UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period endedDecember 31, 2008
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 333-109898
BOSTON CAPITAL TAX CREDIT FUND V L.P.
(Exact name of registrant as specified in its charter)
Delaware | 14-1897569 |
(State or other jurisdiction | (I.R.S. Employer |
of incorporation or organization) | Identification No.) |
One Boston Place, Suite 2100, Boston, Massachusetts 02108
(Address of principal executive offices) (Zip Code)
(617) 624-8900
(Registrant's telephone number, including area code)
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
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.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act (check one):
Large accelerated filer | Accelerated filer |
Non-accelerated filer | Smaller reporting companyý |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
BOSTON CAPITAL TAX CREDIT FUND V L.P.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED DECEMBER 31, 2008
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION | |
| | | Pages |
| | Item 1. Financial Statements |
| | |
| | | Balance Sheets | 3-6 |
| | | Statements of Operations | 7-14 |
| | | Statements of Changes in Partners'
Capital (Deficit) | 15-17 |
| | | Statements of Cash Flows | 18-25 |
| | | Notes to Financial Statements | 26-33 |
| | | |
| | Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations |
33-41
|
| | | |
| | Item 3. Quantitative and Qualitative Disclosures About Market Risk |
42
|
| | | |
| | Item 4T. Controls and Procedures | 42 |
| | | |
PART II - OTHER INFORMATION | |
| | | |
| | Item 1. Legal Proceedings | 43 |
| | | |
| | Item 1A. Risk Factors | 43 |
| | | |
| | Item 2. Unregistered Sales of Equity Securities and Use of Proceeds |
43
|
| | | |
| | Item 3. Defaults Upon Senior Securities | 43 |
| | | |
| | Item 4. Submission of Matters to a Vote of Security Holders |
43
|
| | | |
| | Item 5. Other Information | 43 |
| | | |
| | Item 6. Exhibits | 43 |
| | | |
| | | |
| | Signatures | 44 |
| | |
| | | |
| | | |
Boston Capital Tax Credit Fund V L.P.
BALANCE SHEETS
| December 31,
2008
(Unaudited) | March 31,
2008
(Audited) |
| | |
ASSETS | | |
| | | |
INVESTMENTS IN OPERATING PARTNERSHIPS
(Note D) |
$65,401,145
|
$69,252,590
|
| | | |
OTHER ASSETS | | |
| | | | |
| | Cash and cash equivalents | 3,172,658 | 2,254,324 |
| Investments | - | 1,527,282 |
| | Notes receivable | 1,637,077 | 1,637,077 |
| Acquisition costs net | 8,375,066 | 8,641,438 |
| | Other assets | 960,955 | 960,955 |
| | $79,546,901 | $84,273,666 |
| | | |
LIABILITIES | | |
| | | |
| | Accounts payable & accrued expenses | $ 843 | $ 2,811 |
| | Accounts payable affiliates | 947,356 | 593,979 |
| | Capital contributions payable | 3,065,926 | 3,079,402 |
| | 4,014,125 | 3,676,192 |
| | | |
PARTNERS' CAPITAL (DEFICIT) | | |
| | | |
Assignees | | |
| | Units of limited partnership
interest, $10 stated value per BAC;
15,500,000 authorized BACs;
11,777,706 issued and outstanding |
75,605,148
|
80,672,716
|
General Partner | (72,372) | (59,671) |
Accumulated other | | |
| | comprehensive income (loss) | - | (15,571) |
| | 75,532,776 | 80,597,474 |
| | $79,546,901 | $84,273,666 |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
BALANCE SHEETS
Series 47
| December 31,
2008
(Unaudited) | March 31,
2008
(Audited) |
ASSETS | | |
INVESTMENTS IN OPERATING PARTNERSHIPS
(Note D) |
$17,153,151
|
$18,281,871
|
| | | |
OTHER ASSETS | | |
| | Cash and cash equivalents | 538,481 | 191,785 |
| | Investments | - | 544,062 |
| | Notes receivable | 155,857 | 155,857 |
| Acquisition costs net | 2,468,219 | 2,547,797 |
| | Other assets | 43,989 | 43,989 |
| | $20,359,697 | $21,765,361 |
| | | |
LIABILITIES | | |
| | | |
| | Accounts payable & accrued expenses | $ 385 | $ 954 |
| | Accounts payable affiliates | 392,971 | 276,707 |
| | Capital contributions payable | 288,745 | 288,745 |
| | 682,101 | 566,406 |
| | | |
PARTNERS' CAPITAL (DEFICIT) | | |
| | | |
Assignees | | |
| Units of limited partnership
interest, $10 stated value per BAC;
15,500,000 authorized BACs;
3,478,334 issued and outstanding |
19,705,110
|
21,228,156
|
General Partner | (27,514) | (23,697) |
Accumulated other | | |
| | comprehensive income (loss) | - | (5,504) |
| | 19,677,596 | 21,198,955 |
| | $20,359,697 | $21,765,361 |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
BALANCE SHEETS
Series 48
| December 31,
2008
(Unaudited) | March 31,
2008
(Audited) |
ASSETS | | |
INVESTMENTS IN OPERATING PARTNERSHIPS
(Note D) |
$11,592,783
|
$12,369,432
|
| | | |
OTHER ASSETS | | |
| | Cash and cash equivalents | 673,079 | 204,135 |
| | Investments | - | 612,594 |
| | Notes receivable | 155,857 | 155,857 |
| Acquisition costs net | 1,661,911 | 1,714,652 |
| | Other assets | 43,989 | 43,989 |
| | $14,127,619 | $15,100,659 |
| | | |
LIABILITIES | | |
| | | |
| | Accounts payable & accrued expenses | $ 115 | $ 684 |
| | Accounts payable affiliates | 355,545 | 301,760 |
| | Capital contributions payable | 490,876 | 490,876 |
| | 846,536 | 793,320 |
| | | |
PARTNERS' CAPITAL (DEFICIT) | | |
| | | |
Assignees | | |
| | Units of limited partnership
interest, $10 stated value per BAC;
15,500,000 authorized BACs;
2,299,372 issued and outstanding |
13,298,642
|
14,328,767
|
General Partner | (17,559) | (14,977) |
Accumulated other | | |
| | comprehensive income (loss) | - | (6,451) |
| | 13,281,083 | 14,307,339 |
| | $14,127,619 | $15,100,659 |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
BALANCE SHEETS
Series 49
| December 31,
2008
(Unaudited) | March 31,
2008
(Audited) |
ASSETS | | |
INVESTMENTS IN OPERATING PARTNERSHIPS
(Note D) |
$36,655,211
|
$38,601,287
|
| | | |
OTHER ASSETS | | |
| | Cash and cash equivalents | 1,961,098 | 1,858,404 |
| | Investments | - | 370,626 |
| | Notes receivable | 1,325,363 | 1,325,363 |
| Acquisition costs net | 4,244,936 | 4,378,989 |
| | Other assets | 872,977 | 872,977 |
| | $45,059,585 | $47,407,646 |
| | | |
LIABILITIES | | |
| | | |
| | Accounts payable & accrued expenses | $ 343 | $ 1,173 |
| | Accounts payable affiliates | 198,840 | 15,512 |
| | Capital contributions payable | 2,286,305 | 2,299,781 |
| | 2,485,488 | 2,316,466 |
| | | |
PARTNERS' CAPITAL (DEFICIT) | | |
| | | |
Assignees | | |
| | Units of limited partnership
interest, $10 stated value per BAC;
15,500,000 authorized BACs;
6,000,000 issued and outstanding |
42,601,396
|
45,115,793
|
General Partner | (27,299) | (20,997) |
Accumulated other | | |
| | comprehensive income (loss) | - | (3,616) |
| | 42,574,097 | 45,091,180 |
| | $45,059,585 | $47,407,646 |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)
|
2008
|
2007
|
| | | |
Income | | |
| | Interest income | $ 15,466 | $ 99,536 |
| | Other income | 19,200 | - |
| | 34,666 | 99,536 |
| | |
Share of income (loss) from Operating
Partnerships(Note D) |
(1,294,365)
|
(837,039)
|
| | | |
Expenses | | |
| | Professional fees | 34,197 | 20,512 |
| | Fund management fee (Note C) | 275,607 | 264,994 |
| | Amortization | 91,699 | 93,048 |
| | General and administrative expenses | 37,440 | 64,102 |
| | 438,943 | 442,656 |
| | | |
