November 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 September 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
BFAAQ3.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 September 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
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Commission file number 0-10057
Boston Financial Apartments Associates, L.P.
------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 04-2734133
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(State or other jurisdiction of incorporation or (I.R.S. Employer
organization) Identification 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)
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION Page No.
------------------------------ --------
Item 1. Financial Statements
Balance Sheet - September 30, 2000 (Unaudited) 1
Statements of Operations (Unaudited) - For the Three and
Six Months Ended September 30, 2000 and 1999 2
Statement of Changes in Partners' Equity (Deficiency)
(Unaudited) -For the Nine Months Ended September 30, 2000 3
Statements of Cash Flows (Unaudited) - For the Nine
Months Ended September 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
September 30, 2000
(Unaudited)
<TABLE>
Assets
<CAPTION>
<S> <C>
Cash and cash equivalents $ 172,291
Interest receivable 23,057
Marketable securities, at fair value 1,480,518
Investments in Local Limited Partnerships (Note 1) -
--------------
Total Assets $ 1,675,866
==============
Liabilities and Partners' Equity
Liabilities:
Accounts payable to affiliate $ 70,826
Accounts payable and accrued expenses 37,512
--------------
Total Liabilities 108,338
Partners' Equity 1,567,528
--------------
Total Liabilities and Partners' Equity $ 1,675,866
==============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
STATEMENTS OF OPERATIONS
For the Three and Nine Months Ended September 30, 2000 and 1999
(Unaudited)
<TABLE>
Three Months Ended Nine Months Ended
September 30, September 30 September 30, September 30,
2000 1999 2000 1999
-------------- ------------- ------------- -------------
<CAPTION>
Revenue:
<S> <C> <C> <C> <C>
Distribution income $ 10,000 $ - $ 138,391 $ 189,235
Investment 19,891 14,335 81,869 46,347
Other 225 775 1,425 1,550
-------------- ------------- ------------- --------------
Total Revenue 30,116 15,110 221,685 237,132
-------------- ------------- ------------- --------------
Expenses:
General and administrative
(includes reimbursements to affiliate in
the amounts of $70,826 and $46,362
in 2000 and 1999, respectively) 30,962 20,465 105,616 83,845
Management fees, related party - - - 18,924
-------------- ------------- ------------- --------------
Total Expenses 30,962 20,465 105,616 102,769
-------------- ------------- ------------- --------------
Income (Loss) before equity in income of
Local Limited Partnership (846) (5,355) 116,069 134,363
Equity in income of Local Limited
Partnership 45,891 - 9,008 -
-------------- ------------- ------------- --------------
Net Income (Loss) $ 45,045 $ (5,355) $ 125,077 $ 134,363
============== ============= ============= ==============
Net Income (Loss) allocated:
To General Partners $ 417 $ (268) $ 5,894 $ 6,718
To Limited Partners 44,628 (5,087) 119,183 127,645
-------------- ------------- ------------- --------------
$ 45,045 $ (5,355) $ 125,077 $ 134,363
============== ============= ============= ==============
Net Income (Loss) per Limited Partnership
Unit (21,915 Units) $ 2.04 $ (0.23) $ 5.44$ $ 5.82
============== ============= ============= ==============
</TABLE>
The accompanying notes are an 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 Nine Months Ended September 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 - - 12,835 12,835
Net Income 5,894 119,183 - 125,077
------------ ------------- ------------- -------------
Comprehensive Income 5,894 119,183 12,835 137,912
------------ ------------- ------------- -------------
Balance at September 30, 2000 $ (807,179) $ 2,367,592 $ 7,115 $ 1,567,528
============ ============= ============= =============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL APARTMENTS ASSOCIATES, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
For the Nine Months Ended September 30, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
------------- -------------
<S> <C> <C>
Net cash provided by (used for) operating activities $ 29,914 $ (57,497)
Net cash used for investing activities (16,776) (43,763)
Net cash used for financing activity (3,200,000) -
------------- -------------
Net decrease in cash and cash equivalents (3,186,862) (101,260)
Cash and cash equivalents, beginning 3,359,153 159,298
------------- -------------
Cash and cash equivalents, ending $ 172,291 $ 58,038
============= =============
</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-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 September 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 (925,861) (10,000) -
-------------- ------------- -------------- ------------
Subtotal 18,586,328 (10,840,240) (6,972,124) 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 -
-------------- ------------- -------------- ------------
Subtotal (8,315,746) 2,042,774 5,499,008 (773,964)
-------------- ------------- -------------- ------------
Balance at
September 30, 2000 $ 10,270,582 $ (8,797,466) $ (1,473,116) $ -
============== ============= ============== ============
</TABLE>
(1) Included in cash distributions received is cumulative distribution income
of $1,607,612 which was received from six 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 nine months ended
September 30, 2000 totaled $614,022. For the nine months ended September 30,
2000, the Partnership has not recognized $665,866 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
nine months ended September 30, 2000, the Partnership recognized $51,844 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 September 30, 2000, the Partnership had cash and cash equivalents of $172,291
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 September 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 September 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 nine months ended September 30,
2000, resulted in net income of $125,077, as compared to net income of $134,363
for the same period in 1999. The decrease is primarily due to a decrease in
distribution income. This is partially offset by increases in investment revenue
and equity in income of a Local Limited Partnership.
The Partnership's results of operations for the three months ended September 30,
2000, resulted in net income of $45,045, as compared to a net loss of $5,355 for
the same period in 1999. The increase is primarily due to an increase in equity
in income of a Local Limited Partnership resulting from the sale of Westpark
Plaza.
<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 September 30, 2000, the Partnership's investment portfolio consisted of
eight properties with an average occupancy of 94%. During July 2000, the Local
Limited Partnership interest in Youngstoun, Phase II was disposed, as discussed
below.
For the nine months ended September 30, 2000, three of the Local Limited
Partnerships operated 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. Pursuant to 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 $137 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. However, at this time, there are 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 September 30, 2000.
<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.
DATED: November 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
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