<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
August 11, 1995
Securities and Exchange Commission
Filer Support, Edgar
Operation Center, Stop 0-7
6432 General Green Way
Alexandria, VA 22312
Re: Boston Financial Apartments Associates, L.P.
Report on Form 10-Q Edgar for Quarter Ended June 30, 1995
File No. 0-10057
Dear Sir/Madam:
Pursuant to the requirements of Rule 901(d) of Regulation S-T,
enclosed is one copy of subject report.
Please stamp and return the enclosed copy of this letter in the
enclosed stamped, self-addressed envelope to acknowledge receipt of this
filing.
Very truly yours,
Marie D. Ricciardi
Assistant Controller
BFAA-10Q2.DOC
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 EXCHANGE ACT
For the quarterly period ended June 30, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
For Quarter Ended June 30, 1995 Commission file number 0-10057
Boston Financial Apartments Associates, L.P.
(Exact name of registrant as specified in its charter)
Delaware 04-2734133
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) No.)
101 Arch Street, Boston, Massachusetts 02110-1106
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (617) 439-3911
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 .
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
1995 1994
(Unaudited)
ASSETS
Current assets:
<S> <C> <C>
Cash and cash equivalents $ 184,637 $ 350,435
Interest receivable 14,423 11,300
Other current assets 1,505 4,518
-----
Total current assets 200,565 366,253
Marketable securities, at fair value (Note 1) 936,957 1,024,156
Investment in Local Limited Partnerships (Note 2) - 68,515
- ------
Total Assets $ 1,137,522 $ 1,458,924
= ========= = =========
Liabilities and Partners' Deficiency
Current liabilities:
Accounts payable to affiliate $ 21,701 $ 10,251
Accounts payable and accrued expenses 34,246 37,892
Deferred credit (Note 2) - 450,000
Note payable and accrued interest 1,141,250 1,113,750
--------- ---------
Total current liabilities 1,197,197 1,611,893
Note payable and accrued interest (Note 2) - 685,833
- -------
Total Liabilities 1,197,197 2,297,726
Partners' Deficiency (59,675) (838,802)
------- --------
Total Liabilities and Partners' Deficiency $ 1,137,522 $ 1,458,924
= ========= = =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
STATEMENTS OF OPERATIONS
(Unaudited)
For the Three and Six Months Ended June 30, 1995 and 1994
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30, June 30, June 30,
1995 1994 1995 1994
---- ---- ---- ----
Revenue:
<S> <C> <C> <C> <C>
Distribution $ 100,301 $ 59,967 $ 217,008 $ 80,872
Investment and other 13,888 1,761 28,965 3,013
------ ----- ------ -----
Total Revenue 114,189 61,728 245,973 83,885
------- ------ ------- ------
Expenses:
General and administrative (includes
reimbursements to affiliate in the
amounts of $43,266 and $33,946
in 1995 and 1994, respectively) 37,193 31,767 67,325 68,836
Interest 13,750 21,250 27,500 42,500
Asset management fee, related party 10,030 5,997 21,701 10,098
------ ----- ------ ------
Total Expenses 60,973 59,014 116,526 121,434
------ ------ ------- -------
Income (Loss) before equity in losses
of Local Limited Partnerships, forgiveness
of indebtedness and gain on sale 53,216 2,714 129,447 (37,549)
Equity in losses of Local Limited
Partnerships - (26,409) (68,515) (26,883)
Forgiveness of indebtedness (Note 2) - - 685,833 -
Gain on sale (Note 2) - - 657,940 -
------- ------- --------- -------
Net Income (Loss) $ 53,216 $ (23,695) $ 1,404,705 $ (64,432)
= ====== = ======= = ========= = =======
Net Income (Loss) allocated:
To General Partners $ 2,661 $ (1,185) $ 16,484 $ (3,222)
To Limited Partners 50,555 (22,510) 1,388,221 (61,210)
------ ------- --------- -------
$ 53,216 $ (23,695) $ 1,404,705 $ (64,432)
= ====== = ======= = ========= = =======
Net Income (Loss) per Limited Partnership
Unit (21,915 Units) $ 2.31 $ (1.03) $ 63.35 $ (2.79)
= ==== = ===== = ===== = =====
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
STATEMENT OF PARTNERS' EQUITY (DEFICIENCY)
(Unaudited)
