-----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, QOGCdMVN85fVQTtca95gfrf+ajGtgJCzXQ/JfrzM+LBC66mcnb/hJHkU164egtgA f+EmGuV13qkbc3rOArsE8A== 0000725614-97-000002.txt : 19971111 0000725614-97-000002.hdr.sgml : 19971111 ACCESSION NUMBER: 0000725614-97-000002 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971110 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONSOLIDATED CAPITAL PROPERTIES V CENTRAL INDEX KEY: 0000725614 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 942918560 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-13083 FILM NUMBER: 97712050 BUSINESS ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLZ STREET 2: POST OFFICE BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 8032391000 MAIL ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLAZA STREET 2: PO BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 10QSB 1 FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 QUARTERLY OR TRANSITIONAL REPORT U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1997 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from.........to......... Commission file number 0-13083 CONSOLIDATED CAPITAL PROPERTIES V (Exact name of small business issuer as specified in its charter) California 94-2918560 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) One Insignia Financial Plaza, P.O. Box 1089 Greenville, South Carolina 29602 (Address of principal executive offices) (864) 239-1000 Issuer's telephone number Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 a) CONSOLIDATED CAPITAL PROPERTIES V CONSOLIDATED BALANCE SHEET (Unaudited) (in thousands, except unit data) September 30, 1997 Assets Cash and cash equivalents: Unrestricted $ 588 Restricted - tenant security deposits 65 Investments 104 Accounts receivable 58 Escrows for taxes 134 Restricted escrows 716 Other assets 323 Investment properties: Land $ 1,969 Buildings and related personal property 18,797 20,766 Less accumulated depreciation (13,780) 6,986 $ 8,974 Liabilities and Partners' Deficit Liabilities Accounts payable $ 236 Tenant security deposits 65 Accrued taxes 312 Other liabilities 124 Mortgage notes payable 11,183 Partners' Deficit General partner $ (20) Special limited partners (53) Limited partners (180,037 units issued and 179,617 outstanding) (2,873) (2,946) $ 8,974 See Accompanying Notes to Consolidated Financial Statements b) CONSOLIDATED CAPITAL PROPERTIES V CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except unit data) Three Months Ended Nine Months Ended September 30, September 30, 1997 1996 1997 1996 Revenues: Rental income $ 1,048 $ 1,008 $ 3,170 $ 2,992 Other income 45 27 156 124 Total revenues 1,093 1,035 3,326 3,116 Expenses: Operating 377 343 1,143 1,099 General and administrative 39 60 125 196 Maintenance 134 139 466 379 Depreciation 278 286 816 853 Interest 204 233 614 726 Property taxes 104 96 305 272 Total expenses 1,136 1,157 3,469 3,525 Loss before loss on disposal of property and extraordinary item (43) (122) (143) (409) Loss on disposal of property (40) -- (40) -- Loss before extraordinary item (83) (122) (183) (409) Extraordinary loss on refinancing -- (22) -- (22) Net loss $ (83) $ (144) $ (183) $ (431) Net loss allocated to general partner (.2%) $ -- $ -- $ -- $ (1) Net loss allocated to limited partners (99.8%) (83) (144) (183) (430) Net loss $ (83) $ (144) $ (183) $ (431) Per limited partnership unit: Loss before extraordinary item $ (.46) $ (.68) $(1.02) $(2.27) Extraordinary item -- (.12) -- (.12) Net loss $ (.46) $ (.80) $(1.02) $(2.39) See Accompanying Notes to Consolidated Financial Statements c) CONSOLIDATED CAPITAL PROPERTIES V CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT (Unaudited) Limited Special Partnership General Limited Limited Units Partner Partners Partners Total Original capital contributions 180,037 $ 1 $ -- $45,009 $45,010 Partners deficit at December 31, 1996 179,617 $ (20) $ (54) $(2,689) $(2,763) Amortization of timing difference (Note D) -- -- 1 (1) -- Net loss for the nine months ended September 30, 1997 -- -- -- (183) (183) Partners' deficit at September 30, 1997 179,617 $ (20) $ (53) $(2,873) $(2,946) See Accompanying Notes to Consolidated Financial Statements d) CONSOLIDATED CAPITAL PROPERTIES V CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands) Nine Months Ended September 30, 1997 1996 Cash flows from operating activities: Net loss $ (183) $ (431) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation 816 853 Amortization of lease commission, discounts, loan costs and debt forgiveness (15) 69 Loss on disposal of property 40 -- Extraordinary loss on refinancing -- 22 Change in accounts: Restricted cash 28 9 Accounts receivable (28) (7) Escrows for taxes 103 9 Other assets (59) 18 Tenant security deposit liabilities (30) (16) Accounts payable 155 (216) Accrued taxes (94) (26) Other liabilities (23) (39) Net cash provided by operating activities 710 245 Cash flows from investing activities: Property improvements and replacements (551) (155) Deposits to restricted escrows (109) (213) Receipts from restricted escrows 297 -- Proceeds from sale of investments -- 100 Dividend received on investments 4 -- Net cash used in investing activities (359) (268) Cash flows from financing activities: Payments on mortgage notes payable (44) (120) Repayment of mortgage note payable -- (2,925) Proceeds from long-term borrowing -- 2,800 Loan costs paid (9) (102) Prepayment penalty -- (22) Net cash used in financing activities (53) (369) Net increase (decrease) in unrestricted cash and cash equivalents 298 (392) Unrestricted cash and cash equivalents at beginning of period 290 1,078 Unrestricted cash and cash equivalents at end of period $ 588 $ 686 Supplemental disclosure of cash flow information: Cash paid for interest $ 658 $ 729 See Accompanying Notes to Consolidated Financial Statements e) CONSOLIDATED CAPITAL PROPERTIES V NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE A - BASIS OF PRESENTATION The accompanying unaudited financial statements of Consolidated Capital Properties V (the "Partnership" or the "Registrant") have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of ConCap Equities, Inc. (the "General Partner" or "CEI"), all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 1997, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 1997. For further information, refer to the financial statements and footnotes thereto included in the Partnership's annual report on Form 10-KSB for the fiscal year ended December 31, 1996. NOTE B - TRANSACTIONS WITH RELATED PARTIES The Partnership has no employees and is dependent on the General Partner and its affiliates for the management and administration of all of the Partnership activities, as provided for in the Partnership Agreement. The Partnership pays property management fees based upon collected gross rental revenues for property management services. Property management fees of approximately $153,000 and $152,000 were paid to affiliates of the General Partner for each of the nine months ended September 30, 1997 and 1996, respectively. These fees are included in operating expenses. The Partnership Agreement also provides for reimbursement to the General Partner and its affiliates for costs incurred in connection with the administration of Partnership activities. Reimbursements for services of affiliates of approximately $166,000 and $116,000 were paid to the General Partner and its affiliates during each of the nine months ended September 30, 1997 and 1996, respectively. Included in these numbers are approximately $14,000 and $2,000 of construction oversight costs for the nine months ended September 30, 1997 and 1996, respectively. Also included in reimbursements for services of affiliates for the nine months ended September 30, 1997, is approximately $72,000 for lease commissions. For the period from January 1, 1996, to August 31, 1997, the Partnership insured its properties under a master policy through an agency and insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the master policy. The agent assumed the financial obligations to the affiliate of the General Partner who receives payment on these obligations from the agent. The amount of the Partnership's insurance premiums that accrued to the benefit of the affiliate of the General Partner by virtue of the agent's obligations was not significant. NOTE C - COMMITMENT The Partnership is required to maintain working capital reserves for normal repairs, replacements, working capital and contingencies of not less than 5% of Net Invested Capital, as defined in the Partnership Agreement. In the event expenditures are made from these reserves, operating revenue shall be allocated to such reserves to the extent necessary to maintain the foregoing level. Cash and cash equivalents, tenant security deposits and investments totaling approximately $757,000, are less than the reserve requirement of approximately $1,761,000 at September 30, 1997. The Partnership intends to replenish the working capital reserve from cash flow from operations after consideration of any capital improvement needs of the properties. The Partnership's recent cash flows from operations, however, have not been sufficient to replenish the reserve and there is no assurance that future levels of cash flow from operations will be adequate to accomplish this objective. The working capital requirement must be met prior to any consideration for distributions to the partners. NOTE D - CHANGE IN STATUS OF NON-CORPORATE GENERAL PARTNER In the year ended December 31, 1991, the Partnership Agreement was amended to convert the General Partner interests held by the non-corporate General Partner, Consolidated Capital Group ("CCG"), to that of a special limited partner ("Special Limited Partners"). The Special Limited Partners do not have a vote and do not have any of the other rights of a Limited Partner except the right to inspect the Partnership's books and records; however, the Special Limited Partners will retain the economic interest in the Partnership which they previously owned as general partner. CEI became the sole general partner of the Partnership effective December 31, 1991. In connection with CCG's conversion, a special allocation of gross income was made to the Special Limited Partners in order to eliminate their tax basis negative capital accounts. After the conversion, the various owners of interests in the Special Limited Partners transferred portions of their interests to CEI so that CEI now holds a .2% interest in all allocable items of income, loss and distribution. The difference between the Special Limited Partners' capital accounts for