FORM 10-Q--QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(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, 1998
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from.........to.........
(Amended by Exch. Act Rel. No. 312905, eff. 4/26/93.)
Commission file number 0-10831
CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES
(Exact name of registrant as specified in its charter)
California 94-2744492
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices) (Zip Code)
Registrant's telephone number (864) 239-1000
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 preceding 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 INSTITUTIONAL PROPERTIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except unit data)
March 31, December 31,
1998 1997
(Unaudited) (Note)
Assets
Cash and cash equivalents $ 7,279 $ 8,691
Receivables and deposits 514 984
Restricted escrows 126 66
Other assets 761 383
Interest receivable on Master Loan 1,640 604
Investment in Master Loan 90,890 91,265
Less: allowance for impairment loss (40,686) (40,686)
50,204 50,579
Investment properties:
Land 3,620 3,620
Building and related personal property 32,871 31,715
36,491 35,335
Less: accumulated depreciation (5,550) (5,014)
30,941 30,321
$ 91,465 $ 91,628
Liabilities and Partners' (Deficit) Capital
Liabilities
Accounts payable $ 113 $ 164
Tenant security deposits 417 356
Accrued taxes 17 --
Other liabilities 429 504
Mortgage note payable 4,435 4,448
5,411 5,472
Partners' (Deficit) Capital
General Partner (365) (364)
Limited Partners (199,052 units issued and
outstanding at March 31, 1998, and
December 31, 1997) 86,419 86,520
86,054 86,156
$ 91,465 $ 91,628
Note: The balance sheet at December 31, 1997, has been derived from the audited
financial statements at that date, but does not include all the
information and footnotes required by generally accepted accounting
principles for complete financial statements.
See Accompanying Notes to Consolidated Financial Statements
b)
CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended
March 31,
1998 1997
Revenues:
Rental income $ 2,181 $ 1,826
Interest income on investment in
Master Loan to affiliate 1,640 862
Interest income 89 127
Other income 128 153
Total revenues 4,038 2,968
Expenses:
Operating 1,400 1,378
Depreciation 544 395
General and administrative 131 88
Property taxes 187 140
Interest 80 81
Total expenses 2,342 2,082
Net income $ 1,696 $ 886
Net income allocated to general partner (1%) $ 17 $ 9
Net income allocated to limited partners (99%) 1,679 877
$ 1,696 $ 886
Net income per Limited Partnership Unit $ 8.43 $ 4.41
Distributions per Limited Partnership Unit $ 8.94 $ 9.94
See Accompanying Notes to Consolidated Financial Statements
c)
CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
(Unaudited)
(in thousands, except unit data)
Limited
Partnership General Limited
Units Partner Partners Total
Original capital contributions 200,342 $ 1 $200,342 $200,343
Partners' (deficit) capital at
December 31, 1996 199,052 $ (380) $ 84,968 $ 84,588
Distributions -- (20) (1,979) (1,999)
Net income for the three months
ended March 31, 1997 -- 9 877 886
Partners' (deficit) capital at
March 31, 1997 199,052 $ (391) $ 83,866 $ 83,475
Partners' (deficit) capital at
December 31, 1997 199,052 $ (364) $ 86,520 $ 86,156
Distributions -- (18) (1,780) (1,798)
Net income for the three months
ended March 31, 1998 -- 17 1,679 1,696
Partners' (deficit) capital at
March 31, 1998 199,052 $ (365) $ 86,419 $ 86,054
See Accompanying Notes to Consolidated Financial Statements
d)
CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Three Months Ended
March 31,
1998 1997
Cash flows from operating activities:
Net income $ 1,696 $ 886
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and amortization 554 400
Casualty loss 14 --
Change in accounts:
Receivables and deposits 470 392
Other assets (388) (397)
Interest receivable on Master Loan (1,036) (862)
Accounts payable (51) (1,610)
Tenant security deposit liabilities 61 8
Accrued taxes 17 16
Other liabilities (75) (15)
Net cash provided by (used in)
operating activities 1,262 (1,182)
Cash flows from investing activities:
Property improvements and replacements (1,178) (2,163)
Principal receipts on Master Loan 375 1,430
Net deposits to restricted escrows (60) (1)
Net cash used in
investing activities (863) (734)
Cash flows from financing activities:
Distributions to partners (1,798) (1,999)
Payments on notes payable (13) (12)
Net cash used in
financing activities (1,811) (2,011)
Net decrease in cash and cash equivalents (1,412) (3,927)
Cash and cash equivalents at beginning of period 8,691 12,348
Cash and cash equivalents at end of period $ 7,279 $ 8,421
Supplemental disclosure of cash flow information:
Cash paid for interest $ 77 $ 78
See Accompanying Notes to Consolidated Financial Statements
e)
CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Consolidated
Capital Institutional Properties (the "Partnership") have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Article 10 of Regulation
S-X. 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, 1998, are not necessarily indicative of the results
that may be expected for the fiscal year ending December 31, 1998. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the annual report on Form 10-K for the year ended December
31, 1997, for the Partnership.
