-----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, JvjGuAx6U3plwB5GmOX8oJI+KB1cfPzymEmkSwglDcy2o1fZ3xVX5XNH3YiYEW+v JoKwAHdI+Wldw6S1erQu7g== 0000812187-97-000001.txt : 19970321 0000812187-97-000001.hdr.sgml : 19970321 ACCESSION NUMBER: 0000812187-97-000001 CONFORMED SUBMISSION TYPE: 10KSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970320 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANGELES PARTNERS 16 CENTRAL INDEX KEY: 0000812187 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 954106417 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10KSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-16209 FILM NUMBER: 97559794 BUSINESS ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLZ STREET 2: PO BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 8032391000 MAIL ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLAZA STREET 2: P.O. BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 10KSB 1 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB (Mark One) [X] ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the fiscal year ended December 31, 1996 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to Commission file number 0-16209 ANGELES PARTNERS 16 California 95-4106417 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) One Insignia Financial Plaza, P.O. Box 1089 Greenville, South Carolina 29602 (Address of principal executive offices) (Zip Code) Issuer's telephone number (864) 239-1000 Securities registered under Section 12(b) of the Exchange Act: None Securities registered under Section 12(g) of the Exchange Act: Limited Partnership Units (Title of class) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the 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 Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B is not contained in this form, and no disclosure will be contained, to the best of Registrant's knowledge in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB.[] State issuer's revenues for its most recent fiscal year. $2,530,000 State the aggregate market value of the voting stock held by nonaffiliates of the Registrant. The aggregate market value shall be computed by reference to the price at which the stock was sold, or the average bid and asked prices of such stock, as of a specified date within the past 60 days. Market value information for Registrant's Partnership Interests is not available. Should a trading market develop for these Interests, it is the General Partner's belief that such trading would not exceed $25 million. DOCUMENTS INCORPORATED BY REFERENCE NONE PART I ITEM 1. DESCRIPTION OF BUSINESS Angeles Partners 16 (the "Partnership" or "Registrant") is a publicly-held limited partnership organized under the California Uniform Limited Partnership Act pursuant to the Certificate and Restated Agreement of Limited Partnership - (the "Agreement") dated March 24, 1987. The Partnership's General Partner is Angeles Realty Corporation II, a California corporation ("General Partner" or "ARC II"). The Partnership, through its public offering of Limited Partnership Units, sold 14,050 units aggregating $14,050,000. The General Partner contributed capital in the amount of $1,000 for a 1% interest in the Partnership. The Partnership was formed for the purpose of acquiring fee interests in various types of real property. The Partnership presently owns two investment properties. The General Partner of the Partnership intends to maximize the operating results and, ultimately, the net realizable value of each of the Partnership's properties in order to achieve the best possible return for the investors. Such results may best be achieved through property sales, refinancings, debt restructurings or relinquishment of the assets. The Partnership intends to evaluate each of its holdings periodically to determine the most appropriate strategy for each of the assets. The Partnership has no full time employees. The General Partner is vested with full authority as to the general management and supervision of the business and affairs of the Partnership. Limited Partners have no right to participate in the management or conduct of such business and affairs. Insignia Residential Group, L.P. provides day-to-day property management services to all of the Partnership's investment properties. The business in which the Partnership is engaged is highly competitive, and the Partnership is not a significant factor in its industry. Each investment property is located in or near a major urban area and, accordingly, competes for rentals not only with similar properties in its immediate area but with hundreds of similar properties throughout the urban area. Such competition is primarily on the basis of location, rents, services and amenities. In addition, the Partnership competes with significant numbers of individuals and organizations (including similar partnerships, real estate investment trusts and financial institutions) with respect to the sale of improved real properties, primarily on the basis of the prices and terms of such transactions. ITEM 2. DESCRIPTION OF PROPERTIES: The following table sets forth the Registrant's investment in properties: Date of Property Purchase Type of Ownership Use Whispering Pines Apartments 06/30/89 Fee ownership subject Residential to first trust deed Rental 136 units Silver Ridge Apartments 12/29/87 Fee ownership subject Residential to first mortgage Rental bond payable and 186 units second trust deed On June 12, 1995, the Partnership sold one of its investment properties, North Prior Industrial Park, to an unrelated third party (See "Item 6. Management's Discussion and Analysis or Plan of Operation" for further details). SCHEDULE OF PROPERTIES: (dollar amounts in thousands) Gross Carrying Accumulated Federal Property Value Depreciation Rate Method Tax Basis Whispering Pines $ 5,447 $ 1,319 5-40 yrs S/L $ 4,950 Apartments Silver Ridge 6,300 1,984 5-40 yrs S/L 5,251 Apartments Total $ 11,747 $ 3,303 $ 10,201 See "Note B" of the financial statements included in "Item 7." for a description of the Partnership's depreciation policy. SCHEDULE OF MORTGAGES: (dollar amounts in thousands)
Principal Principal Balance At Stated Balance December 31, Interest Period Maturity Due Property/Partnership 1996 Rate Amortized Date Maturity Whispering Pines Apartments First trust deed, in default $ 4,324 (2) 30 yrs Jan. 1997 $ 4,311 Silver Ridge Apartments First mortgage bond payable 4,525 (3) (1) July 2023 4,525 Second trust deed 375 10.00% (1) Dec. 1997 375 Angeles Partners 16 Note payable, in default (5) 859 12.50% (1) June 1997 859 Note payable, in default (5) 2,028 12.25% (1) June 1996 2,028 Working capital loan (6) 1,517 (4) (1) Nov. 1997 1,517 Total $ 13,628 $ 13,615 (1) Interest payments only. (2) 11th District Federal Home Loan Bank Board base rate plus 2.25%, monthly payment varies with interest rate (7.084% at December 31, 1996). (3) Interest only payments based on a variable rate not to exceed 12% (3.80% at December 31, 1996). (4) Interest only payments at the prime rate plus 2% payable from available cash flow, as defined (10.25% at December 31, 1996). (5) Payable to Angeles Mortgage Investment Trust ("AMIT"). (6) Payable to Angeles Acceptance Pool, L.P ("AAP").
