-----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, LYHm72Q8G743PBkqSh23FRxZixY0Ls1WKpk40X4LjPqF6qla8qSXkhCONOhbvkke b178jaT3yDAi1Boi/uCUKQ== 0000927016-01-503581.txt : 20020410 0000927016-01-503581.hdr.sgml : 20020410 ACCESSION NUMBER: 0000927016-01-503581 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010930 FILED AS OF DATE: 20011109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW ENGLAND LIFE PENSION PROPERTIES IV CENTRAL INDEX KEY: 0000779742 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 042893298 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-15429 FILM NUMBER: 1779324 BUSINESS ADDRESS: STREET 1: 225 FRANKLIN ST 25TH FL CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6172619000 10-Q 1 d10q.txt FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------ FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ---------------------------------------------------------------------- For Quarter Ended September 30, 2001 Commission File Number 0-15429 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP (Exact name of registrant as specified in its charter) Massachusetts 04-2893298 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) World Trade Center East, 16th Floor Two Seaport Lane Boston, Massachusetts 02210 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (617) 261-9000 - ------------------------------------------------------------------------------- Former name, former address and former fiscal year if changed since last report 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 twelve (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 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP FORM 10-Q FOR QUARTER ENDED SEPTEMBER 30, 2001 PART I FINANCIAL INFORMATION ---------------------- 2 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP STATEMENTS OF NET ASSETS IN LIQUIDATION September 30, 2001 December 31, 2000 (Unaudited) (Audited) ------------------ ----------------- ASSETS Cash and cash equivalents $ 464,703 $ 2,224,369 Other net assets - 29,209 ------------ -------------- $ 464,703 $ 2,253,578 ============ ============== LIABILITIES AND NET ASSETS IN LIQUIDATION Accounts payable $ 7,445 $ 128,871 Accrued expenses for liquidation 152,555 264,000 ------------ -------------- Total liabilities 160,000 392,871 ------------ -------------- Net Assets in liquidation: Limited partners ($61.00 and $78.00 per unit, respectively; 120,000 units authorized, 94,997 units issued and outstanding) 264,423 1,821,016 General partners 40,280 39,691 ------------ -------------- Total partners' capital 304,703 1,860,707 ------------ -------------- $ 464,703 $ 2,253,578 ============ ============== (See accompanying notes to unaudited financial statements) 3 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP STATEMENTS OF CHANGES OF NET ASSETS IN LIQUIDATION (Unaudited) Three Months Ended Nine Months Ended September 30, 2001 September 30, 2001 ------------------ ------------------- Net assets in liquidation at beginning of period $ 300,443 $ 1,860,707 ------------- ------------- Increase (decrease) during period: Operating activities Interest income 4,260 58,945 ------------- ------------- 4,260 58,945 Cash distribution to partners - (1,614,949) Net change in net assets in liquidation 4,260 (1,556,004) ------------- ------------- Net assets in liquidation at end of period $ 304,703 $ 304,703 ============= ============= (See accompanying notes to unaudited financial statements) 4 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Nine Months Ended September 30, 2000 September 30, 2000 ------------------ ------------------ INVESTMENT ACTIVITY Joint venture earnings $ 191,487 $ 537,540 Amortization (460) (1,380) ------------- ------------ Total real estate activity 191,027 536,160 Interest on cash equivalents 42,572 191,151 ------------- ------------ Total investment activity 233,599 727,311 ------------- ------------ PORTFOLIO EXPENSES General and administrative 56,802 231,648 Management fee -- 62,350 ------------- ------------ 56,802 293,998 ------------- ------------ Net Income $ 176,797 $ 433,313 ============= ============ Net income per limited partnership unit $ 1.84 $ 4.52 ============= ============ Cash distributions per limited partnership unit $ 0.69 $ 164.89 ============= ============ Number of limited partnership units outstanding during the period 94,997 94,997 ============= ============ (See accompanying notes to unaudited financial statements) 5 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP SUMMARIZED STATEMENT OF CASH FLOWS (Unaudited) Nine Months Ended September 30, 2000 ------------------ Net cash provided by operating activities $ 699,671 ------------ Cash flows from financing activity: Distributions to partners (15,675,292) ------------ Net decrease in cash and cash equivalents (14,975,621) Cash and cash equivalents: Beginning of period 17,597,405 ------------ End of period $ 2,621,784 ============ (See accompanying notes to unaudited financial statements) 6 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP NOTES TO FINANCIAL STATEMENTS (Unaudited) In the opinion of management, the accompanying unaudited financial statements contain all adjustments necessary to present fairly the Partnership's financial position as of September 30, 2001 and December 31, 2000 and the changes of net assets in liquidation and the results of its operations for the three and nine month periods ended September 30, 2001 and 2000, respectively, and its cash flows for the nine months ended September 30, 2000. These adjustments are of a normal recurring nature. See notes to financial statements included in the Partnership's 2000 Annual Report on Form 10-K for additional information relating to the Partnership's financial statements. NOTE 1 - ORGANIZATION AND BUSINESS - ----------------------------------- New England Life Pension Properties IV; A Real Estate Limited Partnership (the "Partnership") is a Massachusetts limited partnership organized for the purpose of investing primarily in newly constructed and existing income producing real properties. The Partnership primarily serves as an investment for qualified pension and profit sharing plans and other organizations intended to be exempt from federal income tax. The Partnership commenced operations in May 1986 and had disposed of all of its investments as of December 31, 2000. On December 31, 2000, the Partnership adopted a plan of liquidation and intends to dissolve in 2001. In connection with its adoption of a plan of liquidation on December 31, 2000, the Partnership also adopted the liquidation basis of accounting