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 June 30, 1998
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 0-13402
Brauvin Real Estate Fund L.P. 4
(Name of small business issuer as specified in its
charter)
Delaware 36-3304339
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
30 North LaSalle Street, Chicago, Illinois 60602
(Address of principal executive offices) (Zip Code)
(312) 759-7660
(Issuer's telephone number)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on
which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
Limited Partnership Interests
(Title of class)
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 issuer was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No .
INDEX
PART I
PAGE
Item 1. Consolidated Financial Statements. . . . . . . . . . . . . . 3
Consolidated Balance Sheet at June 30, 1998. . . . . . . . . 4
Consolidated Statements of Operations for the
six months ended June 30, 1998 and 1997 . . . . . . . . . . 5
Consolidated Statements of Operations for the
three months ended June 30, 1998 and 1997. . . . . . . . . 6
Consolidated Statements of Cash Flows for the
six months ended June 30, 1998 and 1997 . . . . . . . . . . 7
Notes to Consolidated Financial Statements . . . . . . . . . 8
Item 2. Management's Discussion and Analysis
or Plan of Operation . . . . . . . . . . . . . . . . . . . .18
PART II
Item 1. Legal Proceedings. . . . . . . . . . . . . . . . . . . . . .22
Item 2. Changes in Securities. . . . . . . . . . . . . . . . . . . .22
Item 3. Defaults Upon Senior Securities. . . . . . . . . . . . . . .22
Item 4. Submission of Matters to Vote of Security
Holders. . . . . . . . . . . . . . . . . . . . . . . . . . .22
Item 5. Other Information. . . . . . . . . . . . . . . . . . . . . .22
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . .22
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .23
PART I - FINANCIAL INFORMATION
ITEM 1. Consolidated Financial Statements
The following Consolidated Balance Sheet as of June 30, 1998,
Consolidated Statements of Operations for the six months ended June
30, 1998 and 1997, Consolidated Statements of Operations for the
three months ended June 30, 1998 and 1997, and Consolidated
Statements of Cash Flows for the six months ended June 30, 1998 and
1997 for Brauvin Real Estate Fund L.P. 4 (the "Partnership") are
unaudited but reflect, in the opinion of the management, all
adjustments necessary to present fairly the information required.
All such adjustments are of a normal recurring nature.
These financial statements should be read in conjunction with the
financial statements and notes thereto included in the
Partnership's 1997 Annual Report on Form 10-KSB.
CONSOLIDATED BALANCE SHEET
(Unaudited)
June 30,
1998
ASSETS
Investment in real estate:
Land $ 3,710,168
Buildings and improvements 14,514,795
18,224,963
Less accumulated depreciation (5,513,987)
Net investment in real estate 12,710,976
Investment in Sabal Palm Joint
Venture (Note 5) 820,281
Cash and cash equivalents 802,841
Rent receivable (net of
allowance of $184,500) 234,399
Escrow deposits 29,692
Other assets 61,334
Total Assets $14,659,523
LIABILITIES AND PARTNERS' CAPITAL
LIABILITIES:
Mortgage notes payable (Note 3) $11,164,188
Accounts payable and accrued expenses 310,623
Tenant security deposits 56,675
Due to affiliates 51,514
Total Liabilities 11,583,000
MINORITY INTEREST IN STRAWBERRY
JOINT VENTURE (147,700)
PARTNERS' CAPITAL:
General Partners (27,961)
Limited Partners (9,550 limited
partnership units issued and
outstanding) 3,252,184
Total Partners' Capital 3,224,223
Total Liabilities and
Partners' Capital $14,659,523
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the six months ended June 30,
(Unaudited)
1998 1997
INCOME
Rental $ 875,777 $ 892,676
Interest 14,388 18,657
Other, primarily tenant
expense reimbursements 174,577 204,755
Total income 1,064,742 1,116,088
EXPENSES
Interest 540,838 479,727
Depreciation 210,929 221,358
Real estate taxes 140,394 122,905
Repairs and maintenance 34,533 16,653
Management fees (Note 4) 59,250 67,029
Other property operating 58,383 51,653
Provision for impairment 1,564,101 --
General and administrative 191,633 158,887
Total expenses 2,800,061 1,118,212