For the Six Months Ended June 30, 1995
<TABLE>
<CAPTION>
Net
Unrealized
General Limited Gains
Partners Partners (Losses) Total
<S> <C> <C> <C> <C>
Balance at December 31, 1995 $(1,008,976) $ 195,362 $(25,188) $ (838,802)
Cash Distribution - (657,450) - (657,450)
Unrealized gain on
marketable securities
available for sale - - 31,872 31,872
Net Income 16,484 1,388,221 - 1,404,705
------ --------- ----- ---------
Balance at June 30, 1995 $ (992,492) $ 926,133 $ 6,684 $ (59,675)
= ======== = ======= = ===== = =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
STATEMENTS OF CASH FLOWS
(Unaudited)
For The Six Months Ended June 30, 1995 and 1994
<TABLE>
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
Net cash provided by (used for) operating activities $ 607,176 $ (45,133)
- ------- - -------
Cash flows from investing activities:
Purchases of marketable securities (564,241) (640,086)
Proceeds from sales and maturities of
marketable securities 681,709 736,749
Deferred Credit (450,000) -
Cash distributions received from Local
Limited Partnerships 217,008 100,983
------- -------
Net cash provided by (used for) investing activities (115,524) 197,646
-------- -------
Cash flow from financing activities:
Cash distribution (657,450) -
-------- -------
Net cash used for financing activities (657,450) -
-------- -------
Net increase (decrease) in cash and cash equivalents (165,798) 152,513
Cash and cash equivalents, beginning 350,435 70,103
------- ------
Cash and cash equivalents, ending $ 184,637 $ 222,616
= ======= = =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
Notes to the Financial Statements
(Unaudited)
The unaudited financial statements presented herein have been
prepared in accordance with the instructions to Form 10-Q and do not
include all of the information and note disclosures required by
generally accepted accounting principles. These statements should
be read in conjunction with the financial statements and notes thereto
included with the Partnership's 10-K for the year ended December 31,
1994. In the opinion of management, these financial statements
include all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly the Partnership's financial
position and results of operations. The results of operations for the
periods may not be indicative of the results to be expected for the
year. Certain reclassifications have been made to prior period financial
statements to conform to current period classifications.
1. Marketable Securities
A summary of marketable securities is as follows:
<TABLE>
<CAPTION>
Gross Gross
Unrealized Unrealized Fair
Cost Gains Losses Value
Debt securities issued by the US
Treasury and other US government
<S> <C> <C> <C> <C>
corporation and agencies $492,624 $8,096 $ - $500,720
Mortgage backed securities 246,051 1,249 (3,451) 243,849
Other debt securities 191,598 1,626 (836) 192,388
------- ----- ---- -------
Balance at June 30, 1995 $930,273 $10,971 $(4,287) $936,957
======= = ===== ======= =======
Debt securities issued by the US
Treasury and other US government
corporations and agencies $562,213 $947 $(7,639) $555,521
Mortgage backed securities 255,807 64 (13,714) 242,157
Other debt securities 231,324 - (4,846) 226,478
------- ------ ------- -------
Balance at December 31, 1994 $1,049,344 $1,011 $(26,199) $ 1,024,156
= ========= ===== ======== = =========
</TABLE>
<PAGE>
Notes to the Financial Statements (continued)
(Unaudited)
1. Marketable Securities (continued)
The contractual maturities at June 30, 1995 are as follows:
<TABLE>
<CAPTION>
Fair
Cost Value
<S> <C> <C>
Due in one year or less $ 44,424 $ 45,133
Due in one year to five years 639,798 647,975
Mortgage backed securities 246,051 243,849
------- -------
$ 930,273 $ 936,957
= ======= = =======
</TABLE>
Actual maturities may differ from contractual maturities because some
issuers have the right to call or prepay obligations. Proceeds from
the sales of fixed maturities were approximately $682,000 during the
six months ended June 30, 1995. Gross gains of $2,425 and gross
losses of $4,028 were realized on these sales.