NET INCOME (LOSS) | $(1,698,642) | $(1,180,159) |
| | | |
Net income (loss) allocated to
assignees |
$(1,694,396)
|
$(1,177,208)
|
| | | |
Net income (loss) allocated to
general partner |
$ (4,246)
|
$ (2,951)
|
| | | |
Net income (loss) per BAC | $ (.14) | $ (.10) |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)
Series 47
|
2008
|
2007
|
| | | |
Income | | |
| | Interest income | $ 2,735 | $ 36,896 |
| | Other income | 4,800 | - |
| | 7,535 | 36,896 |
| | |
Share of income (loss) from Operating
Partnerships(Note D) |
(406,800)
|
(103,218)
|
| | | |
Expenses | | |
| | Professional fees | 4,421 | 7,299 |
| | Fund management fee (Note C) | 97,086 | 90,159 |
| | Amortization | 27,554 | 27,554 |
| | General and administrative expenses | 12,550 | 20,531 |
| 141,611 | 145,543 |
| | | |
NET INCOME (LOSS) | $ (540,876) | $ (211,865) |
| | | |
Net income (loss) allocated to
assignees |
$ (539,524)
|
$ (211,335)
|
| | | |
Net income (loss) allocated to general
partner |
$ (1,352)
|
$ (530)
|
| | | |
Net income (loss) per BAC | $ (.16) | $ (.06) |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)
Series 48
|
2008
|
2007
|
| | | |
Income | | |
| | Interest income | $ 3,419 | $ 36,410 |
| | Other income | 4,350 | - |
| | 7,769 | 36,410 |
| | |
Share of income (loss) from Operating
Partnerships(Note D) |
(248,955)
|
(238,632)
|
| | | |
Expenses | | |
| | Professional fees | 4,349 | 5,413 |
| | Fund management fee (Note C) | 59,595 | 51,143 |
| | Amortization | 17,946 | 17,946 |
| | General and administrative expenses | 10,570 | 17,555 |
| 92,460 | 92,057 |
| | | |
NET INCOME (LOSS) | $ (333,646) | $ (294,279) |
| | | |
Net income (loss) allocated to
assignees |
$ (332,812)
|
$ (293,543)
|
| | | |
Net income (loss) allocated to general
partner |
$ (834)
|
$ (736)
|
| | | |
Net income (loss) per BAC |
$ (.14)
|
$ (.13)
|
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)
Series 49
|
2008
|
2007
|
| | | |
Income | | |
| | Interest income | $ 9,312 | $ 26,230 |
| | Other income | 10,050 | - |
| | 19,362 | 26,230 |
| | |
Share of income (loss) from Operating
Partnerships(Note D) |
(638,610)
|
(495,189)
|
| | | |
Expenses | | |
| | Professional fees | 25,427 | 7,800 |
| | Fund management fee (Note C) | 118,926 | 123,692 |
| | Amortization | 46,199 | 47,548 |
| | General and administrative expenses | 14,320 | 26,016 |
| 204,872 | 205,056 |
| | | |
NET INCOME (LOSS) | $ (824,120) | $ (674,015) |
| | | |
Net income (loss) allocated to
assignees |
$ (822,060)
|
$ (672,330)
|
| | | |
Net income (loss) allocated to general
partner |
$ (2,060)
|
$ (1,685)
|
| | | |
Net income (loss) per BAC |
$ (.14)
|
$ (.11)
|
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)
|
2008
|
2007
|
| | | |
Income | | |
| | Interest income | $ 76,742 | $ 442,863 |
| | Other income | 19,243 | 6,799 |
| | 95,985 | 449,662 |
| | |
Share of income (loss) from Operating
Partnerships(Note D) |
(3,847,950)
|
(3,236,168)
|
| | | |
Expenses | | |
| | Professional fees | 138,321 | 126,944 |
| | Fund management fee (Note C) | 815,049 | 792,426 |
| | Amortization | 275,098 | 278,697 |
| | General and administrative expenses | 99,836 | 138,137 |
| | 1,328,304 | 1,336,204 |
| | | |
NET INCOME (LOSS) | $(5,080,269) | $(4,122,710) |
| | | |
Net income (loss) allocated to
assignees |
$(5,067,568)
|
$(4,112,404)
|
| | | |
Net income (loss) allocated to
general partner |
$ (12,701)
|
$ (10,306)
|
| | | |
Net income (loss) per BAC | $ (.43) | $ (.35) |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)
Series 47
|
2008
|
2007
|
| | | |
Income | | |
| | Interest income | $ 16,726 | $ 156,499 |
| | Other income | 4,843 | - |
| | 21,569 | 156,499 |
| | |
Share of income (loss) from Operating
Partnerships(Note D) |
(1,125,635)
|
(766,501)
|
| | | |
Expenses | | |
| | Professional fees | 31,629 | 38,794 |
| | Fund management fee (Note C) | 275,643 | 271,227 |
| | Amortization | 82,663 | 82,663 |
| | General and administrative expenses | 32,862 | 41,408 |
| 422,797 | 434,092 |
| | | |
NET INCOME (LOSS) | $(1,526,863) | $(1,044,094) |
| | | |
Net income (loss) allocated to
assignees |
$(1,523,046)
|
$(1,041,484)
|
| | | |
Net income (loss) allocated to general
partner |
$ (3,817)
|
$ (2,610)
|
| | | |
Net income (loss) per BAC | $ (.44) | $ (.30) |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)
Series 48
|
2008
|
2007
|
| | | |
Income | | |
| | Interest income | $ 20,699 | $ 144,565 |
| | Other income | 4,350 | - |
| | 25,049 | 144,565 |
| | |
Share of income (loss) from Operating
Partnerships(Note D) |
(775,550)
|
(886,700)
|
| | | |
Expenses | | |
| | Professional fees | 29,617 | 31,372 |
| | Fund management fee (Note C) | 169,452 | 162,913 |
| | Amortization | 53,840 | 53,840 |
| | General and administrative expenses | 29,297 | 32,563 |
| 282,206 | 280,688 |
| | | |
NET INCOME (LOSS) | $(1,032,707) | $(1,022,823) |
| | | |
Net income (loss) allocated to
assignees |
$(1,030,125)
|
$(1,020,266)
|
| | | |
Net income (loss) allocated to general
partner |
$ (2,582)
|
$ (2,557)
|
| | | |
Net income (loss) per BAC |
$ (.45)
|
$ (.44)
|
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)
Series 49
|
2008
|
2007
|
| | | |
Income | | |
| | Interest income | $ 39,317 | $ 141,799 |
| | Other income | 10,050 | 6,799 |
| | 49,367 | 148,598 |
| | |
Share of income (loss) from Operating
Partnerships(Note D) |
(1,946,765)
|
(1,582,967)
|
| | | |
Expenses | | |
| | Professional fees | 77,075 | 56,778 |
| | Fund management fee (Note C) | 369,954 | 358,286 |
| | Amortization | 138,595 | 142,194 |
| | General and administrative expenses | 37,677 | 64,166 |
| 623,301 | 621,424 |
| | | |
NET INCOME (LOSS) | $(2,520,699) | $(2,055,793) |
| | | |
Net income (loss) allocated to
assignees |
$(2,514,397)
|
$(2,050,654)
|
| | | |
Net income (loss) allocated to general
partner |
$ (6,302)
|
$ (5,139)
|
| | | |
Net income (loss) per BAC |
$ (.42)
|
$ (.34)
|
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
Nine Months Ended December 31, 2008
(Unaudited)
| |
Assignees
|
General
partner
| Accumulated other
comprehensive
income |
Comprehensive
income (loss)
|
Total
|
| | | | | | |
Partners' capital
(deficit)
April 1, 2008 |
$ 80,672,716
|
$ (59,671)
|
$ (15,571)
| |
$ 80,597,474
|
| | | | | | |
Net income (loss) | (5,067,568) | (12,701) | - | (5,080,269) | (5,080,269) |
| | | | | | |
Unrealized gain (loss)
on securities available
for sale |
-
|
-
|
15,571
|
15,571
|
15,571
|
| | | | | | |
Total comprehensive income (loss) | | | |
$(5,064,698)
| |
| | | | | | |
Partners' capital
(deficit),
December 31, 2008 |
$ 75,605,148
|
$ (72,372)
|
$ -
| |
$ 75,532,776
|
| | | | | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
Nine Months Ended December 31, 2008
(Unaudited)
| |
Assignees
|
General
partner
| Accumulated other
comprehensive
income |
Comprehensive
income (loss)
|
Total
|
Series47 | | | | | |
Partners' capital
(deficit)
April 1, 2008 |
$21,228,156
|
$ (23,697)
|
$ (5,504)
| |
$21,198,955
|
| | | | | |
Net income (loss) | (1,523,046) | (3,817) | - | (1,526,863) | (1,526,863) |
| | | | | | |
Unrealized gain (loss)
on securities available
for sale |
-
|
-
|
5,504
|
5,504
|
5,504
|
| | | | | | |