Loss before minority
and equity interests
in joint ventures (1,735,319) (2,124)
Minority interest's
share of Strawberry
Joint Venture's net loss 683,916 12,915
Equity interest in Sabal
Palm Joint Venture's
net income 50,211 34,217
Net (loss)income $(1,001,192) $ 45,008
Net (loss) income allocated to:
General Partners $ (10,012) $ 450
Limited Partners $ (991,180) $ 44,558
Net (loss) income per
Limited Partnership
Interest (9,550 units
outstanding) $ (103.79) $ 4.67
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the three months ended June 30,
(Unaudited)
1998 1997
INCOME
Rental $ 444,516 $448,821
Interest 7,559 10,212
Other, primarily tenant
expense reimbursements 72,978 119,508
Total income 525,053 578,541
EXPENSES
Interest 269,520 239,128
Depreciation 102,524 109,410
Real estate taxes 70,011 56,731
Repairs and maintenance 9,475 8,169
Management fees (Note 4) 28,350 34,363
Other property operating 24,176 26,647
Provision for impairment 1,564,101 --
General and
administrative 99,537 77,034
Total expenses 2,167,694 551,482
(Loss) income before minority
and equity interests
in joint ventures (1,642,641) 27,059
Minority interest's
share of Strawberry
Joint Venture's net loss 672,529 5,383
Equity interest in Sabal
Palm Joint Venture's
net income (5,360) (10,293)
Net (loss)income $ (975,472) $ 22,149
Net (loss) income allocated to:
General Partners $ (9,755) $ 221
Limited Partners $ (965,717) $ 21,928
Net (loss) income per
Limited Partnership
Interest (9,550 units
outstanding) $ (101.12) $ 2.30
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months June 30,
(Unaudited)
1998 1997
Cash Flows From Operating Activities:
Net (loss) income $ (1,001,192) $ 45,008
Adjustments to reconcile net
income to net cash provided by
operating activities:
Depreciation 210,929 221,358
Provision for impairment 1,564,101 --
Provision for doubtful accounts 78,223 22,987
Minority interest's share of
Strawberry Joint Venture's net loss (683,916) (12,915)
Equity interest in Sabal Palm
Joint Venture net income (50,211) (34,217)
Change in rent receivable (113,283) (37,229)
Change in escrow deposits (22,940) (29,180)
Change in other assets (18,397) (30,037)
Change in accounts payable and
accrued expenses 89,118 119,690
Change in due to affiliates 4,773 12,154
Change in tenant security deposits 14,300 526
Net cash provided by operating
activities 71,505 278,145
Cash Flows From Investing Activities:
Capital expenditures (16,646) (6,902)
Distribution from Sabal Palm Joint
Venture 79,900 13,160
Net cash provided by investing activities 63,254 6,258
Cash Flows From Financing Activities:
Repayment of mortgage notes payable (173,148) (1,058,174)
Loan fees -- (24,605)
Proceeds from mortgage note payable -- 875,000
Net cash used in financing activities (173,148) (207,779)
Net (decrease) increase in cash
and cash equivalents (38,389) 76,624
Cash and cash equivalents at
beginning of year 841,230 844,598
Cash and cash equivalents at
end of period $ 802,841 $ 921,222
Supplemental disclosure of cash flow
information:
Cash paid for interest $ 529,191 $ 477,809
See accompanying notes to consolidated financial statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(1) ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization
Brauvin Real Estate Fund L.P. 4 (the "Partnership") is a Delaware
limited partnership organized for the purpose of acquiring,
operating, holding for investment and disposing of existing office
buildings, medical office centers, shopping centers and industrial
and retail commercial buildings of a general purpose nature, all in
metropolitan areas. The General Partners of the Partnership are
Brauvin Ventures, Inc. and Jerome J. Brault. Mr. Cezar M. Froelich
resigned as a director of the corporate general partner in December
1994, and resigned as an Individual General Partner effective 90
days from August 14, 1997. Brauvin Ventures, Inc. is owned by
A.G.E. Realty Corporation Inc.(50%), and by Messrs. Brault
(beneficially) (25%) and Froelich (25%). A. G. Edwards & Sons,
Inc. and Brauvin Securities, Inc., affiliates of the General
Partners, were the selling agents of the Partnership. The
Partnership is managed by an affiliate of the General Partners.
