Uniprop Manufactured Housing Communities Income Fund Ii 10-Q 10 Aug 18 2018 Q2 Quarterly report Financial data

Document And Entity Information

Document And Entity Information	6 Months Ended
	Jun. 30, 2018shares
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2018
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q2
Entity Registrant Name	UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II /MI/
Entity Central Index Key	805,993
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding	3,303,387

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Properties:
Land	$ 0	$ 2,378,711
Buildings And Improvements	0	10,945,634
Furniture And Equipment	0	93,805
Manufactured Homes and Improvements	0	2,322,344
Real Estate Investment Property, at Cost	0	15,740,494
Less Accumulated Depreciation	0	(10,727,875)
Net Property and Equipment	0	5,012,619
Cash And Cash Equivalents	5,926,922	6,618,956
Other Assets	0	193,126
Asset Held for Sale	5,568,557	0
Total Assets	11,495,479	11,824,701
LIABILITIES & PARTNERS' EQUITY
Accounts Payable	0	34,196
Other Liabilities	0	118,615
Notes Payable - net of deferring finance costs	0	11,192,547
Liabilities of Asset Held for Sale	11,207,377	0
Total Liabilities	11,207,377	11,345,358
Partners' Equity:
General Partner	843,666	842,936
Unit Holders	(555,564)	(363,593)
Total Partners' Equity	288,102	479,343
Total Liabilities And Partners' Equity	$ 11,495,479	$ 11,824,701

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Income:
Revenue from Contract with Customer, Including Assessed Tax	$ 2,944	$ 3,326	$ 39,118	$ 6,765
Operating Expenses:
Administrative Expenses (Including $127,026, $126,944, $66,332 and $63,998, in Property Management Fees Paid to an Affiliate for the Six and Three Month Period Ended June 30, 2018 and 2017, respectively)	250,426	175,858	443,844	344,750
Property Taxes	0	0	0	0
Cost of Goods and Services Sold	66,332	63,998	127,026	126,944
Depreciation	0	0	0	0
Interest	0	0	0	0
Total Operating Expenses	250,426	175,858	443,844	344,750
Loss from Continuing Operations	(247,482)	(172,532)	(404,726)	(337,985)
Income from Discontinued Operations	186,606	316,145	477,755	556,439
Net Income (Loss)	$ (60,876)	$ 143,613	$ 73,029	$ 218,454
Income (Loss) Per Unit:
Continuing Operations	$ (0.07)	$ (0.05)	$ (0.12)	$ (0.10)
Discontinued Operations	0.05	0.09	0.14	0.17
Total Income (Loss) Per Unit	(0.02)	0.04	0.02	0.07
Distribution Per Unit:	$ 0.04	$ 0.04	$ 0.08	$ 0.08
Weighted Average Number Of Units Of Beneficial Assignment Of Limited Partnership Interest Outstanding During The Six and Three Month Period Ended June 30, 2018 and 2017.	3,303,387	3,303,387	3,303,387	3,303,387
Other [Member]
Income:
Revenue from Contract with Customer, Including Assessed Tax	$ 2,944	$ 3,326	$ 39,118	$ 6,765
Home Sale Income (Expense) [Member]
Income:
Revenue from Contract with Customer, Including Assessed Tax	0	0	0	0
Operating Expenses:
Cost of Goods and Services Sold	0	0	0	0
Rental Income [Member]
Income:
Revenue from Contract with Customer, Including Assessed Tax	0	0	0	0
Utilities [Member]
Operating Expenses:
Cost of Goods and Services Sold	0	0	0	0
Property Operations [Member]
Operating Expenses:
Cost of Goods and Services Sold	$ 0	$ 0	$ 0	$ 0

STATEMENTS OF OPERATIONS (Paren

STATEMENTS OF OPERATIONS (Parenthetical) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
AssetManagementCosts	$ 66,332	$ 63,998	$ 127,026	$ 126,944

STATEMENT OF PARTNERS' EQUITY

STATEMENT OF PARTNERS' EQUITY - 6 months ended Jun. 30, 2018 - USD ($)	Total	General Partner [Member]	Unit Holders [Member]
Balance at Dec. 31, 2017	$ 479,343	$ 842,936	$ (363,593)
Distributions	(264,270)	0	(264,270)
Net Income	73,029	730	72,299
Balance at Jun. 30, 2018	$ 288,102	$ 843,666	$ (555,564)

