May 12, 2000
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-QSB Edgar for Quarter Ended March 31, 2000
File No. 0-10057
Dear Sir/Madam:
Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of
1934, filed herewith is one copy of subject report.
Very truly yours,
/s/Stephen Guilmette
Stephen Guilmette
Assistant Controller
BFAAQ1.DOC
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 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
incorporation or 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 - March 31, 2000 (Unaudited) 1
Statements of Operations (Unaudited) - For the Three
Months Ended March 31, 2000 and 1999 2
Statement of Changes in Partners' Equity (Deficiency) (Unaudited) -
For the Three Months Ended March 31, 2000 3
Statements of Cash Flows (Unaudited) - For the Three
Months Ended March 31, 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
March 31, 2000
(Unaudited)
Assets
Cash and cash equivalents $ 161,186
Restricted cash 477,366
Interest receivable 19,107
Marketable securities, at fair value 1,290,591
Investments in Local Limited Partnerships (Note 1) -
--------------
Total Assets $ 1,948,250
==============
Liabilities and Partners' Equity
Liabilities:
Accounts payable to affiliate $ 19,976
Accounts payable and accrued expenses 41,955
Other Liabilities 477,366
--------------
Total Liabilities 539,297
Partners' Equity 1,408,953
--------------
Total Liabilities and Partners' Equity $ 1,948,250
==============
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 Months Ended March 31, 2000 and 1999
(Unaudited)
2000 1999
---------- ----------
Revenue:
Investment and other $ 43,888 $ 12,970
----------- -----------
Total Revenue 43,888 12,970
----------- -----------
Expenses:
General and administrative
(includes reimbursement to affiliate in the
amounts of $19,976 and $17,367, respectively) 28,737 31,800
----------- -----------
Total Expenses 28,737 31,800
----------- -----------
Income (loss) before equity in loss of Local
Limited Partnerships 15,151 (18,830)
Equity in loss of Local Limited Partnerships (36,883) -
----------- -----------
Net Loss $ (21,732) $ (18,830)
=========== ===========
Net Loss allocated:
To the General Partners $ 389 $ (942)
To the Limited Partners (22,121) (17,888)
----------- -----------
$ (21,732) $ (18,830)
=========== ===========
Net Loss per Limited Partnership
Unit (21,915 Units) $ (1.01) $ (0.82)
=========== =========
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 Three Months Ended March 31, 2000
(Unaudited)
<TABLE>
Net
General Limited Unrealized
Partners Partners Losses Total
<CAPTION>
<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) Loss:
Change in net unrealized
losses on marketable
securities available for sale - - 1,069 1,069
Net Income (Loss) 389 (22,121) - (21,732)
------------ ----------- ----------- ------------
Comprehensive Income (Loss) 389 (22,121) 1,069 (20,663)
------------ ----------- ----------- ------------
Balance at March 31, 2000 $ (812,684) $ 2,226,288 $ (4,651) $ 1,408,953
============ =========== =========== ============
</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 Three Months Ended March 31, 2000 and 1999
(Unaudited)
2000 1999
------------- --------
Net cash provided by (used for)
operating activities $ 26,007 $ (5,785)
Net cash used for investing activities (23,974) (94,222)
Net cash used for financing activities (3,200,000) -
------------ -------------
Net decrease in cash and cash equivalents (3,197,967) (100,007)
Cash and cash equivalents, beginning 3,359,153 159,298
------------- -------------
Cash and cash equivalents, ending $ 161,186 $ 59,291
============= =============
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 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 March 31, 2000 and December 31, 1999, the Partnership's Investment in
Local Limited Partnerships was as follows:
<TABLE>
Capital Contribu- Net Equity Cash
tions and Related in Income Distributions
Local Limited Acquisition Costs (Losses) Received Net
Partnerships (Cumulative) (Cumulative) (Cumulative) (1) Investment
- ----------------------------- ----------------- ------------ ---------------- ----------
<CAPTION>
<S> <C> <C> <C> <C>
Bear Creek $ 796,556 $ 173,739 $ (970,295) $ -
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 ( 10,978,631) (6,833,733) 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
March 31, 2000 $ 10,270,582 $ (8,935,857) $ (1,334,725) $ -
================= ============= ================= ===========
Balance at
December 31, 1999 $ 12,117,051 $ (6,521,268) $ (5,348,900) $ 246,883
================= ============= ================= ===========
</TABLE>
(1) Included in cash distributions received is cumulative distribution income
of $1,469,221, 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 three months ended
March 31, 2000 is $157,189. For the three months ended March 31, 2000, the
Partnership has not recognized $189,899 of equity in losses relating to five
Local Limited Partnerships where cumulative equity in losses and cumulative
distributions have exceeded its total investments. Also, during the three months
ended March 31, 2000, the Partnership recognized $69,593 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 March 31, 2000, the Partnership had cash and cash equivalents of $638,552
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 March 31, 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.