The Partnership was formed on April 30, 1984 and filed a
Registration Statement on Form S-11 with the Securities and
Exchange Commission which became effective on February 16, 1984.
The sale of the minimum of $1,200,000 of limited partnership
interests of the Partnership (the "Units") necessary for the
Partnership to commence operations was achieved on April 30, 1984.
The Partnership's offering closed on December 31, 1984. A total of
$9,550,000 of Units were subscribed for and issued between February
16, 1984 and December 31, 1984 pursuant to the Partnership's
public offering.
The Partnership has acquired directly or through joint ventures
the land and buildings underlying Fortune Professional Building,
Raleigh Springs Marketplace, Strawberry Fields Shopping Center and
Sabal Palm Shopping Center.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Management's Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
Accounting Method
The accompanying consolidated financial statements have been
prepared using the accrual method of accounting.
Rental Income
Rental income is recognized on a straight line basis over the
life of the related leases. Differences between rental income
earned and amounts due per the respective lease agreements are
credited or charged, as applicable, to deferred rent receivable.
Federal Income Taxes
Under the provisions of the Internal Revenue Code, the
Partnership's income and losses are reportable by the partners on
their respective income tax returns. Accordingly, no provision is
made for Federal income taxes in the financial statements.
Consolidation of Joint Venture Partnership
The Partnership owns a 58% equity interest in an affiliated joint
venture ("Strawberry Joint Venture") which acquired Strawberry
Fields Shopping Center ("Strawberry Fields"). The accompanying
consolidated financial statements have consolidated 100% of the
assets, liabilities, operations and partners' capital of
Strawberry Joint Venture. The minority interest in the
consolidated joint venture is adjusted for the joint venture
partner's share of income or loss and any cash contributions or
cash disbursements from the joint venture partner, Brauvin Real
Estate Fund L.P. 5 ("BREF 5"). All intercompany items and
transactions have been eliminated.
Investment in Joint Venture Partnership
The Partnership owns a 47% equity interest in the Sabal Palm
Joint Venture (see Note 5). Sabal Palm is reported as an
investment in an affiliated joint venture. The accompanying
financial statements include the investment in Sabal Palm Joint
Venture using the equity method of accounting.
Investment in Real Estate
The Partnership's rental properties are stated at cost including
acquisition costs, leasing commissions, tenant improvements and net
of provision for impairment. Depreciation and amortization are
recorded on a straight-line basis over the estimated economic lives
of the properties, which approximate 38 years, and the term of the
applicable leases, respectively. All of the Partnership's
properties are subject to liens under first mortgages (see Note 3).
In 1995, the Partnership adopted Statement of Financial
Accounting Standards No. 121, "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to be Disposed Of"
(SFAS 121). In conjunction with the adoption of SFAS 121, the
Partnership performed an analysis of its long-lived assets, and the
Partnership's management determined that there were no events or
changes in circumstances that indicated that the carrying amount of
the assets may not be recoverable at June 30, 1998 and December 31,
1997, except as disclosed below.
In the second quarter of 1998, the Partnership recorded an
impairment of $1,564,101 related to an other than temporary decline
in the value of real estate for Strawberry Fields. This allowance
has been allocated to land and building based on the original
acquisition percentages.
Cash and Cash Equivalents
Cash and cash equivalents include all highly liquid debt
instruments with an original maturity within three months from date
of purchase.
Estimated Fair Value of Financial Instruments
Disclosure of the estimated fair value of financial instruments
is made in accordance with the requirements of Statement of
Financial Accounting Standards No. 107, "Disclosure About Fair
Value of Financial Instruments." The estimated fair value amounts
have been determined by using available market information and
appropriate valuation methodologies. However, considerable
judgement is necessarily required in interpreting market data to
develop estimates of fair value.
The fair value estimates presented herein are based on
information available to management as of June 30, 1998, but may
not necessarily be indicative of the amounts that the Partnership
could realize in a current market exchange. The use of different
assumptions and/or estimation methodologies may have a material
effect on the estimated fair value amounts.