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash Flows From Operating Activities:
Net Income	$ 73,029	$ 218,454
Adjustments To Reconcile Net Income To Net Cash Provided By Operating Activities:
Depreciation	0	268,272
Amortization of Financing Costs	21,213	33,260
Decrease (Increase) In Other Assets	(19,854)	(111,450)
(Decrease) Increase In Accounts Payable	(30,235)	63,668
Increase In Other Liabilities	24,326	140,159
Total Adjustments	(4,550)	393,909
Net Cash Provided By (Used In) Operating Activities	68,479	612,363
Cash Flows Used In Investing Activities:
Investment in Manufactured Homes and Improvements	(312,135)	(214,133)
Purchase of Property and Equipment	(9,237)	0
Net Cash Used In Investing Activities	(321,372)	(214,133)
Cash Flows Used In Financing Activities:
Distributions To Unit Holders	(264,270)	(264,270)
Payments On Notes Payable	(153,285)	(223,321)
Net Cash Used In Financing Activities	(417,555)	(487,591)
Decrease In Cash	(670,448)	(89,361)
Cash and Restricted Cash Escrows , Beginning	6,749,005	7,754,180
Cash and Restricted Cash Escrows, Ending	$ 6,078,557	$ 7,664,819

Basis of Presentation and Accou

Basis of Presentation and Accounting Policies	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Basis of Presentation and Significant Accounting Policies [Text Block]	1. Basis of Presentation and Accounting Policies: The accompanying unaudited 2018 financial statements of Uniprop Manufactured Housing Communities Income Fund II, a Michigan Limited Partnership (the “Partnership”) have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The balance sheet at December 31, 2017 has been derived from the audited financial statements at that date. Operating results for the three and six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018, or for any other interim period. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership’s Form 10-K for the year ended December 31, 2017. The carrying amounts of cash and accounts payable approximate their fair values due to their short-term nature. The fair value of mortgage notes payable approximates their carrying amounts based on current borrowing rates.

Mortgage Payable

Mortgage Payable	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
Mortgage Notes Payable Disclosure [Text Block]	2. Mortgage Payable: The Partnership has a mortgage note payable with Cantor Commercial Real Estate collateralized by West Valley, located in Las Vegas, Nevada. The mortgage is payable in monthly installments of interest and principal through August 2023. This refinanced note bears interest at a fixed rate of 5.09% with principal payments based on a twenty-five year amortization period. As of June 30, 2018 the balance on this note was $11,279,674, excluding deferred financing costs. Future maturities on the note payable for the next five years and thereafter are as follows: 2018 - $155,666; 2019 - $325,295; 2020 - $340,923; 2021 - $360,541; 2022 - $379,614 and thereafter - $9,717,635.

