SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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For Quarter Ended September 30, 2001 Commission File Number 0-15429
NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Massachusetts 04-2893298
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
World Trade Center East, 16th Floor
Two Seaport Lane
Boston, Massachusetts 02210
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(617) 261-9000
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Former name, former address and former fiscal year if changed since last report
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 twelve (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
NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
FORM 10-Q
FOR QUARTER ENDED SEPTEMBER 30, 2001
PART I
FINANCIAL INFORMATION
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NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
STATEMENTS OF NET ASSETS IN LIQUIDATION
September 30, 2001 December 31, 2000
(Unaudited) (Audited)
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ASSETS
Cash and cash equivalents $ 464,703 $ 2,224,369
Other net assets - 29,209
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$ 464,703 $ 2,253,578
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LIABILITIES AND NET ASSETS IN LIQUIDATION
Accounts payable $ 7,445 $ 128,871
Accrued expenses for liquidation 152,555 264,000
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Total liabilities 160,000 392,871
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Net Assets in liquidation:
Limited partners ($61.00 and
$78.00 per unit, respectively;
120,000 units authorized,
94,997 units issued and
outstanding) 264,423 1,821,016
General partners 40,280 39,691
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Total partners' capital 304,703 1,860,707
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$ 464,703 $ 2,253,578
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(See accompanying notes to unaudited financial statements)
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NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
STATEMENTS OF CHANGES OF NET ASSETS IN LIQUIDATION
(Unaudited)
Three Months Ended Nine Months Ended
September 30, 2001 September 30, 2001
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Net assets in liquidation at
beginning of period $ 300,443 $ 1,860,707
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Increase (decrease) during period:
Operating activities
Interest income 4,260 58,945
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4,260 58,945
Cash distribution to partners - (1,614,949)
Net change in net assets
in liquidation 4,260 (1,556,004)
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Net assets in liquidation at
end of period $ 304,703 $ 304,703
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(See accompanying notes to unaudited financial statements)
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NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended Nine Months Ended
September 30, 2000 September 30, 2000
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INVESTMENT ACTIVITY
Joint venture earnings $ 191,487 $ 537,540
Amortization (460) (1,380)
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Total real estate activity 191,027 536,160
Interest on cash equivalents 42,572 191,151
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Total investment activity 233,599 727,311
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PORTFOLIO EXPENSES
General and administrative 56,802 231,648
Management fee -- 62,350
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56,802 293,998
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Net Income $ 176,797 $ 433,313
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Net income per limited partnership
unit $ 1.84 $ 4.52
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Cash distributions per
limited partnership unit $ 0.69 $ 164.89
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Number of limited partnership
units outstanding during the period 94,997 94,997
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(See accompanying notes to unaudited financial statements)
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NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
SUMMARIZED STATEMENT OF CASH FLOWS
(Unaudited)
Nine Months Ended
September 30, 2000
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Net cash provided by operating activities $ 699,671
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Cash flows from financing activity:
Distributions to partners (15,675,292)
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Net decrease in cash and cash equivalents (14,975,621)
Cash and cash equivalents:
Beginning of period 17,597,405
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End of period $ 2,621,784
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(See accompanying notes to unaudited financial statements)
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NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (Unaudited)
In the opinion of management, the accompanying unaudited financial
statements contain all adjustments necessary to present fairly the Partnership's
financial position as of September 30, 2001 and December 31, 2000 and the
changes of net assets in liquidation and the results of its operations for the
three and nine month periods ended September 30, 2001 and 2000, respectively,
and its cash flows for the nine months ended September 30, 2000. These
adjustments are of a normal recurring nature.
See notes to financial statements included in the Partnership's 2000 Annual
Report on Form 10-K for additional information relating to the Partnership's
financial statements.
NOTE 1 - ORGANIZATION AND BUSINESS
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New England Life Pension Properties IV; A Real Estate Limited Partnership
(the "Partnership") is a Massachusetts limited partnership organized for the
purpose of investing primarily in newly constructed and existing income
producing real properties. The Partnership primarily serves as an investment
for qualified pension and profit sharing plans and other organizations intended
to be exempt from federal income tax. The Partnership commenced operations in
May 1986 and had disposed of all of its investments as of December 31, 2000. On
December 31, 2000, the Partnership adopted a plan of liquidation and intends to
dissolve in 2001.
In connection with its adoption of a plan of liquidation on December 31,
2000, the Partnership also adopted the liquidation basis of accounting which,
among other things, requires that assets and liabilities be stated at their
estimated net realizable value and that estimated costs of liquidating the
Partnership be provided to the extent that they are reasonably determinable.
NOTE 2 - REAL ESTATE JOINT VENTURES
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On December 22, 1987, the Partnership entered into a joint venture with
an affiliate of the Manekin Corporation to construct and operate two research
and development/office buildings. The Partnership committed to make a
$5,150,000 capital contribution. The Partnership had a 50% interest in the
joint venture.
