increase in rental income of $31,329 or 5.17% is primarily due to an increase in occupancy. The increase in other income of $4,615 or 28.65% is primarily due to an increase in Late and other fee collections from the properties. The following table illustrates the components: Increae Percent (Decrease) Change Rental income 31,329 5.17% Other property 4,615 28.65% Net Increase 35,944 5.78% Property operating expenses increased $5,814 or 0.80%, for the first three months of 2006, as compared to the same period in 2005. Maintenance & repairs decreased $4,249 or 12.35% due to general maintenance items. General & administrative increased $7,106 or 36.79% due to increased locator commissions and database management fees. Utilities increased $6,565 or 10.73% due to higher gas prices. Insurance decreased $5,195 or 14.7% due to a reduction in property and general liability premiums. Real estate taxes increased $5,601 or 8.34% due to increased tax rates. The following table illustrates the components by category: Increase (Decrease) Salaries & wages (4,352) 5.07% Maintenance & repairs (4,249) 12.35% Utilities 6,565 10.73% Real estate taxes 5,601 8.34% General & administrative 7,106 36.79% Contract services 1,825 6.54% Insurance (5,195) 14.70% Interest (3,258) 1.67% Property management fees (a) 1,771 5.70% Net Increase 5,814 0.80% 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, 2006, the Partnership had $187,246 in cash and cash equivalents as compared to $178,644 as of December 31, 2005. The net decrease in cash of $8,602 is principally due to cash used for operating activities. 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, and $6,800,000 carries interest rates of 7.8% and 7.92% respectively. The notes come due August 2007. The Partnerships required principal payments due under the stated terms of the Partnerships mortgage notes payable are $177,870, and $9,576,345 for each of the next two years. 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. Item 3 - Quantitative and Qualitative Disclosure about Market Risk The Partnership is exposed to interest rate changes primarily as a result of its real estate mortgages. The Partnerships interest rate risk management objective is to limit the impact of interest rate changes on earnings and cash flows and to lower it's overall borrowing costs. To achieve its objectives, the Partnership borrows primarily at fixed rates. The Partnership does not enter into derivative or interest rate transactions for any purpose. The Partnerships' activities do not contain material risk due to changes in general market conditions. The partnership invests only in fully insured bank certificates of deposits, and mutual funds investing in United States treasury obligations. Item 4 - Controls and Procedures Based on their most recent evaluation, which was completed within 90 days of the filing of this Form 10-Q, our Acting Principal Executive Officer and Chief Financial Officer, believe our disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) are effective. There were not any significant changes in internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, and there has not been any corrective action with regard to significant deficiencies and material weaknesses. Part II. Other Information Item 1. Legal Proceedings None 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 (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 31.1 Certification Pursuant to Rules 13a-14 and 15d-14 Under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes- Oxley Act of 2002, filed herewith. 32.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith. 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: April 24, 2006 Exhibit 31.1 CERTIFICATION PURSUANT TO RULES 13a-14 AND 15d-14 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I Robert J. Werra, Acting Principal Executive Officer and Chief Financial Officer of American Republic Realty Fund I ("the Company"), certify that: 1. I have reviewed this quarterly report on Form 10-Q of the Partnership; 2. Based on my knowledge, this quarterly 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 quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly 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 quarterly report; 4. I am 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 Partnership and have: a. designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the Partnership and its consolidated subsidiaries is made known to me by others within those entities, particularly for the periods presented in this quarterly report; b. designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my 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 Partnerships disclosure controls and procedures and presented in this report my 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 CERTIFICATION PURSUANT TO RULES 13a-14 AND 15d-14 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 - continued d. disclosed in this report any change in the Partnerships internal control over financial reporting that occurred during the Partnerships most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Partnerships internal control over financial reporting; and 5. I have disclosed based on my most recent evaluation of internal control over financial reporting, to the Partnerships auditors and Audit Committee of the Board of Directors (or persons fulfilling the equivalent function): 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 Partnerships ability to record, process, summarize, and report financial data; and b. any fraud, whether or not material, that involves management or other employees who have a significant role in the Partnerships internal control over financial reporting. /s/ Robert J. Werra Robert J. Werra Acting Principal Executive Officer and Chief Financial Officer April 24, 2006 Exhibit 32.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of American Republic Realty Fund I ("the Partnership") on Form 10-Q for the period ending March 31, 2006 as filed with the Securities and Exchange Commission on the date hereof ("the Report"), I, Robert J. Werra, Acting Principal Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002, that: (1) The report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; 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/ Robert J. Werra Robert J. Werra Acting Principal Executive Officer and Chief Financial Officer April 24, 2006