ConAm Realty Investors 4 L.P.
Annual Report 1997
Exhibit 13
ConAm Realty Investors 4 L.P.
ConAm Realty Investors 4 L.P. is a California limited
partnership formed in 1984 to acquire, operate and hold
for investment multifamily residential properties. At
December 31, 1997, the Partnership's portfolio
consisted of two apartment properties located in
Florida and Arizona. Provided below is a comparison of
average occupancy levels for the years ended
December 31, 1997 and 1996.
Average Occupancy
Property Location 1997 1996
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Shadowood Village Jacksonville, Florida 93% 95%
Village at the Foothills II Tucson, Arizona 94% 95%
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Contents
1 Message to Investors
3 Financial Highlights
4 Consolidated Financial Statements
7 Notes to the Consolidated
Financial Statements
13 Independent Auditors' Report and
Report of Former Independent Accountants
15 Net Asset Valuation
Administrative Inquiries Performance Inquiries/Form 10-Ks
Address Changes/Transfers First Data Investor Services Group
Service Data Corporation P.O. Box 1527
2424 South 130th Circle Boston, Massachusetts 02104-1527
Omaha, Nebraska 68144-2596 Attn: Financial Communications
800-223-3464 800-223-3464
Message to Investors
Presented for your review is the 1997 Annual Report for ConAm Realty Investors
4 L.P. In this report, we review property sales and discuss general market
conditions affecting the Partnership's two remaining properties (the
"Properties"). We have also included an update on operations at the Properties
and financial highlights for the year.
This annual report contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Actual results could differ from those projected in or
contemplated by the forward- looking statements as a result of a number of
factors, including those identified herein.
Cash Distributions
- ------------------
The Partnership declared cash distributions totaling $173.00 per Unit for the
year ended December 31, 1997, including the fourth quarter distribution of
$3.75 per Unit, which was credited to your brokerage account or sent directly
to you on February 13, 1998. Since inception, the Partnership has paid
distributions totaling $506.01 per original $500 Unit, including $252.00 per
Unit in return of capital payments. The level of future distributions will be
reduced to reflect the decline in the Partnership's cash flow resulting from
the sales of River Hill Apartments and Pelican Landing.
Property Sales
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The Partnership completed the sales of River Hill Apartments and Pelican
Landing in 1997. The Partnership sold River Hill Apartments on August 6, 1997,
and Pelican Landing on December 30, 1997, resulting in net sales proceeds of
$7,108,356 and $13,171,373, respectively. The Partnership paid special cash
distributions of $55.00 per Unit from the net proceeds of the sale of River
Hill on October 31, 1997, and $103.00 per Unit from the net proceeds of the
sale of Pelican Landing on January 21, 1998.
Operations Overview
- -------------------
In 1997, operations at the Partnership's properties continued to be impacted to
varying degrees by strong competition for tenants in the markets where the
Properties are located. Although population and job growth remained strong in
Arizona and Florida, the addition of newly constructed complexes, especially in
the Jacksonville market, limited rental rate increases and caused overall
vacancy rates to rise. In Tucson, where Village at the Foothills II is
located, many high-end renters opted to purchase homes due to low interest
rates. Strong economic growth in both areas helped strengthen multi-family
housing, and average occupancy at both Properties declined only slightly in
1997 when compared to 1996. In addition, the appraised values of the
Properties increased by 3.9% in total when compared to the prior year.
The General Partner is continuing to evaluate the sale potential of the
remaining properties and other options with respect to the Partnership's
investments. One of these options includes obtaining mortgage loans secured by
certain of the Properties in order to return capital to the limited partners on
a tax-free basis and lock in favorable fixed interest rates. This would also
potentially enhance the future marketability of the Properties, while enabling
the Partnership to take advantage of possible future property appreciation. The
Partnership's ability to sell the Properties is dependent upon a variety of
factors, many of which are not within the Partnership's control. There can be
no assurance that any specific property or all the properties can be sold, that
particular prices will be achieved, or that the Properties can be sold within a
specific time frame. We will keep you apprised of our sales efforts in future
correspondence.
