Document and Entity Information
Document and Entity Information - Jun. 30, 2015 - shares | Total |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2015 |
Document Fiscal Year Focus | 2,015 |
Document Fiscal Period Focus | Q2 |
Trading Symbol | ZZDD |
Entity Registrant Name | DIVALL INSURED INCOME PROPERTIES 2 LIMITED PARTNERSHIP |
Entity Central Index Key | 825,788 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Smaller Reporting Company |
Entity Common Stock, Shares Outstanding | 0 |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
INVESTMENT PROPERTIES: (Note 3) | ||
Land | $ 2,794,122 | $ 2,794,122 |
Buildings | 4,468,642 | 4,468,642 |
Accumulated depreciation | (3,735,235) | (3,667,557) |
Net investment properties | 3,527,529 | 3,595,207 |
OTHER ASSETS: | ||
Cash | 220,891 | 704,531 |
Cash held in Indemnification Trust (Note 9) | 453,024 | 452,912 |
Property tax cash escrow | 8,080 | 2,530 |
Security deposits escrow | 71,059 | 70,795 |
Rents and other receivables (net of allowance, $25,483 and $25,483, respectively) | 66,437 | 500,746 |
Deferred tenant award proceeds escrow (Note 3) | 140,221 | 150,657 |
Prepaid insurance | 1,954 | 7,597 |
Deferred charges, net | 146,544 | 160,074 |
Note receivable (Note 11) | 86,773 | 115,339 |
Total other assets | 1,194,983 | 2,165,181 |
Total assets | 4,722,512 | 5,760,388 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 19,240 | 27,108 |
Property tax payable | 7,155 | 1,605 |
Due to General Partner (Note 6) | 509 | 3,254 |
Deferred rent | 138,997 | 149,971 |
Security deposits | 70,440 | 70,440 |
Unearned rental income | 0 | 5,000 |
Total current liabilities | $ 236,341 | $ 257,378 |
CONTINGENCIES AND COMMITMENTS (Notes 8 and 9) | ||
General Partner - | ||
Cumulative net income (retained earnings) | $ 344,525 | $ 343,188 |
Cumulative cash distributions | (143,130) | (142,595) |
Total general partners' capital | 201,395 | 200,593 |
Limited Partners (46,280.3 interests outstanding at June 30, 2015 and December 31, 2014) | ||
Capital contributions | 46,280,300 | 46,280,300 |
Offering Costs | (6,921,832) | (6,921,832) |
Cumulative net income (retained earnings) | 40,473,805 | 40,341,446 |
Cumulative cash distributions | (74,707,268) | (73,557,268) |
Total limited partners' capital | 5,125,005 | 6,142,646 |
Former General Partner - | ||
Cumulative net income (retained earnings) | 707,513 | 707,513 |
Cumulative cash distributions | (1,547,742) | (1,547,742) |
Total former general partners' capital | (840,229) | (840,229) |
Total partners' capital | 4,486,171 | 5,503,010 |
Total liabilities and partners' capital | $ 4,722,512 | $ 5,760,388 |
Condensed Balance Sheets (Unau3
Condensed Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 25,483 | $ 25,483 |
Limited Partners' capital account, interests outstanding | 46,280.3 | 46,280.3 |
Condensed Statements of Income
Condensed Statements of Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
OPERATING REVENUES: | ||||
Rental income (Note 5) | $ 309,142 | $ 294,599 | $ 551,847 | $ 536,597 |
TOTAL OPERATING REVENUES | 309,142 | 294,599 | 551,847 | 536,597 |
OPERATING EXPENSES | ||||
Partnership management fees (Note 6) | 66,744 | 65,679 | 132,778 | 130,728 |
Insurance | 1,465 | 1,498 | 2,931 | 2,995 |
General and administrative | 18,493 | 15,129 | 39,540 | 64,620 |
Advisory Board fees and expenses | 2,625 | 2,625 | 5,250 | 5,250 |
Professional services | 55,005 | 53,210 | 162,830 | 158,951 |
Depreciation | 33,839 | 33,839 | 67,678 | 67,678 |
Amortization | 6,765 | 6,722 | 13,530 | 13,445 |
TOTAL OPERATING EXPENSES | 184,936 | 178,702 | 424,537 | 443,667 |
OTHER INCOME | ||||
Interest income | 1,047 | 861 | 2,700 | 1,851 |
Note receivable interest income (Note 11) | 1,747 | 2,749 | 3,753 | 5,659 |
TOTAL OTHER INCOME | 2,794 | 3,610 | 6,453 | 7,510 |
INCOME FROM CONTINUING OPERATIONS | 127,000 | 119,507 | 133,763 | 100,440 |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS (Notes 1 and 3) | 75 | (26,170) | (67) | (13,653) |
NET INCOME | 127,075 | 93,337 | 133,696 | 86,787 |
NET INCOME - GENERAL PARTNER | 1,271 | 933 | 1,337 | 868 |
NET INCOME - LIMITED PARTNERS | 125,804 | 92,404 | 132,359 | 85,919 |
NET INCOME | $ 127,075 | $ 93,337 | $ 133,696 | $ 86,787 |
PER LIMITED PARTNERSHIP INTEREST, Based on 46,280.3 interests outstanding: | ||||
INCOME FROM CONTINUING OPERATIONS | $ 2.72 | $ 2.56 | $ 2.86 | $ 2.15 |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS | 0 | (0.56) | 0 | (0.29) |
NET INCOME PER LIMITED PARTNERSHIP INTEREST | $ 2.72 | $ 2 | $ 2.86 | $ 1.86 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 133,696 | $ 86,787 |
Adjustments to reconcile net income to net cash from operating activities - | ||
Depreciation and amortization | 81,208 | 89,240 |
Interest applied to Indemnification Trust account | (111) | (161) |
Decrease in rents and other receivables | 434,309 | 417,876 |
(Increase) decrease in property tax cash escrow | (5,550) | 3,249 |
(Increase) decrease in security deposit escrow | (264) | 237 |
Decrease (increase) in prepaid insurance | 5,643 | (2,404) |
Decrease in deferred rent receivable | 0 | 2,250 |
(Decrease) increase in accounts payable and accrued expenses | (7,868) | 12,879 |
Increase in property tax payable | 5,550 | 4,896 |
Decrease in deferred award escrow | 10,436 | 10,904 |
Decrease in prepaid rent | (5,000) | 0 |
Decrease in due to General Partner | (2,745) | (892) |
Net cash from operating activities | 649,304 | 624,861 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Note receivable, principal payment received | 28,565 | 17,839 |
Deferred rent | (10,974) | (10,974) |
Net cash from investing activities | 17,591 | 6,865 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Cash distributions to Limited Partners | (1,150,000) | (625,000) |
Cash distributions to General Partner | (535) | (335) |
Net cash used in financing activities | (1,150,535) | (625,335) |
NET INCREASE (DECREASE) IN CASH | (483,640) | 6,391 |
CASH AT BEGINNING OF YEAR | 704,531 | 244,319 |
CASH AT END OF PERIOD | $ 220,891 | $ 250,710 |
Organization and Significant Ac
Organization and Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Significant Accounting Policies | 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES: The Partnership was formed on November 20, 1987, pursuant to the Uniform Limited Partnership Act of the State of Wisconsin. The initial capital, contributed during 1987, consisted of $300, representing aggregate capital contributions of $200 by the former general partners and $100 by the initial limited partner. The Partnership is currently engaged in the business of owning and operating its investment portfolio of commercial real estate properties (collectively, the “Properties”). The Properties are leased on a triple net basis primarily to, and operated by, franchisors or franchisees of national, regional, and local retail chains under primarily long-term leases. The lessees are operators of fast food, family style, and casual/theme restaurants. As of June 30, 2015, the Partnership owned eleven Properties, which are located in a total of four states. The Partnership will be dissolved on November 30, 2020, or earlier upon the prior occurrence of any of the following events: (a) the disposition of all its Properties; (b) the written determination by the Provo Group, Inc., the general partner of the Partnership (the “General Partner”), that the Partnership’s assets may constitute “plan assets” for purposes of ERISA; (c) the agreement of limited partners owning a majority of the outstanding limited partnership interests to dissolve the Partnership; or (d) the dissolution, bankruptcy, death, withdrawal, or incapacity of the last remaining general partner, unless an additional general partner is elected by a majority of the limited partners. During the second and third quarters of the six odd numbered years 2001 to 2013, consent solicitations were circulated