SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _________________ FORM 10-K/A AMENDMENT NO. 1 OF ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1996 Commission File No. 0-17807 COPLEY PENSION PROPERTIES VI; A REAL ESTATE LIMITED PARTNERSHIP (Exact name of registrant as specified in its charter) Massachusetts 04-2988542 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 225 Franklin Street, 25th FL. Boston, Massachusetts 02110 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (617) 261-9000 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Units of Limited Partnership Interest (Title of Class) 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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X] No voting stock is held by nonaffiliates of the Registrant. DOCUMENTS INCORPORATED BY REFERENCE None The undersigned registrant hereby amends its Annual Report on Form 10-K for the year ended December 31, 1996 (the "Report"), to correct an error in the table of significant tenants in Item 2 of Part I of the Report. Item 2 of Part I, as amended for the correct lease expiration date, is attached hereto and substituted for the respective Item of the Report. Item 2. Properties ---------- The following table sets forth the annual realty taxes for the Partnership's properties and information regarding tenants who occupy 10% or more of gross leasable area (GLA) in the Partnership's properties: NUMBER ESTIMATED OF ANNUAL 1997 TENANTS CONTRACT ANNUAL WITH 10% SQUARE RENT REALTY OR NAMES (S) OF FEET OF PER LEASE PROPERTY TAXES MORE OF GLA TENANT(S) EACH TENANT SQ. FT. EXPIRATION - ------------------------------------------------------------------------------------------------------------------------------------ Industrial Building in $ 85,000 6 Practical 26,647 $ 4.20 Jun, 1998 Carson, CA Packaging Seaway 12,283 $ 5.16 Apr, 1999 International O-Super Express 18,253 $ 4.80 Jun, 2000 Del Monte 26,545 $ 4.80 Dec, 1999 Continental Wire 11,682 $ 4.44 Dec, 1999 Haggen Dazs 12,000 $ 6.24 Dec, 1998 Industrial Building in $105,850 N/A N/A N/A N/A N/A Dallas, TX Apartment Complex in $274,380 N/A N/A N/A N/A N/A Frederick, MD Industrial Building, $ 39,600 1 Phonic Ear 35,100 $12.28 May, 2002 Petaluma, CA Industrial Building, $ 72,925 1 Mita Copystar of 70,535 $ 5.00 Sept, 1999 Itasca, IL America, Inc. - ------------------------------------------------------------------------------------------------------------------------------------ LINE OF BUSINESS RENEWAL OF PRINCIPAL PROPERTY OPTIONS TENANTS - ------------------------------------------------------------------ Industrial Building in N/A Packaging Carson, CA One 3 Distribution year N/A Distribution Two 5 Fruit and year Fruit Products N/A Wire Fabrication N/A Ice Cream Industrial Building in N/A N/A Dallas, TX Apartment Complex in N/A N/A Frederick, MD Industrial Building, Yes Hearing Petaluma, CA Products Industrial Building, None Photocopier Itasca, IL Distributor - ------------------------------------------------------------------ The following table sets forth for each of the last five years the gross leasable area, occupancy rates, rental revenue, and net effective rent for the Partnership's properties: RENTAL PROPERTY GROSS LEASABLE YEAR-END REVENUE NET EFFECTIVE AREA OCCUPANCY RECOGNIZED RENT ($/SF/YR)* - -------------------------------------------------------------------------------------------------- Industrial Building in Carson, CA - ------------------------------------ 1992 115,732 100% $ 551,679 $ 4.77 1993 115,732 100% $ 639,297 $ 5.52 1994 115,732 100% $ 641,008 $ 5.54 1995 115,732 89% $ 620,300 $ 6.58 1996 115,732 100% $ 709,199 $ 7.08 Industrial Building in Dallas, TX - ------------------------------------ 1992 168,478 100% $ 550,996 $ 3.27 1993 168,478 100% $ 550,372 $ 3.27 1994 168,478 100% $ 551,000 $ 3.27 1995 168,478 82% $ 561,846 $ 3.49 1996 168,478 0% $ 72,074 (1) $ 0.00 Apartment Complex in Frederick, MD - ------------------------------------ 1992 295,074 93% $2,283,698 $ 9.21 1993 295,074 91% $2,487,586 $ 9.16 1994 295,074 96% $2,551,410 $ 9.25 1995 295,074 94% $2,661,022 $ 9.57 1996 295,074 97% $2,726,498 $ 9.70 Industrial Building, Petaluma, CA - ------------------------------------ 