UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 2004
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _________to _________
Commission file number 0-15740
RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
(Exact Name of Small Business Issuer as Specified in Its Charter)
Delaware 04-2924048
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
55 Beattie Place, PO Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports) and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No ___
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
September 30, 2004
Assets
Cash and cash equivalents $ 617
Receivables and deposits 164
Other assets 988
Investment property:
Land $ 6,357
Buildings and related personal property 79,585
85,942
Less accumulated depreciation (53,648) 32,294
$ 34,063
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 318
Tenant security deposit liabilities 240
Accrued property taxes 212
Other liabilities 579
Mortgage notes payable 54,591
Partners' Deficit:
General partner $ (1,501)
Limited partners (566 units issued and outstanding) (20,376) (21,877)
$ 34,063
See Accompanying Notes to Financial Statements
RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per unit data)
Three Months Ended Nine Months Ended
September 30, September 30,
2004 2003 2004 2003
Revenues:
Rental income $ 3,273 $ 3,176 $ 9,453 $ 9,444
Other income 406 403 1,183 1,237
Casualty gain (Note C) -- 30 -- 30
Total revenues 3,679 3,609 10,636 10,711
Expenses:
Operating 1,324 1,240 3,755 3,690
General and administrative 116 124 367 376
Depreciation 964 951 2,886 2,844
Interest 1,035 1,059 3,129 3,216
Property taxes 248 198 672 625
Total expenses 3,687 3,572 10,809 10,751
Net (loss) income $ (8) $ 37 $ (173) $ (40)
Net income (loss) allocated to
general partner (3%) $ -- $ 1 $ (5) $ (1)
Net (loss) income allocated to
limited partners (97%) (8) 36 (168) (39)
$ (8) $ 37 $ (173) $ (40)
Net (loss) income per limited
partnership unit $ (14.13) $ 63.60 $ (296.82) $ (68.90)
Distributions per limited
partnership unit $ -- $ -- $2,030.04 $2,515.90
See Accompanying Notes to Financial Statements
RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
Limited
Partnership General Limited
Units Partner Partners Total
Original capital contributions 566 $ -- $ 47,533 $ 47,533
Partners' deficit at
December 31, 2003 566 $(1,460) $(19,059) $(20,519)
Distributions to partners -- (36) (1,149) (1,185)
Net loss for the nine months
ended September 30, 2004 -- (5) (168) (173)
Partners' deficit
at September 30, 2004 566 $(1,501) $ (20,376) $(21,877)
See Accompanying Notes to Financial Statements
RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended
September 30,
2004 2003
Cash flows from operating activities:
Net loss $ (173) $ (40)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation 2,886 2,844
Amortization of loan costs 36 36
Casualty gain -- (30)
Change in accounts:
Receivables and deposits 33 51
Other assets (153) (76)
Accounts payable 124 (74)
Tenant security deposit liabilities 4 12
Accrued property taxes 212 217
Other liabilities (68) (245)
Due to affiliate -- 17
Net cash provided by operating activities 2,901 2,712
Cash flows from investing activities:
Property improvements and replacements (754) (1,172)
Net withdrawals from restricted escrows -- 916
Insurance proceeds received -- 43
Net cash used in investing activities (754) (213)
Cash flows from financing activities:
Payments on mortgage notes payable (1,318) (1,224)
Advances from affiliate -- 407
Payments on advances from affiliate -- (150)
Distributions to partners (1,185) (1,445)
Net cash used in financing activities (2,503) (2,412)
Net (decrease) increase in cash and cash equivalents (356) 87
Cash and cash equivalents at beginning of period 973 914
Cash and cash equivalents at end of period $ 617 $ 1,001
Supplemental disclosure of cash flow information:
Cash paid for interest $ 3,093 $ 3,188
At December 31, 2003 and 2002, property improvements and replacements and
accounts payable were adjusted by approximately $16,000 and $639,000,
respectively, for non-cash activity.
