-----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, GYmoehwiS0khop6AI1N+SbK5c+vfHmWOKdKHiPTAcSAkwpCsemXvmFIs0fnJ1K52 5nfLn9WHiUL8BC5smgLpsw== 0000755869-95-000011.txt : 19951119 0000755869-95-000011.hdr.sgml : 19951119 ACCESSION NUMBER: 0000755869-95-000011 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: GLENBOROUGH PENSION INVESTORS CENTRAL INDEX KEY: 0000755869 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 330058349 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-13448 FILM NUMBER: 95592988 BUSINESS ADDRESS: STREET 1: 400 S EL CAMINO REAL STE 1100 CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 4153439300 MAIL ADDRESS: STREET 1: 400 S EL CAMINO REAL STE 1100 CITY: SAN MATEO STATE: CA ZIP: 94402 FORMER COMPANY: FORMER CONFORMED NAME: OUTLOOK PENSION INVESTORS DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: AUGUST PENSION INVESTORS DATE OF NAME CHANGE: 19890815 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 1995 OR [ ] 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 0-13448 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP -------------------------------------------------------------- (Exact name of Registrant as specified in its charter) California 33-0058349 --------------------------- --------------- (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 400 South El Camino Real, Suite 1100 94402-1708 San Mateo, California ------------ ---------------------------------- (Zip Code) (Address of principal executive offices) (415) 343-9300 ----------------------------------- (Registrant's telephone number) 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 ---- ---- Total number of units outstanding as of September 30, 1995: NO EXHIBIT INDEX REQUIRED Page 1 of 16 PART I. FINANCIAL INFORMATION Item 1. Financial Statements GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Consolidated Balance Sheets (in thousands, except units outstanding) (Unaudited) September 30, December 31, 1995 1994 Assets --------- ------------ ------- Real estate investments: Land $ 8,312 $ 6,456 Buildings and improvements, net of accumulated depreciation of $1,993 and $1,366 in 1995 and 1994, respectively 14,849 12,958 -------- -------- Net real estate investments 23,161 19,414 Cash and cash equivalents 208 382 Accounts receivable 145 106 Prepaid expenses and other assets, net of accumulated amortization of $276 and $129 in 1995 and 1994, respectively 983 510 -------- -------- Total assets $ 24,497 $ 20,412 ======== ======== Liabilities and Partners' Equity (Deficit) ------------------------- Accounts payable $ 170 $ 40 Accrued expenses 775 519 Note payable 4,000 - -------- -------- Total liabilities 4,945 559 Partners' equity (deficit): General Partner (57) (55) Limited Partners - 118,942 limited partnership units outstanding 19,609 19,908 -------- -------- Total partners' equity 19,552 19,853 -------- -------- Total liabilities and partners' equity $ 24,497 $ 20,412 ======== ======== See accompanying notes to consolidated financial statements. Page 2 of 16 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Statements of Operations (in thousands, except per unit amounts) (Unaudited) Nine Months Three Months Ended Ended September 30, September 30, --------------- --------------- 1995 1994 1995 1994 Revenues: Rental revenue $ 3,973 $ 3,152 $ 1,316 $ 1,061 Interest and other - - - (15) ----- ----- ----- ----- Total revenues 3,973 3,152 1,316 1,046 ----- ----- ----- ----- Expenses: Operating (including $732 and $647 paid to affiliates in the nine months ended September 30, 1995 and 1994, respectively) 2,152 1,722 695 560 General and administrative (including $194 and $163 paid to affiliates in the nine months ended September 30, 1995 and 1994, respectively) 287 265 94 75 Depreciation and amortization 774 543 284 197 Interest 300 - 111 (14) Other (including $40 paid to affiliates in the nine months ended September 30, 1995) 86 - - - ----- ----- ----- ---- Total expenses 3,599 2,530 1,184 826 ----- ----- ----- ----- Other: Gain on restructure - 8 - 8 ----- ----- ----- ----- Net income $ 374 $ 630 $ 132 $ 236 ===== ===== ===== ===== Net income per limited partnership unit $ 3.11 $ 5.25 $ 1.10 $ 1.96 ===== ===== ===== ===== Distributions per limited partnership unit: From net income $ 3.11 $ 5.00 $ 1.10 $ 1.88 Representing return of capital 2.51 - .78 - ----- ----- ----- ----- Total distributions per limited partnership unit: $ 5.62 $ 5.00 $ 1.88 $ 1.88 ===== ===== ===== ===== See