SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
June 30, 1995
(Quarter Ended)
0-9224
(Commission File Number)
Winthrop Partners 79 Limited Partnership
(Exact Name of Registrant as specified in its charter)
Massachusetts
(State or other jurisdiction of incorporation or organization)
04-2654152
(I.R.S. Employer Identification Number)
One International Place, Boston, Massachusetts
(Address of principal executive offices)
02110
(Zip Code)
(617) 330-8600
(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 proceeding 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
<PAGE>
PART 1 - FINANCIAL INFORMATION
STATEMENTS OF INCOME
<TABLE>
For the three and six months ended
June 30, 1995 and 1994 Three Months Ended Six Months Ended
(Unaudited) (Note 1) June 30, June 30,
<S> <C> <C> <C> <C>
Income: 1995 1994 1995 1994
Rental income from real estate leases
accounted for under the operating method $ 277,284 $ 261,127 $ 554,023 $ 531,686
Interest on short-term investments 5,878 3,837 8,131 4,976
Interest income on real estate leases
accounted for under the financing method 100,877 106,560 203,232 214,548
384,039 371,524 765,386 751,210
Expenses:
Interest 86,722 87,461 163,568 176,329
Depreciation and amortization 37,418 47,387 74,836 94,774
Management fees 6,376 7,228 12,635 13,258
23,247 22,309 43,078 55,152
General and administrative 153,763 164,385 294,117 339,513
Net income $ 230,276 $ 207,139 $ 471,269 $ 411,697
Net income allocated to General Partners $ 18,422 $ 16,571 $ 37,702 $ 32,936
Net income allocated to Limited Partners $ 211,854 $ 190,568 $ 433,567 $ 378,761
Net income per Unit of Limited Partnership
Interest $ 21.18 $ 19.05 $ 43.34 $ 37.86
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BALANCE SHEETS
<TABLE>
June 30, 1995 and December 31, 1994 June 30, 1995 December 31, 1994
(Note 1) (Unaudited) (Audited)
<S> <C> <C>
ASSETS
Real Estate Leased to Others:
Accounted for under the operating method, at
cost, net of accumulated depreciation of
$3,138,705 and $3,068,851 as of June 30, 1995,
and December 31, 1994, respectively $ 5,434,517 $ 5,504,371
Accounted for under the financing method 3,207,391 3,322,188
8,641,908 8,826,559
Other Assets:
Cash and cash equivalents, at cost,
which approximates market value 252,117 193,224
Other, net of accumulated amortization of
$41,919 and $36,937 as of June 30, 1995
and December 31, 1994, respectively 212,729 214,954
$ 9,106,754 $ 9,234,737
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Mortgage notes payable $ 3,002,067 $ 3,124,047
Accounts payable and accrued expenses 25,905 28,956
Distributions payable to Partners 253,791 208,566
3,281,763 3,361,569
Partners' Capital:
Limited Partners
Units of Limited Partnership Interest,
$1,000 stated value per Unit; authorized
issued and outstanding - 10,005 Units 6,068,816 6,113,106
General Partners (243,825) (239,938)
5,824,991 5,873,168
$ 9,106,754 $ 9,234,737
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
STATEMENTS OF CASH FLOWS
<TABLE>
For the six months ended Six Months Six Months
June 30, 1995 and 1994 Ended Ended
(Unaudited) (Note 1) June 30, 1994 June 30, 1995
<S> <C> <C>
Cash flows from operating activities:
Net income $ 471,269 $ 411,697
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 74,836 94,774
Minimum lease payments received, net of
interest income earned, on leases
accounted for under the financing method 110,852 99,536
Changes in assets and liabilities:
Increase (decrease) in accounts payable
and accrued expenses (3,051) (60,150)
Increase (decease) in distribution
payable to Partners 45,225 111,097
Decrease (increase) in other assets 1,188 3,725
Net cash provided by operating activities 700,319 660,679
Cash flows from financing activities:
Principal payments on mortgage notes (121,980) (109,435)
Cash distributions paid or accrued to Partners (519,446) (420,802)
Net cash used by financing activities (641,426) (530,237)
Net increase in cash and cash equivalents 58,893 130,442
Cash and cash equivalents, beginning of period 193,224 300,887
Cash and cash equivalents, end of period $ 252,117 $ 431,329
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
<TABLE>
Units of
For the six months ended Limited General Limited
June 30, 1995 and 1994 Partnership Partners' Partners' Total
(Unaudited) (Note 1) Interest Capital Capital Capital
<S> <C> <C> <C> <C>
Balance, December 31, 1994 10,005 $ (239,938) $ 6,113,106 $ 5,873,168
Cash distributions paid or accrued (41,589) (477,857) (519,446)
Net income 37,702 433,567 471,269
Balance, June 30, 1995 10,005 $ (243,825) $ 6,068,816 $ 5,824,991
Balance, December 31, 1993 10,005 $ (225,375) $ 6,268,454 $ 6,043,079
Cash distributions paid or accrued (33,709) (387,093) (420,802)
Net income 32,936 378,761 411,697
Balance, June 30, 1994 10,005 $ (226,148) $ 6,260,122 $ 6,033,974
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
NOTES TO FINANCIAL STATEMENTS
June 30, 1995
(Unaudited)
1. Accounting and Financial Reporting Policies
The condensed financial statements included herein have been prepared by the
Registrant, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. The Registrant's accounting and financial
reporting policies are in conformity with generally accepted accounting
principles and include adjustments in interim periods considered necessary for a
fair presentation of the results of operations. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations. It is suggested that these condensed
financial statements be read in conjunction with the financial statements and
the notes thereto included in the Registrant's latest annual report on Form
10-K.