See Accompanying Notes to Financial Statements
RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
Note A - Basis of Presentation
The accompanying unaudited financial statements of Riverside Park Associates
Limited Partnership (the "Partnership" or "Registrant") have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-QSB and Item 310(b) of
Regulation S-B. 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 AIMCO/Riverside Park Associates GP, LLC
("AIMCO GP" or "General Partner"), a wholly-owned subsidiary of NHP Management
Company ("NHP"), 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, 2004 are not
necessarily indicative of the results that may be expected for the fiscal year
ending December 31, 2004. For further information, refer to the financial
statements and footnotes thereto included in the Partnership's Annual Report on
Form 10-KSB for the fiscal year ended December 31, 2003. AIMCO GP and NHP are
affiliates of Apartment Investment and Management Company ("AIMCO"), a publicly
traded real estate investment trust.
On December 11, 2003, NHP, a Delaware corporation, entered into a Redemption and
Contribution Agreement (the "Agreement") with Winthrop Financial Associates, A
Limited Partnership, a Maryland limited partnership ("Winthrop"), which was the
previous general partner of the Partnership, with respect to the acquisition of
its general partner interest in the Partnership (the "GP Interest").
As of the time of the execution of the Agreement and until such time as the
transfer of the GP Interest from Winthrop to AIMCO GP was effective, NHP was
vested with the authority to, subject to certain limitations, cause Winthrop to
take such actions as it deems necessary and advisable in connection with the
activities of the Partnership. The transfer of the GP Interest from Winthrop to
AIMCO GP became effective on April 30, 2004. As used herein, the term "General
Partner" shall mean Winthrop, with respect to matters occurring prior to April
30, 2004 and AIMCO GP for matters occurring from and after April 30, 2004.
Note B - Transactions with Affiliated Parties
The Partnership has no employees and depends on NHP and its affiliates for the
management and administration of all Partnership activities. The Partnership
Agreement provides for payment of asset management fees to affiliates for
services based on a percentage of revenue and an annual partnership and investor
service fee of $110,000 subject to a 6% annual increase. For 2004 and 2003, the
annual partnership and investor service fee is estimated at approximately
$279,000 and $264,000, respectively.
Affiliates of NHP are entitled to receive 4% of gross receipts from the
Partnership's investment property as compensation for providing property
management services. The Partnership paid to such affiliates approximately
$420,000 and $421,000 for the nine months ended September 30, 2004 and 2003,
respectively, which are included in operating expenses.
Affiliates of NHP received reimbursement of accountable administrative expenses
amounting to approximately $329,000 and $439,000 for the nine months ended
September 30, 2004 and 2003, respectively, which are included in general and
administrative expenses and investment property. These amounts include the
annual partnership and investor service fee discussed above. Also included in
these amounts are fees related to construction management services provided by
an affiliate of NHP of approximately $1,000 and $100,000 for the nine months
ended September 30, 2004 and 2003, respectively. The construction management
service fees are calculated based on a percentage of current additions to
investment property.
The Partnership insures its property up to certain limits through coverage
provided by AIMCO which is generally self-insured for a portion of losses and
liabilities related to workers' compensation, property casualty and vehicle
liability. The Partnership insures its property above the AIMCO limits through
insurance policies obtained by AIMCO from insurers unaffiliated with NHP. During
the nine months ended September 30, 2004 and 2003, the Partnership was charged
by AIMCO and its affiliates approximately $160,000 and $167,000, respectively,
for insurance coverage and fees associated with policy claims administration.
Note C - Casualty Event
In January 2003, Riverside Park Apartments experienced storm damage to two
units. The property incurred damages of approximately $59,000. During the nine
months ended September 30, 2003, the Partnership recognized a casualty gain of
approximately $30,000 as a result of the receipt of insurance proceeds of
approximately $43,000, offset by the write-off of the undepreciated damaged
assets of approximately $13,000.
Note D - Contingencies
On August 8, 2003 AIMCO Properties L.P., an affiliate of NHP, was served with a
complaint in the United States District Court, District of Columbia alleging
that AIMCO Properties L.P. willfully violated the Fair Labor Standards Act
("FLSA") by failing to pay maintenance workers overtime for all hours worked in
excess of forty per week. On March 5, 2004 the plaintiffs filed an amended
complaint also naming NHP Management Company, which is also an affiliate of NHP.
