-----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, DUqAuxNxJiKIvMcOTr5z7UcOu36BqwyCcqlXqX+QJW7piKwkbkwB6qVXPYeOzj8x 2/paCf/+g/bAQZFa9iqa7g== 0000760612-96-000039.txt : 19960517 0000760612-96-000039.hdr.sgml : 19960517 ACCESSION NUMBER: 0000760612-96-000039 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960515 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: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-13389 FILM NUMBER: 96567283 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 10QSB 1 WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 1996 Commission File Number 2-84760 WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP (Exact name of small business issuer as specified in its charter) 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 - CONSOLIDATED FINANCIAL STATEMENTS STATEMENTS OF OPERATIONS - -------------------------------------------------------------------------------------------------------------------- For the Three Months Ended March 31, (Unaudited) 1996 1995 - -------------------------------------------------------------------------------------------------------------------- Income Rental $ 1,568,584 $ 1,581,788 Interest on short-term investments 16,528 12,205 Other 69,443 67,041 ----------- ----------- 1,654,555 1,661,034 ------------ ----------- Expenses Leasing 41,951 57,868 General & administrative 84,198 89,334 Management fees 82,250 82,046 Utilities 173,404 161,231 Repairs and maintenance 266,352 299,698 Insurance 67,683 67,958 Taxes 165,048 134,002 --------- ----------- Total operating expenses 880,886 892,137 --------- ----------- Other expenses Depreciation 392,737 409,180 Amortization 35,651 25,319 Interest expense 480,248 477,501 Other expenses 116,560 23,361 --------- ----------- Total expenses 1,906,082 1,827,498 ---------- ----------- Net loss $ (251,527) $ (166,464) =========== =========== Net loss allocated: General Partners $ (25,153) $ (16,646) Limited Partners (226,374) (149,818) ----------- ----------- $ (251,527) $ (166,464) ============ =========== Net loss per unit outstanding - L.P. $ (9.78) $ (6.47) ============ =============
See notes to Consolidated Financial Statements. CONSOLIDATED BALANCE SHEETS (UNAUDITED) - -------------------------------------------------------------------------------------------------------------------- March 31, December 31, 1996 1995 - -------------------------------------------------------------------------------------------------------------------- ASSETS Investment in Real Estate Land $ 4,015,369 $ 4,015,369 Buildings and improvements 37,851,774 37,758,753 ------------ ------------ 41,867,143 41,774,122 Less accumulated depreciation 18,747,529 18,354,792 ------------ ------------ 23,119,614 23,419,330 ------------ ------------ Cash and cash equivalents 1,417,469 907,734 Tenant security deposits - funded 150,675 137,735 Accounts receivable and other receivables 41,562 64,051 Escrow accounts 410,312 220,471 Reserve accounts 720,353 409,159 Deferred costs, net of accumulated amortization of $1,061,649 and $1,025,998 1,178,704 1,017,720 Prepaid expenses and other assets 444,721 306,803 ------------ ------------ 4,363,796 3,063,673 ----------- ----------- Total Assets $ 27,483,410 $ 26,483,003 ============ ============ LIABILITIES AND PARTNERS' CAPITAL Liabilities applicable in investment in rental property Mortgage payable $ 21,293,637 $ 20,081,080 Other liabilities Accounts payable 70,885 102,478 Tenant security deposits 175,205 162,052 Accrued expenses and other liabilities 489,485 381,688 ------------ ------------ Total Liabilities 22,029,212 20,727,298 ---------- ---------- Partners' Capital Limited Partners 6,624,032 6,900,386 General Partners (1,169,834) (1,144,681) ------------ ------------ Total Partners' Capital 5,454,198 5,755,705 ------------ ------------ Total Liabilities and Partners' Capital $ 27,483,410 $ 26,483,003 ============ ============
