FORM 10-QSB.--QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL REPORT
U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from.........to.........
Commission file number 0-10273
CONSOLIDATED CAPITAL PROPERTIES III
(Exact name of small business issuer as specified in its charter)
California 94-2653686
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a) CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
June 30, 1997
Assets
Cash and cash equivalents:
Unrestricted $ 2,850
Restricted-tenant security deposits 115
Accounts receivable 18
Escrows for taxes and insurance 144
Restricted escrows 114
Other assets 326
Investment properties:
Land $ 1,552
Buildings and related personal property 12,418
13,970
Less accumulated depreciation (9,405) 4,565
$ 8,132
Liabilities and Partners' Capital (Deficit)
Liabilities
Accounts payable $ 38
Tenant security deposits 115
Accrued taxes 108
Other liabilities 156
Mortgage notes payable 4,200
Partners' Capital (Deficit)
General partner's $(1,889)
Limited partners' (158,636 units
issued and outstanding) 5,404 3,515
$ 8,132
See Accompanying Notes to Consolidated Financial Statements
b) CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended Six Months Ended
June 30, June 30,
1997 1996 1997 1996
Revenues:
Rental income $ 845 $1,061 $1,680 $2,146
Other income 59 91 133 196
Total revenues 904 1,152 1,813 2,342
Expenses:
Operating 344 464 687 908
General and administrative 60 116 125 197
Maintenance 151 176 261 319
Depreciation 106 232 207 461
Interest 86 212 170 373
Property Taxes 54 128 108 212
Total expenses 801 1,328 1,558 2,470
Net income (loss) $ 103 $ (176) $ 255 $ (128)
Net income (loss) allocated
to general partner (4%) $ 4 $ (7) $ 10 $ (5)
Net income (loss) allocated
to limited partners (96%) 99 (169) 245 (123)
Net income (loss) $ 103 $ (176) $ 255 $ (128)
Net income (loss) per limited
partnership unit $ .62 $(1.07) $ 1.54 $ (.78)
See Accompanying Notes to Consolidated Financial Statements
c) CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partner's Partners' Total
<S> <C> <C> <C> <C>
Original capital contributions 158,945 $ 1 $79,473 $79,474
Partners' (deficit) capital at
December 31, 1996 158,636 $(1,853) $ 6,263 $ 4,410
Distributions paid -- (46) (1,104) (1,150)
Net income for the six months
ended June 30, 1997 -- 10 245 255
Partners' (deficit) capital
at June 30, 1997 158,636 $(1,889) $ 5,404 $ 3,515
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Six Months Ended
June 30,
1997 1996
Cash flows from operating activities:
Net income (loss) $ 255 $ (128)
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation 207 461
Amortization of lease commissions
and loan costs 24 21
Change in account:
Restricted cash -- 4
Accounts receivable 30 78
Escrows for taxes and insurance (55) (140)
Other assets (28) 11
Accounts payable (76) (125)
Tenant security deposit liabilities 1 4
Accrued taxes 108 135
Other liabilities (5) 123
Net cash provided by operating activities 461 444
Cash flows from investing activities:
Property improvements and replacements (152) (85)
Receipts from restricted escrows 147 7
Deposits to restricted escrows (39) --
Net cash used in investing activities (44) (78)
Cash flows from financing activities:
Payments on mortgage notes payable -- (33)
Repayment of mortgage notes payable -- (3,174)
Proceeds from mortgage notes payable -- 4,200
Payment of loan costs (20) (135)
Partners' distributions (1,150) (12)
Net cash (used in) provided by
financing activities (1,170) 846
Net (decrease) increase in unrestricted cash
and cash equivalents (753) 1,212
Unrestricted cash and cash equivalents at
beginning of period 3,603 2,854
Unrestricted cash and cash equivalents at
end of period $ 2,850 $ 4,066
Supplemental disclosure of cash flow information:
Cash paid for interest $ 154 $ 260
[FN]
See Accompanying Notes to Consolidated Financial Statements
[/TABLE]
e) CONSOLIDATED CAPITAL PROPERTIES III
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Consolidated
Capital Properties III (the "Partnership") have been prepared in accordance with
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of ConCap Equities, Inc. (the "General Partner"), all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three and six month
periods ended June 30, 1997, are not necessarily indicative of the results that
may be expected for the fiscal year ending December 31, 1997. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Partnership's annual report on Form 10-KSB for the
fiscal year ended December 31, 1996.