The complaint is styled as a Collective Action under the FLSA and seeks to
certify state subclasses in California, Maryland, and the District of Columbia.
Specifically, the plaintiffs contend that AIMCO Properties L.P. failed to
compensate maintenance workers for time that they were required to be "on-call".
Additionally, the complaint alleges AIMCO Properties L.P. failed to comply with
the FLSA in compensating maintenance workers for time that they worked in
responding to a call while "on-call". The defendants have filed an answer to the
amended complaint denying the substantive allegations. Some discovery has taken
place and settlement negotiations continue. Although the outcome of any
litigation is uncertain, AIMCO Properties, L.P. does not believe that the
ultimate outcome will have a material adverse effect on its financial condition
or results of operations. Similarly, NHP does not believe that the ultimate
outcome will have a material adverse effect on the Partnership's financial
condition or results of operations.
The Partnership is unaware of any other pending or outstanding litigation
matters involving it or its investment property that are not of a routine nature
arising in the ordinary course of business.
As previously disclosed, the Central Regional Office of the United States
Securities and Exchange Commission (the "SEC") is conducting a formal
investigation relating to certain matters. Although the staff of the SEC is not
limited in the areas that it may investigate, AIMCO believes the areas of
investigation include AIMCO's miscalculated monthly net rental income figures in
third quarter 2003, forecasted guidance, accounts payable, rent concessions,
vendor rebates, capitalization of payroll and certain other costs, and tax
credit transactions. AIMCO is cooperating fully. AIMCO is not able to predict
when the matter will be resolved. AIMCO does not believe that the ultimate
outcome will have a material adverse effect on its consolidated financial
condition or results of operations. Similarly, NHP does not believe that the
ultimate outcome will have a material adverse effect on the Partnership's
financial condition or results of operations.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The matters discussed in this report contain certain forward-looking statements,
including, without limitation, statements regarding future financial performance
and the effect of government regulations. Actual results may differ materially
from those described in the forward-looking statements and will be affected by a
variety of risks and factors including, without limitation: national and local
economic conditions; the terms of governmental regulations that affect the
Registrant and interpretations of those regulations; the competitive environment
in which the Registrant operates; financing risks, including the risk that cash
flows from operations may be insufficient to meet required payments of principal
and interest; real estate risks, including variations of real estate values and
the general economic climate in local markets and competition for tenants in
such markets; litigation, including costs associated with prosecuting and
defending claims and any adverse outcomes, and possible environmental
liabilities. Readers should carefully review the Registrant's financial
statements and the notes thereto, as well as the risk factors described in the
documents the Registrant files from time to time with the Securities and
Exchange Commission.
The Partnership's sole asset is a 1,229 unit apartment complex known as
Riverside Park Apartments located in Fairfax County, Virginia. Average occupancy
for the nine months ended September 30, 2004 and 2003 was 94% and 96%,
respectively.
The Partnership's financial results depend upon a number of factors including
the ability to attract and maintain tenants at the investment property, interest
rates on mortgage loans, costs incurred to operate the investment property,
general economic conditions and weather. As part of the ongoing business plan of
the Partnership, NHP monitors the rental market environment of its investment
property to assess the feasibility of increasing rents, maintaining or
increasing occupancy levels and protecting the Partnership from increases in
expenses. As part of this plan, NHP attempts to protect the Partnership from the
burden of inflation-related increases in expenses by increasing rents and
maintaining a high overall occupancy level. However, NHP may use rental
concessions and rental rate reductions to offset softening market conditions;
accordingly, there is no guarantee that NHP will be able to sustain such a plan.
Further, a number of factors that are outside the control of the Partnership
such as the local economic climate and weather can adversely or positively
affect the Partnership's financial results.
Results of Operations
The Partnership's net loss for the three and nine months ended September 30,
2004 was approximately $8,000 and $173,000, respectively, as compared to net
income of approximately $37,000 and net loss of approximately $40,000 for the
three and nine months ended September 30, 2003, respectively.