Property Review
- ---------------
Shadowood Village
Shadowood Village is a 110-unit luxury apartment complex located in a
residential area in Jacksonville. The property's average occupancy level
declined slightly to 93% in 1997, down from 95% in 1996, while rental income
increased 2% from the prior year. Favorable market conditions in the
Jacksonville area have led to an increase in new multifamily construction, with
new construction permits issued for approximately 3,831 new apartment units
throughout the year. This was partially due to the city's 1996 ranking as one
of the fastest growing labor markets in the country. Although population and
job growth in the Jacksonville area remains high, continuing construction at
this pace could lead to softness in the market in the future. While vacancy
rates remained low in 1997, the use of rental concessions has recently
increased in the marketplace to attract and retain tenants in anticipation of
the new competition.
Village at the Foothills II
Village at the Foothills II is a 120 unit apartment community located in the
northwest area of Tucson. The property maintained an average occupancy rate of
94% during 1997, down slightly from 95% in 1996. Apartment vacancy rates
remain high in this market, but significant population and job growth in Tucson
over the last few years is slowly reducing the number of available units, and
should favorably impact the market in 1998. Low interest rates and affordable
home prices have also increased competition by luring many renters to purchase
homes. This competition has led to the reemergence of rental incentives and
other concessions in the marketplace to attract tenants. Strong competition
for tenants is likely to continue as the addition of new properties to the
market puts further pressure on occupancies.
Summary
- -------
We will continue to monitor market conditions to determine the opportune time
to sell the Properties, and are also evaluating a potential financing of the
Partnership's two properties. In the interim, we intend to maximize the
performance of the Properties and further improve their appearance and
condition. We will keep you apprised of significant developments affecting
your investment in future reports.
Very truly yours,
/s/ Daniel J. Epstein
Daniel J. Epstein
President
Continental American Development Inc.
General Partner of ConAm Property
Services IV, Ltd.
March 25, 1998
Financial Highlights
Selected Financial Data
For the periods ended December 31, 1997 1996 1995 1994 1993
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Dollars in thousands, except
for per unit data
Total Income $4,485 $4,926 $6,597 $7,633 $7,299
Gain on Sale of Properties 4,907 _ 2,855 _ _
Net Income 6,019 1,023 3,260 985 724
Net Cash Provided by
Operating Activities 1,741 2,137 2,363 3,034 2,778
Long-term Obligations at Year End _ _ _ 5,051 5,091
Total Assets at Year End 22,770 26,010 27,247 44,686 45,646
Net Income per
Limited Partnership Unit* 45.32 6.32 22.28 2.12 2.30
Distributions per
Limited Partnership Unit* 15.00 15.00 11.25 9.00 18.00
Special Distributions per
Limited Partnership Unit* 158.00 _ 111.25 _ _
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* 128,110 Units outstanding
Cash Distributions
Per Limited Partnership Unit 1997 1996
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Special Distributions* $ 158.00 $ _
First Quarter 3.75 3.75
Second Quarter 3.75 3.75
Third Quarter 3.75 3.75
Fourth Quarter 3.75 3.75
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Total $ 173.00 $ 15.00
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* On October 31, 1997, the Partnership paid a special cash distribution of
$55.00 per Unit, representing net proceeds from the sale of River Hill
Apartments on August 6, 1997.
On January 21, 1998, the Partnership paid a special cash distribution of
$103.00 per Unit, representing net proceeds from the sale of Pelican
Landing on December 30, 1997.
Consolidated Balance Sheets At December 31, At December 31,
1997 1996
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Assets
Investments in real estate:
Land $ 2,153,239 $ 5,627,763
Building and improvements 11,015,879 20,448,021
----------------------------
13,169,118 26,075,784
Less accumulated depreciation (5,552,827) (9,754,730)
----------------------------
7,616,291 16,321,054
Property held for disposition _ 7,358,300
Cash and cash equivalents 15,150,595 2,314,876
Other assets 3,300 15,370
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Total Assets $22,770,186 $26,009,600
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Liabilities and Partners' Capital
Liabilities:
Accounts payable and accrued expenses $144,530 $108,269
Distribution payable 13,729,122 533,792
Due to affiliates 15,471 20,443
Security deposits payable 35,573 144,220
----------------------------
Total Liabilities 13,924,696 806,724
----------------------------
Partners' Capital:
General Partners _ _
Limited Partners (128,110 Units outstanding) 8,845,490 25,202,876
----------------------------
Total Partners' Capital 8,845,490 25,202,876
----------------------------
Total Liabilities and Partners' Capital $22,770,186 $26,009,600
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See accompanying notes to the consolidated financial statements.
