-----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, Qulrdqpq6hctRc0vOuSIEdl9scr3e5Utf80LD4tqJXz2UxeM4VkLfFh6939lORIM PNPuO606mQWEX/SntWj2Ew== 0000824209-96-000004.txt : 19960812 0000824209-96-000004.hdr.sgml : 19960812 ACCESSION NUMBER: 0000824209-96-000004 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960809 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: COPLEY PENSION PROPERTIES VI CENTRAL INDEX KEY: 0000824209 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 042988542 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-17807 FILM NUMBER: 96607020 BUSINESS ADDRESS: STREET 1: 399 BOYLSTON ST 13TH FL. CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6175781200 MAIL ADDRESS: STREET 1: 399 BOYLSTON STREET CITY: BOSTON STATE: MA ZIP: 02116 FORMER COMPANY: FORMER CONFORMED NAME: NEW ENGLAND PENSION PROPERTIES VI DATE OF NAME CHANGE: 19880113 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, 1996 Commission File Number 0-17807 COPLEY PENSION PROPERTIES VI; A REAL ESTATE LIMITED PARTNERSHIP (Exact name of registrant as specified in its charter) Massachusetts 04-2988542 (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 COPLEY PENSION PROPERTIES VI; A REAL ESTATE LIMITED PARTNERSHIP FORM 10-Q FOR QUARTER ENDED JUNE 30, 1996 PART I FINANCIAL INFORMATION BALANCE SHEET (Unaudited)
June 30, 1996 December 31, 1995 --------------- ----------------- ASSETS Real estate investments: Joint ventures $ 15,799,615 $ 16,200,967 Property, net 8,453,811 8,371,374 ------------ ----------- 24,253,426 24,572,341 Cash and cash equivalents 3,338,621 2,997,934 Short-term investments 1,808,383 2,524,633 ------------ ----------- $ 29,400,430 $ 30,094,908 ============ =========== Liabilities and Partners' Capital Accounts payable $ 59,936 $ 79,597 Accrued management fee 51,517 60,924 Deferred disposition fees 582,677 582,677 ------------ ----------- Total liabilities 694,130 723,198 ------------ ----------- Partners' capital (deficit): Limited partners ($768.98 per unit; 160,000 units authorized, 48,788 units issued and outstanding) 28,739,192 29,397,948 General partners (32,892) (26,238) ------------ ----------- Total partners' capital 28,706,300 29,371,710 ------------ ----------- $ 29,400,430 $ 30,094,908 ============ =========== (See accompanying notes to financial statements)
STATEMENT OF OPERATIONS (Unaudited)
Quarter Ended Six Months Ended Quarter Ended Six Months Ended June 30, 1996 June 30, 1996 June 30, 1995 June 30, 1995 ------------- --------------- ------------- --------------- Investment Activity Property rentals $ 172,195 $ 389,842 $ 357,235 $ 700,302 Property operating expenses (94,740) (212,256) (93,166) (152,096) Depreciation and amortization (71,634) (142,971) (136,393) (272,788) ---------- --------- ---------- ---------- 5,821 34,615 127,676 275,418 Joint venture earnings 245,138 514,949 277,926 580,211 Investment valuation allowance - - (1,500,000) (1,500,000) ----------- ---------- ---------- ---------- Total real estate activity 250,959 549,564 (1,094,398) (644,371) ----------- --------- ---------- ---------- Interest on cash equivalents and short-term investments 65,058 132,768 76,474 151,740 ---------- --------- ---------- ---------- Total investment activity 316,017 682,332 (1,017,924) (492,631) ---------- --------- ---------- ---------- Portfolio Expenses Management fee 51,518 103,035 60,924 121,848 General and administrative 56,528 107,799 48,491 110,464 ---------- --------- ---------- ---------- 108,046 210,834 109,415 232,312 ---------- --------- ---------- ---------- Net income (loss) $ 207,971 471,498 (1,127,339) (724,943) ========== ========= ========== ========== Net income (loss) per limited partnership unit $ 4.22 $ 9.57 $ (22.88) $ (14.71) ========== ========= ========== ========== Cash distributions per limited partnership unit $ 10.57 $ 23.07 $ 12.50 $ 25.00 ========== ========= ========== ========== Number of limited partnership units outstanding during the period 48,788 48,788 48,788 48,788 ========== ========= ========== ========== (See accompanying notes to financial statements)
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT) (Unaudited)
Quarter Ended Six Months Ended Quarter Ended Six Months Ended June 30, 1996 June 30, 1996 June 30, 1995 June 30, 1995 -------------------- ----------------- --------------- ---------------- General Limited General Limited General Limited General Limited Partners Partners Partners Partners Partners Partners Partners Partners -------- -------- -------- -------- --------- -------- -------- -------- Balance at beginning of period $(29,763) $29,048,990 $(26,238) $29,397,948 $ (1,672) $31,830,012 $ 464 $32,041,490 Cash distributions (5,209) (515,689) (11,369) (1,125,539) (6,160) (609,850) (12,320) (1,219,700) Net income (loss) 2,080 205,891 4,715 466,783 (11,273) (1,116,066) (7,249) (717,694) -------- ---------- -------- --------- -------- ---------- -------- --------- Balance at end of period $(32,892) $28,739,192 $(32,892) $28,739,192 $(19,105) $30,104,096 $ (19,105) $30,104,096 ======== ========== ========= ========== ======== ========== ========= ========== (See accompanying notes to financial statements)
SUMMARIZED STATEMENT OF CASH FLOWS (Unaudited)