Total comprehensive income (loss) | | | |
$(1,521,359)
| |
| | | | | | |
Partners' capital
(deficit),
December 31, 2008 |
$19,705,110
|
$ (27,514)
|
$ -
| |
$19,677,596
|
| | | | | | |
Series48 | | | | | |
Partners' capital
(deficit)
April 1, 2008 |
$14,328,767
|
$ (14,977)
|
$ (6,451)
| |
$14,307,339
|
| | | | | |
Net income (loss) | (1,030,125) | (2,582) | - | (1,032,707) | (1,032,707) |
| | | | | | |
Unrealized gain (loss)
on securities available
for sale |
-
|
-
|
6,451
|
6,451
|
6,451
|
| | | | | | |
Total comprehensive income (loss) | | | |
$(1,026,256)
| |
| | | | | | |
Partners' capital
(deficit),
December 31, 2008 |
$13,298,642
|
$ (17,559)
|
$ -
| |
$13,281,083
|
| | | | | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
Nine Months Ended December 31, 2008
(Unaudited)
| |
Assignees
|
General
partner
| Accumulated other
comprehensive
income |
Comprehensive
income (loss)
|
Total
|
Series 49 | | | | | |
Partners' capital
(deficit)
April 1, 2008 |
$ 45,115,793
|
$(20,997)
|
$ (3,616)
| |
$ 45,091,180
|
| | | | | | |
Net income (loss) | (2,514,397) | (6,302) | - | (2,520,699) | (2,520,699) |
| | | | | | |
Unrealized gain (loss)
on securities available
for sale |
-
|
-
|
3,616
|
3,616
|
3,616
|
| | | | | | |
Total comprehensive income (loss) | | | |
$(2,517,083)
| |
| | | | | | |
Partners' capital
(deficit),
December 31, 2008 |
$ 42,601,396
|
$(27,299)
|
$ -
| |
$ 42,574,097
|
| | | | | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
| | 2008 | 2007 |
Cash flows from operating activities: | | |
| | | |
| | Net income (loss) | $(5,080,269) | $(4,122,710) |
| | Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities | | |
| | Amortization | 275,098 | 278,697 |
| | Distributions from Operating
Partnerships |
1,103
|
16,889
|
| | Share of Loss from Operating
Partnerships |
3,847,950
|
3,236,168
|
| | Changes in assets and liabilities | | |
| | (Decrease) Increase in accounts
payable and accrued expenses |
(1,968)
|
- -
|
| | Decrease (Increase) in accounts receivable |
- -
|
232,899
|
| | (Decrease) Increase in accounts
payable affiliates |
353,377
|
(22,598)
|
| | | | |
| | Net cash (used in) provided by
operating activities |
(604,709)
|
(380,655)
|
| | | |
| | | |
Cash flows from investing activities: | | |
| | | |
| | Acquisition costs repaid (paid) for
Operating Partnerships acquired
or to be acquired |
- -
|
(148,485)
|
| | Capital contributions paid to
Operating Partnerships |
(19,810)
|
(2,608,077)
|
| | (Advances to) repayments from
Operating Partnerships |
- -
|
(754,423)
|
| | Investments | 1,542,853 | 4,934,974 |
| | | |
| Net cash (used in) provided by
investing activities |
1,523,043
|
1,423,989
|
| | | |
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS |
918,334
|
1,043,334
|
| | | |
Cash and cash equivalents, beginning | 2,254,324 | 1,336,613 |
| | | |
Cash and cash equivalents, ending | $ 3,172,658 | $ 2,379,947 |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
| | 2008 | 2007 |
Supplemental schedule of noncash | | |
investing and financing activities: | | |
| | | |
| The Fund has increased its
investments in operating limited
partnerships and increased its
capital contribution obligation to
operating limited partnerships for
capital contributions due to
operating limited partnerships. |
$ -
|
$ 61,008
|
| | | |
| The Fund applied notes receivable and
advances to its capital contribution
obligation to operating limted
partnerships. | | |
| | $ - | $ 2,397,572 |
| The Fund has increased its investments in operating limited partnerships and increased its capital contribution obligation to operating limited partnerships for capital contributions due to operating limited partnerships. |
$ 6,334
|
$ 783,934
|
| | | |
| | | |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
Series 47
| | 2008 | 2007 |
Cash flows from operating activities: | | |
| | | |
| | Net income (loss) | $(1,526,863) | $(1,044,094) |
| Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities | | |
| | Amortization | 82,663 | 82,663 |
| | Distributions from Operating
Partnerships |
- -
|
929
|
| | Share of Loss from Operating
Partnerships |
1,125,635
|
766,501
|
| | Changes in assets and liabilities | | |
| | (Decrease) Increase in accounts
payable and accrued expenses |
(569)
|
- -
|
| | Decrease (Increase) in accounts receivable |
- -
|
(43,989)
|
| | (Decrease) Increase in accounts
payable affiliates |
116,264
|
41,267
|
| | | | |
| | Net cash (used in) provided by
operating activities |
(202,870)
|
(196,723)
|
| | | |
| | | |
Cash flows from investing activities: | | |
| | | |
| | Acquisition costs repaid (paid) for
Operating Partnerships acquired
or to be acquired |
- -
|
- -
|
| | Capital contributions paid to
Operating Partnerships |
- -
|
(914,805)
|
| | (Advances to) repayments from
Operating Partnerships |
- -
|
(131,158)
|
| | Investments | 549,566 | 1,024,453 |
| | | | |
| | Net cash (used in) provided by
investing activities |
549,566
|
(21,510)
|
| | | |
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS |
346,696
|
(218,233)
|
| | | |
Cash and cash equivalents, beginning | 191,785 | 467,594 |
| | | |
Cash and cash equivalents, ending | $ 538,481 | $ 249,361 |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
Series 47
| | 2008 | 2007 |
Supplemental schedule of noncash | | |
investing and financing activities: | | |
| | | |
| The Fund has increased its
investments in operating limited
partnerships and increased its
capital contribution obligation to
operating limited partnerships for
capital contributions due to
operating limited partnerships. |
$ -
|
$ -
|
| | | |
| The Fund applied notes receivable and
advances to its capital contribution
obligation to operating limted
partnerships. |
$ -
|
$ 893,590
|
| | | |
| The Fund has increased its investments in operating limited partnerships and increased its capital contribution obligation to operating limited partnerships for capital contributions due to operating limited partnerships. |
$ -
|
$ 249,532
|
| | | |
| | | |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
Series 48
| | 2008 | 2007 |
Cash flows from operating activities: | | |
| | |
| | Net income (loss) | $(1,032,707) | $(1,022,823) |
| | Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities | | |
| | Amortization | 53,840 | 53,840 |
| | Distributions from Operating
Partnerships |
- -
|
3,960
|
| | Share of Loss from Operating
Partnerships |
775,550
|
886,700
|
| | Changes in assets and liabilities | | |
| | (Decrease) Increase in accounts
payable and accrued expenses |
(569)
|
- -
|
| | Decrease (Increase) in accounts receivable |
- -
|
(43,989)
|
| | (Decrease) Increase in accounts
payable affiliates |
53,785
|
128,785
|
| | Net cash (used in) provided by
operating activities |
(150,101)
|
6,473
|
| | | |
| | | |
Cash flows from investing activities: | | |
| | | |
| | Acquisition costs repaid (paid) for
Operating Partnerships acquired
or to be acquired |
- -
|
- -
|
| | Capital contributions paid to
Operating Partnerships |
- -
|
(192,628)
|
| | (Advances to) repayments from
Operating Partnerships |
- -
|
(155,857)
|
| | Investments | 619,045 | 473,485 |
| | | | |