See notes to Consolidated Financial Statements. CONSOLIDATED STATEMENTS OF CASH FLOWS ------------------------------------------------------------------------------------------------------------------ For the Three Months Ended March 31, 1996 and 1995 (Unaudited) 1996 1995 ------------------------------------------------------------------------------------------------------------------ Cash flows from operating activities: Net loss $ (251,527) $ (166,464) Adjustments to reconcile net loss to net cash provided (used) by operating activities: Depreciation and amortization 428,389 434,499 Changes in assets and liabilities: Increase in tenant security deposits - funded (12,940) (73,421) Decrease in accounts receivable and other receivables 22,489 4,605 Increase in escrow accounts (189,841) (156,180) (Increase) decrease in prepaid expenses and other assets (137,919) 52,343 (Decrease) increase in accounts payable (31,593) 3,132 Increase in tenant security deposits 13,153 10,317 Increase in accrued expenses and other liabilities 107,796 70,301 --------------------- Net cash provided (used) by operating activities (51,993) 179,132 Cash flows from investing activities: Additions to buildings and improvements (93,021) (132,252) Increase in reserve accounts (311,194) (26,290) ------------ ----------- Net cash used in investing activities (404,215) (158,542) Cash flows from financing activities: Principal payments on mortgage (1,487,443) (155,026) Proceeds from new mortgage financing 2,700,000 - Increase to deferred finance cost (196,634) - Cash distributions paid to partners (49,980) (49,980) ------------ ------------ Net cash used in financing activities 965,943 (205,006) ------------ ------------ Net decrease in cash and cash equivalents 509,735 (184,416) Cash and cash equivalents, beginning 907,734 923,214 ---------- ------------ Cash and cash equivalents, end $ 1,417,469 $ 738,798 =========== ============ Supplemental disclosure of cash flow information: Cash paid for interest $ 480,248 $ 477,501 ========== ============
See notes to Consolidated Financial Statements. CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL ----------------------------------------------------------------------------------------------------------------------- Units of For the Three Months Ended Limited General Limited March 31, 1996 and 1995 Partnership Partners' Partners' Total (Unaudited) Interest Capital Capital Capital ----------------------------------------------------------------------------------------------------------------------- Balance, December 31, 1995 23,139 $(1,144,681) $ 6,900,386 $ 5,755,705 Net loss (25,153) (226,374) (251,527) Partner distributions - (49,980) (49,980) ------------ -------------- ----------- ----------- Balance, March 31, 1996 23,139 $(1,169,834) $ 6,624,032 $ 5,454,198 ========= =========== =========== =========== Balance, December 31, 1994 23,139 (1,113,568) 7,330,343 6,216,775 Net loss (16,646) (149,818) (166,464) Partner distributions - (49,980) (49,980) ---------- ------------- ---------- ---------- Balance, March 31, 1995 23,139 (1,130,214) 7,130,545 6,000,331 ======== ========== ========== ==========
See notes to Consolidated Financial Statements. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 1996 1. GENERAL The accompanying financial statements, footnotes and discussions should be read in conjunction with the financial statements, related footnotes and discussions contained in the Partnership's Annual Report for the year ended December 31, 1995. The financial information contained herein is unaudited. In the opinion of management, all adjustments necessary for a fair presentation of such financial information have been included. All adjustments are of a normal recurring nature. The balance sheet at December 31, 1995 was derived from audited financial statements at such date. The results of operations for the three months ended March 31, 1996 and 1995 are not necessarily indicative of the results to be expected for the full year. 2. MORTGAGE PAYABLE In January 1996, the loan encumbering the Partnership's Sunflower Apartments property was refinanced. The new loan in the principal amount $2,700,000 bears interest at 7.46% per annum, requires monthly principal and interest payments of $18,085 and matures on February 11, 2026. The Partnership received net proceeds of approximately $1,200,000 after paying off the former mortgage. Of the net refinancing proceeds, $900,000 was used to pay off the second mortgage on the Stratford Place Apartments, whose mortgage matures on May 1, 1996. 