1992 35,100 100% $ 481,875 $13.73 1993 35,100 100% $ 416,146 $11.86 1994 35,100 100% $ 416,146 $11.86 1995 35,100 100% $ 416,146 $11.86 1996 35,100 100% $ 416,146 $11.86 Industrial Building, Itasca, IL - ------------------------------------ 1992 70,535 100% $ 477,000 $ 6.76 1993 70,535 100% $ 467,000 $ 6.62 1994 70,535 100% $ 475,000 $ 6.73 1995 70,535 100% $ 479,000 $ 6.79 1996 70,535 100% $ 492,000 $ 6.98 - -------------------------------------------------------------------------------------------------- * Net effective rent calculation is based on average occupancy during the respective years. (1) Temporary four month lease Following is a schedule of lease expirations for each of the next ten years for the Partnership's properties based on the annual contract rent in effect at December 31, 1996: TENANT AGING REPORT PROPERTY # OF LEASE TOTAL TOTAL PERCENTAGE OF EXPIRATIONS SQUARE FEET ANNUAL RENTAL GROSS ANNUAL RENTAL* - -------------------------------------------------------------------------------------------- Industrial Building in Carson, CA - ------------------------------------ 1997 0 0 $ 0 0% 1998 3 46,939 $230,579 41% 1999 3 50,540 $242,664 43% 2000 1 18,253 $ 87,614 16% 2001 0 0 $ 0 0% 2002 0 0 $ 0 0% 2003 0 0 $ 0 0% 2004 0 0 $ 0 0% 2005 0 0 $ 0 0% 2006 0 0 $ 0 0% Industrial Building in Dallas, TX - ------------------------------------ 1997 0 0 $ 0 0% 1998 0 0 $ 0 0% 1999 0 0 $ 0 0% 2000 0 0 $ 0 0% 2001 0 0 $ 0 0% 2002 0 0 $ 0 0% 2003 0 0 $ 0 0% 2004 0 0 $ 0 0% 2005 0 0 $ 0 0% 2006 0 0 $ 0 0% Apartment Complex in Frederick, MD - ------------------------------------ 1996 N/A N/A N/A N/A 1997 N/A N/A N/A N/A 1998 N/A N/A N/A N/A 1999 N/A N/A N/A N/A 2000 N/A N/A N/A N/A 2001 N/A N/A N/A N/A 2002 N/A N/A N/A N/A 2003 N/A N/A N/A N/A 2004 N/A N/A N/A N/A 2005 N/A N/A N/A N/A Industrial Building, Petaluma, CA - ------------------------------------ 1997 0 0 $ 0 0% 1998 0 0 $ 0 0% 1999 0 0 $ 0 0% 2000 0 0 $ 0 0% 2001 0 0 $ 0 0% 2002 1 35,100 $431,028 100% 2003 0 0 $ 0 0% 2004 0 0 $ 0 0% 2005 0 0 $ 0 0% 2006 0 0 $ 0 0% - -------------------------------------------------------------------------------------------- Industrial Building, Itasca, IL - --------------------------------- 1997 0 0 $ 0 0% 1998 0 0 $ 0 0% 1999 1 70,535 $352,675 100% 2000 0 0 $ 0 0% 2001 0 0 $ 0 0% 2002 0 0 $ 0 0% 2003 0 0 $ 0 0% 2004 0 0 $ 0 0% 2005 0 0 $ 0 0% 2006 0 0 $ 0 0% - ----------------------------------------------------------- * Does not include expenses paid by tenants. The following table sets forth for each of the Partnership's properties the: (i) federal tax basis, (ii) rate of depreciation, (iii) method of depreciation, (iv) life claimed for purposes of depreciation, and (v) accumulated depreciation. Rate of Life Accumulated Entity / Property Tax Basis Depreciation Method in years Depreciation - -------------------------------------------------------------------------------------------------- Apartment Complex in Frederick, MD - ------------------------------------- Building & Improvements $ 2,666,994 N/A 150% DB 15 $1,278,656 Building & Improvements 10,239,068 3.64% SL 27.5 2,296,416 ----------- ---------- Total Depreciable Assets $12,906,062 $3,575,072 Industrial Building in Petaluma, CA - ------------------------------------- Building & Improvements $ 2,141,214 3.18% SL 31.5 $ 376,502 Building Improvements 295,617 6.67% SL 15 108,414 ----------- ---------- Total Depreciable Assets $ 2,436,831 $ 484,916 Industrial Building in Carson, CA - ------------------------------------- Building $ 3,727,028 2.50% SL 40 $ 647,415 ----------- ---------- Total Depreciable Assets $ 3,727,028 $ 647,415 Industrial Building in Dallas, TX - ------------------------------------- Building $ 4,124,597 2.50% SL 40 $ 734,169 ----------- ---------- Total Depreciable Assets $ 4,124,597 $ 734,169 Industrial Building in Itasca, IL - ------------------------------------- Building $ 2,121,478 2.50% SL 40 $ 280,047 ----------- ---------- Total Depreciable Assets $ 2,121,478 $ 280,047 Total Depreciable Assets $25,315,996 $5,721,619 =========== ========== - -------------------------------------------------------------------------------------------------- SL = Straight Line DB = Declining Balance Following is information regarding the competitive market conditions for each of the Partnership's properties. This information has been gathered from sources deemed reliable. However, the Partnership has not independently verified the information and, as such, cannot guarantee its accuracy or completeness: Industrial Building in Carson, California - ----------------------------------------- This property is located within the greater Los Angeles industrial market, consisting of 957 million square feet. More specifically, the property is located within the South Bay industrial market, which consists of 194 million square feet, or 20% of the total Los Angeles industrial market. As of September 30, 1996, the South Bay industrial vacancy rate was approximately 9.3%, slightly higher than the Los Angeles Industrial market as a whole, which had a vacancy rate of 8.5%. Industrial Building in Dallas, Texas - ------------------------------------ This industrial building is located in the Dallas/Fort Worth industrial market. As of December 31, 1996, this market had a total inventory of approximately 375 million square feet, which represents an increase of approximately 13.5 million square feet from year end 1995. Overall vacancy at year end 1996 was 7.4%. It is estimated that another 12.9 million square feet of industrial space is under construction. The building is located within the North Stemmons submarket which totals approximately 27 million square feet or 7% of the total Dallas/Fort Worth inventory. At year end 1996, vacancy in this sub market was 9.8%. Industrial Building, Itasca, Illinois. - ------------------------------------- This industrial building is located in the Metropolitan Chicago industrial market. As of September 30, 1996, the overall market had a total inventory of approximately 925 million square feet, approximately 63.7 million square feet, or 6.9% of which, was vacant. This availability represents an increase of roughly 8.3 million square feet from the period ending 12 months earlier, which is due, in part, to new speculative construction delivered to the market with limited pre-leasing activity. The Northeast Dupage submarket has currently 5.9 million square feet of available space, up 13% from 12 months ago but down 47% from 1993 levels. Apartment Complex in Frederick, Maryland. - ---------------------------------------- This apartment complex is located in the southwestern section of the City of Frederick, Maryland, which is approximately 50 miles from both Washington, D.C. and Baltimore, Maryland. As of December, 1996, S.C. Back Associates, Inc. surveyed eight competitive apartment properties within the Frederick market that compete with the apartment complex. Overall occupancy in the market in December 1996 was 96.3%, which is up slightly from 95% a year earlier. The market is relatively healthy as 204 new apartment units were absorbed in 1995 with a relatively small impact on overall occupancy. Average asking rental rates have also increased slightly. Industrial Building, Petaluma, California - ----------------------------------------- This property is located in northern California in the town of Petaluma which is within the Sonoma County industrial market. As of September 30, 1996, the Sonoma County industrial market had a total inventory of approximately 17,800,000 square feet and an overall occupancy rate of 92.6%, which is down slightly from the occupancy level of a year earlier at 93.3%. The Petaluma submarket is the strongest submarket within Sonoma County with a current vacancy rate of 3% on a base of approximately 4.1 million square feet; this vacancy level has remained relatively constant over the last several years. SIGNATURES 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. COPLEY PENSION PROPERTIES VI; A REAL ESTATE LIMITED PARTNERSHIP (Registrant) May 12, 1997 /s/ James J. Finnegan ------------------------------- James J. Finnegan Managing Director and General Counsel of Managing General Partner, Sixth Copley Corp. May 12, 1997 /s/ Daniel C. Mackowiak -------------------------------- Daniel C. Mackowiak Principal Financial and Accounting Officer of Managing General Partner, Sixth Copley Corp.