The carrying amounts of the following items are reasonable
estimates of fair value: cash and cash equivalents; rent
receivable; escrow deposits; accounts payable and accrued expenses;
and due to affiliates.
(2) PARTNERSHIP AGREEMENT
The Partnership Agreement (the "Agreement") provides that 99% of
the net profits and losses from operations of the Partnership for
each fiscal year shall be allocated to the Limited Partners and 1%
of net profits and losses from operations shall be allocated to the
General Partners. The net profit of the Partnership from the sale
or other disposition of a Partnership property shall be allocated
as follows: first, there shall be allocated to the General Partners
the greater of: (i) 1% of such net profits; or (ii) the amount
distributable to the General Partners as Net Sale Proceeds from
such sale or other disposition in accordance with paragraph 2,
SECTION K of the Agreement; and second, all remaining profits shall
be allocated to the Limited Partners. The net loss of the
Partnership from any sale or other disposition of a Partnership
property shall be allocated as follows: 99% of such net loss shall
be allocated to the Limited Partners and 1% of such net loss shall
be allocated to the General Partners.
The Agreement provides that distributions of Operating Cash Flow,
as defined in the Agreement, shall be distributed 99% to the
Limited Partners and 1% to the General Partners. The receipt by
the General Partners of such 1% of Operating Cash Flow shall be
subordinated to the receipt by the Limited Partners of Operating
Cash Flow equal to a 10% per annum, cumulative, non-compounded
return on Adjusted Investment (the "Preferential Distribution"), as
such term is defined in the Agreement. In the event the full
Preferential Distribution is not made in any year (herein referred
to as a "Preferential Distribution Deficiency") and Operating Cash
Flow is available in following years in excess of the Preferential
Distribution for said year, then the Limited Partners shall be paid
such excess Operating Cash Flow until they have been paid any
unpaid Preferential Distribution Deficiency from prior years. Net
Sale Proceeds, as defined in the Agreement, received by the
Partnership shall be distributed as follows: (a) first, to the
Limited Partners until such time as the Limited Partners have been
paid an amount equal to the amount of their Adjusted Investment;
(b) second, to the Limited Partners until such time as the Limited
Partners have been paid an amount equal to any unpaid Preferential
Distribution Deficiency; and (c) third, 85% of any remaining Net
Sale Proceeds to the Limited Partners, and the remaining 15% of the
Net Sale Proceeds to the General Partners.
At June 30, 1998, the Preferential Distribution Deficiency
equaled $10,875,065.
(3) MORTGAGE NOTES PAYABLE
Mortgage notes payable at June 30, 1998 consist of the following:
Interest Date
1998 Rate Due
Raleigh Springs
Marketplace $4,800,988 (a)10% 10/99
Fortune Professional
Building 816,656 (b) 06/99
Strawberry Fields
Shopping Center 5,546,544 (c)9% 12/98
$11,164,188
Maturities of the mortgage notes payable are as follows:
1998 $ 5,612,700
1999 5,551,488
$11,164,188
Raleigh Springs Marketplace ("Raleigh"), Fortune Professional
Building ("Fortune") and Strawberry Fields Shopping Center
("Strawberry Fields") serve as collateral under the respective
nonrecourse debt obligations.
(a) Monthly principal and interest payments are based on a 25-
year amortization schedule.
The carrying value of Raleigh at June 30, 1998 was approximately
$5,744,000.
(b) Prior to June 26, 1997, the Partnership made monthly payments
of interest and principal payments based upon a: (i) 25-year
amortization schedule plus 100% of Available Cash Flow from July 1,
1992 through June 1, 1993; and (ii) 15-year amortization schedule
plus 50% of Available Cash Flow from July 1, 1993 through July 1,
1997.
The lender had the option to accelerate the loan maturity July
1 of each year, if the property was not: (i) in good condition and
repair; (ii) occupied at a rate that was equal to the prevailing
occupancy rate for similar properties in the same locale; and (iii)
leased at rental rates which were at least 90% of the prevailing
rate for similar properties in the same locale. The Partnership was
required to make a balloon mortgage payment in July 1997 of
approximately $934,000.
