-----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, C/ycaCvn24kovytQaPo2YhZaMv/rJ6O/2lfcr5+z+XXGeLgj5DW6+SXka/B64yz9 1QE7SiFC2i2FZgcVJmo6NA== 0000810663-02-000056.txt : 20020814 0000810663-02-000056.hdr.sgml : 20020814 20020814143704 ACCESSION NUMBER: 0000810663-02-000056 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020630 FILED AS OF DATE: 20020814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L P V CENTRAL INDEX KEY: 0000852953 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF APARTMENT BUILDINGS [6513] IRS NUMBER: 043054464 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-19706 FILM NUMBER: 02734844 BUSINESS ADDRESS: STREET 1: 101 ARCH ST CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6174393911 10QSB 1 qh5q103.txt QH5 Q1 2003 August 14, 2002 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Boston Financial Qualified Housing Tax Credits L.P. V Report on Form 10-QSB for the Quarter Ended June 30, 2002 File Number 0-19706 Dear Sir/Madam: Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of 1934, filed herewith one copy of subject report. Very truly yours, /s/Stephen Guilmette Stephen Guilmette Assistant Controller QH5-Q1.DOC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2002 ------------------------------------------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ---------- --------------------- Commission file number 0-19706 Boston Financial Qualified Housing Tax Credits L.P. V - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Massachusetts 04-3054464 - -------------------------------------------------- ------------------------ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 101 Arch Street, Boston, MA 02110-1106 - ------------------------------------------------------ ----------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (617) 439-3911 ----------------------------- Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No . BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) TABLE OF CONTENTS PART I - FINANCIAL INFORMATION Page No. - ------------------------------ -------- Item 1. Financial Statements Balance Sheet (Unaudited) - June 30, 2002 1 Statements of Operations (Unaudited) - For the Three Months Ended June 30, 2002 and 2001 2 Statement of Changes in Partners' Equity (Deficiency) (Unaudited) - For the Three Months Ended June 30, 2002 3 Statements of Cash Flows (Unaudited) - For the Three Months Ended June 30, 2002 and 2001 4 Notes to the Financial Statements (Unaudited) 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 PART II - OTHER INFORMATION Items 1-6 10 SIGNATURE 11 BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) BALANCE SHEET June 30, 2002 (Unaudited)
Assets Cash and cash equivalents $ 1,399,775 Marketable securities, at fair value 1,528,277 Investments in Local Limited Partnerships, net (Note 1) 13,319,677 Restricted cash 100,272 Other assets 25,267 ------------- Total Assets $ 16,373,268 ============== Liabilities and Partners' Equity Accounts payable to affiliate $ 53,783 Accrued expenses 27,486 Deferred revenue 100,272 ------------- Total Liabilities 181,541 ------------- General, Initial and Investor Limited Partners' Equity 16,165,714 Net unrealized gains on marketable securities 26,013 ------------- Total Partners' Equity 16,191,727 ------------- Total Liabilities and Partners' Equity $ 16,373,268 =============
The accompanying notes are an integral part of these financial statements. BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) STATEMENTS OF OPERATIONS For the Three Months Ended June 30, 2002 and 2001 (Unaudited)
2002 2001 ------------- ------------- Revenue: Investment $ 29,589 $ 42,002 Other 101,550 22,800 ------------- ------------- Total Revenue 131,139 64,802 ------------- ------------- Expenses: General and administrative (includes reimbursements to an affiliate in the amounts of $105,612 and $66,675, respectively) 132,381 97,651 Asset management fees, affiliate 65,605 64,572 Provision for valuation of advances to Local Limited Partnerships 21,360 - Amortization 5,586 5,899 ------------- ------------- Total Expenses 224,932 168,122 ------------- ------------- Loss before equity in losses of Local Limited Partnerships (93,793) (103,320) Equity in losses of Local Limited Partnerships (Note 1) (452,881) (402,182) ------------- ------------- Net Loss $ (546,674) $ (505,502) ============= ============= Net Loss allocated: General Partners $ (5,467) $ (5,055) Limited Partners (541,207) (500,447) ------------- ------------- $ (546,674) $ (505,502) ============= ============= Net Loss per Limited Partner Unit (68,929 Units) $ (7.85) $ (7.26) ============= ==============
The accompanying notes are an integral part of these financial statements. BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIENCY) For the Three Months Ended June 30, 2002 (Unaudited)
Initial Investor Net General Limited Limited Unrealized Partners Partner Partners Gains Total ----------- ------------- ----------- ---------- --------- Balance at March 31, 2002 $ (424,983) $ 5,000 $ 17,132,371 $ 25,150 $ 16,737,538 ----------- --------- -------------- ----------- ------------- Comprehensive Income (Loss): Change in net unrealized gains on marketable securities available for sale - - - 863 863 Net Loss (5,467) - (541,207) - (546,674) ----------- --------- -------------- ----------- ------------- Comprehensive Income (Loss) (5,467) - (541,207) 863 (545,811) ----------- --------- -------------- ----------- ------------- Balance at June 30, 2002 $ (430,450) $ 5,000 $ 16,591,164 $ 26,013 $ 16,191,727 =========== ========= ============== =========== =============
