FORM 10-QSB--QUARTERLY OR TRANSITIONAL 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 March 31, 2000
[ ] 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 (I.R.S. Employer
incorporation or organization) Identification No.)
55 Beattie Place, PO 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___
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a)
CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
March 31, 2000
<TABLE>
<CAPTION>
Assets
<S> <C>
Cash and cash equivalents $ 701
Receivables and deposits 169
Restricted escrows 152
Other assets 221
Investment properties:
Land $ 507
Buildings and related personal property 10,646
11,153
Less accumulated depreciation (7,535) 3,618
$ 4,861
Liabilities and Partners' (Deficit) Capital
Liabilities
Accounts payable $ 89
Tenant security deposit liabilities 98
Accrued property taxes 41
Other liabilities 184
Mortgage notes payable 5,344
Partners' (Deficit) Capital
General partners $(1,826)
Limited partners (158,582 units issued and
outstanding) 931 (895)
$ 4,861
</TABLE>
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
b)
CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended
March 31,
2000 1999
Revenues:
Rental income $ 733 $ 694
Other income 50 48
Total revenues 783 742
Expenses:
Operating 370 376
General and administrative 65 87
Depreciation 137 105
Interest 115 85
Property taxes 51 46
Total expenses 738 699
Income from continuing operations 45 43
Income from discontinued operations -- 108
Net income $ 45 $ 151
Net income allocated to general partners (4%) $ 2 $ 6
Net income allocated to limited partners (96%) 43 145
$ 45 $ 151
Per limited partnership unit:
Income from continuing operations $0.27 $0.26
Income from discontinued operations -- 0.65
Net income $0.27 $0.91
Distribution per limited partnership unit $4.10 $12.48
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
c)
CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 158,945 $ 1 $ 79,473 $ 79,474
Partners' (deficit) capital
at December 31, 1999 158,582 $(1,828) $ 1,538 $ (290)
Distribution to limited partners -- -- (650) (650)
Net income for the three months
ended March 31, 2000 -- 2 43 45
Partners' (deficit) capital
at March 31, 2000 158,582 $(1,826) $ 931 $ (895)
</TABLE>
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
d)
CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
2000 1999
Cash flows from operating activities:
<S> <C> <C>
Net income $ 45 $ 151
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 137 117
Amortization of lease commissions and loan costs 8 12
Change in accounts:
Receivables and deposits 13 (45)
Other assets (3) (22)
Accounts payable (48) (8)
Tenant security deposit liabilities 1 2
Accrued property taxes 41 52
Other liabilities (75) 2
Net cash provided by operating activities 119 261
Cash flows from investing activities:
Property improvements and replacements (193) (71)
Net deposits to restricted escrows (19) (19)
Net cash used in investing activities (212) (90)
Cash flows from financing activities:
Payment of loan costs (10) --
Payments on mortgage note payable (6) --
Distributions to limited partners (650) (1,985)
Net cash used in financing activities (666) (1,985)
Net decrease in cash and cash equivalents (759) (1,814)
Cash and cash equivalents at beginning of period 1,460 2,883
Cash and cash equivalents at end of period $ 701 $ 1,069
Supplemental disclosure of cash flow information:
Cash paid for interest $ 99 $ 77
</TABLE>
At December 31, 1999, property improvements and replacements and accounts
payable were adjusted by approximately $167,000 for non-cash activity.
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
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" or "Registrant") 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 month period ended March 31, 2000, are not necessarily indicative of the
results that may be expected for the fiscal year ending December 31, 2000. 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, 1999.
Consolidation
The Partnership's financial statements include the accounts of ConCap Village
Green Associates, Ltd. The Partnership owns a 99% interest in this partnership,
and it has the ability to control the major operating and financial policies of
this partnership. All inter-entity transactions have been eliminated.
Certain reclassifications have been made to the 1999 information to conform to
the 2000 presentation.
Note B - Transfer of Control
Pursuant to a series of transactions which closed on October 1, 1998 and
February 26, 1999, Insignia Financial Group, Inc. and Insignia Properties Trust
merged into Apartment Investment and Management Company ("AIMCO"), a publicly
traded real estate investment trust, with AIMCO being the surviving corporation
(the "Insignia Merger"). As a result, AIMCO acquired 100% ownership interest in
the General Partner. The General Partner does not believe that this transaction
has had or will have a material effect on the affairs and operations of the
Partnership.
