-----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, Rx5a3uF+Kr0mna+Uq8wlSSV5M6DbNPKU0yHoZsarUZ1Pw9yWtwJK6Ycwxx+nQ3cp hh8SC+kVPSko3sLOHUl2pQ== 0000785791-96-000005.txt : 19960111 0000785791-96-000005.hdr.sgml : 19960111 ACCESSION NUMBER: 0000785791-96-000005 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19960108 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASSOCIATED PLANNERS REALTY FUND CENTRAL INDEX KEY: 0000785791 STANDARD INDUSTRIAL CLASSIFICATION: LESSORS OF REAL PROPERTY, NEC [6519] IRS NUMBER: 954036980 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-16805 FILM NUMBER: 96501797 BUSINESS ADDRESS: STREET 1: 5933 W CENTURY BLVD STREET 2: 9TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90045-5454 BUSINESS PHONE: 3106700800 MAIL ADDRESS: STREET 1: 5933 W CENTURY BLVD STREET 2: 9TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90045-5454 10-Q/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________ FORM 10-Q/A AMENDMENT TO GENERAL FORM FOR REGISTRATION OF SECURITIES Filed pursuant to Section 12(g) THE SECURITIES EXCHANGE ACT OF 1934 ASSOCIATED PLANNERS REALTY FUND (Exact name of registrant as specified in its charter) AMENDMENT NO. 1 File No. 0-16805 The undersigned Registrant hereby amends the following items, financial statements, exhibits or other portions of its General Form for Registration of Securities on Form 10-Q as set forth in the pages attached hereto: 10-Q for the Quarter ending September 30, 1995 Item 1 and 2 Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Amendment to be signed on its behalf by the undersigned thereunto duly authorized. ASSOCIATED PLANNERS REALTY FUND (Registrant) Date: By: West Coast Realty Advisors, Inc. (General Partner) By: Michael G. Clark, Vice President/Treasurer ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) ITEM 1. FINANCIAL STATEMENTS In the opinion of the General Partner of Associated Planners Realty Fund (the"Partnership"), all adjustments necessary for a fair presentation of the Partnership's results for the three and nine months ended September 30, 1995 and 1994, have been made in the following financial statements which are of normal recurring entries in nature. However, such financial statements are unaudited and are subject to any year-end adjustments that may be necessary. BALANCE SHEETS September 30, 1995 (Unaudited) and December 31, 1994
September 30, December 31, 1995 1994 ASSETS RENTAL REAL ESTATE, net of accumulated depreciation (Notes 1& 2) $4,498,552 $5,982,471 CASH & CASH EQUIVALENTS 173,282 36,227 CONSTRUCTION IN PROGRESS 1,182,637 68,411 INVESTMENT-GOVERNMENT SECURITIES ACCOUNT --- 55,554 OTHER ASSETS 33,433 112,713 $5,887,904 $6,255,376 LIABILITIES AND PARTNERS' EQUITY ACCOUNTS PAYABLE $22,221 $24,757 CONSTRUCTION LOAN PAYABLE 1,033,363 --- SECURITY DEPOSITS AND PREPAID RENT 43,574 20,103 TOTAL LIABILITIES 1,099,158 44,860 MINORITY INTEREST (Note 1) 223,594 224,618 COMMITMENTS AND CONTINGENCIES (Note 5) PARTNERS' EQUITY: Limited Partner: $1,000 stated value per unit; authorized 7,500 units; issued - 7,499 4,214,788 5,653,977 General Partner: 350,364 331,921 TOTAL PARTNERS EQUITY 4,565,152 5,985,898 5,887,904 6,255,376
[FN] See accompanying notes to financial statements. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) STATEMENTS OF PARTNERS' EQUITY Nine Months Ended September 30, 1995 (Unaudited)
Limited Partners General Total Units Amount Partner BALANCE, December 31, 1994 $5,985,898 7,499 $5,653,977 $331,921 Net income 251,516 -- 217,851 33,665 Distributions to limited partners (1,657,040) -- (1,657,040) -- Distribution to General Partner (15,222) -- -- (15,222) BALANCE, September 30, 1995 $4,565,152 7,499 $4,214,788 $350,364 Nine Months Ended September 30, 1994 (Unaudited) Limited Partners General Total Units Amount Partner BALANCE, December 31, 1993 $6,116,709 7,499 $5,819,311 $297,398 Net income 164,308 --- 138,326 25,982 Distributions to limited partners (273,713) --- (273,713) --- BALANCE, September 30, 1994 $6,007,304 7,499 $5,683,924 $323,380
[FN] See accompanying notes to financial statements ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) STATEMENTS OF INCOME Three and Nine Months Ended September 30, 1995 and 1994 (Unaudited) Three Months Three Months Nine Months Nine Months Ended Ended Ended Ended September 30, September 30, September 30, September 30, 1995 1994 1995 1994 REVENUES: Rental $131,182 $191,920 $472,953 $566,811 Gain on sale of property --- --- 116,749 --- Interest 3,794 2,413 14,516 6,150 134,976 194,333 604,218 572,961 COSTS AND EXPENSES: Operating 36,960 39,854 119,320 132,756 Property taxes 7,274 13,737 32,197 43,677 Property management fees 5,544 9,596 22,337 28,358 Unrealized (gain) loss in government securities --- (755) --- 4,554 General and administrative 27,159 27,059 83,230 84,464 Depreciation 27,771 35,373 94,594 106,119 104,708 133,775 351,678 399,928 LESS MINORITY INTEREST IN NET (INCOME) LOSS OF JOINT VENTURE 2,507 2,902 1,024 8,725 NET INCOME $27,761 $57,656 $251,516 $164,308 NET INCOME PER LIMITED PARTNERSHIP UNIT $3.00 $6.50 $29.05 $18.45
