EXHIBIT 99.1
CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE AND NINE MONTHS ENDED
SEPTEMBER 30, 1996 AND 1995
EXHIBIT 99.1 (Continued)
PART I - FINANCIAL INFORMATION
TEM 1. FINANCIAL STATEMENTS
a) CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
CONSOLIDATED BALANCE SHEETS
(in thousands)
September 30, December 31,
1996 1995
(Unaudited) (Note)
Assets
Cash and cash equivalents $ 3,173 $ 2,225
Investments in limited partnerships 336 460
Other assets 4,264 5,725
Investment properties:
Land 10,217 10,452
Building and related personal property 94,260 94,906
104,477 105,358
Less accumulated depreciation (69,281) (68,167)
35,196 37,191
$ 42,969 $ 45,601
Liabilities and Partners' Deficit
Accounts payable and accrued liabilities $ 2,223 $ 3,035
Mortgage notes and interest payable 23,591 25,050
Master loan and interest payable 254,450 233,490
280,264 261,575
Partners' Deficit
General partner (2,372) (2,159)
Limited partners (234,923) (213,815)
(237,295) (215,974)
$ 42,969 $ 45,601
Note: The balance sheet at December 31, 1995, has been derived from the
consolidated financial statements at that date, but does not include all
the information and footnotes required by generally accepted accounting
principles for complete financial statements.
<FN>
See Accompanying Notes to Consolidated Financial Statements
EXHIBIT 99.1 (Continued)
b) CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
Revenues:
Rental income $ 4,987 $ 6,695 $ 14,946 $ 18,824
Other income 50 43 106 101
Total revenues 5,037 6,738 15,052 18,925
Expenses:
Operating 3,128 4,616 9,156 12,199
General and administrative 192 169 559 843
Depreciation and
amortization 1,356 1,655 4,018 4,862
Interest 7,831 7,655 23,554 22,985
Write-down of investment
properties and investment
in limited partnerships -- 3,814 -- 3,814
Total expenses 12,507 17,909 37,287 44,703
Gain on sale of investment
property 914 -- 914 --
Net loss $(6,556) $(11,171) $(21,321) $(25,778)
Net loss allocated
to general partner (1%) $ (66) $ (112) $ (213) $ (258)
Net loss allocated
to limited partners (99%) (6,490) (11,059) (21,108) (25,520)
$(6,556) $(11,171) $(21,321) $(25,778)
<FN>
See Accompanying Notes to Consolidated Financial Statements
EXHIBIT 99.1 (Continued)
c) CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
For the Nine Months Ended September 30, 1996 and 1995
(in thousands)
General Limited
Partner Partners Total
Partners' deficit at
December 31, 1994 $ (1,780) $(176,260) $(178,040)
Net loss for the nine months
ended September 30, 1995 (258) (25,520) (25,778)
Partners' deficit at
September 30, 1995 $ (2,038) $(201,780) $(203,818)
Partners' deficit at
December 31, 1995 $ (2,159) $(213,815) $(215,974)
Net loss for the nine months
ended September 30, 1996 (213) ( 21,108) (21,321)
Partners' deficit at
September 30, 1996 $ (2,372) $(234,923) $(237,295)
See Accompanying Notes to Consolidated Financial Statements
EXHIBIT 99.1 (Continued)
d) CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended
September 30,
1996 1995
Cash flows from operating activities:
Net loss $(21,321) $(25,778)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization 4,077 4,862
Gain on sale of investment property (914) --
Write-down of investment properties and
investment in limited partnerships -- 3,814
Change in accounts:
Other assets 1,454 (1,843)
Accounts payable and accrued liabilities (754) 1,151
Interest on Master Loan 22,181 20,167
Due to affiliates -- (918)
Interest payable 68 11
Net cash provided by operating activities 4,791 1,466
Cash flows from investing activities:
Property improvements and replacements (2,987) (2,365)
Proceeds from sale of investment property 1,882 --
Proceeds from sale of securities available
for sale -- 195
Net cash used in investing activities (1,105) (2,170)
Cash flows from financing activities:
Advances on Master Loan 367 --
Principal payments on Master Loan (1,588) --
Principal payments on notes payable (220) (460)
Repayment of note payable (1,295)
Loan costs paid (2) --
Net cash used in financing activities (2,738) (460)
Net increase (decrease) in cash and cash equivalents 948 (1,164)
Cash and cash equivalents at beginning of period 2,225 3,393
Cash and cash equivalents at end of period $ 3,173 $ 2,229
Supplemental disclosure of cash flow
information:
Cash paid for interest $ 1,257 $ 3,721
<FN>
See Accompanying Notes to Consolidated Financial Statements
EXHIBIT 99.1 (Continued)
e) CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Consolidated
Capital Equity Partners, L.P. ("CCEP") have been prepared in accordance with
generally accepted accounting principles for interim financial information.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of ConCap Holdings, Inc. ("General Partner"), all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three and nine
month periods ended September 30, 1996, are not necessarily indicative of the
results that may be expected for the fiscal year ending December 31, 1996.