Average annual rental rate and occupancy information for 1996 and 1995 for each property: Average Annual Average Annual Rental Rates Occupancy Property 1996 1995 1996 1995 Whispering Pines Apartments $7,754/unit $7,727/unit 86% 92% Silver Ridge Apartments $7,774/unit $7,625/unit 97% 95% The occupancy at Whispering Pines Apartments decreased due to increased home sales in the area. New home construction and low interest rates for home buyers has made renting less appealing and thereby decreased occupancy. However, occupancy has increased to 92% at December 31, 1996. The General Partner attributes this increase in occupancy to rental concessions that are currently being offered. As noted under "Item 1. Description of Business," the real estate industry is highly competitive. All of the properties of the Partnership are subject to competition from other residential apartment complexes in the area. The General Partner believes that all of the properties are adequately insured. The multi- family residential properties' lease terms are for one year or less. No residential tenant leases 10% or more of the available rental space. Real estate taxes and rates in 1996 for each property were: 1996 1996 Billing Rate Whispering Pines $ 149,000 2.82 Silver Ridge 244,000* 4.87 *Amount per 1995 billings; tax bills for 1996 not yet received. ITEM 3. LEGAL PROCEEDINGS In January 1993, a local fuel oil distributor pumped fuel oil into a testing well instead of into the storage tank at North Prior Industrial Park. The Partnership notified the necessary authorities and engaged an environmental engineering firm to develop a plan of action to clean up the site. The cost of the clean up, which is not covered by insurance, is estimated to be approximately $900,000 over a five year period. A liability has been recorded to cover the estimated costs to clean up the site and the funds have been set aside in an escrow account. The Partnership entered into an Environmental Undertaking and Indemnity Agreement with the buyer of the property limiting the Partnership's liability with regard to the clean up of this site to the balance of the escrow account. This agreement will terminate when the Partnership receives a "Site Closure Letter" from the Minnesota Pollution and Control Agency. Upon receipt of this letter, any remaining funds in the escrow account will be used to pay down Partnership debt to AMIT. In January 1995, the holder of the first mortgage, along with the former receiver, initiated two separate lawsuits against the Partnership, among others, for damages sustained as a result of the above. In June 1995 the suit with the former holder of the first mortgage was dismissed. During November 1995, the Partnership was removed as the defendant and became the Plaintiff in the lawsuit initiated by the former receiver in a suit filed against the fuel distributor, among others. The former receiver was removed as Plaintiff in the suit due to it no longer being a party- in-interest. A mediation hearing was held in December 1996 in which the defendants have tentatively agreed that the claims may be resolved by payment by the defendants to the Partnership. Settlement documents are under discussion, however definitive settlement agreements have not yet been concluded. During the third quarter 1996, AMIT filed a complaint against the Partnership, in the State of Minnesota, demanding payment on the $2,028,000 obligation plus accrued interest. At December 31, 1996, accrued interest on this debt payable to AMIT totaled approximately $301,000. The debt was in default previously due to non-payment of interest and now is in default due to non-payment upon maturity. AMIT has obtained a judgment against the Partnership, however they have indicated that they will not act on the judgment. The Partnership is unaware of any other pending or outstanding litigation that is not of a routine nature. The General Partner of the Partnership believes that all such pending or outstanding litigation will be resolved without a material adverse effect upon the business, financial condition, or operations of the Partnership. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS The Unit holders of the Partnership did not vote on any matter during the fiscal year covered by this report. PART II ITEM 5. MARKET FOR THE PARTNERSHIP'S COMMON EQUITY AND RELATED SECURITY HOLDER MATTERS The Partnership, a publicly-held limited partnership, sold 14,050 Limited Partnership Units aggregating $14,050,000 during its offering period through December 30, 1988, and currently has 13,993 Limited Partnership Units outstanding and 1,473 Limited Partners of record. There is no intention to sell additional Limited Partnership Units nor is there an established market for these units. The Partnership has discontinued making cash distributions from operations until and unless the financial condition and other relevant factors warrant resumption of distributions. ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION This item should be read in conjunction with the financial statements and other items contained elsewhere in this report. Results of Operations The Partnership realized a net loss of approximately $499,000 for the year ended December 31, 1996, versus a net loss of approximately $694,000 for the year ended December 31, 1995. The decrease in the net loss for the year ended December 31, 1996, as compared to the year ended December 31, 1995, is due to the sale of North Prior Industrial Park on June 12, 1995 (See discussion below). Rental income decreased for the year ended December 31, 1996, as compared to the year ended December 31, 1995, due largely to the sale of North Prior Industrial Park on June 12, 1995, resulting in the loss of rental revenue relating to this property. While average annual rental rates increased at both remaining investment properties, Whispering Pines Apartments experienced a decrease in rental income resulting from a decrease in occupancy. Other income increased due to an increase in laundry income and lease cancellation fees at Silver Ridge Apartments. Operating, maintenance, depreciation, interest and property tax expenses all decreased for the year ended December 31, 1996, versus the year ended December 31, 1995, due to the sale of North Prior Industrial Park. Contributing to the decrease in maintenance expense was a decrease at Whispering Pines Apartments resulting from fewer painting repairs required for the year ended December 31, 1996. Contributing to the decrease in property tax expense were decreases in tax rates at both of the Partnership's investment properties. Offsetting the decrease in interest expense was an increase in the default interest relating to the AMIT debt that is in default. General and administrative expenses decreased for the year ended December 31, 1996, versus the year ended December 31, 1995, primarily due to decreased cost reimbursements for partnership accounting, asset management and investor services. On June 12, 1995, the Partnership sold one of its investment properties, North Prior