| Net cash (used in) provided by
investing activities |
619,045
|
125,000
|
| | | |
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS |
468,944
|
131,473
|
| | | |
Cash and cash equivalents, beginning | 204,135 | 243,438 |
| | | |
Cash and cash equivalents, ending | $ 673,079 | $ 374,911 |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
Series 48
| | 2008 | 2007 |
Supplemental schedule of noncash | | |
investing and financing activities: | | |
| | | |
| The Fund has increased its
investments in operating limited
partnerships and increased its
capital contribution obligation to
operating limited partnerships for
capital contributions due to
operating limited partnerships. |
$ -
|
$ -
|
| | | |
| The Fund applied notes receivable and
advances to its capital contribution
obligation to operating limted
partnerships. |
$ -
|
$ 893,590
|
| | | |
| The Fund has increased its investments in operating limited partnerships and increased its capital contribution obligation to operating limited partnerships for capital contributions due to operating limited partnerships. |
$ -
|
$ 183,637
|
| | | |
| | | |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
Series 49
| | 2008 | 2007 |
Cash flows from operating activities: | | |
| | | |
| | Net income (loss) | $(2,520,699) | $(2,055,793) |
| | Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities | | |
| | Amortization | 138,595 | 142,194 |
| | Distributions from Operating
Partnerships |
1,103
|
12,000
|
| | Share of Loss from Operating
Partnerships |
1,946,765
|
1,582,967
|
| | Changes in assets and liabilities | | |
| | (Decrease) Increase in accounts
payable and accrued expenses |
(830)
|
- -
|
| | Decrease (Increase) in accounts receivable |
- -
|
320,877
|
| | (Decrease) Increase in accounts
payable affiliates |
183,328
|
(192,650)
|
| | Net cash (used in) provided by
operating activities |
(251,738)
|
(190,405)
|
| | | |
| | | |
Cash flows from investing activities: | | |
| | | |
| | Acquisition costs repaid (paid) for
Operating Partnerships acquired
or to be acquired |
- -
|
(148,485)
|
| | Capital contributions paid to
Operating Partnerships |
(19,810)
|
(1,500,644)
|
| | (Advances to) repayments from
Operating Partnerships |
- -
|
(467,408)
|
| | Investments | 374,242 | 3,437,036 |
| | | | |
| | Net cash (used in) provided by
investing activities |
354,432
|
1,320,499
|
| | | |
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS |
102,694
|
1,130,094
|
| | | |
Cash and cash equivalents, beginning | 1,858,404 | 625,581 |
| | | |
Cash and cash equivalents, ending | $ 1,961,098 | $ 1,755,675 |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
Series 49
| | 2008 | 2007 |
Supplemental schedule of noncash | | |
investing and financing activities: | | |
| | | |
| The Fund has increased its
investments in operating limited
partnerships and increased its
capital contribution obligation to
operating limited partnerships for
capital contributions due to
operating limited partnerships. |
$ -
|
$ 61,008
|
| | | |
| The Fund applied notes receivable and
advances to its capital contribution
obligation to operating limted
partnerships. |
$ -
|
$ 610,392
|
| | | |
| The Fund has increased its investments in operating limited partnerships and increased its capital contribution obligation to operating limited partnerships for capital contributions due to operating limited partnerships. |
$ 6,334
|
$ 350,765
|
| | | |
| | | |
| | | |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund V L.P.
NOTES TO FINANCIAL STATEMENTS
December 31, 2008
(Unaudited)
NOTE A - ORGANIZATION
Boston Capital Tax Credit Fund V L.P. (the "Fund") was organized under the laws of the State of Delaware as of October 15, 2003, for the purpose of acquiring, holding, and disposing of limited partnership interests in operating partnerships which will acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated low-income apartment complexes ("Operating Partnerships"). The general partner of the Fund is Boston Capital Associates V LLC, a Delaware limited liability company. The members of the general partner are Boston Capital Companion Limited Partnership, a Massachusetts limited partnership, and John P. Manning, who is the managing member. Additional managers of the general partner are Jeffrey H. Goldstein and Marc N. Teal. The general partner of Boston Capital Companion Limited Partnership is Boston Capital Partners II Corporation whose sole shareholder is John P. Manning. John P. Manning is the principal of Boston Capital Partners, Inc.
The assignor limited partner is BCTC V Assignor Corp., a Delaware corporation which is wholly-owned by John P. Manning. The assignor limited partner was formed for the purpose of serving in that capacity for the Fund and will not engage in any other business. Units of beneficial interest in the limited partnership interest of the assignor limited partner will be assigned by the assignor limited partner by means of beneficial assignee certificates ("BACs") to investors and investors will be entitled to all the rights and economic benefits of a limited partner of the Fund, including rights to a percentage of the income, gains, losses, deductions, credits and distributions of the Fund.
A Registration Statement on Form S-11 and the related prospectus, as supplemented (the "Prospectus") were filed with the Securities and Exchange Commission and became effective January 2, 2004 in connection with a public offering ("Offering") in one or more series of a minimum of 250,000 BACs and a maximum of 7,000,000 BACs at $10 per BAC. On August 10, 2004 an amendment to Form S-11, which registered an additional 8,500,000 BACs for sale to the public in one or more series, became effective. As of December 31, 2008, subscriptions had been received and accepted by the Fund for 11,777,706 BACs representing capital contributions of $117,777,060.
The Offering, including information regarding the issuance of BACs in series, is described on pages 161 to 167 of the Prospectus, as supplemented, under the caption "The Offering", which is incorporated herein by reference.
Below is a summary of the BACs sold and total equity raised by series as of December 31, 2008:
Series | Closing Date | BACs Sold | Equity Raised |
Series 47 | April 30, 2004 | 3,478,334 | $34,783,340 |
Series 48 | August 12, 2004 | 2,299,372 | $22,993,720 |
Series 49 | April 29, 2005 | 6,000,000 | $60,000,000 |
The Fund concluded its public offering of BACs in the Fund on April 29, 2005.
Boston Capital Tax Credit Fund V L.P.
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 2008
(Unaudited)
NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES
The condensed financial statements herein as of December 31, 2008 and for the nine months then ended have been prepared by the Fund, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. The Fund accounts for its investments in Operating Partnerships using the equity method, whereby the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. Costs incurred by the Fund in acquiring the investments in the Operating Partnerships are capitalized to the investment account.
