-----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, D0wMZfOIjI3hayh5xBDkD9RnAxmIfxEv7gB6zH6q1RZHofMUUykqXbOmshKKCbtb 4AAThivYTahPLInRoV1xKQ== 0000736908-96-000014.txt : 19960515 0000736908-96-000014.hdr.sgml : 19960515 ACCESSION NUMBER: 0000736908-96-000014 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960514 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRAUVIN REAL ESTATE FUND LP 5 CENTRAL INDEX KEY: 0000762848 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 363432071 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-14481 FILM NUMBER: 96562957 BUSINESS ADDRESS: STREET 1: 150 S WACKER DR CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3124430922 MAIL ADDRESS: STREET 1: 150 S WACKER DR STREET 2: SUITE 3200 CITY: CHICAGO STATE: IL ZIP: 60606 10QSB 1 UNITED STATES 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 March 31, 1996 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 0-14481 Brauvin Real Estate Fund L.P. 5 (Exact name of small business issuer as specified in its charter) Delaware 36-3432071 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 150 South Wacker Drive, Chicago, Illinois 60606 (Address of principal executive offices) (Zip Code) (312) 443-0922 (Registrant's telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities 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 . INDEX Page PART I Financial Information Item 1. Financial Statements . . . . . . . . . . . . . . . . . . . . .3 Consolidated Balance Sheet at March 31, 1996 . . . . . . . . .4 Consolidated Statements of Operations for the three months ended March 31, 1996 and 1995 . . . . . . . . . .5 Consolidated Statements of Cash Flows for the three months ended March 31, 1996 and 1995 . . . . . . . . . .6 Notes to Consolidated Financial Statements . . . . . . . . . .7 Item 2. Management's Discussion and Analysis or Plan of Operations. . . . . . . . . . . . . . . . . . . . . . . . .9 PART II Other Information Item 1. Legal Proceedings. . . . . . . . . . . . . . . . . . . . . . 11 Item 2. Changes in Securities. . . . . . . . . . . . . . . . . . . . 11 Item 3. Defaults Upon Senior Securities. . . . . . . . . . . . . . . 11 Item 4. Submissions of Matters to a Vote of Security Holders. . . . . . . . . . . . . . . . . . . . . . . . . . . 11 Item 5. Other Information. . . . . . . . . . . . . . . . . . . . . . 11 Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . 11 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 PART I - FINANCIAL INFORMATION ITEM 1. Financial Statements The following Consolidated Balance Sheet as of March 31, 1996, Consolidated Statements of Operations for the three months ended March 31, 1996 and 1995 and Consolidated Statements of Cash Flows for the three months ended March 31, 1996 and 1995 for Brauvin Real Estate Fund L.P. 5 (the "Partnership") are unaudited but reflect, in the opinion of the management, all adjustments necessary to present fairly the information required. All such adjustments are of a normal recurring nature. These financial statements should be read in conjunction with the financial statements and notes thereto included in the Partnership's 1995 Annual Report on Form 10-K. CONSOLIDATED BALANCE SHEET (UNAUDITED) March 31, 1996 ASSETS Cash and cash equivalents $ 227,466 Tenant receivables (net of allowance of $30,846) 105,714 Escrow deposits 121,656 Other assets 102,912 Due from affiliates 5,880 Investment in affiliated joint venture 598,622 1,162,250 Investment in real estate, at cost: Land 2,411,849 Buildings 10,035,511 12,447,360 Less: accumulated depreciation (2,847,518) Total investment in real estate, net 9,599,842 Total Assets $10,762,092 LIABILITIES AND PARTNERS' CAPITAL Liabilities Accounts payable and accrued expenses $ 93,493 Due to affiliates 8,895 Security deposits 40,985 Mortgages payable 6,369,430 Total Liabilities 6,512,803 Minority interest in affiliated joint venture 993,289 Partners' Capital General Partners (33,284) Limited Partners (9,914.5 limited partnership units issued and outstanding) 3,289,284 Total Partners' Capital 3,256,000 Total Liabilities and Partners' Capital $10,762,092 See notes to consolidated financial statements (unaudited). CONSOLIDATED STATEMENTS OF OPERATIONS For the Three Months Ended March 31, 1996 and 1995 (UNAUDITED) 1996 1995 INCOME Rental $404,057 $ 524,082 Interest 924 2,108 Other, primarily tenant expense reimbursements 69,846 114,506 Total income 474,827 640,696 EXPENSES Interest 140,281 165,927 Depreciation 