to the Partnership’s limited partners (each being a “Consent”). If approved, any of the Consents would have authorized the sale of all of the Properties and the dissolution of the Partnership. Limited partners owning a majority of the limited partnership interests did not vote in favor of any of the Consents. Again, on or about June 16, 2015, a consent solicitation was circulated to the Partnership’s limited partners (the “2015 Consent”), which if approved would have authorized the sale of all of the Properties and the dissolution of the Partnership. Limited partners holding more than a majority of the outstanding limited partnership units did not vote in favor of the 2015 Consent, and therefore the Partnership will continue to operate as a going concern. Significant Accounting Policies Rental revenue from the Properties is recognized on a straight-line basis over the term of the respective lease. Percentage rents are only accrued when the tenant has reached the sales breakpoint stipulated in the lease. Rents and other receivables are comprised of billed but uncollected amounts due for monthly rents and other charges, and amounts due for scheduled rent increases for which rentals have been earned and will be collected in the future under the terms of the leases. Receivables are recorded at management’s estimate of the amounts that will be collected. Based on an analysis of specific accounts and historical experience, as of June 30, 2015, and December 31, 2014, there were $25,483 of recorded values for allowance for doubtful accounts. The entire allowance is aged over 90 days old as of June 30, 2015. The Partnership considers its operations to be in only one segment, the operation of a portfolio of commercial real estate leased on a triple net basis, and therefore no segment disclosure is made. Depreciation of the Properties are provided on a straight-line basis over the estimated useful lives of the buildings and improvements. Deferred charges represent leasing commissions paid when the Properties are leased and upon the negotiated extension of a lease. Leasing commissions are capitalized and amortized over the term of the lease. As of June 30, 2015 and December 31, 2014, accumulated amortization amounted to $144,994 and $136,963, respectively. Deferred tenant award proceeds escrow represents the portion of the award proceeds from the sale of the portion of the Mt. Pleasant, South Carolina property that will be paid to the tenant ratably over 99 months beginning August 1, 2013. The Partnership generally maintains cash in federally insured accounts which, at times, may exceed federally insured limits. The Partnership has not experienced any losses in such accounts and does not believe it is exposed to any significant credit risk. Financial instruments that potentially subject the Partnership to significant concentrations of credit risk consist primarily of cash investments and leases. Additionally, as of June 30, 2015, nine of the eleven Properties are leased to three significant tenants, Wendgusta, LLC (“Wendgusta”), Wendcharles I, LLC (“Wendcharles I”) and Wendcharles II, LLC (“Wendcharles II”), all three of whom are Wendy’s restaurant franchisees. The property leases for these three tenants comprised approximately 56%, 15% and 8%, respectively, of the Partnership’s total operating base rents reflected as of June 30, 2015. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities (and disclosure of contingent assets and liabilities) at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets disposed of or deemed to be classified as held for sale require the reclassification of current and previous years’ operations to discontinued operations in accordance with GAAP applicable to “Accounting for the Impairment or Disposal of Long Lived Assets”. As such, prior year operating results for those properties considered as held for sale or properties no longer considered for sale have been reclassified to conform to the current year presentation without affecting total income. When properties are considered held for sale, depreciation of the properties is discontinued, and the properties are valued at the lower of the depreciated cost or fair value, less costs to dispose. If circumstances arise that were previously considered unlikely, and, as a result, the property previously classified as held for sale is no longer to be sold, the property is reclassified as held and used. Such property is measured at the lower of its carrying amount (adjusted for any depreciation and amortization expense that would have been recognized had the property been continuously classified as held and used) or fair value at the date of the subsequent decision not to sell. Assets are classified as held for sale, generally, when all criteria within GAAP applicable to “Accounting for the Impairment or Disposal of Long Lived Assets” have been met. The Partnership periodically reviews its long-lived assets, primarily real estate, for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Partnership’s review involves comparing current and future operating performance of the assets, the most significant of which is undiscounted operating cash flows, to the carrying value of the assets. Based on this analysis, a provision for possible loss is recognized, if any. There were no adjustments to carrying values for the three or six month periods ended June 30, 2015 and 2014. The Financial Accounting Standards Board (“FASB”) guidance on “Fair Value Measurements and Disclosure” defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measures required under other accounting pronouncements, but does not change existing guidance as to whether or not an instrument is carried at fair value. The adoption of the provisions of this FASB issuance, with respect to nonrecurring fair value measurements of nonfinancial assets and liabilities, including (but not limited to) the valuation of reporting units for the purpose of assessing goodwill impairment and the valuation of property and equipment when assessing long-lived asset impairment, did not have a material impact on how the Partnership estimated its fair value measurements but did result in increased disclosures about fair value measurements in the Partnership’s financial statements as of and for the six month period ended June 30, 2015 and the year ended December 31, 2014. See Note 12 for further disclosure. GAAP applicable to disclosure about fair value of financial instruments requires entities to disclose the fair value of all financial assets and liabilities for which it is practicable to estimate. Fair value is defined as the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The General Partner believes that the carrying value of the Partnership’s assets (exclusive of the Properties) and liabilities approximate fair value due to the relatively short maturity of these instruments. No provision for federal income taxes has been made, as any liability for such taxes would be that of the individual partners rather than of the Partnership. The Partnership is not subject to federal income tax because its income and losses are includable in the tax returns of its partners, but may be subject to certain state taxes. FASB has provided guidance for how uncertain tax positions should be recognized, measured, disclosed and presented in the financial statements. This requires the evaluation of tax positions taken or expected to be taken in the course of preparing the entity’s tax returns to determine whether the tax positions are more-likely-than-not of being sustained when challenged or when examined by the applicable taxing authority. Management has determined that there were no material uncertain income tax positions. Tax returns filed by the Partnership generally are subject to examination by U.S. and state taxing authorities for the years ended after December 31, 2011. |
Regulatory Investigation