Consolidated Statements of Operations
For the years ended December 31, 1997 1996 1995
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Income
Rental $4,272,753 $4,778,238 $6,351,434
Interest and other 212,589 148,102 245,330
------------------------------------
Total Income 4,485,342 4,926,340 6,596,764
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Expenses
Property operating 2,465,118 2,545,471 3,630,788
Loss on write-down of real estate _ _ 477,170
Depreciation 695,023 1,184,781 1,610,725
Interest _ _ 283,556
General and administrative 213,479 173,535 189,785
------------------------------------
Total Expenses 3,373,620 3,903,787 6,192,024
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Income from operations 1,111,722 1,022,553 404,740
Gain on sale of properties, net 4,907,439 _ 2,854,884
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Net Income $6,019,161 $1,022,553 $3,259,624
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Net Income Allocated:
To the General Partners $ 213,517 $ 213,517 $ 405,680
To the Limited Partners 5,805,644 809,036 2,853,944
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$6,019,161 $1,022,553 $3,259,624
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Per limited partnership Unit
(128,110 Units outstanding):
Income from operations $ 7.32 $ 6.32 $ 2.00
Gain on sale of properties 38.00 _ 20.28
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Net Income $45.32 $ 6.32 $22.28
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See accompanying notes to the consolidated financial statements.
Consolidated Statement of Partners' Capital
For the years ended December 31, 1997, 1996 and 1995
General Limited
Partners Partners Total
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Balance at December 31, 1994 $ _ $39,155,021 $39,155,021
Net Income 405,680 2,853,944 3,259,624
Distributions ($122.50 per Unit) (405,680) (15,693,475) (16,099,155)
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Balance at December 31, 1995 _ 26,315,490 26,315,490
Net Income 213,517 809,036 1,022,553
Distributions ($15.00 per Unit) (213,517) (1,921,650) (2,135,167)
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Balance at December 31, 1996 _ 25,202,876 25,202,876
Net Income 213,517 5,805,644 6,019,161
Distributions ($173.00 per Unit) (213,517) (22,163,030) (22,376,547)
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Balance at December 31, 1997 $ _ $8,845,490 $8,845,490
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See accompanying notes to the consolidated financial statements.
Consolidated Statements of Cash Flows
For the years ended December 31, 1997 1996 1995
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Cash Flows From Operating Activities:
Net Income $6,019,161 $1,022,553 $3,259,624
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation 695,023 1,184,781 1,610,725
Loss on write-down of real estate _ _ 477,170
Gain on sale of properties, net (4,907,439) _ (2,854,884)
Increase (decrease) in cash arising
from changes in operating assets
and liabilities:
Other assets 12,070 836 6,321
Accounts payable and accrued expenses 36,261 (73,169) 21,651
Due to affiliates (4,972) 841 (11,989)
Security deposits payable (108,647) 1,180 (145,295)
------------------------------------
Net cash provided by operating activities 1,741,457 2,137,022 2,363,323
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Cash Flows From Investing Activities:
Net proceeds from sale of properties 20,279,729 _ 17,551,351
Additions to real estate (4,250) (69,956) (149,631)
------------------------------------
Net cash provided by (used for)
investing activities 20,275,479 (69,956) 17,401,720
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Cash Flows From Financing Activities:
Mortgage principal payments _ _ (5,051,086)
Distributions (9,181,217) (2,188,546) (15,511,984)
------------------------------------
Net cash used for financing activities (9,181,217) (2,188,546) (20,563,070)
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Net increase (decrease) in cash
and cash equivalents 12,835,719 (121,480) (798,027)
Cash and cash equivalents,
beginning of period 2,314,876 2,436,356 3,234,383
-------------------------------------
Cash and cash equivalents,
end of period $15,150,595 $2,314,876 $2,436,356
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Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for interest $ _ $ _ $ 283,556
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See accompanying notes to the consolidated financial statements.