The Fund's accounting and financial reporting policies are in conformity with generally accepted accounting principles and include adjustments in interim periods considered necessary for a fair presentation of the results of operations. Such adjustments are of a normal recurring nature. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Fund's Annual Report on Form 10-K.
Investment Securities
The Fund has determined that all of its investment securities are to be categorized as securities available for sale. Securities classified as available for sale are those debt securities that the Fund purchased that may be liquidated prior to the maturity date should the need arise.
These securities are carried at approximate fair market value. All of the investments held by the Fund are tax-exempt municipal bonds. As of December 31, 2008, all of the investment securities have been sold.
NOTE C - RELATED PARTY TRANSACTIONS
The Fund has entered into several transactions with various affiliates of the general partner, including Boston Capital Holdings Limited Partnership, Boston Capital Securities, Inc., and Boston Capital Asset Management L.P. as follows:
An annual fund management fee of .5 percent of the aggregate cost of all apartment complexes owned by the Operating Partnerships has been accrued to Boston Capital Asset Management L.P. Since reporting fees collected by the various series were added to reserves and not paid to Boston Capital Asset Management L.P., the amounts accrued are not net of reporting fees received. The fund management fee accrued for the quarters ended December 31, 2008 and 2007 are as follows:
| | 2008 | 2007 |
Series 47 | $ 97,086 | $ 97,089 |
Series 48 | 59,595 | 59,595 |
Series 49 | 127,776 | 127,662 |
Total | $ 284,457 | $ 284,346 |
Boston Capital Tax Credit Fund V L.P.
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 2008
(Unaudited)
NOTE C - RELATED PARTY TRANSACTIONS - continued
The fund management fees paid for the quarters ended December 31, 2008 and 2007 are as follows:
| | 2008 | 2007 |
Series 47 | $ - | $ 175,000 |
Series 48 | - | 50,000 |
Series 49 | - | 325,255 |
Total | $ - | $ 550,255 |
The fund management fees paid for the nine months ended December 31, 2008 and 2007 are as follows:
| | 2008 | 2007 |
Series 47 | $ 175,000 | $ 250,000 |
Series 48 | 125,000 | 50,000 |
Series 49 | 200,000 | 575,510 |
Total | $ 500,000 | $ 875,510 |
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS
At December 31, 2008 and 2007 the Fund has limited partnership interests in 50 Operating Partnerships, which own or are constructing apartment complexes.
The breakdown of Operating Partnerships within the Fund at December 31, 2008 and 2007 is as follows:
| | 2008 | 2007 | |
Series 47 | 15 | 15 | |
Series 48 | 11 | 11 | |
Series 49 | 24 | 24 | |
Total | 50 | 50 | |
The Fund's fiscal year ends March 31st for each year, while all the Operating Partnerships' fiscal years are the calendar year. Pursuant to the provisions of each Operating Partnership Agreement, financial results for each of the Operating Partnerships are provided to the Fund within 45 days after the close of each Operating Partnership's quarterly period. Accordingly, the financial results available for the Operating Partnerships are for the nine months ended September 30, 2008.
Boston Capital Tax Credit Fund V L.P.
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 2008
(Unaudited)
NOTE D - INVESTMENT IN OPERATING PARTNERSHIPS - (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)
| | Total 2008 | Total 2007 |
| | | |
Revenues | | |
| | Rental | $ 14,494,327 | $ 13,821,396 |
| | Interest and other | 662,106 | 536,201 |
| | 15,156,433 | 14,357,597 |
| | | |
Expenses | | |
| | Interest | 3,853,968 | 4,081,445 |
| | Depreciation and amortization | 6,000,715 | 5,116,414 |
| | Operating expenses | 9,188,569 | 8,428,594 |
| | 19,043,252 | 17,626,453 |
| | | |
NET LOSS | $(3,886,819) | $(3,268,856) |
| | | |
Net loss allocated to Boston Capital Tax Credit Fund V L.P. |
$(3,847,950)
|
$(3,236,168)
|
| | | |
Net loss allocated to other Partners |
$ (38,869)
|
$ (32,688)
|
Boston Capital Tax Credit Fund V L.P.
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 2008
(Unaudited)
NOTE D - INVESTMENT IN OPERATING PARTNERSHIPS - (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)
| | Series 47 2008 | Series 47 2007 |
| | | |
Revenues | | |
| | Rental | $ 5,869,563 | $ 5,555,208 |
| | Interest and other | 201,230 | 162,135 |
| | 6,070,793 | 5,717,343 |
| | | |
Expenses | | |
| | Interest | 1,465,637 | 1,681,227 |
| | Depreciation and amortization | 1,979,510 | 1,490,932 |
| | Operating expenses | 3,762,651 | 3,319,427 |
| | 7,207,798 | 6,491,586 |
| | | |
NET LOSS | $(1,137,005) | $ (774,243) |
| | | |
Net loss allocated to Boston Capital Tax Credit Fund V L.P. |
$(1,125,635)
|
$ (766,501)
|
| | | |
Net loss allocated to other Partners |
$ (11,370)
|
$ (7,742)
|
| | | |
Boston Capital Tax Credit Fund V L.P.
NOTES TO FINANCIAL STATEMENTS
December 31, 2008
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)
| | Series 48 2008 | Series 48 2007 |
| | | |
Revenues | | |
| | Rental | $ 3,186,322 | $ 3,188,018 |
| | Interest and other | 120,446 | 126,553 |
| | 3,306,768 | 3,314,571 |
| | | |
Expenses | | |
| | Interest | 823,285 | 981,333 |
| | Depreciation and amortization | 1,324,206 | 1,427,932 |
| | Operating expenses | 1,942,661 | 1,800,962 |
| | 4,090,152 | 4,210,227 |
| | | |
NET LOSS | $ (783,384) | $ (895,656) |
| | | |
Net loss allocated to Boston Capital Tax Credit Fund V L.P. |
$ (775,550)
|
$ (886,700)
|
| | | |
Net loss allocated to other Partners |
$ (7,834)
|
$ (8,956)
|
| | | |
Boston Capital Tax Credit Fund V L.P.
NOTES TO FINANCIAL STATEMENTS
December 31, 2008
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)
| | Series 49 2008 | Series 49 2007 |
| | | |
Revenues | | |
| | Rental | $ 5,438,442 | $ 5,078,170 |
| | Interest and other | 340,430 | 247,513 |
| | 5,778,872 | 5,325,683 |
| | | |
Expenses | | |
| | Interest | 1,565,046 | 1,418,885 |
| | Depreciation and amortization | 2,696,999 | 2,197,550 |
| | Operating expenses | 3,483,257 | 3,308,205 |
| | 7,745,302 | 6,924,640 |
| | | |
NET LOSS | $(1,966,430) | $(1,598,957) |
| | | |
Net loss allocated to Boston Capital Tax Credit Fund V L.P. |
$(1,946,765)
|
$(1,582,967)
|
| | | |
Net loss allocated to other Partners |
$ (19,665)
|
$ (15,990)
|
| | | |
NOTE E - TAXABLE LOSS
The Fund's taxable loss for the calendar year ended December 31, 2008 is expected to differ from its loss for financial reporting purposes. This is primarily due to accounting differences in depreciation incurred by the Operating Partnerships and also differences between the equity method of accounting and the IRS accounting methods. No provision or benefit for income taxes has been included in these financial statements since taxable income or loss passes through to, and is reportable by, the partners and assignees individually.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
This Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements including our intentions, hopes, beliefs, expectations, strategies and predictions of our future activities, or other future events or conditions. These statements are "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbors created by these acts. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including, for example, the factors identified in Part I, Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended March 31, 2008. Although we believe that the assumptions underlying these forward-looking statements are reasonable, any of the assumptions could be inaccurate, and there can be no assurance that the forward-looking statemen ts included in this Report will prove to be accurate. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans will be achieved.
