-----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, Pcvg8eE3NRdkke84KJI4yUMD22rPgZ5Rm8DxGrwzPcufUqebjH71XP2D4tt0RRFG Z3n60a0cbQPqkwzUcerNWw== 0000785791-96-000011.txt : 19960517 0000785791-96-000011.hdr.sgml : 19960517 ACCESSION NUMBER: 0000785791-96-000011 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960515 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 SEC ACT: 1934 Act SEC FILE NUMBER: 000-16805 FILM NUMBER: 96566633 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 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [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 0-16805 ASSOCIATED PLANNERS REALTY FUND (Exact name of registrant as specified in its charter) CALIFORNIA 95-4036980 (State or other Jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5933 W. CENTURY BLVD., SUITE 900 LOS ANGELES, CALIFORNIA 90045 (Address of principal executive offices) (Zip Code) (310) 670-0800 (Registrant's telephone number, including area code) (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 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 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 months ended March 31, 1996 and 1995, 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. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) BALANCE SHEETS MARCH 31, 1996 (UNAUDITED) AND DECEMBER 31, 1995
MARCH 31, DECEMBER 31, 1996 1995 ASSETS RENTAL REAL ESTATE, net of accumulated depreciation (Note 2) $5,811,839 $5,843,681 CASH 120,469 103,300 OTHER ASSETS 44,872 64,089 $5,977,180 $6,011,070 LIABILITIES AND PARTNERS' EQUITY CONSTRUCTION LOAN PAYABLE $1,225,950 $1,225,950 ACCOUNTS PAYABLE 24,387 29,036 SECURITY DEPOSITS AND PREPAID RENT 45,442 44,848 TOTAL LIABILITIES 1,295,779 1,299,834 MINORITY INTEREST (Note 2) 215,375 232,968 COMMITMENTS (Note 5) PARTNERS' EQUITY: Limited Partner: $1,000 stated value per unit; authorized 7,500 units; issued - 7,499 4,425,546 4,133,882 General Partners: 40,480 344,386 TOTAL PARTNERS' EQUITY 4,466,026 4,478,268 $5,977,180 $6,011,070
[FN] See accompanying notes to financial statements. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) STATEMENTS OF PARTNERS' EQUITY THREE MONTHS ENDED MARCH 31, 1996 (UNAUDITED)
LIMITED PARTNERS GENERAL TOTAL UNITS AMOUNT PARTNER BALANCE, DECEMBER 31, 1995 $4,478,268 7,499 $4,133,882 $344,386 Net income 47,250 --- 39,659 7,591 Distribution to general partners (5,949) --- --- (5,949) Distributions to limited partners (53,543) --- (53,543) --- Reallocation of balances prior to January 1, 1996 (Note 7) --- --- 305,548 (305,548) BALANCE, MARCH 31, 1996 $4,466,026 7,499 $4,425,546 $ 40,480 THREE MONTHS ENDED MARCH 31, 1995 (UNAUDITED) LIMITED PARTNERS GENERAL TOTAL UNITS AMOUNT PARTNER BALANCE, DECEMBER 31, 1994 $5,985,878 7,499 $5,653,977 $331,921 Net income 48,464 --- 40,356 8,108 Distributions to limited partners (74,990) --- (74,990) --- BALANCE, MARCH 31, 1995 $5,959,372 7,499 $5,619,343 $340,029
[FN] See accompanying notes to financial statements. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) STATEMENTS OF INCOME THREE MONTHS ENDED MARCH 31, 1996 AND 1995 (UNAUDITED)
THREE MONTHS THREE MONTHS ENDED ENDED MARCH 31, MARCH 31, 1996 1995 REVENUES (Note 2) Rental $173,965 $189,017 Interest 983 878 174,948 189,895 COSTS AND EXPENSES (Note 3) Operating 31,209 47,162 Property taxes 7,631 13,996 Property management fees (Note 3 (c)) 8,576 10,457 General and administrative 11,438 31,555 Depreciation 31,842 36,231 Interest expense 19,409 --- 110,105 139,401 LESS MINORITY INTEREST IN NET INCOME (LOSS) OF JOINT VENTURE (Note 2) 17,593 2,030 NET INCOME $47,250 $48,464 NET INCOME PER LIMITED PARTNERSHIP UNIT (NOTE 6) $5.29 $5.38
[FN] See accompanying notes to financial statements. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) STATEMENTS OF CASH FLOWS THREE MONTHS ENDED MARCH 31, 1996 AND 1995 (UNAUDITED)
