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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) February 29, 1996
BOETTCHER WESTERN PROPERTIES III LTD.
(Exact name of Registrant as specified in its charter)
COLORADO 0-11502 84-0911344
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
77 West Wacker Drive Chicago, Illinois 60601
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(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code (312) 574-6000
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N/A
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(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets
On February 29, 1996, Boettcher Western Properties III Ltd, (the "Partnership")
sold the land, related improvements and personal property of the residential
apartment complex know as La Risa Apartments ("La Risa") located at 800 Babock
Road, San Antonio, Texas. The purchaser, ALT Affordable Housing Service, Inc.
is not affiliated with the Partnership, its Managing General Partner or any
affiliate, director, officer of associate of the foregoing, and the sales price
was determined by arm's length negotiations. La Risa consists of 33 buildings
with 254 units containing approximately 83,896 square feet of net rentable area
on approximately 9.7 acres of land. At the time of sale, La Risa was
approximately 92% rented and occupied.
The net proceeds to the Partnership, before proration of operating income and
expenses related to the property, were as follows:
Sales Price $6,440,000
Less:
Costs of sale:
Sales commissions (223,453)
Closing costs (title fees, legal and other) (74,400)
Tenant security deposit liability (33,040)
Mortgage payoff (3,692,414) (4,023,307)
----------
Net Proceeds $2,416,693
==========
The net proceeds will be utilized as follows:
Distribution to limited partners ($45.45/unit) $1,000,000
Partial repayment of cash advances, reimbursement and
deferred fees to the Managing General Partner 1,000,000
Addition to Partnership cash reserves 416,693
----------
$2,416,693
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Item 7. Financial Statements and Exhibits
(a) Financial Statements--Not applicable.
(b) Pro forma financial information--See pages 4 through 7 filed as
part of this report.
(c) Exhibit--
10.19 Purchase and Sale Agreement for the sale of LaRisa
Apartments.
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BOETTCHER WESTERN PROPERTIES III LTD.
(A Limited Partnership)
Pro Forma Balance Sheet
December 31, 1995
(Unaudited)
Pro Forma Adjustments
-----------------------
Historical Sale of LaRisa and Pro Forma
December 31, 1995 Application of Proceeds December 31, 1995
----------------- ----------------------- -----------------
Assets
------
Real estate investments, at gross cost
Properties held for sale $ 16,364,757 ($7,263,070) $9,101,687
Less discount on related debt (1,192,518) 414,111 (778,407)
----------- ----------- ----------
15,172,239 (6,848,959) 8,323,280
Less accumulated depreciation (4,949,888) 2,508,678 (2,441,210)
----------- ----------- ----------
10,222,351 (4,340,281) 5,882,070
Cash and cash equivalents at cost,
which approximates market value 658,609 416,693 1,075,302
Accounts receivable and other assets 180,932 (56,392) 124,540
Property tax and other escrow deposits 34,182 (34,182) -
Debt issuance costs, net of accumulated
amortization of $164,271 26,250 - 26,250
Deferred leasing costs, net of accumulated
amortization of $438,457 190,659 - 190,659
----------- ----------- ----------
Total Assets $11,312,983 ($2,014,162) $7,298,821
=========== =========== ==========
Liabilities and Partner's Equity
--------------------------------
Mortgage payable, net of unamortized
debt discount of $6,508 $7,072,107 ($3,692,414) $3,379,693
Payable to managing general partner 1,414,760 (1,000,000) 414,760
Accounts payable & accrued expenses 288,271 (9,998) 278,273
Property taxes payable 32,900 (32,900) -
Tenants' deposits 78,489 (33,040) 45,449
Unearned rental income 3,724 (782) 2,942
Accrued interest payable 33,658 (32,519) 1,139
----------- ----------- ----------
Total Liabilities 8,923,909 (3,801,653) 5,122,256
Partners' capital (deficit)
General partners (126,392) 17,875 (108,517)
Limited partners 2,515,466 769,616 3,285,082
----------- ----------- ----------
Total Partners' capital (deficit) 2,389,074 1,787,491 3,176,565
----------- ----------- ----------
Total Liabilities & Partners' Equity $11,312,983 ($2,014,162) $7,298,821
=========== =========== ==========
See accompanying notes to pro forma financial statements.
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BOETTCHER WESTERN PROPERTIES III LTD.