Liquidity
The Fund's primary source of funds is the proceeds of the Offering. Other sources of liquidity will include (i) interest earned on capital contributions held pending investment and on working capital, (ii) cash distributions from operations of the Operating Partnerships in which the Fund has and will invest and (iii) a line of credit. The Fund does not anticipate significant cash distributions from operations of the Operating Partnerships.
The Fund is currently accruing the fund management fee. Fund management fees accrued during the quarter ended December 31, 2008 were $284,457 and total fund management fees accrued as of December 31, 2008, were $947,356. During the quarter ended December 31, 2008, none of accrued fund management fees was paid. Pursuant to the Partnership Agreement, these liabilities will be deferred until the Fund receives proceeds from sales of the Operating Partnerships, which will be used to satisfy these liabilities. The Fund's working capital and sources of liquidity coupled with affiliated party liability accruals allow sufficient levels of liquidity to meet the third party obligations of the Fund. The Fund is currently unaware of any trends which would create insufficient liquidity to meet future third party obligations of the Fund.
Capital Resources
The Fund offered BACs in the Offering declared effective by the Securities and Exchange Commission on January 2, 2004. The Fund received $34,783,340, $22,993,720 and $60,000,000 representing 3,478,334, 2,299,372 and 6,000,000 BACs from investors admitted as BAC Holders in Series 47, Series 48 and Series 49, respectively, as of December 31, 2008.
Series 47
The Fund commenced offering BACs in Series 47 on January 2, 2004. Offers and sales of BACs in Series 47 were completed on April 30, 2004. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 15 Operating Partnerships in the amount of $26,407,255.
During the quarter ended December 31, 2008, Series 47 did not record any releases of capital contributions. Series 47 has outstanding contributions payable to 2 Operating Partnerships in the amount of $288,745 as of December 31, 2008. Of the total amount outstanding, $155,857 has been loaned or advanced to the Operating Partnerships. The loans and advances will be converted to equity and the remaining contributions of $132,888 will be released when the Operating Partnerships have achieved the conditions set forth in their respective partnership agreements.
Series 48
The Fund commenced offering BACs in Series 48 on May 11, 2004. Offers and sales of BACs in Series 48 were completed on August 12, 2004. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 11 Operating Partnerships in the amount of $17,450,063.
During the quarter ended December 31, 2008, Series 48 did not record any releases of capital contributions. Series 48 has outstanding contributions payable to 2 Operating Partnerships in the amount of $490,876 as of December 31, 2008. Of the total amount outstanding, $155,857 has been loaned or advanced to the Operating Partnerships. The loans and advances will be converted to equity and the remaining contributions of $335,019 will be released when the Operating Partnerships have achieved the conditions set forth in their respective partnership agreements.
Series 49
The Fund commenced offering BACs in Series 49 on August 24, 2004. Offers and sales of BACs in Series 49 were completed on April 29, 2005. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 24 Operating Partnerships in the amount of $45,728,155.
During the quarter ended December 31, 2008, Series 49 did not record any releases of capital contributions. Series 49 has outstanding contributions payable to 7 Operating Partnerships in the amount of $2,286,305 as of December 31, 2008. Of the total amount outstanding, $2,094,592 has been loaned or advanced to the Operating Partnerships. The loans and advances will be converted to equity and the remaining contributions of $191,713 will be released when the Operating Partnerships have achieved the conditions set forth in their respective partnership agreements.
Results of Operations
As of December 31, 2008 the Fund held limited partnership interests in 50 Operating Partnerships. In each instance the apartment complex owned by the applicable Operating Partnership is eligible for the federal housing tax credit. Initial occupancy of a unit in each apartment complex which complied with the minimum set-aside test (i.e., initial occupancy by tenants with incomes equal to no more than a certain percentage of area median income) and the rent restriction test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to as "Qualified Occupancy." Each of the Operating Partnerships and each of the respective apartment complexes are described more fully in the Prospectus or applicable report on Form 8-K. The general partner of the Fund believes that there is adequate casualty insurance on the properties.
The Fund incurred a fund management fee to Boston Capital Asset Management Limited Partnership in an amount equal to .5 percent of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of certain asset
management and reporting fees paid by the Operating Partnerships. The fund management fees incurred and the reporting fees paid by the Operating Partnerships for the three and nine months ended December 31, 2008 are as follows:
| 3 Months
Fund Management Fee | 3 Months Reporting Fee | 9 Months
Fund Management Fee | 9 Months Reporting Fee |
Series 47 | $ 97,086 | $ - | $291,264 | $15,621 |
Series 48 | 59,595 | - | 178,785 | 9,333 |
Series 49 | 127,776 | 8,850 | 383,328 | 13,374 |
| | $284,457 | $ 8,850 | $853,377 | $38,328 |
The Fund's investment objectives do not include receipt of significant cash distributions from the Operating Partnerships in which it has invested or intends to invest. The Fund's investments in Operating Partnerships have been and will be made principally with a view towards realization of federal housing tax credits for allocation to its partners and BAC holders.
Series 47
As of December 31, 2008 and 2007, the average Qualified Occupancy was 100%. The series had a total of 15 properties at December 31, 2008, all of which were at 100% Qualified Occupancy.
For the nine month period ended December 31, 2008 and 2007, Series 47 reflects a net loss from Operating Partnerships of $(1,125,635) and $(766,501), respectively, which includes depreciation and amortization of $1,979,510 and $1,490,932, respectively. This is an interim period estimate; it is not indicative of the final year-end results.
CP Continental L.P. (Time Square on the Hill) is a 200-unit family development located in Fort Worth, TX. Despite an average physical occupancy of 94% in the fourth quarter of 2008, the property operated below breakeven due to low economic occupancy coupled with high operating expenses; specifically, administrative, real estate taxes and insurance. Of the 200 units at this property, only 62 have rental assistance and the operating general partner has found it difficult to compete with fully rent-assisted properties nearby. This property is in a very competitive market; competing properties offer significant specials to gain and retain occupants. In addition, this property does not have a swimming pool or washer/dryer hook-ups like many competitors. In response to the competition, management has intensified its leasing efforts by using concessions and other incentives, such as one month rent-free and increased resident referral rewards. Management feels that it is necessary to continue to offer concessions despite the strong occupancy.
Due to an increase in the cost of health insurance and other benefits the administrative expenses were higher than budgeted. The real estate taxes increased by $31,537, an increase of 49.9% in 2007 compare to 2006. The operating general partner has appealed the tax increase, but has not realized any significant savings. The property's insurance premium increased by $35,133, an increase of 40% in 2007 compared to 2006. In 2008 the property has experienced another increase in the real estate taxes and the property's insurance. Through the fourth quarter of 2008, the property continues to operate below breakeven. The property's mortgage, real estate taxes, and insurance are current. After rental achievement, the operating general partner is obligated to promptly advance funds to eliminate any operating deficit provided; however, the operating general partner shall not be obligated to have subordinated loans outstanding at any time in excess of $542,490. The management company, an affiliate of the operating general partner, is deferring all fees until operations improve.
Marion Apartments-Osceola, LP (Village Glen Apartments) is a 32-unit family property located in Marion, MI. The 2007 occupancy averaged 89% and the property operated slightly below breakeven. While occupancy has remained very steady throughout 2008, averaging 91%, operations have remained below breakeven. The operating general partner's guaranty is in effect through March 2009. The property's mortgage, real estate taxes and insurance payments are all current.
Series 48
As of December 31, 2008 and 2007, the average Qualified Occupancy was 100%. The series had a total of 11 properties at December 31, 2008, all of which were at 100% Qualified Occupancy.
For the nine month period ended December 31, 2008 and 2007, Series 48 reflects a net loss from Operating Partnerships of $(775,550) and $(886,700), respectively, which includes depreciation and amortization of $1,324,206 and $1,427,932, respectively. This is an interim period estimate; it is not indicative of the final year-end results.
