August 14, 2002
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Boston Financial Qualified Housing Tax Credits L.P. V
Report on Form 10-QSB for the Quarter Ended June 30, 2002
File Number 0-19706
Dear Sir/Madam:
Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of
1934, filed herewith one copy of subject report.
Very truly yours,
/s/Stephen Guilmette
Stephen Guilmette
Assistant Controller
QH5-Q1.DOC
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2002
-------------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 0-19706
Boston Financial Qualified Housing Tax Credits L.P. V
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Massachusetts 04-3054464
- -------------------------------------------------- ------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
101 Arch Street, Boston, MA 02110-1106
- ------------------------------------------------------ -----------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 439-3911
-----------------------------
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 .
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION Page No.
- ------------------------------ --------
Item 1. Financial Statements
Balance Sheet (Unaudited) - June 30, 2002 1
Statements of Operations (Unaudited) - For the Three
Months Ended June 30, 2002 and 2001 2
Statement of Changes in Partners' Equity (Deficiency)
(Unaudited) - For the Three Months Ended June 30,
2002 3
Statements of Cash Flows (Unaudited) - For the Three
Months Ended June 30, 2002 and 2001 4
Notes to the Financial Statements (Unaudited) 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II - OTHER INFORMATION
Items 1-6 10
SIGNATURE 11
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
BALANCE SHEET
June 30, 2002
(Unaudited)
Assets
Cash and cash equivalents $ 1,399,775
Marketable securities, at fair value 1,528,277
Investments in Local Limited Partnerships, net (Note 1) 13,319,677
Restricted cash 100,272
Other assets 25,267
-------------
Total Assets $ 16,373,268
==============
Liabilities and Partners' Equity
Accounts payable to affiliate $ 53,783
Accrued expenses 27,486
Deferred revenue 100,272
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Total Liabilities 181,541
-------------
General, Initial and Investor Limited Partners' Equity 16,165,714
Net unrealized gains on marketable securities 26,013
-------------
Total Partners' Equity 16,191,727
-------------
Total Liabilities and Partners' Equity $ 16,373,268
=============
The accompanying notes are an integral part of
these financial statements.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
STATEMENTS OF OPERATIONS
For the Three Months Ended June 30, 2002 and 2001
(Unaudited)
2002 2001
------------- -------------
Revenue:
Investment $ 29,589 $ 42,002
Other 101,550 22,800
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Total Revenue 131,139 64,802
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Expenses:
General and administrative (includes
reimbursements to an affiliate in the
amounts of $105,612 and $66,675, respectively) 132,381 97,651
Asset management fees, affiliate 65,605 64,572
Provision for valuation of advances to Local Limited Partnerships 21,360 -
Amortization 5,586 5,899
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Total Expenses 224,932 168,122
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Loss before equity in losses of
Local Limited Partnerships (93,793) (103,320)
Equity in losses of Local Limited
Partnerships (Note 1) (452,881) (402,182)
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Net Loss $ (546,674) $ (505,502)
============= =============
Net Loss allocated:
General Partners $ (5,467) $ (5,055)
Limited Partners (541,207) (500,447)
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$ (546,674) $ (505,502)
============= =============
Net Loss per Limited Partner Unit
(68,929 Units) $ (7.85) $ (7.26)
============= ==============
The accompanying notes are an integral part of
these financial statements.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIENCY)
For the Three Months Ended June 30, 2002
(Unaudited)
Initial Investor Net
General Limited Limited Unrealized
Partners Partner Partners Gains Total
----------- ------------- ----------- ---------- ---------
Balance at March 31, 2002 $ (424,983) $ 5,000 $ 17,132,371 $ 25,150 $ 16,737,538
----------- --------- -------------- ----------- -------------
Comprehensive Income (Loss):
Change in net unrealized
gains on marketable securities
available for sale - - - 863 863
Net Loss (5,467) - (541,207) - (546,674)
----------- --------- -------------- ----------- -------------
Comprehensive Income (Loss) (5,467) - (541,207) 863 (545,811)
----------- --------- -------------- ----------- -------------
Balance at June 30, 2002 $ (430,450) $ 5,000 $ 16,591,164 $ 26,013 $ 16,191,727
=========== ========= ============== =========== =============
The accompanying notes are an integral part of
these financial statements.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
For the Three Months Ended June 30, 2002 and 2001
(Unaudited)
2002 2001
------------- -----------
Net cash used for operating activities $ (230,355) $ (245,802)
Net cash provided by investing activities 506,380 80,076
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Net increase (decrease) in cash and cash equivalents 276,025 (165,726)
Cash and cash equivalents, beginning 1,123,750 573,599
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Cash and cash equivalents, ending $ 1,399,775 $ 407,873
============= ===========
The accompanying notes are an integral part of
these financial statements.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
Notes to the Financial Statements
(Unaudited)
The unaudited financial statements presented herein have been prepared in
accordance with the instructions to Form 10-QSB and do not include all of the
information and note disclosures required by accounting principles generally
accepted in the United States of America. These statements should be read in
conjunction with the financial statements and notes thereto included with the
Partnership's Form 10-KSB for the year ended March 31, 2002. In the opinion of
management, these financial statements include all adjustments, consisting only
of normal recurring adjustments, necessary to present fairly the Partnership's
financial position and results of operations. The results of operations for the
periods may not be indicative of the results to be expected for the year.