On June 26, 1997, the Partnership obtained a first mortgage loan
in the amount of $875,000 secured by Fortune, from American
National Bank and Trust Company (the "Replacement Loan"). In
connection with the funding of the Replacement Loan, the
Partnership was required to reduce the principal balance of the
original loan by approximately $59,000, out of cash and cash
equivalents, to release the original mortgage loan and pay loan
fees of approximately $33,000. The Replacement Loan has a floating
interest rate based on American National Bank's prime rate, which
at June 30, 1998 was 8.5%. Principal is being amortized based on
a 15-year amortization period and is payable with interest on a
monthly basis.
The carrying value of Fortune at June 30, 1998 was approximately
$1,620,000.
(c) In February 1993, the Partnership and Strawberry Joint
Venture, finalized a refinancing of the first mortgage loan (the
"Refinancing") on Strawberry Fields with the lender. The
Refinancing became effective retroactive to October 1992. Due to
the Refinancing, the interest rate was reduced to 9% with monthly
payments of interest only from October 1992 through November 1995.
The Strawberry Joint Venture has the option to extend the term of
the loan and make monthly payments of principal and interest from
December 1995 through November 1998, if it is not in default of the
terms of the Refinancing. On September 18, 1995, the Strawberry
Joint Venture notified Lutheran Brotherhood (the "Strawberry
Lender") that it would exercise its option to extend the term of
the Strawberry Fields loan from the original maturity of November
1, 1995 to December 1, 1998. The terms of the extension called for
all provisions of the loan to remain the same except for an
additional monthly principal payment of $12,500. Effective
November 1, 1995, the Strawberry Joint Venture and the Strawberry
Lender agreed to modify the loan by reducing the interest rate to
7.5% for November 1, 1995 through October 31, 1997 and by reducing
the monthly principal payment to $12,000. Commencing November 1,
1997 and through the maturity date, December 1, 1998, the interest
rate reverted to the original 9.0% rate.
The carrying value of Strawberry Fields at June 30, 1998 was
approximately $5,347,000.
The Partnership is required to make balloon mortgage payments for
Fortune in the amount of $758,300 on June 30, 1999 and for
Strawberry Fields in the amount of $5,437,606 at December 1, 1998.
(4) TRANSACTIONS WITH AFFILIATES
Fees and other expenses paid or payable to the General Partners
or their affiliates for the six months ended June 30, 1998 and 1997
were as follows:
1998 1997
Management fees $59,250 $51,197
Reimbursable office expenses 46,050 56,236
Legal fees -- 270
The Partnership believes the amounts paid to affiliates are
representative of amounts which would have been paid to independent
parties for similar services. The Partnership had made all
payments to affiliates, except for $6,908 for legal services and
$8,905 for management fees, as of June 30, 1998. An amount of
$35,700 was due to an affiliate at June 30, 1998, representing an
advance made from BREF 5.
(5) EQUITY INVESTMENT
The Partnership owns a 47% interest in Sabal Palm Joint Venture
("Sabal Palm") and accounts for its investment under the equity
method. The following are condensed financial statements for Sabal
Palm:
June 30,
1998
Land, building and personal
property, net $4,784,125
Other assets 258,344
$5,042,469
Mortgage note payable $3,162,558
Other liabilities 130,962
3,293,520
Partners' capital 1,748,949
$5,042,469
For the six months ended
June 30, June 30,
1998 1997
Rental income $411,147 $374,610
Other income 39,248 52,245
450,395 426,855
Mortgage and
other interest 242,350 153,848
Depreciation 68,224 67,644
Operating and
administrative
expenses 32,989 132,560
343,563 354,052
Net income $106,832 $72,803
Sabal Palm was required to make a balloon mortgage payment in
February 1997. Prior to the scheduled maturity of the then existing
mortgage obligation, the lender granted Sabal Palm an extension
until April 1, 1997. On March 31, 1997, Sabal Palm obtained a new
first mortgage loan in the amount of $3,200,000 (the "First
Mortgage Loan") secured by its real estate, from NationsBanc
Mortgage Capital Corporation. The First Mortgage Loan bears
interest at the rate of 8.93% per annum, is amortized over a 25-
year period, requires monthly payments of principal and interest of
approximately $26,700 and matures on March 26, 2002. A portion of
the proceeds of the First Mortgage Loan, approximately $3,077,000,
was used to retire Sabal Palm's existing mortgage from Lincoln
National Pension Insurance Company. The outstanding mortgage
balance encumbered by the property was $3,162,558 at June 30, 1998.