financial statement and tax reporting purposes is being amortized as the components of the timing differences which created the balance reverse. NOTE E - DEBT RESTRUCTURING The Partnership restructured the mortgage debt secured by the 51 North High Street Building and made a principal prepayment (without penalty) of $700,000 in January 1996. In addition to this payment, the lender reduced the note's face amount by an additional $700,000 and the stated interest rate of the note was reduced from 13.5% to 9%. The maturity date of June 1, 2004, was unchanged. The debt restructuring was accounted for as a modification of terms. The total future cash payments under the restructured loan exceed the carrying value of the loan as of the date of restructure. Consequently, the carrying amount of the loan was reduced only by the $700,000 principal prepayment actually paid with no gain being recognized on the restructuring. Interest on the restructured debt accrues at an imputed rate of 4%, the rate required to equate the present value of the total future cash payments under the new terms to the carrying amount of the loan at the date of restructure. NOTE F - REFINANCING OF MORTGAGE NOTES PAYABLE In September 1996, the mortgage note encumbering Sutton Place Apartments was refinanced. Under the terms of the refinancing agreement, the new $2,800,000 mortgage note, which bears interest at 9.125% and matures in October 2003, replaced the previous mortgage note of approximately $2,200,000, which carried a stated interest rate of 10.25%. As a result of the refinancing, the Partnership realized a $22,000 prepayment penalty resulting in an extraordinary loss on refinancing. In November 1996, the Partnership refinanced the mortgage encumbering Aspen Ridge Apartments. The total mortgage indebtedness of approximately $5,016,000 on the previous note was carried at a stated interest rate of 9.88%. The new mortgage indebtedness of $5,750,000 carries a stated interest rate of 7.33%, with a balloon payment due November 1, 2003. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION The Partnership's investment properties consist of two apartment complexes and one commercial property. The following table sets forth the average occupancy of the properties for the nine months ended September 30, 1997 and 1996: 1997 1996 Aspen Ridge Apartments Chicago, Illinois 95% 94% Sutton Place Apartments Corpus Christi, Texas 95% 93% 51 North High Street Building Columbus, Ohio 94% 89% The increase in occupancy at Aspen Ridge Apartments is primarily due to rental concessions offered during 1996, which increased occupancy throughout 1996 and the first nine months of 1997. The increase in occupancy at Sutton Place Apartments resulted from additional military troops being re-located to Corpus Christi, as well as improved curb appeal of the property. The improved appeal resulted from the exterior building improvements completed at the property. The increase in occupancy at the 51 North High Street Building is due to existing tenants leasing additional space and the addition of a new tenant. The Partnership realized a net loss of approximately $83,000 and $183,000 for the three and nine months ended September 30, 1997, respectively, compared to a net loss of approximately $144,000 and $431,000 for the three and nine months ended September 30, 1996, respectively. The decrease in the net loss resulted primarily from increased rental income and other income and decreased general and administrative, depreciation and interest expenses. These decreased expenses were partially offset by increased maintenance and operating expenses. Rental income increased due to rental rate increases at the Partnership's investment properties and due to higher occupancy levels at all of the Partnership's investment properties, as discussed above. Other income increased due to increases in interest income. Interest income increased primarily as a result of interest earned on the capital improvement escrows for the Aspen Ridge Apartments. General and administrative costs decreased due to decreased audit and tax return fees due to additional fees in 1996 in connection with the sale of Fourth and Race Tower in December 1995. General and administrative fees were further reduced by a decrease in legal costs resulting from additional legal fees in 1996 relating to the loan modification of the 51 North High Street Building (See "Note E"). The decrease in interest expense is due to a principal payment of $700,000 on the debt secured by the 51 North High Street Building in January 1996. Additionally, the interest rate on the debt was reduced. Also, the mortgage notes secured by Sutton Place Apartments and Aspen Ridge Apartments were refinanced during the third and fourth quarters of 1996, respectively, at lower interest rates (See "Note F"). The decrease in depreciation expense is primarily due to assets totaling approximately $5,000,000 becoming fully depreciated in 1996. The increase in maintenance expense is primarily due to the exterior building improvements and parking lot repairs project at Sutton Place Apartments and flooring repairs to replace damaged tile floors at the Aspen Ridge Apartments. The increase in operating expenses is primarily due to an increase in referral fees and concessions at Sutton Place Apartments in order