THREE MONTHS THREE MONTHS ENDED ENDED MARCH 31, 1996 MARCH 31, 1995 Cash Flow from operating activities: Net income $47,250 $48,464 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 31,842 36,231 Net proceeds from sale of investment in government securities account --- 54,099 Minority interest in net income (loss) (17,593) (2,030) Increase (decrease) from changes in: Other assets 19,217 53,784 Accounts payable (4,649) 28,420 Security deposits 594 16,118 Net cash provided by operating activities 76,661 235,086 Cash flows used in investing activities: Furniture and fixture additions --- (10,587) Construction in progress --- (441,187) Net cash provided by investing activities --- (451,774) Cash flows (used in) provided by financing activities: Construction loan proceeds --- 360,875 Distributions to limited partners (53,543) (74,990) Distributions to general partner (5,949) --- Net cash used in financing activities (59,492) 285,885 Net cash increase in cash and cash equivalents 17,169 69,197 Cash and cash equivalents at beginning of 103,300 36,227 period CASH AND CASH EQUIVALENTS AT END OF PERIOD $120,469 $105,424
[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. The Partnership was formed to acquire income-producing real property throughout the United States with emphasis on properties located in California and southwestern states. The Partnership purchases such properties on an all cash basis and intends to own and operate such properties for investment over an anticipated holding period of approximately five to ten years. BASIS OF PRESENTATION The consolidated financial statements do not give effect to 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. RENTAL REAL ESTATE AND DEPRECIATION Assets are stated at cost. Depreciation is computed using the straight-line method over estimated useful lives ranging from five to 35 years. In the event that facts and circumstances indicate that the cost of an asset may be impaired, an evaluation of recoverability would be performed. If an evaluation is required, the estimated future undiscounted cash flows associated with the asset would be compared to the carrying amount to determine if a write- down to market value is required. RENTAL INCOME Rental revenue is recognized on a straight-line basis to the extent that rental revenue is deemed collectible. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) SUMMARY OF ACCOUNTING POLICIES STATEMENTS OF CASH FLOWS For the purpose of the statements of cash flows, the 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. USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. RECLASSIFICATIONS For comparative purposes, certain prior year amounts have been reclassified to conform to the current year presentation. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS THREE MONTHS ENDED MARCH 31, 1996 AND 1995 (UNAUDITED) AND YEAR ENDED DECEMBER 31, 1995 NOTE 1- NATURE OF PARTNERSHIP The Partnership began accepting subscriptions in March 1986 and completed its funding in December 1987. Under the terms of the partnership agreement, the General Partner, West Coast Realty Advisors, is entitled to cash distributions ranging from 10% to 15%. The General Partner is also entitled to net income (loss) allocations varying from 1% to 15% and 1% depreciation and amortization in accordance with the partnership agreement. NOTE 2- RENTAL REAL ESTATE The Partnership currently has interests in the following four rental real estate properties. Two are wholly-owned and two are jointly owned by the Partnership (81.2%) and an affiliate (18.8%): Location (Property Name) Date Purchased Cost Encinitas, California (179 Calle Magdalena) December 31, 1986 $555,743 Encinitas, California (187 Calle Magdalena) December 31, 1986 639,697 Clovis, California January 23, 1987 1,208,990 Simi Valley, California November 12, 1987 2,620,217 The major categories of property are: March 31, 1996 December 31, 1995 Land $2,222,150 $2,361,894 Building and Improvements 4,549,053 4,404,947 Furniture and Fixtures 42,299 46,660 6,813,502 6,813,501 Less accumulated depreciation 1,001,663 969,820 Net rental real estate $5,811,839 $5,843,681 ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS THREE MONTHS ENDED MARCH 31, 1996 AND 1995 (UNAUDITED) AND YEAR ENDED DECEMBER 31, 1995 NOTE 2- RENTAL REAL ESTATE (CONTINUED) A significant portion of the Partnership's rental revenue was earned from tenants whose individual rents represent more than 10% of total rental revenue. Specifically: One tenant accounted for 38% in 1996; One tenant accounted for 38% in 1995; 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 $5,949 for the quarter ended March 31, 1996 and $8,332 for the quarter ended March 31, 1995. See also Note 7. (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 $3,000 for the three months ended March 31, 1996 and March 31, 1995. (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 $8,576 for the quarter ended March 31, 1996, and $10,457 for the quarter ended March 31, 1995. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS THREE MONTHS ENDED MARCH 31, 1996 AND 1995 (UNAUDITED) AND YEAR ENDED DECEMBER 31, 1995 (continued) NOTE 4- 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 remainder by a one year construction loan from Valliwide Bank of Fresno. The loan bears interest at 2% over the bank's prime rate (8.25% at March 31, 1996). The total construction loan commitment is for $1,365,000 which matures on June 5, 1996. Borrowings on the construction loan totaled $1,225,950 as of December 31, 1995 and March 31, 1996. The construction loan amortization is interest only with payments via additional draws against this loan. The construction was completed during 1995 and total construction costs of $1,372,900 was allocated to land, building and improvements. Included in construction costs is $87,838 in construction loan interest that was capitalized. The carrying amount is a reasonable estimate of fair value of the construction loan payable because the interest rates approximate the borrowing rates currently available for mortgage loans with similar terms and average maturities. NOTE 5- COMMITMENTS The Partnership has an agreement to reimburse a tenant $165,440 in improvement costs incurred in connection with construction move-in costs. This amount is expected to be paid by June 30, 1996. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS THREE MONTHS ENDED MARCH 31, 1996 AND 1995 (UNAUDITED) AND YEAR ENDED DECEMBER 31, 1995 NOTE 6- NET INCOME AND CASH DISTRIBUTIONS PER LIMITED PARTNERSHIP LIST The Net Income per Limited Partnership Unit was computed in accordance with the partnership agreement using the weighted average number of outstanding limited partnership units of 7,499 for 1996 and 1995. The Limited Partner cash distributions, computed in accordance with the Partnership Agreement, were as follows: Outstanding Amount Total Record Date Units Per Unit Distribution December 31, 1995 7,499 $ 7.14 $ 53,543 September 30, 1995 7,499 15.00 112,485 March 31, 1995 7,499 10.00 74,990 December 31, 1994 7,499 10.00 74,990 316,008 Additional $182.69 to Distribution 7,499 $207.39 1,506,817 upon sale of property Total $1,822,825 September 30, 1994 7,499 10.00 $74,990 June 30, 1994 7,499 12.00 89,988 March 30, 1994 7,499 12.00 89,988 December 31, 1993 7,499 12.50 93,737 Total $348,703 Distributions were paid in the fiscal quarter following the record date. NOTE 7 - REALLOCATION OF PARTNER BALANCES Per the provisions of Section 11.1 (V)(ii) of the Partnership Agreement, the General Partner determined that action was necessary to "cure the ambiguities" caused by the Agreement itself. The ambiguity involved the treatment of the partnership management fee, being paid to the General Partner, as an expense of the Partnership, when in fact, it should have been treated as a general partner withdrawal of capital. In order to properly reflect this inception to date correction, a transfer of $305,548 was made from the General Partner's capital account to the Limited Partners capital account during the quarter ended March 31, 1996. NOTE 8 - SUBSEQUENT EVENTS The Partnership distributed $61,117 ($8.15 per unit) on May 6, 1996 to Limited Partners of record as of March 31, 1996. 