Notes to the Consolidated Financial Statements
December 31, 1997, 1996 and 1995
1. Organization
ConAm Realty Investors 4 L.P., (formerly Hutton/ConAm Realty Investors 4) (the
"Partnership") was organized as a limited partnership under the laws of the
State of California pursuant to a Certificate and Agreement of Limited
Partnership (the "Partnership Agreement") dated May 10, 1984. The Partnership
was formed for the purpose of acquiring and operating certain types of
residential real estate. The original co-general partners of the Partnership
were RI 3-4 Real Estate Services, Inc. ("RI 3- 4"), an affiliate of Lehman
Brothers Inc., and ConAm Property Services IV, Ltd. ("CPS IV"), an affiliate of
Continental American Properties, Ltd. (the "General Partners"). On October 8,
1997, CPS IV acquired RI 3-4's co-general partner interest in the Partnership
effective July 1, 1997, pursuant to a Purchase Agreement between CPS IV and RI
3-4 dated August 29, 1997. As a result, CPS IV now serves as the sole general
partner (the "General Partner") of the Partnership. In conjunction with this
transaction, the name of the Partnership changed from Hutton/ConAm Realty
Investors 4 to ConAm Realty Investors 4 L.P.
2. Significant Accounting Policies and Practices
Financial Statements - The consolidated financial statements are prepared on the
accrual basis of accounting and include the accounts of the Partnership and its
affiliated ventures when the Partnership has a controlling interest in the
ventures. The effect of transactions between the Partnership and its ventures
have been eliminated in consolidation.
Investments in Real Estate - Investments in real estate are recorded at cost
less accumulated depreciation and include the initial purchase price of the
property, legal fees, acquisition and closing costs.
Revenue is recognized when earned and expenses (including depreciation) are
recognized when incurred in accordance with generally accepted accounting
principles. Leases are generally for terms of one year or less.
Depreciation is computed using the straight-line method based upon the
estimated useful lives of the properties (25 years). Maintenance and repairs
are charged to operations as incurred. Costs incurred for significant
betterments and improvements are capitalized and depreciated over their
estimated useful lives.
For assets sold or otherwise disposed of, the cost and related accumulated
depreciation are removed from the accounts, and any resulting gain or loss is
reflected in net income for the period.
Impairment of Long-Lived Assets - Statement of Financial Accounting Standards
No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to be Disposed Of" ("FAS 121"), requires the Partnership to assess its
real estate investments for impairment whenever events or changes in
circumstances indicate that the carrying amount of the real estate may not be
recoverable. Recoverability of real estate to be held and used is measured by
a comparison of the carrying amount of the real estate to future net cash flows
(undiscounted and without interest) expected to be generated by the real
estate. If the real estate is considered to be impaired, the impairment to be
recognized is measured by the amount by which the carrying amount of the real
estate exceeds the fair value of the real estate. Assets to be disposed of are
reported at the lower of the carrying amount or fair value less costs to sell.
Income Taxes - No provision for income taxes has been made in the financial
statements as the liability for such taxes is that of the partners rather than
the Partnership.
Cash and Cash Equivalents - Cash and cash equivalents consist of highly liquid
short-term investments with original maturities of three months or less.
Concentration of Credit Risk - Financial instruments which potentially subject
the Partnership to a concentration of credit risk principally consist of cash
and cash equivalents in excess of the financial institution's federally insured
limits. The Partnership invests its cash and cash equivalents with high credit
quality federally insured financial institutions.
Use of Estimates - Management of the Partnership has made a number of estimates
and assumptions relating to the reporting of assets and liabilities, the
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during the
reporting period to prepare these financial statements in conformity with
generally accepted accounting principles. Actual results could differ from
those estimates.
3. The Partnership Agreement
The Partnership Agreement provides that net cash from operations, as defined,
is to be distributed quarterly, 90% to the limited partners and 10% to the
General Partners.
Net loss and all depreciation for any fiscal year is to be allocated 99% to the
limited partners and 1% to the General Partners.
Net income before depreciation is to be allocated as follows:
(a) To the extent that net income from operations before depreciation does
not exceed the amount of net cash from operations distributable to the
partners with respect to such fiscal year, net income from operations
before depreciation is to be allocated among the partners, pro rata in
accordance with the amount of net cash from operations distributable to
each partner with respect to such fiscal year to the extent thereof; and
(b) To the extent that net income from operations before depreciation exceeds
the amount of net cash from operations distributable to the partners with
respect to such fiscal year, such excess is to be allocated (1) first,
100% to the General Partners, pro rata, in an amount equal to the excess,
if any, of the General Partners' deficits, if any, in their capital
accounts, over an amount equal to 1% of the aggregate capital
contributions to the Partnership as reduced by the amount of the General
Partners' capital contributions, and (2) second, 99% to the limited
partners and 1% to the General Partners.
Net proceeds from sales or refinancing are to be distributed 100% to the
limited partners until each limited partner has received an amount equal to his
adjusted capital value (as defined) and an annual, cumulative 7% return
thereon. The balance, if any, is to be distributed 85% to the limited partners
and 15% to the General Partners.