The decrease in net income for the three months ended September 30, 2004 is due
to an increase in total expenses, partially offset by an increase in total
revenues. The increase in net loss for the nine months ended September 30, 2004
is due to a decrease in total revenues and an increase in total expenses. The
increase in total expenses for both periods is due to increases in operating,
depreciation and property tax expenses, partially offset by decreases in both
interest and general and administrative expenses. The increase in operating
expenses is primarily due to increases in utility and payroll related expenses
at the Partnership's investment property. Depreciation expense increased as a
result of property improvements and replacements placed into service at the
property during the past twelve months. Property tax expense increased primarily
as a result of an increase in the assessed value of the property. The decrease
in interest expense for both the three and nine months ended September 30, 2004
is due to scheduled principal payments resulting in a lower carrying balance of
the mortgages encumbering the property. General and administrative expenses
decreased for both periods primarily due to a decrease in management
reimbursements to NHP and its affiliates as allowed under the Partnership
Agreement. Included in general and administrative expenses for both the three
and nine months ended September 30, 2004 and 2003 are the annual partnership and
investor service fee as allowed under the Partnership Agreement. In addition,
costs associated with the quarterly and annual communications with investors and
regulatory agencies and the annual audit required by the Partnership Agreement
are also included in general and administrative expenses for the three and nine
months ended September 30, 2004 and 2003.
The increase in total revenues for the three months ended September 30, 2004 is
due to an increase in rental income, partially offset by a decrease in the
recognition of a casualty gain (as discussed below). Other income remained
relatively constant for the three months ended September 30, 2004. The decrease
in total revenues for the nine months ended September 30, 2004 is due to
decreases in other income and the recognition of a casualty gain, partially
offset by an increase in rental income. Rental income increased for both periods
due to an increase in the average rental rate and reduced bad debt expense,
partially offset by a decrease in occupancy at the Partnership's investment
property. Other income decreased for the nine months ended September 30, 2004
primarily due to decreases in utility reimbursements, lease cancellation fees
and corporate housing revenue at the Partnership's investment property.
In January 2003, Riverside Park Apartments experienced storm damage to two
units. The property incurred damages of approximately $59,000. During the nine
months ended September 30, 2003, the Partnership recognized a casualty gain of
approximately $30,000 as a result of the receipt of insurance proceeds of
approximately $43,000, offset by the write-off of the undepreciated damaged
assets of approximately $13,000.
Liquidity and Capital Resources
At September 30, 2004, the Partnership had cash and cash equivalents of
approximately $617,000, compared to approximately $1,001,000 at September 30,
2003. The decrease in cash and cash equivalents of approximately $356,000, from
December 31, 2003, is due to approximately $2,503,000 of cash used in financing
activities and approximately $754,000 of cash used in investing activities,
partially offset by approximately $2,901,000 of cash provided by operating
activities. Cash used in financing activities consisted of a distribution to
partners and payments of principal made on the mortgages encumbering the
Partnership's investment property. Cash used in investing activities consisted
of property improvements and replacements. The Partnership invests its working
capital reserves in interest bearing accounts.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the property to adequately maintain the physical assets
and other operating needs of the Partnership, and to comply with Federal, state,
and local legal and regulatory requirements. The General Partner monitors
developments in the area of legal and regulatory compliance. For example, the
Sarbanes-Oxley Act of 2002 mandates or suggests additional compliance measures
with regard to governance, disclosure, audit, and other areas. In light of these
changes, the Partnership expects that it will incur higher expenses related to
compliance.
During the nine months ended September 30, 2004, the Partnership completed
approximately $738,000 of capital improvements at the property, consisting
primarily of heating and air conditioning unit upgrades, water heater upgrades,
swimming pool enhancements, parking area upgrades, roof replacement, signage,
cabinet upgrades, major landscaping, structural improvements, exterior painting,
fitness and security equipment, and floor covering and appliance replacements.
These improvements were funded from operations. The Partnership evaluates the
capital improvement needs of the property during the year and currently expects
to complete an additional $85,000 in capital improvements during the remainder
of 2004. Additional capital improvements may be considered and will depend on
the physical condition of the property as well as the anticipated cash flow
generated by the property.