Regulatory Investigation | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Regulatory Investigation | 2. REGULATORY INVESTIGATION: A preliminary investigation during 1992 by the Office of Commissioner of Securities for the State of Wisconsin and the SEC (the “Investigation”) revealed that during at least the four years ended December 31, 1992, the former general partners of the Partnership, Gary J. DiVall (“DiVall”) and Paul E. Magnuson (“Magnuson”), had transferred substantial cash assets of the Partnership and two affiliated publicly registered limited partnerships, DiVall Insured Income Fund Limited Partnership (“DiVall 1”), which was dissolved December of 1998, and DiVall Income Properties 3 Limited Partnership (“DiVall 3”), which was dissolved December of 2003, (collectively, the “three original partnerships”) to various other entities previously sponsored by or otherwise affiliated with DiVall and Magnuson. The unauthorized transfers were in violation of the respective partnership agreements and resulted, in part, from material weaknesses in the internal control systems of the three original partnerships. Subsequent to discovery, and in response to the regulatory inquiries, The Provo Group, Inc. (“TPG” or the “General Partner”) was appointed Permanent Manager (effective February 8, 1993) to assume responsibility for daily operations and assets of the three original partnerships as well as to develop and execute a plan of restoration for the three original partnerships. Effective May 26, 1993, the limited partners of the Partnership, by written consent of a majority of limited partnership interests, elected TPG as general partner of the Partnership. TPG terminated the former general partners by accepting their tendered resignations. In 1993, the General Partner estimated an aggregate recovery of $3,000,000 for the three original partnerships. At that time, an allowance was established against amounts due from former general partners and their affiliates reflecting the estimated $3,000,000 receivable. This net receivable was allocated among the three original partnerships based on their pro rata share of the total misappropriation, and restoration costs and recoveries have been allocated based on the same percentage. Through June 30, 2015, approximately $5,918,000 of recoveries have been received which exceeded the original estimate of $3,000,000. As a result, from January 1, 1996 through June 30, 2015, the Partnership has recognized a total of approximately $1,229,000 as recovery of amounts previously written off in the statements of income, which represents its share of the excess recovery. The General Partner continues to pursue recoveries of the misappropriated funds; however, no further significant recoveries are anticipated. |
Investment Properties and Prope
Investment Properties and Properties Held for Sale | 6 Months Ended |
Jun. 30, 2015 | |
Real Estate [Abstract] | |
Investment Properties and Properties Held for Sale | 3. INVESTMENT PROPERTIES AND PROPERTIES HELD FOR SALE: The total cost of the Properties includes the original purchase price plus acquisition fees and other capitalized costs paid to an affiliate of the former general partners of the Partnership. As of June 30, 2015, the Properties were leased to the operators of eleven fully constructed fast-food restaurants. The tenants are comprised of the following: nine Wendy’s restaurants, an Applebee’s restaurant, and a KFC restaurant. The eleven properties are located in a total of four states. Property – 4875 Merle Hay Rd, Des Moines, IA (Formerly Daytona’s All-Sports Café “Daytona’s”) Daytona’s lease expired May 31, 2014 and the tenant vacated the premises on or about the same date. On January 24, 2014, the Partnership sent Daytona’s a 30-day Notice of Default for failure to pay its January rent. On February 3, 2014, the Partnership received payment for a portion of Daytona’s January rent and real estate tax escrow payment. The 30-day Notice of Default expired on February 23, 2014. As of December 31, 2014 Daytona’s has not made its monthly rent or real estate tax escrow payments for February, March, April or May 2014. On May 29, 2014, the Partnership filed a motion for default judgment, to which the tenant filed an answer denying all claims made against it. On July 10, 2014, the Partnership filed for summary judgment against the tenant for all amounts owing and as of June 30, 2015, is still pursuing collection against the tenant. On September 12, 2014, the Partnership signed a purchase agreement with Sundance, Inc., for the sale of the property at a sale price of $555,000. The Partnership completed the sale of the property on December 22, 2014 with net proceeds of approximately $490,000 paid to the Partnership. Discontinued Operations During the three month periods ended June 30, 2015 and 2014, the Partnership recognized income (loss) from discontinued operations of $75 and ($26,170), respectively. During the six month periods ended June 30, 2015 and 2014, the Partnership recognized loss from discontinued operations of $67 and $13,653, respectively. The income and loss is made up of revenues earned from the tenant Daytona’s during their occupancy through May 31, 2014, and the costs to maintain the vacant Des Moines, Iowa property while it is held for sale and since the tenant vacated. These costs include utilities, property insurance and real estate taxes. The components of discontinued operations included in the condensed statement of income (loss) for the three and six month periods ended June 30, 2015 and 2014 are outlined below: Three Month Three Month Six Month Six Month Statements of Income (Loss): Revenues: Rental income $ 0 $ 11,100 $ 0 $ 27,750 Total Revenues $ 0 $ 11,100 $ 0 $ 27,750 Expenses: Bad debt expense $ 0 $ 31,116 $ 0 $ 31,116 Insurance expense 0 235 0 235 Property tax expense 0 1,629 0 1,629 Other property expenses (75 ) 306 67 306 Legal expenses 0 0 0 0 Depreciation & amortization 0 3,984 0 8,117 Total Expenses $ (75 ) $ 37,270 $ 67 $ 41,403 Net Income (Loss) from Discontinued Operations $ 75 $ (26,170 ) $ (67 ) $ (13,653 ) |
Partnership Agreement
Partnership Agreement | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Partnership Agreement | 4. PARTNERSHIP AGREEMENT: The Amended Agreement of Limited Partnership of the Partnership (as amended, supplemented or modified, the “Partnership Agreement”) extends the term of the Partnership to November 30, 2020, or until dissolution prior thereto pursuant to the consent of the majority of the outstanding limited partnership interests. On May 26, 1993, pursuant to the results of a solicitation of written consents from the limited partners, the Partnership Agreement was amended to replace the former general partners and amend various sections of the Partnership Agreement. The former general partners were replaced by TPG. Under the terms of the amendment, net profits or losses from operations are allocated 99% to the limited partners and 1% to the General Partner. Additionally, the total compensation paid to all persons for the sale of the investment properties is limited to commissions customarily charged by other brokers in arm’s-length sales transactions involving comparable properties in the same geographic area, not to exceed six percent of the contract price for the sale of the property. The General Partner may receive up to one-half of the competitive real estate commission, not to exceed three percent, provided that the General Partner provides a substantial amount of services, as defined by the General Partner, in the sales effort. It is further provided that a portion of the amount of such fees payable to the General Partner is subordinated to its success in recovering the funds misappropriated by the former general partners. See Note 6 for further information. The Partnership Agreement provides that (i) the “Distribution Quarter” is defined as the calendar quarter, and (ii) the distribution provisions are subordinate to the General Partner’s share of distributions from net cash receipts and net proceeds to the extent necessary for the General Partner to pay its federal and state income taxes on Partnership income allocated to the General Partner. Because these amendments do not adversely affect the rights of the limited partners, pursuant to section 10.2 of the Partnership Agreement, the General Partner can modify these provisions without a vote of the limited partners. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2015 | |