In the first quarter of 1998, the Partnership became aware that
both Winn-Dixie and Walgreens may vacate their respective spaces at
Sabal Palm prior to their lease termination dates. In the second
quarter of 1998, the Partnership was given official notice that the
Winn-Dixie had vacated its space at the center. Walgreens has not
given official notice that they will vacate their space prior to
their lease termination, the General Partners, however, believe
that there is a likelihood that this tenant will vacate. The
General Partners are working with these tenants to determine their
intent and the most beneficial steps to be taken by the
Partnership. Winn-Dixie remains liable for rental payments under
its lease at Sable Palm until April 2005.
ITEM 2.Management's Discussion and Analysis or Plan of Operation.
General
Certain statements in this Annual Report that are not historical
fact constitute "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. Without
limiting the foregoing, words such as "anticipates," "expects,"
"intends," "plans" and similar expressions are intended to identify
forward-looking statements. These statements are subject to a
number of risks and uncertainties. Actual results could differ
materially from those projected in the forward-looking statements.
The Partnership undertakes no obligation to update these forward-
looking statements to reflect future events or circumstances.
Year 2000
In 1997, the Partnership initiated the conversion from its
existing accounting software to a program that is year 2000
compliant. Management has determined that the year 2000 issue will
not pose significant operational problems for its computer system.
All costs associated with this conversion are being expensed as
incurred, and are not material.
Also in 1997, management of the Partnership initiated formal
communications with all of its significant third party vendors,
service providers and financial institutions to determine the
extent to which the Partnership is vulnerable to those third
parties failure to remedy their own year 2000 issue. There can be
no guarantee that the systems of these third parties will be timely
converted and would not have an adverse effect on the Partnership.
Liquidity and Capital Resources
The Partnership intends to satisfy its short-term liquidity needs
through cash flow from the properties. Long-term liquidity needs
are expected to be satisfied through refinancing or modification of
the mortgages at more favorable interest rates.
Fortune was required to make a balloon mortgage payment in July
1997 of approximately $934,000. On June 26, 1997, the Partnership
obtained the Replacement Loan in the amount of $875,000 secured by
Fortune, from American National Bank and Trust Company. In
connection with the funding of the Replacement Loan, the
Partnership was required to reduce the outstanding principal
balance of the original mortgage loan by approximately $59,000, out
of cash and cash equivalents, to release the original mortgage loan
and pay loan fees of approximately $24,600. The Replacement Loan
has a floating interest rate based on American National Bank's
prime rate, which at June 30, 1998 was 8.5%. Principal is being
amortized based on a 15-year amortization period and is payable
with interest on a monthly basis. The Replacement Loan matures on
June 30, 1999 at which time a balloon mortgage payment in the
amount of approximately $758,300 will be due.
As a result of a recent decline in the Albuquerque, New Mexico
office market, the General Partners have decided not to continue to
market this property for sale at this time. The occupancy level at
Fortune at June 30, 1998 was 68%, compared to 75% at December 31,
1997 and 86% at June 30, 1997. Fortune had a negative cash flow
for the six months ended June 30, 1998. The Partnership is
currently working to improve the occupancy rate at Fortune and upon
successful releasing of the vacant space the General Partners will
reassess the potential sale of the property.
Raleigh Springs has continued to generate a slight positive
operating cash flow despite losing T.J. Maxx, an anchor tenant,
which occupied 21% of the total space. In November 1996, Methodist
Hospital entered into a lease for approximately 9,500 square feet.
The remaining space is currently being marketed both regionally and
nationally. The occupancy level at Raleigh at June 30, 1998 was
81%, compared to 78% at December 31, 1997 and 78% at June 30, 1997.