Certain reclassifications have been made to the 1995 information to conform to
the 1996 presentation.
Consolidation
CCEP owns a 75% interest in a limited partnership ("Western Can, Ltd.") which
owns 444 De Haro, an office building in San Francisco, California. CCEP's
investment in Western Can, Ltd. is consolidated in CCEP's financial statements.
No minority interest liability has been reflected for the 25% minority interest
because Western Can, Ltd. has a net capital deficit and no minority liability
exists with respect to CCEP.
The operations for the nine months ended September 30, 1995, for The Sterling
Apartment Home and Commerce Center ("The Sterling") (formerly known as The
Carlton House Apartment and Office Building) are consolidated in CCEP's
financial statements pursuant to accounting guidelines regarding notes
receivable in-substance foreclosed. The Sterling was transferred to a wholly
owned subsidiary of Consolidated Capital Institutional Properties ("CCIP") in a
series of transactions on November 30, 1995.
NOTE B - RELATED PARTY TRANSACTIONS
CCEP has no employees and is dependent on the General Partner and its affiliates
for the management and administration of all partnership activities. CCEP paid
property management fees based upon collected gross rental revenues for property
management services in each of the nine month periods ended September 30, 1996
and 1995. Fees paid to affiliates of Insignia during the nine month periods
ended September 30, 1996 and 1995, are included in operating expenses on the
consolidated statements of operations and are reflected in the following table.
The Partnership Agreement ("Agreement") also provides for reimbursement to the
General Partner and its affiliates for costs incurred in connection with the
administration of CCEP activities. The General Partner and its current
affiliates received reimbursements for the nine months ended September 30, 1996
and 1995, as reflected in the following table.
Also, CCEP is subject to an Investment Advisory Agreement between the
Partnership and an affiliate of ConCap Holdings, Inc. ("CHI"). This agreement
provides for an annual fee, payable in monthly installments, to an affiliate of
CHI for advising and consulting services for CCEP's properties. Advisory fees
paid pursuant to this agreement are included in general and administrative
expenses on the consolidated statement of operations and are reflected in the
following table:
For the Nine Months Ended
September 30,
1996 1995
(in thousands)
Property management fees $748 $966
Investment advisory fees 136 199
Lease commissions 55 186
Reimbursement for services of affiliates (1) 373 362
(1) Included in "reimbursements for services of affiliates" for 1996 is
approximately $82,000 in reimbursements for construction oversight costs.
The decrease in property management fees for the nine months ended September 30,
1996, compared to the nine months ended September 30, 1995, is the result of the
transfer of The Sterling to CCIP on November 30, 1995.
In addition to the compensation and reimbursements described above, interest
payments are made to and loan advances are received from CCIP pursuant to the
Master Loan Agreement, which is described more fully in the 1995 Annual Report.
Interest payments made during the nine month periods ended September 30, 1996
and 1995, were $0 and approximately $2.5 million, respectively. (See further
discussion in "Note C"). Advances of approximately $367,000 were received under
the Master Loan Agreement during the nine months ended September 30, 1996.
Principal payments of approximately $1,588,000 were made on the Master Loan
during the nine months ended September 30, 1996.
On July 1, 1995, CCEP began insuring its properties under a master policy
through an agency and insurer unaffiliated with the General Partner. An
affiliate of the General Partner acquired, in the acquisition of a business,
certain financial obligations from an insurance agency which was later acquired
by the agent who placed the current year's master policy. The current agent
assumed the financial obligations to the affiliate of the General Partner who
receives payments on these obligations from the agent. The amount of CCEP's
insurance premiums accruing to the benefit of the affiliate of the General
Partner by virtue of the agent's obligations is not significant.
