-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, TgtgNwUnnNL102qzqOIA47hkCYekn4IaqvkAwtx8YyDNnwRJboAfuBz8vend0/Qt kI5mlhGGBBgsjdy28zorsA== 0000711417-95-000002.txt : 19950814 0000711417-95-000002.hdr.sgml : 19950814 ACCESSION NUMBER: 0000711417-95-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19950811 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW ENGLAND PENSION PROPERTIES V CENTRAL INDEX KEY: 0000806028 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 042940131 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 033-10128 FILM NUMBER: 95561250 BUSINESS ADDRESS: STREET 1: 399 BOYLSTON ST CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6175781200 10-Q 1 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 JUNE 30, 1995 COMMISSION FILE NUMBER 0-11884 NEW ENGLAND LIFE PENSION PROPERTIES; A REAL ESTATE LIMITED PARTNERSHIP (Exact name of registrant as specified in its charter) MASSACHUSETTS 04-2774875 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 399 BOYLSTON STREET, 13TH FL. BOSTON, MASSACHUSETTS 02116 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (617) 578-1200 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; A REAL ESTATE LIMITED PARTNERSHIP FORM 10-Q FOR QUARTER ENDED JUNE 30, 1995 PART I FINANCIAL INFORMATION NEW ENGLAND LIFE PENSION PROPERTIES; A REAL ESTATE LIMITED PARTNERSHIP BALANCE SHEET (Unaudited) June 30, 1995 December 31, 1994 ASSETS Real estate investments: Ground leases and mortgage loans, net $ 11,143,875 $ 11,115,609 Property, net 4,901,714 4,886,582 Deferred leasing costs and other assets, net 200,041 197,320 ----------- --------------- 16,245,630 16,199,511 Cash and cash equivalents 1,445,579 2,431,089 Short-term investments 1,009,955 - Interest, rent and other receivables 29,067 50,654 ----------- --------------- $ 18,730,231 $ 18,681,254 ============ =============== LIABILITIES AND PARTNERS' CAPITAL Accounts payable $ 70,497 $ 255,659 Accrued management fee 24,575 24,575 Deferred disposition fees 457,768 457,768 ----------- --------------- Total liabilities 552,840 738,002 ----------- --------------- Partners' capital: Limited partners ($546.66 per unit; 30,000 units authorized, issued and outstanding) 18,129,929 17,898,131 General partner 47,462 45,121 ----------- --------------- Total partners' capital 18,177,391 17,943,252 ----------- --------------- $ 18,730,231 $ 18,681,254 ============ =============== (See accompanying notes to financial statements) NEW ENGLAND LIFE PENSION PROPERTIES; A REAL ESTATE LIMITED PARTNERSHIP STATEMENT OF OPERATIONS (Unaudited)
QUARTER ENDED SIX MONTHS ENDED QUARTER ENDED SIX MONTHS ENDED JUNE 30, 1995 JUNE 30, 1995 JUNE 30, 1994 JUNE 30, 1994 INVESTMENT ACTIVITY Property rentals $ 232,472 $ 426,582 $ 128,981 $ 281,574 Property operations (73,742) (144,991) (72,330) (150,041) Depreciation and amortization (46,861) (95,065) (45,683) (93,344) ----------- -------------- ----------- ------------- 111,869 186,526 10,968 38,189 Credit from (provision for) impaired mortgage loans 30,000 30,000 100,000 100,000 Ground rentals and interest on mortgage loans 276,860 554,270 449,699 893,793 ----------- -------------- ----------- ------------- Total real estate operations 418,729 770,796 560,667 1,031,982 Gain on sale of property - - 1,385,561 1,385,561 ----------- -------------- ----------- ------------- Total real estate activity 418,729 770,796 1,946,228 2,417,543 Interest on cash equivalents and short-term investments 33,838 67,243 23,742 37,570 ----------- -------------- ----------- ------------- Total investment activity 452,567 838,039 1,969,970 2,455,113 ----------- -------------- ----------- ------------- Portfolio Expenses Management fee 24,576 49,151 38,811 77,622 General and administrative 31,783 57,779 33,200 59,728 ----------- -------------- ----------- ------------- 56,359 106,930 72,011 137,350 ----------- -------------- ----------- ------------- Net income $ 396,208 $ 731,109 $ 1,897,959 $ 2,317,763 =========== ============== =========== ============= Net income per limited partnership unit $ 13.08 $ 24.13 $ 62.63 $ 76.49 =========== ============== =========== ============= Cash distributions per limited partnership unit $ 8.20 $ 16.40 $ 12.95 $ 25.90 =========== ============== =========== ============= Number of limited partnership units outstanding during the period 30,000 30,000 30,000 30,000 ========== ============== =========== ============= (See accompanying notes to financial statements)
NEW ENGLAND LIFE PENSION PROPERTIES; A REAL ESTATE LIMITED PARTNERSHIP STATEMENT OF CHANGES IN PARTNERS' CAPITAL (Unaudited)
Quarter Ended Six Months Ended Quarter Ended Six Months Ended June 30, 1995 June 30, 1995 June 30, 1994 June 30, 1994 General Limited General Limited General Limited General Limited Partner Partners Partner Partners Partner Partners Partner Partners Bal. at beginning ofperiod $45,985 $17,983,683 $45,121 $17,898,131 $28,633 $22,066,151 $28,359 $22,039,045 Cash dis- tributions (2,485) (246,000) (4,970) (492,000) (3,924) (388,500) (7,848) (777,000) Net income 3,962 392,246 7,311 723,798 18,980 1,878,979 23,178 2,294,585 ------- ----------- ------- ----------- ------ ---------- ------- ---------- Balance at end of period $47,462 $18,129,929 $47,462 $ 18,129,929 $43,689 $23,556,630 $43,689 $23,556,630 ======= =========== ======= =========== ====== =========== ======= ========== (See accompanying notes to financial statements)
