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 ended March 31, 1996 or Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission file number 0-7660 MULTIVEST REAL ESTATE FUND, LTD. SERIES VII (Exact name of registrant as specified in its charter) Michigan 38-6285884 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 6100 Glades Road, Suite 205 Boca Raton, Florida 33434 (Address of principal executive offices) (Zip Code) (407) 487-6700 (Registrant's telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such report), and (2) has been subject to such filing requirements for the past 90 days. Yes x No MULTIVEST REAL ESTATE FUND, LTD., SERIES VII COMMISSION FILE NUMBER 0-7660 FORM 10-Q March 31, 1996 PART I. FINANCIAL INFORMATION Item 1. Financial Statements Statements of Financial Condition, as of March 31, 1996 (Unaudited) and December 31, 1995.................................3 Statements of Operations, for the three months ended March 31, 1996 and 1995 (Unaudited).........................4 Statements of Cash Flows, for the three months ended March 31, 1996 and 1995 (Unaudited).............................5 Notes to Financial Statements (Unaudited).............................6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations...............................7 PART II. OTHER INFORMATION: Item 6. Exhibits and Reports on Form 8-K..................................8 ITEM 1. FINANCIAL STATEMENTS MULTIVEST REAL ESTATE FUND, LTD., SERIES VII (a Michigan limited partnership) STATEMENTS OF FINANCIAL CONDITION March 31, December 31, 1996 1995 ASSETS (Unaudited) Investments in real estate Land $ 1,900,000 $ 1,900,000 Building and improvements 3,422,078 2,986,895 5,322,078 4,886,895 Less: Accumulated depreciation 160,653 125,992 Net investment in real estate 5,161,425 4,760,903 Wrap-around mortgage notes receivable 4,479,694 4,489,845 Deferred gain on sales of real estate (2,402,387) (2,402,387) 2,077,307 2,087,458 Other assets Cash 91,264 5,270 Investments, at cost which approximates market 605,150 1,850,930 Accounts receivable 5,387 6,447 Prepaid insurance 29,745 44,867 Escrow and deposits and other assets 20,010 20,010 Total other assets 751,556 1,927,524 Total assets $ 7,990,288 $ 8,775,885 LIABILITIES AND PARTNERS' CAPITAL Mortgage notes payable $ 1,120,049 $ 1,143,793 Accounts payable 7,051 176,106 Accrued liabilities 64,324 188,591 Accrued liabilities to affiliates 42,782 36,176 Security deposits 52,169 51,785 Total liabilities 1,286,375 1,596,451 Partners' capital Limited Partners, 22,261 units 6,630,086 7,100,786 General Partners, 228 units 73,827 78,648 Total Partners' capital 6,703,913 7,179,434 Total liabilities and Partners' capital $ 7,990,288 $ 8,775,885 MULTIVEST REAL ESTATE FUND, LTD., SERIES VII (a Michigan limited partnership) STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended March 31, 1996 1995 Revenues Rents and other tenant charges $ 381,296 $ 114,642 Interest on wrap-around mortgage notes receivable 106,835 101,296 Other income 88,892 27,250 577,023 243,188 Expenses Maintenance, custodial salaries and related expenses 44,211 5,660 Real estate management fees 22,506 5,768 Investment management/real estate commission 6,910 7,260 Mortgage servicing fee 2,305 5,589 Property taxes 37,500 12,238 Depreciation 34,661 - Insurance 12,750 4,660 Utilities 120,498 23,133 Repairs and maintenance 58,542 8,561 Legal and accounting 5,656 6,637 Interest 24,138 26,067 Administrative and other 30,686 25,956 400,363 131,529 Income from existing assets 176,660 111,659 Income from sold property - 19,205 Net income $ 176,660 $ 130,864 Allocated to Limited partners, 22,261 units $ 174,869 $ 129,537 General partners, 228 units 1,791 1,327 $ 176,660 $ 130,864 Net income per partnership unit based on 22,489 Partnership units outstanding $ 7.86 $ 5.82 MULTIVEST REAL ESTATE FUND, LTD., SERIES VII (a Michigan limited partnership) STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended March 31, 1996 1995 Operating Activities Net income $ 176,660 $ 130,864 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 34,661 - Amortization of discount on mortgage note receivable - (6,455) Decrease in accounts receivable 1,060 2,615 Decrease (increase) in prepaid insurance 15,122 (27,956) Increase in escrow deposits and other assets - (20,010) (Decrease) in accounts payable (169,055) (734) (Decrease) increase in accrued liabilities (124,267) 28,004 Increase in accrued liabilities to affiliates 6,606 2,454 Increase in security deposits 384 1,000 Decrease in unfunded distributions payable - (552,470) Net cash used in operating activities (58,829) (442,688) Investing Activities Capital improvement to real estate (435,183) - Net cash used in investing activities (435,183) - Financing Activities Distributions to Partners (652,181) - Payments received on wrap-around mortgage note receivable 10,151 9,234 Principal payments on mortgage note payable (23,744) (32,414) Net cash used in financing activities (665,774) (23,180) Decrease in cash and cash equivalents (1,159,786) (465,868) Cash and cash equivalents - January 1 1,856,200 1,668,060 Cash and cash equivalents - March 31 $ 696,414 $ 1,202,192 Non-Cash Activities Foreclosure on Las Cortes Apartments: Decrease in wrap-around mortgage note receivable $(7,600,000) Decrease in deferred gain on sale - 5,442,927 Decrease in deferred interest receivable - (1,886,866) Decrease in interest receivable - ( 25,333) Foreclosed property - 4,069,272 MULTIVEST REAL ESTATE FUND, LTD., SERIES VII (a Michigan limited partnership) NOTES TO FINANCIAL STATEMENTS (Unaudited) The financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results of the interim periods presented. It is suggested that these financial statements be read in conjunction with the financial statements and the notes included in the Partnership's latest annual report on Form 10-K. The results of operations for interim periods should not be considered as indicative of the results to be expected for a full year. Reclassifications Certain reclassifications have been made in the 1995 financial statements to conform to the presentation of 1996 results of operations. MULTIVEST REAL ESTATE FUND, LTD., SERIES VII (a Michigan limited partnership) March 31, 1996 ITEM 2. MANAGEMENT'S DISCUSSIONS AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Operations of the Partnership are centered on one apartment complex owned by the Partnership (Las Cortes Apartments), collections on a mortgage note received upon sale of one of the Partnership's properties, and protection of the Partnership's mortgage interest in such property. On January 15, 1995, the owners of Las Cortes Apartments (formerly known as Lincoln Terrace Apartments) were required to make a mortgage balloon payment to the Partnership in the amount of $10,153,932.24, plus $24,170.71 in accrued legal expenses and out of pocket costs from previous defaults and a tax escrow payment of $8,292.15. No payment was received by the Partnership and a Notice of Default was sent to the owners of the property on January 24, 1995. On March 7, 1995 the Partnership foreclosed on the mortgage and took title to the property. The Partnership's total revenues increased $333,835 or 137% for the three months ending March 31, 1996 as compared to the same period of the prior year. The increase in rents and other tenant charges of $266,654 or 233% is due to the collection of rental revenue at Las Cortes Apartments for the entire first quarter, while the 1995 amount represents rental activity for a portion of the month of March 1995, only. Expenses of the Partnership increased $268,834 or 204% for the quarter ending March 31, 1996 as compared to the same period of the prior year. Increases in certain accounts related to the operations at Las Cortes Apartments are due to the 1996 amounts representing three months rental operations; whereas 1995 represents the month of March, 1995. The liquidity of the Partnership is dependent upon the timely receipt of income. There are no other credit facilities currently in place and limited partners have no obligation to provide additional funds in excess of their initial cash contributions. In order to protect the Partnership in the event of a reduction in cash flow, management closely monitors the Partnership's cash position, and, when necessary, will reserve adequate funds to continue to operate the Partnership in the foreseeable future. Funds so reserved are generally invested in short-term investments. The Partnership endeavors to maintain adequate liquidity on a short-term basis as a result of its cash flow and reserve policies; however, there can be no assurance of continued collections on the existing mortgage note or the continued performance of the Partnership's rental property. Unanticipated collection problems on the existing note, or a decline in the Partnership's rental property, could have a negative effect upon the long-term liquidity of the Partnership. Funds generated from operations and collections on the wrap-around mortgage note have primarily been utilized to meet debt service obligations and, when possible, distribute funds to the Partners. Funds in excess of Partnership reserves resulted in distributions totaling $652,181 or $29.00 per partnership unit being paid during the quarter ended March 31, 1996. MULTIVEST REAL ESTATE FUND, LTD., SERIES VII (a Michigan limited partnership) March 31, 1996 PART II - OTHER INFORMATION Item 6. Exhibits and Report on Form 8-K (b) No report on Form 8-K has been filed during the quarter ended March 31, 1996. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. MULTIVEST REAL ESTATE FUND, LTD., Series VII, a Michigan Limited Partnership, (Registrant) By: MULTIVEST REAL ESTATE, INC. a Delaware corporation Its: Corporate General Partner Date: May 14, 1996 RICHARD L. DAVIS Richard L. Davis President - Chief Executive Officer Date: May 14, 1996 JOHN J. KAMMERER John J. Kammerer Principal Accounting Officer