As of March 31, 2000, investment in Local Limited Partnerships was at zero as
compared to $246,883 at December 31, 1999. The decrease in investment in Local
Limited Partnerships is due to the final cash distributions from and liquidation
of the Partnership's interest in Westpark Plaza during the quarter ended March
31, 2000.
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 March 31, 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 three months ended March 31,
2000 resulted in a net loss of $21,732, as compared to a net loss of $18,830 for
the same period in 1999. The increase is primarily due to an increase in equity
in loss of Local Limited Partnership. This increase is partially offset by an
increase in interest income and decrease in general and administrative expenses.
The equity in losses of Local Limited Partnerships was zero in 1999 due to
cumulative losses and cumulative distributions in excess of the investment in
the Local Limited Partnerships. Please refer to the section entitled `Property
Discussions' section 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
Property Discussions
The Partnership owns limited partnership interests in eight Local Limited
Partnerships which own and operate multi-family residential properties. The
Partnership also owns investments in securities in which some of its Reserves
are held.
Four of the Local Limited Partnerships are operating at deficits (net loss
adjusted for depreciation, mortgage principal payments and replacement reserve
payments). In past years, the Local General Partners funded these deficits
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, Local General Partners are working to
increase rental income and reduce operating expenses, working with the lenders
to refinance property mortgages 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.
As previously reported, the Local General Partner for Westpark Plaza had been
reviewing the purchase offers from three different potential buyers. Effective
December 29, 1999 the sale of Westpark Plaza closed. The total Limited Partner
distribution amount was $146.00 per unit ($1000 cost per unit). The distribution
itself was not taxable; however, the sale did create a taxable capital gain,
which created a tax due of approximately $76.00 per unit. The distribution
represented a Limited Partner return of original capital contributions. However,
because Westpark Plaza is located in California, the State of California
required a withholding of a portion of the distribution for all investors. The
portion of this withholding was $21.78 per Limited Partner unit. Therefore, the
net proceeds sent to investors on February 22, 2000 reflected a cash
distribution of $146 per unit less California withholding of $21.78 per unit or
a net of $124.24 per unit.
<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 March 31, 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.
BOSTON FINANCIAL APARTMENTS
ASSOCIATES, L.P.
By BFTG Residential Properties, Inc.
its Managing General Partner
/s/Michael H. Gladstone
Michael H. Gladstone
Director
Dated: May 12, 2000
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 161,186
<SECURITIES> 1,290,591
<RECEIVABLES> 19,107
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,948,250
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 1,408,953
<TOTAL-LIABILITY-AND-EQUITY> 1,948,250<F1>
<SALES> 0
<TOTAL-REVENUES> 43,888
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 28,737
<LOSS-PROVISION> 36,883
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (21,732)
<EPS-BASIC> (1.01)
<EPS-DILUTED> 0
<FN>
<F1> Includes Accounts payable to affiliate of $19,976,
Accounts payable and accrued expenses of $41,955 and
Other liabilities of $477,366.
</FN>
</TABLE>