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 Operations for the quarter ended March 31, 1996, reflect an entire period of operations for the Partnership's properties. Rental revenue for the three months ended March 31, 1996 decreased from that for the three months ended March 31, 1995 by approximately $15,000, due to the sale of the Shurgard Mini- Warehouse facility on May 15, 1995. This loss of revenue was partially offset by improved occupancy at the multi-tenant Santa Fe Business Park Building. The Partnership generated $79,092 in income from operations before depreciation of $31,842 for the three months ended March 31, 1996 compared to $84,695 in income from operations before depreciation of $36,231 for the three months ended March 31, 1995. Total operating and general and administrative expenses decreased by $36,070 (45.8%) for the three months ended March 31, 1996 compared to the three months ended March 31, 1995, primarily due to increased repair and maintenance expenditures and an adjustment to the 1995 minority interest account balance. 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 three months ended March 31, 1996, $76,661 in cash was provided by operating activities. This resulted from net cash basis income of $79,092 from operations (net income plus depreciation expense) plus a $19,217 decrease in other assets (primarily due to the reduction of miscellaneous receivable ($15,840) and prepaid expenses ($2,617) ) and a $594 increase in security deposits and prepaid rents, offset by a $4,649 decrease in accounts payable (primarily attributable to normal decrease in trade payable) and a $17,593 adjustment to the minority interest account for the Encinitas properties. Cash used in financing activities totaled $59,492 of which $53,543 was distributions paid to the limited partners and $5,949 paid to the general partners. 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 remainder by a one year construction loan from Valliwide Bank of Fresno. The loan bears interest at 2% over the bank's prime rate (8.25% at March 31, 1996). The total construction loan commitment is for $1,365,000 which matures on June 5, 1996. Borrowings on the construction loan totaled $1,225,950. The construction loan amortization is interest only with payments of $19,409 paid during the quarter ended March 31, 1996. The construction was completed during 1995 and total construction costs of $1,372,900 was allocated to land, building and improvements. Included in construction costs is $87,838 in construction loan interest that was capitalized. The carrying amount is a reasonable estimate of fair value of the construction loan payable because the interest rates approximate the borrowing rates currently available for mortgage loans with similar terms and average maturities. Net income per limited partner unit decreased from $5.38 for the quarter ended March 31, 1995 to $5.29 for the quarter ended March 31, 1996. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) NEW ACCOUNTING PRONOUNCEMENTS Statements of Financial Accounting Standards No. 121, "Accounting for the Impaired of Long Lived Assets and for Long-Lived Assets to Be Disposed of" (SFAS No. 121) issued by the Financial Accounting Standards Board (FASB) is effective for financial statements for fiscal years beginning after December 15, 1995. The new standard establishes new guidelines regarding when impairment losses on long-lived assets, which include plant and equipment, and certain identifiable intangible assets, should be recognized and how impairment losses should be measured. This adoption had no effect on the statement of income for the quarter ended March 31, 1996, as there were no impairment amounts recorded during the period. ASSOCIATED PLANNERS REALTY FUND (A CALIFORNIA LIMITED PARTNERSHIP) PART II O T H E R I N F O R M A T I O N 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.EXHIBIT AND REPORTS ON FORM 8-K (a) Information required under this section has been included in the financial statements. (b) Reports on Form 8-K None 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) May 14, 1996 By: WEST COAST REALTY ADVISORS, INC. A California Corporation, General Partner William T. Haas Director and Executive Vice President/Secretary May 14, 1996 Michael G. Clark Vice President/Treasurer EX-27 2
5 0000785791 ASSOCIATED PLANNERS REALTY FUND 3-MOS DEC-31-1996 MAR-31-1996 120,469 0 5,035 0 0 165,341 6,813,502 (1,001,663) 5,977,180 69,829 1,225,950 0 0 0 4,466,026 5,977,180 173,964 174,948 90,696 90,696 0 0 37,002 47,250 0 0 0 0 0 47,250 5.29 5.29
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