Leases [Abstract] | |
Leases | 5. LEASES: Original lease terms for the majority of the Properties are generally five to twenty years from their inception. The leases generally provide for minimum rents and additional rents based upon percentages of gross sales in excess of specified breakpoints. The lessee is responsible for occupancy costs such as maintenance, insurance, real estate taxes, and utilities. Accordingly, these amounts are not reflected in the statements of income except in circumstances where, in management’s opinion, the Partnership will be required to pay such costs to preserve its assets (i.e., payment of past-due real estate taxes). Management has determined that the leases are properly classified as operating leases, therefore, rental income is reported when earned on a straight-line basis and the cost of the property, excluding the cost of the land, is depreciated over its estimated useful life. As of June 30, 2015, the aggregate minimum operating lease payments (including the aggregate total of the first two quarters of 2015 collected revenues of $485,410) to be received under the current operating leases for the Properties are as follows: Year ending December 31, 2015 $ 949,354 2016 914,607 2017 720,433 2018 690,433 2019 660,433 Thereafter 1,608,416 $ 5,543,676 At June 30, 2015 and December 31, 2014, rents and other receivables included $66,437 and $500,746, respectively, of unbilled percentage rents. As of June 30, 2015, all of the 2014 percentage rents had been billed and collected. |
Transactions with General Partn
Transactions with General Partner and Its Affiliates | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Transactions with General Partner and Its Affiliates | 6. TRANSACTIONS WITH GENERAL PARTNER AND ITS AFFILIATES: Pursuant to the terms of the Permanent Manager Agreement (the “PMA”) executed in 1993 and as currently in effect as of January 1, 2015, the General Partner receives a base fee (the “Base Fee”) for managing the Partnership equal to four percent of gross receipts, subject to an initial annual minimum amount of $159,000. The PMA also provides that the Partnership is responsible for reimbursement of the General Partner for office rent and related office overhead (“Expenses”) up to an initial annual maximum of $13,250. Both the Base Fee and reimbursement of Expenses are subject to annual Consumer Price Index based adjustments. Effective March 1, 2015, the minimum annual Base Fee and the maximum reimbursement of Expenses increased by 1.62% from the prior year, which represents the allowable annual Consumer Price Index adjustment per the PMA. Therefore, as of March 1, 2015, the minimum annual Base Fee paid by the Partnership was raised to $266,976 and the maximum annual reimbursement of Expenses was increased to $21,540. For purposes of computing the four percent overall fee paid to the General Partner, gross receipts include amounts recovered in connection with the misappropriation of assets by the former general partners and their affiliates. To date, the General Partner has received fees from the Partnership totaling $59,729 on the amounts recovered. The fee received from the Partnership on the amounts recovered reduces the minimum monthly Base Fee by that same amount. Amounts paid and/or accrued to the General Partner and its affiliates for the three and six month periods ended June 30, 2015 and 2014 are as follows: Three Month Three Month Six Month Six Month (Unaudited) (Unaudited) (Unaudited) (Unaudited) General Partner Management fees $ 66,744 $ 65,679 $ 132,778 $ 130,728 Restoration fees 0 0 0 0 Overhead allowance 5,385 5,298 10,712 10,546 Other outsourced administrative fees 300 675 788 1,763 Sales Commission 0 0 0 0 Reimbursement for out-of-pocket expenses 0 986 2,500 2,148 Cash distribution 509 335 535 335 $ 72,938 $ 72,973 $ 147,313 $ 145,520 At June 30, 2015 and December 31, 2014, $509 and $3,254, respectively, was payable to the General Partner. As of June 30, 2015 and December 31, 2014, TPG Finance Corp. owned 200 limited partnership units of the Partnership. The President of the General Partner, Bruce A. Provo, is also the President of TPG Finance Corp., but he is not a shareholder of TPG Finance Corp. As of June 30, 2015, the General Partner did not own any limited partnership interests in the Partnership. The following chart identifies the beneficial ownership of the Partnership’s principal executive officer, being the sole named executive officer of the Partnership that directly or indirectly holds any limited partnership interests: Title of Class Name of Amount and Percentage of Limited Partnership Interest Bruce A. Provo 200 (2) 0.43 % (1) A beneficial owner of a security includes a person who, directly or indirectly, has or shares voting or investment power with respect to such security. Voting power is the power to vote or direct the voting of the security and investment power is the power to dispose or direct the disposition of the security. (2) Bruce A. Provo is deemed to have beneficial ownership of all of TPG Finance Corp.’s limited partnership interests in the Partnership due to his control as President of TPG Finance Corp. (3) Based on 46,280.3 limited partnership interests outstanding as of June 30, 2015. |
Transactions with Owners with G
Transactions with Owners with Greater than Ten Percent Beneficial Interests | 6 Months Ended |
Jun. 30, 2015 | |
Text Block [Abstract] | |
Transactions with Owners with Greater than Ten Percent Beneficial Interests | 7. TRANSACTIONS WITH OWNERS WITH GREATER THAN TEN PERCENT BENEFICIAL INTERESTS: As of June 30, 2015, Jesse Small, an Advisory Board Member, beneficially owned greater than ten percent of the Partnership’s limited partnership interests. Amounts paid to Mr. Small for his services as a member of the Advisory Board for the three and six month periods ended June 30, 2015 and 2014 are as follows: Three Month Three Month Six Month Six Month (Unaudited) (Unaudited) (Unaudited) (Unaudited) Advisory Board Fees paid $ 875 $ 875 $ 1,750 $ 1,750 At June 30, 2015 and December 31, 2014 there were no outstanding Advisory Board fees accrued and payable to Jesse Small. |
Contingent Liabilities
Contingent Liabilities | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingent Liabilities | 8. CONTINGENT LIABILITIES: According to the Partnership Agreement, the general partner of the Partnership may receive a disposition fee not to exceed three percent of the contract price on the sale of the three original partnerships’ properties (See Note 2 for further information as to the three original partnerships). In addition, fifty percent of all such disposition fees earned by the general partner were to be escrowed until the aggregate amount of recovery of the funds misappropriated from the three original partnerships by the former general partners was greater than $4,500,000. Upon reaching such recovery level, full disposition fees would thereafter be payable and fifty percent of the previously escrowed amounts would be paid to TPG. At such time as the recovery exceeded $6,000,000 in the aggregate, the remaining escrowed disposition fees were to be paid to TPG. If such levels of recovery were not achieved, TPG would contribute the amounts escrowed toward the recovery until the three original partnerships were made whole. In lieu of a disposition fee escrow, the fifty percent of all such disposition fees previously discussed were paid directly to a restoration account and then distributed among the three original partnerships; whereby the three original partnerships recorded the recoveries as income (Note 2). After the recovery level of $4,500,000 was exceeded, fifty percent of the total disposition fee amount paid to the three original partnerships’ recovery through the restoration account (in lieu of the disposition fee escrow) was refunded to TPG during March 1996. The remaining fifty percent amount allocated to the Partnership through the restoration account, and which was previously reflected as Partnership recovery income, may be owed to TPG if the $6,000,000 recovery level is met. As of June 30, 2015, the Partnership may owe TPG $16,296 if the $6,000,000 recovery level is achieved. TPG does not expect any future payment, as it is uncertain that such a $6,000,000 recovery level will be achieved. |