67,137 101,427 Real estate taxes 35,855 154,700 Repairs and maintenance 5,055 2,925 Operating 46,235 72,690 General and administrative 49,320 52,414 Total expenses 343,883 550,083 Equity in net loss from affiliated joint venture (11,868) (22,254) Income before minority interest's share in affiliated joint ventures 119,076 68,359 Minority interest's share of Sabal Palm's net income (59,829) (52,209) Minority interest's share of Annex's net loss -- 2,638 Net Income $ 59,247 $ 18,788 Net Income Per Limited Partnership Interest (9,914.5 Units) $ 5.92 $ 1.88 See notes to consolidated financial statements (unaudited). CONSOLIDATED STATEMENTS OF CASH FLOWS For the Three Months Ended March 31, 1996 and 1995 (UNAUDITED) 1996 1995 Cash Flows From Operating Activities: Net income $ 59,247 $ 18,788 Adjustments to reconcile net income to net cash provided by operating activities: Equity in affiliated joint venture's net loss 11,868 22,254 Minority interest's share of Sabal Palm's net income 59,829 52,209 Minority interest's share of the Annex's net loss -- (2,638) Provision for doubtful accounts 12,160 3,300 Depreciation 67,137 101,427 Normalized rental revenue 2,952 (3,297) Changes in operating assets and liabilities: Decrease in tenant receivables, net 16,446 51,503 (Increase) decrease in escrow deposits (26,107) 55,795 Decrease in other assets 6,354 75 Increase in due from affiliates (5,880) (110) Increase in cash held by receiver -- (64,072) Increase (decrease) in accounts payable and accrued expenses 14,112 (39,426) Decrease in due to affiliates (43,838) -- Increase in security deposits -- 4,138 Net cash provided by operating activities 174,280 199,946 Cash Flows From Investing Activities: Capital expenditures -- (11,500) Cash distribution to Minority Partner- Sabal Palm (70,500) (56,400) Cash used in investing activities (70,500) (67,900) Cash Flows From Financing Activities: Repayment of mortgages (18,634) (20,468) Cash used in financing activities (18,634) (20,468) Net increase in cash and cash equivalents 85,146 111,578 Cash and cash equivalents at beginning of period 142,320 106,289 Cash and cash equivalents at end of period $227,466 $217,867 See notes to consolidated financial statements (unaudited). NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (1) BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Article 10 of Regulation S-X. 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 management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 1996 are not necessarily indicative of the results that may be expected for the year ended December 31, 1996. For further information, refer to the consolidated financial statements and footnotes thereto included in the Annual Report on Form 10-K for the year ended December 31, 1995. (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Reclassifications Certain amounts in the 1995 financial statements have been reclassified to conform to the 1996 presentation. This has not affected the previously reported results of operations. (3) TRANSACTIONS WITH AFFILIATES Fees and other expenses paid to the General Partners or their affiliates for the three months ended March 31, 1996 and 1995, were as follows: 1996 1995 Management fees $28,556 $34,675 Reimbursable office expenses 19,033 25,621 Legal fees 4,480 -- The Partnership believes the amounts paid to affiliates are representative of amounts which would have been paid to independent parties for similar services. The Partnership had made all payments to affiliates, except for $2,728 and $19,197 for legal services, as of March 31, 1996 and 1995, respectively. (4) INVESTMENT IN AFFILIATED JOINT VENTURE The Partnership owns a 42% interest in Strawberry Fields and accounts for its investment under the equity method. The following are condensed income statements for Strawberry Fields: INCOME STATEMENTS: Three Months Ended March 31, 1996 1995 Rental income $207,031 $196,529 Interest income 65 -- 207,096 196,529 Interest 114,901 137,070 Depreciation 50,010 49,841 Operating and administrative expenses 70,441 62,603 235,352 249,514 Net loss $(28,256) $(52,985) ITEM 2. Management's Discussion and Analysis or Plan of Operations. Liquidity and Capital Resources The Partnership intends to satisfy its short-term liquidity needs through cash flow from the properties. Long-term liquidity needs are expected to be satisfied through modification of the mortgages at more favorable interest rates. The occupancy level at Crown Point at March 31, 1996 