Discontinued Operations and Ass

Discontinued Operations and Asset Held for Sale	6 Months Ended
	Jun. 30, 2018
Discontinued Operations and Disposal Groups [Abstract]
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]	3. Discontinued Operations and Asset Held for Sale: As described in the Form 8-K dated January 17, 2017, a special meeting of the unit holders and the limited partners of the Fund was held on January 17, 2017. At the special meeting, the unit holders and limited partners voted on the proposed plan of dissolution of the Partnership. At the special meeting, 2,066,861 units were represented either in person or by proxy, which represented 62.568% of the units outstanding and entitled to vote. The votes cast regarding the proposed plan of dissolution were as follows: 1,988,742 For; 61,220 Against; and 16,899 Abstain. The affirmative vote represented a majority in interest outstanding as of the record date of the unit holders and limited partners, as a group. Accordingly, the plan of dissolution was approved, which is consistent with the provisions of the Partnership Agreement. A specific course of action to implement the approved plan of dissolution by The Board of Directors was established, resulting in the sale of the Sunshine Village property. As described in the Form 8-K dated November 2, 2017, the Partnership closed on the sale of Sunshine Village for a sale price of $33,000,000 less closing costs resulting in proceeds in the amount of $32,957,625 and the gain on the sale was $29,580,000. The mortgage payable outstanding related to this property of $6,124,075 and defeasance premium of $961,521, totaling $7,085,596, was paid in full at the time of closing. The Partnership also wrote off $134,947 of unamortized deferred financing costs related to the mortgage note in connection with this transaction. The net proceeds resulting from the sale and defeasance of the mortgage note were approximately $25,448,000. As described in the Form 8-K dated April 30, 2018, the Partnership has entered into a Contract for Purchase and Sale of the Real and Personal Property of West Valley, located in Las Vegas, NV, with a buyer. As described in the Form 8-K dated July 31, 2018, the Fund and Buyer executed an Amendment to the Purchase and Sale Agreement which allowed for the release of the $2 million earnest money deposit held in escrow with the Title Company to the seller. In addition, the closing date shall be amended to August 15, 2018, with the Buyer remitting an extension fee of $100,000 which will not be applied nor credited to the Purchase Price. Lastly, if the Buyer cannot meet the terms of the August 15, 2018 extension and wishes to extend the closing date to August 22, 2018, the Buyer must remit an additional $100,000 extension fee which will not be applied nor credited to the Purchase Price. The Amendment to the Contract was unanimously approved by the Board of Directors. While the Fund’s management believes that the Buyer is financially capable of completing the proposed transaction and intends to consummate the purchase, there can be no assurance that the closing will occur. A long-lived asset is required to be classified as “held for sale” in the period in which certain criteria are met. The Partnership classifies real estate assets as held for sale after the following conditions have been satisfied: (1) management, having the appropriate authority, commits to a plan to sell the asset, (2) the initiation of an active program to sell the asset, and (3) the asset is available for immediate sale and it is probable that the sale of the asset will be completed within one year. Based on the information outlined, the Partnership has concluded that the West Valley property meets the criteria as an asset held for sale on the accompanying Balance Sheet as of June 30, 2018. Similarly, the West Valley and Sunshine Village communities and associated financial results are classified as “discontinued operations” on the accompanying Statements of Operations. The assets and liabilities related to the community classified as “asset held for sale” as of June 30, 2018 are as follows: Total Assets of $5,568,557 consist of Current Assets of $198,519 and Fixed Assets of $16,097,913 less Accumulated Depreciation of $10,727,875. Total Liabilities of $11,207,377 consist of Current Liabilities of $146,902and Long Term Liabilities of $11,060,475, net of deferred financing costs of $219,199. The following is a summary of results of operations of the property classified as discontinued operations for the period ending June 30, 2018: Total Revenue was $1,442,444, and Total Operating Expenses were $964,689. The following is a summary of results of operations of the properties classified as discontinued operations for the period ending June 30, 2017: Total Revenue was $2,545,809 and Total Operating Expenses were $1,989,370. Total Cash Flows Used In Operating Activities of the property classified as discontinued operations for the period ending June 30, 2018 were $1,907. Total Cash Flows Used in Investing Activities of the property classified as discontinued operations were $321,372.In addition, Total Cash Flows Used In Financing Activities of the property classified as discontinued operations were $153,285. For the period ending June 30, 2017, Total Cash Flows Provided By Operating Activities of the properties classified as discontinued operations were $154,494. Total Cash Flows Used in Investing Activities of the properties classified as discontinued operations were $214,133. In addition, Total Cash Flows Used in Financing Activities of the properties classified as discontinued operations were $223,321.

Implementation of New Accountin

Implementation of New Accounting Pronouncements	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
New Accounting Pronouncements and Changes in Accounting Principles [Text Block]	4. Implementation of New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), which will supersede the current revenue recognition requirements in Topic 605, Revenue Recognition. The ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The Company has adopted ASC Topic 606 effective January 1, 2018 using the modified retrospective method. The Company has concluded that the adoption of the ASC Topic 606 in fiscal 2018 has no significant impact on the Company’s financial condition or results of operations. The majority of the Company’s revenue is earned based on or is related to tenant lease agreements, which is outside the scope of Topic 606. Other revenue earned that would not be related to leases would primarily be attributable to the sales of manufactured homes. During the quarter ended June 30, 2018 and for the year ending December 31, 2017, there were no sales of manufactured homes. There was no impact to the Company’s financial position, results of operations, or cash flows as a result of the adoption. In November 2016, the FASB issued ASU 2016-18 "Statement of Cash Flows (Topic 230): Restricted Cash." This update requires inclusion of restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company has adopted the provisions of Topic 230 effective January 1, 2018. The impact of adopting this standard increased the amounts presented as cash in the statement of cash flows by $151,635 as of June 30, 2018 and $791,458 as of June 30, 2017, which are the amounts required to be set aside by the mortgagor related to required escrow reserves per the terms of the mortgage. These amounts are reflected in assets held for sale as of June 30, 2018 and in other assets as of December 31, 2017.