[FN] See accompanying notes to financial statements. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) STATEMENTS OF CASH FLOWS Nine Months Ended September 30, 1995 and 1994 (Unaudited)
Nine Months Nine Months Ended Ended September 30, September 30, 1995 1994 Cash flows from operating activities: Net income $251,516 $164,308 Adjustment to reconcile net income to net cash provided by operating activities: Depreciation 94,594 106,119 Proceeds from sale of investment in government securities account 55,898 6,272 Unrealized loss - (gain) investment in government securities (344) 4,554 Minority interest in net income (loss) (1,024) (8,725) Gain on sale of property (116,749) --- Increase (decrease) from changes in: Other assets 79,280 (87,015) Accounts payable (2,536) (21,303) Security deposits 23,471 1,276 Net cash provided by operating activities 384,106 165,486 Cash flows used in investing activities: Furniture & Fixture additions (11,746) --- Construction in progress (1,114,226) --- Proceeds from sale of property 1,517,819 --- Net cash provided by investing activities 391,847 --- Cash flows used in financing activities: Construction loan proceeds 1,033,363 --- Distribution to general partner (15,221) --- Distributions to limited partners (1,657,040) (273,713) Distributions to minority interest --- (1,236) Net cash (used in) financing activities (638,898) (274,949) Net increase (decrease) in cash and cash equivalents 137,055 (109,463) Cash and cash equivalents at beginning of period 36,227 139,748 Cash and cash equivalents at end of period $173,282 $30,285
[FN] See accompanying notes to financial statements. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) Summary of Accounting Policies Business Associated Planners Realty Fund (the "Partnership"), a California limited partnership, was formed on November 19, 1985 under the Revised Limited Partnership Act of the State of California for the purpose of acquiring and operating real estate. Basis of The consolidated financial statements do not give effect to Presentation any assets that the partners may have outside of their interest in the partnership, nor to any personal obligations, including income taxes, of the partners. The consolidated financial statements include the accounts of Associated Planners Realty Fund and all joint ventures in which it has a majority interest. All adjustments necessary for the fair presentation of the financial statements have been recorded and are of normal recurring entries in nature. Rental Real Assets are stated at cost. Depreciation is computed using Estate the straight-line method over estimated useful lives ranging from five to 35 years for financial reporting purposes and five to 40 years for income tax purposes. Rental Income Rental income is recognized when the amount is due and payable under the terms of a lease agreement. Investment in Investment in Government Securities, which represent trading Government securities, are accounted for in accordance with SFAS No. 115. Securities The difference between historical cost and market value are reported as unrealized gains or losses in the statement of income. Statements of For the purpose of the statements of cash flows, the Cash Flows Partnership considers cash in the bank and all highly liquid investments purchased with original maturities of three months or less, to be cash and cash equivalents. Reclassification Certain amounts in the 1995 financial statements have been reclassified for comparative purposes. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS Three and Nine Months Ended September 30, 1995 and 1994 (Unaudited) and Year Ended December 31, 1994 Note 1 - Nature of Partnership Business Associated Planners Realty Fund, a California limited partnership (the "Fund"), was formed on November 19, 1985 under the Revised Limited Partnership Act of the State of California for the purpose of acquiring and operating real estate. The Fund did not begin operations until 1986. Under the terms of the partnership agreement, the General Partner is entitled to cash distributions and net income allocations varying from 1% for depreciation allocations to 15% of cash and income after the limited partners have received cash distributions equal to their initial cash investment plus a cumulative 8% return. The General Partner is also entitled to cash distributions and net income allocations of 10% from ongoing partnership operations. Further, the General Partner receives acquisition fees for locating and negotiating the purchase of rental real estate and management fees for operating the Partnership. The partnership currently has interests in four rental real estate properties. Two are wholly-owned and two are jointly owned by the