4. Investments in Real Estate
The Partnership owns two residential apartment complexes acquired through
investments in joint ventures and limited partnerships as follows:
Apartment Date Purchase
Property Name Units Location Acquired Price
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Village at the Foothills II 120 Tucson, AZ 5/30/85 $7,216,400
Shadowood Village 110 Jacksonville, FL 7/3/86 5,400,000
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Village at the Foothills II was acquired through a joint venture with an
unaffiliated developer and Shadowood Village was acquired through a limited
partnership with an unaffiliated developer. To each limited partnership and
joint venture, the Partnership assigned its rights to acquire the above
properties and contributed cash equal to the purchase price of the properties.
The Partnership's partners did not make initial capital contributions to these
entities.
On July 20, 1995, the Partnership sold Trails at Meadowlakes and Cypress Lakes.
Trails at Meadowlakes and Cypress Lakes sold for $8,940,000 and $8,825,000,
respectively, to an institutional buyer (the "Buyer"), which is unaffiliated
with the Partnership. The selling price was determined by arm's length
negotiations between the Partnership and the Buyer. The Partnership received
net proceeds of $17,551,351 from the transaction of which $5,057,952,
representing outstanding principal and interest, was used to fully satisfy the
Partnership's mortgage obligation on Trails at Meadowlakes. The transaction
resulted in a gain on sale of $2,854,884, which is reflected in the
Partnership's consolidated statements of operations for the year ended December
31, 1995.
On August 22, 1995, the Partnership paid a special distribution of $14,252,238
to the limited partners. The special distribution was comprised of net
proceeds from the sale of Trails at Meadowlakes and Cypress Lakes and from
Partnership cash reserves.
In 1995, the Partnership recorded a write-down of $477,170 in 1995 to reduce
the carrying value of River Hill Apartments to its estimated fair value. The
impairment was caused by the need for necessary property improvements and
changing market conditions.
On August 6,1997, the Partnership sold River Hill Apartments to an unaffiliated
institutional buyer for a sales price of $7,275,000. The Partnership received
net proceeds from the sale totaling $7,108,356 and the transaction resulted in
a loss of $249,944, which is reflected in the Partnership's consolidated
statements of operations for the year ended December 31, 1997. On October 31,
1997, the General Partners paid a special distribution to Limited Partners
representing the net proceeds from the sale.
On December 30, 1997, the Partnership sold Pelican Landing to an unaffiliated
institutional buyer for a sales price of $13,400,000. The Partnership received
net proceeds from the sale totaling $13,171,373 and the transaction resulted in
a net gain of $5,157,383, which is reflected in the Partnership's consolidated
statements of operations for the year ended December 31, 1997. A distribution
in the amount of $103 per Unit was paid to limited partners on January 21,
1998, and is reflected on the Partnership's Balance Sheet as "Distribution
payable" at December 31, 1997. Distribution payable was $13,195,330 at
December 31, 1997.
The limited partnership agreement of River Hill Apartments substantially
provides that:
a. Net cash from operations of River Hill Apartments is to be distributed
100% to the Partnership until it has received an annual, noncumulative
return of 10% on its adjusted capital contribution. Any remaining
balance is to be distributed 60% to the Partnership and 40% to the
co-venturer.
b. Net income of the limited partnership is to be allocated to the
Partnership and the co-venturers basically in accordance with the
distribution of net cash from operations. All net losses and
depreciation are to be allocated to the Partnership.
c. Net proceeds from a sale or refinancing of River Hill Apartments are to
be distributed 100% to the Part Partnership, until it has received an
amount equal to 110% of its adjusted capital contribution.
Distributions are to then be made 75% to the Partnership and 25% to
the co-venturer, until the Partnership has received an additional 110%
of the Partnership's adjusted capital contribution. Any remaining
balance is to be distributed 50% to the Partnership and 50% to the
co-venturer. In 1997, 100% of the net proceeds from sale were
distributed to the Partnership.