Six Months Ended June 30, 1996 1995 ----------- ---------- Net cash provided by operating activities $ 889,048 $ 1,200,552 ---------- ---------- Cash flows from investing activities: Investment in property (127,703) - Decrease (increase) in short-term investments, net 716,250 (1,138,110) ---------- ---------- Net cash provided by (used in) investing activities 588,547 (1,138,110) ---------- ---------- Cash flows from financing activity: Distributions to partners (1,136,908) (1,232,020) ---------- ---------- Net increase (decrease) in cash and cash equivalents 340,687 (1,169,578) ---------- ---------- Cash and cash equivalents: Beginning of period 2,997,934 4,652,903 ---------- ---------- End of period $3,338,621 $ 3,483,325 ========== ========== (See accompanying notes to financial statements)
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, 1996 and December 31, 1995 and its operations, its cash flows and changes in partners' capital (deficit) for the interim periods ended June 30, 1996 and 1995. These adjustments are of a normal recurring nature. See notes to financial statements included in the Partnership's 1995 Annual Report on Form 10-K for additional information relating to the Partnership's financial statements. Note 1 - Organization and Business Copley Pension Properties VI; 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. It primarily serves as an investment for qualified pension and profit sharing plans and other organizations intended to be exempt from federal income tax. The Partnership commenced operations in July 1988, and acquired the five real estate investments it currently owns prior to the end of 1991. It intends to dispose of its investments within eight to twelve years of their acquisition, and then liquidate. Note 2 - Investments in Joint Ventures Summarized Financial Information The following summarized financial information is presented in the aggregate for the Partnership's joint ventures: Assets and Liabilities ------------------------
June 30, 1996 December 31, 1995 ------------- ---------------- Assets Real property, at cost less accumulated depreciation of $5,777,129 and $5,295,528, respectively $ 17,506,818 $ 18,062,468 Other 891,847 885,699 -------------- -------------- 18,398,665 18,948,167 Liabilities 376,337 354,196 -------------- -------------- Net assets $ 18,022,328 $ 18,593,971 ============== ==============
Results of Operations ----------------------
Six Months Ended June 30, 1996 1995 --------- --------- Revenue: Rental income $ 1,826,539 $1,812,717 Other income 2,976 3,651 ------------- ------------ 1,829,515 1,816,368 ------------- ------------ Expenses: Operating expenses 721,110 622,443 Depreciation and amortization 447,288 454,387 ------------- ------------ 1,168,398 1,076,830 ------------- ------------ Net income $ 661,117 $ 739,538 ============= ============
Liabilities and expenses exclude amounts owed and attributable to the Partnership and (with respect to two investments) its affiliates on behalf of their various financing arrangements with the joint ventures. Note 3 - Property The following is a summary of the Partnership's investment in property at June 30, 1996 and December 31, 1995:
June 30, 1996 December 31, 1995 --------------- ----------------- Land $ 3,408,203 $ 3,408,203 Buildings, improvements and other capitalized costs 8,842,161 8,702,871 Investment valuation allowance (1,500,000) (1,500,000) Accumulated depreciation and amortization (2,194,039) (2,058,235) Net operating liabilities (102,514) (181,465) ----------- ----------- $ 8,453,811 $ 8,371,374 =========== =========== The Wilmington Industrial building is being depreciated over 30 years and capitalized improvements are being depreciated over seven years. The buildings and improvements at Stemmons Industrial are being depreciated over 25 years. During the second quarter of 1995, as a result of a revision to long- term rental assumptions, the managing general partner determined that the carrying value of the Wilmington Industrial property would not be recovered through expected future undiscounted cash flows. Accordingly, the carrying value was reduced to estimated net fair market value through the recognition of an investment valuation allowance of $1,500,000. Note 4 - Subsequent Event Distributions of cash from operations relating to the quarter ended June 30, 1996 were made on July 25, 1996 in the aggregate amount of $520,898 ($10.57 per limited partnership unit). 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 on December 31, 1988. A total of 48,788 units were sold. The Partnership received proceeds of $43,472,858, net of selling commissions and other offering costs, which have been used for investment in real estate, for the payment of related acquisition costs or retained as working capital reserves. The Partnership made seven real estate investments; one was sold in 1990, and another in 1994. As a result of these sales, capital of $11,271,004 has been returned to the limited partners ($231.02 per limited partnership unit). At June 30, 1996, the Partnership had $5,147,004 in cash, cash equivalents and short-term investments, of which $520,898 was used for cash distributions to partners on July 25, 1996; the remainder is being retained as working capital reserves. The source of cash distributions to partners is primarily cash generated by the Partnership's short-term and real estate investments. Based on an adjusted capital contribution of $768.98 per limited partnership unit, distributions of cash from operations relating