NEW ENGLAND LIFE PENSION PROPERTIES; A REAL ESTATE LIMITED PARTNERSHIP SUMMARIZED STATEMENT OF CASH FLOWS (Unaudited) Six months ended June 30, 1995 1994 Net cash provided by operating activities $ 671,878 $ 899,764 ---------- --------- Cash flows from investing activities: Net proceeds from sale of investment - 6,222,295 Capital expenditures on owned property (164,053) (116,910) Decrease (increase) in short-term investments, net (996,365) 581,914 Increase in deferred disposition fees - 192,442 ---------- --------- Net cash provided by (used in) investing activities (1,160,418) 6,879,741 ---------- --------- Cash flows from financing activity: Distributions to partners (496,970) (784,848) ---------- --------- Net increase (decrease) in cash and cash equivalents (985,510) 6,994,657 Cash and cash equivalents: Beginning of period 2,431,089 1,038,303 ---------- --------- End of period $1,445,579 $8,032,960 ========== ========= (See accompanying notes to financial statements) NEW ENGLAND LIFE PENSION PROPERTIES; 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 June 30, 1995, and December 31, 1994, and the results of its operations, its cash flows and changes in partners' capital for the interim periods ended June 30, 1995, and 1994. These adjustments are of a normal recurring nature. See notes to financial statements included in the Partnership's 1994 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; 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 commenced operations in June 1983 and acquired several real estate investments through 1985. It intends to dispose of its investments within twelve years of their acquisition, and then liquidate; however, the general partner could extend the investment period if it is in the best interest of the limited partners. NOTE 2 -INVESTMENTS IN GROUND LEASES AND MORTGAGE LOANS In accordance with Statement of Financial Accounting Standards No. 114 which the Partnership adopted as of January 1, 1993, the mortgage loan on Decatur TownCenter is impaired. Accordingly, a valuation allowance has been established to adjust the carrying value of the loan to its estimated fair market value less anticipated costs of sale. The recorded and carrying values of the impaired mortgage loan at the beginning and end of the respective periods are as follows: Recorded Valuation Carrying Value Allowance Value Balance at January 1, 1994 $ 6,561,846 $(2,800,000) $3,761,846 ========== ========= Increase in estimated fair market value of collateral 100,000 ----------- Balance at June 30, 1994 $ 6,555,239 $(2,700,000) $3,855,239 ========== =========== ========== Balance at December 31, 1994 $ 6,646,927 $(2,600,000) $4,046,927 ========== ========== Increase in estimated fair market value of collateral 30,000 ----------- Balance at June 30, 1995 $ 6,848,933 $(2,570,000) $4,278,933 ========== =========== ========== During the second half of 1994, the allowance was reduced by $100,000. NOTE 3 - SUBSEQUENT EVENT Distributions of cash from operations relating to the quarter ended June 30, 1995 were made on July 27, 1995 in the aggregate amount of $248,485 ($8.20 per limited partnership unit). NEW ENGLAND LIFE PENSION PROPERTIES; 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 June, 1983. A total of 30,000 units were sold. The Partnership received proceeds of $27,253,251, net of selling commissions and other offering costs, which were invested in real estate, used to pay related acquisition costs, or retained as working capital reserves. The Partnership made six real estate investments; one was sold in 1985, one in 1991 and another in 1994. As a result of these sales and similar transactions, capital of $13,600,200 has been returned to the limited partners as of June 30, 1995. One of the Partnership's mortgage loan investments matured in 1994 and another matured in February, 1995. The Partnership is in the process of evaluating various alternatives to renewing these loans. At June 30, 1995, the Partnership had $2,455,534 in cash, cash equivalents and short-term investments, $248,485 of which was used for cash distributions to partners on July 27, 1995; the remainder will be used to fund the rehabilitation of the Willows Shopping Center or retained as working capital reserves. The source of future liquidity and cash distributions to partners is expected to be cash generated by the Partnership's real estate investments and proceeds from the sale of such investments. Distributions of cash from operations for the first and second quarters of 1995 were made at the annualized rate of 6% on the adjusted capital contribution. The cash distribution rate for the comparative prior year quarters was 7%. The adjusted capital contribution was reduced from $740 per unit to $546.66 per unit in July, 1994, as a result of the distribution of sales proceeds from the Ontario Distribution Center sale in June, 1994. The reduction in the cash distribution rate is due to the absence of cash flow from Ontario. The carrying value of real estate investments in the financial statements, other than impaired mortgage loans, is at cost or is reduced to its lower net realizable value if the investment's carrying value is determined not to be recoverable through expected undiscounted cash flows. At June 30, 1995, the carrying value of Willows Shopping Center exceeded its appraised value by