The joint venture and limited partnership agreements of Village at the
Foothills II and Shadowood Village substantially provide that:
a. Available cash from operations is to be distributed 100% to the
Partnership until it has received its annual, noncumulative preferred
return, as defined. Any remaining balance is to be distr ibuted 99% to
the Partnership and 1% to the General Partners.
b. Net income is to be allocated first, proportionately to partners with
negative capital accounts, as defined, until such capital accounts, as
defined, have been increased to zero; then, to the Partnership up to
the amount of any payments made on account of its preferred return;
thereafter, 99% to the Partnership and 1% to the General Partners. All
losses are to be allocated first to the partners with positive capital
accounts, as defined, until such accounts have been reduced to zero
and, then, 99% to the Partnership and 1% to the General Partners.
c. Income from a sale is to be allocated to the Partnership until the
Partnership's capital accounts, as defined, are equal to the fair
market value of the venture's assets at the date of the amendments;
then, any remaining balance is to be allocated 99% to the Partnership
and 1% to the General Partners. Net proceeds from a sale or
refinancing are to be distributed first to the partners with a positive
capital account balance, as defined; thereafter, 99% to the Partnership
and 1% to the General Partners.
5. Mortgage Payable
On July 19, 1985, the Partnership obtained financing of $5,200,000,
collateralized by a first mortgage encumbering Trails at Meadowlakes. The loan
had an initial term of five years bearing interest at an annual rate of 12.50%
with monthly payments of interest only. The loan was extended in 1990 for an
additional five years bearing interest at a rate of 10.125% with monthly
principal and interest payments. On July 20, 1995 the Partnership closed on the
sale of Trails at Meadowlakes and used a portion of the sales proceeds to
satisfy the Partnership's outstanding mortgage obligation of $5,029,661.
6. Fair Value of Financial Instruments
Statement of Financial Accounting Standards No. 107, "Disclosures about Fair
Value of Financial Instruments", requires that the fair values be disclosed for
the Partnership's financial instruments. The carrying amount of cash and cash
equivalents, accounts payable and accrued expenses, distribution payable, due
to affiliates and security deposits are reasonable estimates of their fair
values due to the short-term nature of those instruments.
7. Transactions with Related Parties
The following is a summary of fees earned and reimbursable expenses paid to the
General Partners and affiliates for the years ended December 31, 1997, 1996 and
1995, and the unpaid portion at December 31, 1997:
Earned and
Unpaid at
December 31, Earned
1997 1997 1996 1995
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RI 3-4 Real Estate Services, Inc.
and affiliates:
Out-of-pocket expenses $ _ $ 1,236 $ 724 $ 3,541
ConAm and affiliates:
Property operating salaries _ 298,398 307,565 411,731
Property management fees 15,471 220,820 239,560 322,934
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Total $ 15,471 $520,454 $547,849 $738,206
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8. Reconciliation of Financial Statement and Tax Information - The following
is a reconciliation of the net income for financial statement purposes to net
income (loss) for federal income tax purposes for the years ended December 31,
1997, 1996 and 1995:
1997 1996 1995
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Net income per financial statements $ 6,019,161 $ 1,022,553 $ 3,259,624
Depreciation deducted for tax
purposes in excess of
depreciation expense per
financial statements (unaudited) (144,847) (92,628) (105,426)
Tax basis joint venture net income
(loss) in excess of GAAP basis
joint venture net income (unaudited) 1,916,863 (104,176) (103,451)
Financial statements loss on
write-down of real estate over
tax basis loss on write-down of
real estate (unaudited) _ _ 477,170
Gain on sale of properties
for tax purposes in excess of
gain per financial
statements (unaudited) 3,487,244 _ 5,305,729
Other (unaudited) 10,820 (2,213) 470
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Taxable net income (loss) (unaudited) $11,289,241 $ (823,536) $ 8,834,116
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The following is a reconciliation of partners' capital for financial statement
purposes to partners' capital for federal income tax purposes as of December
31, 1997, 1996 and 1995:
1997 1996 1995
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Partners' capital per
financial statements $ 8,845,490 $25,202,876 $26,315,490
Accrued distribution from sale
of Pelican Landing (unaudited) 13,195,330 _ _
Adjustment for cumulative difference
between tax basis net income
and net income per financial
statements (unaudited) 3,435,914 (1,834,166) (1,635,149)
- -------------------------------------------------------------------------------
Partners' capital per income
tax return (unaudited) $25,476,734 $23,368,710 $24,680,341
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At December 31, 1997, the tax basis of the Partnership's assets was $26,168,869
and the tax basis of the Partnership's liabilities was $692,135.