to the first and second quarters of 1996 were made at the annualized rate of 5.5%. The distribution rate for the comparative prior year quarters was 6.5%. The decrease in the distribution rate is due to the decline in cash flow from operations as a result of the vacancy at Stemmons Industrial. The carrying value of real estate investments in the financial statements is at depreciated cost, or if the investment's carrying value is determined not to be recoverable through expected undiscounted future cash flows, the carrying value is reduced to estimated fair market value. The fair market value of such investments is further reduced by the estimated cost of sale for properties held for sale. Carrying value may be greater or less than current appraised value. At June 30, 1996, appraised values exceeded the related carrying values by an aggregate of approximately $4,877,000. The current appraised value of real estate investments has been estimated by the managing general partner and is generally based on a combination of traditional appraisal approaches performed by the Partnership's 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 Form of Real Estate Investments The Wilmington Industrial and Stemmons Industrial investments are wholly-owned properties. The other three real estate investments in the portfolio are joint ventures. Operating Factors Two of the Partnership's four industrial properties (Prentiss Copystar and White Phonic) were 100% leased at June 30, 1996. At June 30, 1995, Stemmons Industrial was also 100% leased; however, the sole tenant vacated upon expiration of its lease on September 30, 1995. The Partnership negotiated a four-month lease for 82% of the space, beginning November 1, 1995, with a corporation that needed temporary warehouse capacity. That lease expired at the end of February 1996 and the tenant vacated. The Partnership is marketing this space to potential long-term tenants. There are no firm prospects at this time. Occupancy at the Wilmington Industrial property remained at 73% during the second quarter of 1996, but increased to 100% as of the beginning of the third quarter. During the second quarter of 1995, the managing general partner determined the Partnership would likely not recover the carrying value of this investment over the projected holding period. Accordingly, the carrying value was reduced to estimated net fair market value, with a charge to operations of $1,500,000. Occupancy at Waterford Apartments, the Partnership's multi-family residential property, remained in the mid 90% range during the first six months of 1996, which is consistent with the prior year. Investment Results Interest income on cash equivalents and short-term investments decreased by $19,000, or 13% between the first six months of 1996 and 1995, due primarily to lower average investment balances and lower average yields. The investment valuation allowance of $1,500,000 recognized during the second quarter of 1995 relates to the reduction in the carrying value of the Wilmington Industrial property to its estimated net fair market value. Exclusive of the investment valuation allowance in 1995, total real estate activity for the first six months of 1996 was $549,564, a decrease from $855,629 for the comparable period of 1995. Operating income at Stemmons Industrial decreased $300,000 due to lower rental revenue and higher expenses as a result of the vacancy and lease rollover. In addition, operating results at Waterford Apartments decreased by $73,000 due to higher operating expenses for repairs and maintenance. These decreases were partially offset by lower depreciation and amortization expense at Wilmington since the related assets have been fully depreciated. Cash flow from operations decreased by $311,504 between the first six months of 1996 and 1995. This decrease is primarily attributable to the operating results at Stemmons Industrial. 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 managing general partner. General and administrative expenses consist primarily of real estate appraisal, printing, legal, accounting and investor servicing fees. The management fee decreased between the first six months of 1996 and 1995 due to a decrease in the distributable cash flow. General and administrative expenses were relatively unchanged between the comparative six month periods. COPLEY PENSION PROPERTIES VI; A REAL ESTATE LIMITED PARTNERSHIP FORM 10-Q FOR QUARTER ENDED JUNE 30, 1996 PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K a. Exhibits: None. b. Reports on Form 8-K: No Current Reports on Form 8-K were filed during the quarter ended June 30, 1996. 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. COPLEY PENSION PROPERTIES VI; A REAL ESTATE LIMITED PARTNERSHIP (Registrant) August 9, 1996 /s/ Peter P. Twining ------------------------------- Peter P. Twining. Managing Director and General Counsel of Managing General Partner, Sixth Copley Corp. August 9, 1996 /s/ Daniel C. Mackowiak -------------------------------- Daniel C. Mackowiak Principal Financial and Accounting Officer of Managing General Partner, Sixth Copley Corp.
EX-27 2
5 6-MOS DEC-31-1996 JUN-30-1996 3338621 1808383 0 0 0 5147004 24253426 0 29400430 111453 582677 0 0 0 28706300 29400430 904791 1037559 212256 212256 353805 0 0 471498 0 471498 0 0 0 471498 9.57 9.57
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