Industrial Park, for $10,325,000, net of closing costs, to an unrelated third party. The net proceeds were used to pay the first mortgage and related accrued interest. Accrued interest of $56,000 related to the first mortgage was forgiven, resulting in an extraordinary gain on debt forgiveness for the year ended December 31, 1995. A gain on sale of investment property of $1,010,000 was recognized for the sale for the year ended December 31, 1995. Included in operating expense for the year ended December 31, 1996 is $16,000 of major repairs and maintenance mainly comprised of exterior building improvements. As part of the ongoing business plan of the Partnership, the General Partner monitors the rental market environment of each of its investment properties to assess the feasibility of increasing rents, maintaining or increasing occupancy levels and protecting the Partnership from increases in expenses. As part of this plan, the General Partner attempts to protect the Partnership from the burden of inflation-related increases in expenses by increasing rents and maintaining a high overall occupancy level. However, due to changing market conditions, which can result in the use of rental concessions and rental reductions to offset softening market conditions, there is no guarantee that the General Partner will be able to sustain such a plan. LIQUIDITY AND CAPITAL RESOURCES The Partnership's primary source of cash is from the operations of its properties and from financing placed on such properties. Cash from these sources is utilized for property operations, capital improvements, and/or repayment of debt. At December 31, 1996, the Partnership had unrestricted cash of $529,000 versus $406,000 at December 31, 1995. Net cash provided by operating activities increased primarily due to improved operations due to the sale of North Prior Industrial Park (see discussion above). Net cash provided by operating activities also increased due to a decrease in accounts receivable and an increase in accrued interest. The Partnership is currently in default on $4,324,000 on Whispering Pines Apartments and on $2,887,000 of its indebtedness to AMIT plus related accrued interest. The Partnership is not servicing this debt on a monthly basis and therefore the interest continues to accrue. Net cash provided by investing activities decreased for the year ended December 31, 1996, versus the year ended December 31, 1995, due to proceeds received from the sale of North Prior Industrial Park in 1995. Net cash used in financing activities decreased for the year ended December 31, 1996, versus the year ended December 31, 1995, due to the repayment of notes payable relating to North Prior Industrial Park upon the sale of the property in 1995. The financial statements have been prepared assuming the Partnership will continue as a going concern. The Partnership has incurred recurring operating losses and continues to suffer from inadequate liquidity. In addition, there are limited identified capital resources available to the Partnership. As a result, the Partnership has not had cash available to perform the substantial rehabilitation necessary at each of the investment properties. As mentioned previously, the Partnership is in default on $4,324,000 on Whispering Pines and on $2,887,000 of its indebtedness to AMIT due to its inability to make interest and principal payments when due. The debt is unsecured debt of the Partnership payable to AMIT. The Partnership is presently paying non-debt related expenses of the properties and is negotiating forbearance agreements with AMIT on the debt in default. The General Partner anticipates positive cash flow after the payment of operating and capital expenditures for Whispering Pines Apartments for 1997. The General Partner anticipates positive cash flow after the payment of operating and capital expenditures and debt service for Silver Ridge Apartments for 1997. In addition, the General Partner anticipates that the unrestricted cash of $529,000 at December 31, 1996, will be sufficient to cover all Partnership level operating expenditures for 1997; however, it does not anticipate paying all AMIT and AAP debt service costs. As a result of the above conditions, there is substantial doubt about the Partnership's ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability or classification of assets or amounts or classification of liabilities that may result from these uncertainties. The sufficiency of existing liquid assets to meet future liquidity and capital expenditure requirements is directly related to the level of capital expenditures required at the properties to adequately maintain the physical assets and other operating needs of the Partnership. The mortgage indebtedness of $13,628,000 consists of, (1) a first mortgage of $4,324,000, which is in default due to its maturity in January 1997 (2) a second trust deed and a working capital loan with principal balances of $375,000 and $1,517,000, respectively and with maturity dates in December and November 1997, respectively; and (3) a first mortgage bond payable in the principal amount of $4,525,000 due July 2023. The Partnership also has unsecured debt to AMIT in the amount of $859,000 and $2,028,000 with maturity dates of June 1997 and June 1996, respectively, which is in default due to non-payment of principal and interest when due. Future cash distributions will depend on the levels of net cash generated from operations, refinancings and property sales. There were no cash distributions during the years ended December 31, 1996 or December 31, 1995. At this time, the General Partner does not anticipate making a cash distribution during fiscal 1997. ITEM 7. FINANCIAL STATEMENTS ANGELES PARTNERS 16 LIST OF FINANCIAL STATEMENTS Independent Auditors' Report Balance Sheet - December 31, 1996 Statements of Operations - Years ended December 31, 1996 and 1995 Statement of Changes in Partners' Deficit - Years ended December 31, 1996 and 1995 Statements of Cash Flows - Years ended December 31, 1996 and 1995 Notes to Financial Statements Report of Ernst & Young LLP, Independent Auditors The Partners Angeles Partners 16 We have audited the accompanying balance sheet of Angeles Partners 16 as of December 31, 1996, and the related statements of operations, changes in partners' deficit and cash flows for each of the two years in the period ended December 31, 1996. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Partnership's management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Angeles Partners 16 as of December 31, 1996, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 1996, in conformity with generally accepted accounting principles. The accompanying financial statements have been prepared assuming that Angeles Partners 16 will continue as a going concern. As more fully described in Note A, the Partnership has incurred recurring operating losses, is in default on a portion of its indebtedness and continues to suffer from inadequate liquidity. These conditions raise substantial doubt about the Partnership's ability to continue as a going concern. Management's plans in regard to these matters are also described in Note A. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty. /S/ ERNST & YOUNG LLP Greenville, South Carolina February 1, 1997 ANGELES PARTNERS 16 BALANCE SHEET December 31, 1996 (in thousands, except unit data) Assets Cash and cash equivalents: Unrestricted $ 529 Restricted--tenant security deposits 67 Accounts receivable 23 Escrow for taxes 225 Restricted escrows (Note G) 1,243 Other assets 214 Investment properties (Notes C and F): Land $ 1,076 Buildings and related personal property 10,671 11,747 Less accumulated depreciation (3,303) 8,444 $ 10,745 Liabilities and Partners' Deficit Liabilities Accounts payable $ 37 Tenant security deposits 65 Accrued taxes 405 Accrued interest 1,331 Other liabilities (Note G) 908 Notes payable, including $7,211 in default (Notes C, E and F) 13,628 Partners' Deficit General partner $ (174) Limited partners (13,993 units issued and outstanding) (5,455) (5,629) $ 10,745 See Accompanying Notes to Financial Statements ANGELES PARTNERS 16 STATEMENTS OF OPERATIONS (in thousands, except unit data) Years Ended December 31, 1996 1995 Revenues: Rental income $ 2,302 $ 3,022 Other income 228 209 Total revenues 2,530 3,231 Expenses: Operating 858 1,773 General and administrative 139 183 Maintenance 167 275 Depreciation 297 473 Interest 1,194 1,507 Property taxes 374 784 Bad debt recovery, net -- (4) Total expenses 3,029 4,991 Loss before gain on sale of investment property and extraordinary item (499) (1,760) Gain on sale of investment property (Note G) -- 1,010 Loss before extraordinary item (499) (750) Extraordinary item - gain on early extinguishment of debt (Note G) -- 56 Net loss $ (499) $ (694) Net loss allocated to general partner (1%) $ (5) $ (7) Net loss allocated to limited partners (99%) (494) (687) Net loss $ (499) $ (694) Per limited partnership unit: Loss before extraordinary item $ (35.20) $ (52.91) Extraordinary item -- 3.95 Net loss $ (35.20) $ (48.96) See Accompanying Notes to Financial Statements ANGELES PARTNERS 16 STATEMENT OF CHANGES IN PARTNERS' DEFICIT (in thousands, except unit data) Limited Partnership General Limited Units Partner Partners Total Original capital contributions 14,050 $ 1 $ 14,050 $ 14,051 Partners' deficit at December 31, 1994 14,033 $ (162) $ (4,274) $ (4,436) Net loss for the year ended December 31, 1995 -- (7) (687) (694) Partners' deficit at December 31, 1995 14,033 (169) (4,961) (5,130) Abandoned limited partnership units (Note H) (40) -- -- -- Net loss for the year ended December 31, 1996 -- (5) (494) (499) Partners' deficit at December 31, 1996 13,993 $ (174) $ (5,455) $ (5,629) See Accompanying Notes to Financial Statements ANGELES PARTNERS 16 STATEMENTS OF CASH FLOWS (in thousands)
Years Ended December 31, 1996 1995 Cash flows from operating activities: Net loss $ (499) $ (694) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation 297 473 Amortization of loan costs 9 30 Gain on sale of investment property -- (1,010) Extraordinary item - gain on early extinguishment of debt -- (56) Change in accounts: Restricted cash (4) 6 Accounts receivable 116 (144) Escrows for taxes (1) 84 Other assets -- (50) Accounts payable (2) 12 Tenant security deposit liabilities 2 5 Accrued taxes (37) 98 Accrued interest 511 (691) Other liabilities (283) 653 Net cash provided by (used in) operating activities 109 (1,284) Cash flows from investing activities: Property improvements and replacements (62) (312) Proceeds from sale of investment property -- 10,325 Deposits to restricted escrows (362) (1,496) Withdrawals from restricted escrows 492 257 Net cash provided by investing activities 68 8,774 Cash flows from financing activities: Repayment of notes payable -- (8,417) Additions to notes payable 44 -- Payments on notes payable (98) (440) Net cash used in financing activities (54) (8,857) Net increase (decrease) in cash 123 (1,367) Unrestricted cash and cash equivalents at beginning of period 406 1,773 Unrestricted cash and cash equivalents at end of period $ 529 $ 406 Supplemental disclosure of cash flow information: Cash paid for interest $ 674 $ 2,180 Interest on notes transferred to notes payable $ 807 $ -- See Accompanying Notes to Financial Statements
ANGELES PARTNERS 16 Notes to Financial Statements December 31, 1996 NOTE A - GOING CONCERN The financial statements have been prepared assuming the Partnership will continue as a going concern. The Partnership has incurred recurring operating losses, is in default on a portion of its indebtedness and continues to suffer from inadequate liquidity. As a result, the Partnership has not had cash available to perform the substantial rehabilitation necessary at each of the investment properties. The first mortgage in the amount of $4,324,000, which is secured by Whispering Pines Apartments, is in default due to nonpayment upon its maturity in January 1997. The General Partner is in negotiations with the current lender and others to refinance this indebtedness, however there can be no assurances that these negotiations will be successful. In addition, the second trust deed in the amount of $375,000, which is secured by Silver Ridge Apartments, matures in December 1997. The General Partner anticipates that the Partnership will be able to repay this obligation upon maturity. The Partnership is in default on $2,887,000 of unsecured indebtedness payable to Angeles Mortgage Investment Trust ("AMIT") (See "Note E"), plus related accrued interest of $697,000, due to its inability to make interest and principal payments when due. The lender has obtained a judgment against the Partnership that secures their position, however the lender has also indicated that they will not act on the judgment. The Partnership also has an unsecured working capital loan payable to Angeles Acceptance Pool, L.P. ("AAP") of $1,517,000 plus related accrued interest of $590,000 that is due in November 1997. The General Partner is presently negotiating forbearance agreements with AMIT and AAP. There can be no assurance that these negotiations with the lenders will be successful. Limited sources of additional financing are available to the Partnership and the General Partner does not have any other plans to remedy the liquidity problems the Partnership is currently experiencing. The General Partner anticipates positive cash flow after the payment of operating and capital expenditures for Whispering Pines Apartments for 1997. The General Partner anticipates positive cash flow after the payment of operating and capital expenditures and debt service for Silver Ridge Apartments for 1997. In addition, the General Partner anticipates that the unrestricted cash of $529,000 at December 31, 1996, will be sufficient to cover all Partnership level operating expenditures for 1997; however, it does not anticipate paying all AMIT and AAP debt service costs. As a result of the above conditions, there is substantial doubt about the Partnership's ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability or classification of assets or amounts or classification of liabilities that may result from these uncertainties. NOTE B - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Organization: Angeles Partners 16 (the "Partnership" or "Registrant") is a California limited partnership organized on March 24, 1987, to acquire fee or other equity interests in, or long-term leasehold interests in, improved residential, commercial or industrial properties. The Partnership's General Partner is Angeles Realty Corporation II ("ARC II"), an affiliate of Insignia Financial Group, Inc. ("Insignia"). As of December 31, 1996, the Partnership operates two residential properties located in Fitchburg, Wisconsin and Maplewood, Minnesota. Allocations to Partners: In accordance with the Partnership Agreement, any gain from the sale or other disposition of Partnership assets will be allocated first to the General Partner to the extent of the amount of any Incentive Interests (as defined below) to which the General Partner is entitled. Any gain remaining after said allocation will be allocated to the General Partner and Limited Partners in proportion to their interests in the Partnership; provided that the gain shall first be allocated to Partners with negative account balances, in proportion to such balances, in an amount equal to the sum of such negative capital account balances. The Partnership will allocate other profits and losses 1% to the General Partner and 99% to the Limited Partners. Except as discussed below, the Partnership will allocate distributions 1% to the General Partner and 99% to the Limited Partners. Upon the sale or other disposition, or refinancing of any asset of the Partnership, the Distributable Net Proceeds shall be distributed as follows: (i) First, to the Partners in proportion to their interests until the Limited Partners have received proceeds equal to their Original Capital Investment applicable to the property; (ii) Second, to the Partners until the Limited Partners have received distributions from all sources equal to their 6% Cumulative Distribution; (iii) Third, to the General Partner until it has received an amount equal to 3% of the aggregate disposition price of all properties ("Initial Incentive Interest") and (iv) Fourth, to the Partners according to their Interests in the Partnership until the Limited Partners have received distributions from all sources equal to their 10% Cumulative Distribution and, thereafter, until certain of the Limited Partners receive additional priority returns ranging from 1.5% to 4.5% per annum on their Adjusted Capital Investment (not compounded) as set forth in the Partnership Agreement and (v) thereafter, 85% to the Partners in proportion to their interests and 15% ("Final Incentive Interest") to the General Partner. Depreciation: Depreciation is calculated by the straight-line method over the estimated lives of the investment properties and related personal property. For Federal income tax purposes, the accelerated cost recovery method is used (1) for real property over 18 years for additions after March 15, 1984, and before May 9, 1985, and 19 years for additions after May 8, 1985, and before January 1, 1987, and (2) for personal property over 5 years for additions prior to January 1, 1987. As a result of the Tax Reform Act of 1986, for additions after December 31, 1986, the alternative depreciation system is used for depreciation of (1) real property additions over 40 years, and (2) personal property additions over 6-20 years. Cash and Cash Equivalents: The Partnership considers all highly liquid investments with a maturity when purchased of three months or less to be cash and cash equivalents. At certain times, the amount of cash deposited at a bank may exceed the limit on insured deposits. Loan Costs: Loan costs of $251,000, included in "Other assets" on the balance sheet, are being amortized on a straight line basis over the lives of the related loans. Accumulated amortization totals $37,000 at December 31, 1996 and is also included in "Other assets" on the balance sheet. Leases: The Partnership generally leases apartment units for twelve-month terms or less. Tenant Security Deposits: The Partnership requires security deposits which are refunded when the tenant vacates if there has been no damage to the unit. Advertising Costs: Advertising costs, $45,000 in 1996 and $47,000 in 1995, are charged to expense as they are incurred and are included in "Operating" expenses on the statement of operations. Investment Properties: Prior to the fourth quarter of 1995, investment properties were carried at the lower of cost or estimated fair value, which was determined using the higher of the property's non-recourse debt amount, when applicable, or the net operating income of the investment property capitalized at a rate deemed reasonable for the type of property. During the fourth quarter of 1995 the Partnership adopted "FASB Statement No. 121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of", which requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amount. The impairment loss is measured by comparing the fair value of the asset to its carrying amount. The effect of adoption was not material. 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 amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Reclassifications: Certain reclassifications have been made to the 1995 balances to conform to the 1996 presentation. Fair Value: In 1995, the Partnership implemented "Statement of Financial Accounting Standards No. 107, Disclosure about Fair Value of Financial Instruments," which requires disclosure of fair value information about financial instruments for which it is practicable to estimate that value. The carrying amount of the Partnership's cash and cash equivalents approximates fair value due to short-term maturities. The Partnership estimates the fair value of its fixed rate mortgages by discounted cash flow analysis, based on estimated borrowing rates currently available to the Partnership (see "Note C"). NOTE C - NOTES PAYABLE (dollar amounts in thousands)
Monthly Principal Payment Stated Balance Balance Including Interest Maturity Due at December Property/Partnership Interest Rate Date Maturity 1996 Whispering Pines Apts. First trust deed, in default $ 32 (1) (1) Jan. 1997 $ 4,311 $ 4,324 Silver Ridge Apts. First mortgage bond payable 15 (3) (3) July 2023 4,525 4,525 Second trust deed 3 10.00% Dec. 1997 375 375 Angeles Partners 16 Note payable, in default (4) 9 12.50% June 1997 859 859 Note payable, in default (4) 30 12.25% June 1996 2,028 2,028 Working capital loan (5) (2) (2) Nov. 1997 1,517 1,517 $ 89 $ 13,615 $ 13,628 (1) 11th District Federal Home Loan Bank Board base rate plus 2.25%, monthly payment varies with interest rate (7.084% at December 31, 1996). (2) Interest only payments at the prime rate plus 2% payable from available cash flow, as defined (10.25% at December 31, 1996). (3) Interest only payments based on a variable rate not to exceed 12% (3.80% at December 31, 1996) (4) Payable to AMIT. (5) Payable to AAP.