9. Distributions Paid - Distributions per the consolidated statements of
partners' capital are recorded on the accrual basis which recognizes specific
record dates for payments within each calendar year. The consolidated
statements of cash flows recognize actual cash distributions paid during the
calendar year. The following table discloses the annual amounts as presented on
the consolidated financial statements:
Distributions Distributions
Payable Distributions Distributions Payable
Beginning of Year Declared Paid December 31,
- -------------------------------------------------------------------------------
1997 $ 533,792 $22,376,547 $9,181,217 $13,729,122
1996 587,171 2,135,167 2,188,546 533,792
1995 _ 16,099,155 15,511,984 587,171
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Independent Auditors' Report
The General Partner
ConAm Realty Investors 4 L.P.:
We have audited the accompanying consolidated balance sheet of ConAm Realty
Investors 4 L.P. (a California limited partnership) (formerly Hutton/ConAm
Realty Investors 4) and consolidated ventures (the "Partnership"), as of
December 31, 1997, and the related consolidated statements of operations,
partners' capital, and cash flows for the year then ended. These consolidated
financial statements are the responsibility of the Partnership's management.
Our responsibility is to express an opinion on these consolidated financial
statements based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for our opinion.
In our opinion, the 1997 consolidated financial statements referred to above
present fairly, in all material respects, the financial position of ConAm
Realty Investors 4 L.P. and consolidated ventures as of December 31, 1997, and
the results of their operations and their cash flows for the year then ended in
conformity with generally accepted accounting principles.
KPMG Peat Marwick LLP
San Diego, California
March 4, 1998
Report of Former Independent Accountants
To the Partners of
ConAm Realty Investors 4 L.P.:
We have audited the consolidated balance sheet of ConAm Realty Investors 4 L.P.
(formerly Hutton/ConAm Realty Investors 4), a California limited partnership,
and Consolidated Ventures as of December 31, 1996 and the related consolidated
statements of operations, partners' capital (deficit) and cash flows for each
of the two years in the period ended December 31, 1996. These consolidated
financial statements are the responsibility of the Partnership's management.
Our responsibility is to express an opinion on these consolidated financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of ConAm
Realty Investors 4 L.P., a California limited partnership, and Consolidated
Ventures as of December 31, 1996 and 1995, and the consolidated results of
their operations and their cash flows for each of the two years in the period
ended December 31, 1996, in conformity with generally accepted accounting
principles.
COOPERS & LYBRAND L.L.P.
Hartford, Connecticut
February 14, 1997
Net Asset Valuation
Comparison of Acquisition Costs to Appraised Value and
Determination of Net Asset Value Per Unit at December 31, 1997 (Unaudited)
Acquisition Cost
(Purchase Price
Plus General
Partners' December 31,
Date of Acquisition 1997 Appraised
Property Acquisition Fees) Value (1)
- -------------------------------------------------------------------------------
Village at the Foothills II 05-30-85 $ 7,376,000 $ 4,700,000
Shadowood Village 07-03-86 5,649,540 4,650,000
----------- -----------
$13,025,540 $ 9,350,000
Cash and cash equivalents 15,150,595
Other assets 3,300
-----------
24,503,895
Less:
Total liabilities (13,924,696)
-----------
Partnership Net Asset Value (2) $10,579,199
-----------
Net Asset Value Allocated:
Limited Partners 10,456,279
General Partner 122,920
-----------
$10,579,199
-----------
Net Asset Value Per Unit (128,110 Units outstanding) $81.62
- -----------------------------------------------------------------------------
(1) This represents the December 31, 1997 Appraised Values which were
determined by an independent property appraisal firm.
(2) The Partnership Net Asset Value assumes a hypothetical sale at December
31, 1997 of all the Partnership's properties at a price based upon their
value as a rental property as determined by an independent property
appraisal firm, and the distribution of the proceeds of such sale,
combined with the Partnership's cash after liquidation of the
Partnership's assets and liabilities, to the Partners.
Limited Partners should note that appraisals are only estimates of current
value and actual values realizable upon sale may be significantly different. A
significant factor in establishing an appraised value is the actual selling
price for properties which the appraiser believes are comparable. In addition,
the appraised value does not reflect the actual costs which would be incurred
in selling the properties. As a result of these factors and the illiquid
nature of an investment in Units of the Partnership, the variation between the
appraised value of the Partnership's properties and the price at which Units of
the Partnership could be sold is likely to be significant. Fiduciaries of
Limited Partners which are subject to ERISA or other provisions of law
requiring valuations of Units should consider all relevant factors, including,
but not limited to Net Asset Value per Unit, in determining the fair market
value of the investment in the Partnership for such purposes.