Certain reclassifications have been made to the 1997 information to conform to
the 1998 presentation.
NOTE B - RELATED PARTY TRANSACTIONS
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 General Partner is wholly-owned by Insignia Properties Trust ("IPT"), an
affiliate of Insignia Financial Group, Inc. ("Insignia"). The Partnership paid
property management fees based upon collected gross rental revenues for property
management services as noted below for the three month periods ended March 31,
1998 and 1997. The partnership agreement ("Agreement") also provides for
reimbursement to the General Partner and its affiliates for costs incurred in
connection with the administration of partnership activities. The General
Partner and its affiliates received reimbursements as reflected in the following
table:
Three Months Ended
March 31,
1998 1997
(in thousands)
Property management fees (included in operating expenses) $117 $102
Reimbursement for services of affiliates (included in
operating, general and administrative expenses, other
assets and investment properties) (1) 101 109
(1) Included in "Reimbursements for services of affiliates" for the three months
ended March 31, 1998 and 1997 is approximately $31,000 and $41,000,
respectively, in reimbursements for construction oversight costs. In
addition, approximately $4,000 and $9,000 of lease commissions are included
for the three months ended March 31, 1998 and 1997, respectively.
For the period of January 1, 1997 to August 31, 1997, the Partnership insured
its properties under a master policy through an agency affiliated with the
General Partner with an 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 master policy. The agent assumed the financial
obligations to the affiliate of the General Partner which 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 General Partner by
virtue of the agent's obligations is not significant.
On October 30, 1997, an affiliate of Insignia commenced tender offers for
limited partnership interests in two real estate limited partnerships (including
the Partnership) in which various Insignia affiliates act as general partner.
The Purchaser offered to purchase up to 45,000 of the outstanding units of
limited partnership interest in the Partnership, at $400 per Unit, net to the
seller in cash, upon the terms and subject to the conditions set forth in the
Offer to Purchase dated October 30, 1997 (the "Offer to Purchase") and the
related Assignment of Partnership Interest attached as Exhibits (a)(1) and
(a)(2), respectively, to the Tender Offer Statement on Schedule 14D-1 originally
filed with the Securities and Exchange Commission on October 30, 1997. Because
of the existing and potential future conflicts of interest (described in the
Partnership's Statements on Schedule 14D-9 filed with the Securities and
Exchange Commission), neither the Partnership nor the General Partner expressed
any opinion as to the Offer to Purchase and made no recommendation as to whether
unit holders should tender their units in response to the Offer to Purchase. In
addition, because of these conflicts of interest, as a result of the Purchaser's
affiliation with various Insignia affiliates, the manner in which the Purchaser
votes its limited partner interests in the Partnership may not always be
consistent with the best interests of the other limited partners. During
December 1997 an affiliate of Insignia tendered 27,330 units related to the
tender offer mentioned above. In February 1998 an affiliate of Insignia
tendered an additional 1570.5 units as a result of this tender offer.