2. Investment in Local Limited Partnerships
As of June 30, 1995 and December 31, 1994, the Partnership's
investments in Local Limited Partnerships, at cost, were as follows:
<TABLE>
<CAPTION>
Capital Contributions Total Cash
and Related Equity Distributed Net
Local Limited Acquisition Costs in Loss (Cumulative) Investment
Partnerships (Cumulative) (Cumulative) (1) at Equity
<S> <C> <C> <C> <C>
Bear Creek $ 796,556 $ (290,570) $(505,986) $ -
Buttonwood Tree 1,482,996 (1,482,996) - -
Captain's Landing 1,057,682 (1,057,682) - -
Chelsea Village 2,076,589 (2,076,589) - -
Mountain View 422,593 (422,593) - -
Oakdale Manor 1,522,621 (1,522,621) - -
Oakwood Terrace 614,643 (614,643) - -
Overland Station 1,232,286 (1,232,286) - -
Park Hill 825,501 (731,096) (94,405) -
Pheasant Ridge 1,050,237 (997,734) (52,503) -
The Woods of Castleton 2,025,681 (2,025,681) - -
Westpark Plaza 1,846,469 (1,115,914) (730,555) -
Woodbridge 1,077,161 (1,077,161) - -
Woodmeade South 1,619,452 (1,619,452) - -
Youngstoun 935,861 (935,861) - -
------- -------- -------- -----
Subtotal 18,586,328 (17,202,879) (1,383,449) -
Less dispositions:
Overland Station (1,232,286) 1,232,286 - -
Captain's Landing (1,057,682) 1,057,682 - -
Oakwood Terrace (614,643) 614,643 - -
-------- ------- -------- ------ -
Balance at
June 30, 1995 $ 15,681,717 $(14,298,268) $ (1,383,449) $ -
========== =========== ========== ====
Balance at
December 31, 1994 $ 16,914,003 $(15,679,047) $ (1,166,441) $68,515
= ========== = =========== = ========== ====== = ======
</TABLE>
<PAGE>
Notes to the Financial Statements (continued)
(Unaudited)
2. Investments in Local Limited Partnerships (continued)
(1) Included in cash distributed is cumulative distribution income of
$771,644 which was received from four
Local Limited Partnerships with carrying values of zero.
Summarized financial information from the combined financial statements of all
Local Limited Partnerships in which the Partnership has invested is as follows:
Summarized Balance Sheets - June 30, 1995 (Unaudited)
<TABLE>
<CAPTION>
Assets:
<S> <C>
Investment property, net $ 35,367,320
Current assets 1,582,834
Other assets 4,096,137
---------
Total Assets $ 41,046,291
= ==========
Liabilities and Partners' Deficiency:
Long-term debt $ 55,521,948
Current liabilities 6,233,891
Other liabilities 4,236,000
---------
Total Liabilities 65,991,839
Partners' Deficiency (24,945,548)
-----------
Total Liabilities and Partners' Deficiency $ 41,046,291
= ==========
Summarized Income Statements - For the
Six Months Ended June 30, 1995 (Unaudited)
Rental and other income $ 5,877,448
- ---------
Expenses:
Operating 3,477,574
Interest 2,215,398
Depreciation and amortization 1,010,544
---------
Total Expenses 6,703,516
Net Loss $ (826,068)
= ========
Partnership's share of net loss $ (808,728)
= ========
Other Partners' share of net loss $ (17,340)
= =======
</TABLE>
For the six months ended June 30, 1995, the Partnership has not
recognized $740,213 of equity in losses relating to thirteen Local
Limited Partnerships where cumulative equity in losses and cumulative
distributions have exceeded its total investments.