Partnership (81.2%) and an affiliate (18.8%) (Note 2). The affiliate's interests have been reflected as minority interests. Note 2 - Rental Real Estate As of September 30, 1995 and December 31, 1994, the Fund's net real estate investment is as follows: September 30, December 31, 1995 1994 Land $2,001,428 $2,644,667 Buildings and Improvements 3,439,174 4,418,832 5,440,602 7,063,499 Less Accumulated Depreciation 942,050 1,081,028 Net Real Estate Investment $4,498,552 $5,982,471 ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) Note 2 - Rental Real Estate (continued) On May 15, 1995, the Shurgard Mini-Warehouse Facility located at 11315 Meridian South, Puyallup, Washington was sold to Shurgard Storage Centers, Inc. ("the Buyer"). The gross sales price was $1,550,000, although the Partnership received $1,510,976 in net proceeds as a result of the transaction. This net proceeds amount is calculated as the gross sale price of $1,550,000 less $23,486 in excise taxes paid to the State of Washington, less $4,332 in miscellaneous escrow closing costs, less $11,206 in prepaid user rents, net of rent receivable and property taxes, attributable to the Partnership. Net sales proceeds for tax reporting purposes are $1,522,182. The amount of consideration received from the sale of the building was arrived at through an arms-length negotiation process with the Buyer. The sale was consummated for all cash without the use of seller provided financing, or other installment sale techniques. The Buyer of the property is an affiliate of the original seller of the property that the Partnership acquired the property from in 1987. Note 3 - Related Party Transactions (a) For Partnership management services rendered to the Partnership, the General Partner is entitled to receive 10% of all distributions of cash from operations. These amounts totaled $6,791 for the quarter ended September 30, 1995 and $9,999 for the quarter ended September 30, 1994, and $24,455 for the nine months ended September 30, 1995, and $30,413 for the nine months ended September 30, 1994. (b) For administrative services provided to the Partnership, the General Partner is entitled to reimbursement for the cost of certain personnel and relevant expenses. These amounts totaled $9,000 for the nine months ended September 30, 1995, and September 30, 1994 and $3,000 for the three months ended September 30, 1995 and September 30, 1994. (c) Property management fees incurred, in accordance with the Partnership Agreement, to West Coast Realty Management, Inc., an affiliate of the corporate General Partner, totaled $5,544 for the quarter ended September 30, 1995, $9,596 for the quarter ended September 30, 1994, $22,337 for the nine months ended September 30, 1995, and $28,358 for the nine months ended September 30, 1994. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS Three and Nine Months Ended September 30, 1995 and 1994 (Unaudited) and Year Ended December 31,1994 (continued) Note 4 - Net Income and Cash Distributions Per Limited Partnership Unit During the nine months ended September 30, 1995 and 1994, the Partnership made distributions to the Limited Partners as follows: Record Distribution Units Date Total Date Per Unit Outstanding Paid Distribution 1994 December 31, 1993 $12.50 7,499 February 9, 1994 $93,738 March 31, 1994 12.00 7,499 May 5, 1994 89,988 June 30, 1994 12.00 7,499 August 2, 1994 89,988 September 30, 1994 10.00 7,499 October 31, 1994 74,990 1995 December 31, 1994 $10.00 7,499 February 3, 1995 $74,990 March 31, 1995 10.00 7,499 May 5, 1995 74,990 June 30, 1995 $182.69 to $207.69 7,499 July 7, 1995 1,506,960 June 30, 1995 7.50 7,499 November 6, 1995 56,242 September 30, 1995 7.50 7,499 November 6, 1995 56,242 ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS Three and Nine Months Ended September 30, 1995 and 1994 (Unaudited) and Year Ended December 31, 1994 (continued) Note 5 - Construction in Progress and Construction Loan Payable In January 1995, the Partnership closed escrow on a parcel of land adjacent to the Shaw Villa Shopping Center. The purchase price of the land was $206,749, including a $13,102 acquisition fee paid to the Advisor. The purchase was financed using $23,602 in cash, and the reminder by a one year construction loan from Valliwide Bank of Fresno. The loan bears interest at 2% over the bank's prime rate. The total construction loan commitment is for $1,365,000. The construction loan amortization is interest only with payments via additional draws against this loan. Total construction costs incurred as of September 30, 1995 were $1,182,637, while borrowings on the construction loan were $1,033,363. Included in construction costs is $47,299 in construction loan interest that was capitalized. This additional work is expected to enhance the value of the parcel and operating cash flows in the long run. The construction loan is expected to be replaced by