UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1995 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 0-18498 Krupp Cash Plus-V Limited Partnership Massachusetts 04-3021560 (State or other jurisdiction of (IRS employer incorporation or organization) identification no.) 470 Atlantic Avenue, Boston, Massachusetts 02210 (Address of principal executive offices) (Zip Code) (617) 423-2233 (Registrant's telephone number, including area code) 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 PART I. FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS KRUPP CASH PLUS-V LIMITED PARTNERSHIP BALANCE SHEETS ASSETS September 30, December 31, 1995 1994 Real estate assets: Investment in Joint Venture (Note 2) $23,434,995 $23,748,539 Mortgage backed securities ("MBS") (Note 3) 928,433 984,565 Total real estate assets 24,363,428 24,733,104 Cash and cash equivalents 2,216,547 2,665,531 Interest receivable and other assets 27,691 38,469 Total assets $26,607,666 $27,437,104 LIABILITIES AND PARTNERS' EQUITY Total liabilities $ 57,370 $ 16,535 Partners' equity (Note 4) Limited Partners (2,060,450 units outstanding) 26,590,869 27,455,184 General Partners (40,573) (34,615) Total Partners' equity 26,550,296 27,420,569 Total liabilities and partners' equity $26,607,666 $27,437,104 The accompanying notes are an integral part of the financial statements. KRUPP CASH PLUS-V LIMITED PARTNERSHIP STATEMENTS OF INCOME For the Three Months For the Nine Months Ended September 30, Ended September 30, 1995 1994 1995 1994 Revenues: Partnership's share of Joint Venture net income (Note 2) $219,288 $175,645 $715,394 $476,041 Interest income - MBS 21,629 28,398 65,788 97,950 Interest income - other 34,108 24,947 102,598 67,640 Total revenues 275,025 228,990 883,780 641,631 Expenses: General and administrative (including reimbursements to affiliates of $14,646, $24,526, $43,937 and $73,576 respectively) 31,134 34,095 88,084 111,151 Asset management fees to an affiliate 36,310 36,572 107,794 109,211 Amortization of organization costs - - - 3,334 Total expenses 67,444 70,667 195,878 223,696 Net income $207,581 $158,323 $687,902 $417,935 Allocation of net income (Note 4): Net income per Unit of Depositary Receipt (2,060,450 Units outstanding) $ .10 $ .08 $ .33 $ .20 Corporate Limited Partner $ 10 $ 8 $ 33 $ 20 General Partners $ 2,076 $ 1,583 $ 6,879 $ 4,179 The accompanying notes are an integral part of the financial statements. KRUPP CASH PLUS-V LIMITED PARTNERSHIP STATEMENTS OF CASH FLOWS For the Nine Months Ended September 30, 1995 1994 Operating activities: Net income $ 687,902 $ 417,935 Adjustments to reconcile net income to net cash provided by operating activities: Amortization of organization costs - 3,334 Amortization of MBS discount (583) (11,127) Distributions from Joint Venture 1,028,938 851,793 Partnership's share of Joint Venture net income (715,394) (476,041) Decrease in interest receivable and other assets 10,778 6,823 Increase in total liabilities 40,835 13,124 Net cash provided by operating activities 1,052,476 805,841 Investing activities: Principal collections on MBS 56,715 662,609 Purchase of short-term investment (977,406) - Maturity of short-term investment 977,406 - Net cash provided by investing activities 56,715 662,609 Financing activity: Distributions (1,558,175) (1,558,218) Net decrease in cash and cash equivalents (448,984) (89,768) Cash and cash equivalents, beginning of period 2,665,531 2,459,797 Cash and cash equivalents, end of period $ 2,216,547 $ 2,370,029 The accompanying notes are an integral part of the financial statements. KRUPP CASH PLUS-V LIMITED PARTNERSHIP NOTES TO FINANCIAL STATEMENTS 1. Significant Accounting Policies Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in this report on Form 10-Q pursuant to the Rules and Regulations of the Securities and Exchange Commission. In the opinion of the General Partners of Krupp Cash Plus-V Limited Partnership (the "Partnership"), the disclosures contained in this report are adequate to make