<PAGE>
Notes to the Financial Statements (continued)
(Unaudited)
2. Investments in Local Limited Partnerships (continued)
The Managing General Partner of Overland Station Investment Company
sold the property on January 12, 1995. From the sale, the Partnership
received total proceeds of $657,940, which returned a portion of the
Partnership's original cash investment. In addition, the Partnership
was relieved of note payable and accrued interest obligations of
$685,833. On August 25, 1994, the Partnership received a partial
payment of the sales proceeds of $450,000. This amount had been
classified as a deferred credit until the sale occurred and upon the
execution of the agreement was included in the Gain on sale.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
At June 30, 1995, the Partnership had cash and cash equivalents of
$184,637 compared with $350,435 at December 31, 1994. The $165,798
decrease in cash and cash equivalents is partly a result of cash
distributions paid to limited partners of $657,450 in excess of cash
distributions received from Local Limited Partnerships of $217,008, and
cash flow from operations.
The Managing General Partner of Overland Station Investment Company
sold the property on January 12, 1995. From the sale, the Partnership
received total proceeds of $657,940, which returned a portion of the
Partnership's original cash investment. In addition, the Partnership
was relieved of note payable and accrued interest obligations of
$685,833. On August 25, 1994, the Partnership received a partial
payment of the sales proceeds of $450,000. This amount had been
classified as a deferred credit until the sale occurred and upon the
execution of the agreement was included in the Gain on sale.
At June 30, 1995, approximately $1,066,000 has been reserved and is
invested in various securities. The reserves as defined in the
Partnership Agreement were established to be used for working capital
of the Partnership and contingencies related to the ownership of Local
Limited Partnership interests. Reserves may be used to fund Partnership
operating deficits, if the Managing General Partner deems funding
appropriate in order to protect its investment.
As of June 30, 1995, investment in Local Limited Partnerships decreased
to zero from $68,515 at December 31, 1994. This decrease is
attributable to equity in losses and cash distributions, net of
distribution income from the Local Limited Partnerships.
The General Partner is currently attempting to negotiate an extension
with the lender of the Oakdale Manor note payable due on April 1,
1995. However, no assurances can be made that the Partnership
will be able to negotiate an extension on terms acceptable to both
parties. If the General Partner is unable to negotiate an extension,
it is prepared to relinquish its limited partnership interest in
Oakdale to the lender. If the Partnership does relinquish its
interest in Oakdale, this will have no effect on the Partnership's
financial statements.
Since the Partnership has invested as a limited partner in all Local
Limited Partnerships, it has no contractual duty to provide
additional funds to Local Limited Partnerships beyond its specified
investment. At June 30, 1995, it did not have any contractual or other
obligation to any Local Limited Partnership which had not been paid or
provided for.
Future cash distributions will be derived almost exclusively from
distributions of net cash provided by operations of the Local Limited
Partnerships. Such cash is not expected to be significant in 1995, and
therefore, there is no assurance that adequate cash will be available
to warrant cash distributions in future years.
Results of Operations
The Partnership's results of operations for the six months ended June
30, 1995 resulted in net income of $1,404,705 as compared to a net
loss of $64,432 for the same period in 1994. The change to a net
income position is primarily attributable to a $657,940 gain
recognized on the sale of the Partnership's interest in Overland
Station Investment Company and a $685,800 gain realized on the
forgiveness of indebtedness of the Overland Station note payable and
accrued interest. In addition, the Partnership received larger cash
distributions from Local Limited Partnerships whose investment balances
were zero at June 30, 1995. Partially offsetting these increases was an
increase in the equity in losses of Local Limited Partnerships.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations (continued)
The Partnership's results of operations for the three months ended June
30, 1995 resulted in a net income of $53,216 as compared to a net loss
of $23,695 for the same period in 1994. The change to a net
income position is primarily attributable to an increase in
distribution income received from Local Limited Partnerships whose
investment balances were zero and a decrease in equity in losses of
Local Limited Partnerships for the comparable three month periods. The
decrease in equity in losses of Local Limited Partnerships is the
result of the carrying value of the investments in all Local Limited
Partnerships being equal to zero for the three months ended June 30,
1995. To the extent that equity in losses are incurred when the
Partnership's carrying value of the respective Local Limited
Partnership has been reduced to a zero balance, the losses are
suspended and will be offset against future income.