The additional capital expenditures will be incurred only if cash is available
from operations or from Partnership reserves. To the extent that such capital
improvements are completed, the Partnership's distributable cash flow, if any,
may be adversely affected at least in the short term.
The Partnership's assets are thought to be sufficient for any near-term needs
(exclusive of capital improvements) of the Partnership. The first mortgage
indebtedness of approximately $45,690,000 is being amortized over 240 months
until the loan matures on July 1, 2020 at which time the loan is scheduled to be
fully amortized. The second mortgage indebtedness of approximately $8,901,000 is
being amortized over 214 months until the loan matures on July 1, 2020, at which
time the loan is scheduled to be fully amortized.
The Partnership distributed the following amounts during the nine months ended
September 30, 2004 and 2003 (in thousands, except per unit data):
Nine Months Ended Per Limited Nine Months Ended Per Limited
September 30, Partnership September 30, Partnership
2004 Unit 2003 Unit
Operations $1,185 $2,030.04 $ 347 $ 595.41
Financing
Proceeds (1) -- -- 1,098 1,920.49
Total $1,185 $2,030.04 $1,445 $2,515.90
(1) From proceeds from the second mortgage loan obtained in August 2002.
The Partnership's cash available for distribution is reviewed on a monthly
basis. Future cash distributions will depend on the levels of net cash generated
from operations, the availability of cash reserves, refinancing and/or property
sale. There can be no assurance, however, that the Partnership will generate
sufficient funds from operations after required capital expenditures to permit
additional distributions to its partners during the remainder of 2004 or
subsequent periods.
Other
In addition to its indirect ownership of the general partner interests in the
Partnership, AIMCO and its affiliates owned 382.91 limited partnership units
(the "Units") in the Partnership representing 67.65% of the outstanding Units at
September 30, 2004. A number of these Units were acquired pursuant to tender
offers made by AIMCO or its affiliates. It is possible that AIMCO or its
affiliates will acquire additional units in exchange for cash or a combination
of cash and units in AIMCO Properties, L.P., the operating partnership of AIMCO,
either through private purchases or tender offers. Pursuant to the Partnership
Agreement, unitholders holding a majority of the Units are entitled to take
action with respect to a variety of matters which would include voting on
certain amendments to the Partnership Agreement and voting to remove the General
Partner. As a result of its ownership of 67.65% of the outstanding Units, AIMCO
is in a position to control all voting decisions with respect to the
Partnership. Although the General Partner owes fiduciary duties to the limited
partners of the Partnership, the General Partner also owes fiduciary duties to
AIMCO as its sole stockholder. As a result, the duties of the General Partner,
as general partner, to the Partnership and its limited partners may come into
conflict with the duties of the General Partner to AIMCO as its sole
stockholder.
Critical Accounting Policies and Estimates
The financial statements are prepared in accordance with accounting principles
generally accepted in the United States, which require the Partnership to make
estimates and assumptions. The Partnership believes that of its significant
accounting policies, the following may involve a higher degree of judgment and
complexity.
Impairment of Long-Lived Assets
The Partnership's investment property is recorded at cost, less accumulated
depreciation, unless considered impaired. If events or circumstances indicate
that the carrying amount of the property may be impaired, the Partnership will
make an assessment of its recoverability by estimating the undiscounted future
cash flows, excluding interest charges, of the property. If the carrying amount
exceeds the aggregate future cash flows, the Partnership would recognize an
impairment loss to the extent the carrying amount exceeds the fair value of the
property.
Real property investments are subject to varying degrees of risk. Several
factors may adversely affect the economic performance and value of the
Partnership's investment property. These factors include, but are not limited
to, changes in the national, regional and local economic climate; local
conditions, such as an oversupply of multifamily properties; competition from
other available multifamily property owners and changes in market rental rates.
Any adverse changes in these factors could cause impairment of the Partnership's
asset.
Revenue Recognition
The Partnership generally leases apartment units for twelve-month terms or less.
Rental income attributable to leases is recognized monthly as it is earned. The
Partnership evaluates all accounts receivable from residents and establishes an
allowance, after the application of security deposits, for accounts greater than
30 days past due on current tenants and all receivables due from former tenants.