The accompanying notes are an integral part of these financial statements. BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) STATEMENTS OF CASH FLOWS For the Three Months Ended June 30, 2002 and 2001 (Unaudited)
2002 2001 ------------- ----------- Net cash used for operating activities $ (230,355) $ (245,802) Net cash provided by investing activities 506,380 80,076 ------------- ----------- Net increase (decrease) in cash and cash equivalents 276,025 (165,726) Cash and cash equivalents, beginning 1,123,750 573,599 ------------- ----------- Cash and cash equivalents, ending $ 1,399,775 $ 407,873 ============= ===========
The accompanying notes are an integral part of these financial statements. BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) Notes to the Financial Statements (Unaudited) The unaudited financial statements presented herein have been prepared in accordance with the instructions to Form 10-QSB and do not include all of the information and note disclosures required by accounting principles generally accepted in the United States of America. These statements should be read in conjunction with the financial statements and notes thereto included with the Partnership's Form 10-KSB for the year ended March 31, 2002. In the opinion of management, these financial statements include all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the Partnership's financial position and results of operations. The results of operations for the periods may not be indicative of the results to be expected for the year. The Managing General Partner of the Partnerships has elected to report results of the Local Limited Partnerships in which the Partnership has a limited partnership interest, on a 90 day lag basis because the Local Limited Partnerships report their results on a calendar year basis. Accordingly, the financial information of the Local Limited Partnerships included in the accompanying financial statements is as of March 31, 2002 and 2001. 1. Investments in Local Limited Partnerships The Partnership has limited partnership interests in twenty-six Local Limited Partnerships which were organized for the purpose of owning and operating multi-family housing complexes, most of which are government-assisted. Upon dissolution of the Local Limited Partnerships, proceeds will be distributed according to the respective Local Limited Partnership agreements. The following is a summary of investments in Local Limited Partnerships at June 30, 2002:
Capital contributions and advances paid to Local Limited Partnerships and purchase price paid to withdrawing partners of Local Limited Partnerships $ 55,658,588 Cumulative equity in losses of Local Limited Partnerships (excluding cumulative unrecognized losses of $5,729,440) (39,663,348) Cumulative cash distributions received from Local Limited Partnerships (2,552,128) ------------- Investments in Local Limited Partnerships before adjustment 13,443,112 Excess of investment cost over the underlying net assets acquired: Acquisition fees and expenses 1,006,357 Cumulative amortization of acquisition fees and expenses (278,705) ------------- Investments in Local Limited Partnerships prior to reserve for valuation 14,170,764 Reserve for valuation of investments in Local Limited Partnerships (851,087) ------------- Investments in Local Limited Partnerships $ 13,319,677 =============
For the three months ended June 30, 2002, the Partnership advanced $21,360 to one of the Local Limited Partnerships, all of which was reserved. The Partnership has recorded a reserve for valuation for its investments in Local Limited Partnerships because there is evidence of a non-temporary decline in the recoverable amounts of one of the Local Limited Partnerships. BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) Notes to the Financial Statements (continued) (Unaudited) 1. Investments in Local Limited Partnerships (continued) ---------------------------------------------------- The Partnership's share of the net losses of the Local Limited Partnerships for the three months ended June 30, 2002 is $773,671. For the three months ended June 30, 2002, the Partnership has not recognized $320,790 of equity in losses relating to Local Limited Partnerships where cumulative equity in losses and cumulative distributions exceeded its total investment in these Local Limited Partnerships. BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Certain matters discussed herein constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Partnership intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements and is including this statement for purposes of complying with these safe harbor provisions. Although the Partnership believes the forward-looking statements are based on reasonable assumptions, the Partnership can give no assurance that its expectations will be attained. Actual results and timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including, without limitation, general economic and real estate conditions and interest rates. Accounting Polices The Partnership's accounting polices include those that relate to its recognition of investments in Local Limited Partnerships using the equity method of accounting. The Partnership's policy is as follows: The Partnership accounts for its investments in Local Limited Partnerships using the equity method of accounting because the Partnership does not have control over the major operating and financial policies of the Local Limited Partnerships in which it