The occupancy level at Strawberry Fields at June 30, 1998 was 87%,
compared to 86% at December 31, 1997 and 88% at June 30, 1997.
Strawberry Fields had a negative cash flow for the six months ended
June 30, 1998.
On September 18, 1995, the Strawberry Joint Venture notified the
Strawberry Lender that it would exercise its option to extend the
term of the Strawberry Fields loan from the original maturity of
November 1, 1995 to December 1, 1998. The terms of the extension
called for all provisions of the loan to remain the same except for
an additional monthly principal payment of $12,500. Effective
November 1, 1995, the Strawberry Joint Venture and the Strawberry
Lender agreed to modify the loan by reducing the interest rate to
7.5% for November 1, 1995 through October 31, 1997 and by reducing
the monthly principal payment to $12,000. As of November 1, 1997
and through the maturity date, December 1, 1998, the interest rate
reverted to the original 9.0% rate.
In the second quarter of 1998, the Partnership recorded an
impairment of $1,564,101 related to an other than temporary decline
in the value of real estate for the Strawberry Fields property.
This allowance has been allocated to land and building based on the
original acquisition percentages.
At Sabal Palm, the Partnership and its joint venture partner are
working to improve the occupancy level of the shopping center which
stood at 96% as of June 30, 1998. Although the Sabal Palm retail
market appears to be over built, the occupancy level of the
building has stayed relatively constant and it has generated
positive cash flow since the joint venture acquired the property in
1986.
In the first quarter of 1998, the Partnership became aware that
both Winn-Dixie and Walgreens may vacate their respective spaces at
Sabal Palm prior to their lease termination dates. In the second
quarter of 1998, the Partnership was given official notice that the
Winn-Dixie had vacated its space at the center. Walgreens has not
given official notice that they will vacate their space prior to
their lease termination, the General Partners, however, believe
that there is a likelihood that this tenant will vacate. The
General Partners are working with these tenants to determine their
intent and the most beneficial steps to be taken by the
Partnership. Winn-Dixie remains liable for rental payments under
its lease at Sable Palm until April 2005.
Sabal Palm was required to make a balloon mortgage payment in
February 1997. Prior to the scheduled maturity of the First
Mortgage Loan, the lender granted Sabal Palm an extension until
April 1, 1997. On March 31, 1997, Sabal Palm obtained a first
mortgage loan in the amount of $3,200,000 (the "First Mortgage
Loan") secured by its real estate, from NationsBanc Mortgage
Capital Corporation. The First Mortgage Loan bears interest at the
rate of 8.93% per annum, is amortized over a 25-year period,
requires monthly payments of principal and interest of
approximately $26,700 and matures on March 26, 2002. A portion of
the proceeds of the First Mortgage Loan, approximately $3,077,000,
was used to retire Sabal Palm's existing mortgage from Lincoln
National Pension Insurance Company. The outstanding mortgage
balance encumbered by the property was $3,162,558 at June 30, 1998.
The General Partners expect to distribute proceeds from
operations, if any, and from the sale of real estate to Limited
Partners in a manner that is consistent with the investment
objectives of the Partnership. Management of the Partnership
believes that cash needs may arise from time to time which will
have the effect of reducing distributions to Limited Partners to
amounts less than would be available from refinancings or sale
proceeds. These cash needs include, among other things,
maintenance of working capital reserves in compliance with the
Agreement as well as payments for major repairs, tenant
improvements and leasing commissions in support of real estate
operations.
Results of Operations - Six Months Ended June 30, 1998 and 1997
(Amounts rounded to 000's)
The Partnership generated a net loss of $1,001,000 for the six
months ended June 30, 1998 as compared to net income of $45,000 for
the same six month period in 1997. The $1,046,000 decrease was
primarily due to a $1,564,000 increase in the provision for
impairment. Partially offsetting this increase was the minority
interest's share of Strawberry Joint Venture's net loss of
$684,000.