accompanying notes to consolidated financial statements. Page 3 of 16 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Consolidated Statements of Partners' Equity (Deficit) (in thousands) For the nine months ended September 30, 1995 and 1994 (Unaudited) Total General Limited Partners' Partner Partners Equity --------- --------- -------- Balance at December 31, 1993 $ (56) $ 19,874 $ 19,818 Distributions (6) (595) (601) Net income 6 624 630 -------- -------- -------- Balance at September 30, 1994 $ (56) $ 19,903 $ 19,847 ======== ======== ======== Balance at December 31, 1994 $ (55) $ 19,908 $ 19,853 Distributions (6) (669) (675) Net income 4 370 374 -------- -------- -------- Balance at September 30, 1995 (57) 19,609 19,552 ======== ======== ======== See accompanying notes to consolidated financial statements. Page 4 of 16 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Consolidated Statements of Cash Flows (in thousands) (Unaudited) Nine months ended September 30, -------------------- 1995 1994 ----- ----- Cash flows provided by operating activities: Net income $ 374 $ 630 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 774 543 Other expenses 86 (8) Changes in certain assets and liabilities: Accounts receivable (39) (3) Prepaid expenses and other assets (685) (294) Accounts payable 130 - Accrued expenses 256 -------- -------- Total adjustments 522 344 -------- -------- Net cash provided by operating activities 896 974 -------- -------- Cash flows used for investing activities: Acquisitions of and additions to real estate (507) (234) -------- -------- Net cash used for investing activities (507) (234) -------- -------- Cash flows used for financing activities: Distributions paid to partners (675) (601) Note payable principal payments (3,908) - Proceeds from refinancing 4,000 - Distribution from acquired property 20 - -------- -------- Net cash used for financing activities (563) (601) -------- -------- Net increase (decrease) in cash and cash equivalents (174) 130 Cash and cash equivalents at beginning of period 382 271 -------- -------- Cash and cash equivalents at end of period $ 208 $ 401 ======== ======== Supplemental disclosure of cash flow information: Cash paid for interest $ 264 $ - ======== ======== -continued- See accompanying notes to consolidated financial statements. Page 5 of 16 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Consolidated Statements of Cash Flows (in thousands) (Unaudited) Nine months ended September 30, -------------------- 1995 1994 ----- ----- Supplemental disclosure of non cash investing and financing activities: Acquisition of real estate through foreclosure and assumption of first trust deed note payable $ 3,908 $ - ======== ======== See accompanying notes to consolidated financial statements. Page 6 of 16 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Notes to Consolidated Financial Statements September 30, 1995 (Unaudited) Note 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING ----------------------------------------------------- POLICIES -------- In the opinion of Glenborough Realty Corporation, the managing General Partner, the accompanying unaudited financial statements contain all adjustments (consisting of only normal accruals) necessary to present fairly the financial position of Glenborough Pension Investors, A California Limited Partnership (the "Partnership") as of September 30, 1995 and December 31, 1994, the related statements of operations for the nine and three months ended September 30, 1995 and 1994, and the changes in partners' equity and cash flows for the nine months ended September 30, 1995 and 1994. Note 2. REFERENCE TO 1994 AUDITED FINANCIAL STATEMENTS ---------------------------------------------- These unaudited financial statements should be read in conjunction with the Notes to Consolidated Financial Statements included in the 1994 audited financial statements. Note 3. TRANSACTIONS WITH AFFILIATES ---------------------------- In accordance with the limited partnership agreement, the Partnership paid the General Partner and its affiliates compensation for services provided to the Partnership. Glenborough Corporation and Glenborough Hotel Group ("Glenborough"), affiliates of Glenborough Realty Corporation, have been compensated for property management services. Included in operating expenses for the nine months ended September 30, 1995 and 1994 are the following amounts paid to Glenborough: September 30, September 30, 1995 1994 -------- -------- Property management fees $ 130,000 $ 78,000 Property salaries (reimbursed) 87,000 35,200 Hotel management fees 66,000 59,500 Hotel salaries (reimbursed) 369,000 335,400 Property administrative services 80,000 139,200 The Partnership also pays Glenborough for direct expenses plus a fee of 1% of assets for asset management services, general and administrative costs and services provided to the Partnership such as accounting, investor services, duplicating, office supplies, and other administrative services. The Partnership also pays Glenborough Corporation for legal costs. Glenborough was paid $194,000 and $163,000 by the partnership for these expensesintheninemonthsendedSeptember30,1995and1994,respectively. Page 7 of 16 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Notes to Consolidated Financial Statements September 30, 1995 (Unaudited) In accordance with the partnership agreement, the General Partner is entitled to a 1.00% refinancing fee. The Partnership paid Glenborough Realty Corporation $40,000 in association with the refinance of the Summerbreeze loan as discussed in Note 4. This amount is included on the Partnership's 1995 statement of operations as a portion of "other expenses". Note 4. PROPERTY ACQUISITION -------------------- On January 12, 1995, the Partnership acquired a property, Summerbreeze Apartments (the "Property") (formerly owned by Glenfed Summerbreeze Investors, Ltd., a California Limited Partnership ("Summerbreeze Investors") by a deed-in-lieu of foreclosure. Prior to January 12, 1995, the Partnership held a note secured by a second deed of trust on the Property and an unsecured note with unpaid balances of principal and accrued interest as of September 30, 1993 aggregating approximately $1,159,000. Prior to the acquisition, no accounting recognition had been given to the second trust deed loan secured by the Summerbreeze property and held by the Partnership. No consideration was given by the Partnership to obtain the loan, therefore the Partnership had no basis as measured by Generally Accepted Accounting Principals. The Property was also encumbered by a first deed of trust. Because the amount of the Summerbreeze Investors partnership's total debt was approximately equal to the value of its assets, the partnership had little or no net worth. Since the limited partners of Summerbreeze Investors elected not to contribute any capital to pay for new financing, they agreed to give a deed-in-lieu of foreclosure to the Partnership in exchange for $150,000. The Partnership recorded the property basis at the balance of the first trust deed note plus the $150,000 paid in cash. The Partnership immediately began seeking new financing for the Property while continuing to make payments on the first deed of trust which matured on September 1, 1994 and was now in default. The Partnership was informed by the first deed of trust lender (Calfed Bank) that they were attempting to reduce their commercial loan portfolio in accordance with federal regulations, and that they therefore would not extend the loan and in fact had scheduled a foreclosure sale to occur on March 29, 1995. The General Partner had previously obtained a "term sheet" from a San Francisco bank to provide the necessary financing to retire the Calfed loan. However, on March 24, 1995, the San Francisco bank advised the General Partner that an additional two weeks of time was needed to close the loan, and there was no assurance of closing. Given the foreclosure date of March 29, this approach Page 8 of 16 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Notes to Consolidated Financial Statements September 30, 1995 (Unaudited) clearly was no longer viable, and the Partnership was facing the possible loss of the property. On March 28, 1995, the Partnership obtained short-term financing from two sources to payoff Calfed. GPA West, a subsidiary of a partnership whose general partner is also Glenborough Realty Corporation, loaned the Partnership $1,908,000, secured by a first deed of trust on the Property. In addition, the Partnership obtained a short-term $2,000,000 bank loan, guaranteed personally by Robert Batinovich and Glenborough Realty Corporation, and secured by a second deed of trust on the Property and a collateral assignment of the Partnership's mortgage on Park Center. On May 18, 1995, the debt was totally refinanced with a $4,000,000 first mortgage loan from Wells Fargo Bank, which is additionally secured by a mortgage on