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 September 30, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT
For the transition period from.........to.........
Commission file number 0-10199
ANGELES PARK COMMUNITIES, LTD.
(Exact name of small business issuer as specified in its charter)
California 95-3558497
(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) ANGELES PARK COMMUNITIES, LTD.
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
September 30, 1997
Assets
Cash and cash equivalents:
Unrestricted $ 415
Restricted--tenant security deposits 3
Accounts receivable 14
Escrow for taxes 185
Other assets 229
Investment properties:
Land $ 1,043
Buildings and related personal property 4,918
5,961
Less accumulated depreciation (4,598) 1,363
$ 2,209
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 24
Tenant security deposits payable 3
Accrued property taxes 163
Other liabilities 204
Mortgage note payable 4,883
Partners' Deficit
General partners' $ (163)
Limited partners' (15,112 units issued
and 15,044 units outstanding) (2,905) (3,068)
$ 2,209
See Accompanying Notes to Consolidated Financial Statements
b) ANGELES PARK COMMUNITIES, LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 529 $ 474 $ 1,534 $ 1,452
Other income 4 10 22 32
Bad debt recovery, net -- 4 -- 9
Total revenues 533 488 1,556 1,493
Expenses:
Operating 183 164 572 531
General and administrative 38 49 128 139
Maintenance 59 57 139 123
Depreciation 17 82 52 243
Interest 124 124 372 374
Property taxes 55 51 163 158
Total expenses 476 527 1,426 1,568
Net income (loss) $ 57 $ (39) $ 130 $ (75)
Net (loss) income allocated
to general partners (1%) $ -- $ (1) $ 1 $ (1)
Net income (loss) allocated
to limited partners (99%) 57 (38) 129 (74)
$ 57 $ (39) $ 130 $ (75)
Net income (loss) per limited
partnership unit $ 3.79 $ (2.52) $ 8.57 $ (4.90)
Limited partner units outstanding 15,044 15,093 15,044 15,093
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
c) ANGELES PARK COMMUNITIES, LTD.
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners' Partners' Total
<S> <C> <C> <C> <C>
Original capital contributions 15,112 $ 1 $15,112 $15,113
Partners' deficit at
December 31, 1996 15,044 $ (164) $(3,034) $(3,198)
Net income for the nine months
ended September 30, 1997 -- 1 129 130
Partners' deficit at
September 30, 1997 15,044 $ (163) $(2,905) $(3,068)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
d) ANGELES PARK COMMUNITIES, LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1997 1996
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 130 $ (75)
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation 52 243
Amortization of loan costs 37 37
Bad debt recovery, net -- (9)
Change in accounts:
Restricted cash -- (12)
Accounts receivable 10 9
Escrows for taxes (167) (134)
Other assets (31) --
Accounts payable (29) (12)
Tenant security deposits payable -- 12
Accrued property taxes 163 158
Other liabilities 23 (87)
Net cash provided by operating activities 188 130
Cash flows used in investing activities:
Property improvements and replacements (89) (74)
Cash flows used in financing activities:
Mortgage principal payments (31) (28)
Net increase in unrestricted cash and
cash equivalents 68 28
Unrestricted cash and cash equivalents at beginning
of period 347 181
Unrestricted cash and cash equivalents at end of period $ 415 $ 209
Supplemental disclosure of cash flow information:
Cash paid for interest $ 335 $ 337
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
e) ANGELES PARK COMMUNITIES, LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Angeles Park
Communities, Ltd. (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 Angeles Realty Corporation (the "Managing General Partner"),
all adjustments (consisting of normal recurring accruals) considered necessary
for a fair presentation have been included. Operating results for the three and
nine month periods ended September 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.
NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the Managing General
Partner and its affiliates for the management and administration of all
partnership activities. The Partnership Agreement provides for payments to
affiliates for services and as reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership. The following amounts were incurred by
the Managing General Partner and affiliates during the nine month periods ended
September 30, 1997 and 1996 (in thousands):
1997 1996
Property management fees (included in operating expenses) $ 78 $ 74
Reimbursement for services of affiliates
(included in general and administrative expenses) 98 98
For the period of January 1, 1996, to August 31, 1997, the Partnership insured
its properties under a master policy through an agency and insurer unaffiliated
with the Managing General Partner. An affiliate of the Managing 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 Managing General Partner who receives payments on these
obligations from the agent. The amount of the Partnership's insurance premiums
accruing to the benefit of the affiliate of the Managing General Partner by
virtue of the agent's obligations is not significant.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment properties consist of one mobile home park and one
recreational vehicle park. The following table sets forth the average occupancy
of the properties for each of the nine month periods ended September 30, 1997
and 1996:
Average Occupancy
Property 1997 1996
Cloverleaf Farms, Mobile Home Park 98% 99%
Brooksville, Florida
Cloverleaf Forest, Recreational 73% 73%
Vehicle Park
Brooksville, Florida (1)
(1) Occupancy typically averages in the 90% range during the winter months.
However, due to the seasonality of the business, occupancy drops
significantly during the summer months, causing annual occupancy to level
out in the 70's.
The Partnership's net income for the three and nine month periods ended
September 30, 1997 was approximately $57,000 and $130,000, respectively. The
Partnership reported a net loss of approximately $39,000 and $75,000 for the
corresponding periods of 1996. The increase in net income is primarily due to a
decrease in depreciation expense and an increase in rental income. The decrease
in depreciation expense is due to a major building and improvement at the
Cloverleaf Farms property becoming fully depreciated at December 1996. The
increase in rental income is primarily due to an increase in rental rates at the
mobile home park. The decrease in depreciation expense and the increase in
rental income are partially offset by a decrease in other income and an increase
in maintenance expense. The decrease in other income is primarily due to a
decrease in deposit forfeitures at both investment properties. The increase in
maintenance expense is primarily due to increases in exterior building repairs
and contract yards and grounds expense. Major repairs and maintenance incurred
by the investment properties were insignificant for each of the nine month
periods ended September 30, 1997 and 1996.
As part of the ongoing business plan of the Partnership, the Managing 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
expense. As part of this plan, the Managing General Partner attempts to protect
the Partnership from 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
Managing General Partner will be able to sustain such a plan.
At September 30, 1997, the Partnership had unrestricted cash and cash
equivalents of approximately $415,000 versus approximately $209,000 at September
30, 1996. The increase in cash provided by operating activities is primarily
due to an increase in other liabilities due to the receipt of a $100,000 deposit
from a local cable provider for exclusive rights at the investment properties
for the next seven years. This increase was partially offset by an increase in
escrow deposits for future tax payments. The increase in cash used in investing
activities is attributable to an increase in spending on capital improvements
and replacements. Cash used in financing activities remained relatively stable.
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 Partnership. The mortgage indebtedness
of $4,883,000 is being amortized over 30 years with a balloon payment of
$4,692,000 due in July 2001, at which time the properties will either be
refinanced or sold. In the fourth quarter of 1996, the Managing General Partner
received a purchase offer from the homeowners association of Cloverleaf Farms.
The Managing General Partner rejected the initial offer and extended a
counteroffer to the homeowners association. Negotiations are still ongoing with
regard to a possible sale of the Partnership's properties. Future cash
distributions will depend on the levels of net cash generated from operations,
property sales and the availability of cash reserves. There were no cash
distributions during each of the nine month periods ended September 30, 1997 and
1996.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits: Exhibit 27, Financial Data Schedule.
b) Reports on From 8-K: None filed during the quarter ended
September 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.
ANGELES PARK COMMUNITIES, LTD.
By: Angeles Realty Corporation
Its Managing General Partner
By: /s/Carroll D. Vinson
Carroll D. Vinson
President and Director
By: /s/Robert D. Long, Jr.
Robert D. Long, Jr.
Vice President and Chief Accounting
Officer
Date: November 6, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles Park
Communities, Ltd 1997 Third Quarter 10-QSB and is qualified in its entirety by
reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000317969
<NAME> ANGELES PARK COMMUNITIES, LTD.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 415
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 5,961
<DEPRECIATION> (4,598)
<TOTAL-ASSETS> 2,209
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 4,883
0
0
<COMMON> 0
<OTHER-SE> (3,068)
<TOTAL-LIABILITY-AND-EQUITY> 2,209
<SALES> 0
<TOTAL-REVENUES> 1,556
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,426
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 372
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 130
<EPS-PRIMARY> 8.57<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