invests. Under the equity method, the investment is carried at cost, adjusted for the Partnership's share of net income or loss and for cash distributions from the Local Limited Partnerships; equity in income or loss of the Local Limited Partnerships is included currently in the Partnership's operations. Under the equity method, a Local Limited Partnership investment will not be carried below zero. To the extent that equity in losses are incurred when the Partnership's carrying value of the respective Local Limited Partnership has been reduced to a zero balance, the losses will be suspended and offset against future income. Income from Partnership investments where cumulative equity in losses plus cumulative distributions have exceeded the total investment in Local Limited Partnerships will not be recorded until all of the related unrecorded losses have been offset. To the extent that a Local Limited Partnership with a carrying value of zero distributes cash to the Partnership, that distribution is recorded as income on the books of the Partnership and is included in "Other Revenue" in the accompanying financial statements. Liquidity and Capital Resources At June 30, 2002, the Partnership had cash and cash equivalents of $1,399,775, compared with $1,123,750 at March 31, 2002. The increase is attributable to proceeds from sales and maturities of marketable securities and cash distributions received from Local Limited Partnerships, partially offset by net cash used for operations. The Managing General Partner initially designated 4% of the Gross Proceeds as Reserves as defined in the Partnership Agreement. The Reserves were established to be used for working capital of the Partnership and contingencies related to the ownership of Local Limited Partnership interests. The Managing General Partner may increase or decrease such Reserves from time to time, as it deems appropriate. At June 30, 2002, approximately $2,214,000 of cash, cash equivalents and marketable securities has been designated as Reserves. To date, professional fees relating to various Property issues totaling approximately $195,000 have been paid from Reserves. To date, Reserve funds in the amount of approximately $128,000 also have been used to make additional capital contributions to one Local Limited Partnership. In the event a Local Limited Partnership encounters operating difficulties requiring additional funds, the Partnership's management might deem it in its best interest to voluntarily provide such funds in order to protect its investment. As of June 30, 2002, the Partnership has advanced approximately $221,000 to Local Limited Partnerships to fund operating deficits. BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) Liquidity and Capital Resources (continued) - ------------------------------------------ The Managing General Partner believes that the investment income earned on the Reserves, along with cash distributions received from Local Limited Partnerships, to the extent available, will be sufficient to fund the Partnership's ongoing operations. Reserves may be used to fund Partnership operating deficits, if the Managing General Partner deems funding appropriate. If Reserves are not adequate to cover the Partnership's operations, the Partnership will seek other financing sources including, but not limited to, the deferral of Asset Management Fees paid to an affiliate of the Managing General Partner or working with Local Limited Partnerships to increase cash distributions. Since the Partnership invests as a limited partner, the Partnership has no contractual duty to provide additional funds to Local Limited Partnerships beyond its specified investment. Thus, at June 30, 2002, the Partnership had no contractual or other obligation to any Local Limited Partnership which had not been paid or provided for. Cash distributions No cash distributions were made during the three months ended June 30, 2002. Results of Operations The Partnership's results of operations for the three months ended June 30, 2002 resulted in a net loss of $546,674, as compared to a net loss of $505,502 for the same period in 2001. The increase in net loss is primarily attributable to an increase in equity in losses of Local Limited Partnerships as well as increases in general and administrative expenses and provision for valuation of advances to Local Limited Partnerships. These effects were partially offset by an increase in other revenue. Equity in losses of Local Limited Partnerships increased primarily due to increases in operating expenses, partially offset by increases in revenue. The increase in general and administrative expense is primarily due to charges from an affiliate of a General Partner for administrative expenses necessary for the operation of the Partnership related to the year ended March 31, 2002 which are being expensed in the three months ended June 30, 2002. The increase in provision for valuation of advances to Local Limited Partnerships is the result of a reserve for advances made to one Local Limited Partnership. The increase in other revenue relates to the timing of distributions received by the Partnership from Local Limited Partnerships, and an increase in distributions from Local Limited Partnerships with carrying values of zero. Property Discussions The Partnership's investment portfolio consists of limited partnership interests in 26 Local Limited Partnerships, each of which owns and operates a multi-family apartment complex. A majority of the Properties have stabilized operations and operate above break-even. A