Schedule III - Real Estate and Accumulated Depreciation:
December 31, 1997
Residential Property: Village at the Shadowood
Foothills II Village Total
- -------------------------------------------------------------------------------
Location Tucson, AZ Jacksonville, FL na
Construction date 1984-1985 1985-1986 na
Acquisition date 05-30-85 07-03-86 na
Life on which depreciation
in latest income statements
is computed 25 years 25 years na
Initial cost to Partnership:
Land $ 1,584,049 $ 566,000 $ 2,150,049
Buildings and
improvements 5,838,595 5,125,065 10,963,660
Costs capitalized
subsequent to acquisition:
Land, buildings
and improvements 11,135 44,274 55,409
Gross amount at which
carried at close of period: (1)
Land 1,583,965 569,274 2,153,239
Buildings and
improvements 5,849,814 5,166,065 11,015,879
7,433,779 5,735,339 13,169,118
- -------------------------------------------------------------------------------
Accumulated depreciation (2) $ 3,052,632 $ 2,500,195 $ 5,552,827
- -------------------------------------------------------------------------------
(1) Represents aggregate cost for both financial reporting and Federal
income tax purposes.
(2) The amount of accumulated depreciation for Federal income tax purposes
is $8,757,690.
A reconciliation of the carrying amount of real estate and accumulated
depreciation for the years ended December 31, 1997, 1996, and 1995 follows:
1997 1996 1995
- -------------------------------------------------------------------------------
Investments in real estate and
property held for disposition:
Beginning of period $33,434,084 $33,752,728 $60,325,756
Additions 4,250 69,956 149,631
Write-down _ _ (4,498,633)
Dispositions (20,269,216) _ (22,224,026)
Reclassification to held
for disposition _ (388,600) _
- -------------------------------------------------------------------------------
End of period $13,169,118 $33,434,084 $33,752,728
- -------------------------------------------------------------------------------
Accumulated depreciation:
Beginning of period $ 9,754,730 $ 8,958,549 $18,896,846
Depreciation expense 695,023 1,184,781 1,610,725
Elimination of accumulated depreciation _ (388,600) _
Write-down _ _ (4,021,463)
Dispositions (4,896,926) _ (7,527,559)
- -------------------------------------------------------------------------------
End of period $ 5,552,827 $ 9,754,730 $ 8,958,549
- -------------------------------------------------------------------------------
See accompanying independent auditors' report.
Independent Auditors' Report
The General Partner
ConAm Realty Investors 4 L.P.:
Under date of March 4, 1998, we reported on the consolidated balance sheet
of ConAm Realty Investors 4 L.P. (a California limited partnership) (formerly
Hutton/ConAm Realty Investors 4) and consolidated ventures (the
"Partnership") as of December 31, 1997, and the related consolidated
statements of operations, partners' capital, and cash flows for the year
then ended, as contained in the 1997 annual report to Unitholders.
These consolidated financial statements and our report thereon are
incorporated by reference in the 1997 annual report on Form 10-K. In
connection with our audit of the aforementioned consolidated financial
statements, we also have audited the related consolidated financial
statement schedule. This consolidated financial statement schedule is the
responsibility of the Partnership's management. Our responsibility is to
express an opinion on this consolidated financial statement schedule based on
our audit.
In our opinion, the consolidated financial statement schedule, when considered
in relation to the basic consolidated financial statements taken as a
whole, presents fairly, in all material respects, the information set forth
therein.
KPMG Peat Marwick LLP
San Diego, California
March 4, 1998
Report of Former Independent Accountants
Our report on the consolidated financial statements of ConAm Realty Investors 4
L.P. (formerly Hutton/ConAm Realty Investors 4), a California Limited
Partnership, and Consolidated Ventures has been incorporated by reference in
this Form 10-K from the Annual Report to Unitholders of ConAm Realty Investors
4 for the year ended December 31, 1996. In connection with our audits of such
financial statements, we have also audited the related financial statement
schedule listed in the index of this Form 10- K.
In our opinion, the financial statement schedule referred to above, when
considered in relation to the basic financial statements taken as a whole,
presents fairly, in all material respects, the information required to be
included therein.
COOPERS & LYBRAND L.L.P.
Hartford, Connecticut
February 14, 1997
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