permanent financing in December 1995. The Partnership has already received a commitment from a major insurance company to replace the construction loan with a twenty year loan. The material terms of this commitment include are: 1) Amount of the loan: $1,500,000, 2) Term: 10 years with 20 year amortization 3) Interest Rate: 9.625%, or the rate equal to the weekly average of the five-year Treasury Note yield for the seventh week prior to loan closing, plus 250 basis points, and 4) Payments: $14,105 per month, if the interest rate is 9.625%. Note 6 - Subsequent Event The Partnership distributed $112,485 ($15.00 per unit) on November 6, 1995 to Limited Partners of record as of June 30, 1995 and September 30, 1995. On August 2, 1995, Wherehouse Entertainment, Inc. ("Wherehouse") filed for relief through Chapter 11 Bankruptcy protection. The Wherehouse is a major tenant of the Shaw Villa Shopping Center in Clovis, California. The Partnership expects that Merrill Lynch, which controls over 90% of the Wherehouse, will work diligently to resolve its debt restructuring problems. At this time, it appears that the Wherehouse will be able to materially honor its lease commitment. As of December 1995, the Partnership has not experienced any detrimental effect due to the Wherehouse filing for Chapter 11 on August 2, 1995 and management expects that this will not change in the future. Sales at the Wherehouse have been strong and according to the Wherehouse representatives, November 1995 exceeded November 1994 sales. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Introduction Associated Planners Realty Fund (the "Partnership") was organized in November 1985, under the California Revised Limited Partnership Act. The Partnership began offering units for sale on March 28, 1986. As of December 27, 1987, the Partnership had raised $7,499,000 in gross capital contributions. The Partnership netted approximately $6,720,000 after sales commissions and syndication costs. The Partnership was organized for the purpose of investing in, holding, and managing improved, leveraged income-producing property, such as residential property, office buildings, commercial buildings, industrial properties, and shopping centers. The Partnership intends to own and operate such properties for investment over an anticipated holding period of approximately five to ten years. The Partnership's principal investment objectives are to invest in rental real estate properties which will: (1) Preserve and protect the Partnership's invested capital; (2) Provide for cash distributions from operations; (3) Provide gains through potential appreciation; and (4) Generate Federal income tax deductions so that during the early years of property operations, a portion of cash distributions may be treated as a return of capital for tax purposes and, therefore, may not represent taxable income to the limited partners. The ownership and operation of any income-producing real estate is subject to those risks inherent in all real estate investments, including national and local economic conditions, the supply and demand for similar types of properties, competitive marketing conditions, zoning changes, possible casualty losses, increases in real estate taxes, assessments, and operating expenses, as well as others. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) The Partnership is operated by the General Partner subject to the terms of the Amended and Restated Agreement of Limited Partnership. The Partnership has no employees, and all administrative services are provided by West Coast Realty Advisors, Inc., the General Partner. Results of Operations Rental revenue for the three and nine months ended September 30, 1995 decreased from that for the three and nine months ended September 30, 1994 by approximately $60,738 and $93,858, respectively, due to the continued vacancy of the single-tenant Santa Fe Business Park Building and due to the sale of Puyallup, Washington mini-storage property in May, 1995. Costs and expenses related to the properties operation decreased for the three and nine months ended September 30, 1995 vs. the three and nine months ended September 30, 1994 by approximately $29,067 and $46,546, respectively, primarily due to decreased property taxes, property management fees and depreciation expense attributable to the single tenant Santa Fe Business Park building vacancy and the sale of the Puyallup, Washington mini-warehouse building to Shurgard Storage Centers Inc. in May 1995. The Partnership generated $346,110 in income from operations before depreciation of $94,594 for the nine months ended September 30, 1995 compared to $270,427 in income from operations before depreciation of $106,119 for the nine months ended September 30, 1994. This increase is primarily attributable to the gain of $116,749 on the sale of the Puyallup, Washington mini-warehouse building in May 1995. The