the information presented not misleading. See Notes to Financial Statements included in the Partnership's Annual Report on Form 10-K for the year ended December 31, 1994 for additional information relevant to significant accounting policies followed by the Partnership. In the opinion of the General Partners of the Partnership, the accompanying unaudited financial statements reflect all adjustments (consisting only of normal recurring accruals) necessary to present fairly the Partnership's financial position as of September 30, 1995, its results of operations for the three and nine months ended September 30, 1995 and 1994 and cash flows for the nine months ended September 30, 1995 and 1994. The results of operations for the three and nine months ended September 30, 1995 are not necessarily indicative of the results which may be expected for the full year. See Management's Discussion and Analysis of Financial Condition and Results of Operations included in this report. 2. Investment in Joint Venture Partnership Condensed financial statements of the Joint Venture are as follows: SPRING VALLEY PARTNERSHIP CONDENSED BALANCE SHEETS ASSETS September 30, December 31, 1995 1994 Property at cost $ 53,302,422 $53,129,983 Less accumulated depreciation (11,616,607) (10,243,666) 41,685,815 42,886,317 Other assets 1,491,473 955,221 Total assets $ 43,177,288 $43,841,538 LIABILITIES AND PARTNERS' EQUITY Total liabilities $ 97,853 $ 133,768 Partners' equity: The Partnership 21,552,446 21,865,990 Joint venture partners 21,526,989 21,841,780 Total partners' equity 43,079,435 43,707,770 Total liabilities and partners' equity $ 43,177,288 $43,841,538 Continued KRUPP CASH PLUS-V LIMITED PARTNERSHIP NOTES TO FINANCIAL STATEMENTS, Continued 2. Investment in Joint Venture, Continued SPRING VALLEY PARTNERSHIP CONDENSED STATEMENTS OF OPERATIONS For the Three Months Ended For the Nine Months Ended September 30, September 30, 1995 1994 1995 1994 Revenues $1,702,500 $1,397,012 $ 4,906,370 $ 4,462,351 Property operating expenses (797,736) (592,579) (2,099,774) (2,164,641) Income before depreciation 904,764 804,433 2,806,596 2,297,710 Depreciation (465,310) (452,436) (1,372,941) (1,343,718) Net income $ 439,454 $ 351,997 $ 1,433,655 $ 953,992 Allocation of net income: The Partnership $ 219,288 $ 175,646 $ 715,394 $ 476,041 Joint Venture Partner 220,166 176,351 718,261 477,951 Net income $ 439,454 $ 351,997 $ 1,433,655 $ 953,992 3. MBS At September 30, 1995, the Partnership's MBS portfolio had a market value of $990,000 and unrealized gains of $62,000. The Portfolio's maturity dates range from 2016 to 2017. 4. Changes in Partners' Equity A summary of changes in Partners' Equity for the nine months ended September 30, 1995 is as follows: Corporate Total Limited General Partners Unitholders Partner Partners Equity Balance at December 31, 1994 $27,455,662 $(478) $(34,615) $27,420,569 Net income 680,990 33 6,879 687,902 Distributions (1,545,263) (75) (12,837) (1,558,175 Balance at September 30, 1995 $26,591,389 $(520) $(40,573) $26,550,296 KRUPP CASH PLUS-V LIMITED PARTNERSHIP ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources The Partnership's sources of liquidity are derived from the distributions it receives from its investment in Spring Valley and the interest and principal collections on its MBS. Throughout 1994 management attracted strong national tenants to the Spring Valley Marketplace by agreeing to fund buildouts for some tenants. As a result, operations at the mall have exhibited stabilized growth, and the Partnership has benefitted from increased distributions received from the Marketplace. Management expects that the stabilized performance of the mall will enable the Marketplace to continue as a strong contributor to the Partnership's liquidity. Distributions in 1993 and 1994 were partly funded by liquidity provided by the MBS in the form of prepayments. As this prepayment trend slows the Partnership's capital resources are affected. Although higher distributions received