UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 1995
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 0-14393
Krupp Cash Plus Limited Partnership
Massachusetts 04-2865878
(State or other jurisdiction of (IRS employer
incorporation or organization) identification no.)
470 Atlantic Avenue, Boston, Massachusetts 02210
(Address of principal executive offices) (Zip Code)
(617) 423-2233
(Registrant's telephone number, including area code)
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 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
KRUPP CASH PLUS LIMITED PARTNERSHIP
BALANCE SHEETS
ASSETS
September 30, December 31,
1995 1994
Real estate assets:
Retail centers, less accumulated
depreciation of $14,688,992 and
$13,258,690, respectively $30,024,277 $31,025,555
Mortgage-backed securities ("MBS") (Note 2) 5,350,400 5,727,728
Total real estate assets 35,374,677 36,753,283
Cash and cash equivalents 3,944,767 2,319,369
Other assets 981,148 833,507
Total assets $40,300,592 $39,906,159
LIABILITIES AND PARTNERS' EQUITY
Accounts payable $ 254,395 $ 358,180
Accrued expenses and other liabilities (Note 3) 1,782,859 851,020
Total liabilities 2,037,254 1,209,200
Partners' equity (deficit)(Note 4)
Limited Partners (4,000,100
units outstanding) 38,397,959 38,823,966
General Partners (134,621) (127,007)
Total Partners' equity 38,263,338 38,696,959
Total liabilities and Partners' equity $40,300,592 $39,906,159
The accompanying notes are an integral
part of the financial statements.
KRUPP CASH PLUS LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
For the Three Months Ended For the Nine Months Ended
September 30, September 30,
1995 1994 1995 1994
Revenue:
Rental $1,415,939 $1,107,926 $4,406,111 $3,785,874
Interest income - MBS 113,783 126,448 353,493 402,446
Interest income - other 57,056 20,563 146,129 53,421
Total revenue 1,586,778 1,254,937 4,905,733 4,241,741
Expenses:
Operating (including
reimbursements to affiliates
of $46,671, $71,394, $108,172
and $214,182, respectively) 261,302 313,005 779,634 931,762
Maintenance 69,098 64,485 203,272 206,526
General and administrative
(including reimbursements to
affiliates of $28,251,
$47,312, $84,754 and
$141,936, respectively) 48,089 62,140 140,782 200,152
Real estate taxes 281,776 240,273 883,713 785,419
Management fees to an
affiliate 95,726 65,409 230,098 196,467
Depreciation 463,215 465,655 1,430,302 1,393,408
Total expenses 1,219,206 1,210,967 3,667,801 3,713,734
Net income $ 367,572 $ 43,970 $1,237,932 $ 528,007
Allocation of net income (Note 4):
Average net income per Unit of
Depositary Receipts
(4,000,000 Units) $ .09 $ .01 $ .30 $ .13
Corporate Limited Partner $ 9 $ 1 $ 30 $ 13
General Partners $ 7,351 $ 879 $ 24,758 $ 10,560
The accompanying notes are an integral
part of the financial statements.
KRUPP CASH PLUS LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
For the Nine Months Ended
September 30,
1995 1994
Operating activities:
Net income $ 1,237,932 $ 528,007
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 1,430,302 1,393,408
Amortization of MBS premium, net 1,231 1,454
Decrease (increase) in other assets (147,641) 4,845
Decrease in accounts payable (103,785) (286)
Increase in accrued expenses and other
liabilities 931,839 493,735
Net cash provided by operating
activities 3,349,878 2,421,163
Investing activities:
Additions to fixed assets (429,024) (655,122)
Decrease in accounts payable for fixed asset
additions - (1,092,583)
Principal collections on MBS 376,097 1,444,435
Net cash used for investing
activities (52,927) (303,270)
Financing activity:
Distributions to partners (1,671,553) (1,630,415)
Net increase in cash and cash equivalents 1,625,398 487,478
Cash and cash equivalents, beginning of period 2,319,369 1,897,454
Cash and cash equivalents, end of period $ 3,944,767 $ 2,384,932
The accompanying notes are an integral
part of the financial statements.
KRUPP CASH PLUS LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
(1) Accounting Policies
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted in this report on Form 10-Q
pursuant to the Rules and Regulations of the Securities and Exchange
Commission. However, in the opinion of the General Partners of Krupp Cash
Plus Limited Partnership (the "Partnership"), the disclosures contained in
this report are adequate to make the information presented not misleading.
