UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(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, 2009
----------------------------------
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 0-19706
Boston Financil 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, Massachusetts 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 .
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ___ Accelerated Filer ___
Non-accelerated filer ___ Smaller reporting company X
(Do not check if a smaller reporting company) -------
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).
Yes No X .
____ ____
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 - June 30, 2009 (Unaudited) and March 31, 2009 (Audited) 1
Statements of Operations (Unaudited) - For the Three
Months Ended June 30, 2009 and 2008 2
Statement of Changes in Partners' Equity
(Unaudited) - For the Three Months Ended June 30,
2009 3
Statements of Cash Flows (Unaudited) - For the Three
Months Ended June 30, 2009 and 2008 4
Notes to the Financial Statements (Unaudited) 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
Item 3. Quantitative and Qualitative Disclosures About Market Risk 13
Item 4. Controls and Procedures 13
PART II - OTHER INFORMATION
Items 1-6 14
SIGNATURE 15
CERTIFICATIONS 16
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
BALANCE SHEET
June 30, 2009 (Unaudited) and March 31, 2009 (Audited)
Assets June 30 March 31
- -------- ------------------ ----------------
Cash and cash equivalents $ 2,022,255 $ 2,097,247
Restricted cash - 19,639
Investments in Local Limited Partnerships (Note 1) 1,236,235 1,223,551
---------------- ----------------
Total Assets $ 3,258,490 $ 3,340,437
================ ================
Liabilities and Partners' Equity
- --------------------------------
Due to affiliate $ 80,656 $ 92,361
Accrued expenses 73,433 53,672
Deferred revenue - 19,639
---------------- ----------------
Total Liabilities 154,089 165,672
General, Initial and Investor Limited Partners' Equity 3,104,401 3,174,765
---------------- ---------------
Total Liabilities and Partners' Equity $ 3,258,490 $ 3,340,437
================ ================
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, 2009 and 2008
(Unaudited)
2009 2008
---------------- ---------------
Revenue:
Investment $ 7,772 $ 9,278
Recovery of valuation allowance on advances to Local Limited
Partnerships - 160,000
Cash distribution income 19,662 153,491
---------------- ----------------
Total Revenue 27,434 322,769
---------------- ----------------
Expense:
Asset management fees, affiliate 78,555 78,476
General and administrative (includes reimbursements to
an affiliate in the amount of $2,114 and $11,327
in 2009 and 2008, respectively) 31,927 36,728
Amortization 1,275 1,389
---------------- ----------------
Total Expense 111,757 116,593
---------------- ----------------
Income (loss) before equity in income (losses) of Local Limited Partnerships
and loss on sale of investments in Local Limited Partnerships (84,323) 206,176
Equity in income (losses) of Local Limited Partnerships (Note 1) 13,959 (81,642)
Loss on sale of investments in Local Limited Partnerships - (54,856)
----------------- -----------------
Net Income (Loss) $ (70,364) $ 69,678
================= =================
Net Income (Loss) allocated:
General Partners $ (704) $ 697
Limited Partners (69,660) 68,981
----------------- ----------------
$ (70,364) $ 69,678
================= ==============
Net Income (Loss) per Limited Partner Unit
(68,929 Units) $ (1.01) $ 1.00
================= ==============
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
For the Three Months Ended June 30, 2009
(Unaudited)
Initial Investor
General Limited Limited
Partners Partner Partners Total
------------- ------------- -------------- ------------
Balance at March 31, 2009 $ 31,654 $ 5,000 $ 3,138,111 $ 3,174,765
Net Loss (704) - (69,660) (70,364)
------------- -------------- -------------- --------------
Balance at June 30, 2009 $ 30,950 $ 5,000 $ 3,068,451 $ 3,104,401
============= ============== ============== ==============
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, 2009 and 2008
(Unaudited)
2009 2008
------------- ------------
Net cash provided by (used for) operating activities $ (74,992) $ 88,608
Net cash provided by investing activities - 29,000
------------- -------------
Net increase (decrease) in cash and cash equivalents (74,992) 117,608
Cash and cash equivalents, beginning 2,097,247 2,185,265
------------- -------------
Cash and cash equivalents, ending $ 2,022,255 $ 2,302,873
============= =============
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-Q 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-K for the year ended March 31, 2009. In the opinion of the
Managing General Partner, 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 Partnership has elected to report results of
the Local Limited Partnerships 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 that is included in the
accompanying financial statements is as of March 31, 2009 and 2008.