few Properties generate cash flow deficits that the Local General Partners of those Properties fund through project expenses loans, subordinated loans or operating escrows. However, some Properties have persistent operating difficulties that could either: i) have an adverse impact on the Partnership's liquidity; ii) result in their foreclosure or iii) result in the Managing General Partner deeming it appropriate for the Partnership to dispose of its interest in the Property. Also, the Managing General Partner, in the normal course of the Partnership's business, may desire to dispose of certain Local Limited Partnerships. The following Property discussions focus only on such Properties. Operations at Historic New Center, located in Detroit, Michigan, continue to struggle. The Property suffers from poor location and security issues. Vandalism has caused an increase in maintenance and repair expenses and has negatively affected the Property's occupancy levels and tenant profile. The Property has had several changes in site management in the past 12-18 months and is currently managed by an affiliate of the Local General Partner. Efforts BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) Property Discussions (continued) - ------------------------------- to increase curb appeal and increase qualified tenant traffic have not materially improved occupancy. Advances from the Local General Partner and the Partnership have enabled the property to remain current on its mortgage obligations. The Managing General Partner will continue to closely monitor the site manager's efforts to improve Property operations; however, due to the Property's continuing struggles, the Managing General Partner is concerned about its long-term viability. As previously reported regarding Westgate, located in Bismarck, North Dakota, in order to protect the remaining tax credits generated by the Property, the Managing General Partner consummated the transfer of 50% of the Partnership's capital and profits in the Local Limited Partnership to an affiliate of the Local General Partner in November 1997. The Managing General Partner also had the right to transfer the Partnership's remaining interest to the Local General Partner any time after one year from the initial transfer. However, due to subsequent transfers by the Local General Partner of its interest in the Property, the date when the Managing General Partner had the right to transfer the remaining interest did not occur until September 1, 2001. The agreement allowed the Partnership to retain its full share of the Property's tax credits until such time as the remaining interest is put to the new Local General Partner. The Property generated its last amount of tax credits during 2001. Further, the new Local General Partner has the right to call the remaining interest after the tax credit period has expired. Historically, Carib Villas II and Carib Villas III, located in St. Croix, Virgin Islands, have struggled to maintain stabilized occupancy. Also, due to the Properties' proximity to the ocean, weather conditions erode their physical condition quickly, and therefore, maintenance issues are a concern. In April 2000, a replacement site management company was brought in to manage the Properties' operations. The replacement site management company stated its desire to purchase the General and Limited Partner interests in the Properties and, effective January 1, 2001, assumed the Local General Partner interest in the properties. The Managing General Partner negotiated a plan that ultimately transfers the Partnership's interests in the Properties to the new Local General Partner. The plan includes provisions to minimize the risk of recapture. The new Local General Partner has completed many capital improvements and greatly improved operations at the Property. A newly constructed property adjacent to Whispering Trace, located in Woodstock, Georgia, began operations during 2001. Although the new property has had difficulties in completing initial lease-up due to a lack of qualified tenants, its superior amenities and curb appeal allow it to have a competitive advantage over Whispering Trace. As a result, occupancy at Whispering Trace has declined and the Property has incurred significant capital expenditures in order to maintain competitive in the market place. It may become necessary for the Managing General Partner to use some of the Partnership's reserves to fund operating deficits. The Partnership has implemented policies and practices for assessing potential impairment of its investments in Local Limited Partnerships. Real estate experts analyze the investments to determine if impairment indicators exist. If so, the carrying value is compared to the undiscounted future cash flows expected to be derived from the asset. If a significant impairment in carrying value exits, a provision to write down the asset to fair value will be recorded in the Partnership's financial statements. BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) PART II OTHER INFORMATION Items 1-5 Not applicable 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, 2002. BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V (A Limited Partnership) SIGNATURE 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. DATED: August 14, 2002 BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V By: Arch Street VIII, Inc., its Managing General Partner /s/Jenny Netzer ------------------------------- Jenny Netzer Principal, Head of Housing and Community Investment -----END PRIVACY-ENHANCED MESSAGE-----