PMA Indemnification Trust
PMA Indemnification Trust | 6 Months Ended |
Jun. 30, 2015 | |
Banking and Thrift [Abstract] | |
PMA Indemnification Trust | 9. PMA INDEMNIFICATION TRUST: The PMA provides that TPG will be indemnified from any claims or expenses arising out of or relating to TPG serving in such capacity or as substitute general partner, so long as such claims do not arise from fraudulent or criminal misconduct by TPG. The PMA provides that the Partnership will fund this indemnification obligation by establishing a reserve of up to $250,000 of Partnership assets which would not be subject to the claims of the Partnership’s creditors. An Indemnification Trust (the “Trust”) serving such purposes has been established at United Missouri Bank, N.A. The corpus of the Trust has been fully funded with Partnership assets. Funds are invested in U.S. Treasury securities. In addition, $203,024 of earnings has been credited to the Trust as of June 30, 2015. The rights of TPG to the Trust shall be terminated upon the earliest to occur of the following events: (i) the written release by TPG of any and all interest in the Trust; (ii) the expiration of the longest statute of limitations relating to a potential claim which might be brought against TPG and which is subject to indemnification; or (iii) a determination by a court of competent jurisdiction that TPG shall have no liability to any person with respect to a claim which is subject to indemnification under the PMA. At such time as the indemnity provisions expire or the full indemnity is paid, any funds remaining in the Trust will revert back to the general funds of the Partnership. |
Former General Partners' Capita
Former General Partners' Capital Accounts | 6 Months Ended |
Jun. 30, 2015 | |
Text Block [Abstract] | |
Former General Partners' Capital Accounts | 10. FORMER GENERAL PARTNERS’ CAPITAL ACCOUNTS: The capital account balance of the former general partners of the Partnership as of May 26, 1993, the date of their removal as general partners pursuant to the results of a solicitation of written consents from the limited partners, was a deficit of $840,229. At December 31, 1993, the former general partners’ deficit capital account balance in the amount of $840,229 was reallocated to the limited partners. |
Note Receivable
Note Receivable | 6 Months Ended |
Jun. 30, 2015 | |
Receivables [Abstract] | |
Note Receivable | 11. NOTE RECEIVABLE: A sales contract was executed on September 30, 2009 for the installment sale of the Partnership’s Panda Buffet property to the tenant for $520,000 (sales amount was to be reduced to $450,000 if closing occurred on or before November 15, 2009). The closing date on the sale of the property was November 12, 2009 at a sales price of $450,000. The buyer paid $150,000 at closing with the remaining balance of $300,000 being delivered in the form of a promissory note (the “Buyers Note”) to the Partnership. The Buyers Note had a term of three years, an interest rate of 7.25%, and principal and interest payments paid monthly and principal amortized over a period of ten years beginning December 1, 2009 with a balloon payment due November 1, 2012. The Partnership amended the Buyers Note in the amount of $232,777, to $200,000 after a principal payment of $32,777 was received on October 19, 2012 under the following extended terms: The principal balance of $200,000 will be amortized over five years at an interest rate of 7.25% per annum with a full balloon payment of $133,396 due November 1, 2014. Pursuant to the Buyers Note, there is no penalty for early payment of principal. The Buyers Note also requires the buyer to escrow property taxes with the Partnership which, as of January 1, 2013, was $925 per month. Effective November 1, 2014, the Partnership agreed to another two year extension of the Buyers Note as follows: Buyer will make a principal payment of $13,396 which reduces the principal balance to $120,000 as of November 1, 2014, and the balance will be amortized over two years with a monthly payment of approximately $5,386 per month. By its terms, the loan will be fully paid off by October 31, 2016. The property tax escrow cash balance held by the Partnership amounted to $7,155 at June 30, 2015, and is included in the property tax payable in the condensed balance sheets. Per the Buyers Note amortization schedule, the monthly payments are to total approximately $5,386 per month. The amortized principal payments yet to be received under the Buyers Note amounted to $86,773 as of June 30, 2015 and $115,339 as of December 31, 2014. During the six month period ended June 30, 2015, six note payments were received by the Partnership and totaled $28,565 in principal and $3,753 in interest. |
Fair Value Disclosures
Fair Value Disclosures | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | 12. FAIR VALUE DISCLOSURES The Partnership has determined the fair value based on hierarchy that gives the highest priority to quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Inputs are broadly defined as assumptions market participants would use in pricing an asset or liability. The three levels of the fair value hierarchy under the accounting principle are described below: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Quoted prices for similar investments in active markets, quoted prices for identical or similar investments in markets that are not active, and inputs other than quoted prices that are observable for the investment. Level 3 Unobservable inputs for which there is little, if any, market activity for the investment. The inputs into the determination of fair value are based upon the best information in the circumstances and may require significant management judgment or estimation and the use of discounted cash flow models to value the investment. The fair value hierarchy is based on the lowest level of input that is significant to the fair value measurements. The Partnership’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. The Partnership assesses the levels of the investments at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfer in accordance with the Partnership’s accounting policy regarding the recognition of transfers between levels of the fair value hierarchy. For the three month periods ended June 30, 2015 and 2014, there were no such transfers. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. SUBSEQUENT EVENTS Bi-Annual Consent Solicitation On or about June 16, 2015, consent solicitations were circulated (as defined above, the “2015 Consent”), which if approved would have authorized the sale of all of the Partnership’s Properties and the dissolution of the Partnership. The holders of a majority of the outstanding limited partnership units did not vote in favor of the 2015 Consent, and the General Partner declared the 2015 Consent solicitation process concluded on July 31, 2015. Additional information regarding the 2015 Consent can be found in Item 5 of Part II of this Quarterly Report on Form 10-Q. |