Generally, profits, losses, tax credits and cash flows from operations are
allocated 99% to the Limited Partners and 1% to the General Partners. Net
proceeds from a sale or refinancing will be allocated 95% to the Limited
Partners and 5% to the General Partners after certain priority payments. The
General Partners may have an obligation to fund deficits in their capital
accounts, subject to limits set forth in the Partnership Agreement. However, to
the extent that the General Partners' capital accounts are in a deficit
position, certain items of net income may be allocated to the General Partners
in accordance with the Partnership Agreement.
1. Investments in Local Limited Partnerships
______________________________________________
The Partnership has a limited partnership interest in one Local Limited
Partnership which was organized for the purpose of owning and operating
multi-family housing complexes, and is government-assisted. The Partnership's
ownership interest in the Local Limited Partnership is 99%. The Partnership may
have negotiated or may negotiate options with the Local General Partners to
purchase or sell the Partnership's interest in the Local Limited Partnership at
the end of the Compliance Period at nominal prices. In the event that the Local
Limited Partnership is sold to third parties or upon dissolution of the Local
Limited Partnership, proceeds will be distributed according to the terms of the
Local Limited Partnership agreement.
The following is a summary of investment in Local Limited Partnership at June
30, 2009 and March 31, 2009:
June 30, March 31,
Capital contributions paid to Local Limited Partnership and purchase price --------------- ---------------
paid to withdrawing partners of Local Limited Partnership $ 5,811,236 $ 5,811,236
Cumulative equity in losses of Local Limited Partnership (2,284,409) (2,298,368)
Cumulative cash distributions received from Local Limited Partnership (19,610) (19,610)
---------------- -----------------
Investment in Local Limited Partnership before adjustments 3,507,217 3,493,258
Excess investment costs over the underlying assets acquired:
Acquisition fees and expenses 178,600 178,600
Cumulative amortization of acquisition fees and expenses (85,582) (84,307)
---------------- ----------------
Investment in Local Limited Partnership before valuation allowance 3,600,235 3,587,551
Valuation allowance on investment in Local Limited Partnership (2,364,000) (2,364,000)
---------------- ----------------
Investment in Local Limited Partnership $ 1,236,235 $ 1,223,551
================ ================
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 has also recorded a valuation allowance for its investment in
the Local Limited Partnership in order to appropriately reflect the estimated
net realizable value of this investment.
The Partnership's share of the net income (losses) of the Local Limited
Partnership for the three months ended June 30, 2009 is $13,959 and $226,083,
respectively. For the three months ended June 30, 2008, the Partnership has not
recognized $144,441 of equity in losses relating to certain Local Limited
Partnerships in which the cumulative equity in losses and cumulative
distributions exceeded its total investments in these Local Limited
Partnerships.
2. Fair Value Measurements
_____________________________
SFAS No. 157
_____________
In September 2006, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 157, "Fair Value Measurements" ("SFAS No. 157"), which provides enhanced
guidance for using fair value to measure assets and liabilities. SFAS No. 157
establishes a common definition of fair value, provides a framework for
measuring fair value under U.S. generally accepted accounting principles and
expands disclosure requirements about fair value measurements. SFAS No. 157 is
effective for financial statements issued in fiscal years beginning after
November 15, 2007, and interim periods within those fiscal years. In February
2008, the FASB issued FASB Staff Position 157-2, "Effective Date of FASB
Statement No. 157", which delays the effective date of SFAS No. 157 for all
nonfinancial assets and liabilities except those that are recognized or
disclosed at fair value in the financial statements on at least an annual basis
until November 15, 2008. The Partnership adopted the provisions of SFAS No. 157
for financial assets and liabilities recognized at fair value on a recurring
basis effective April 1, 2008. The partial adoption of SFAS No. 157 did not have
a material impact on the Partnership's Financial Statements. The Partnership
does not expect the adoption of the remaining provisions of SFAS No. 157 to have
a material effect on the Partnership's financial position, operations or cash
flow. This standard requires that a Partnership measure its financial assets and
liabilities using inputs from the three levels of the fair value hierarchy. A
financial asset or liability classification within the hierarchy is determined
based on the lowest level input that is significant to the fair value
measurement. The three levels are as follows:
Level 1 - Inputs are unadjusted quoted prices in active markets for
identical assets or liabilities that the Partnership has the
ability to access at the measurement date.