Note C - Discontinued Segment
On July 8, 1999, Professional Plaza, the only commercial property owned by the
Partnership, was sold to an unaffiliated third party. Due to the sale of this
property, the results of the commercial segment have been shown as "Income from
discontinued operations" for the three months ended March 31, 1999. Professional
Plaza had total revenues of approximately $229,000 and income from discontinued
operations of approximately $108,000 for the three months ended March 31, 1999.
Note D - Transactions with Affiliated Parties
The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all Partnership activities.
The Limited Partnership Agreement ("Partnership Agreement") provides for
payments to affiliates of the General Partner for property management services
based on a percentage of revenue; for a partnership management fee equal to 9%
of the total distributions made to limited partners from cash flow from
operations; and for reimbursements of certain expenses incurred by affiliates of
the General Partner on behalf of the Partnership.
<PAGE>
The following amounts were paid or accrued to the General Partner or affiliates
during each of the three month periods ended March 31, 2000 and 1999,
respectively:
2000 1999
(in thousands)
Property management fees (included in operating expenses) $ 39 $ 37
Reimbursement for services of affiliates (included in
investment properties and general and
administrative expenses) 29 35
Partnership management fees (included in general and
administrative expenses) -- 15
During the three months ended March 31, 2000 and 1999, affiliates of the General
Partner were entitled to receive 5% of gross receipts from all of the
Registrant's residential properties as compensation for providing property
management services. The Registrant paid to such affiliates approximately
$39,000 and $37,000 for the three months ended March 31, 2000 and 1999,
respectively.
An affiliate of the General Partner received reimbursement of accountable
administrative expenses amounting to approximately $29,000 and $35,000 for the
three months ended March 31, 2000 and 1999, respectively.
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. Under this
provision of the Partnership Agreement, a fee of approximately $15,000 was paid
to the General Partner during the three months ended March 31, 1999. No similar
management fee was paid to the General Partner during the corresponding period
in 2000.
AIMCO and its affiliates currently own 72,466.5 limited partnership units in the
Partnership representing 45.697% of the outstanding units. A number of these
units were acquired pursuant to tender offers made by AIMCO or its affiliates.
It is possible that AIMCO or its affiliates will make one or more additional
offers to acquire additional limited partnership interests in the Partnership
for cash or in exchange for units in the operating partnership of AIMCO. Under
the Partnership Agreement, unitholders holding a majority of the Units are
entitled to take action with respect to a variety of matters. As a result of its
ownership of 45.697% of the outstanding units, AIMCO is in a position to
significantly influence all voting decisions with respect to the Registrant.
When voting on matters, AIMCO would in all likelihood vote the Units it acquired
in a manner favorable to the interest of the General Partner because of their
affiliation with the General Partner.
Note E - Distributions
During the three months ended March 31, 2000, a distribution of approximately
$650,000 ($4.10 per limited partnership unit) was paid to the limited partners
from financing proceeds on West Chase Apartments. During the three months ended
March 31, 1999, a cash distribution was paid of approximately $1,985,000
(approximately $1,979,000 to the limited partners or $12.48 per limited
partnership unit) of which approximately $159,000 (approximately $153,000 to the
limited partners or $0.96 per limited partnership unit) was attributable to cash
flow from operations and approximately $1,826,000 ($11.52 per limited
partnership unit) represented a return of capital.
Note F - Financing of Investment Property
On December 1, 1999, the Partnership obtained financing on West Chase Apartments
in the amount of $1,150,000. The loan carries a stated interest rate of 7.87%
and matures on December 1, 2019. The Partnership received net proceeds from the
financing in the amount of approximately $1,124,000. The Partnership spent
approximately $29,000 on loan costs during the year ended December 31, 1999. The
Partnership spent approximately $10,000 on additional loan costs during the
three months ended March 31, 2000. These loan costs are included in other assets
on the consolidated balance sheet.
Note G - Segment Information
The Partnership had two reportable segments: residential properties and
commercial properties. The Partnership's residential property segment consists
of three apartment complexes, one each in Orlando, Florida; Altamonte Springs,
Florida; and Lexington, Kentucky. The Partnership rents apartment units to
tenants for terms that are typically twelve months or less. On July 8, 1999, the
commercial property was sold to an unrelated party. Therefore, the commercial
segment is reflected as discontinued operations for the 1999 period (see "Note
C" for further discussion regarding the sale).
The Partnership evaluates performance based on segment profit (loss) before
depreciation. The accounting policies of the reportable segment are the same as
those described in the Partnership's Annual Report on Form 10-KSB for the fiscal
year ended December 31, 1999.
The Partnership's reportable segments are investment properties that offer
different products and services. The reportable segments are each managed
separately because they provide distinct services with different types of
products and customers.