The carrying value of the Partnership's aggregate first mortgages approximates its estimated fair value. The General Partner believes that it is not appropriate to use the Partnership's incremental borrowing rate for its other indebtedness as there is currently no market in which the Partnership could obtain similar financing. Therefore, the General Partner considers estimation of fair value to be impracticable. The first mortgage notes payable are nonrecourse and are secured by pledge of certain of the Partnership's investment properties and by pledge of revenues from the respective investment properties. Certain of the notes include prepayment penalties if repaid prior to maturity. The Partnership is in default on $7,211,000 of its indebtedness, plus related accrued interest of $723,000 due to maturity ($4,324,000) and to an inability to make interest and principal payments when due ($2,887,000). Scheduled principal payments of notes payable subsequent to December 31, 1996, are as follows (dollar amounts in thousands): 1997 $ 9,103 1998 -- 1999 -- 2000 -- 2001 -- Thereafter 4,525 $ 13,628 NOTE D - INCOME TAXES Taxable income or loss of the Partnership is reported in the income tax returns of its partners. Accordingly, no provision for income taxes is made in the financial statements of the Partnership. Differences between the net loss as reported and Federal taxable loss result primarily from (1) depreciation over different methods and lives and on differing cost bases of the investment properties, (2) gain or loss on disposal of properties, (3) accrual of future environmental clean-up costs, and (4) bad debt allowances. The following is a reconciliation of reported net loss and Federal taxable loss: 1996 1995 (in thousands) Net loss as reported $ (499) $ (694) Add (deduct): Environmental clean-up costs (269) 780 Depreciation differences (72) (16) Unearned income (15) 24 Difference in gain on sale of investment property -- (2,600) Miscellaneous 97 22 Federal taxable loss $ (758) $ (2,484) Federal taxable loss per limited partnership unit $ (53.48) $ (175.24) The following is a reconciliation between the Partnership's reported amounts and Federal tax basis of net liabilities: Net liabilities as reported $ (5,629) Land and buildings 1,422 Accumulated depreciation 334 Syndication and distribution costs 2,043 Accrued environmental clean-up costs 822 Prepaid rent 5 Other 22 Net liabilities - Federal tax basis $ (981) NOTE E - TRANSACTIONS WITH AFFILIATED PARTIES The Partnership has no employees and is dependent on the General Partner and its affiliates for the management and administration of all Partnership activities. The Partnership Agreement provides for payments to affiliates for services and as reimbursement of certain expenses incurred by affiliates on behalf of the Partnership. The following payments were paid to the General Partner and affiliates in 1996 and in 1995: 1996 1995 (in thousands) Property management fees $ 122 $ 123 Reimbursements for services of affiliates 67 90 The Partnership insures its properties under a master policy through an agency and insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which were later acquired by the agent who placed the current year's master policy. The current agent assumed the financial obligations to the affiliate of the General Partner who receives payment on these obligations from the agent. The amount of the Partnership's insurance premiums accruing to the benefit of the affiliate of the General Partner by virtue of the agent's obligations is not significant. In November 1992, AAP, a Delaware limited partnership, was organized to acquire and hold the obligations evidencing the working capital loan previously provided to the Partnership by Angeles Capital Investments, Inc. ("ACII"). Angeles Corporation ("Angeles") is the 99% limited partner of AAP and Angeles Acceptance Directives, Inc. ("AAD"), an affiliate of the General Partner, was, until April 14, 1995, the 1% general partner of AAP. On April 14, 1995, as part of a settlement of claims between affiliates of the General Partner and Angeles, AAD resigned as general partner of AAP and simultaneously received a 1/2% limited partner interest in AAP. An affiliate of Angeles now serves as the general partner of AAP. The AAP working capital loan funded the Partnership's operating deficits in prior years. Total indebtedness, including accrued interest of $590,000, was approximately $2,107,000 at December 31, 1996, with monthly interest only payments at prime plus 2% paid from available cash flow. Principal is to be paid the earlier of i) the availability of funds, ii) the sale of one or more properties owned by the Partnership, or iii) November 25, 1997. Total interest expense for this loan was $156,000 and $164,000 for the years ended December 31, 1996 and 1995, respectively. AMIT currently holds two unsecured notes receivable from the Partnership. Total indebtedness is $2,887,000 all of which is in default at December 31, 1996, due to non-payment of principal and interest when due. Total interest expense on this financing was $514,000 and $429,000 for the years ended December 31, 1996 and 1995, respectively. Accrued interest was $697,000 at December 31, 1996. MAE GP Corporation ("MAE GP"), an affiliate of the General Partner, owns 1,675,113 Class B Shares of AMIT. MAE GP has the option to convert these Class B Shares, in whole or in part, into Class A Shares on the basis of 1 Class A Share for every 49 Class B Shares. These Class B Shares entitle MAE GP to receive 1% of the distributions of net cash distributed by AMIT. These Class B Shares also entitle MAE GP to vote on the same basis as Class A Shares which allows MAE GP to vote approximately 39% of the total shares (unless and until converted to Class A Shares at which time the percentage of the vote controlled represented by the shares held by MAE GP would approximate 1.3% of the vote). Between the date of acquisition of these shares (November 24, 1992) and March 31, 1995, MAE GP declined to vote these shares. Since that date, MAE GP voted its shares at the 1995 and 1996 annual meetings in connection with the election of trustees and other matters. MAE GP has not exerted, and continues to decline to exert, any management control over or participate in the management of AMIT. MAE GP may choose to vote these shares as it deems appropriate in the future. In addition, Liquidity Assistance, LLC, ("LAC"), an affiliate of the General Partner and an affiliate of Insignia Financial Group, Inc., ("Insignia") which provides property management and partnership administration services to the Partnership, owns 126,500 Class A Shares of AMIT at December 31, 1996. As of February 1, 1997, the number of shares owned by LAC decreased to 96,800. These Class A Shares entitle LAC to vote approximately 2.2% of the total shares. In addition, Insignia has engaged and continues to engage in discussions with AMIT regarding various potential business combinations with affiliates of Insignia. As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an option to acquire the Class B Shares owned by it. This option can be exercised at the end of 10 years or when all loans made by AMIT to partnerships affiliated with MAE GP as of November 9, 1994, (which is the date of execution of a definitive Settlement Agreement) have been paid in full, but in no event prior to November 9, 1997. AMIT delivered to MAE GP cash in the sum of $250,000 at closing, which occurred April 14, 1995, as payment for the option. Upon exercise of the option, AMIT would remit to