Level 2 - Inputs include quoted prices for similar assets and
liabilities in active markets, quoted prices for identical or
similar assets or liabilities in markets that are not active,
inputs other than quoted prices that are observable for the
asset or liability and inputs that are derived principally from
or corroborated by observable market data by correlation or
other means (market corroborated inputs).
Level 3 - Unobservable inputs reflect the Partnership's judgments
about the assumptions market participants would use in pricing
the asset or liability since limited market data exists. The
Partnership develops these inputs based on the best information
available, including the Partnership's own data.
Financial assets accounted for at fair value on a recurring basis at June 30,
2009 and March 31, 2009 includes cash equivalents of $2,022,255 and $2,097,247,
respectively.
SFAS No. 159
_____________
In February 2007, the FASB issued Statement of Financial Accounting Standards
No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities"
("SFAS No. 159"), which permits entities to choose to measure many financial
assets and financial liabilities at fair value. Unrealized gains and losses on
items for which the fair value option has been elected are reported in earnings.
SFAS No. 159 is effective for fiscal years beginning after November 15, 2007,
and interim periods within those fiscal years. The Partnership has not elected
to measure any financial assets and financial liabilities at fair value under
the provisions of SFAS No. 159.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
NOTES TO THE FINANCIAL STATEMENTS (continued)
(Unaudited)
3. New Accounting Principles
_______________________________
FIN48-3
_________
In December 2008, the FASB issued Interpretation No. 48-3 "Effective Date of
FASB Interpretation No. 48 for Certain Nonpublic Enterprises" ("FIN48-3").
FIN48-3 deferred the effective date of FIN48 for certain nonpublic
organizations. The deferred effective date is intended to give the FASB
additional time to develop guidance on the application of FIN48 by pass-through
and not-for-profit entities. The General Partner may modify the Partnership's
disclosures if the FASB's guidance regarding the application of FIN48 to
pass-through entities changes.
SFAS No. 168
_____________
In June 2009, the FASB issued Statement of Financial Accounting Standards
("SFAS") No. 168, "The FASB Accounting Standards Codification and Hierarchy of
Generally Accepted Accounting Principles, a replacement of FASB Statement No.
162" ("SFAS 168"). SFAS 168 establishes the FASB Standards Accounting
Codification ("Codification") as the source of authoritative GAAP recognized by
the FASB to be applied to nongovernmental entities. The only other source of
authoritative GAAP is the rules and interpretive releases of the SEC which only
apply to SEC registrants. The Codification will supersede all the existing
non-SEC accounting and reporting standards upon its effective date. Since the
issuance of the Codification is not intended to change or alter existing GAAP,
adoption of this statement will not have an impact on the Partnership's
financial position or results of operations, but will change the way in which
GAAP is referenced in the Partnership's financial statements. SFAS 168 is
effective for interim and annual reporting periods ending after September 15,
2009.
SFAS No. 165
____________
In May 2009, the FASB issued SFAS No. 165, "Subsequent Events" ("SFAS 165"),
which establishes general standards of accounting for and disclosure of events
that occur after the balance sheet date but before the financial statements are
issued or are available to be issued. The Partnership adopted SFAS 165 effective
April 1, 2009 and has evaluated subsequent events after the balance sheet date
of June 30, 2009 through August 14, 2009, the date the financial statements were
issued. During this period, the Partnership did not have any recognizable
subsequent events.