which, among other things, requires that assets and liabilities be stated at their estimated net realizable value and that estimated costs of liquidating the Partnership be provided to the extent that they are reasonably determinable. NOTE 2 - REAL ESTATE JOINT VENTURES - ----------------------------------- On December 22, 1987, the Partnership entered into a joint venture with an affiliate of the Manekin Corporation to construct and operate two research and development/office buildings. The Partnership committed to make a $5,150,000 capital contribution. The Partnership had a 50% interest in the joint venture. On October 31, 2000, the Partnership sold its 50% interest in the 270 Technology Park joint venture to its joint venture partner for a gross sales price of $5,941,783. The Partnership received its share of the net proceeds of $5,202,429 and recognized a gain of $845,348 ($8.81 per limited partnership unit) on the sale. On November 28, 2000, the Partnership made a capital distribution of $4,939,844 ($52.00 per limited partnership unit) from the proceeds of the sale. 7 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP NOTE 3 - ACCRUED EXPENSES FOR LIQUIDATION - ----------------------------------------- Accrued expenses for liquidation as of September 30, 2001 include estimates of costs to be incurred in carrying out the dissolution and liquidation of the Partnership. These costs include estimates of legal fees, accounting fees, tax preparation and filing fees and other professional services. During the three and nine month periods ended September 30, 2001, the Partnership incurred $66,873 and $111,445, respectively, of such expenses. The actual costs could vary from the related provisions due to the uncertainty related to the length of time required to complete the liquidation and dissolution of the Partnership. The accrued expenses do not take into consideration the possible litigation arising from the customary representations and warranties made as part of each sale. Such costs are unknown and are not estimable at this time. 8 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP Management's Discussion and Analysis of Financial Condition and - --------------------------------------------------------------- Results of Operations - --------------------- Liquidity and Capital Resources - ------------------------------- The Partnership completed its offering of Units of limited partnership interest in December, 1986. A total of 94,997 Units were sold. The Partnership received proceeds of $85,677,259, net of selling commissions and other offering costs, which have been invested in real estate, used to pay related acquisition costs, or retained as working capital reserves. The Partnership made nine real estate investments; all of which have been sold: one each in 1988, 1993, 1994, 1996, 1997, 1998, 2000 and two in 1999. Capital of $89,202,183 ($939.00 per limited partnership unit) has been returned to the limited partners through September 30, 2001. At September 30, 2001, the Partnership had $464,703 in cash and cash equivalents, which is being retained primarily as a reserve in connection with the liquidation of the Partnership. The Partnership intends to liquidate and dissolve in 2001. A capital distribution in the amount of $17.00 per unit was made during the second quarter of 2001. Distributions of cash from operations for the first quarter of 2000 were made at the annualized rate of 13% on the weighted average adjusted capital contribution of $180.77 per limited partnership unit. Distributions of cash from operations for the second quarter of 2000 were made at the annualized rate of 2% on the adjusted capital contribution of $137.00 per limited partnership unit. The first quarter 2000 distribution rate was higher than the second quarter of 2000 as a result of greater cash available for distribution due to final receipts of operating cash flow from previously sold properties. Due to the sale of the last remaining asset in October 2000, distributions were suspended for the third quarter of 2000 to enable the Partnership to meet its fund level obligations for the remainder of its life cycle. Results of Operations - --------------------- Operating Factors The Partnership sold its 50% interest in the 270 Technology Park joint venture to its joint venture partner on October 31, 2000 and the Partnership recognized a gain of $845,348. At the time of the sale, occupancy at 270 Technology Center was 100%. Investment Results There are no comparative real estate operating results for the three and nine month periods ended September 30, 2001 and 2000, due to the sale of the Partnership's last remaining property in October 2000, as discussed above. 9 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP Portfolio Expenses General and administrative expenses primarily consist of state taxes, real estate appraisal, legal, accounting, printing and servicing agent fees. General and administrative expenses for the three and nine month periods ended September 30, 2000 were $56,802 and $231,648, respectively. The Partnership management fee is 9% of distributable cash flow from operations after any increase or decrease in working capital reserves as determined by the managing general partner. There was no management fee incurred during the first three quarters of 2001 due to the discontinuance of operating cash distributions as a result of the sale of the Partnership's last remaining property in 2000 as discussed above. Costs to dissolve and liquidate the Partnership include legal fees, accounting fees, tax preparation fees, filing fees and other professional services. During the three and nine month periods ended September 30, 2001, the Partnership incurred $66,873 and $111,445, respectively, of such expenses. 10 NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP FORM 10-Q FOR QUARTER ENDED SEPTEMBER 30, 2001 PART II OTHER INFORMATION ----------------- Item 6. Reports on Form 8-K Reports on Form 8-K: No reports on Form 8-K were filed during the quarter ended September 30, 2001. 11 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. NEW ENGLAND LIFE PENSION PROPERTIES IV; A REAL ESTATE LIMITED PARTNERSHIP (Registrant) November 9, 2001 /s/ Alison L. Husid ------------------------------- Alison L. Husid President, Chief Executive Officer and Director of Managing General Partner, Fourth Copley Corp. November 9, 2001 /s/ Jonathan Martin -------------------------------- Jonathan Martin Principal Financial and Accounting Officer of Managing General Partner, Fourth Copley Corp. 12 -----END PRIVACY-ENHANCED MESSAGE-----