Organization and Significant 19
Organization and Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Rental revenue from the Properties is recognized on a straight-line basis over the term of the respective lease. Percentage rents are only accrued when the tenant has reached the sales breakpoint stipulated in the lease. Rents and other receivables are comprised of billed but uncollected amounts due for monthly rents and other charges, and amounts due for scheduled rent increases for which rentals have been earned and will be collected in the future under the terms of the leases. Receivables are recorded at management’s estimate of the amounts that will be collected. Based on an analysis of specific accounts and historical experience, as of June 30, 2015, and December 31, 2014, there were $25,483 of recorded values for allowance for doubtful accounts. The entire allowance is aged over 90 days old as of June 30, 2015. The Partnership considers its operations to be in only one segment, the operation of a portfolio of commercial real estate leased on a triple net basis, and therefore no segment disclosure is made. Depreciation of the Properties are provided on a straight-line basis over the estimated useful lives of the buildings and improvements. Deferred charges represent leasing commissions paid when the Properties are leased and upon the negotiated extension of a lease. Leasing commissions are capitalized and amortized over the term of the lease. As of June 30, 2015 and December 31, 2014, accumulated amortization amounted to $144,994 and $136,963, respectively. Deferred tenant award proceeds escrow represents the portion of the award proceeds from the sale of the portion of the Mt. Pleasant, South Carolina property that will be paid to the tenant ratably over 99 months beginning August 1, 2013. The Partnership generally maintains cash in federally insured accounts which, at times, may exceed federally insured limits. The Partnership has not experienced any losses in such accounts and does not believe it is exposed to any significant credit risk. Financial instruments that potentially subject the Partnership to significant concentrations of credit risk consist primarily of cash investments and leases. Additionally, as of June 30, 2015, nine of the eleven Properties are leased to three significant tenants, Wendgusta, LLC (“Wendgusta”), Wendcharles I, LLC (“Wendcharles I”) and Wendcharles II, LLC (“Wendcharles II”), all three of whom are Wendy’s restaurant franchisees. The property leases for these three tenants comprised approximately 56%, 15% and 8%, respectively, of the Partnership’s total operating base rents reflected as of June 30, 2015. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities (and disclosure of contingent assets and liabilities) at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets disposed of or deemed to be classified as held for sale require the reclassification of current and previous years’ operations to discontinued operations in accordance with GAAP applicable to “Accounting for the Impairment or Disposal of Long Lived Assets”. As such, prior year operating results for those properties considered as held for sale or properties no longer considered for sale have been reclassified to conform to the current year presentation without affecting total income. When properties are considered held for sale, depreciation of the properties is discontinued, and the properties are valued at the lower of the depreciated cost or fair value, less costs to dispose. If circumstances arise that were previously considered unlikely, and, as a result, the property previously classified as held for sale is no longer to be sold, the property is reclassified as held and used. Such property is measured at the lower of its carrying amount (adjusted for any depreciation and amortization expense that would have been recognized had the property been continuously classified as held and used) or fair value at the date of the subsequent decision not to sell. Assets are classified as held for sale, generally, when all criteria within GAAP applicable to “Accounting for the Impairment or Disposal of Long Lived Assets” have been met. The Partnership periodically reviews its long-lived assets, primarily real estate, for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Partnership’s review involves comparing current and future operating performance of the assets, the most significant of which is undiscounted operating cash flows, to the carrying value of the assets. Based on this analysis, a provision for possible loss is recognized, if any. There were no adjustments to carrying values for the three or six month periods ended June 30, 2015 and 2014. |
Fair Value Measurements and Disclosure | The Financial Accounting Standards Board (“FASB”) guidance on “Fair Value Measurements and Disclosure” defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measures required under other accounting pronouncements, but does not change existing guidance as to whether or not an instrument is carried at fair value. The adoption of the provisions of this FASB issuance, with respect to nonrecurring fair value measurements of nonfinancial assets and liabilities, including (but not limited to) the valuation of reporting units for the purpose of assessing goodwill impairment and the valuation of property and equipment when assessing long-lived asset impairment, did not have a material impact on how the Partnership estimated its fair value measurements but did result in increased disclosures about fair value measurements in the Partnership’s financial statements as of and for the six month period ended June 30, 2015 and the year ended December 31, 2014. See Note 12 for further disclosure. GAAP applicable to disclosure about fair value of financial instruments requires entities to disclose the fair value of all financial assets and liabilities for which it is practicable to estimate. Fair value is defined as the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The General Partner believes that the carrying value of the Partnership’s assets (exclusive of the Properties) and liabilities approximate fair value due to the relatively short maturity of these instruments. No provision for federal income taxes has been made, as any liability for such taxes would be that of the individual partners rather than of the Partnership. The Partnership is not subject to federal income tax because its income and losses are includable in the tax returns of its partners, but may be subject to certain state taxes. FASB has provided guidance for how uncertain tax positions should be recognized, measured, disclosed and presented in the financial statements. This requires the evaluation of tax positions taken or expected to be taken in the course of preparing the entity’s tax returns to determine whether the tax positions are more-likely-than-not of being sustained when challenged or when examined by the applicable taxing authority. Management has determined that there were no material uncertain income tax positions. Tax returns filed by the Partnership generally are subject to examination by U.S. and state taxing authorities for the years ended after December 31, 2011. |
Investment Properties and Pro20
Investment Properties and Properties Held for Sale (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Real Estate [Abstract] | |