FAS 107-1 and APB 28-1
_______________________
In April 2009, the FASB issued FASB Staff Position ("FSP") FAS 107-1 and APB
28-1, "Interim disclosures about Fair Value Measurement", which amends FASB
Statement No. 107, "Disclosures about Fair Value of Financial Instruments", and
Accounting Principles Board ("APB") Opinion No. 28, "Interim Financial
Reporting", to require disclosures about the fair value of financial instruments
for interim reporting periods. This FSP also requires companies to disclose the
methods and significant assumptions used to estimate the fair value of financial
instruments in financial statements on an interim basis and to describe any
changes during the period. FSP FAS 107-1 and APB 28-1 are effective for interim
and annual reporting periods ending after June 15, 2009. The Partnership adopted
FSP FAS 107-1 and APB 28-1 effective April 1, 2009 and the adoption did not have
a material impact on the Partnership's financial position or results of
operations.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
NOTES TO THE FINANCIAL STATEMENTS (continued)
(Unaudited)
4. Significant Subsidiaries
______________________________
The following Local Limited Partnership invested in by the Partnership
represents more than 20% of the Partnership's total assets or equity as of June
30, 2009 or 2008 or net income (losses) for the three months ended either June
30, 2009 or 2008. The following financial information represents the performance
of this Local Limited Partnership for the three months ended March 31, 2009 and
2008:
Circle Terrace Associates Limited Partnership 2009 2008
- --------------------------------------------- -------------- -----------
Revenue $ 707,000 $ 680,500
Net Income (loss) $ 14,100 $ (68,500)
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 use of
words like "anticipate, "intend," "project," "plan," "expect," "believe,"
"could," and similar expressions are intended to identify such forward-looking
statements. 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.
Critical Accounting Policies
The Partnership's accounting policies 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 Local Limited Partnerships in which the Partnership invests are Variable
Interest Entities ("VIE"s). The Partnership is involved with the VIEs as a
non-controlling limited partner equity holder. The investments in the Local
Limited Partnerships are made primarily to obtain tax credits on behalf of the
Partnership's investors. The general partners of the Local Limited Partnerships,
who are considered to be the primary beneficiaries, control the day-to-day
operations of the Local Limited Partnerships. The general partners are also
responsible for maintaining compliance with the tax credit program and for
providing subordinated financial support in the event operations cannot support
debt and property tax payments. The Partnership, through its ownership
percentages, may participate in property disposition proceeds. The timing and
amounts of these proceeds are unknown but can impact the Partnership's financial
position, results of operations or cash flows. Because the Partnership is not
the primary beneficiary of these VIEs, it accounts for its investments in the
Local Limited Partnerships using the equity method of accounting. As a result of
its involvement with the VIEs, the Partnership's exposure to economic and
financial statement losses is limited to its investments in the VIEs ($1,236,235
and $1,223,551 at June 30, 2009 and March 31, 2009, respectively). The
Partnership may be subject to additional losses to the extent of any financial
support that the Partnership voluntarily provides in the future. 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. A liability is recorded for
delayed equity capital contributions to Local Limited Partnerships. 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 Local Limited Partnerships, 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.
The Partnership has implemented policies and practices for assessing
other-than-temporary declines in the values of its investment in Local Limited
Partnership. Periodically, the carrying value of the investment is tested for
other-than-temporary impairment. If an other-than-temporary decline in carrying
value exists, a provision to reduce the investment to the sum of the estimated
remaining benefits will be recorded in the Partnership's financial statements.
The estimated remaining benefits for the Local Limited Partnership consist of
estimated future tax losses and tax credits over the estimated life of the
investment and estimated residual proceeds at disposition. Included in the
estimated residual proceeds calculation is current net operating income
capitalized at a regional rate specific to the Local Limited Partnership less
the debt of the Local Limited Partnership. Generally, the carrying values of
most Local Limited Partnerships will decline through losses and distributions in
amounts sufficient to prevent other-than-temporary impairments. However, the
Partnership may record similar impairment losses in the future if the expiration
of tax credits outpaces losses and distributions from any of the Local Limited
Partnership.
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
_______________________________
At June 30, 2009, the Partnership had cash and cash equivalents of $2,022,255
compared with $2,097,247 at March 31, 2009. The decrease is primarily
attributable to the payment of asset management fees and cash used for operating
activities, partially offset by cash distributions received from the Local
Limited Partnership.