See Notes to Financial Statements included in the Partnership's Annual
Report on Form 10-K for the year ended December 31, 1994 for additional
information relevant to significant accounting policies followed by the
Partnership.
In the opinion of the General Partners of the Partnership, the accompanying
unaudited financial statements reflect all adjustments (consisting only of
normal recurring accruals) necessary to present fairly the Partnership's
financial position as of September 30, 1995, its results of operations for
the three and nine months ended September 30, 1995 and 1994, and its cash
flows for the nine months ended September 30, 1995 and 1994.
The results of operations for the three and nine months ended September 30,
1995 are not necessarily indicative of the results which may be expected for
the full year. See Management's Discussion and Analysis of Financial
Condition and Results of Operations included in this report.
Certain prior year balances have been reclassified to conform with the
current year financial statement presentation.
(2) MBS
At September 30, 1995, the Partnership's MBS Portfolio had a market value
of $5,609,000 and unrealized gains of $258,000. The portfolio has maturity
dates ranging from 2008 to 2017.
(3) Accrued Expenses and Other Liabilities
Accrued expenses and other liabilities consisted of the following at
September 30, 1995 and December 31, 1994:
September 30, December 31,
1995 1994
Accrued real estate taxes $ 1,077,212 $ 721,200
Prepaid rent 594,994 95,774
Other liabilities 110,653 34,046
$ 1,782,859 $ 851,020
Continued
KRUPP CASH PLUS LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS - Continued
(4) Changes in Partners' Equity
A summary of changes in Partners' equity (deficit) for the nine months ended
September 30, 1995 is as follows:
Corporate Total
Limited General Partners'
Unitholders Partner Partners Equity
Balance at
December 31, 1994 $ 38,822,766 $1,200 $(127,007) $38,696,959
Net income 1,213,144 30 24,758 1,237,932
Distribution (1,639,140) (41) (32,372) (1,671,553)
Balance at
September 30, 1995 $ 38,396,770 $1,189 $(134,621) $38,263,338
KRUPP CASH PLUS LIMITED PARTNERSHIP
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Liquidity and Capital Resources
The Partnership's liquidity is derived from the operations of the
Partnership's properties, Highpoint National Furniture Mart ("Highpoint"),
Luria's Plaza, and Tradewinds Shopping Center ("Tradewinds"), earnings and
collections on MBS, and interest earned on its short-term investments. The
Partnership's liquidity is utilized to pay operating costs and to fund
distributions to the partners.
Management has found it necessary in recent years to fund a large share of
tenant buildouts to attract quality tenants to our retail centers. This policy
has proven to be successful in attracting tenants and maintaining high occupancy
at properties where it has been undertaken and is expected to continue through
1995. The Partnership continues to renovate Highpoint by reconfiguring
space for
new tenants in compliance with present building code standards. Renovations of
one floor were completed during the first quarter. Improvements for a second
floor began in May and were completed by the end of the third quarter. The
remaining improvements at Highpoint are anticipated to be completed by 1996.
Significant exterior renovations have been started in the second and third
quarters of 1995 at Tradewinds and are expected to be completed in the fourth
quarter. Management believes these improvements are necessary for Tradewinds to
remain competitive as it faces increased competition from newer centers.
Principal collections on MBS are at low levels due to a decrease in
refinancing activity in 1995. Management expects some slight pickup in
refinancing activity for these MBS due to low interest rates, but not a
significant pickup since the underlying borrowers have previously had
opportunities to refinance at low interest rates. Management will continue to
monitor liquidity levels to assure that working capital levels are being
maintained.
Continued
KRUPP CASH PLUS LIMITED PARTNERSHIP
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINAL CONDITION AND RESULTS
OF OPERATIONS - Continued
Distributable Cash Flow and Net Cash Proceeds from Capital Transactions
Shown below is the calculation of Distributable Cash Flow and Net Cash Proceeds
from Capital Transactions as defined by Section 17 of the Partnership Agreement,
for the nine months ended September 30, 1995 and for the period from inception
through September 30, 1995. The General Partners provide certain of the
information below to meet requirements of the Partnership Agreement and because
they believe that it is an appropriate supplemental measure of operating
performance. However, Distributable Cash Flow and Net Cash Proceeds from
Capital
Transactions should not be considered by the reader as a substitute to net
income
as an indicator of the Partnership's operating performance or to cash flow as a
measure of liquidity.
