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
September 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 Three Months Ended Nine Months Ended
September 30, 995 and 1994 September 30, September 30,
(Unaudited) (Note 1)....................... 1995 1994 1995 1994
<S> <C> <C> <C> <C>
Income:
Rental income from real estate leases accounted
for under the operating method $ 209,307 $ 204,303 $ 763,331$ $ 735,989
Interest on short-term investments 2,521 3,556 10,652 8,532
Interest income on real estate leases accounted
for under the financing method 99,344 105,496 302,576 320,044
Other income 311,172 313,355 1,076,559 1,064,565
Expenses:
Interest 75,253 80,534 238,821 256,863
Depreciation and amortization 37,417 47,387 112,253 142,161
Management fees 5,222 4,734 17,857 17,992
General and administrative 5,348 18,659 48,427 73,811
123,240 151,313 417,358 490,827
Net income 187,932 162,042 659,201 573,738
Net income allocated to General Partners 15,035 12,963 52,736 45,899
Net income allocated to Limited Partners 172,897 149,079 606,465 527,839
Net income per Unit of Limited Partnership
Interest 17.28 14.90 60.62 52.76
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BALANCE SHEETS
<TABLE>
September 30, 1995 and December 31, 1994 September 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 $3,173,631 and $3,068,851 as of
September 30,1995 and December 31,
1994, respectively $ 5,412,591 $ 5,504,371
Accounted for under the financing method 3,149,693 3,322,188
Other Assets: 8,562,284 8,826,559
Cash and cash equivalents, at cost,
which approximates market value 272,827 193,224
Other costs, net of accumulated amortization of
$54,374 and $46,901 as of September 30, 1995
and December 31, 1994, respectively 166,867 214,954
$ 9,001,978 $ 9,234,737
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Mortgage notes payable
Accounts payable and accrued expenses $ 2,948,652 $ 3,124,047
Distributions payable to Partners 37,732 28,956
Partners' Capital: 211,620 208,566
Limited Partners 3,198,004 3,361,569
Units of Limited Partnership Interest, $1,000
stated value per Unit; authorized issued and
outstanding - 10,005 Units 6,048,985 6,113,106
General Partners (245,011) (239,938)
5,803,974 5,873,168
$ 9,001,978 $ 9,234,737
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
STATEMENTS OF CASH FLOWS
<S> <C> <C>
For the nine months ended Nine Months Nine Months
September 30, 1995 and 1994 Ended Ended
(Unaudited) (Note 1)..................... September 30, 1995 September 30, 1994
Cash flows from operating activities:
Net income $ 659,201 $ 574,049
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 112,253 142,161
Minimum lease payments received, net of
interest income earned, on leases accounted
for under the financing method 172,495 151,082
Changes in assets and liabilities:
Increase in accounts payable
and accrued expenses 8,776 (60,394)
Increase in distribution payable
to Partners 3,054 101,206
Increase in deferred costs 40,614 13,258
Decrease (increase) in other assets 996,393 921,362
Net cash provided by operating activities Cash flows from investing activities:
Improvements to property (13,000) --
Cash flows from financing activities:
Principal payments on mortgage notes (175,395) (134,229)
Cash distributions paid or accrued to Partners (728,395) (640,840)
Net cash used by financing activities (903,790) (775,069)
Net increase (decrease) in cash and cash equivalents 79,603 154,148
Cash and cash equivalents, beginning of period 193,224 217,413
Cash and cash equivalents, end of period $ 272,827 $ 371,561
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
STATEMENTS OF CHANGES IN PARTNER'S CAPITAL
For the nine months ended Units of
September 30, 1995 and 1994 Limited General Limited
(Unaudited) (Note 1) Partnership Partners' Partners' Total
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 (57,809) (670,586) (728,395)
Net income 52,736 606,465 659,201
Balance, September 30, 1995 10,005 $ (245,011) $ 6,048,985 $ 5,803,974
Balance, December 31, 1993 10,005 $ (225,375) $ 6,268,454 $ 6,043,079
Cash distributions paid or accrued (55,675) (640,266) (695,941)
Net income 45,899 527,839 573,738
Balance, September 30, 1994 10,005 $ (235,151) $ 6,156,027 $ 5,920,876
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
NOTES TO FINANCIAL STATEMENTS
September 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.