Mortgage Payable (Details Textu

Mortgage Payable (Details Textual) - USD ($)	6 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Mortgage Loans on Real Estate [Line Items]
Debt Instrument, Interest Rate Terms	twenty-five year
Note payable	$ 0	$ 11,192,547
Long-term Debt, Maturities, Repayments of Principal, Remainder of Fiscal Year	155,666
Long-term Debt, Maturities, Repayments of Principal in Year Two	325,295
Long-term Debt, Maturities, Repayments of Principal in Year Three	340,923
Long-term Debt, Maturities, Repayments of Principal in Year Four	360,541
Long-term Debt, Maturities, Repayments of Principal in Year Five	379,614
Long-term Debt, Maturities, Repayments of Principal after Year Five	$ 9,717,635
Sunshine Village [Member]
Mortgage Loans on Real Estate [Line Items]
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate	5.09%
Notes [Member]
Mortgage Loans on Real Estate [Line Items]
Note payable	$ 11,279,674

Discontinued Operations and A12

Discontinued Operations and Asset Held for Sale (Details Textual) - USD ($)	1 Months Ended		6 Months Ended
	Jul. 31, 2018	Nov. 02, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017	Jan. 17, 2017
Discontinued Operations And Subsequent Event [Line Items]
Disposal Group, Including Discontinued Operation, Assets			$ 5,568,557
Disposal Group, Including Discontinued Operation, Assets, Current			198,519
Disposal Group, Including Discontinued Operation, Liabilities, Current			146,902
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Noncurrent		$ 7,085,596	16,097,913
Disposal Group, Including Discontinued Operation, Liabilities			11,207,377		$ 0
Disposal Group, Including Discontinued Operation, Liabilities, Noncurrent			11,060,475
Dissolution of Partnership, Number Units Represented						2,066,861
Dissolution of Partnership, Percentage of Units Represented						62.568%
Disposal Group Including Discontinued Operation Accumulated Depreciation			10,727,875
Debt Issuance Costs, Net			219,199
Subsequent Event [Member]
Discontinued Operations And Subsequent Event [Line Items]
Earnest Money Deposits	$ 2,000,000
Remittance Of Extension Fee	100,000
Remittance Of Additional Extension Fee	$ 100,000
Support For Dissolution [Member]
Discontinued Operations And Subsequent Event [Line Items]
Dissolution of Partnership, Number Units Represented						1,988,742
Against For Dissolution [Member]
Discontinued Operations And Subsequent Event [Line Items]
Dissolution of Partnership, Number Units Represented						61,220
Abstain From Dissolution [Member]
Discontinued Operations And Subsequent Event [Line Items]
Dissolution of Partnership, Number Units Represented						16,899
Discontinued Operations [Member]
Discontinued Operations And Subsequent Event [Line Items]
Disposal Group, Including Discontinued Operation, Revenue			1,442,444	$ 2,545,809
Disposal Group, Including Discontinued Operation, Operating Expense			964,689	1,989,370
Cash Provided by (Used in) Operating Activities, Discontinued Operations			1,907	154,494
Cash Provided by (Used in) Investing Activities, Discontinued Operations			321,372	214,133
Cash Provided by (Used in) Financing Activities, Discontinued Operations			$ 153,285	$ 223,321
Sunshine Village Community [Member] | Discontinued Operations [Member]
Discontinued Operations And Subsequent Event [Line Items]
Proceeds from Sales of Business, Affiliate and Productive Assets		32,957,625
Disposal Group Including Discontinued Operation Unamortized Deferred Financing Costs Write Off		134,947
Proceeds from Sale of Property, Plant, and Equipment		33,000,000
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property		29,580,000
Proceeds from Other Debt		25,448,000
Participating Mortgage Loans, Mortgage Obligations, Amount		6,124,075
Defeasance Premium		$ 961,521

Implementation of New Account13

Implementation of New Accounting Pronouncements (Details Textual) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Accounting Standards Update 2016-18 [Member]
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Excluding Exchange Rate Effect	$ 151,635	$ 791,458