from the Marketplace have somewhat offset the reduced liquidity from the MBS, the Partnership may have to periodically adjust its distributions as a result of the lower MBS payments. KRUPP CASH PLUS-V LIMITED PARTNERSHIP Distributable Cash Flow and Net Cash Proceeds from Capital Transactions Shown below is the calculation of Distributable Cash Flow and Net Cash Proceeds from Capital Transactions as defined by Section 17 of the Partnership Agreement for the nine months ended September 30, 1995 and from inception to September 30, 1995. The General Partners provide certain of the information below to meet requirements of the Partnership Agreement and because they believe that it is an appropriate Supplemental measure of operating performance. However, Distributable Cash Flow and Net Cash Proceeds from Capital Transactions should not be considered by the reader as a substitute to net income or as an indicator of the Partnership's operating performance or to cash flows as a measure of liquidity. (In $1,000's except per Unit amounts) For the nine months Inception to Ended September 30, September 30, 1995 1995 Distributable Cash Flow: Net income for tax purposes $ 861 $ 6,109 Items not requiring or (not providing) the use of operating funds: Amortization of organization costs - 50 Distributions from joint venture 1,029 9,027 Partnership's share of joint venture taxable net income (889) (5,953) Total Distributable Cash Flow ("DCF") $1,001 $ 9,233 Limited Partners' Share of DCF $ 991 $ 9,141 Limited Partners' Share of DCF per Unit $ .48 $ 4.44(c) General Partners' Share of DCF $ 10 $ 92 Net Proceeds from Capital Transactions: Principal collections on MBS, net of discount amortization $ 56 $ 4,440 Distributions: Limited Partners $1,541(a) $14,976(b) Limited Partners' Average per Unit $ .75(a) $ 7.27(b)(c) General Partners $ 10(a) $ 92(b) Total Distributions $1,551(a) $15,068(b) (a) Represents distributions paid in 1995, except the February, 1995 distribution, and includes an estimate of the November, 1995 distribution. (b) Includes an estimate of the November, 1995 distribution. (c) Limited Partners average per Unit return of capital as of November, 1995 is $2.83 = ($7.27 - $4.44) KRUPP CASH PLUS-V LIMITED PARTNERSHIP Operations The Marketplace experienced an increase in net income for the three and nine months ended September 30, 1995 as compared to the same period in 1994. Income increased at the Marketplace due to increased occupancy during the three and nine months ended September 30, 1995 as compared to the same period in 1994. The increase in Partnership revenue for the three and nine months ended September 30, 1995 as compared to the same period in 1994 is primarily due to increased net income from the Marketplace. For the three and nine months ended September 30, 1995 as compared to the same period in 1994, the Partnership realized a decrease in MBS interest income which was offset by an increase in interest received on other short term investments. The decrease in MBS interest income is the result of the slowing of the prepayments that were experienced in the first half of 1994. The Partnership's general and administrative expenses have decreased for the three and six months ended of 1995 as compared to a same period in 1994 due to a reduction in investor service costs. KRUPP CASH PLUS-V LIMITED PARTNERSHIP PART II - OTHER INFORMATION Item 1. Legal Proceedings Response: None Item 2. Changes in Securities Response: None Item 3. Defaults upon Senior Securities Response: None Item 4. Submission of Matters to a Vote of Security Holders Response: None Item 5. Other Information Response: None Item 6. Exhibits and Reports on Form 8-K Response: None SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant had duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Krupp Cash Plus-V Limited Partnership (Registrant) BY: /s/Marianne Pritchard Marianne Pritchard Treasurer and Chief Accounting Officer of Krupp Plus Corporation, a General Partner DATE: October 30, 1995