FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL REPORT
(As last amended by 34-32231, eff. 6/3/93.)
U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 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 0-14570
MCCOMBS REALTY PARTNERS, LTD.
(Exact name of small business issuer as specified in its charter)
California 33-0068732
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (864) 239-1000
Check whether the issuer (1) 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
a) MCCOMBS REALTY PARTNERS, LTD.
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands)
September 30, 1996
Assets
Cash and cash equivalents:
Unrestricted $ 433
Restricted--tenant security deposits 31
Accounts receivable 4
Escrow for taxes 61
Restricted escrows 172
Other assets 176
Investment properties:
Land $ 499
Buildings and related personal property 5,249
5,748
Less accumulated depreciation (2,989) 2,759
$ 3,636
Liabilities and Partners' Capital (Deficit)
Liabilities
Accounts payable $ 20
Tenant security deposits 24
Accrued taxes 59
Other liabilities 111
Mortgage note payable 5,794
Partners' Capital (Deficit)
General partner $ 2
Limited partners (22,036 units
issued and outstanding) (2,374) (2,372)
$ 3,636
See Accompanying Notes to Consolidated Financial Statements
b) MCCOMBS REALTY PARTNERS, LTD.
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 $ 329 $ 318 $1,001 $ 938
Other income 35 29 92 74
Total revenues 364 347 1,093 1,012
Expenses:
Operating 140 105 360 306
General and administrative 13 30 37 51
Maintenance 57 59 152 102
Depreciation 46 44 139 124
Interest 122 93 407 499
Property taxes 19 9 59 74
Total expenses 397 340 1,154 1,156
(Loss) income before
extraordinary gain (loss) (33) 7 (61) (144)
Extraordinary gain on
forgiveness of debt -- -- -- 424
Net (loss) income $ (33) $ 7 $ (61) $ 280
Net (loss) income allocated
to general partner (1%) $ -- $ -- -- $ 3
Net (loss) income allocated
to limited partners (99%) (33) 7 (61) 277
$ (33) $ 7 $ (61) $ 280
Per limited partnership unit:
Net (loss) income before
extraordinary item $(1.50) $ .31 $(2.74) $(6.47)
Extraordinary gain on
forgiveness of debt -- -- -- 19.03
Net (loss) income per
limited partnership unit $(1.50) $ .31 $(2.74) $12.56
<FN>
See Accompanying Notes to Consolidated Financial Statements
c) MCCOMBS REALTY PARTNERS, LTD.
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
(in thousands, except for unit data)
Limited
Partnership General Limited
Units Partner Partners Total
Partners' capital (deficit)
at December 31, 1995 22,036 $ 2 $ (2,313) $ (2,311)
Net loss for the nine months
ended September 30, 1996 -- (61) (61)
Partners' capital (deficit)
at September 30, 1996 22,036 $ 2 $ (2,374) $ (2,372)
<FN>
See Accompanying Notes to Consolidated Financial Statements
d) MCCOMBS REALTY PARTNERS, LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended
September 30,
1996 1995
Cash flows from operating activities:
Net (loss) income $ (61) $ 280
Adjustments to reconcile net (loss) income to net
cash (used in) provided by operating activities:
Depreciation 139 124
Amortization of discounts and loan costs 14 98
Extraordinary gain on forgiveness of debt -- (424)
Change in accounts:
Restricted cash (3) 4
Accounts receivable 6 (19)
Escrows for taxes (59) (59)
Other assets (2) (5)
Accounts payable (155) (19)
Tenant security deposit liabilities -- 1
Accrued taxes 59 59
Other liabilities 40 103
Net cash (used in) provided by
operating activities (22) 143
Cash flows from investing activities:
Property improvements and replacements (144) (54)
Deposits to restricted escrows (52) (104)
Withdrawals from restricted escrows -- 84
Net cash used in investing activities (196) (74)
Cash flows from financing activities:
Payments on mortgage note payable (37) (23)
Repayment of mortgage notes payable -- (5,163)
Proceeds of mortgage notes payable -- 5,850
Loan costs -- (193)
Net cash (used in) provided by
financing activities (37) 471
Net (decrease) increase in cash and cash equivalents (255) 540
Cash and cash equivalents at beginning of period 688 212
Cash and cash equivalents at end of period $ 433 $ 752
Supplemental disclosure of cash flow information:
Cash paid for interest $ 353 $ 395
<FN>
See Accompanying Notes to Consolidated Financial Statements
e) MCCOMBS REALTY PARTNERS, LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of McCombs Realty
Partners, Ltd. ("Partnership") have been prepared in accordance with generally
accepted accounting principles for interim financial information and with the
instructions to Form 10-QSB and Article 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 CRPTEX, 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. For further information,
refer to the consolidated financial statements and footnotes thereto included in
the annual report on Form 10-KSB for the year ended December 31, 1995, for the
Partnership.
Certain reclassifications have been made to the 1995 information to conform to
the 1996 presentation.
NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all partnership activities.