(Rounded to $1,000 except per Unit amounts)
For the nine months Inception to
ended September 30, September 30,
1995 1995
Distributable Cash Flow:
Net income for tax purposes $1,479 $ 21,585
Items not requiring or (not providing)
the use of operating funds:
Tax basis depreciation and
amortization 1,209 16,036
Amortization of MBS premium, net 1 13
Interest income on note receivable - (371)
Gain on sale of assets - (1,686)
Additions to fixed assets (429) (7,233)
Cash from vacancy guarantee on
Luria's Plaza - 873
Fixed asset additions funded from
cash reserves - 865
Operating reserve - (1,070)
Total Distributable Cash
Flow ("DCF") $2,260 $ 29,012
Limited Partners' Share of DCF $2,215 $ 28,431
Limited Partners' Share of DCF per Unit$ .55 $ 7.10 (c)
General Partners' Share of DCF $ 46 $ 581
Net Proceeds from Capital Transactions:
Principal collections on MBS $ 376 $ 14,241
Proceeds from sale of MBS - 19,018
Net proceeds from sale of property
including interest on mortgage
note receivable - 1,208
Mortgage note - 7,150
Reinvestment of MBS principal
collections - (16,141)
Total Net Proceeds from Capital
Transactions $ 376 $ 25,476
Distributions:
Limited Partners $1,659(a) $ 53,251(a)(b)
Limited Partners' Average per Unit $ .41(a) $ 13.31(a)(b)(c)
General Partners $ 45(a) $ 580(a)
Total Distributions $1,677(a) $ 53,804(a)
Continued
KRUPP CASH PLUS LIMITED PARTNERSHIP
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINAL CONDITION AND RESULTS
OF OPERATIONS - Continued
Distributable Cash Flow and Net Cash Proceeds from Capital Transactions -
Continued
(a) Includes an estimate of the distribution to be paid in November, 1995.
(b) Includes a $7,150,000 note which was distributed from the Partnership to the
Evergreen Plaza Note-Holding Trust whose beneficiaries were the
Partnership's Unitholders on record on May 31, 1990.
(c) Limited Partners average per Unit return of capital as of November, 1995 is
$6.21 [$13.31 - $7.10].
Operations
The Partnership experienced increased rental revenues during the three and
nine months ended September 30, 1995 as compared to the same periods in 1994.
The Partnership benefited in 1994 from High Point's refurbished show-room
spaces,
and have received higher rents in 1995 from the refurbished floors. The
renovated and expanded Cobb Theater, a major tenant located at Luria's
Plaza, was
reopened in February 1994 with six new screens. The theater expansion has
attracted new tenants, and existing tenants are either renewing their current
space or expanding into previously vacant space.
MBS interest income decreased during the first nine months of 1995 as
compared to the same period in 1994 due to the large prepayments of principal
which occurred during the first six months of 1994. Interest income on short-
term investments increased during these same periods due to higher average cash
balances.
Total expenses of the partnership for the three and nine months ended
September 30, 1995 remained relatively stable. Real estate taxes increased due
to expected tax increases at Luria's Plaza and Tradewinds. The decrease in
operating and general and administrative expenses was due to management's
efforts
to reduce reimbursable operating costs. Certain of these cost savings are
anticipated to continue through 1995. Depreciation has increased in conjunction
with the increase in fixed asset expenditures and tenant buildouts in 1994 and
1995.
KRUPP CASH PLUS LIMITED PARTNERSHIP
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Response: None
Item 2. Changes in Securities
Response: None
Item 3. Defaults upon Senior Securities
Response: None
Item 4. Submission of Matters to a Vote of Security Holders
Response: None
Item 5. Other Information
Response: None
Item 6. Exhibits and Reports on Form 8-K
Response: None
SIGNATURE
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.
Krupp Cash Plus Limited Partnership
(Registrant)
BY: /s/ Marianne Pritchard
Marianne Pritchard
Treasurer and Chief Accounting
Officer of the Krupp Corporation, a
General Partner of the Partnership
DATE: October 30, 1995