FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
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, 1997
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,
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 Securities Exchange Act of 1934 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
a) MCCOMBS REALTY PARTNERS, LTD.
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
September 30, 1997
Assets
Cash and cash equivalents:
Unrestricted $ 453
Restricted--tenant security deposits 29
Accounts receivable 11
Escrows for taxes 65
Restricted escrows 243
Other assets 164
Investment properties:
Land $ 499
Buildings and related personal property 5,329
5,828
Less accumulated depreciation (3,194) 2,634
$ 3,599
Liabilities and Partners' Capital (Deficit)
Liabilities
Accounts payable $ 9
Tenant security deposit liabilities 29
Accrued taxes 60
Other liabilities 71
Mortgage note payable 5,741
Partners' Capital (Deficit)
General partner $ 1
Limited partners (22,036 units
issued and outstanding) (2,312)
(2,311)
$3,599
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,
1997 1996 1997 1996
Revenues:
Rental income $ 355 $ 329 $ 1,069 $1,001
Other income 32 35 96 92
Total revenues 387 364 1,165 1,093
Expenses:
Operating 124 134 385 352
General and administrative 20 19 49 45
Maintenance 25 57 90 152
Depreciation 52 46 154 139
Interest 121 122 365 407
Property taxes 20 19 60 59
Total expenses 362 397 1,103 1,154
Net income (loss) $ 25 $ (33) $ 62 $ (61)
Net income (loss) allocated
to general partner (1%) $ -- $ -- $ -- $ --
Net income (loss) allocated
to limited partners (99%) 25 (33) 62 (61)
$ 25 $ (33) $ 62 $ (61)
Net income (loss) per
limited partnership unit $ 1.12 $ 1.50 $ 2.78 $(2.74)
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, 1996 22,036 $ 1 $ (2,374) $ (2,373)
Net income for the nine months
ended September 30, 1997 -- -- 62 62
Partners' capital (deficit)
at September 30, 1997 22,036 $ 1 $ (2,312) $ (2,311)
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,
1997 1996
Cash flows from operating activities:
Net income (loss) $ 62 $ (61)
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities:
Depreciation 154 139
Amortization of loan costs 14 14
Change in accounts:
Restricted cash 2 (3)
Accounts receivable 14 6
Escrows for taxes 16 (59)
Other assets (6) (2)
Accounts payable (26) (155)
Tenant security deposit liabilities 2 --
Accrued taxes (16) 59
Other liabilities (3) 40
Net cash provided by (used in)
operating activities 213 (22)
Cash flows from investing activities:
Property improvements and replacements (52) (144)
Deposits to restricted escrows (54) (52)
Net cash used in investing activities (106) (196)
Cash flows from financing activities:
Payments on mortgage note payable (40) (37)
Net cash used in financing activities (40) (37)
Net increase (decrease) in cash and cash equivalents 67 (255)
Cash and cash equivalents at beginning of period 386 688
Cash and cash equivalents at end of period $ 453 $ 433
Supplemental disclosure of cash flow information:
Cash paid for interest $ 350 $ 353
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, 1997, are not necessarily indicative of the results that may be
expected for the fiscal year ending December 31, 1997. For further information,
refer to the consolidated financial statements and footnotes thereto included in
the Partnership's annual report on Form 10-KSB for the year ended December 31,
1996.
Certain reclassifications have been made to the 1996 information to conform to
the 1997 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. Reimbursements for services from
affiliates are included in general and administrative expense in the
consolidated statements of operations. The following transactions with the
General Partner and affiliates were charged to expense in 1997 and 1996 (in
thousands):
Nine Months Ended
September 30,
1997 1996
Property management fees $57 $ 54
Reimbursement for services from affiliates
(including $1,600 of reimbursements for
construction oversight costs in 1997) 24 21
For the period of January 1, 1996 to August 31, 1997, the Partnership insured
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 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.
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, 1997 and 1996:
Average
Occupancy
1997 1996
Lakewood at Pelham
Greenville, South Carolina 95% 93%
The Partnership's net income as shown in the financial statements for the nine
months ended September 30, 1997, was approximately $62,000 as compared to a net
loss of approximately $61,000 for the corresponding period in 1996. The
Partnership's net income for the three month period ended September 30, 1997 was
approximately $25,000 versus a net loss of approximately $33,000 for the
corresponding period in 1996. The increase in net income for the three and nine
month periods ended September 30, 1997 as compared to the three and nine month
periods ended September 30, 1996 is primarily the result of an increase in
rental income and a decrease in maintenance expense. Rental income increased
due to increases in rental rates and occupancy. Maintenance expense decreased
due to interior and exterior painting projects completed at Lakewood at Pelham
during March 1996 and repaving which occurred in the third quarter of 1996.
Additionally, interest expense decreased as a result of an under-accrual at
December 31, 1995. These items are partially offset by an increase in operating
expense due to rental concessions incurred in order to maintain high occupancy
levels.
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 for 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, there is no guarantee that the General Partner will
be able to sustain such a plan.
At September 30, 1997, the Partnership had unrestricted cash of approximately
$453,000 versus approximately $433,000 at September 30, 1996. Net cash provided
by operating activities increased due to the increase in net income, as
described above, a decrease in escrows for taxes, and a decrease in the change
of accounts payable related to the timing of payments. Net cash used in
investing activities decreased due to a decrease in property improvements and
replacements. Net cash used in financing activities remained stable.
The Partnership has no material capital programs scheduled to be performed in
1997, 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 $5,741,000 has a maturity date of July 1, 2005, at
which time the property will be sold or refinanced. No cash distributions were
recorded during the nine months ended September 30, 1997 or 1996, and none are
expected for the remainder of 1997. Future cash distributions will depend on
the level of net cash generated from operations, a property sale, and the
availability of cash reserves.
On March 9, 1987, the original General Partners, on behalf of the Partnership,
filed a voluntary petition under Chapter 11 of the Federal Bankruptcy Code in
U.S. Bankruptcy Court, Central District Court of California ("Court"). The
Partnership continued as Debtor-In-Possession to operate its business in the
ordinary course subject to control of the Court until the Court confirmed the
Partnership's Plan of Reorganization ("Plan") effective October 25, 1988. The
Plan was approved by all required classes of creditors. In order to attempt to
satisfy the remaining claims under the Plan, the Partnership would be required
to sell the investment property. As an alternative to the sale of the property
the Partnership may attempt to obtain authorization from the Court and the
limited partners to extend the settlement date of October 20, 1998 to a future
period.
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, 1997.
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, 1997