-----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, S7Xqk9KZt2rxXVoyg+t1zs+3PR/8k18kop4OkWWS7/Vx52xNc7a+X0b+Icm44yZH bVn0tJQwYWsW5bvugJnJJg== 0000760612-95-000057.txt : 19951119 0000760612-95-000057.hdr.sgml : 19951119 ACCESSION NUMBER: 0000760612-95-000057 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951114 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: WINTHROP GROWTH INVESTORS I LP CENTRAL INDEX KEY: 0000722565 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 042797919 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-13389 FILM NUMBER: 95591360 BUSINESS ADDRESS: STREET 1: ONE INTERNATIONAL PL STREET 2: C/O FIRST WINTHROP CORP CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6173308600 MAIL ADDRESS: STREET 1: C/O FIRST WINTHROP CORP STREET 2: ONE INTERNATIONAL PLACE CITY: BOSTON STATE: MA ZIP: 02110 FORMER COMPANY: FORMER CONFORMED NAME: WINTHROP INCOME PROPERTIES I LTD PARTNERSHP DATE OF NAME CHANGE: 19840124 10-Q 1 WINTHROP GROWTH INVESTORS I LTD PARTNERSHIP 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 the Quarter Ended September 30, 1995 Commission File Number 2-84760 WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP Massachusetts 04-2839837 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) One International Place, Boston, MA 02110 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (617) 330-8600 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 X NO_________ PART I - FINANCIAL INFORMATION ITEM 1. - FINANCIAL STATEMENTS STATEMENTS OF OPERATIONS Three Months Ended Nine Months Ended September 30, September 30, 1995 1994 1995 1994 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Income Rental $ 1,621,112 $ 1,542,973 $ 4,783,619 $ 4,575,195 Interest on short-term investments 10,801 11,753 34,337 43,908 Other 73,829 70,583 203,866 193,417 ------------ ------------ ------------ ------------ 1,705,742 1,625,309 5,021,822 4,812,520 ----------- ----------- ----------- ----------- Expenses Leasing 59,207 57,048 162,928 144,082 General & administrative 68,000 74,539 229,639 207,605 Management Fees 82,151 76,928 245,816 237,060 Utilities 152,331 151,219 456,599 446,021 Repairs & Maintenance 312,501 322,335 927,578 909,723 Insurance 64,316 62,482 195,765 178,885 Taxes 134,176 124,139 397,770 389,810 ---------- ----------- ----------- ----------- Total operating expenses 872,682 868,690 2,616,095 2,513,186 Other expenses Depreciation 414,585 407,796 1,238,350 1,223,396 Amortization 25,315 31,006 75,951 93,012 Interest expense 475,042 526,075 1,431,257 1,551,441 Other expenses 14,811 26,255 93,371 121,811 ----------- ----------- ----------- ----------- Total expenses 1,802,435 1,859,822 5,455,024 5,502,846 ----------- ----------- ----------- ----------- Net loss $ (96,693) $ (234,513) $ (433,202) $ (690,326) =========== =========== =========== =========== Net loss allocated General Partners $ (9,669) $ (23,451) $ (43,320) $ (69,033) Limited Partners $ (87,024) $ (211,062) $ (389,882) $ (621,293) ----------- ------------ ------------ ----------- $ (96,693) $ (234,513) $ (433,202) $ (690,326) =========== ============= ============= ========== Net loss per unit outstanding - Limited Partners $ (3.76) $ (9.12) $ (16.85) $ (26.85) ============ ============= ============= =============
See notes to Financial Statements. BALANCE SHEETS September 30, December 31, 1995 1994 (Unaudited) (Audited) ASSETS Investment in Real Estate Land $ 4,015,369 $ 4,015,369 Buildings and improvements 37,573,438 37,218,583 ------------ ------------ 41,588,807 41,233,952 Less accumulated depreciation 18,022,195 16,783,845 ------------ ------------ 23,566,612 24,450,107 Cash and cash equivalents 913,853 923,214 Tenant security deposits - funded 144,709 125,295 Accounts receivable and other receivables 29,864 27,542 Escrow accounts 383,024 250,622 Reserve accounts 373,578 413,464 Deferred costs, net of accumulated amortization of $998,674 and $922,723 1,045,047 1,120,998 Prepaid expenses and other assets 201,359 199,999 ------------ ------------ 3,091,434 3,061,134 Total Assets $ 26,658,046 $ 27,511,241 ============ ============ LIABILITIES AND PARTNERS' CAPITAL Liabilities applicable to investment in real property Mortgage payable $ 20,245,494 $ 20,711,814 Other liabilities Accounts payable 86,544 105,449 Tenant security deposits 163,592 133,245 Accrued expenses and other liabilities 478,803 343,958 ------------ ------------ Total Liabilities 20,974,433 21,294,466 Partners' Capital Limited Partners 6,840,501 7,330,343 General Partners (1,156,888) (1,113,568) ------------ ------------ Total Partners' Capital 5,683,613 6,216,775 Total Liabilities and Partners' Capital $ 26,658,046 $ 27,511,241