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, 2009 and March 31, 2009, approximately $1,947,000 and
$2,030,000, respectively, has been designated as Reserves.
To date, professional fees relating to various Property issues totaling
approximately $304,000 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, 2009, the Partnership has advanced approximately $529,000 to Local Limited
Partnerships to fund operating deficits.
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, as of June 30, 2009, 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, 2009.
Results of Operations
_____________________
The Partnership's results of operations for the three months ended June 30, 2009
resulted in net loss of $70,364 as compared to net income of $69,678 for the
same period in 2008. The increase in net loss is primarily attributable to a
decrease in other income and a decrease in recovery of valuation allowance on
investments in Local Limited Partnerships. These effects were partially offset
by an increase in equity in income of Local Limited Partnerships and a decrease
in loss on sale of investments in Local Limited Partnerships. The decrease in
other income is due to a decrease in distributions from Local Limited
Partnerships with carrying values of zero. The decrease in recovery of valuation
allowance on advance to Local Limited Partnerships is the result of a
reimbursement of advances made from one Local Limited Partnership during the
three months ended June 30, 2008 . The increase in equity in income is due to
the decrease in number of properties recording losses in the current period as
compared with the same period in 2008. The decrease in loss on sale of
investments in Local Limited Partnerships is the result of the return of
proceeds from the previous sale of investments in two Local Limited Partnerships
during the three months ended June 30, 2008, as compared with no sale of
investments in Local Limited Partnerships in the current period.
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)
Portfolio Update
________________
The Partnership was formed on June 16, 1989 under the laws of the State of
Massachusetts for the primary purpose of investing, as a limited partner, in
Local Limited Partnerships, some of which own and operate apartment complexes
benefiting from some form of federal, state or local assistance, and each of
which qualifies for low-income housing tax credits. The Partnership's objectives
are to: (i) provide current tax benefits in the form of tax credits which
qualified investors may use to offset their federal income tax liability; (ii)
preserve and protect the Partnership's capital; (iii) provide limited cash
distributions which are not expected to constitute taxable income during
Partnership operations; and (iv) provide cash distributions from sale or
refinancing transactions. The fiscal year of the Partnership ends on March 31.
Municipal Mortgage & Equity, LLC ("MuniMae") is in the process of selling
substantially all of the assets of its Low Income Housing Tax Credit business to
a venture consisting of JEN Partners, LLC or its affiliates ("JEN") and/or Real
Estate Capital Partners, LP or its affiliates ("RECP"). The first stage of this
sale closed on July 30, 2009 and a second closing is scheduled for on or about
August 31, 2009. The entire sale will be completed no later than December 31,
2009. Upon completion of the acquisition, the business will be owned by Boston
Financial Investment Management, LP, a Delaware limited partnership, which is
directly and indirectly owned by JEN and/or RECP ("Boston Financial"). The
general partner of Boston Financial will be BFIM Management, LLC, a JEN
affiliate. Effective as of July 30, 2009, MuniMae has engaged BFIM Asset
Management, LLC ("BFIM"), an affiliate of Boston Financial, to provide asset
management to the Partnership. Most of the employees of MuniMae's LIHTC business
have joined Boston Financial and BFIM; the operations of the business are to
remain intact in the Boston office and the Partnership will continue to be
managed and administered in the ordinary course.
Arch Street VIII, Inc. is the Managing General Partner of the Partnership ("Arch
Street") and Arch Street V Limited Partnership is the co-General Partner of the
Partnership ("Arch Street LP"). The general partner of Arch Street LP is Arch
Street. In connection with the above-described transaction, the ownership
interests in Arch Street are being transferred from entities controlled by
MuniMae to one or more entities controlled by or associated with Boston
Financial. The transfer is expected to occur on or about August 31, 2009, and
will not change the organizational structure of the Partnership. The principal
office and place of business of the Partnership subsequent to the transfer will
continue to be 101 Arch Street, 13th Floor, Boston, Massachusetts 02110.