NOTE C - MASTER LOAN AND ACCRUED INTEREST PAYABLE
The Master Loan principal and accrued interest payable balances at September 30,
1996, and December 31, 1995, are approximately $254.5 million and approximately
$233.5 million, respectively.
Terms of Master Loan Agreement
Under the terms of the Master Loan Agreement, interest accrues at a fluctuating
rate per annum adjusted annually on July 15 by the percentage change in the U.S.
Department of Commerce Implicit Price Deflator for the Gross National Product
subject to an interest rate ceiling of 12.5%. The interest rates for each of
the three and nine month periods ended September 30, 1996 and 1995, was 12.5%.
Payments are currently payable quarterly in an amount equal to "Excess Cash
Flow", generally defined in the Master Loan Agreement as net cash flow from
operations after third-party debt service and capital expenditures. Any unpaid
interest is added to principal, compounded annually, and is payable at the
loan's maturity. Any net proceeds from sale or refinancing of any of CCEP's
properties are paid to CCIP under the terms of the Master Loan Agreement. The
Master Loan Agreement matures in November 2000.
CCIP invested approximately $367,000 in CCEP during the nine months ended
September 30, 1996, as additional advances under the Master Loan. CCEP used the
funds to pay for deferred maintenance and capital improvements on certain
properties which collateralize the Master Loan. A portion of the advance was
used to pay additional expenses related to the December 1995 financing of six of
CCEP's investment properties. Also, a portion of the advance was used to pay
taxes on behalf of a wholly owned subsidiary.
During the nine months ended September 30, 1996, CCEP paid approximately
$1,588,000 to CCIP as principal payments on the Master Loan. Approximately
$101,000 was due to the return of a real estate tax escrow set up at the time of
the December 1995 financing of a certain CCEP investment property. This escrow
was held until CCEP was able to provide proof of payment to the mortgage lender.
Cash received on certain investments by CCEP, which are required to be
transferred to CCIP per the Master Loan Agreement, accounted for approximately
$124,000. Approximately $1,363,000 was due to an excess cash flow payment paid
to CCIP as stipulated by the Master Loan Agreement. Subsequent to September 30,
1996, an excess cash payment of $69,000 was made to CCIP.
NOTE D - NOTE RECEIVABLE DEEMED IN-SUBSTANCE FORECLOSED
Prior to the transfer of The Sterling from CCEP to CCIP on November 30, 1995,
CCEP held the "Sterling Note" which was secured by a deed of trust on The
Sterling with a scheduled maturity in 1995. According to the note terms,
interest accrued at 10% and compounded monthly on principal plus accrued but
unpaid interest. The note receivable had been in default since 1991. As
described more fully in the 1995 audited financial statements, the required debt
service payments were reduced to only the amount of net cash flow from The
Sterling. In 1995 no interest income was recognized as no cash related to the
note receivable was received by CCEP.
Summarized below are the results of operations of The Sterling that are included
in CCEP's financial statements for the nine months ended September 30, 1995,
prepared on the same basis as CCEP's financial statements. Any intercompany
balances between the Partnership and The Sterling have been eliminated in CCEP's
consolidated financial statements and the summarized financial statements set
forth below:
For the Nine Months Ended
September 30, 1995
(in thousands)
Revenues:
Rental income $ 4,502
Other income 22
Total revenues 4,524
Expenses:
Operating 3,358
Depreciation and amortization 791
Interest 731
Administrative 98
Total expenses 4,978
Net loss $ (454)
NOTE E - SALE OF LAKEVIEW OFFICE TOWER
On September 13, 1996, the Partnership sold Lakeview Office Tower to an
unrelated third party for a contract price of $2,060,000. The Partnership
received net proceeds of approximately $1,882,000 after payment of closing
costs, and recognized a gain on the sale of approximately $914,000. A mortgage
note payable on the property in the amount of approximately $1,295,000 was
repaid with a portion of the proceeds. The remaining cash proceeds of
approximately $587,000 from the sale of Lakeview were remitted to CCIP
subsequent to September 30, 1996, to pay down the Master Loan.