Partnership is currently attempting to rent space or sell the single tenant Santa Fe Business Park Building, (179 Calle Magdalena), which has been unoccupied since December 1993. The Partnership is experiencing a net negative $4,000 cash flow per quarter as a result of the vacancy. On May 15, 1995, the Shurgard Mini-Warehouse Facility located at 11315 Meridian South, Puyallup, Washington was sold to Shurgard Storage Centers, Inc. ("the Buyer"). The gross sales price was $1,550,000, although the Partnership received $1,510,976 in net proceeds as a result of the transaction. This net proceeds amount is calculated as the gross sale price of $1,550,000 less $23,486 in excise taxes paid to the State of Washington, less $4,332 in miscellaneous escrow closing costs, less $11,206 in prepaid user rents, net of rent receivable and property taxes, attributable to the Partnership. Net sales proceeds for tax reporting purposes are $1,522,182. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) The amount of consideration received from the sale of the building was arrived at through an arms-length negotiation process with the Buyer. The sale was consummated for all cash without the use of seller provided financing, or other installment sale techniques. The Buyer of the property is an affiliate of the original seller of the property that the Partnership acquired the property from in 1987. The Partnership distributed $1,506,960 (ranging from $182.69 to $207.39 per unit) of the proceeds from the sale of the Puyallup, Washington mini- warehouse property on July 7, 1995 to the Limited Partners of record as of June 30, 1995. On August 2, 1995, Wherehouse Entertainment, Inc. ("Wherehouse") filed for relieve through Chapter 11 Bankruptcy protection. The Wherehouse is a major tenant of the Shaw Villa Shopping Center in Clovis, California. The Partnership expects that Merrill Lynch, which controls over 90% of the Wherehouse, will work diligently to resolve its debt restructuring problems. The Wherehouse is continuing to make monthly rent payments on the Shaw Villa Shopping Center property since this site has proven to be profitable to the Wherehouse. Nevertheless, the Partnership has elected to take a cautious approach in terms of declaring distributions to investors until more reliable information is obtained. For the nine months ended September 30, 1995, the Partnership distributed approximately $1.66 million to the limited partners compared to approximately $274,000 for the nine months ended September 30, 1994. This increase is due to $1,506,960 distributed on July 7, 1995 to the limited partners in connection with the sale of the Puyallup, Washington property. Eliminating this sale transaction and distribution, the revised distribution would have been approximately $153,000 for the nine months ended September 30, 1995 which is significantly ($121,000) less than the distribution for the nine months ended September 30, 1994. This decrease is attributable to the Wherehouse filing for Chapter 11 and managements cautious approach is declaring distributions to limited partners. As of December 1995, the Partnership has not experienced any detrimental effect due to the Wherehouse filing for Chapter 11 on August 2, 1995 and management expects that this will not change in future periods. Sales at the Wherehouse have been strong and according to the Wherehouse representatives, November 1995 exceeded November 1994 sales. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) Liquidity and Capital Resources During the nine months ended September 30, 1995, $384,106 in cash was provided by operating activities. This resulted from cash basis income of $346,110 from operations (net income plus depreciation expense) plus $55,898 in proceeds received from the liquidation of the government securities account and $79,280 decrease in other assets (primarily due to the reclassification of deposits used in the construction in progress of the Shaw Villa property) and a $23,471 increase in security deposits and prepaid rents (due to prepaid rents received prior to September 30, 1995 which was not received prior to December 31, 1994). These positive operating cash flows were offset by a $116,749 gain on the sale of the Puyallup, Washington mini-warehouse property and $2,536 decrease in accounts payable (attributable to normal decrease in trade payables). Cash provided by investing activities totaled $391,847 for the nine months ended September 30, 1995 of which $1,517,819 was from proceeds received in connection with the sale of the mini-warehouse property in Puyallup, Washington, offset by $1,114,226 in costs pertaining to the construction in progress of the Shaw Villa property and $11,746 relating to furniture and fixture additions. Cash used in financing activities totaled $638,898 for the nine months ended September 30, 1995 of which $1,657,040 in distributions paid to the