Certain reclassifications have been made to the 1996 information to conform to
the 1997 presentation.
Consolidation
The Partnership's financial statements include the accounts of ConCap Mountain
Plaza Associates, Ltd. (which was dissolved in 1996, see "Note E") and ConCap
Village Green Associates, Ltd., two majority-owned limited partnerships. All
intercompany transactions have been eliminated.
NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has paid property management fees based on collected gross
rental revenues for property management services in each of the six month
periods ended June 30, 1997 and 1996. Property management fees of approximately
$88,000 and $113,000 were paid to affiliates of the General Partner for the six
months ended June 30, 1997 and 1996, respectively. These fees are included in
operating expenses.
The Limited Partnership Agreement ("Partnership Agreement") provides for a
special management fee equal to 9% of the total distributions made to the
limited partners from cash flow from operations to be paid to the General
Partner for executive and administrative management services. No fees were paid
or accrued under this provision of the Partnership Agreement to affiliates of
the General Partner during the six months ended June 30, 1997, and June 30,
1996.
The Partnership Agreement also provides for reimbursement to the General Partner
and its affiliates for costs incurred in connection with the administration of
Partnership activities. Reimbursements for services of affiliates of
approximately $71,000 and $98,000 were paid to the General Partner and its
affiliates for the six months ended June 30, 1997 and 1996, respectively.
The Partnership insures its properties under a master policy through an agency
and insurer unaffiliated with the General Partner. An affiliate of the General
Partner acquired, in the acquisition of a business, certain financial
obligations from an insurance agency which was later acquired by the agent who
placed the current year's master policy. The current agent assumed the
financial obligations to the affiliate of the General Partner who receives
payment on these obligations from the agent. The amount of the Partnership's
insurance premiums accruing to the benefit of the affiliate of the General
Partner by virtue of the agent's obligations is not significant.
NOTE C - DISTRIBUTIONS
In April of 1996, the Partnership paid state withholding taxes of $12,000 for
non-resident limited partners. This payment is reflected as a distribution to
the limited partners.
In April of 1997, the General Partner declared and paid distributions,
representing a return of capital, totaling approximately $1,150,000 to the
partners.
NOTE D - MORTGAGE NOTES PAYABLE
During the second quarter of 1996, the Partnership entered into an interim
financing arrangement for both Ventura Landing and Village Green for $2,200,000
and $2,000,000, respectively. The previous Ventura Landing note of $3,200,000
was repaid at that time. The interest rate was 250 basis points over the 30-day
LIBOR, resulting in a total note rate of 8.00%. The loans matured on August 1,
1996, with a 60-day extension option. The Partnership exercised this option to
convert the interim loans to fixed rate amortizing loans with an interest rate
equal to the Treasury Rate, as defined in the financing agreement, plus 2.15%.
Such converted loans would mature in ten years with monthly payments of
principal and interest based on a schedule which would fully amortize the loans
over a thirty year term. The Partnership, however, continued seeking
alternative long-term financing to obtain a lower interest rate.
In November of 1996, these two properties obtained long-term refinancing.
Proceeds from this transaction totaled $4,200,000. The debt accrues interest at
a rate of 7.33% per year, matures on November 1, 2003, and requires balloon
payments at maturity for the full principal amount. Throughout the mortgage
term, interest only payments are made. Loan costs of approximately $215,000
have been incurred by the properties as a result of the long-term refinancing.
Loan costs are included in other assets on the balance sheet and are amortized
as interest expense over the term of the mortgage notes.
NOTE E - FORECLOSURE OF MOUNTAIN PLAZA APARTMENTS
On September 3, 1996, the lender foreclosed on Mountain Plaza Apartments. The
mortgage note payable had been in default since May 13, 1996. In the General
Partner's opinion, it was not in the Partnership's best interest to contest the
foreclosure action. During the third quarter of 1996, the Partnership recorded
a gain on disposition of property of $1,820,000, to increase the carrying value
of the Mountain Plaza assets to their estimated market value and an
extraordinary gain on the foreclosure of $1,149,000.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The Partnership's remaining investment properties consist of three apartment
complexes and one commercial property. The following table sets forth the
average occupancy of the properties for each of the six months ended June 30,
1997 and 1996:
Average Occupancy
1997 1996
Professional Plaza Office Building
Salt Lake City, UT 95% 96%
Ventura Landing Apartments
Orlando, FL 96% 95%
Village Green Apartments
Altamante Springs, FL 92% 95%
West Chase Apartments
Lexington, KY 87% 92%
The decrease in occupancy at West Chase Apartments is a result of increased
competition in the Lexington area. Several new apartment complexes were
completed in 1996 which gave potential residents the opportunity to rent luxury
apartments at extremely competitive rates.