3. Statements of Cash Flows
The following details supplemental cash flow information:
<TABLE>
1994 1993
<S> <C> <C>
Cash paid for interest $265,588 $272,027
</TABLE>
<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. The Partnership's
reserve balance is approximately $62,000.
Rental income received in the Third Quarter of 1995 was approximately the
same as that received in the Third Quarter 1994. All rental payments due to the
Partnership from its ten leased properties are current through the Third Quarter
with the exception of checks from J.C. Penney and Wal-Mart which were lost in
the mail and are being reissued. These missing payments are, in the aggregate,
$37,805.10 or $3.40 per unit.
The Partnership is negotiating a two and one half year extension of the J.C.
Penney mortgage maturity date. The proposed new maturity date is January 1,
1998.
Creative Paint and Wallpaper paid their past due lease and real estate tax
payments simultaneously with an assignment of their lease to Floors, Inc. on
September 1, 1995. The Partnership agreed to the assignment in return for
Floor's agreement to increase the rental rate during the two new option periods
commencing on February 1, 2001.
The Partnership's results of operations in future years may differ from those
experienced during the quarter ended September 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. The
Partnership may also sell some of its properties.
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/ Anthony R. Page
Anthony R. Page
Chief Financial Officer
BY: /s/ Richard J. McCready
Richard J. McCready
Chief Operating Officer
DATED: November 29, 1995
<PAGE>
SUPPLEMENTARY INFORMATION
REQUIRED PURSUANT TO SECTION 9.4
OF THE PARTNERSHIP AGREEMENT
1. Statement of Cash Available for Distribution:
September 30, 1995
(Unaudited)
<TABLE>
<S> <C>
Net income $187,932
Depreciation and amorti-
zation charges to income
not affecting cash
available for distribution 37,417
Minimum lease payments
received, net of interest
income earned, on leases
accounted for under the
financing method 57,698
Rent Prepaid (Receiveable) (18,535)
Mortgage principal payments (53,414)
Cash Available for Distribution $211,097
Distributions allocated to General
Partners $ 16,888
Distributions allocated to Limited
Partners $194,209
</TABLE>
2. Fees and other compensation paid or accrued by the Partnership to the
General Partners, or their affiliates, during the three months ended
September 30, 1995:
<TABLE>
September 30, 1995
(Unaudited)
<S> <C> <C>
Entity Receiving Form of
Compensation Compensation Amount
Winthrop Property Man-
Management agement Fees $ 5,522
General Partners Interest in Cash
Available for
Distribution 16,888
WFC Realty Interest in Cash
Co. Inc. Available for
(Initial Limited Distribution 97
Partner) (5 units)
</TABLE>
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.
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information
extracted from unaudited financial statements for the
nine month period ending September 30, 1995 and is
qualified in its entirety by reference to such financial
statements
</LEGEND>
<CIK> 0000277886
<NAME> Winthrop Partners 79 Ltd Partnership
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<EXCHANGE-RATE> 1.00000
<CASH> 272,827
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 11,735,915
<DEPRECIATION> 3,173,631
<TOTAL-ASSETS> 9,001,978
<CURRENT-LIABILITIES> 249,352
<BONDS> 2,948,652
<COMMON> 0
0
0
<OTHER-SE> 5,803,974
<TOTAL-LIABILITY-AND-EQUITY> 9,001,974
<SALES> 0
<TOTAL-REVENUES> 1,076,559
<CGS> 0
<TOTAL-COSTS> 66,284
<OTHER-EXPENSES> 112,253
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 238,821
<INCOME-PRETAX> 659,201
<INCOME-TAX> 0
<INCOME-CONTINUING> 659,201
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 659,201
<EPS-PRIMARY> 60.62
<EPS-DILUTED> 0.00
</TABLE>