August 14, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Boston Financial Apartments Associates, L.P.
Report on Form 10-QSB for Quarter Ended June 30, 2000
File Number 0-10057
Dear Sir/Madam:
Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of
1934, there is filed herewith one copy of subject report.
Very truly yours,
/s/Stephen Guilmette
Stephen Guilmette
Assistant Controller
BFAAQ2.DOC
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
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
For the quarterly period ended June 30, 2000
------------------------------------
OR
[ ] 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 0-10057
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 No.)
incorporation or organization)
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)
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION Page No.
------------------------------ --------
Item 1. Financial Statements
Balance Sheet - June 30, 2000 (Unaudited) 1
Statements of Operations (Unaudited) - For the Three
and Six Months Ended June 30, 2000 and 1999 2
Statement of Changes in Partners' Equity (Deficiency)
(Unaudited) -For the Six Months Ended June 30, 2000 3
Statements of Cash Flows (Unaudited) - For the Six
Months Ended June 30, 2000 and 1999 4
Notes to the Financial Statements (Unaudited) 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II - OTHER INFORMATION
Items 1-6 9
SIGNATURE 10
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
BALANCE SHEET
June 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
Assets
<S> <C>
Cash and cash equivalents $ 175,641
Interest receivable 14,313
Marketable securities, at fair value 1,415,317
Investments in Local Limited Partnerships (Note 1) -
----------------
Total Assets $ 1,605,271
================
Liabilities and Partners' Equity
Liabilities:
Accounts payable to affiliate $ 49,376
Accounts payable and accrued expenses 38,834
----------------
Total Liabilities 88,210
Partners' Equity 1,517,061
----------------
Total Liabilities and Partners' Equity $ 1,605,271
================
The accompanying notes are integral part of these financial statements.
</TABLE>
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
STATEMENTS OF OPERATIONS
For the Three and Six Months Ended June 30, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30, June 30 June 30,
2000 1999 2000 1999
------------- ------------- ------------- --------------
Revenue:
<S> <C> <C> <C> <C>
Distribution income $ 128,391 $ 189,235 $ 128,391 $ 189,235
Investment 18,540 19,417 61,978 32,012
Other 750 400 1,200 775
------------- ------------- ------------- -------------
Total Revenue 147,681 209,052 191,569 222,022
------------- ------------- ------------- -------------
Expenses:
General and administrative
(includes reimbursement to
to affiliate in the amounts
of $49,376 and $32,233,
respectively) 45,917 31,580 74,654 63,380
Management Fees, related party - 18,924 - 18,924
------------- ------------- ------------- -------------
Total Expenses 45,917 50,504 74,654 82,304
------------- ------------- ------------- -------------
Income before equity in loss
of Local Limited Partnership 101,764 158,548 116,915 139,718
Equity in loss of Local Limited
Partnership - - (36,883) -
------------- ------------- ------------- -------------
Net Income $ 101,764 $ 158,548 $ 80,032 $ 139,718
============= ============= ============= =============
Net Income allocated:
To the General Partners $ 5,088 $ 7,928 $ 5,477 $ 6,986
To the Limited Partners 96,676 150,620 74,555 132,732
------------- ------------- ------------- -------------
$ 101,764 $ 158,548 $ 80,032 $ 139,718
============= ============= ============= =============
Net Income per Limited Partnership
Unit (21,915 Units) $ 4.41 $ 6.88 $ 3.40 $ 6.06
============= ============= ============= =============
</TABLE>
The accompanying notes are integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIENCY)
For the Six Months Ended June 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
Net
Unrealized
General Limited Gains
Partners Partners (Losses) Total
<S> <C> <C> <C> <C>
Balance at December 31, 1999 $ (813,073) $ 5,448,409 $ (5,720) $ 4,629,616
------------ ------------- ------------- -------------
Distribution to Limited Partners - (3,200,000) - (3,200,000)
------------ ------------- ------------- -------------
Comprehensive Income:
Change in net unrealized
losses on marketable
securities available for sale - - 7,413 7,413
Net Income 5,477 74,555 - 80,032
------------ ------------- ------------- -------------
Comprehensive Income 5,477 74,555 7,413 87,445
------------ ------------- ------------- -------------
Balance at June 30, 2000 $ (807,596) $ 2,322,964 $ 1,693 $ 1,517,061
=========== ============= ============= =============
</TABLE>
The accompanying notes are integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
------------- -------------
<S> <C> <C>
Net cash provided by (used for) operating activities $ 30,247 $ (30,695)
Net cash used for investing activities (13,759) (51,725)
Net cash used for financing activity (3,200,000) -
------------- -------------
Net decrease in cash and cash equivalents (3,183,512) (82,420)
Cash and cash equivalents, beginning 3,359,153 159,298
------------- -------------
Cash and cash equivalents, ending $ 175,641 $ 76,878
============= =============
</TABLE>
The accompanying notes are 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-QSB 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 Form 10-KSB for the
year ended December 31, 1999. 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.