limited partners offset by $1,033,363 was loan proceeds received in connection with the construction in progress of the Shaw Villa property. In January 1995, the Partnership closed escrow on a parcel of land adjacent to the Shaw Villa Shopping Center. The purchase price of the land was $206,749, including a $13,102 acquisition fee paid to the Advisor. The purchase was financed using $23,602 in cash, with the remainder paid for by a one year construction loan from Valliwide Bank of Fresno. The loan bears interest at 2% over the bank's prime rate. The total construction loan commitment is for $1,365,000. The construction loan is interest only with payments via additional draws against this loan. Total construction costs incurred as of September 30, 1995 were $1,182,637 while borrowings on the construction loan were $1,033,363. Included in total construction costs is $47,299 capitalized interest. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) On August 2, 1995, Wherehouse Entertainment, Inc. ("Wherehouse") filed for relief through Chapter 11 Bankruptcy protection. The Wherehouse is a major tenant of the Shaw Villa Shopping Center in Clovis, California. The Partnership expects that Merrill Lynch, which controls over 90% of the Wherehouse, will work diligently to resolve its debt restructuring problems. The Wherehouse is continuing to make monthly rent payments on the Shaw Villa Shopping Center property. Nevertheless, the Partnership has elected to take a cautious approach in terms of declaring partnership distributions until more reliable information is obtained. As of December 1995, the Partnership has not experienced any detrimental effect due to the Wherehouse filing for Chapter 11 on August 2, 1995 and management expects that this will not change in future periods. Sales at the Wherehouse have been strong and according to the Wherehouse representatives, November 1995 exceeded November 1994 sales. Construction at the shopping center is expected to be completed in two phases. First, 4,000 square feet of additional space will be erected on the new parcel, contiguous to an existing building at Shaw Villa. Construction was completed on June 15, 1995 and the Wherehouse moved into this space. In the second phase, the space previously occupied by the Wherehouse will then be remodeled and expanded by approximately 3,800 more square feet, for a total of 8,200 square feet. This construction was completed by September 15, 1995. The Wherehouse will then be relocated to the remodeled space, and the Partnership will attempt to lease the new 4,000 square foot space. The total monthly rental revenue on the Shaw Villa Shopping Center property including rent on the additional space and common area maintenance reimbursements amounts to approximately $21,800 per month. The intended source of funds to repay the construction loan in the event of any default in payments from the Wherehouse can be generated from several sources. First, the Partnership can finance another property within the partnership (i.e. Santa Fe Business Park or Pacific Bell Building) which are not currently encumbered. Second, the Partnership can extend the construction loan while a new tenant for the 8,200 square feet currently occupied by the Wherehouse is obtained. Third, the Partnership can renegotiate the loan commitment with the current lender of the Shaw Villa Shopping Center property. However, the default by the Wherehouse is considered unlikely since sales at this location has proven to be strong. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) This additional work is expected to enhance the value of the parcel and operating cash flows in the long run. The construction loan is expected to be replaced by permanent financing in December 1995. The Partnership has already received a commitment from a major insurance company to replace the construction loan with a twenty year loan. The Partnership's cash reserve is invested primarily in a liquid money market mutual fund, earning interest at money market rates. The money market fund is invested to provide stability and safety of principal, competitive interest rates, and quick availability of funds, in that order of importance. ASSOCIATED PLANNERS REALTY FUND (A California Limited Partnership) S I G N A T U R E S 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. ASSOCIATED PLANNERS REALTY FUND A California Limited Partnership (Registrant) Date: ____________________ By: WEST COAST REALTY ADVISORS, INC. A California Corporation, General Partner William T. Haas Director and Executive Vice President / Secretary Date: ____________________ Michael G. Clark Vice President / Treasurer EX-27 2
5 9-MOS DEC-31-1995 SEP-30-1995 173,282 0 23,276 0 0 206,715 6,623,238 (942,049) 5,887,904 65,795 0 0 0 0 4,565,152 5,887,904 470,722 604,219 352,703 352,703 0 0 0 251,516 0 0 0 0 0 251,516 29.05 29.05
-----END PRIVACY-ENHANCED MESSAGE-----