3. RELATED PARTY TRANSACTIONS The total management fees paid to Winthrop Management, an affiliate of WFA, for managing the Partnership's four properties for the quarter ended March 31, 1996 was $82,250. The property management fee for each property is calculated as 5.0% of the property's gross collections for the quarter. Item 2 Management's Discussion and Analysis or Plan of Operation --------------------------------------------------------- This Item should be read in conjunction with the financial statements and other items contained elsewhere in the report. Liquidity and Capital Resources The Partnership receives rental income from its properties and is responsible for operating expenses, administrative expenses, capital improvements and debt service payment. The Partnership's properties are leased to tenants pursuant to leases with original terms ranging from three to fourteen months. The level of liquidity based on cash and cash equivalents experienced a $509,735 increase at March 31, 1996 as compared to December 31, 1995. The increase is attributable to approximately $1,200,000 of art proceeds received by the Partnership from the refinancing of its Sunflower Apartments property (described below) which was only partially offset by cash distributions to partners and cash used for capital improvements (investing activities). Also, net refinancing proceeds of $900,000 were used to pay off the second mortgage on Stratford Place Apartments. On January 25, 1996, the loan encumbering the Partnership's Sunflower Apartments property was refinanced. The new loan is in the principal amount of $2,700,000, bears interest at 7.46% per annum and matures on February 11, 2026. The fixed monthly rental payment of interest and principal of $18,805 is a significant decrease from the $47,893 required under the previous loan. Two of the markets in which the Partnership's properties are located, Dallas, Texas (Sunflower) and Gaithersburg, Maryland (Stratford Place), are currently stable. The submarket of Jacksonville, Florida (Meadow Wood) has weakened somewhat and competition in the Montgomery, Alabama market (Stratford Village) has increased with the addition of over 1,000 new apartment units to the market in the last few years. The Partnership continues to make capital improvements to the properties to enhance their competitiveness within their markets. The Partnership spent approximately $93,000 on capital improvement during the first quarter of 1996 which were funded from operating revenue and replacement reserves held by the mortgage lenders. The Partnership invests its working capital reserves in a money market account or repurchase agreements secured by United States Treasury obligations. The Managing General Partner believes that, if market conditions remain relatively stable, cash flow from operations, when combined with working capital reserves will be sufficient to fund required capital improvements and regular debt service payments in the near future and maintain quarterly distribution levels. Results of Operations Operating results before other expenses improved by $4,772 for the three months ended March 31, 1996 as compared to the same period in 1995 due to a decrease in operating expenses of $11,251 which was only partially offset by a decrease in income of $6,479. Income decreased by $6,479 for the three months ended March 31, 1996 as compared to 1995 due to a decrease in rental income which was partially offset by an increase in interest income and other income. The decrease in rental income was due to a decrease in overall occupancy at the Partnership's properties for the period ended March 31, 1996. Operating expenses decreased by $11,251 for the three months ended March 31, 1996 as compared to 1995 primarily due to decreases in leasing, general and administrative and repair and maintenance expenses which were partially offset by increases in utility charges and taxes. PART II - OTHER INFORMATION ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K a) Exhibit 27, Financial Data Schedule, is filed as an exhibit to this report. b) Reports on Form 8-K: No report on Form 8-K was filed during the period. 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 By: /s/ Michael L. Ashner Michael L. Ashner Chief Executive Officer By: /s/ Edward V. Williams Edward V. Williams Chief Financial Officer EX-27 2 ART.5 FDS FOR 1ST QTR 10-QSB
5 This schedule contains summary financial information extracted from unaudited financial statements for the three month period ending March 31, 1996 and is qualified in its entirety by reference to such financial statements 0000722565 WINTHROP GROWTH INVESTROS 1 LIMITED PARTNERSHIP 1 U.S. Dollars 3-MOS DEC-31-1996 JAN-01-1996 MAR-31-1996 1 1,417,469 0 41,562 0 0 1,459,031 41,867,143 (18,747,529) 27,483,410 560,370 0 0 0 0 5,454,198 27,483,410 0 1,654,555 0 0 1,425,834 0 480,248 0 0 0 0 0 0 (251,527) (9.78) 00.00
-----END PRIVACY-ENHANCED MESSAGE-----