See notes to Financial Statements. STATEMENTS OF CASH FLOWS For the Nine Months Ended September 30, 1995 and 1994 (Unaudited) 1995 1994 Cash flows from operating activities: Net loss $ (433,202) $ (690,326) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 1,314,301 1,316,408 Changes in assets and liabilities: Increase in tenant security deposits - funded (19,414) (62,404) (Increase) decrease in accounts receivable and other receivables (2,322) 22,240 Increase in escrow accounts (132,402) (42,279) Increase in prepaid expenses and other assets (1,360) (14,354) (Decrease) increase in accounts payable (18,905) 54,739 Increase (decrease) in tenant security deposits 30,347 (5,756) Increase in accrued expenses and other liabilities 134,845 111,542 ----------- ----------- Net cash provided by operating activities 871,888 689,810 Cash flows from investing activities: Additions to buildings and improvements (354,855) (110,040) Increase in reserve accounts 39,886 33,361 ----------- ------------ Net cash used in investing activities (314,969) (76,679) ----------- ------------ Cash flows from financing activities: Principal payments on mortgage note (466,320) (1,697,037) Cash distributions paid to partners (99,960) (149,962) ------------ ------------ Net cash used in financing activities (566,280) (1,846,999) ------------ ------------ Net decrease in cash and cash equivalents (9,361) (1,233,868) Cash and cash equivalents, beginning 923,214 2,394,552 ------------ ------------ Cash and cash equivalents, end $ 913,853 $ 1,160,684 ============ ============ Supplemental disclosure of cash flow information: Cash paid for interest $ 1,431,257 $ 1,548,361 ============ ============
See notes to Financial Statements. STATEMENTS OF CHANGES IN PARTNERS' CAPITAL Units of For the Nine Months Ended Limited General Limited September 30, 1995 and 1994 Partnership Partners' Partners' Total (Unaudited) Interest Capital Capital Capital Balance, December 31, 1994 23,139 $(1,113,568) $ 7,330,343 $ 6,216,775 Net loss - (43,320) (389,882) (433,202) Distributions - - (99,960) (99,960) ---------- ------------- ---------- ---------- Balance, September 30, 1995 23,139 $(1,156,888) $ 6,840,501 $ 5,683,613 ======== =========== =========== =========== Balance, December 31, 1993 23,139 $(1,036,192) $ 8,226,672 $ 7,190,480 Net loss - (69,093) (621,293) (690,326) Distributions - - (149,962) (149,962) ------------ -------------- ----------- ----------- Balance, September 30, 1994 23,139 $ (1,105,225) $ 7,455,417 $ 6,350,192 ========= ============ =========== ===========
See notes to Financial Statements. NOTES TO FINANCIAL STATEMENTS September 30, 1995 (Unaudited) 1. ACCOUNTING AND FINANCIAL REPORTING POLICIES The condensed consolidated financial statements included herein have been prepared by the Registrant, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. The Registrant's accounting and financial reporting policies are in conformity with generally accepted accounting principles and include adjustments in interim periods considered necessary for a fair presentation of the results of operations. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. It is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and notes thereto included in the Registrant's latest annual report on Form 10-K. The accompanying consolidated financial statements reflect the Partnership's results of operations for an interim period and are not necessarily indicative of the results of operations for the year ending December 31, 1995. 2. CASH AVAILABLE FOR DISTRIBUTION The Managing General Partner determined it to be in the best interest of the Partnership to retain cash available for distribution from July 1, 1987 to December 31, 1990 in order to increase the Partnership's operating reserves. In 1991, Management began to distribute cash available for distribution. A distribution of $49,980 will be paid in the quarter ended December 31, 1995 representing cash available for distribution from the third quarter. 3. TAXABLE INCOME The Partnership's results of operations on a tax basis are expected to differ from net income for financial reporting purposes primarily due to the accounting differences in the recognition of depreciation and amortization. ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS For the three month periods ended September 30, 1995 and 1994 The Partnership's operating results for the quarter ended September 30, 1995 improved relative to the same period in 1994. The Partnership's net loss for the quarter declined from $234,513 in 1994 to $96,693 in 1995, a result of increased income of $80,433 and decreased expenses of $57,387. The Partnership's income increased by 4.9% from $1,625,309 to $1,705,742 primarily as the result of increased rental revenue. Rental revenue increased at three of the Partnership's four properties. The revenue increases were achieved by maintaining stable occupancy levels while increasing rental rates. Average occupancy for the quarter ended September 30, 1995 was 92.5% compared to 91.4% in the same period last year. Average rents at the properties increased by 3.5% in 1995 compared to the similar period in 1994. The Partnership's total operating expenses increased by .5% from $868,690 in 1994 compared to $872,682 in 1995. The Partnership's other expenses decreased by $61,379 primarily due to decreased interest expense on lower debt balances outstanding. For the nine month periods ended September 30, 1995 and 1994 The Partnership operated at a net loss of $433,202 for the nine months ended September 30, 1995, compared to a net loss of $690,326 for the nine months ended September 30, 1994. Excluding non-cash items such as depreciation and amortization, however, the Partnership's properties have, in the aggregate, generated cash flow, which the Partnership has used to make (i) improvements to the properties, (ii) principal payments on the loans encumbering the properties and (iii) cash distributions