The Managing General Partner of the Partnerships has elected to report results
of the Local Limited Partnerships in which the Partnership has a limited
partnership interest, on a 90 day lag basis because the Local Limited
Partnerships report their results on a calendar year basis. Accordingly, the
financial information of the Local Limited Partnerships included in the
accompanying financial statements is as of March 31, 2002 and 2001.
1. Investments in Local Limited Partnerships
The Partnership has limited partnership interests in twenty-six Local Limited
Partnerships which were organized for the purpose of owning and operating
multi-family housing complexes, most of which are government-assisted. Upon
dissolution of the Local Limited Partnerships, proceeds will be distributed
according to the respective Local Limited Partnership agreements.
The following is a summary of investments in Local Limited Partnerships at June
30, 2002:
Capital contributions and advances paid to Local Limited Partnerships and
purchase price paid to withdrawing partners of Local Limited Partnerships $ 55,658,588
Cumulative equity in losses of Local Limited Partnerships (excluding cumulative
unrecognized losses of $5,729,440) (39,663,348)
Cumulative cash distributions received from Local Limited Partnerships (2,552,128)
-------------
Investments in Local Limited Partnerships before adjustment 13,443,112
Excess of investment cost over the underlying net assets acquired:
Acquisition fees and expenses 1,006,357
Cumulative amortization of acquisition fees and expenses (278,705)
-------------
Investments in Local Limited Partnerships prior to reserve for valuation 14,170,764
Reserve for valuation of investments in Local Limited Partnerships (851,087)
-------------
Investments in Local Limited Partnerships $ 13,319,677
=============
For the three months ended June 30, 2002, the Partnership advanced $21,360 to
one of the Local Limited Partnerships, all of which was reserved. The
Partnership has recorded a reserve for valuation for its investments in Local
Limited Partnerships because there is evidence of a non-temporary decline in the
recoverable amounts of one of the Local Limited Partnerships.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
Notes to the Financial Statements (continued)
(Unaudited)
1. Investments in Local Limited Partnerships (continued)
----------------------------------------------------
The Partnership's share of the net losses of the Local Limited Partnerships for
the three months ended June 30, 2002 is $773,671. For the three months ended
June 30, 2002, the Partnership has not recognized $320,790 of equity in losses
relating to Local Limited Partnerships where cumulative equity in losses and
cumulative distributions exceeded its total investment in these Local Limited
Partnerships.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Certain matters discussed herein constitute forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. The
Partnership intends such forward-looking statements to be covered by the safe
harbor provisions for forward-looking statements and is including this statement
for purposes of complying with these safe harbor provisions. Although the
Partnership believes the forward-looking statements are based on reasonable
assumptions, the Partnership can give no assurance that its expectations will be
attained. Actual results and timing of certain events could differ materially
from those projected in or contemplated by the forward-looking statements due to
a number of factors, including, without limitation, general economic and real
estate conditions and interest rates.
Accounting Polices
The Partnership's accounting polices include those that relate to its
recognition of investments in Local Limited Partnerships using the equity method
of accounting. The Partnership's policy is as follows:
The Partnership accounts for its investments in Local Limited Partnerships using
the equity method of accounting because the Partnership does not have control
over the major operating and financial policies of the Local Limited
Partnerships in which it invests.