Components of Discontinued Operations Included in Statements of Income (Loss) | The components of discontinued operations included in the condensed statement of income (loss) for the three and six month periods ended June 30, 2015 and 2014 are outlined below: Three Month Three Month Six Month Six Month Statements of Income (Loss): Revenues: Rental income $ 0 $ 11,100 $ 0 $ 27,750 Total Revenues $ 0 $ 11,100 $ 0 $ 27,750 Expenses: Bad debt expense $ 0 $ 31,116 $ 0 $ 31,116 Insurance expense 0 235 0 235 Property tax expense 0 1,629 0 1,629 Other property expenses (75 ) 306 67 306 Legal expenses 0 0 0 0 Depreciation & amortization 0 3,984 0 8,117 Total Expenses $ (75 ) $ 37,270 $ 67 $ 41,403 Net Income (Loss) from Discontinued Operations $ 75 $ (26,170 ) $ (67 ) $ (13,653 ) |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Leases [Abstract] | |
Operating Leases for Properties | As of June 30, 2015, the aggregate minimum operating lease payments (including the aggregate total of the first two quarters of 2015 collected revenues of $485,410) to be received under the current operating leases for the Properties are as follows: Year ending December 31, 2015 $ 949,354 2016 914,607 2017 720,433 2018 690,433 2019 660,433 Thereafter 1,608,416 $ 5,543,676 |
Transactions with General Par22
Transactions with General Partner and Its Affiliates (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Amounts Paid and/or Accrued to General Partner and its Affiliates | Amounts paid and/or accrued to the General Partner and its affiliates for the three and six month periods ended June 30, 2015 and 2014 are as follows: Three Month Three Month Six Month Six Month (Unaudited) (Unaudited) (Unaudited) (Unaudited) General Partner Management fees $ 66,744 $ 65,679 $ 132,778 $ 130,728 Restoration fees 0 0 0 0 Overhead allowance 5,385 5,298 10,712 10,546 Other outsourced administrative fees 300 675 788 1,763 Sales Commission 0 0 0 0 Reimbursement for out-of-pocket expenses 0 986 2,500 2,148 Cash distribution 509 335 535 335 $ 72,938 $ 72,973 $ 147,313 $ 145,520 |
Beneficial Ownership of Partnership's Principal Executive Officer | The following chart identifies the beneficial ownership of the Partnership’s principal executive officer, being the sole named executive officer of the Partnership that directly or indirectly holds any limited partnership interests: Title of Class Name of Amount and Percentage of Limited Partnership Interest Bruce A. Provo 200 (2) 0.43 % (1) A beneficial owner of a security includes a person who, directly or indirectly, has or shares voting or investment power with respect to such security. Voting power is the power to vote or direct the voting of the security and investment power is the power to dispose or direct the disposition of the security. (2) Bruce A. Provo is deemed to have beneficial ownership of all of TPG Finance Corp.’s limited partnership interests in the Partnership due to his control as President of TPG Finance Corp. (3) Based on 46,280.3 limited partnership interests outstanding as of June 30, 2015. |
Transactions with Owners with23
Transactions with Owners with Greater than Ten Percent Beneficial Interests (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Text Block [Abstract] | |
Advisory Board Fees Paid to Jesse Small | As of June 30, 2015, Jesse Small, an Advisory Board Member, beneficially owned greater than ten percent of the Partnership’s limited partnership interests. Amounts paid to Mr. Small for his services as a member of the Advisory Board for the three and six month periods ended June 30, 2015 and 2014 are as follows: Three Month Three Month Six Month Six Month (Unaudited) (Unaudited) (Unaudited) (Unaudited) Advisory Board Fees paid $ 875 $ 875 $ 1,750 $ 1,750 |
Organization and Significant 24
Organization and Significant Accounting Policies - Additional Information (Detail) | Aug. 01, 2013 | Jun. 30, 2015USD ($)StatePropertyTenants | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)StatePropertyTenants | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 1987USD ($) |
Organization And Significant Accounting Policies [Line Items] | |||||||
Aggregate capital contributions | $ 300 | ||||||
Number of Properties available to be leased | Property | 11 | 11 | |||||
Location of properties | State | 4 | 4 | |||||
Allowance for doubtful accounts | $ 25,483 | $ 25,483 | $ 25,483 | ||||
Accumulated amortization | $ 144,994 | $ 136,963 | |||||
Deferred tenant award proceeds escrow, payment period | 99 months | ||||||
Number of partnership's Properties leased to significant tenants | Property | 9 | 9 | |||||
Number of significant tenants | Tenants | 3 | 3 | |||||
Adjustments to carrying values | $ 0 | $ 0 | $ 0 | $ 0 | |||
Federal income taxes | $ 0 | ||||||
Minimum [Member] | |||||||
Organization And Significant Accounting Policies [Line Items] | |||||||
Period of allowance for doubtful accounts | 90 days | ||||||
Limited Partners [Member] | |||||||
Organization And Significant Accounting Policies [Line Items] | |||||||
Aggregate capital contributions | 100 | ||||||
Number of Properties available to be leased | Property | 11 | 11 | |||||
Location of properties | Property | 4 | 4 | |||||
General Partner [Member] | |||||||
Organization And Significant Accounting Policies [Line Items] | |||||||
Aggregate capital contributions | $ 200 | ||||||
Wendgusta [Member] | |||||||
Organization And Significant Accounting Policies [Line Items] | |||||||
Property lease percentage | 56.00% | ||||||
Wendcharles I [Member] | |||||||
Organization And Significant Accounting Policies [Line Items] | |||||||
Property lease percentage | 15.00% | ||||||
Wendcharles II [Member] | |||||||
Organization And Significant Accounting Policies [Line Items] | |||||||
Property lease percentage | 8.00% |
Regulatory Investigation - Addi
Regulatory Investigation - Additional Information (Detail) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015USD ($) | Dec. 31, 1993USD ($)Partnership | |
Regulatory Investigation [Abstract] | ||
Number of partnership relating to regulatory investigation | Partnership | 3 | |
Estimated an aggregate recovery | $ 5,918,000 | $ 3,000,000 |
Affiliates reflecting estimated receivable | 3,000,000 | $ 3,000,000 |
Recovery of amounts previously written off | $ 1,229,000 |
Investment Properties and Pro26
Investment Properties and Properties Held for Sale - Additional Information (Detail) | Dec. 22, 2014USD ($) | Nov. 12, 2009USD ($) | Sep. 30, 2009USD ($) | Jun. 30, 2015USD ($)StatePropertyTenants | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)StatePropertyTenants | Jun. 30, 2014USD ($) |
Long Lived Assets Held-for-sale [Line Items] | |||||||
Property leased to fully constructed fast-food restaurants | Property | 11 | 11 | |||||
Location of properties | State | 4 | 4 | |||||
Number of tenant occupied leased property | Tenants | 11 | 11 | |||||
Lease Expiration Date | May 31, 2014 | ||||||
Notice of Default Expiration Date | Feb. 23, 2014 | ||||||
Property sale price | $ 450,000 | $ 520,000 | |||||
Partnership recognized income (loss) from discontinued operations | $ 75 | $ (26,170) | $ (67) | $ (13,653) | |||
Sundance, Inc. [Member] | |||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||
Property sale price | $ 555,000 | ||||||
Purchase agreement date | Sep. 12, 2014 | ||||||
Proceed from sale of property | $ 490,000 | ||||||
Wendy's Restaurants [Member] | |||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||
Property leased to fully constructed fast-food restaurants | Property | 9 | 9 | |||||
Applebee's Restaurant [Member] | |||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||
Property leased to fully constructed fast-food restaurants | Property | 1 | 1 | |||||
KFC Restaurant [Member] | |||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||
Property leased to fully constructed fast-food restaurants | Property | 1 | 1 |
Investment Properties and Pro27
Investment Properties and Properties Held for Sale - Components of Discontinued Operations Included in Statements of Income (Loss) (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | ||||
Rental income | $ 0 | $ 11,100 | $ 0 | $ 27,750 |
Total Revenues | 0 | 11,100 | 0 | 27,750 |
Expenses: | ||||
Bad debt expense | 0 | 31,116 | 0 | 31,116 |
Insurance expense | 0 | 235 | 0 | 235 |