to limited partners. The Partnership's income increased by 4.3% for the first nine months of 1995 compared to the first nine months of 1994, primarily as a result of a 4.6% increase in rental income. On an aggregate basis, average rents at the Partnership's four properties have increased by 4.6% over the first nine months of 1994. While overall average occupancy declined slightly from 92% to 91%, the Partnership was able to significantly reduce the level of tenant concessions, especially at Stratford Place Apartments. Improved occupancy at Stratford Place (from 92% to 97%) was offset by declines at Sunflower (from 92% to 89%) at Meadow Wood (from 90% to 89%) and Stratford Village (from 93% to 88%). The direct operating costs of the Partnership's properties increased by 4.1%, primarily as a result of a one-time fee that was paid to a consultant for reducing the 1994 through 1996 real estate tax liability of some of the Partnership's properties. This payment is reflected in the Partnership's "General & Administrative" expense. In addition, the Partnership's utility expense increased by 2.4% and repairs and maintenance expense increased by 2.0%, primarily as a result of additional carpet replacements in apartment units. Interest expense declined as a result of the Partnership's significantly reducing the principal balance of the Sunflower mortgage loan as part of a restructuring of the loan during 1994. The Dallas (Sunflower) and Gaithersburg, Maryland (Stratford Place) markets are currently stable. The submarket of Jacksonville, Florida (Meadow Wood) has weakened somewhat as indicated by the property's lower occupancy for the 1995 third quarter. Competition in the Montgomery, Alabama, market (Stratford Village) has increased dramatically with the addition of over 1,000 new apartment units over the last year. The Partnership continues to make capital improvements to the properties to enhance their competitiveness within their local markets. The Partnership spent $354,885 on capital improvements during the first nine months of 1995 compared to $110,040 in the nine months of 1994. At two of the properties (Meadow Wood and Stratford Village), a portion of the capital improvements is funded by replacement reserves held by the mortgage lenders, with the balance being funded from operations. The balance of these replacement reserves was $383,024 at September 30, 1995. Capital improvements from the other two properties are funded entirely from operations. The Partnership is currently pursuing a refinancing of the first mortgage loan encumbering Stratford Place Apartments in Gaithersburg, Maryland, and it is unclear whether the Partnership will be able to obtain a new loan large enough to repay the existing loan in its entirety. In addition, the Partnership has been using its reserves to make the increased debt service payments on the Sunflower Apartments mortgage loan that are required by the restructuring of that loan and repay the Suflower loan. The increased payments are serving to significantly reduce the principal balance of that loan such that the loan will be fully repaid by the end of 1996. The results of operations in future quarters may differ from the results of operations for the quarter ended September 30, 1995, due to inflation and changing economic conditions which could affect occupancy levels, rental rates and operating expenses. PART II - OTHER INFORMATION NOT APPLICABLE SIGNATURE 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. WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP (Registrant) BY: TWO WINTHROP PROPERTIES, INC. Managing General Partner DATED: November 14, 1995 By: /s/ Richard J. McCready Richard J. McCready Chief Operating Officer DATED: November 14, 1995 By: /s/ Anthony R. Page Anthony R. Page Chief Financial Officer SUPPLEMENTARY INFORMATION REQUIRED PURSUANT TO SECTION 9.4 OF THE PARTNERSHIP AGREEMENT September 30, 1995 (Unaudited) 1. Statement of Cash Available for Distribution for the three months ended September 30, 1995: Net loss $ (96,693) Add: Amortization and depreciation charges to income not affecting cash available for distribution 439,900 Net, loss from the Properties (160,329) Cash added to reserves (132,878) --------- Cash Available for Distribution $ 50,000 =========
2. Fees and other compensation paid or accrued by the Partnership to the General Partners, or their affiliates, during the three months ended September 30, 1995: Entity Receiving Form of Compensation Compensation Amount Winthrop Management Property Management Fee $82,151
All other information required pursuant to Section 9.4 of the Partnership Agreement is set forth in the attached Report on Form 10-Q or Partnership Report.
EX-27 2 ART. 5 FDS FOR 3RD QTR 10Q
5 This schedule contains summary financial information extracted from unaudited financial statements for the nine month period ending September 30, 1995 and is qualified in its entirety by reference to such financial statements. 0000722565 Winthrop Growth Investors I L.P. 1 U.S. DOLLARS 9-MOS DEC-31-1994 JAN-01-1995 SEP-30-1995 1.00000 913,853 0 0 0 0 2,177,581 41,588,807 18,022,195 26,658,046 728,939 20,245,494 0 0 0 5,683,613 26,658,046 0 5,021,822 0 3,930,394 93,373 0 1,431,257 (433,202) 0 (433,202) 0 0 0 (433,202) 16.85 0.00
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