On March 17, 1998, Insignia entered into an agreement to merge its national
residential property management operations, and its controlling interest in IPT,
with Apartment Investment and Management Company ("AIMCO"), a publicly traded
real estate investment trust. The closing, which is anticipated to happen in
the third quarter of 1998, is subject to customary conditions, including
government approvals and the approval of Insignia's shareholders. If the
closing occurs, AIMCO will then control the General Partner of the Partnership.
NOTE C - NET INVESTMENT IN MASTER LOAN
The Partnership was formed for the benefit of its limited partners to lend funds
to Consolidated Capital Equity Partners ("CCEP"), a California general
partnership. The Partnership loaned funds to CCEP subject to a nonrecourse note
with a participation interest (the "Master Loan"). At March 31, 1998, the
recorded investment in the Master Loan was considered to be impaired under
Statement of Financial Accounting Standard No. 114 ("SFAS 114"), Accounting by
Creditors for Impairment of a Loan. The Partnership measures the impairment of
the loan based upon the fair value of the collateral due to the fact that
repayment of the loan is expected to be provided solely by the collateral. For
the three months ended March 31, 1998 and 1997, the Partnership recorded
approximately $1,640,000 and $862,000, respectively, of interest income based
upon cash generated as a result of improved operations at the properties which
secure the loan.
Interest, calculated on the accrual basis, due to the Partnership pursuant to
the terms of the Master Loan Agreement, but not recognized in the income
statements due to the impairment of the loan, totaled approximately $9,181,000
and $8,266,000 for the three months ended March 31, 1998 and 1997, respectively.
Interest income is recognized on the cash basis as allowed under SFAS 114. At
March 31, 1998, and December 31, 1997, such cumulative unrecognized interest
totaling approximately $205,341,000 and $197,800,000 was not included in the
balance of the investment in Master Loan. In addition, six of the properties
are collateralized by first mortgages totaling approximately $23,065,000 which
are superior to the Master Loan. Accordingly, this fact has been taken into
consideration in determining the fair value of the Master Loan.
During the three months ended March 31, 1998, the Partnership made no advances
to CCEP as an advance on the Master Loan.
During the three months ended March 31, 1998, the Partnership received
approximately $375,000 as principal payments on the Master Loan. Cash received
on certain investments by CCEP, which are required to be transferred to the
Partnership per the Master Loan Agreement, accounted for approximately $79,000.
Approximately $296,000 received was due to an excess cash flow payment received
from CCEP as stipulated by the Master Loan Agreement. Approximately $604,000 of
interest payments were also made during the three months ended March 31, 1998.
NOTE D - COMMITMENT
The Partnership is required by the Agreement to maintain working capital
reserves for contingencies of not less than 5% of Net Invested Capital, as
defined in the Agreement. In the event expenditures are made from this reserve,
operating revenue shall be allocated to such reserves to the extent necessary to
maintain the foregoing level. Reserves, including cash and cash equivalents and
securities available for sale (at market), totaling approximately $7,696,000,
were greater than the reserve requirement of approximately $7,261,000 at March
31, 1998.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The Partnership's investment properties consist of two properties, The Loft and
The Sterling Apartment Homes and Commerce Center ("The Sterling"). The
Sterling is a multiple-use facility which consists of an apartment complex and
commercial space. The following table sets forth the average occupancies of the
properties for the three months ended March 31, 1998 and 1997:
Average
Occupancy
1998 1997
Property
The Loft Apartments 91% 94%
Raleigh, North Carolina
The Sterling Apartment Homes 92% 84%
The Sterling Commerce Center 75% 68%
Philadelphia, Pennsylvania
The General Partner attributes the increase in occupancy at The Sterling
Apartment Homes to recent renovations completed over the past year and to
changes in demographics. The increase in occupancy at The Sterling Commerce
Center is attributable to recent major capital improvements including exterior
renovations, elevator rehabilitation, and common area renovations. The decrease
in occupancy at The Loft Apartments is due to a declining market and increased
competition in the area.
Results of Operations
The Partnership's net income for the three months ended March 31, 1998, was
approximately $1,696,000 compared to net income of approximately $886,000 for
the corresponding period ended March 31, 1997. The increase in net income is
due to an increase in revenues, partially offset by an increase in expenses.
Revenues increased due to increases in rental income and interest income
recorded on the investment in Master Loan to affiliate. Rental income increased
due to an increase in occupancy at The Sterling despite a decrease in occupancy
at The Loft Apartments, as discussed above. The increase in interest income
recorded on the investment in Master Loan to affiliate resulted from an increase
in the fair value of the underlying collateral properties due to an increase in
operations of such properties. Contributing to the increase in expenses was an
increase in depreciation expense, general and administrative expense, and
property tax expense. The increase in depreciation is due to the major capital
improvements and renovations to The Sterling over the past year. The increase in
general and administrative expense is due to an increase in expense
reimbursements and professional fees. In addition, general and administrative
expense increased due to the timing of the year-end mailings. The copying and
mailing costs related to the 1998 10-K's were incurred during the three months
ended March 31, 1998. The costs for the 1997 10-K's were not incurred until the
second quarter of 1997. Property tax expense increased at The Sterling for the
three months ended March 31, 1998, compared to the three months ended March 31,
1997, due to a reassessment of the property.
In the first quarter of 1998, there was a fire at The Lofts Apartments that was
contained to one unit. The upstairs was completely destroyed and the downstairs
endured water damage. A loss of approximately $14,000 related to this casualty
has been included in operating expense for the three months ended March 31,
1998.
Included in operating expense for the quarter ended March 31, 1998, is
approximately $239,000 of major repairs and maintenance comprised primarily of
expenses related to window coverings and interior building improvements.
Included in operating expense for the quarter ended March 31, 1997, is
approximately $141,000 of major repairs and maintenance comprised primarily of
window coverings and exterior and interior building improvements.
As part of the ongoing business plan of the Partnership, the General Partner
monitors the rental market environment 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 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
At March 31, 1998, the Partnership had cash and cash equivalents of
approximately $7,279,000 versus approximately $8,421,000 at March 31, 1997. The
net decrease in cash and cash equivalents for the three months ended March 31,
1998, is approximately $1,412,000 compared to approximately $3,927,000 for the
three months ended March 31, 1997. Net cash provided by operating activities
for the three months ended March 31, 1998, increased as a result of an increase
in net income from operations, as discussed above along with a decrease in cash
used to pay accounts payable. The decrease in accounts payable for the three
months ended March 31, 1997, resulted from the payment of invoices relating to
the renovations at The Sterling. The decrease in accounts payable for the three
months ended March 31, 1998, results from the timing of the payment of invoices.
Net cash used in investing activities increased due to a decrease in principal
receipts received on the Master Loan. Offsetting this increase is a reduction
in property improvements and replacements. Net cash used in financing
activities decreased due to a decrease in distributions to partners.
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. Such assets are currently
thought to be sufficient for any near-term needs of the Partnership. The
mortgage indebtedness of approximately $4,435,000 requires monthly principal and
interest payments and requires a balloon payment on December 1, 2005, at which
time the property will either be refinanced or sold. Distributions of
approximately $1,780,000 were made to the limited partners during the three
months ended March 31, 1998. A matching distribution of approximately $18,000
was made to the General Partner. Included in these amounts are payments to the
North Carolina Department of Revenue for withholding taxes related to income
generated by the Partnership's investment property located in that state.
Distributions of approximately $1,979,000 were made to the limited partners
during the three months ended March 31, 1997. A matching distribution of
approximately $20,000 was made to the General Partner. Included in these
amounts are payments to the North Carolina Department of Revenue for withholding
taxes related to income generated by the Partnership's investment property
located in that state. The General Partner is planning on making a distribution
from cash flow from operations in the fourth quarter of 1998.
The Partnership is required by the Partnership Agreement to maintain working
capital reserves for contingencies of not less than 5% of Net Invested Capital,
as defined by the Partnership Agreement. Reserves, including cash and cash
equivalents and securities available for sale totaling approximately $7,696,000,
were greater than the reserve requirement of approximately $7,261,000 at March
31, 1998.
CCEP Property Operations
For the three months ended March 31, 1998, CCEP's net loss totaled approximately
$8,506,000 on total revenues of approximately $5,328,000. CCEP recognizes
interest expense on the New Master Loan Agreement obligation according to the
note terms, although payments to the Partnership are required only to the extent
of Excess Cash Flow, as defined therein. During the three months ended March
31, 1998, CCEP's statement of operations includes total interest expense
attributable to the Master Loan of approximately $9,181,000, all but $604,000 of
which represents interest accrued in excess of required payments. CCEP is
expected to continue to generate operating losses as a result of such interest
accruals and noncash charges for depreciation.
During the three months ended March 31, 1998, the Partnership received
approximately $375,000 as principal payments on the Master Loan. Cash received
on certain investments by CCEP, which are required to be transferred to the
Partnership per the Master Loan Agreement, accounted for approximately $79,000.
Approximately $296,000 received was due to an "Excess Cash Flow" payment from
CCEP as described above.
Year 2000
The Partnership is dependent upon the General Partner and Insignia for
management and administrative services. Insignia has completed an assessment
and will have to modify or replace portions of its software so that its computer
systems will function properly with respect to dates in the year 2000 and
thereafter (the "Year 2000 Issue"). The project is estimated to be completed
not later than December 31, 1998, which is prior to any anticipated impact on
its operating systems. The General Partner believes that with modifications to
existing software and conversions to new software, the Year 2000 Issue will not
pose significant operational problems for its computer systems. However, if such
modifications and conversions are not made, or are not completed timely, the
Year 2000 Issue could have a material impact on the operations of the
Partnership.
Other
Certain items discussed in this quarterly report may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995 (the "Reform Act") and as such may involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Partnership to be materially different from any future
results, performance or achievements expressed or implied by such forward-
looking statements. Such forward-looking statements speak only as of the date
of this quarterly report. The Partnership expressly disclaims any obligation or
undertaking to release publicly any updates of revisions to any forward-looking
statements contained herein to reflect any change in the Partnership's
expectations with regard thereto or any change in events, conditions or
circumstances on which any such statement is based.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
In January 1998, a limited partner of the Partnership commenced an arbitration
proceeding against the General Partner claiming that the General Partner had
breached certain contractual and fiduciary duties allegedly owed to the
claimant. The General Partner believes the claim to be without merit and
intends to vigorously defend the claim.
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 complaint 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 and its 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 as well as a recently announced agreement between
Insignia and AIMCO. The complaint seeks monetary damages and equitable relief,
including judicial dissolution of the Partnership. The General Partner was
only recently served with the complaint which it believes to be without merit,
and intends to vigorously defend the action.
The Partnership is unaware of any other pending or outstanding litigation that
is not of a routine nature. The General Partner of the Registrant believes that
all such other pending or outstanding litigation will be resolved without a
material adverse effect upon the business, financial condition, results of
operations, or liquidity of the Partnership.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
S-K Reference
Number Description
27 Financial Data Schedule is filed as an exhibit to
this report.
99.1 Consolidated Capital Equity Partners, L.P.,
unaudited financial statements for the three months
ended March 31, 1998 and 1997.
(b) Reports on Form 8-K:
None filed during the quarter ended March 31, 1998.
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 INSTITUTIONAL
PROPERTIES
By: CONCAP EQUITIES, INC.
General Partner
By: /s/ William H. Jarrard, Jr.
William H. Jarrard, Jr.
President/Director
By: /s/ Ronald Uretta
Ronald Uretta
Vice President/Treasurer
Date: May 11, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
Consolidated Capital Institutional Properties 1998 First Quarter 10-Q
and is qualified in its entirety by reference to such 10-Q filing.
</LEGEND>
<CIK> 0000352983
<NAME> CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 7,279
<SECURITIES> 0
<RECEIVABLES> 514
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 36,491
<DEPRECIATION> (5,550)
<TOTAL-ASSETS> 91,465
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 4,435
0
0
<COMMON> 0
<OTHER-SE> 86,054
<TOTAL-LIABILITY-AND-EQUITY> 91,465
<SALES> 0
<TOTAL-REVENUES> 4,038
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,342
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 80
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,696
<EPS-PRIMARY> 8.43<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
EXHIBIT 99.1
CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED
MARCH 31, 1998 AND 1997
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a)
CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
(Unaudited) (Note)
<S> <C> <C>
Assets
Cash and cash equivalents $ 2,146 $ 1,439
Receivables and deposits 1,406 1,241
Restricted escrows 644 798
Other assets 1,490 1,550
Investment properties:
Land 10,217 10,217
Buildings and related personal property 97,881 97,598
108,098 107,815
Less accumulated depreciation (77,075) (75,746)
31,023 32,069
$ 36,709 $ 37,097
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 232 $ 426
Tenant security deposit liabilities 614 620
Accrued property taxes 384 116
Other liabilities 428 513
Mortgage notes and interest payable 23,065 23,133
Master loan and interest payable 297,986 289,783
322,709 314,591
Partners' Deficit
General partner (2,860) (2,775)
Limited partners (283,140) (274,719)
(286,000) (277,494)
$ 36,709 $ 37,097
<FN>
Note: The balance sheet at December 31, 1997, has been derived from the audited
financial statements at that date, but does not include all the information
and footnotes required by generally accepted accounting principles for
complete financial statements.
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
b)
CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1998 1997
<S> <C> <C>
Revenues:
Rental income $ 4,939 $ 4,678
Interest income 35 35
Other income 354 302
Total revenues 5,328 5,015
Expenses:
Operating 2,385 2,391
General and administrative 167 252
Depreciation 1,329 1,265
Property taxes 330 325
Interest 9,602 8,692
Bad debt expense, net 21 --
Total expenses 13,834 12,925
Net loss $ (8,506) $ (7,910)
Net loss allocated to general partner (1%) $ (85) $ (79)
Net loss allocated to limited partners (99%) (8,421) (7,831)
$ (8,506) $ (7,910)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
c)
CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
For the Three Months Ended March 31, 1998 and 1997
(in thousands)
<TABLE>
<CAPTION>
General Limited
Partner Partners Total
<S> <C> <C> <C>
Partners' deficit at
December 31, 1996 $ (2,449) $(242,488) $(244,937)
Net loss for the three months
ended March 31, 1997 (79) (7,831) (7,910)
Partners' deficit at
March 31, 1997 $ (2,528) $(250,319) $(252,847)
Partners' deficit at
December 31, 1997 $ (2,775) $(274,719) $(277,494)
Net loss for the three months
ended March 31, 1998 (85) (8,421) (8,506)
Partners' deficit at
March 31, 1998 $ (2,860) $(283,140) $(286,000)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
d)
CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1998 1997
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (8,506) $ (7,910)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization 1,388 1,318
Bad debt expense, net 21 --
Change in accounts:
Receivables and deposits (186) 97
Other assets 1 (246)
Accounts payable (194) (548)
Tenant security deposit liabilities (6) (6)
Accrued property taxes 268 60
Other liabilities (85) 61
Accrued interest on Master Loan 8,578 8,266
Net cash provided by operating activities 1,279 1,092
Cash flows from investing activities:
Property improvements and replacements (283) (417)
Net receipts from restricted escrows 154 786
Distributions from investments in limited partnerships -- 336
Net cash (used in) provided by
investing activities (129) 705
Cash flows from financing activities:
Principal payments on Master Loan (375) (1,430)
Principal payments on notes payable (68) (63)
Net cash used in financing activities (443) (1,493)
Net increase in cash and cash equivalents 707 304
Cash and cash equivalents at beginning of period 1,439 1,961
Cash and cash equivalents at end of period $ 2,146 $ 2,265
Supplemental disclosure of cash flow information:
Cash paid for interest $ 1,006 $ 406
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
e)
CONSOLIDATED CAPITAL EQUITY PARTNERS, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Consolidated
Capital Equity Partners, L.P. ("CCEP") have been prepared in accordance with
generally accepted accounting principles for interim financial information.
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 Holdings, 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, 1998, are not necessarily indicative of the results that may be
expected for the fiscal year ending December 31, 1998.
Certain reclassifications have been made to the 1997 information to conform to
the 1998 presentation.
Consolidation
CCEP owns a 75% interest in a limited partnership ("Western Can, Ltd.") which
owns 444 De Haro, an office building in San Francisco, California. CCEP's
investment in Western Can, Ltd. is consolidated in CCEP's financial statements.
No minority interest liability has been reflected for the 25% minority interest
because Western Can, Ltd. has a net capital deficit and no minority liability
exists with respect to CCEP.
NOTE B - RELATED PARTY TRANSACTIONS
CCEP has no employees and is dependent on the General Partner and its affiliates
for the management and administration of all partnership activities. CCEP paid
property management fees based upon collected gross rental revenues for property
management services in each of the three month periods ended March 31, 1998 and
1997. The Partnership Agreement ("Agreement") also provides for reimbursement
to the General Partner and its affiliates for costs incurred in connection with
the administration of CCEP activities.
Also, CCEP is subject to an Investment Advisory Agreement between CCEP and an
affiliate of the General Partner. This agreement provides for an annual fee,
payable in monthly installments, to an affiliate of the General Partner for
advising and consulting services for CCEP's properties. The following amounts
were paid or accrued to the General Partner and affiliates:
For the Three Months Ended
March 31,
1998 1997
(in thousands)
Property management fees $266 $253
Investment advisory fees 44 45
Lease commissions 2 35
Reimbursement for services of affiliates (1) 100 117
(1)Included in "reimbursements for services of affiliates" for the three months
ended March 31, 1998 and 1997, is approximately $15,000 and $20,000,
respectively, in reimbursements for construction oversight costs.
In addition to the compensation and reimbursements described above, interest
payments are made to and loan advances are received from Consolidated Capital
Institutional Properties ("CCIP") pursuant to the Master Loan Agreement (the
"Master Loan"), which is described more fully in the 1997 Annual Report.
Approximately $604,000 in interest payments were made during the three month
period ended March 31, 1998. No advances were received under the Master Loan
during the three months ended March 31, 1998. Principal payments of
approximately $375,000 were made on the Master Loan during the three months
ended March 31, 1998.
For the period January 1, 1997 to August 31, 1997, CCEP insured its properties
under a master policy through an agency affiliated with the General Partner with
an 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 master policy. The agent assumed the financial obligations to the
affiliate of the General Partner which receives payments on these obligations
from the agent. The amount of CCEP'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 - MASTER LOAN AND ACCRUED INTEREST PAYABLE
The Master Loan principal and accrued interest payable balances at March 31,
1998, and December 31, 1997, are approximately $297,986,000 and approximately
$289,783,000, respectively.
Terms of Master Loan Agreement
Under the terms of the Master Loan, interest accrues at a fluctuating rate per
annum adjusted annually on July 15 by the percentage change in the U.S.
Department of Commerce Implicit Price Deflator for the Gross National Product
subject to an interest rate ceiling of 12.5%. The interest rates for each of
the three month periods ended March 31, 1998 and 1997, were 12.5%. Payments are
currently payable quarterly in an amount equal to "Excess Cash Flow", generally
defined in the Master Loan as net cash flow from operations after third-party
debt service and capital expenditures. Any unpaid interest is added to
principal, compounded annually, and is payable at the loan's maturity. Any net
proceeds from sale or refinancing of any of CCEP's properties are paid to CCIP
under the terms of the Master Loan Agreement. The Master Loan Agreement matures
in November 2000.
During the three months ended March 31, 1998, CCEP paid approximately $375,000
to CCIP as principal payments on the Master Loan. Cash received on certain
investments by CCEP, which are required to be transferred to CCIP per the Master
Loan Agreement, accounted for approximately $79,000. Approximately $296,000 was
due to an excess cash flow payment paid to CCIP as stipulated by the Master
Loan.