MAE GP an additional $94,000. Simultaneously with the execution of the option, MAE GP executed an irrevocable proxy in favor of AMIT the result of which is MAE GP will be able to vote the Class B Shares on all matters except those involving transactions between AMIT and MAE GP affiliated borrowers or the election of any MAE GP affiliate as an officer or trustee of AMIT. On those matters, MAE GP granted to the AMIT trustees, in their capacity as trustees of AMIT, proxies with regard to the Class B Shares instructing such trustees to vote said Class B Shares in accordance with the vote of the majority of the Class A Shares voting to be determined without consideration of the votes of "Excess Class A Shares" as defined in Section 6.13 of the Declaration of Trust of AMIT. NOTE F - INVESTMENT PROPERTIES AND ACCUMULATED DEPRECIATION Initial Cost To Partnership (in thousands) Cost Buildings Capitalized and Related (Removed) Personal Subsequent to Description Encumbrances Land Property Acquisition Whispering Pines Apartments $ 4,324 $ 579 $ 5,211 $ (343) Silver Ridge Apartments 4,900 642 6,244 (586) Angeles Partners 16 4,404 -- -- -- Totals $ 13,628 $ 1,221 $ 11,455 $ (929)
Gross Amount At Which Carried At December 31, 1996 (in thousands) Buildings And Related Personal Accumulated Date Depreciable Description Land Property Total Depreciated Acquired Life-Years Whispering Pines Apartments $ 509 $ 4,938 $ 5,447 $ 1,319 06/30/89 5-40 Silver Ridge Apartments 567 5,733 6,300 1,984 12/29/87 5-40 Totals $ 1,076 $ 10,671 $ 11,747 $ 3,303 The depreciable lives included above are for the buildings and components. The depreciable lives for related personal property are for 5 to 10 years. Reconciliation of "Investment Properties and Accumulated Depreciation": Years Ended December 31, 1996 1995 (in thousands) Investment Properties Balance at beginning of year $ 11,685 $ 22,356 Property improvements 62 312 Dispositions -- (10,983) Balance at end of Year $ 11,747 $ 11,685 Accumulated Depreciation Balance at beginning of year $ 3,006 $ 4,771 Additions charged to expense 297 473 Dispositions -- (2,238) Balance at End of Year $ 3,303 $ 3,006 The aggregate cost of the real estate for Federal income tax purposes at December 31, 1996 and 1995, is $13,169,000 and $13,103,000. The accumulated depreciation taken for Federal income tax purposes at December 31, 1996 and 1995, is $2,968,000 and $2,600,000. NOTE G - SALE OF INVESTMENT PROPERTY On June 12, 1995, the Partnership sold the North Prior Industrial Park to an unrelated party, recognizing a gain on the sale of $1,010,000. The net proceeds of $10,325,000 were used to pay the first mortgage and related accrued interest; to pay AMIT in partial satisfaction of a recourse second mortgage; and to fund restricted escrows. The holder of the first mortgage forgave $56,000, which the Partnership recognized as an extraordinary gain on early extinguishment of debt. The unpaid balance of the note payable to AMIT is now unsecured Partnership debt (see "Note E"). As required by the sales agreement, the Partnership established three escrows as described below: Tenant Improvements Escrow - This escrow was being held pending completion of tenant improvements that were begun prior to the sale. At December 31, 1996, the escrow balance had been expended. All funds were used for the improvement projects and the residual, or $56,000, was used to reduce the debt to AMIT. Environmental Escrow - This escrow was established for costs associated with fuel oil contamination at the property. In January 1993, a local fuel oil distributor pumped fuel oil into a testing well instead of into the storage tank at North Prior Industrial Park. The Partnership notified the necessary authorities and engaged an environmental engineering firm to develop a plan of action to clean up the site. The cost of the clean up, which is not covered by insurance, is estimated to be approximately $900,000 over a five year period. A liability has been recorded to cover the estimated costs to clean-up the site and is included in "Other Liabilities", and the funds have been set aside in an escrow account. At December 31, 1996, the balance remaining in this account was approximately $880,000. The Partnership entered into an agreement with the buyer of the property limiting the Partnership's liability with regard to the clean up of this site to the balance of the escrow account. This agreement will terminate when the Partnership receives a "Site Closure Letter" from the Minnesota Pollution and Control Agency. Upon receipt of this letter, any remaining funds in the escrow account will be used to pay down the AMIT debt discussed above (see "Note C"). Attorney Fee Escrow: This escrow is being held for attorney fees relating to the environmental issue described above. At December 31, 1996, the balance in this account is $14,000. All funds are expected to be used for attorney fees; however, any remaining funds will be used to reduce the debt to AMIT (see "Note C"). NOTE H - OTHER ITEMS In 1996, the number of Limited Partnership Units decreased by 40 units due to limited partners abandoning their units. In abandoning his or her Limited Partnership Units, a limited partner relinquishes all right, title and interest in the Partnership as of the date of abandonment. However, during the year of abandonment, the Limited Partner will still be allocated his or her share of the income or loss for that entire year. The loss per limited partnership unit in the accompanying statement of operations is calculated based on the number of units outstanding at the beginning of the year. ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANT ON ACCOUNTING AND FINANCIAL DISCLOSURES There were no disagreements with Ernst & Young LLP regarding the 1996 or 1995 audits of the Partnership's financial statements. PART III ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT The name of the directors and executive officers of Angeles Realty Corporation II ("ARC II"), the Partnership's General Partner as of December 31, 1996, their ages and the nature of all positions with ARC II presently held by them are as follows: Name Age Position Carroll D. Vinson 56 President Robert D. Long, Jr. 29 Vice President and Principal Accounting Officer William H. Jarrard, Jr. 50 Vice President John K. Lines 37 Secretary Kelley M. Buechler 39 Assistant Secretary Carroll D. Vinson has been President of Metropolitan Asset Enhancement, L.P., and subsidiaries since August of 1994. Prior to that, during 1993 to August 1994, Mr. Vinson was affiliated with Crisp, Hughes & Co. (regional CPA firm) and engaged in various other investment and consulting activities. Briefly, in early 1993, Mr. Vinson served as President and Chief Executive Officer of Angeles Corporation, a real estate investment firm. From 1991 to 1993, Mr. Vinson was employed by Insignia in various capacities including Managing Director-President during 1991. From 1986 to 1990, Mr. Vinson was President and a Director of U.S. Shelter Corporation, a real estate services company, which sold substantially all of its assets to Insignia in December 1990. Robert D. Long, Jr. is Vice President and Principal Accounting Officer. Prior to joining Metropolitan Asset Enhancement, L.P., and subsidiaries, he was an auditor for the State of Tennessee and was associated with the accounting firm of Harshman Lewis and Associates. William H. Jarrard, Jr. has been Managing Director - Partnership Administration of Insignia since January 1991. Mr. Jarrard served as Managing Director - Partnership Administration and Asset