(A Limited Partnership)
Pro Forma Statement of Operations
For the Three Months Ended December 31, 1995
(Unaudited)
Pro Forma Adjustments
---------------------
Historical Pro Forma
Three Months Ended Sale of Three Months Ended
December 31, 1995 LaRisa December 31, 1995
------------------ ------- -----------------
Revenue:
Rental income $517,215 ($301,120) $216,095
Tenant reimbursements for common
area charges, insurance and taxes 82,820 - 82,820
Other income 18,324 (12,131) 6,193
-------- --------- --------
618,359 (313,251) 305,108
-------- --------- --------
Expenses:
Interest, including amortization of debt
discount and debt issuance costs 189,767 (107,038) 82,729
Depreciation 116,135 (63,221) 52,914
Property taxes 62,458 (37,540) 24,918
Fees and reimbursements to managing
general partner 44,636 - 44,636
Other management fees 28,850 (13,785) 15,065
Salaries of on-site property managers 31,475 (31,475) -
Repairs and maintenance 51,355 (28,923) 22,432
Utilities 34,852 (25,203) 9,649
Other administrative 63,085 (23,026) 40,059
Environmental costs 3,901 - 3,901
-------- --------- --------
626,514 (330,211) 296,303
-------- --------- --------
Net earnings (loss) ($8,155) $16,960 $8,805
======== ========= ========
Net earnings (loss) per limited partnership
unit, using the weighted average number
of limited partnership units outstanding
of 22,000: ($0.37) $0.77 $0.40
======== ========= ========
See accompanying notes to pro forma financial statements.
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BOETTCHER WESTERN PROPERTIES III LTD.
(A Limited Partnership)
Pro Forma Statement of Operations
For the Fiscal Year Ended September 30, 1995
(Unaudited)
Pro Forma Adjustments
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Historical Pro Forma
Year Ended Sale of Year Ended
September 30, 1995 LaRisa September 30, 1995
------------------ ------- -----------------
Revenue:
Rental income $2,145,948 ($1,235,348) $910,600
Tenant reimbursements for common
area charges, insurance and taxes 271,087 - 271,087
Other income 91,501 (55,162) 36,339
--------- --------- ---------
2,508,536 (1,290,510) 1,218,026
--------- --------- ---------
Expenses:
Interest, including amortization of debt
discount and debt issuance costs 807,298 (431,385) 375,913
Depreciation 451,174 (239,036) 212,138
Property taxes 255,633 (153,044) 102,589
Fees and reimbursements to managing
general partner 186,893 - 186,893
Other management fees 108,667 (51,657) 57,010
Salaries of on-site property managers 156,975 (156,975) -
Repairs and maintenance 260,913 (126,477) 134,436
Utilities 121,150 (88,312) 32,838
Other administrative 234,592 (84,162) 150,430
Environmental costs 72,136 - 72,136
--------- --------- ---------
2,655,431 (1,331,048) 1,324,383
--------- --------- ---------
Net earnings (loss) ($ 146,895) $ 40,538 ($ 106,357)
========= ========= =========
Net earnings (loss) per limited partnership
unit using the weighted average number
of limited partnership units outstanding
of 22,000:
($6.61) $1.83 ($4.79)
========= ========= =========
See accompanying notes to pro forma financial statements.
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BOETTCHER WESTERN PROPERTIES III LTD.
(a Limited Partnership)
NOTES TO UNAUDITED PRO FORMA FINANCIAL INFORMATION
Note 1 - Basis of Presentation
---------------------
The unaudited pro forma balance sheet at December 31, 1995 is based
on the historical balance sheet for the Partnership presented on
its Form 10-Q for the quarter ended December 31, 1995. In
general, the pro forma adjustments represent the elimination of all
liabilities related to LaRisa Apartments, and the net effect of the
sale transaction and resulting utilization of the sale proceeds,
including a distribution to the limited partners' capital account,
as follows:
Distribution to limited partners $1,000,000
Repayment of amounts due managing
general partner 1,000,000
Addition to cash reserves 416,693
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Net proceeds $2,416,693
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The unaudited pro forma statements of operations for the three
months ended December 31, 1995 and for the year ended September 30,
1995 are based on the historical statements of operations for the
Partnership presented on Form 10-Q and 10-K for the three months
ended December 31, 1995 and the year ended September 30, 1995,
respectively. In general, the pro forma adjustments represent the
elimination of LaRisa's historical operations for the three months
ended December 31, 1995 and for the year ended September 30, 1995.
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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.
BOETTCHER WESTERN PROPERTIES III LTD.
By: Boettcher Properties, Ltd., as
Managing General Partner
By: BPL Holdings, Inc., as
Managing General Partner
Dated: March 14, 1996 By: /s/ Thomas M. Mansheim
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Treasurer; Principal Financial
and Accounting Officer of the
Partnership
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