As of June 30, 2009, the Partnership's investment portfolio consisted of a
limited partnership interest in one Local Limited Partnership, which owns and
operates a multi-family apartment complex and has generated Tax Credits. Since
inception, the Partnership generated Tax Credits, net of recapture, of
approximately $1,514 per Limited Partner Unit. The aggregate amount of Tax
Credits generated by the Partnership is consistent with the objectives specified
in the Partnership's prospectus.
Properties that receive low income housing Tax Credits must remain in compliance
with rent restriction and set-aside requirements for at least 15 calendar years
from the date the Property is placed in service. Failure to do so would result
in the recapture of a portion of the property's Tax Credits. The Compliance
Period of the remaining Property in which the Partnership has an interest
expired on December 31, 2007.
The Managing General Partner will continue to closely monitor the operations of
the remaining Property and continues to explore a disposition strategy with
respect to the Partnership's remaining Local Limited Partnership interest. The
Partnership shall dissolve and its affairs shall be wound up upon the
disposition of the final Local Limited Partnership interest and other assets of
the Partnership. Investors will continue to be Limited Partners, receiving K-1s
and quarterly and annual reports, until the Partnership is dissolved.
The Partnership is not a party to any pending legal or administrative
proceeding, and to the best of its knowledge, no legal or administrative
proceeding is threatened or contemplated against it.
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
____________________
The remaining Property, Circle Terrace, in which the Partnership has an
interest, operated above breakeven for the quarter ended March 31, 2009. The
Managing General Partner and Local General Partner of Circle Terrace Associates,
L.P., located in Lansdowne, MD, have begun exploring an exit strategy that could
result in a December 2009 disposition of the Partnership's interest in this
Local Limited Partnership. Net sales proceeds, if any, as well as taxable
income, are unknown at this time.
As previously reported, the Managing General Partner anticipated that the
Partnership's interest in the Local Limited Partnership that owned Timothy
House, located in Towson, Maryland, would be terminated upon the sale of the
Property in 2007. The Property was sold on September 1, 2007, effectively
terminating the Partnership's interest in the Local Limited Partnership. This
sale resulted in net proceeds to the Partnership of $1,849,083, or $26.83 per
Unit. This sale resulted in 2007 taxable income of $791,519, or $11.48 per Unit.
The Managing General Partner, in accordance with and as permitted by the
Partnership Agreement, initially retained the entire amount of net proceeds from
the sale in Reserves, and subsequently distributed the proceeds, as noted in the
Cash Distributions section above, in September 2007. On April 9, 2008, $45,000,
or $0.65 per unit, of the previously reported sales proceeds of $1,849,083, or
$26.83 per Unit, was returned as a result of a state income tax obligation. This
resulted in a 2008 capital loss is $45,000, or $0.65 per unit. The Partnership
no longer has an interest in this Local Limited Partnership.
As previously reported, the Managing General Partner anticipated a 2007
disposition of the Partnership's interest in the Local Limited Partnership that
owns Park Caton, located in Catonsville, Maryland. On December 21, 2007, the
property was sold, resulting in net sales proceeds to the Partnership of
$1,818,305, or $26.38 per Unit. The Managing General Partner initially expected
the Partnership to receive a nominal amount of additional proceeds, but due to
the Partnership's obligation to pay Maryland State Income taxes resulting from
this transaction, the Partnership will not receive additional proceeds. This
sale resulted in 2007 taxable income of $2,893,026, or $41.97 per Unit. The
Managing General Partner, in accordance with and as permitted by the Partnership
Agreement, has initially retained the entire amount of net proceeds from the
sale in Reserves. On April 9, 2008, $21,000, or $0.30 per unit, of the
previously reported sales proceeds of $1,818,305, or $26.38 per Unit, was
returned as a result of a state income tax obligation. This resulted in a 2008
capital loss is $21,000, or $0.30 per unit. The Partnership no longer has an
interest in this Local Limited Partnership.