On October 31, 2000, the Partnership sold its 50% interest in the 270
Technology Park joint venture to its joint venture partner for a gross sales
price of $5,941,783. The Partnership received its share of the net proceeds of
$5,202,429 and recognized a gain of $845,348 ($8.81 per limited partnership
unit) on the sale. On November 28, 2000, the Partnership made a capital
distribution of $4,939,844 ($52.00 per limited partnership unit) from the
proceeds of the sale.
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NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
NOTE 3 - ACCRUED EXPENSES FOR LIQUIDATION
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Accrued expenses for liquidation as of September 30, 2001 include estimates
of costs to be incurred in carrying out the dissolution and liquidation of the
Partnership. These costs include estimates of legal fees, accounting fees, tax
preparation and filing fees and other professional services. During the three
and nine month periods ended September 30, 2001, the Partnership incurred
$66,873 and $111,445, respectively, of such expenses.
The actual costs could vary from the related provisions due to the
uncertainty related to the length of time required to complete the liquidation
and dissolution of the Partnership. The accrued expenses do not take into
consideration the possible litigation arising from the customary representations
and warranties made as part of each sale. Such costs are unknown and are not
estimable at this time.
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NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
Management's Discussion and Analysis of Financial Condition and
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Results of Operations
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Liquidity and Capital Resources
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The Partnership completed its offering of Units of limited partnership
interest in December, 1986. A total of 94,997 Units were sold. The Partnership
received proceeds of $85,677,259, net of selling commissions and other offering
costs, which have been invested in real estate, used to pay related acquisition
costs, or retained as working capital reserves. The Partnership made nine real
estate investments; all of which have been sold: one each in 1988, 1993, 1994,
1996, 1997, 1998, 2000 and two in 1999. Capital of $89,202,183 ($939.00 per
limited partnership unit) has been returned to the limited partners through
September 30, 2001.
At September 30, 2001, the Partnership had $464,703 in cash and cash
equivalents, which is being retained primarily as a reserve in connection with
the liquidation of the Partnership. The Partnership intends to liquidate and
dissolve in 2001. A capital distribution in the amount of $17.00 per unit was
made during the second quarter of 2001. Distributions of cash from operations
for the first quarter of 2000 were made at the annualized rate of 13% on the
weighted average adjusted capital contribution of $180.77 per limited
partnership unit. Distributions of cash from operations for the second quarter
of 2000 were made at the annualized rate of 2% on the adjusted capital
contribution of $137.00 per limited partnership unit. The first quarter 2000
distribution rate was higher than the second quarter of 2000 as a result of
greater cash available for distribution due to final receipts of operating cash
flow from previously sold properties. Due to the sale of the last remaining
asset in October 2000, distributions were suspended for the third quarter of
2000 to enable the Partnership to meet its fund level obligations for the
remainder of its life cycle.
Results of Operations
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Operating Factors
The Partnership sold its 50% interest in the 270 Technology Park joint
venture to its joint venture partner on October 31, 2000 and the Partnership
recognized a gain of $845,348. At the time of the sale, occupancy at 270
Technology Center was 100%.
Investment Results
There are no comparative real estate operating results for the three and
nine month periods ended September 30, 2001 and 2000, due to the sale of the
Partnership's last remaining property in October 2000, as discussed above.
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NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
Portfolio Expenses
General and administrative expenses primarily consist of state taxes, real
estate appraisal, legal, accounting, printing and servicing agent
fees. General and administrative expenses for the three and nine month periods
ended September 30, 2000 were $56,802 and $231,648, respectively.
The Partnership management fee is 9% of distributable cash flow from
operations after any increase or decrease in working capital reserves as
determined by the managing general partner.
There was no management fee incurred during the first three quarters of
2001 due to the discontinuance of operating cash distributions as a result of
the sale of the Partnership's last remaining property in 2000 as discussed
above.
Costs to dissolve and liquidate the Partnership include legal fees,
accounting fees, tax preparation fees, filing fees and other professional
services. During the three and nine month periods ended September 30, 2001, the
Partnership incurred $66,873 and $111,445, respectively, of such expenses.
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NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
FORM 10-Q
FOR QUARTER ENDED SEPTEMBER 30, 2001
PART II
OTHER INFORMATION
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Item 6. Reports on Form 8-K
Reports on Form 8-K: No reports on Form 8-K were filed
during the quarter ended September 30, 2001.
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SIGNATURES
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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.
NEW ENGLAND LIFE PENSION PROPERTIES IV;
A REAL ESTATE LIMITED PARTNERSHIP
(Registrant)
November 9, 2001
/s/ Alison L. Husid
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Alison L. Husid
President, Chief Executive Officer and
Director of Managing General Partner,
Fourth Copley Corp.
November 9, 2001
/s/ Jonathan Martin
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Jonathan Martin
Principal Financial and Accounting
Officer of Managing General Partner,
Fourth Copley Corp.
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