The Partnership will offer rental concessions during particularly slow months or
in response to heavy competition from other similar complexes in the area. Any
concessions given at the inception of the lease are amortized over the life of
the lease.
Item 3. Controls and Procedures
(a) Disclosure Controls and Procedures. The Partnership's management, with
the participation of the principal executive officer and principal
financial officer of the General Partner, who are the equivalent of
the Partnership's principal executive officer and principal
financial officer, respectively, has evaluated the effectiveness of
the Partnership's disclosure controls and procedures (as such term
is defined in Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934, as amended (the "Exchange Act")) as of the end
of the period covered by this report. Based on such evaluation, the
principal executive officer and principal financial officer of the
General Partner, who are the equivalent of the Partnership's
principal executive officer and principal financial officer,
respectively, have concluded that, as of the end of such period, the
Partnership's disclosure controls and procedures are effective.
(b) Internal Control Over Financial Reporting. There have not been any changes
in the Partnership's internal control over financial reporting (as such
term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act)
during the fiscal quarter to which this report relates that have
materially affected, or are reasonably likely to materially affect, the
Partnership's internal control over financial reporting.
(b)
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On August 8, 2003 AIMCO Properties L.P., an affiliate of NHP, was served with a
complaint in the United States District Court, District of Columbia alleging
that AIMCO Properties L.P. willfully violated the Fair Labor Standards Act
("FLSA") by failing to pay maintenance workers overtime for all hours worked in
excess of forty per week. On March 5, 2004 the plaintiffs filed an amended
complaint also naming NHP Management Company, which is also an affiliate of NHP.
The complaint is styled as a Collective Action under the FLSA and seeks to
certify state subclasses in California, Maryland, and the District of Columbia.
Specifically, the plaintiffs contend that AIMCO Properties L.P. failed to
compensate maintenance workers for time that they were required to be "on-call".
Additionally, the complaint alleges AIMCO Properties L.P. failed to comply with
the FLSA in compensating maintenance workers for time that they worked in
responding to a call while "on-call". The defendants have filed an answer to the
amended complaint denying the substantive allegations. Some discovery has taken
place and settlement negotiations continue. Although the outcome of any
litigation is uncertain, AIMCO Properties, L.P. does not believe that the
ultimate outcome will have a material adverse effect on its financial condition
or results of operations. Similarly, NHP does not believe that the ultimate
outcome will have a material adverse effect on the Partnership's financial
condition or results of operations.
ITEM 6. EXHIBITS
See Exhibit Index.
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
RIVERSIDE PARK ASSOCIATES LIMITED
PARTNERSHIP
By: AIMCO/Riverside Park Associates GP,
LLC,
A Delaware Limited Liability
Company,
General Partner
By: /s/Martha L. Long
Martha L. Long
Senior Vice President
By: /s/Stephen B. Waters
Stephen B. Waters
Vice President
Date: November 15, 2004
Riverside Park Associates Limited Partnership
Index to Exhibits
Exhibit
3.1 Riverside Park Associates Limited Partnership Amended and Restated
Limited Partnership Agreement, dated July 15, 1986; incorporated
by reference to the Exhibits to the Registrant's Registration
Statement on Form 10, filed on April 29, 1987. (Commission
Partnership file number 0-15740).
3.2 Certificate of Limited Partnership of Riverside Park Associates
Limited Partnership, filed with the Secretary of State of Delaware
May 14, 1986; incorporated by reference to the exhibits to the
Registrant's Annual Report filed on Form 10-K on March 30, 1988.
3.3 Amendment to Amended and Restated Partnership Agreement of
Riverside Park Associates Limited Partnership dated August 23,
1995; incorporated by reference to the Exhibits to the
Registrant's Annual Report filed on Form 10KSB, filed on March 31,
1998.