Under the equity method, the investment is carried at cost, adjusted for the
Partnership's share of net income or loss and for cash distributions from the
Local Limited Partnerships; equity in income or loss of the Local Limited
Partnerships is included currently in the Partnership's operations. Under the
equity method, a Local Limited Partnership investment will not be carried below
zero. To the extent that equity in losses are incurred when the Partnership's
carrying value of the respective Local Limited Partnership has been reduced to a
zero balance, the losses will be suspended and offset against future income.
Income from Partnership investments where cumulative equity in losses plus
cumulative distributions have exceeded the total investment in Local Limited
Partnerships will not be recorded until all of the related unrecorded losses
have been offset. To the extent that a Local Limited Partnership with a carrying
value of zero distributes cash to the Partnership, that distribution is recorded
as income on the books of the Partnership and is included in "Other Revenue" in
the accompanying financial statements.
Liquidity and Capital Resources
At June 30, 2002, the Partnership had cash and cash equivalents of $1,399,775,
compared with $1,123,750 at March 31, 2002. The increase is attributable to
proceeds from sales and maturities of marketable securities and cash
distributions received from Local Limited Partnerships, partially offset by net
cash used for operations.
The Managing General Partner initially designated 4% of the Gross Proceeds as
Reserves as defined in the Partnership Agreement. The Reserves were established
to be used for working capital of the Partnership and contingencies related to
the ownership of Local Limited Partnership interests. The Managing General
Partner may increase or decrease such Reserves from time to time, as it deems
appropriate. At June 30, 2002, approximately $2,214,000 of cash, cash
equivalents and marketable securities has been designated as Reserves.
To date, professional fees relating to various Property issues totaling
approximately $195,000 have been paid from Reserves. To date, Reserve funds in
the amount of approximately $128,000 also have been used to make additional
capital contributions to one Local Limited Partnership. In the event a Local
Limited Partnership encounters operating difficulties requiring additional
funds, the Partnership's management might deem it in its best interest to
voluntarily provide such funds in order to protect its investment. As of June
30, 2002, the Partnership has advanced approximately $221,000 to Local Limited
Partnerships to fund operating deficits.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Liquidity and Capital Resources (continued)
- ------------------------------------------
The Managing General Partner believes that the investment income earned on the
Reserves, along with cash distributions received from Local Limited
Partnerships, to the extent available, will be sufficient to fund the
Partnership's ongoing operations. Reserves may be used to fund Partnership
operating deficits, if the Managing General Partner deems funding appropriate.
If Reserves are not adequate to cover the Partnership's operations, the
Partnership will seek other financing sources including, but not limited to, the
deferral of Asset Management Fees paid to an affiliate of the Managing General
Partner or working with Local Limited Partnerships to increase cash
distributions.
Since the Partnership invests as a limited partner, the Partnership has no
contractual duty to provide additional funds to Local Limited Partnerships
beyond its specified investment. Thus, at June 30, 2002, the Partnership had no
contractual or other obligation to any Local Limited Partnership which had not
been paid or provided for.
Cash distributions
No cash distributions were made during the three months ended June 30, 2002.
Results of Operations
The Partnership's results of operations for the three months ended June 30, 2002
resulted in a net loss of $546,674, as compared to a net loss of $505,502 for
the same period in 2001. The increase in net loss is primarily attributable to
an increase in equity in losses of Local Limited Partnerships as well as
increases in general and administrative expenses and provision for valuation of
advances to Local Limited Partnerships. These effects were partially offset by
an increase in other revenue. Equity in losses of Local Limited Partnerships
increased primarily due to increases in operating expenses, partially offset by
increases in revenue. The increase in general and administrative expense is
primarily due to charges from an affiliate of a General Partner for
administrative expenses necessary for the operation of the Partnership related
to the year ended March 31, 2002 which are being expensed in the three months
ended June 30, 2002. The increase in provision for valuation of advances to
Local Limited Partnerships is the result of a reserve for advances made to one
Local Limited Partnership. The increase in other revenue relates to the timing
of distributions received by the Partnership from Local Limited Partnerships,
and an increase in distributions from Local Limited Partnerships with carrying
values of zero.
Property Discussions
The Partnership's investment portfolio consists of limited partnership interests
in 26 Local Limited Partnerships, each of which owns and operates a multi-family
apartment complex. A majority of the Properties have stabilized operations and
operate above break-even. A few Properties generate cash flow deficits that the
Local General Partners of those Properties fund through project expenses loans,
subordinated loans or operating escrows. However, some Properties have
persistent operating difficulties that could either: i) have an adverse impact
on the Partnership's liquidity; ii) result in their foreclosure or iii) result
in the Managing General Partner deeming it appropriate for the Partnership to
dispose of its interest in the Property. Also, the Managing General Partner, in
the normal course of the Partnership's business, may desire to dispose of
certain Local Limited Partnerships. The following Property discussions focus
only on such Properties.
Operations at Historic New Center, located in Detroit, Michigan, continue to
struggle. The Property suffers from poor location and security issues.
Vandalism has caused an increase in maintenance and repair expenses and has
negatively affected the Property's occupancy levels and tenant profile.
The Property has had several changes in site management in the past 12-18
months and is currently managed by an affiliate of the Local General Partner.
Efforts
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Property Discussions (continued)
- -------------------------------
to increase curb appeal and increase qualified tenant traffic have not
materially improved occupancy. Advances from the Local General Partner and the
Partnership have enabled the property to remain current on its mortgage
obligations. The Managing General Partner will continue to closely monitor the
site manager's efforts to improve Property operations; however, due to the
Property's continuing struggles, the Managing General Partner is concerned about
its long-term viability.
As previously reported regarding Westgate, located in Bismarck, North Dakota, in
order to protect the remaining tax credits generated by the Property, the
Managing General Partner consummated the transfer of 50% of the Partnership's
capital and profits in the Local Limited Partnership to an affiliate of the
Local General Partner in November 1997. The Managing General Partner also had
the right to transfer the Partnership's remaining interest to the Local General
Partner any time after one year from the initial transfer. However, due to
subsequent transfers by the Local General Partner of its interest in the
Property, the date when the Managing General Partner had the right to transfer
the remaining interest did not occur until September 1, 2001. The agreement
allowed the Partnership to retain its full share of the Property's tax credits
until such time as the remaining interest is put to the new Local General
Partner. The Property generated its last amount of tax credits during 2001.
Further, the new Local General Partner has the right to call the remaining
interest after the tax credit period has expired.
Historically, Carib Villas II and Carib Villas III, located in St. Croix, Virgin
Islands, have struggled to maintain stabilized occupancy. Also, due to the
Properties' proximity to the ocean, weather conditions erode their physical
condition quickly, and therefore, maintenance issues are a concern. In April
2000, a replacement site management company was brought in to manage the
Properties' operations. The replacement site management company stated its
desire to purchase the General and Limited Partner interests in the Properties
and, effective January 1, 2001, assumed the Local General Partner interest in
the properties. The Managing General Partner negotiated a plan that ultimately
transfers the Partnership's interests in the Properties to the new Local General
Partner. The plan includes provisions to minimize the risk of recapture. The new
Local General Partner has completed many capital improvements and greatly
improved operations at the Property.
A newly constructed property adjacent to Whispering Trace, located in Woodstock,
Georgia, began operations during 2001. Although the new property has had
difficulties in completing initial lease-up due to a lack of qualified tenants,
its superior amenities and curb appeal allow it to have a competitive advantage
over Whispering Trace. As a result, occupancy at Whispering Trace has declined
and the Property has incurred significant capital expenditures in order to
maintain competitive in the market place. It may become necessary for the
Managing General Partner to use some of the Partnership's reserves to fund
operating deficits.
The Partnership has implemented policies and practices for assessing potential
impairment of its investments in Local Limited Partnerships. Real estate experts
analyze the investments to determine if impairment indicators exist. If so, the
carrying value is compared to the undiscounted future cash flows expected to be
derived from the asset. If a significant impairment in carrying value exits, a
provision to write down the asset to fair value will be recorded in the
Partnership's financial statements.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
PART II OTHER INFORMATION
Items 1-5 Not applicable
Item 6 Exhibits and reports on Form 8-K
(a) Exhibits - None
(b) Reports on Form 8-K - No reports on Form 8-K were filed
during the quarter ended June 30, 2002.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
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.
DATED: August 14, 2002 BOSTON FINANCIAL QUALIFIED HOUSING
TAX CREDITS L.P. V
By: Arch Street VIII, Inc.,
its Managing General Partner
/s/Jenny Netzer
-------------------------------
Jenny Netzer
Principal, Head of Housing and
Community Investment