Segment information for the three months ended March 31, 2000 and 1999, is shown
in the tables below (in thousands). The "Other" column includes Partnership
administration related items and income and expense not allocated to the
reportable segment.
2000 Residential Other Totals
Rental income $ 733 $ -- $ 733
Other income 44 6 50
Interest expense 115 -- 115
Depreciation 137 -- 137
General and administrative expenses -- 65 65
Segment profit (loss) 104 (59) 45
Total assets 4,395 466 4,861
Capital expenditures for investment
properties 26 -- 26
<PAGE>
1999 Residential Commercial Other Totals
(discontinued)
Rental income $ 694 $ -- $ -- $ 694
Other income 33 -- 15 48
Interest expense 85 -- -- 85
Depreciation 105 -- -- 105
General and administrative
expenses -- -- 87 87
Income from discontinued
operations -- 108 -- 108
Segment profit (loss) 115 108 (72) 151
Total assets 4,117 1,456 606 6,179
Capital expenditures for
investment properties 48 23 -- 71
Note H - Legal Proceedings
In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia
Financial Group, Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs named as defendants, among others,
the Partnership, the General Partner and several of their affiliated
partnerships and corporate entities. The action purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition by Insignia Financial Group, Inc.
("Insignia") and entities which were, at one time, affiliates of Insignia
("Insignia Affiliates") of interests in certain general partner entities, past
tender offers by Insignia Affiliates to acquire limited partnership units, the
management of partnerships by Insignia Affiliates and the Insignia Merger (see
"Note B - Transfer of Control"). The plaintiffs seek monetary damages and
equitable relief, including judicial dissolution of the Partnership. On June 25,
1998, the General Partner filed a motion seeking dismissal of the action. In
lieu of responding to the motion, the plaintiffs have filed an amended
complaint. The General Partner filed demurrers to the amended complaint which
were heard February 1999. Pending the ruling on such demurrers, settlement
negotiations commenced. On November 2, 1999, the parties executed and filed a
Stipulation of Settlement, settling claims, subject to final court approval, on
behalf of the Partnership and all limited partners who own units as of November
3, 1999. Preliminary approval of the settlement was obtained on November 3, 1999
from the Superior Court of the State of California, County of San Mateo, at
which time the Court set a final approval hearing for December 10, 1999. Prior
to the December 10, 1999 hearing the Court received various objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of class plaintiffs' counsel to enter the
settlement. On December 14, 1999, the General Partner and its affiliates
terminated the proposed settlement. Certain plaintiffs have filed a motion to
disqualify some of the plaintiffs' counsel in the action. The General Partner
does not anticipate that costs associated with this case will be material to the
Partnership's overall operations.
The Partnership is unaware of any other pending or outstanding litigation that
is not of a routine nature arising in the ordinary course of business.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The matters discussed in this Form 10-QSB contain certain forward-looking
statements and involve risks and uncertainties (including changing market
conditions, competitive and regulatory matters, etc.) detailed in the disclosure
contained in this Form 10-QSB and the other filings with the Securities and
Exchange Commission made by the Registrant from time to time. The discussions of
the Registrant's business and results of operations, including forward-looking
statements pertaining to such matters, does not take into account the effects of
any changes to the Registrant's business and results of operations. Accordingly,
actual results could differ materially from those projected in the
forward-looking statements as a result of a number of factors, including those
identified herein.
The Partnership's investment properties consist of three apartment complexes.
The following table sets forth the average occupancy of the properties for each
of the three month periods ended March 31, 2000 and 1999:
Average Occupancy
Property 2000 1999
Ventura Landing Apartments 93% 90%
Orlando, Florida
Village Green Apartments 95% 93%
Altamonte Springs, Florida
West Chase Apartments 92% 96%
Lexington, Kentucky
The General Partner attributes the increase in occupancy at Ventura Landing
Apartments to various upgrades and improvements to the property combined with
increased marketing efforts. The General Partner attributes the decrease in
occupancy at West Chase Apartments to decreased concessions and a transient
clientele.
Results of Operations
The Partnership's net income for the three months ended March 31, 2000 was
approximately $45,000 as compared to approximately $151,000 for the three months
ended March 31, 1999. The decrease in net income is primarily attributable to
income from the discontinued operations of Professional Plaza of approximately
$108,000 included in net income for the three months ended March 31, 1999.
Professional Plaza was sold July 8, 1999, as discussed below.