Property Discussions
HUD has a new program to sell all performing and non-performing
mortgages in a public auction process that is scheduled to take place
on a region-by-region basis over the next few years. The mortgages of
Woodmeade South Apartments and Mountain View Apartments were included
in the South East Region auction during the first quarter of 1995. The
continued feasibility of these properties may depend on the ability
of the local general partner or the Partnership or their respective
affiliates to purchase the mortgages or to negotiate a satisfactory
arrangement with the buyer. The mortgages of the Oakdale Manor,
Woods of Castleton, and Chelsea Village may be included in a future
auction.
The local general partner of Woodmeade South Apartments and
Mountain View Apartments reported that it filed for bankruptcy
protection of these two properties during the first quarter of 1995.
These bankruptcy filings appear to be related to the above described
HUD mortgage auctions. It is not currently clear whether these
bankruptcy filings will have any adverse impact on the two local
limited partnerships. These filings will not result in a material loss
for the Partnership since the Partnership's carrying value of these
investments is zero.
Buttonwood Tree Apartments, located in Wichita, Kansas, continues to
be affected by a weakened rental market with occupancy at
approximately 83% resulting in an operating deficit for the second
quarter of 1995. The Local General Partner is looking at alternatives
to increase occupancy.
Woodbridge Apartments II, located in Bloomington, Indiana, has been
operating at a deficit. The property refinanced its mortgage with HUD
in 1994 which resulted in a reduction of the interest rate to 8.75% from
9.75%. As of June 30, 1995, the property was 93% occupied.
Youngstoun Apartments II, located in Hagerstown, Maryland,
completed the refinancing of its mortgage in late 1992. The lower
interest rate obtained through the refinancing has allowed the
property to operate above break-even in the past; however, the property
has experienced a low level of occupancy through the second quarter of
1995 resulting in an operating deficit.
Pheasant Ridge, located in Moline, Illinois, continues to experience
strong occupancy and operated above break-even for the second quarter of
1995.
Bear Creek Apartments in Asheville, North Carolina, Park Hill
Apartments in Lexington, Kentucky and Westpark Plaza in Chico,
California have generated steady cash flow and have made distributions
of excess cash in past years. These properties continue to operate
satisfactorily and management believes they will continue to distribute
cash to the Partnership, although no assurance can be given in this
regard.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Property Dispositions
The Managing General Partner of Overland Station Investment Company
sold the property on January 12, 1995. See Note 2 in the Financial
Statements for further details.
<PAGE>
PART II OTHER INFORMATION
Items 1-5 Not applicable
Item 6 Exhibits and reports on Form 8-K
(a)Exhibits - None
(b)Reports on Form 8-K - No reports on Form 8-K were filed
during the quarter ended June 30, 1995.
<PAGE>
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.
BOSTON FINANCIAL APARTMENTS
ASSOCIATES, L.P.
By: BFTG Residential Properties, Inc.
its Managing General Partner
Dated: August 11, 1995
By: Fred N. Pratt, Jr.
President, Chief Executive Officer
and Director
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 184,637
<SECURITIES> 936,957
<RECEIVABLES> 14,423
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,505
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,137,522
<CURRENT-LIABILITIES> 1,197,197
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> (59,675)
<TOTAL-LIABILITY-AND-EQUITY> 1,137,522
<SALES> 0
<TOTAL-REVENUES> 245,973<F1>
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 89,026<F2>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 27,500
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 1,333,733<F3>
<CHANGES> 0
<NET-INCOME> 1,404,705<F4>
<EPS-PRIMARY> $(63.35)
<EPS-DILUTED> 0
<FN>
<F1>Represents Distribution income of $217,008 and Investment and
other income of $28,965.
<F2>Includes $67,325 of General and administrative expenses and $21,701
of Asset management fees.
<F3>Includes $657,940 from Gain on Sale and $685,833 of
Forgiveness of indebtedness income.
<F4>This amount reflects Equity in losses of Local Limited Partnerships
of $68,515.
</FN>