Wyndam-Emporia Partners, LP (Wyndam Place Senior Residences) is a 42-unit elderly development, located in Emporia, KS. The investment general partner conducted a site visit in August 2008, and concluded that the property has a very favorable physical appearance and good curb appeal. Occupancy was 95% at the end of November 2008. Occupancy dipped in the first half of 2008 due to some of the residents' need for assisted living housing and other affordable housing choices in the area. The local economy in Emporia has experienced negative effects due to two of the largest employers reducing work force by approximately 2,600 jobs. The loss of jobs in the area has made it difficult for seniors to sell their homes. Three applicants on the waitlist are financially unable to move into Wyndam Place, as they are unable to sell their homes. The property rents are also higher than the fair market rents as stated by the operating general partner, which has caused other potential applicants to rent from the local ho using authority at lower rents. Expenses are above the budgeted amounts due to unanticipated audit and administrative expenses that were not properly accrued or paid by the prior management company. Taxes have increased and the operating general partner has appealed the valuation for 2008. The operating general partner has funded deficits to date and the mortgage payments, taxes, and insurance are all current. The operating general partner is currently paying down past due invoices as funds are available, and believes that operations will improve over time. The property has been unable to meet rental achievement due to operations and the permanent loan amount being higher than the underwritten amount. The investment general partner has remaining equity that will be released (in the form of a promissory note) in conjunction with the operating general partner reducing their principal debt balance to this original underwritten level.
Series 49
As of December 31, 2008 and 2007, the average Qualified Occupancy was 100%. The series had a total of 24 properties at December 31, 2008, all of which were at 100% Qualified Occupancy.
For the nine month period ended December 31, 2008 and 2007, Series 49 reflects a net loss from Operating Partnerships of $(1,946,765) and $(1,582,967), respectively, which includes depreciation and amortization of $2,696,999 and $2,197,550, respectively. This is an interim period estimate; it is not indicative of the final year-end results.
Columbia Blackshear Senior Residences L.P. (Columbia Blackshear Senior Residences) is a 78-unit senior development located in Atlanta, GA. Substantial delays were encountered during the construction period. Construction was completed in July of 2007, six months behind schedule. Due to the delays, in the fourth quarter of 2006, the operating general partner reached an agreement with the State Credit Agency to exchange the Operating Partnership's reservation of 2004 tax credits for an allocation of 2005 tax credits. This agreement shifted the Operating Partnership's reservation expiration date from December 31, 2006, to December 31, 2007, allowing ample time to complete construction without jeopardizing the Operating Partnership's allocation of tax credits. The property achieved 100% qualified occupancy as of November 30, 2007, and was able to deliver the required credits for 2007. As of December 31, 2008, occupancy is averaging 98% and the property is operating above breakeven. The investment genera l partner conducted a site inspection in October 2008, and found that the property is very well maintained and is a highly sought-after residence for seniors in the area.
The Gardens of Athens, LP (The Gardens of Athens) is a 36-unit elderly development located in Athens, Texas. Occupancy has been strong since lease-up in 2006, averaging 100% in 2007 and 2008. The property operated above breakeven in 2007 and continued to operate above breakeven in 2008. Despite fairly strong operations, a shortfall of approximately $200,000 between the balance of the construction loan and the originally underwritten permanent loan principal resulted in a conversion delay. After several extensions to the term of the construction loan, the original permanent lender, which is also the construction lender, withdrew its commitment to provide permanent financing, and on May 6, 2008, issued a notice of default under the construction loan, due to an expiration of the loan's term. The lender later agreed to extend the term of the construction loan to September 30, 2009 and the Operating Partnership has been making the debt payments required under the construction loan . The operating general partner is in discussions with a potential new permanent mortgage lender. The proposed loan will be guaranteed by Rural Development under Section 538 and must be approved by RD. The application for the 538 loan was submitted to RD in September 2008 and the lender is awaiting a response from RD, which could take up to nine months. In addition, the operating partnership was delinquent on its 2007 real estate taxes. In an effort to delay further proceedings by the tax authority, the construction lender paid the taxes and added the amount of approximately $20,000 to the principal balance of the construction loan.
This property is part of a portfolio, which includes several troubled properties. The operating general partner has explored a number of alternatives to raise cash and recapitalize the portfolio and the investment general partner allowed the operating general partner 60-90 days to demonstrate progress with this recapitalization plan; however, the operating general partner had not made progress by September 2008. As a result, the investment general partner has been seeking a replacement operating general partner with sufficient (i) financial resources to cover the gap between the construction loan and the permanent mortgage loan as originally underwritten and (ii) management resources to maintain strong operations. The investment general partner was considering replacing the current operating general partner with an affiliate of the investment general partner if a third party replacement operating general partner was not identified by the end of 2008; however, further action on removal has been suspended until a solid permanent financing plan has been determined.
Rosewood Place, LLC (Rosewood Senior Apartments) is a 144-unit elderly development in Lenexa, Kansas. Construction cost overruns and delays pushed lease-up back by more than seven months. The property reached initial full occupancy in November 2007 and occupancy was strong through the first quarter of 2008; however, it slipped to 87% by June 2008. The 2008 average occupancy was 88%. Operations were below breakeven for 2007 and have remained below breakeven for 2008. The lender issued a default notice on August 20, 2007, for violations of several covenants of the loan agreement, including, but not limited to (i) keeping the property free of liens, (ii) timely payment of real estate taxes, and (iii) maintaining reserves at required levels and obtaining lender approval for withdrawals from such reserves. The operating general partner and the investment general partner are currently in discussions with the lender and no foreclosure proceedings have begun. In the second quarter of 2007, one of the subcontrac tors for the construction of the property filed a lien for non-payment of the construction retainage. In the fourth quarter of 2007, the subcontractor filed for arbitration which, in February 2008, resulted in a settlement to the subcontractor of approximately $310,000. The settlement payment has not yet been made and is accruing interest until paid in full. The operating general partner is attempting to enter into a long-term payment plan with the subcontractor for the settlement, but agreement on such a plan has not yet been reached.
This property is part of a portfolio which includes several troubled properties. The operating general partner has explored a number of alternatives to raise cash and recapitalize the portfolio and the investment general partner allowed the operating general partner 60-90 days to demonstrate progress with this recapitalization plan; however, the operating general partner had not made progress by September 2008. As a result, the investment general partner has been seeking a replacement operating general partner with sufficient (i) financial resources to cover operating deficits and convert to permanent financing and (ii) management resources to maintain strong operations. The investment general partner has identified several potential replacements operating general partners and is currently awaiting receipt of proposals from those parties.
Off Balance Sheet Arrangements
None.
Principal Critical Accounting Policies and Estimates
The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which requires the Fund to make various estimates and assumptions. A summary of significant accounting policies is provided in Note 1 to the financial statements. The following section is a summary of some aspects of those accounting policies that may require subjective or complex judgments and are most important to the portrayal of the Fund's financial condition and results of operations. The Fund believes that there is a low probability that the use of different estimates or assumptions in making these judgments would result in materially different amounts being reported in the financial statements.
The Fund is required to assess potential impairments to its long-lived assets, which are primarily investments in limited partnerships. The Fund accounts for its investment in limited partnerships in accordance with the equity method of accounting since the Fund does not control the operations of the Operating Partnerships.
If the book value of the Fund's investment in an Operating Partnership exceeds the estimated value derived by management, which generally consists of the remaining future low-income housing credits allocable to the Fund and the estimated residual value to the Fund, the Fund reduces its investment in the Operating Partnership and includes the reduction in equity in loss of investment of limited partnerships.
As of March 31, 2004, the Fund adopted FASB Interpretation No. 46 - Revised ("FIN 46R"), "Consolidation of Variable Interest Entities." FIN 46R provides guidance on when a company should include the assets, liabilities, and activities of a variable interest entity ("VIE") in its financial statements and when it should disclose information about its relationship with a VIE. A VIE is a legal structure used to conduct activities or hold assets, which must be consolidated by a company if it is the primary beneficiary because it absorbs the majority of the entity's expected losses, the majority of the expected returns, or both.