Excluding the impact of the operations of Professional Plaza, the Registrant had
income of approximately $45,000 and $43,000 for the three months ending March
31, 2000 and 1999, respectively. The slight increase in income from continuing
operations for the three months ended March 31, 2000 was due to increased total
revenues partially offset by increased total expenses. Total revenues increased
primarily due to an increase in rental income. Rental income increased primarily
due to increased average rental rates at all of the Partnership's residential
properties and improved occupancy at Village Green and Ventura Landing which
more than offset the decrease in occupancy at West Chase. In addition,
concession expenses decreased at all of the Partnership's residential
properties.
Total expenses increased primarily due to an increase in interest and
depreciation expenses, which was partially offset by a decrease in operating and
general and administrative expenses. Depreciation expense increased due to
capital improvements completed during 1999 which are now being depreciated.
Interest expense increased due to the financing of West Chase Apartments in
December 1999. Operating expenses decreased primarily due to decreased salary
expenses and contract services at all of the Partnership's residential
properties. General and administrative expenses decreased primarily due to the
fact that a special asset management fee was not paid to the General Partner
during the three months ended March 31, 2000 but was during the three months
ended March 31, 1999 in association with the distribution from operations made
to the limited partners. There were no such distributions made to the limited
partners during the three months ended March 31, 2000, so no special management
fee was paid during this period. In addition, there was a decrease in management
reimbursements to the General Partner for the period ended March 31, 2000.
Included in general and administrative expenses at both March 31, 2000 and 1999,
are management reimbursements to the General Partner allowed under the
Partnership Agreement. Costs associated with the quarterly and annual
communications with investors and regulatory agencies and the annual audit
required by the Partnership Agreement are also included.
On July 8, 1999, Professional Plaza, the only commercial property owned by the
Partnership, was sold to an unaffiliated third party. Due to the sale of this
property, the results of the commercial segment have been shown as "Income from
discontinued operations" for the three months ended March 31, 1999. Professional
Plaza had total revenues of approximately $229,000 and income from discontinued
operations of approximately $108,000 for the three months ended March 31, 1999.
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.
Liquidity and Capital Resources
As of March 31, 2000, the Partnership held cash and cash equivalents of
approximately $701,000 compared to approximately $1,069,000 at March 31, 1999.
The decrease in cash and cash equivalents of approximately $759,000 from the
Partnership's year ended December 31, 1999, is due to approximately $212,000 of
cash used in investing activities and approximately $666,000 of cash used in
financing activities partially offset by approximately $119,000 of cash provided
by operating activities. Cash used in investing activities consisted of property
improvements and replacements and net deposits to escrow accounts maintained by
the mortgage lenders. Cash used in financing activities consisted of
distributions to the limited partners, and, to a lesser extent, loan costs, and
payments on the mortgage note payable encumbering West Chase Apartments. The
Registrant invests its working capital reserves in a money market account.
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 properties to adequately maintain the physical
assets and other operating needs of the Registrant and to comply with Federal,
state, and local legal and regulatory requirements. Capital improvements planned
for each of the Registrant's properties are detailed below.
Village Green
During the three months ended March 31, 2000, the Partnership completed
approximately $10,000 of capital improvements at Village Green Apartments
consisting primarily of structural improvements. These improvements were funded
from cash provided by operations. The Partnership evaluated the capital
improvement needs of the property for the year. The amount budgeted is
approximately $52,000, consisting primarily of air conditioning unit replacement
and carpet replacements. Additional improvements may be considered and will
depend on the physical condition of the property as well as replacement reserves
and anticipated cash flow generated by the property.
West Chase
During the three months ended March 31, 2000, the Partnership completed
approximately $16,000 of capital improvements at West Chase Apartments
consisting primarily of carpet and vinyl replacement and plumbing upgrades.
These improvements were funded from cash provided by operations. The Partnership
evaluated the capital improvement needs of the property for the year. The amount
budgeted is approximately $40,000, consisting primarily of appliances and carpet
and vinyl replacements. Additional improvements may be considered and will
depend on the physical condition of the property as well as replacement reserves
and anticipated cash flow generated by the property.
Ventura Landing
During the three months ended March 31, 2000, the Partnership did not complete
any capital improvements at Ventura Landing Apartments. The Partnership
evaluated the capital improvement needs of the property for the year. The amount
budgeted is approximately $58,000, consisting primarily of air conditioning unit
replacement and carpet replacements. Additional improvements may be considered
and will depend on the physical condition of the property as well as replacement
reserves and anticipated cash flow generated by the property.
The capital expenditures will be incurred only if cash is available from
operations or from Partnership reserves. To the extent that such budgeted
capital improvements are required, the Registrant's distributable cash flow, if
any, may be adversely affected at least in the short term.