10(e) Multifamily Note dated June 29, 2000, between Riverside Park
Associates Limited Partnership, a Delaware limited partnership,
and Reilly Mortgage Group, Inc., a District of Columbia
corporation. (1)
10(f) Multifamily Note dated August 2, 2002, by and between Riverside
Park Associates Limited Partnership and Reilly Mortgage Group,
Inc., a District of Columbia corporation; incorporated by
reference to the Exhibits to the Registrant's Quarterly Report
filed on Form 10-QSB, on August 14, 2002.
31.1 Certification of equivalent of Chief Executive Officer pursuant to
Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of equivalent of Chief Financial Officer pursuant to
Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
_______________
(1) Incorporated by reference to the Exhibits to the Registrant's Annual
Report filed on Form 10-KSB, on March 28, 2001.
Exhibit 31.1
CERTIFICATION
I, Martha L. Long, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Riverside Park
Associates Limited Partnership;
2. Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the small business issuer as of, and for, the periods presented in this
report;
4. The small business issuer's other certifying officer(s) and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for
the small business issuer and have:
(a) Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
small business issuer, including its consolidated subsidiaries, is
made known to us by others within those entities, particularly
during the period in which this report is being prepared;
(b) Evaluated the effectiveness of the small business issuer's
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based
on such evaluation; and
(c) Disclosed in this report any change in the small business issuer's
internal control over financial reporting that occurred during the
small business issuer's most recent fiscal quarter (the small
business issuer's fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to
materially affect, the small business issuer's internal control over
financial reporting; and
5. The small business issuer's other certifying officer(s) and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the small business issuer's auditors and the audit
committee of the small business issuer's board of directors (or persons
performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design
or operation of internal control over financial reporting which are
reasonably likely to adversely affect the small business issuer's
ability to record, process, summarize and report financial
information; and
(b) Any fraud, whether or not material, that involves management or
other employees who have a significant role in the small business
issuer's internal control over financial reporting.
Date: November 15, 2004
/s/Martha L. Long
Martha L. Long
Senior Vice President of
AIMCO/Riverside Park Associates
GP, LLC, equivalent of the chief
executive officer of the
Partnership
Exhibit 31.2
CERTIFICATION
I, Stephen B. Waters, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Riverside Park
Associates Limited Partnership;
2. Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the small business issuer as of, and for, the periods presented in this
report;
4. The small business issuer's other certifying officer(s) and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for
the small business issuer and have:
(a) Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
small business issuer, including its consolidated subsidiaries, is
made known to us by others within those entities, particularly
during the period in which this report is being prepared;
(b) Evaluated the effectiveness of the small business issuer's
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based
on such evaluation; and
(c) Disclosed in this report any change in the small business issuer's
internal control over financial reporting that occurred during the
small business issuer's most recent fiscal quarter (the small
business issuer's fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to
materially affect, the small business issuer's internal control over
financial reporting; and
5. The small business issuer's other certifying officer(s) and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the small business issuer's auditors and the audit
committee of the small business issuer's board of directors (or persons
performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design
or operation of internal control over financial reporting which are
reasonably likely to adversely affect the small business issuer's
ability to record, process, summarize and report financial
information; and
(b) Any fraud, whether or not material, that involves management or
other employees who have a significant role in the small business
issuer's internal control over financial reporting.
Date: November 15, 2004
/s/Stephen B. Waters
Stephen B. Waters
Vice President of
AIMCO/Riverside Park
Associates GP, LLC,
equivalent of the chief
financial officer of the
Partnership
Exhibit 32.1
Certification of CEO and CFO
Pursuant to 18 U.S.C. Section 1350,
As Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
In connection with the Quarterly Report on Form 10-QSB of Riverside Park
Associates Limited Partnership (the "Partnership"), for the quarterly period
ended September 30, 2004 as filed with the Securities and Exchange Commission on
the date hereof (the "Report"), Martha L. Long, as the equivalent of the chief
executive officer of the Partnership, and Stephen B. Waters, as the equivalent
of the chief financial officer of the Partnership, each hereby certifies,
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:
(1) The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations
of the Partnership.
/s/Martha L. Long
Name: Martha L. Long
Date: November 15, 2004
/s/Stephen B. Waters
Name: Stephen B. Waters
Date: November 15, 2004
This certification is furnished with this Report pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 and shall not be deemed filed by the Partnership for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended.