FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Quarterly or Transitional Report
(As last amended by 34-32231, eff. 6/3/93.)
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, 1996
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period.........to.........
Commission file number 0-10412
NATIONAL PROPERTY INVESTORS 4
(Exact name of small business issuer as specified in its charter)
California 13-3031722
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
Issuer's phone 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) NATIONAL PROPERTY INVESTORS 4
BALANCE SHEET
(in thousands, except unit data)
(Unaudited)
September 30, 1996
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents $ 4,790
Escrow deposits 14
Security deposits and other assets 1,508
Investment property:
Land $ 1,980
Buildings and related personal property 23,225
25,205
Less accumulated depreciation (16,771) 8,434
$ 14,746
Liabilities and Partners' Deficit
Accounts payable and accrued expenses $ 181
Tenants' security deposits payable 418
Mortgage payable 19,300
Partners' Deficit:
Limited partners' (60,005 units issued and
outstanding) $ (4,836)
General partners' (317) (5,153)
$ 14,746
<FN>
See Notes to Financial Statements
</TABLE>
b) NATIONAL PROPERTY INVESTORS 4
STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
Revenues:
Rental income $ 1,504 $ 1,515 $ 4,512 $ 4,526
Other income 85 81 221 223
Total revenues 1,589 1,596 4,733 4,749
Expenses:
Operating 713 739 2,181 2,123
Interest 376 384 1,132 1,158
Depreciation 236 250 702 750
General and
administrative 36 45 151 139
Total expenses 1,361 1,418 4,166 4,170
Income before
extraordinary loss 228 178 567 579
Extraordinary loss on
extinguishment of debt (370) -- (370) --
Net (loss) income $ (142) $ 178 $ 197 $ 579
Net (loss) income allocated
to general partner (1%) $ (1) $ 2 $ 2 $ 6
Net (loss) income allocated
to limited partner (99%) (141) 176 195 573
Net (loss) income $ (142) $ 178 $ 197 $ 579
Net (loss) income per
limited partnership unit:
Income (loss) before
extraordinary loss $ 3.75 $ 2.93 $ 9.35 $ 9.55
Extraordinary loss (6.10) -- (6.10) --
Net (loss) income per
limited partnership unit $ (2.35) $ 2.93 $ 3.25 $ 9.55
See Notes to Financial Statements
c) NATIONAL PROPERTY INVESTORS 4
STATEMENT OF PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited General Limited
Partnership Partners' Partners' Total
Units Deficit Deficit Deficit
<S> <C> <C> <C> <C>
Original capital contributions 60,005 $ 1 $ 30,003 $ 30,004
Partners' deficit at
December 31, 1995 60,005 $ (319) $ (5,031) $ (5,350)
Net income for the nine months
ended September 30, 1996 -- 2 195 197
Partners' deficit at
September 30, 1996 60,005 $ (317) $ (4,836) $ ( 5,153)
<FN>
See Notes to Financial Statements
</TABLE>
d) NATIONAL PROPERTY INVESTORS 4
STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended
September 30,
1996 1995
Cash flows from operating activities:
Net income $ 197 $ 579
Adjustments to reconcile net income to
cash provided by operating activities:
Depreciation 702 750
Amortization of mortgage costs 35 35
Extraordinary loss on extinguishment of debt 370 --
Change in account:
Escrow deposits 165 130
Security deposits and other assets (450) (115)
Accounts payable and accrued expenses 2 (19)
Tenants' security deposits payable 43 16
Net cash provided by operating activities 1,064 1,376
Cash flows from investing activities:
Property improvements and replacements (216) (93)
Net cash used in investing activities (216) (93)
Cash flows from financing activities:
Mortgage principal payments (294) (270)
Repayment of mortgage notes payable (16,582) --
Proceeds from refinancing of debt 19,300 --
Loan costs (476) --
Debt extinguishment costs (332) --
Net cash provided by (used in) financing activities 1,616 (270)
Net increase in cash and cash equivalents 2,464 1,013
Cash and cash equivalents at beginning of period 2,326 1,068
Cash and cash equivalents at end of period $ 4,790 $ 2,081
Supplemental information:
Cash paid for interest $ 1,216 $ 1,123
See Notes to Financial Statements
e) NATIONAL PROPERTY INVESTORS 4
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements 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 NPI Equity Investments, Inc. ("NPI
Equity" or 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, 1996, are not necessarily indicative of the results that may be
expected for the fiscal year ending December 31, 1996. For further information,
refer to the financial statements and footnotes thereto included in the annual
report of National Property Investors 4 (the "Partnership") on Form 10-K for the
year ended December 31, 1995.
Certain reclassifications have been made to the 1995 information to conform
to the 1996 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.
NPI Equity is the managing general partner of the Partnership. NPI Equity is
a wholly owned subsidiary of National Property Investors, Inc.("NPI"). On
August 17, 1995, the stockholders of NPI entered into an agreement to sell to
IFGP Corporation, a Delaware corporation and an affiliate of Insignia Financial
Group, Inc. ("Insignia"), a Delaware corporation, all of the issued and
outstanding common stock of NPI for an aggregate purchase price of $1,000,000.
The closing of the transactions contemplated by the above mentioned agreement
(the "Closing") occurred on January 19, 1996.
Upon the Closing, the officers and directors of NPI and NPI Equity resigned
and IFGP Corporation caused new officers to be elected to each of those
entities.