approximately $330,000 and the appraised value of the Rivers Corporate Park exceeded its related carrying value by approximately $40,000. The current appraised value of real estate investments has been estimated by the general partner and is generally based on a combination of traditional appraisal approaches performed by the advisor and independent appraisers. Because of the subjectivity inherent in the valuation process, the estimated current appraised value may differ significantly from that which could be realized if the real estate were actually offered for sale in the marketplace. RESULTS OF OPERATIONS OPERATING FACTORS Leasing at the Willows Shopping Center has remained at 91% during the first half of 1995. (The Center was 78% leased at June 30, 1994.) This property is undergoing a full rehabilitation, including the complete renovation and reconfiguration of the Center. The general partner has determined that it is in the best interest of the Partnership to provide funding for the rehabilitation costs together with its affiliate which shares in the ownership. The Partnership's share of the remaining estimated rehabilitation cost is approximately $750,000. Two tenants (totaling 3,200 square feet) that signed leases in the first quarter are now scheduled to commence occupancy in the third quarter; their occupancy was pushed back due to delays in construction. In addition, two other tenants (totaling 15,700 square feet) have signed leases and are scheduled to commence occupancy late in the third quarter. During the second quarter, a lease buyout was agreed upon with the tenant who had vacated the pad site at the entrance to the Center. This space is now available for rehabilitation; the focus is on finding an attractive long-term tenant for this site. Decatur TownCenter occupancy increased from 90% to 93% during the second quarter of 1995 due to the signing of one lease. (The property was 90% and 97% leased at December 31, 1994, and June 30, 1994, respectively.) Market conditions have improved and the property faces minimal lease rollover exposure during 1995. During the second quarter the Partnership was negotiating a loan extension and modification with the borrower in return for the Partnership's sole right to cause a sale. The borrower, however, was not willing to grant the Partnership the exclusive right to cause a sale. The Partnership is currently exploring other avenues to resolve the dispute. INVESTMENT RESULTS In June, 1994, the Ontario Distribution Center investment was sold. After the accrual of the disposition fee of $192,442 payable to the advisor, the Partnership recognized a gain of $1,385,161. During the six months ended June 30, 1994, $309,718 in ground rentals and interest on mortgage loans was recognized from this investment. The credit from (provision for) impaired mortgage loans relates solely to changes in the net fair market value of the collateral underlying the Decatur TownCenter mortgage loans. Exclusive of the credit from (provision for) impaired mortgage loans and the activity from Ontario Distribution Center, real estate investment results were $740,799 and $622,264 for the six months ended June 30, 1995 and 1994, respectively. This increase of $118,535 or 19%, was due to an increase in net operating income generated by Willows Shopping Center as a result of both improved occupancy and the Partnership's share of the lease buyout proceeds (approximately $65,000), partially offset by a decrease of approximately $30,000 in the operating income generated by Decatur TownCenter due to lower average occupancy. Interest on cash equivalents and short-term investments increased by $29,673 or 79% due primarily to higher average investment balances. Operating cash flow, exclusive of approximately $310,000 from Ontario Distribution Center in 1994, increased by approximately $81,000 during the respective periods. This change is reflective of the aforementioned changes in operating results. PORTFOLIO EXPENSES 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 general partner. General and administrative expenses primarily consist of real estate appraisal, printing, legal, accounting and investor servicing fees. The Partnership management fee for the first six months of 1995 decreased approximately $28,000 or 37% compared to the respective prior year period due to the decrease in distributable cash flow. General and administrative expenses remained relatively unchanged between these respective periods. NEW ENGLAND LIFE PENSION PROPERTIES; A REAL ESTATE LIMITED PARTNERSHIP FORM 10-Q FOR QUARTER ENDED JUNE 30, 1995 PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K a. Exhibits: NONE. b. Reports on Form 8-K: No reports on Form 8-K were filed during the quarter ended June 30, 1995 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; A REAL ESTATE LIMITED PARTNERSHIP (Registrant) August 11, 1995 Peter P. Twining Managing Director and General Counsel of Managing General Partner, Copley Properties Company, Inc. August 11, 1995 Marie A. Welch Investment Officer and Chief Accounting Officer of Managing General Partner, Copley Properties Company, Inc. EX-27 2
5 6-MOS DEC-31-1995 JUN-30-1995 1445579 1009955 29067 0 0 2484601 16245630 0 18730231 552840 0 0 0 0 18177391 18730231 0 1078095 0 0 346986 0 0 731109 0 731109 0 0 0 731109 24.13 24.13
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