The Registrant's current assets are thought to be sufficient for any near-term
needs (exclusive of capital improvements) of the Registrant. The mortgage
indebtedness at Village Green and Ventura Landing Apartments of $4,200,000
requires interest only payments with the principal balance due in November 2003.
On December 1, 1999, the Partnership obtained financing on West Chase Apartments
in the amount of $1,150,000 and the current balance of this mortgage is
approximately $1,144,000. Payments are due on the first day of each month until
the loan matures on December 1, 2019. The General Partner will attempt to
refinance such indebtedness and/or sell the properties prior to such maturity
dates. If the properties cannot be refinanced or sold for a sufficient amount,
the Registrant may risk losing such properties through foreclosure.
During the three months ended March 31, 2000, a distribution of approximately
$650,000 ($4.10 per limited partnership unit) was made representing financing
proceeds on West Chase Apartments all of which was paid to the limited partners.
During the three months ended March 31, 1999, the Registrant made a distribution
of approximately $1,985,000 (approximately $1,979,000 to the limited partners or
$12.48 per limited partnership unit) of which approximately $159,000
(approximately $153,000 to the limited partners or $0.96 per limited partnership
unit) was from cash flow from operations and approximately $1,826,000 ($11.52
per limited partnership unit) represented a return of capital. Future cash
distributions will depend on the levels of net cash generated from operations,
the availability of cash reserves, and the timing of debt maturities, property
sales, and/or refinancings. The Partnership's distribution policy is reviewed on
a semi-annual basis. There can be no assurance, however, that the Partnership
will generate sufficient funds from operations after required capital
expenditures to permit any additional distributions to its partners during the
remainder of 2000 or subsequent periods.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia
Financial Group, Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs named as defendants, among others,
the Partnership, the General Partner and several of their affiliated
partnerships and corporate entities. The action purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition by Insignia Financial Group, Inc.
("Insignia") and entities which were, at one time, affiliates of Insignia
("Insignia Affiliates") of interests in certain general partner entities, past
tender offers by Insignia Affiliates to acquire limited partnership units, the
management of partnerships by Insignia Affiliates and the Insignia Merger (see
"Part I - Financial Information, Item I. Financial Statements, Note B - Transfer
of Control"). The plaintiffs seek monetary damages and equitable relief,
including judicial dissolution of the Partnership. On June 25, 1998, the General
Partner filed a motion seeking dismissal of the action. In lieu of responding to
the motion, the plaintiffs have filed an amended complaint. The General Partner
filed demurrers to the amended complaint which were heard February 1999. Pending
the ruling on such demurrers, settlement negotiations commenced. On November 2,
1999, the parties executed and filed a Stipulation of Settlement, settling
claims, subject to final court approval, on behalf of the Partnership and all
limited partners who own units as of November 3, 1999. Preliminary approval of
the settlement was obtained on November 3, 1999 from the Superior Court of the
State of California, County of San Mateo, at which time the Court set a final
approval hearing for December 10, 1999. Prior to the December 10, 1999 hearing
the Court received various objections to the settlement, including a challenge
to the Court's preliminary approval based upon the alleged lack of authority of
class plaintiffs' counsel to enter the settlement. On December 14, 1999, the
General Partner and its affiliates terminated the proposed settlement. Certain
plaintiffs have filed a motion to disqualify some of the plaintiffs' counsel in
the action. The General Partner does not anticipate that costs associated with
this case will be material to the Partnership's overall operations.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
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 March 31, 2000.
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant 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/Patrick J. Foye
Patrick J. Foye
Executive Vice President
By: /s/Martha L. Long
Martha L. Long
Senior Vice President
and Controller
Date:
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from CONSOLIDATED
CAPITAL PROPERTIES III 2000 First 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> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 701
<SECURITIES> 0
<RECEIVABLES> 169
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0 <F1>
<PP&E> 11,153
<DEPRECIATION> (7,535)
<TOTAL-ASSETS> 4,861
<CURRENT-LIABILITIES> 0 <F1>
<BONDS> 5,344
0
0
<COMMON> 0
<OTHER-SE> (895)
<TOTAL-LIABILITY-AND-EQUITY> 4,861
<SALES> 0
<TOTAL-REVENUES> 783
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 738
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 115
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 45
<EPS-BASIC> 0.27 <F2>
<EPS-DILUTED> 0
<FN>
<F1> Registrant has an unclassified balance sheet. <F2> Multiplier is 1.
</FN>
</TABLE>