The accompanying financial statements reflect the Partnership's results of
operations for an interim period and are not necessarily indicative of the
results of operations for the year ending December 31, 1995.
2. Taxable Income
The Partnership's taxable income for 1995 is expected to differ from
the net income for financial reporting purposes primarily due to the accounting
for certain real property leases under the financing method for financial
reporting purposes and the operating method for tax purposes and from the
difference between depreciation for financial reporting purposes and
depreciation for tax purposes calculated using the accelerated cost recovery
system.
<PAGE>
MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Cash is required to pay the Partnership's management fees, operating, general
and administrative expenses and principal and interest on mortgage indebtedness.
The Partnership's rental and interest income is sufficient and is expected to be
sufficient in future years to pay all of these expenses as well as to provide
for cash distributions to the Partners from operations.
Rental Income received in the Second Quarter 1995 was approximately the same
as that received in the Second Quarter 1994.
The Partnership has not received an extension of the July 1, 1995 maturity
date for the J.C. Penney mortgage (balance approximately $517,000) but will
continue to make monthly debt service payments while negotiating with the
lender.
Creative Paint and Wallpaper is in default under its lease due to the
non-payment of real estate taxes. The Partnership, which made the tax payment on
behalf of the tenant, has taken steps to obtain payment of approximately $30,000
from the tenant.
All rental payments due to the Partnership from its ten leased properties are
current through the Second Quarter.
The Partnership's results of operations in future years may differ from those
experienced during the quarter ended June 30, 1995, since the Partnership will
receive step rents and may receive percentage rent, as applicable, from those
tenants who operate retail stores in the Partnership's properties under net
leases.
The Partnership may also sell some of its properties.
An update on the status of the Proposal will be provided in the
Partnership's Third Quarter Report.
PART II - OTHER INFORMATION
All items are inapplicable.
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.
Winthrop Partners 79 Limited Partnership
(Registrant)
BY: One Winthrop Properties, Inc.
Managing General Partner
BY: /s/ Carol J. C. Mills
Carol J. C. Mills
Vice President and chief financial officer
BY: /s/ Richard J. McCready
Richard J. McCready
Vice President
DATED: August 29, 1995
<PAGE>
SUPPLEMENTARY INFORMATION
REQUIRED PURSUANT TO SECTION 9.4
OF THE PARTNERSHIP AGREEMENT
1. Statement of Cash Available for Distribution:
June 30, 1995
(Unaudited)
<TABLE>
<S> <C>
Net income $ 230,276
Add: Depreciation and amortiza-
tion charges to income not
affecting cash available for
distribution 37,418
Minimum lease payments
received, net of interest
income earned, on leases
accounted for under the
financing method 56,165
Less: Rent receivable (9,267)
Mortgage principal payments (62,360)
Cash Available for Distribution $ 252,232
Distributions allocated to General
Partners $ 20,203
Distributions allocated to Limited
Partners $ 232,029
</TABLE>
<PAGE>
2. Fees and other compensation paid or accrued by the Partnership to the
General Partners, or their affiliates, during the three months ended June
30, 1995:
June 30, 1995
(Unaudited)
<TABLE>
<S> <C> <C>
Entity Receiving Form of
Compensation Compensation Amount
Winthrop Property Man-
Management agement Fees $ 6,376
General Partners Interest in Cash
Available for
Distribution 20,203
WFC Realty Interest in Cash
Co. Inc. Available for
(Initial Limited Distribution 116
Partner)
All other information required pursuant to Section 9.4 of the Partnership
Agreement is set forth in the attached Report on Form 10-Q or Partnership
Report.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information
extracted from unaudited financial statements for the
six month period ending June 30, 1995 and is
qualified in its entirety by reference to such financial
statements
</LEGEND>
<CIK> 0000277886
<NAME> Winthrop Partners 79 Limited Prt.
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<EXCHANGE-RATE> 1.00000
<CASH> 252,117
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 11,780,613
<DEPRECIATION> 3,138,705
<TOTAL-ASSETS> 9,106,754
<CURRENT-LIABILITIES> 279,696
<BONDS> 3,002,067
<COMMON> 0
0
0
<OTHER-SE> 5,824,991
<TOTAL-LIABILITY-AND-EQUITY> 9,106,754
<SALES> 0
<TOTAL-REVENUES> 765,386
<CGS> 0
<TOTAL-COSTS> 55,713
<OTHER-EXPENSES> 74,836
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 163,568
<INCOME-PRETAX> 471,269
<INCOME-TAX> 0
<INCOME-CONTINUING> 471,269
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 471,269
<EPS-PRIMARY> 43.340
<EPS-DILUTED> 0.000
</TABLE>