The Partnership Agreement provides for payments to affiliates for services and
as reimbursement of certain expenses incurred by affiliates on behalf of the
Partnership. Property management fees are included in operating expense on the
consolidated statements of operations. The following transactions with Insignia
Financial Group, Inc. and affiliates were charged to expense in 1996 and 1995:
Nine Months Ended
September 30,
1996 1995
(in thousands)
Property management fees $ 54 $ 50
Reimbursement for services from affiliates 24 32
The Partnership insures its property 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 the Partnership'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 - MORTGAGE NOTES PAYABLE
On June 29, 1995, the Partnership refinanced the four mortgages encumbering
Lakewood at Pelham Apartments. The total indebtedness refinanced was
approximately $5.7 million, net of discounts, which carried stated interest
rates from 0 to 10.5% with maturity dates ranging from June 1995 to October
1998. The new mortgage indebtedness of $5.85 million carries a stated interest
rate of 8.1% and is amortized over 30 years with a balloon payment due July 1,
2005. As a result of the refinancing, the Partnership recognized an
extraordinary gain on the forgiveness of debt of approximately $424,000.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment property consists of one apartment complex. The
following table sets forth the average occupancy of the property for the nine
month periods ended September 30, 1996 and 1995:
Average
Occupancy
Property 1996 1995
Lakewood at Pelham
Greenville, South Carolina 93% 95%
Results of Operations
The Partnership's net loss for the nine months ended September 30, 1996, was
approximately $61,000 as compared to net income of approximately $280,000 for
the corresponding period in 1995. The Partnership recorded a net loss of
approximately $33,000 for the three months ended September 30, 1996, as compared
to net income of approximately $7,000 for the corresponding period in 1995. The
increase in net loss for the nine month period ended September 30, 1996, is
primarily attributable to the refinancing of Pelham Place Apartments on June 29,
1995, an increase in operating expense, an increase in maintenance expense, and
an increase in depreciation expense. As a result of the refinancing during the
second quarter of 1995, the Partnership recognized an extraordinary gain on debt
forgiveness of approximately $424,000. Operating expense increased for the nine
months ended September 30, 1996, due to increases in advertising and salaries.
Advertising expense has increased in order to offset the decreasing trend in
occupancy. Salary expense increased due to the hiring of additional maintenance
staff in 1996. Maintenance expense increased as a result of major landscaping,
interior and exterior painting. Property improvements and replacements of
approximately $144,000 for the year ended September 30, 1996, resulted in an
increase in depreciation expense.
Offsetting the items noted above was a decrease in interest expense due to a
decrease in the interest rate on the mortgage balance during the nine months
ended September 30, 1996, resulting from the refinancing in June 1995. Property
tax expense for the nine months ended June 30, 1996, decreased as compared to
the nine months ended June 30, 1995, due to an assessment of 1993 taxes that
were paid in the first quarter of 1995. Rental income increased for the nine
months ended September 30, 1996, due to a rental rate increase in May 1996.
Other income increased for the nine months ended September 30, 1996, due to an
increase in interest income.
As part of the ongoing business plan of the Partnership, the General Partner
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 expense. As part of this plan, the
General Partner 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, due to changing market conditions, which
can result in the use of rental concessions and rental reductions to offset
softening market conditions, these is no guarantee that the General Partner will
be able to sustain such a plan.
Liquidity and Capital Resources
At September 30, 1996, the Partnership had unrestricted cash of approximately
$433,000 compared to approximately $752,000 at September 30, 1995. Net cash
used in operating activities increased due to an increase in net loss as
described above, a decrease in accounts payable and a decrease in other
liabilities. Net cash used in investing activities increased as a result of an
increase in purchases of property improvements and replacements. Net cash used
in financing activities increased as a result of the debt refinancing of
Lakewood at Pelham in June 1995.
On June 29, 1995, the Partnership refinanced the four mortgages encumbering
Lakewood at Pelham Apartments. The total indebtedness refinanced was
approximately $5.7 million, net of discounts, which carried stated interest
rates from 0 to 10.5% with maturity dates ranging from June 1995 to October
1998. The new mortgage indebtedness of approximately $5.8 million carries a
stated interest rate of 8.1% and is amortized over 30 years with a balloon
payment due July 1, 2005. As a result of the refinancing, the Partnership
recognized an extraordinary gain on the forgiveness of debt of approximately
$424,000.
The Partnership has no material capital programs scheduled to be performed in
1996, although certain routine capital expenditures and maintenance expenses
have been budgeted. These capital expenditures and maintenance expenses will be
incurred only if cash is available from operations; is received from the capital
reserve account; or from cash and cash equivalents on hand.
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. Such assets are currently thought
to be sufficient for any near-term needs of the Partnership. The mortgage
indebtedness of approximately $5,794,000 has a maturity date of July 1, 2005, at
which time the property will be sold or refinanced. Future cash distributions
will depend on the level of net cash generated from operations, a property sale,
and the availability of cash reserves. No cash distributions were recorded in
the nine months ended September 30, 1996 or 1995, and none are expected for the
remainder of 1996.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
report.
b) Reports on Form 8-K:
None filed during the quarter ended September 30, 1996.
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.
MCCOMBS REALTY PARTNERS, LTD.
By: CRPTEX, INC.
the General Partner
By:/s/ Carroll D. Vinson
Carroll D. Vinson
President
By:/s/ Robert D. Long, Jr.
Robert D. Long, Jr.
Vice President/CAO
Date: November 12, 1996