The following transactions with affiliates of Insignia, NPI, and affiliates
of NPI were charged to expense in 1996 and 1995:
<TABLE>
<CAPTION>
For the Nine Months Ended
September 30,
1996 1995
<S> <C> <C>
Property management fees (included in operating
expenses) $233,000 $ 231,000
Reimbursement for services of affiliates (included
in general and administrative expenses
and operating expenses) 129,000 126,000
</TABLE>
During the nine months ended September 30, 1996, the Partnership paid
approximately $195,000 to an affiliate of the Managing General Partner for
brokerage fees incurred in connection with the September 30, 1996 refinancing of
The Village of Pennbrook (see "Note C"). These charges have been capitalized as
loan costs and will be amortized over the life of the loan.
For the period from January 19, 1996 to September 30, 1996, the Partnership
insured its property 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
received 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.
Included in operating expenses for the nine months ended September 30, 1995,
are insurance premiums of approximately $89,000 which were paid to the Managing
General Partner under a master insurance policy arranged by the Managing General
Partner.
NOTE C - REFINANCING AND EXTRAORDINARY LOSS
On September 30, 1996, the Partnership refinanced the mortgage encumbering
the Village of Pennbrook on an interim basis. The refinancing replaced
indebtedness of $16,691,000, including accrued interest, with a new mortgage in
the amount of $19,300,000. The mortgage was refinanced at a rate equal to 8%
through October 31, 1996, and a rate equal to 2.5% plus LIBO rate from November
1, 1996, through November 15, 1996. Payments of interest only are due on the
first day of each month until the loan matures on November 15, 1996. The
Managing General Partner is currently working to secure permanent financing for
the property. The Managing General Partner expects to close the permanent
financing during the fourth quarter of 1996. Total capitalized loan costs were
$476,000. The Partnership paid approximately $332,000 in prepayment premiums
and wrote off $38,000 in unamortized loan costs, resulting in an extraordinary
loss on early extinguishment of debt in the amount of $370,000.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment property consists of one apartment complex,
Village of Pennbrook Apartments, located in Pennsylvania. The average occupancy
for the nine month periods ended September 30, 1996 and 1995, was 93% and 95%,
respectively. The rental rates and occupancy of the Village of Pennbrook are
above the market averages.
The Partnership's net income for the nine months ended September 30, 1996,
was approximately $197,000 which included a net loss of $142,000 for the three
months ended September 30, 1996. For the corresponding periods in 1995, the
Partnership reported net income of $579,000 and $178,000, respectively. The
decrease in net income is primarily attributable to the extraordinary loss on
extinguishment of debt of approximately $370,000 as discussed in "Item 1, Note C
- - Refinancing and Extraordinary Loss". There are no other substantial changes
in revenues or expenses for the nine and three month periods ended September 30,
1996, as compared to the same periods in 1995.
As part of the ongoing business plan of the Partnership, the Managing General
Partner monitors the rental market environment of its investment property 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 Managing 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 conditions, there is no guarantee that the
Managing General Partner will be able to sustain such a plan.
At September 30, 1996, the Partnership had unrestricted cash of $4,790,000 as
compared to $2,081,000 at September 30, 1995. Net cash provided by operating
activities decreased due to the approximately $300,000 in funds set aside for
capital improvements associated with the refinancing of the Partnership's
investment property. Net cash used in investing activities increased due to the
property replacing a large number of faulty furnaces. Net cash provided by
financing activities increased due to the Partnership obtaining new financing on
its investment property with a $19,300,000 mortgage, replacing the prior
mortgage of $16,582,000. This increases is also due to the Partnership incurring
approximately $476,000 in loan costs for the new mortgage and approximately
$332,000 in repayment premiums for the prior mortgage.
The Managing General Partner has extended to the Partnership a $300,000 line
of credit. At the present time, the Partnership has no outstanding amounts due
under this line of credit. Based on present plans, the Managing General Partner
does not anticipate the need to borrow in the near future. Other than cash and
cash equivalents, the line of credit is the Partnership's only unused source of
liquidity.
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 property 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 Partnership
has short term mortgage indebtedness of $19,300,000 (see "Item 1, Note C -
Refinancing and Extraordinary Loss"). Currently, the Managing General Partner
is attempting to secure permanent financing. The permanent financing should be
completed during the fourth quarter of 1996. Future cash distributions will
depend on the levels of cash generated from operations, a property sale, a
property refinancing and the availability of cash reserves. No cash
distributions were paid in 1995 or during the first nine months of 1996. The
Managing General Partner is currently evaluating the Partnership's cash needs
and anticipates making a distribution in the fourth quarter of 1996. During the
second quarter of 1996, the Partnership paid $16,000 on behalf of the partners
to the Pennsylvania Department of Revenue for withholding taxes for the year
ended December 31, 1995.
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 September 30,
1996.
SIGNATURE
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.
NATIONAL PROPERTY INVESTORS 4
By: NPI EQUITY INVESTMENTS, INC.
Managing General Partner
/s/William H. Jarrard, Jr.
President and Director
/s/Ronald Uretta
Principal Financial Officer
and Principal Accounting Officer
Date: November 6, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from National
Property Investors 4 1996 Third Quarter 10-QSB and is qualified in its entirety
by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000318508
<NAME> NATIONAL PROPERTY INVESTORS 4
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 4,790
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 25,205
<DEPRECIATION> 16,771
<TOTAL-ASSETS> 14,746
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 19,300
0
0
<COMMON> 0
<OTHER-SE> (5,153)
<TOTAL-LIABILITY-AND-EQUITY> 14,746
<SALES> 0
<TOTAL-REVENUES> 4,733
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,166
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,132
<INCOME-PRETAX> 567
<INCOME-TAX> 0
<INCOME-CONTINUING> 567
<DISCONTINUED> 0
<EXTRAORDINARY> (370)
<CHANGES> 0
<NET-INCOME> 197
<EPS-PRIMARY> 3.25<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