the Park 100 buildings. This loan matures on May 15, 1996, and bears interest at prime plus 2.00%. The Partnership paid an initial loan fee of 1.00% and will pay an additional 1.00% fee if the loan has not been paid off by November 17, 1995. During negotiations with Calfed, $46,000 in costs were incurred by Calfed and the Partnership in association with the potential foreclosure proceedings, which the Partnership agreed to incur. These costs are categorized as other expense, along with the 1.00% refinancing fee in the amount of $40,000 paid to Glenborough and discussed in Note 3, on the Partnership's 1995 statement of operations. The acquisition of this property affects the comparability of operating results between 1995 and prior periods. Note 5. OTHER INFORMATION ----------------- The Partnership has been named in a Registration Statement proposing a consolidation by merger of several entities, which has been filed with the Securities and Exchange Commission. In that regard, as of September 30, 1995, the Partnership has advanced $645,300 and accrued $188,000 (the aggregate of which is included in prepaid expenses and other assets) toward its pro rata share of the transaction costs associated with the consolidation. In the event the proposal is not approved by the Partnership's limited partners, and the consolidation goes forward with any of the other entities, the amounts advanced will be fully reimbursed by an affiliate of the general partners of the Partnership. If the Consolidation, itself, does not go forward with any of the other entities, the Partnership will bear a proportion of the transaction costs based upon the number of limited partners who voted for approval of the transaction as Page 9 of 16 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Notes to Consolidated Financial Statements September 30, 1995 (Unaudited) compared to those who dissented or abstained. The solicitation materials (incorporated by reference to Form S-4, Registration Statement #33-83506 for Glenborough Realty Trust Incorporated), were mailed to the investors on October 29, 1995. The solicitation period will expire in December 1995. Note 6. LEGAL PROCEEDINGS ----------------- In June of 1995, a class action lawsuit was filed on behalf of all limited partners of the Partnership. The lawsuit related to a 1994 vote by the limited partners of the Partnership (which was then called Outlook Pension Investors, or "OPI") to approve a restructuring of mortgage loans previously made by the Partnership to a private partnership, called AFP Partners. The principals of AFP Partners were the four original principals of August Financial Corporation (John R. Provine, Luke V. McCarthy, Carl Sigalos and D. A. Heil) (the "August Defendants") and a subsidiary of Glenfed Bank ("Glenfed"). The August Defendants and Glenfed also controlled API Partners, which was then the general partner of the Partnership. The lawsuit made a number of claims against the August Defendants and/or Glenfed, including a claim that the proposed debt restructure constituted a breach of fiduciary duty by the August Defendants and Glenfed. The lawsuit also asserted that the disclosure materials were false and misleading, either as a result of fraud or negligent misrepresentation. The proposal by which the debt restructure was approved also included the substitution of Glenborough Realty Corporation ("GRC") and Robert Batinovich as the Partnership's new general partners. Although there was no allegation that GRC received any benefit from the debt restructure, the lawsuit alleged that GRC and Robert Batinovich (i) aided and abetted the alleged breach of fiduciary duty by the August Defendants and Glenfed, and (ii) aided and abetted, or participated with, the August Defendants and Glenfed in making misrepresentations and material omissions, either as a result of negligent misrepresentation or as part of a conspiracy to defraud. The firm of Houlihan, Lokey, Howard & Zukin, Inc., which rendered a fairness opinion in connection with the debt restructure, was also named as a defendant in connection with the alleged misrepresentations and omissions. Plaintiffs seek unspecified damages to be proved at trial, prejudgment interest and punitive damages against all defendants. Robert Batinovich and GRC take no position with respect to the possible merits of the claims asserted against Glenfed, Houlihan, Lokey and the August Defendants. However, the asserted factual Page 10 of 16 GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP Notes to Consolidated Financial Statements September 30, 1995 (Unaudited) and legal bases for the claims against these other defendants are, in the opinion of GRC and Robert Batinovich, completely inapplicable to them. The lawsuit makes no allegation that either GRC or Robert Batinovich participated in the organization of the Partnership, were partners of the Partnership at its formation or at any time prior to the vote, breached any fiduciary duties or received any benefit in connection with the debt restructure. Moreover, independent legal counsel for the limited partners and an independent fairness opinion were obtained with respect to the restructuring. For these and other reasons, GRC and Robert Batinovich believe that the claims against them are completely without merit. All but one of the defendants in the action filed "demurrers" (a demurrer is a challenge to the sufficiency of the complaint as a matter of law). The court held a hearing on these demurrers on November 7. At the hearing, the demurrers were sustained (approved) with respect to all causes of action asserted against the Partnership, Robert Batinovich, Glenborough Realty Corporation, and AFP Partners, and plaintiff's request for punitive damages was stricken from the complaint. This dismissal was without prejudice to the right of the plaintiff to amend its complaint, and plaintiff expected to do so. With respect to Glendale Federal Bank, API Partners, August Advisors, Inc. John Provine, Luke McCarthy and other defendants the demurrers to certain causes of action (including all punitive damages claims) were sustained, and others were overruled (denied). In the opinion of the General Partners, the resolution of the pending legal proceeding is not expected to have a material adverse effect on the Partnership. Note 7. NEW ACCOUNTING PRONOUNCEMENT ---------------------------- In March 1995, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standard (SFAS) No. 121, "Accounting for Impairment of Long-Lived Assets and for Long- Lived Assets to Be Disposed Of". This statement requires that long-lived assets be reported at the lower of carrying amount or fair value. The Partnership plans to adopt SFAS No. 121 in 1996 and believes that the adoption will not have a material impact upon its financial statements. Page 11 of 16 Item 2. Managements Discussion and Analysis of Financial Conditions and Results of Operations LIQUIDITY AND CAPITAL RESOURCES The Partnership maintains nominal cash reserves and distributes the net cash flow from operations to the partners. Distributions to the Limited Partners were paid at an annual rate of 2.5% for the nine months ended September 30, 1994. After reviewing the effects of the implementation of the workout between the Partnership and the Borrower, management increased the distribution rate to 3% effective for the distribution paid August 31, 1994. Distributions continue at that rate to date. The distributions paid in the nine months ended September 30, 1994 were provided by net income. Of the distributions paid in 1995, $301,000 were distributed in excess of net income and therefore represented a return of capital. As discussed in Note 4 of the Notes to Consolidated Financial Statements, the Partnership acquired the Summerbreeze property by a deed-in-lieu of foreclosure on January 12, 1995 which primarily accounts for the increase in net real estate investments from December 31, 1994 to September 30, 1995 and effects the comparability of operating results between 1995 and prior periods. The cost basis of the property when title transferred to the Partnership was the equivalent of the note payable secured by a first deed of trust and $150,000 that the Partnership paid for a deed-in-lieu of foreclosure. Prior to the acquisition, no accounting recognition had been given to the second trust deed loan secured by the Summerbreeze property and held by the Partnership. No consideration was given by the Partnership to obtain the loan, therefore the Partnership had no basis as measured by Generally Accepted Accounting Principals. Accounts receivable increased approximately $39,000 from December 31, 1994 to September 30, 1995 (but was down $27,000 from the June 30, 1995 balance) due to an increase in accounts receivable at the Country Suites - DFW property. Payments continue to be received and all accounts receivable are expected to be collected. Prepaid expenses and other assets increased approximately $473,000 from December 31, 1994 to September 30, 1995 primarily due to advances made by the Partnership toward transaction costs associated with the proposed consolidation by merger, as discussed in Note 5 of the Consolidated Notes to Financial Statements. The accrual of a portion of such costs accounts for the majority of the increase in accrued expenses of $256,000 between December 31, 1994 and September 30, 1995. The increase of approximately $130,000 in accounts payable between December 31, 1994 and September 30, 1995 is only due to timing of the billpaying cycle. All accounts payable are current. Page 12 of 16 The note payable in the amount of $4,000,000 at September 30, 1995 represents the refinanced first trust deed note secured by the Summerbreeze property that the Partnership acquired on January 12, 1995 (as discussed in Note 4 of the Notes to Consolidated Financial Statements.) RESULTS OF OPERATIONS Rental revenue increased $821,000 in the nine months ended September 30, 1995 compared to the same period in 1994 primarily due to the acquisition of the Summerbreeze property on January 12, 1995, which accounted for $590,000 of the increase. The remaining $231,000 increase in rental revenue was primarily due to the improved operations at Park 100, Buildings 42 and 46 (as a result of increased occupancy and rental rates) and Country Suites - DFW (as a result of a higher average daily room rate). Following is a comparison of occupancy (and average daily room rate for the hotel) of the individual properties: Occupancy Level Percentage ------------------ September 30, September 30, 1995 1994 --------- --------- Park Center 95% 95% Park 100, Building 42 100% 89% Park 100, Building 46 100% 100% Sea Tac 100% 100% Eagan Mini-Storage 95% 97% New Hope Mini-Storage 94% 98% Summerbreeze Apartments 93% - Atlanta Auto Care Centers: College Park 100% 100% Marietta 90% 100% Norcross 100% 100% Roswell 100% 76% Smyrna 100% 100% Snellville 75% 100% Country Suites - DFW 78% 79% Average Daily Room Rate $65.51 $57.53 Operating expenses increased $430,000 in 1995 over 1994, of which $343,000 related to the Summerbreeze property. The remaining $87,000 increase was primarily due to an increase in expenses at the Sea Tac property relating to environmental surveys and remediation in the amount of $50,000. Depreciation and amortization expense increased by approximately $231,000 primarily due to the acquisition of the Summerbreeze property on January 12, 1995. Page 13 of 16 Interest expense in the amount of $300,000 in the nine months ended September 30, 1995 is the interest relating to the first deed of trust on the Summerbreeze property (see Note 4 of the Notes to Consolidated Financial Statements). General and administrative expenses increased $23,000 between the nine months ended September 30, 1994 and 1995 due to the overhead costs associated with the additional property (Summerbreeze) held in 1995. Other expenses in the amount of $86,000 for the nine months ended September 30, 1995 were costs incurred by the Partnership and the original lender on the Summerbreeze property relating to the potential foreclosure proceedings before the note payable was refinanced and the 1.00% refinance fee (as discussed in Note 3 of the Notes to Consolidated Financial Statements). The Partnership agreed to assume these costs and recognized them on the 1995 statement of operations. Page 14 of 16 PART II. Item 1. Legal Proceedings The response to this item is incorporated by reference to Note 6 of the Notes to Financial Statements contained in Part I, Item 1. Item 5. Other Information The response to this item is incorporated by reference to Note 5 of the Notes to Financial Statements contained in Part I, Item 1. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits. None. (b) Reports on Form 8-K. None. Page 15 of 16 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. GLENBOROUGH PENSION INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP By: Glenborough Realty Corporation, a California corporation the Managing General Partner Date: November , 1995 By: /s/ Andrew Batinovich ---------------------------- Andrew Batinovich Executive Vice President, Chief Financial Officer and Director Page 16 of 16 EX-27 2
5 0000755869 GLENBOROUGH PENSION INVESTORS 1000 9-MOS DEC-31-1995 SEP-30-1995 208 0 145 0 0 353 25154 (1993) 24497 945 4000 0 0 0 19552 24497 0 3973 0 0 3513 0 86 374 0 374 0 0 0 374 3.11 0
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