1. Investments in Local Limited Partnerships
As of June 30, 2000, the Partnership's Investment in Local Limited Partnerships,
at cost, was as follows:
<TABLE>
<CAPTION>
Capital Contribu- Net Equity Cash
tions and Related in Income Distributions
Local Limited Acquisition Costs (Losses) Received Net
Partnerships (Cumulative) (Cumulative) (Cumulative) (1) Investment
----------------------------- ----------------- ------------ ---------------- ------------
<S> <C> <C> <C> <C>
Bear Creek $ 796,556 $ 302,130 $ (1,098,686) $ -
Buttonwood Tree 1,482,996 (1,415,154) (67,842) -
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 1,232,286 816,511 (1,274,833) 773,964
Park Hill 825,501 (687,453) (138,048) -
Pheasant Ridge 1,050,237 (924,712) (125,525) -
The Woods of Castleton 2,025,681 (2,025,681) - -
Westpark Plaza 1,846,469 2,377,706 (4,224,175) -
Woodbridge 1,077,161 (1,044,146) (33,015) -
Woodmeade South 1,619,452 (1,619,452) - -
Youngstoun 935,861 (935,861) - -
-------------- ------------- -------------- ------------
Subtotal 18,586,328 (10,850,240) (6,962,124) 773,964
-------------- ------------- -------------- ------------
Less dispositions:
Mountain View (422,593) 422,593 - -
Woodmeade South (1,619,452) 1,619,452 - -
Overland Station (1,232,286) (816,511) 1,274,833 (773,964)
Captain's Landing (1,057,682) 1,057,682 - -
Oakwood Terrace (614,643) 614,643 - -
Oakdale Manor (1,522,621) 1,522,621 - -
Westpark Plaza (1,846,469) (2,377,706) 4,224,175 -
-------------- ------------- -------------- ------------
(8,315,746) 2,042,774 5,499,008 (773,964)
-------------- ------------- -------------- ------------
Balance at
June 30, 2000 $ 10,270,582 $ (8,807,466) $ (1,463,116) $ -
============== ============= ============== ============
</TABLE>
(1) Included in cash distributions received is cumulative distribution income
of $1,597,612, which was received from five Local Limited Partnerships with
carrying values of zero.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
NOTES TO THE FINANCIAL STATEMENTS (continued)
(Unaudited)
1. Investments in Local Limited Partnerships (continued)
The Partnership's ownership interest in each Local Limited Partnership is
generally 99%. The Partnership's share of net losses for the six months ended
June 30, 2000 is $562,889. For the six months ended June 30, 2000, the
Partnership has not recognized $595,758 of equity in losses relating to several
Local Limited Partnerships where cumulative equity in losses and cumulative
distributions have exceeded its total investments. Also during the six months
ended June 30, 2000, the Partnership recognized $32,869 of equity in losses
which were previously unrecognized.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Certain matters discussed herein constitute forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. The
Partnership intends such forward-looking statements to be covered by the safe
harbor provisions for forward-looking statements and is including this statement
for purposes of complying with these safe harbor provisions. Although the
Partnership believes the forward-looking statements are based on reasonable
assumptions, the Partnership can give no assurance that their expectations will
be attained. Actual results and timing of certain events could differ materially
from those projected in or contemplated by the forward-looking statements due to
a number of factors, including, without limitation, general economic and real
estate conditions and interest rates.
Liquidity and Capital Resources
At June 30, 2000, the Partnership had cash and cash equivalents of $175,641
compared with $3,359,153 at December 31, 1999. The decrease in cash and cash
equivalents is primarily the result of a distribution to the Limited Partners of
proceeds from the sale of Westpark Plaza.
At June 30, 2000, approximately $1,013,000 has been reserved and is partially
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.
Since the Partnership has invested as a limited partner, it has no contractual
duty to provide additional funds to Local Limited Partnerships beyond its
specified investment. The Partnership's contractual obligations have been fully
met. Thus, at June 30, 2000, 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 2000 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, 2000
resulted in net income of $80,032, as compared to net income of $139,718 for the
same period in 1999. The decrease is primarily due to a decrease in distribution
income received from Local Limited Partnerships and an increase in equity in
loss of Local Limited Partnership.
The equity in losses of Local Limited Partnerships was zero in 1999 due to
cumulative losses and cumulative distributions in excess of the Partnership's
total investment in the Local Limited Partnerships. Please refer to the entitled
`Property Discussions' for more information on the property operations.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (continued)
Property Discussions
As of June 30, 2000, the portfolio consisted of eight properties with an average
occupancy of 94%. During July 2000, the Local Limited Partnership interest in
Youngstoun, Phase II was sold, as discussed below.
As of June 30, 2000, one of the Local Limited Partnerships is operating at a
deficit (net loss adjusted for depreciation, mortgage principal payments and
replacement reserve payments). In past years, the Local General Partner funded
this deficit either through non-interest bearing project expense loans or
subordinated loans, repayable only out of cash flow or proceeds from a sale or
refinancing of the given project. Once a project achieves break-even,
substantial amounts of cash flow derived from its operations will be used to
repay project expense loans and subordinated loans until the loans are repaid in
full. To address current deficits or other financial difficulties, the Local
General Partner continues to work to increase rental income and reduce operating
expenses, working with the lender to refinance the property's mortgage or
seeking other sources of capital. Management may make voluntary advances from
the Partnership's Reserves to a Local Limited Partnership encountering operating
difficulties if it is deemed to be in the best interest of the Partnership to
provide such funds.
Throughout its history, Youngstoun, Phase II located in Hagerstown, Maryland
operated at a deficit. The Local General Partner funded these deficits, well in
excess of Fund requirements. As of July 31, 2000, the Local General Partner
chose to exercise its option to sell Youngstoun, Phase II, terminating the
Fund's interest in the property. Per the amended Partnership Agreement, the Fund
will receive the guaranteed proceeds of $10,000 and the Local General Partner
will be repaid its outstanding project expense loans. There are no additional
material proceeds. The sale will generate taxable income to the Fund in the
approximate amount of $136.92 per investor unit, which will be included in your
2000 Schedule K-1.
Lend Lease continues to explore any opportunities for the sale of the remaining
Local Limited Partnership interests. At this time, we have no plans for sales in
the immediate future.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
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, 2000.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
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.
DATED: August 14, 2000 BOSTON FINANCIAL APARTMENTS
ASSOCIATES, L.P.
By: BFTG Residential Properties, Inc.
its Managing General Partner
/s/Michael H. Gladstone
Michael H. Gladstone
Director
<PAGE>