Based on the guidance of FIN 46R, the Operating Partnerships in which the Fund invests meet the definition of a VIE. However, management does not consolidate the Fund's interests in these VIEs under FIN 46R, as it is not considered to be the primary beneficiary. The Fund currently records the amount of its investment in these partnerships as an asset on its balance sheet, recognizes its share of partnership income or losses in the statements of operations, and discloses how it accounts for material types of these investments in its financial statements.
The Fund's balance in investment in Operating Partnerships, plus the risk of recapture of tax credits previously recognized on these investments, represents its maximum exposure to loss. The Fund's exposure to loss on these partnerships is mitigated by the condition and financial performance of the underlying properties as well as the strength of the local general partners and their guarantee against credit recapture.
Recent Accounting Changes
In September 2006, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 157, "Fair Value Measurements," ("SFAS 157"), which defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosure about fair value measurements. SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and shall be applied prospectively except for very limited transactions, which for the Fund is April 1, 2008. In December 2007, the FASB delayed the implementation of SFAS 157 as it pertains to non-financial assets and liabilities for fiscal years beginning after November 15, 2008, which for the Fund is April 1, 2009. The Fund is currently evaluating the potential impact of the adoption of SFAS 157 on its financial statements.
In February 2007 the FASB issued SFAS No. 159 "The Fair Value Option for Financial Assets and Financial Liabilities" ("SFAS 159"). SFAS 159 permits entities to choose to measure many financial instruments and certain other items at fair value. The fair value election is designed to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. SFAS 159 is effective for fiscal years beginning after November 15, 2007. The Fund does not expect to elect the fair value option.
On December 4, 2007, the FASB issued SFAS No. 141R, "Business Combinations" ("SFAS 141R"). This statement changes the accounting for acquisitions specifically eliminating the step acquisition model, changing the recognition of contingent consideration from being recognized when it is probable to being recognized at the time of acquisition, and disallowing the capitalization of transaction costs and delays when restructurings related to acquisitions can be recognized. The standard is effective for fiscal years ending after December 15, 2008. The Fund is currently evaluating the impact of the adoption of SFAS 141 R on its financial statements. However, the Fund does not expect SFAS 141R to have a material impact on the Fund's statement of operations or financial position.
On December 4, 2007, the FASB issued SFAS No. 160, "Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No. 51" ("SFAS 160"). SFAS 160 replaces the concept of minority interest with noncontrolling interests in subsidiaries. Noncontrolling interests will now be reported as a component of equity in the consolidated statement of financial position. Earnings attributable to noncontrolling interests will continue to be reported as a part of consolidated earnings; however, SFAS 160 requires that income attributable to both controlling and noncontrolling interests be presented separately on the face of the consolidated income statement. In addition, SFAS 160 provides that when losses attributable to noncontrolling interests exceed the noncontrolling interest's basis, losses continue to be attributed to the noncontrolling interest as opposed to being absorbed by the consolidating entity. SFAS 160 requires retroactive adoption of the presentation and disclosu re requirements for existing minority interests. All other requirements of SFAS 160 shall be applied prospectively. SFAS 160 is effective for the first annual reporting period beginning on or after December 15, 2008. However, the Fund does not expect SFAS 160 to have a material impact on the Fund's financial statements.
Recent Accounting Changes - continued
Financial Accounting Standards Board (FASB) Interpretation (FIN) No. 48,Accounting for Uncertainty in Income Taxes was issued in July 2006 and interprets SFAS No. 109,Accounting for Income Taxes. FIN 48 requires all taxpayers to analyze all material positions they have taken or plan to take in all tax returns that have been filed or should have been filed with all taxing authorities for all years still subject to challenge by those taxing authorities. If the position taken is "more-likely-than-not" to be sustained by the taxing authority on its technical merits and if there is more than a 50% likelihood that the position would be sustained if challenged and considered by the highest court in the relevant jurisdiction, the tax consequences of that position should be reflected in the taxpayer's GAAP financial statements. Earlier proposed interpretations of SFAS 109 had recommended a "probable" standard for recognition of tax consequences rather than the "more-likely- than-not" standard finally adopted.
Because we are a pass-through entity and are not required to pay income taxes, FIN 48 does not currently have any impact on our financial statements. On December 30, 2008, the FASB issued FASB Staff Position (FSP) No. FIN 48-3:Effective Date of FASB Interpretation No. 48 for Certain Nonpublic Enterprises, which defers the effective date of Interpretation 48 for nonpublic enterprises included within the scope of FSP No. FIN 48-3 to the annual financial statements for fiscal years beginning after December 15, 2008. The deferred effective date is intended to give the Board additional time to develop guidance on the application of Interpretation 48 by pass-through entities and not-for-profit organizations. We may modify our disclosures if the FASB's guidance regarding application of FIN 48 to pass-through entities changes.
Item 3 | Quantitative and Qualitative Disclosures About Market Risk |
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| | Not Applicable |
Item 4T | Controls & Procedures |
| | | |
| | (a) | Evaluation of Disclosure Controls and Procedures |
| | | As of the end of the period covered by this report, the Fund's general partner, under the supervision and with the participation of the Principal Executive Officer and Principal Financial Officer of C&M Management Inc., carried out an evaluation of the effectiveness of the Fund's "disclosure controls and procedures" as defined under the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15. Based on that evaluation, the Fund's Principal Executive Officer and Principal Financial Officer have concluded that as of the end of the period covered by this report, the Fund's disclosure controls and procedures were effective to ensure that information required to be disclosed by it in the reports that it files or submits under the Securities Exchange Act of 1934 (i) is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (ii) is accumulated and communicated to the Fund's management, including the Fund's Principal Executive Officer and Princ ipal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. |
| | (b) | Changes in Internal Controls |
| | | |
| | | There were no changes in the Fund's internal control over financial reporting that occurred during the quarter ended December 31, 2008 that materially affected, or are reasonably likely to materially affect, the Fund's internal control over financial reporting. |
PART II - OTHER INFORMATION
Item 1. | Legal Proceedings |
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| | None |
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Item 1A. | Risk Factors |
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| | There have been no material changes from the risk factors set forth under Part I, Item 1A. "Risk Factors" in our Form 10-K for the fiscal year ended March 31, 2008. |
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Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds |
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| | None |
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Item 3. | Defaults upon Senior Securities |
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| | None |
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Item 4. | Submission of Matters to a Vote of Security
Holders |
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| | None |
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Item 5. | Other Information |
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| | None |
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Item 6. | Exhibits |
| | |
| | (a)Exhibits |
| | |
| | | 31.a Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herewith |
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| | | 31.b Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herewith |
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| | | 32.a Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herewith |
| | | |
| | | 32.b Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herewith |
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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 hereunto duly authorized.
| | Boston Capital Tax Credit Fund V L.P. |
|
| | By: | Boston Capital Associates V LLC,
General Partner |
| | | |
| | | |
Date:February 17, 2009 | | By: | /s/ John P. Manning
John P. Manning |
| | | | |
| | | | Managing Member |
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Fund and in the capacities and on the dates indicated:
DATE: | SIGNATURE: | TITLE: |
| | |
February 17, 2009 | /s/ John P. Manning John P. Manning | Director, President (Principal Executive Officer), Boston Capital Partners II Corp.; Director, President (Principal Executive Officer), BCTC V Assignor Corp. |
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February 17, 2009 | /s/ Marc N. Teal Marc N. Teal | Sr. Vice President, Chief Financial Officer (Principal Financial and Accounting Officer), Boston Capital Partners II Corp.; Sr. Vice President, Chief Financial Officer (Principal Financial and Accounting Officer), BCTC V Assignor Corp. |
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