The Partnership realized net income of $255,000 for the six months ended June
30, 1997, compared to a net loss of $128,000 for the corresponding period of
1996. The Partnership's net income for the three months ended June 30, 1997 was
$103,000 compared to a net loss of $176,000 for the three months ended June 30,
1996. Rental and other income decreased primarily due to the foreclosure of
Mountain Plaza Apartments in September of 1996. With respect to the remaining
properties, rental revenues increased due to increased rental rates at Ventura
Landing.
Total expenses decreased primarily due to the foreclosure of Mountain Plaza
Apartments. Also contributing to the decrease in depreciation expense was
certain assets at Ventura Landing becoming fully depreciated in 1996. The
decrease in interest expense was also impacted by the refinancing of the Ventura
Landing note payable which resulted in a lower interest rate and principle
balance. This decrease was partially offset by a new mortgage at Village
Green. General and administrative expenses decreased due to a decrease in
professional fees and expense reimbursements for the six months ended June 30,
1997 compared to the six months ended June 30, 1996. Property taxes decreased
as a result of the payoff of a 1990 tax liability in 1996, of which $45,000 was
unaccrued, in order to secure the new note payable at Village Green.
Included in maintenance expense for the six months ended June 30, 1997 is
approximately $41,000 of major repairs and maintenance comprised primarily of
exterior and major tennis court repairs. For the six months ended June 30,
1996, approximately $75,000 of major repairs and maintenance comprised primarily
of interior and exterior repairs is included in maintenance expense.
As part of the ongoing business plan of the Partnership, the General Partner
monitors the rental market environment of each of its investment properties to
assess the feasibility of increasing rents, maintaining or increasing occupancy
levels and protecting the Partnership from increases in expenses. As part of
this plan, the General Partner attempts to protect the Partnership from the
burden of inflation-related increases in expenses by increasing rents and
maintaining a high overall occupancy level. However, due to changing market
conditions, which can result in the use of rental concessions and rental
reductions to offset softening market conditions, there is no guarantee that the
General Partner will be able to sustain such a plan.
At June 30, 1997, the Partnership held unrestricted cash and cash equivalents of
$2,850,000 compared to $4,066,000 at June 30, 1996. Net cash used in investing
activities decreased due to increased receipts from restricted escrows partially
offset by increased property improvements and replacements. Net cash used in
financing activities increased due to higher distributions to the partners in
1997 than in 1996.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the various properties to adequately maintain the
physical assets and other operating needs of the Partnership. Such assets are
currently thought to be sufficient for any near-term needs of the Partnership.
The mortgage indebtedness of $4,200,000 matures at November 1, 2003, with
balloon payments due at maturity, at which time the encumbered properties will
either be refinanced or sold. Future cash distributions will depend on the
levels of net cash generated from operations, capital expenditure requirements,
property sales and the availability of cash reserves. During 1997, the
Partnership distributed approximately $1,150,000. The General Partner is
planning to make a distribution in the third quarter of 1997.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
report.
(b) Reports on Form 8-K:
None filed during the quarter ended June 30, 1997.
SIGNATURES
In accordance with 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.
CONSOLIDATED CAPITAL PROPERTIES III
By: CONCAP EQUITIES, INC.
Its General Partner
By: /s/ William H. Jarrard, Jr.
William H. Jarrard, Jr.
President and Director
By: /s/ Ronald Uretta
Ronald Uretta
Vice President/Treasurer
Date: August 1, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Consolidated
Capital Properties III 1997 Second Quarter 10-QSB and is qualified in its
entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000317331
<NAME> CONSOLIDATED CAPITAL PROPERTIES III
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 2,850
<SECURITIES> 0
<RECEIVABLES> 18
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 13,970
<DEPRECIATION> 9,405
<TOTAL-ASSETS> 8,132
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 4,200
0
0
<COMMON> 0
<OTHER-SE> 3,515
<TOTAL-LIABILITY-AND-EQUITY> 8,132
<SALES> 0
<TOTAL-REVENUES> 1,813
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,558
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 170
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 255
<EPS-PRIMARY> 1.54<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