to attract the additional military personnel that relocated there. The decreased net loss for the three and nine months ended September 30, 1997, is partially offset by a loss of approximately $40,000 on the disposition of property due to roof replacements at the Aspen Ridge Apartments in September 1997. An extraordinary loss of approximately $22,000 on refinancing of the mortgage note encumbering Sutton Place Apartments (See "Note F") in the third quarter of 1996 partially offset this loss on disposition of property. This extraordinary loss is due to pre-payment penalties. Included in maintenance expense for the nine months ended September 30, 1997, is approximately $96,000 of major repairs and maintenance comprised primarily of gutter repairs, exterior building improvements and exterior painting at Sutton Place Apartments. For the nine months ended September 30, 1996, approximately $19,000 of major repairs and maintenance comprised primarily of exterior building improvements and major landscaping, are included in maintenance expense. As part of the ongoing business plan of the Partnership, the General Partner monitors the rental market environment of each of its investment properties to assess the feasibility of increasing rents, maintaining or increasing occupancy levels and protecting the Partnership from increases in expenses. As part of this plan, the General Partner attempts to protect the Partnership from the burden of inflation-related increases in expenses by increasing rents and maintaining a high overall occupancy level. However, due to changing market conditions, which can result in the use of rental concessions and rental reductions to offset softening market conditions, there is no guarantee that the General Partner will be able to sustain such a plan. At September 30, 1997, the Partnership held unrestricted cash and cash equivalents of approximately $588,000 compared to approximately $686,000 at September 30, 1996. Net cash provided by operating activities increased due to (1) the timing of withdrawals from tax escrows, (2) the timing of payment of operating expenses out of accounts payable, and (3) the decreased net loss, as discussed above. Net cash used in investing activities increased primarily due to an increase in property additions at the Aspen Ridge Apartments for the roof replacements and for the installation of an alarm system. There was also an increase in property additions at the Sutton Place Apartments for exterior capital improvements to the property. This increase in property additions was partially offset by receipts from the capital improvement escrow for capital improvements. Net cash used in financing activities decreased as a result of the non-recurring nature of the $700,000 debt reduction on the debt secured by 51 North High Street Building during January 1996 (see "Note E"). These uses of cash were somewhat offset by the net refinancing proceeds received on the debt secured by Sutton Place Apartments. Loan costs of approximately $102,000 were incurred during the nine months ended September 30, 1996, relating to the refinancing of the debt secured by Sutton Place Apartments. Additionally, in 1996, the Partnership incurred $22,000 in pre-payment penalties. The Partnership incurred an additional $9,000 of loan costs in 1997 related to the refinance of the mortgage debt secured by Aspen Ridge Apartments in November 1996 (see "Note F"). The sufficiency of existing liquid assets to meet future liquidity and capital expenditure requirements is directly related to the level of capital expenditures required at the properties to adequately maintain the physical assets and other operating needs of the Partnership. Such assets are currently thought to be sufficient for any near-term needs of the Partnership. The mortgage indebtedness of approximately $11,183,000 matures from October 2003 until June 2004 with balloon payments of $10,446,000 due at maturity, at which time the properties will either be sold or the mortgages refinanced. Future cash distributions will depend on the levels of net cash generated from operations, capital expenditure requirements, property sales and the availability of cash reserves. During the nine months ended September 30, 1997, and September 30, 1996, no distributions were declared or paid. PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a)Exhibits. Exhibit 27, Financial Data Schedule, is filed as an exhibit to this report. (b)Reports on Form 8-K. None filed during the quarter ended September 30, 1997. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CONSOLIDATED CAPITAL PROPERTIES V By: CONCAP EQUITIES, INC. General Partner By: /s/William H. Jarrard, Jr. William H. Jarrard, Jr. President By: /s/Ronald Uretta Ron Uretta Vice President/Treasurer Date: November 10, 1997 EX-27 2
5 This schedule contains summary financial information extracted from Consolidated Capital Properties V 1997 Third Quarter 10-QSB and is qualified in its entirety by reference to such 10-QSB filing. 0000725614 CONSOLIDATED CAPITAL PROPERTIES V 1,000 9-MOS DEC-31-1997 SEP-30-1997 588 0 58 0 0 0 20,766 13,780 8,974 0 11,183 0 0 0 (2,946) 8,974 0 3,326 0 0 3,469 0 614 (183) 0 (183) 0 0 0 (183) (1.02) 0 Registrant has an unclassified balance sheet. Multiplier is 1.
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