Property tax expense | 0 | 1,629 | 0 | 1,629 |
Other property expenses | (75) | 306 | 67 | 306 |
Legal expenses | 0 | 0 | 0 | 0 |
Depreciation & amortization | 0 | 3,984 | 0 | 8,117 |
Total Expenses | (75) | 37,270 | 67 | 41,403 |
Net Income (Loss) from Discontinued Operations | $ 75 | $ (26,170) | $ (67) | $ (13,653) |
Partnership Agreement - Additio
Partnership Agreement - Additional Information (Detail) | May. 26, 1993 |
Partnership Agreement [Line Items] | |
Compensation percentage on the basis of contract price | 6.00% |
General Partner [Member] | |
Partnership Agreement [Line Items] | |
Net profits or losses from operations amended | 1.00% |
General Partner [Member] | Maximum [Member] | |
Partnership Agreement [Line Items] | |
Maximum percent share in competitive real estate commission | 3.00% |
Partners share in competitive real estate commission | 50.00% |
Limited Partners [Member] | |
Partnership Agreement [Line Items] | |
Net profits or losses from operations amended | 99.00% |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Operating Leased Assets [Line Items] | ||
Operating lease revenues collected | $ 485,410 | |
Rents and other receivables | $ 66,437 | $ 500,746 |
Maximum [Member] | ||
Operating Leased Assets [Line Items] | ||
Original lease terms of properties | 20 years | |
Minimum [Member] | ||
Operating Leased Assets [Line Items] | ||
Original lease terms of properties | 5 years |
Leases - Operating Leases for P
Leases - Operating Leases for Properties (Detail) | Jun. 30, 2015USD ($) |
Leases [Abstract] | |
2,015 | $ 949,354 |
2,016 | 914,607 |
2,017 | 720,433 |
2,018 | 690,433 |
2,019 | 660,433 |
Thereafter | 1,608,416 |
Total | $ 5,543,676 |
Transactions with General Par31
Transactions with General Partner and Its Affiliates - Additional Information (Detail) - USD ($) | Mar. 01, 2015 | Dec. 31, 1993 | Jun. 30, 2015 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | ||||
Minimum amount of Base Fee for managing partnership | $ 266,976 | $ 159,000 | ||
Percentage of Base Fee on gross receipts | 4.00% | |||
Maximum reimbursement on office rent and related expenses | $ 21,540 | $ 13,250 | ||
Percentage of increase in Base Fee and Expense reimbursement | 1.62% | |||
Fees received from partnership, by General Partner | $ 59,729 | |||
Payable to General Partner | $ 509 | $ 3,254 | ||
TPG Finance Corp. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Partnership Interests | 200 | 200 | ||
General Partner [Member] | ||||
Related Party Transaction [Line Items] | ||||
Partnership Interests | 0 |
Transactions with General Par32
Transactions with General Partner and Its Affiliates - Amounts Paid and/or Accrued to General Partner and Its Affiliates (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Related Party Transactions [Abstract] | ||||
Management fees | $ 66,744 | $ 65,679 | $ 132,778 | $ 130,728 |
Restoration fees | 0 | 0 | 0 | 0 |
Overhead allowance | 5,385 | 5,298 | 10,712 | 10,546 |
Other outsourced administrative fees | 300 | 675 | 788 | 1,763 |
Sales Commission | 0 | 0 | 0 | 0 |
Reimbursement for out-of-pocket expenses | 0 | 986 | 2,500 | 2,148 |
Cash distribution | 509 | 335 | 535 | 335 |
Total general partner | $ 72,938 | $ 72,973 | $ 147,313 | $ 145,520 |
Transactions with General Par33
Transactions with General Partner and Its Affiliates - Beneficial Ownership of Partnership's Principal Executive Officer (Detail) - Jun. 30, 2015 - Limited Partners [Member] - shares | Total |
Related Party Transaction [Line Items] | |
Name of Beneficial Owner | Bruce A. Provo |
Amount and Nature of Beneficial Ownership | 200 |
Percentage of Class Outstanding | 0.43% |
Transactions with General Par34
Transactions with General Partner and Its Affiliates - Beneficial Ownership of Partnership's Principal Executive Officer (Parenthetical) (Detail) - shares | Jun. 30, 2015 | Dec. 31, 2014 |
Related Party Transactions [Abstract] | ||
Limited Partnership Interests outstanding | 46,280.3 | 46,280.3 |
Transactions with Owners with35
Transactions with Owners with Greater than Ten Percent Beneficial Interests - Advisory Board Fees Paid to Jesse Small (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Related Party Transactions [Abstract] | ||||
Advisory Board Fees paid | $ 875 | $ 875 | $ 1,750 | $ 1,750 |
Transactions with Owners with36
Transactions with Owners with Greater than Ten Percent Beneficial Interests - Additional Information (Detail) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Related Party Transactions [Abstract] | ||
Outstanding Advisory Board fees | $ 0 | $ 0 |
Contingent Liabilities - Additi
Contingent Liabilities - Additional Information (Detail) - Jun. 30, 2015 | USD ($)Property |
Commitments and Contingencies Disclosure [Abstract] | |
Maximum disposition fee on sale of partnership properties | 3.00% |
Number of partnership properties for sale | Property | 3 |
Percentage of disposition fees to be escrowed | 50.00% |
Amount of recovery of funds | $ 4,500,000 |
Recovery level | 6,000,000 |
Payable fee on achieving recovery level | $ 16,296 |
PMA Indemnification Trust - Add
PMA Indemnification Trust - Additional Information (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
PMA Indemnification Trust [Abstract] | ||
Reserve related to Partnership assets | $ 250,000 | |
Earnings credited to the Trust | $ 203,024 | |
Partnership liability |
Former General Partners' Capi39
Former General Partners' Capital Accounts - Additional Information (Detail) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 | Dec. 31, 1993 | May. 26, 1993 |
Former General Partners Capital Accounts [Abstract] | ||||
Reallocation of Former General Partners' Deficit Capital | $ 840,229 | $ 840,229 | $ 840,229 | $ 840,229 |
Note Receivable - Additional In
Note Receivable - Additional Information (Detail) | Nov. 01, 2014USD ($) | Oct. 19, 2012USD ($) | Nov. 12, 2009USD ($) | Sep. 30, 2009USD ($) | Dec. 31, 2009 | Jun. 30, 2015USD ($)Note | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) | Jan. 01, 2013USD ($) | Dec. 01, 2009 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Property sale price | $ 450,000 | $ 520,000 | ||||||||
Promissory note term | 3 years | |||||||||
Partnership amended the Buyers note amounted, principal | $ 200,000 | |||||||||
Partnership amended the Buyers note amounted | $ 232,777 | |||||||||
Period of amortization | 2 years | 5 years | ||||||||
Amount of full balloon payment due | $ 133,396 | |||||||||
Original balloon payment due date | Nov. 1, 2012 | |||||||||
Escrow property taxes | $ 8,080 | $ 2,530 | $ 925 | |||||||
Amortized principal payments receivable | $ 120,000 | 86,773 | $ 115,339 | |||||||
Buyer's Note amortization schedule, monthly payments | 5,386 | $ 5,386 | ||||||||
Number of note payments | Note | 6 | |||||||||
Note receivable, principal payment received | $ 28,565 | $ 17,839 | ||||||||
Cash [Member] | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Property sale price | 150,000 | |||||||||
Partnership [Member] | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Amended balloon payment due date | Nov. 1, 2014 | |||||||||
Escrow property taxes | $ 7,155 | |||||||||
Note receivable, principal payment received | 28,565 | |||||||||
Promissory Note ("Buyers Note") [Member] | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Interest payments | $ 3,753 | |||||||||
Promissory Note ("Buyers Note") [Member] | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Property sale price | $ 300,000 | |||||||||
Buyer's Note, interest rate | 7.25% | 7.25% | ||||||||
Buyer's Note, principal amortized period | 10 years | |||||||||
Principal payments | $ 13,396 | $ 32,777 | ||||||||
Promissory note term extension | 2 years | |||||||||
Loan maturity period | Oct. 31, 2016 |
Fair Value Disclosures - Additi
Fair Value Disclosures - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Fair Value Disclosures [Abstract] | ||
Transfer between levels | $ 0 | $ 0 |