As previously reported, Schumaker Place, located in Salisbury, Maryland,
continued to operate above breakeven as a result of strong occupancy levels and
the effect of reduced interest expense resulting from the Local General
Partner's refinancing of the Property in July 2004. In connection with the
Partnership's approval of this refinancing, the Partnership and the Local
General Partner entered into a put agreement whereby the Partnership could
transfer its interest in the Local Limited Partnership to the Local General
Partner, for $75,000, or $1.09 per Unit, any time after the Property's
Compliance Period, which expired on December 31, 2007. On April 18, 2008, the
Managing General Partner exercised the Partnership's option to transfer its
interest in Schumaker, for $75,000, or $1.09 per Unit. This disposition resulted
in 2008 taxable income of $153,128, or $2.22 per Unit. The Managing General
Partner, in accordance with and as permitted by the Partnership Agreement, has
retained the entire amount of proceeds in Reserves. The Partnership no longer
has an interest in this Local Limited Partnership.
On June 19, 2008, Woodlake Hills, located in Pontiac, Michigan, was sold,
effectively disposing of the Partnership's interest in the Local Limited
Partnership that owned Woodlake Hills. The Partnership did not receive any net
sales proceeds from this transaction as outstanding debt on the Property
exceeded the sales price. This disposition resulted in a 2008 taxable loss of
$459,844, or $6.67 per Unit. The Partnership no longer has an interest in this
Local Limited Partnership.
As previously reported the Managing General Partner and Local General Partner of
Huguenot Park, located in New Paltz, New York, were exploring an exit strategy
that would have resulted in the 2008 disposal of the Fund's interest in the
Local Limited Partnership. Effective September 1, 2008, the Managing General
Partner transferred the Partnership's interest in the Local Limited Partnership
that owned Huguenot Park, for $68,000, or $0.99 per Unit. The Managing General
Partner, in accordance with and as permitted by the Partnership Agreement, has
retained the entire amount of proceeds in Reserves. This disposition resulted in
a 2008 loss of $113,320, or $1.64 per Unit. The Partnership no longer has an
interest in this Local Limited Partnership.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Non Applicable
CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
__________________________________
We conducted an evaluation of the effectiveness of the design and operation of
our disclosure controls and procedures, as defined in Rules 13a-15(e) and
15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange
Act, to ensure that information required to be disclosed by us in the reports
filed or submitted by us under the Exchange Act is recorded, processed,
summarized and reported, within the time periods specified in the Securities
Exchange Commission's rules and forms, including to ensure that information
required to be disclosed by us in the reports filed or submitted by us under the
Exchange Act is accumulated and communicated to management to allow timely
decisions regarding required disclosure. Based on that evaluation, management
has concluded that as of June 30, 2009, our disclosure controls and procedures
were effective.
Internal Control over Financial Reporting
_________________________________________
Our management is responsible for establishing and maintaining adequate internal
control over financial reporting, as such term is defined in Exchange Act Rules
13a-15(f) and 15d-15(f). Our management conducted an assessment of the
effectiveness of our internal control over financial reporting. This assessment
was based upon the criteria for effective internal control over financial
reporting established in Internal Control -- Integrated Framework, issued by the
Committee of Sponsoring Organizations of the Treadway Commission.
The Partnership's internal control over financial reporting involves a process
designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. Internal control over
financial reporting includes the controls themselves, as well as monitoring of
the controls and internal auditing practices and actions to correct deficiencies
identified. Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements.
Management assessed the Partnership's internal control over financial reporting
as of June 30, 2009. Based on this assessment, management concluded that, as of
June 30, 2009, the Partnership's internal control over financial reporting was
designed effectively.
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
31.1 Certification of Principal Executive Officer and
Principal Financial Officer pursuant to Section 302
of the Sarbanes-Oxley Act of 2002
31.2 Certification of Principal Executive Officer and
Principal Financial Officer pursuant to Section 302
of the Sarbanes-Oxley Act of 2002
32.1 Certification of Principal Executive Officer and
Principal Financial Officer pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
32.2 Certification of Principal Executive Officer and
Principal Financial Officer pursuant to Section 906
of the Sarbanes-Oxley Act of 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.
Date: August 14, 2009 BOSTON FINANCIAL QUALIFIED HOUSING
TAX CREDITS L.P. V
By: Arch Street VIII, Inc.,
its Managing General Partner
/s/Greg Judge
________________
Greg Judge
President
Arch Street VIII, Inc.