and December 31, 1995 was 98% as compared to 95% at March 31, 1995. The Partnership is continuing to work to sustain the occupancy level of Crown Point. Crown Point operated at a positive cash flow for the three months ended March 31, 1996. At Sabal Palm the occupancy level at March 31, 1996 continues to be at 99% as it was at March 31, 1995 and December 31, 1995. Although the Sabal Palm retail market appears to be overbuilt, the property has operated at a positive cash flow since its acquisition in 1986. Strawberry Fields operated at a positive cash flow for the three months ended March 31, 1996. The occupancy level at Strawberry Fields at March 31, 1996 and December 31, 1995 was 83% as compared to 85% at March 31, 1995. The General Partners of the Partnership expect to distribute proceeds from operations, if any, and from the sale of real estate, to Limited Partners in a manner that is consistent with the investment objectives of the Partnership. Management of the Partnership believes that cash needs may arise from time to time which will have the effect of reducing distributions to Limited Partners to amounts less than would be available from refinancings or sale proceeds. These cash needs include, among other things, maintenance of working capital reserves in compliance with the partnership agreement as well as payments for major repairs, tenant improvements and leasing commissions in support of real estate operations. Results of Operations - Three Months Ended March 31, 1996 and 1995 (Amounts rounded to 000's) The Partnership generated net income of $59,000 for the three months ended March 31, 1996 as compared to net income of $19,000 for the same three month period in 1995. The $40,000 increase in net income resulted primarily from the net of a $166,000 decrease in total income and a $206,000 decrease in total expenses. Total income for the three months ended March 31, 1996 was $475,000 as compared to $641,000 for the same three month period in 1995, a decrease of $166,000. The $166,000 decrease resulted primarily from the foreclosure of the Annex on May 15, 1995. Total income for the Annex for the three months ended March 31, 1995 was $194,000. This decrease in the Annex income was partially offset by an increase in income at Sabal Palm of $14,000 and an increase at Crown Point of $14,000. The increase at Crown Point was primarily due to the occupancy rate increasing from 95% at March 31, 1995 to 98% at March 31, 1996. For the three months ended March 31, 1996, total expenses were $344,000 as compared to $550,000 for the same three month period in 1995, a decrease of $206,000. The $206,000 decrease in total expenses resulted primarily from the foreclosure of the Annex. Total expenses for the Annex for the three months ended March 31, 1995 was $200,000. The total expenses at the remaining properties for the three months ended March 31, 1996 held constant with the total expenses for the same three month period in 1995. Interest expense at Crown Point and Strawberry Fields decreased a total of $34,000 due to the refinancing of the Crown Point loan on December 28, 1995 and the restructuring of the Strawberry loan on November 1, 1995. These decreases in interest expense at Crown Point and Strawberry Fields were offset by slight increases in real estate taxes, operating expenses and general and administrative expenses. 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. Exhibits and Reports On Form 8-K. Exhibit 27. Financial Data Schedule 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. BY: Brauvin Ventures, Inc. Corporate General Partner of Brauvin Real Estate Fund L.P. 5 BY: /s/ Jerome J. Brault Jerome J. Brault Chairman of the Board of Directors and President DATE: May 14, 1996 BY: /s/ Thomas J. Coorsh Thomas J. Coorsh Chief Financial Officer and Treasurer DATE: May 14, 1996 EX-27 2
5 3-MOS DEC-31-1996 MAR-31-1996 277,466 598,622 105,714 0 0 0 12,447,360 2,847,518 10,762,092 0 6,369,430 0 0 3,256,000 0 10,762,092 0 474,827 0 343,883 71,697 0 140,281 0 0 0 0 0 0 59,247 0 0 "SECURITIES" REPRESENTS INVESTMENT IN JOINT VENTURE "PP&E" REPRESENTS INVESTMENT IN REAL ESTATE [LAND AND BUILDING] "BONDS" REPRESENTS MORTGAGES PAYABLE "COMMON" REPRESENTS TOTAL PARTNERS' CAPITAL "TOTAL REVENUES" REPRESENTS RENTAL, INTEREST, AND OTHER INCOME "TOTAL COSTS" REPRESENTS TOTAL EXPENSES "OTHER EXPENSES" REPRESENTS EQUITY AND MINORITY INTEREST IN JOINT VENTURES' NET INCOME/LOSS
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