Total income for the six months ended June 30, 1998 was
$1,065,000 as compared to $1,116,000 for the same six month period
in 1997, a decrease of $51,000. The $51,000 decrease resulted from
a decrease of $15,000 in deferred rental income at Strawberry, a
decrease of $55,000 in other income (tenant reimbursements) at
Raleigh, and a decrease of $32,000 in rental income at Fortune. The
decrease in rental income at Fortune was the result of a decrease
in the occupancy rate from 86% to 68%, respectively, at June 30,
1997 and 1998. Partially offsetting the decrease in total income
were increases of $26,000 in other income at Strawberry and $26,000
in rental income at Raleigh. The increase in rental income at
Raleigh resulted from an increase in the occupancy rate from 78% to
81%, respectively, at June 30, 1997 and 1998.
For the six months ended June 30, 1998 total expenses were
$2,800,000 as compared to $1,118,000 for the same six month period
in 1997, an increase of $1,682,000. This increase in total expenses
was primarily a result of increases in provision for impairment and
interest expense. The provision for impairment at Strawberry was
$1,564,000 for the six months ended June 30, 1998 as compared to
$0 for the same six month period in 1997, an increase of
$1,564,000. Interest expense was $541,000 for the six months ended
June 30, 1998 as compared to $480,000 for the same six month period
in 1997, an increase of $62,000. This increase was caused
primarily by the increase in the interest rate at Fortune from 3%
in 1997 to 8.5% in 1998. In addition, interest expense also
increased as a result of the interest rate for Strawberry's
mortgage loan reverting to 9.0% from 7.5% in November 1997.
Results of Operations - Three Months Ended June 30, 1998 and 1997
(Amounts rounded to 000's)
The Partnership generated a net loss of $975,000 for the three
months ended June 30, 1998 as compared to net income of $22,000 for
the same three month period in 1997. The $997,000 decrease was
primarily due to a $1,564,000 increase in the provision for
impairment. Partially offsetting this increase was the minority
interest's share of Strawberry Joint Venture's net loss of
$673,000.
Total income for the three months ended June 30, 1998 was
$525,000 as compared to $579,000 for the same three month period in
1997, a decrease of $54,000. The $54,000 decrease resulted from a
decrease of $8,000 in deferred rental income at Strawberry, a
decrease of $47,000 in other income (tenant reimbursements) at
Raleigh, and a decrease of $15,000 in rental income at Fortune. The
decrease in rental income at Fortune was the result of a decrease
in the occupancy rate from 86% to 68%, respectively, at June 30,
1997 and 1998. Partially offsetting the decrease in total income
was the increase of $18,000 in rental income at Raleigh. The
increase in rental income at Raleigh resulted from an increase in
the occupancy rate from 78% to 81%, respectively, at June 30, 1997
and 1998.
For the three months ended June 30, 1998 total expenses were
$2,168,000 as compared to $552,000 for the same three month period
in 1997, an increase of $1,616,000. This increase in total expenses
was primarily a result of increases in the provision for impairment
and interest expense. The provision for impairment at Strawberry
was $1,564,000 for the three months ended June 30, 1998 as compared
to $0 for the same three month period in 1997, an increase of
$1,564,000. Interest expense was $270,000 for the three months
ended June 30, 1998 as compared to $240,000 for the same three
month period in 1997, an increase of $30,000. This increase was
caused primarily by the increase in the interest rate at Fortune
from 3% in 1997 to 8.5% in 1998. In addition, interest expense
also increased as a result of the interest rate for Strawberry's
mortgage loan reverting to 9.0% from 7.5% in November 1997.
PART II - OTHER INFORMATION
ITEM 1. Legal Proceedings.
None.
ITEM 2. Changes in Securities.
None.
ITEM 3. Defaults Upon Senior Securities.
None.
ITEM 4. Submission of Matters to a Vote of Security
Holders.
None.
ITEM 5. Other Information.
None.
ITEM 6. Exhibits and Reports On Form 8-K.
Exhibit 27. Financial Data Schedule.
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.
BY: Brauvin Ventures, Inc.
Corporate General Partner of
Brauvin Real Estate Fund L.P. 4
BY: /s/ Jerome J. Brault
Jerome J. Brault
Chairman of the Board of
Directors and President
DATE: August 14, 1998
BY: /s/ Thomas E. Murphy
Thomas E. Murphy
Chief Financial Officer and
Treasurer
DATE: August 14, 1998