Management from July 1994 until January 1996. John K. Lines has been Insignia's General Counsel since June 1994 and General Counsel and Secretary since July 1994. From May 1993 until June 1994, Mr. Lines was the Assistant General Counsel and Vice President of Ocwen Financial Corporation in West Palm Beach, Florida. From October 1991 until May 1993, Mr. Lines was a Senior Attorney with Banc One Corporation in Columbus, Ohio. From May 1984 until October 1991, Mr. Lines was employed as an Associate Attorney with Squire Sanders & Dempsey in Columbus, Ohio. Kelley M. Buechler is Assistant Secretary of the General Partner and has served as Secretary of Insignia since 1991. ITEM 10. EXECUTIVE COMPENSATION No direct form of compensation or remuneration was paid by the Partnership to any officer or director of ARC II. The Partnership has no plan, nor does the Partnership presently propose a plan, which will result in any remuneration being paid to any officer or director upon termination of employment. However, fees and other payments have been made to the Partnership's General Partner and its affiliates, as described in Note E of the Financial Statements included under "Item 7.', which is incorporated herein by reference. ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT As of January 1, 1997, no person owned of record more than 5% of the Limited Partnership Units of the Partnership nor was any person known by the Partnership to own of record and beneficially, or beneficially only, more than 5% of such securities. The Partnership knows of no contractual arrangements, the operation of the terms of which may at a subsequent date result in a change in control of the Partnership, except as follows: Article 12.1 of the Agreement, which provides that upon a vote of the Limited Partners holding more than 50% of the then outstanding Limited Partnership Units the General Partner may be expelled from the Partnership upon 90 days written notice. In the event that a successor general partner has been elected by Limited Partners holding more than 50% of the then outstanding Limited Partnership Units and if said Limited Partners elect to continue the business of the Partnership, the Partnership is required to pay in cash to the expelled General Partner an amount equal to the accrued and unpaid management fee described in Article 10 of the Agreement and to purchase the General Partner's interest in the Partnership on the effective date of the expulsion, which shall be an amount equal to the difference between i) the balance of the General Partner's capital account and ii) the fair market value of the share of Distributable Net Proceeds to which the General Partner would be entitled. Determination of the fair market value of the share of Distributable Net Proceeds is defined in Article 12.2 (b) of the Agreement. ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS No transactions have occurred between the Partnership and any officer or director of ARC II. During the years ended December 31, 1996, and December 31, 1995, the transactions that occurred between the Partnership and ARC II or affiliates of ARC II pursuant to the terms of the Agreement are disclosed under "Note E" of the Partnership's Financial Statements included under "Item 7.", which is hereby incorporated by reference. ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K (a) See Exhibit Index contained herein. (b) No reports on Form 8-K were filed during the fourth quarter of 1996. SIGNATURES In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ANGELES PARTNERS 16 (A California Limited Partnership) (Registrant) By: Angeles Realty Corporation II By: /s/ Carroll D. Vinson Carroll D. Vinson President Date: March 20, 1997 In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Registrant and in the capacities on the date indicated. /s/ Carroll D. Vinson President Date: March 20, 1997 Carroll D. Vinson /s/ Robert D. Long, Jr. Vice President Date: March 20, 1997 Robert D. Long, Jr. And CAO EXHIBIT INDEX Exhibit Number Description of Exhibits 3.1 Amended Certificate and Agreement of the Limited Partnership's filed in the Partnership's prospectus dated June 15, 1987 which is incorporated herein by reference. 10.1 Agreement of Purchase and Sale of Property with Exhibits - Angola Beach, filed in Form 8K dated December 29, 1987, which is incorporated herein by reference. 10.2 Amendment of Contract - Angola Beach filed in Form 8K dated December 29, 1987, which is incorporated herein by reference. 10.3 Agreement of Purchase and Sale of Property - Silver Ridge filed in Form 8K dated December 29, 1987, which is incorporated herein by reference. 10.4 Contract of Sale with Exhibits - Angola Estates, file in Form 8K dated January 12, 1988, which is incorporated herein by reference. 10.5 First Trust Deed - Angola Beach, filed in Form 10Q dated September 30, 1988, which is incorporated herein by reference. 10.6 Agreement of Purchase and Sale of Property - North Prior filed in Form 8K dated January 18, 1989, which is incorporated herein by reference. 10.7 Agreement of Purchase and Sale of Property - Whispering Pines filed in Form 8K dated July 19, 1989, which is incorporated herein by reference. 10.8 Stock Purchase Agreement dated November 24, 1992 showing the purchase of 100% of the outstanding stock of Angeles Realty Corporation II by IAP GP Corporation, a subsidiary of MAE GP Corporation, filed in Form 8-K dated December 31, 1992, which is incorporated herein by reference. 10.9 Agreement of Purchase and Sale of Property - Angola Beach and Angola Estates Mobile Home Park filed in Form 8K dated May 20, 1993, which is incorporated herein by reference. 10.10 Letter from the Registrant's former independent accountant regarding its concurrence with the statements made by the Registrant is incorporated by reference to the exhibit filed with Form 8K dated September 1, 1993. 10.11 Purchase Agreement with Exhibits between Angeles Partners 16 and North Prior, L.L.C. dated March 3, 1993, documenting the sale of North Prior Industrial Park. 10.12 First Amendment to Purchase Agreement with Exhibits between Angeles Partners 16 and North Prior, L.L.C. dated June 12, 1995, documenting the sale of North Prior Industrial Park. 10.13 Assignment and Assumption of Leases with Exhibits between Angeles Partners 16 and North Prior, L.L.C. dated June 12, 1995. 10.14 Assignment and Assumption of Service Contracts with Exhibits between Angeles Partners 16 and North Prior Industrial, L.L.C. dated June 12, 1995. 10.15 Assignment of Permits and Warranties with Exhibits between Angeles Partners 16 and North Prior, L.L.C. dated June 12, 1995. 10.16 Assignment of Rents and Leases with Exhibits between Angeles Partners 16 and Towle Real Estate Company dated June 12, 1995. 10.17 Assignment of Service Contracts with Exhibits between Angeles Partners 16 and Towle Real Estate Company dated June 12, 1995. 10.18 Assignment of Permits and Warranties with Exhibits between Angeles Partners 16 and Towle Real Estate Company dated June 12, 1995. 27 Financial Data Schedule, is filed as an exhibit to this report.
EX-27 2
5 This schedule contains summary financial information extracted from Angeles Partners 16 1996 Year-End 10-KSB and is qualified in its entirety by reference to such 10-KSB filing. 0000812187 ANGELES PARTNERS 16 1,000 12-MOS DEC-31-1996 DEC-31-1996 529 0 23 0 0 0 11,747 3,303 10,745 0 13,628 0 0 0 (5,629) 10,745 0 2,530 0 0 3,029 0 1,194 (499) 0 (499) 0 0 0 (499) (35.20) 0 Registrant has an unclassified balance sheet.
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