SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarter ended September 30, 1996 Commission file number 0-8469
JMB INCOME PROPERTIES, LTD. - IV
(Exact name of registrant as specified in its charter)
Illinois 36-2857658
(State of organization) (IRS Employer Identification No.)
900 N. Michigan Ave., Chicago, IL 60611
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code 312/915-1987
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
TABLE OF CONTENTS
PART I FINANCIAL INFORMATION
Item 1. Financial Statements . . . . . . . . . . . . . . . 3
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. . . . . . . . 10
PART II OTHER INFORMATION
Item 5. Other Information. . . . . . . . . . . . . . . . . 12
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . 13
<TABLE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
JMB INCOME PROPERTIES, LTD. - IV
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 1996 AND DECEMBER 31, 1995
(UNAUDITED)
ASSETS
------
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1996 1995
------------- ------------
<S> <C> <C>
Current assets:
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . $ 4,125,071 6,822,336
Rents and other receivables . . . . . . . . . . . . . . . . . . . . . 469,957 379,877
Prepaid expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . 33,615 27,086
Escrow deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . 172,744 18,880
------------ -----------
Total current assets. . . . . . . . . . . . . . . . . . . . . . 4,801,387 7,248,179
------------ -----------
Investment property, at cost:
Land. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 429,000 429,000
Buildings and improvements. . . . . . . . . . . . . . . . . . . . . . 15,978,029 15,978,029
------------ -----------
16,407,029 16,407,029
Less accumulated depreciation . . . . . . . . . . . . . . . . . . . . 11,195,139 10,916,302
------------ -----------
Total investment property, net of accumulated depreciation. . . 5,211,890 5,490,727
Deferred expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . 60,139 100,616
Accrued rents receivable. . . . . . . . . . . . . . . . . . . . . . . . 273,578 250,554
------------ -----------
$ 10,346,994 13,090,076
============ ===========
LIABILITIES AND PARTNERS' CAPITAL ACCOUNTS (DEFICITS)
-----------------------------------------------------
Current liabilities:
Current portion of long-term debt . . . . . . . . . . . . . . . . . . $ 448,794 416,495
Accounts payable. . . . . . . . . . . . . . . . . . . . . . . . . . . 56,923 16,349
Accrued interest. . . . . . . . . . . . . . . . . . . . . . . . . . . 13,496 16,066
Unearned rents. . . . . . . . . . . . . . . . . . . . . . . . . . . . 42,889 45,681
Accrued real estate taxes . . . . . . . . . . . . . . . . . . . . . . 141,205 --
------------ -----------
Total current liabilities . . . . . . . . . . . . . . . . . . . 703,307 494,591
Tenant security deposits. . . . . . . . . . . . . . . . . . . . . . . . 20,095 18,845
Other long-term liabilities . . . . . . . . . . . . . . . . . . . . . . 820,107 820,107
Long-term debt, less current portion. . . . . . . . . . . . . . . . . . 2,493,824 2,834,574
------------ -----------
Commitments and contingencies
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . 4,037,333 4,168,117
Venture partner's equity in venture . . . . . . . . . . . . . . . . . . 1,065,351 1,576,047
Partners' capital accounts (deficits):
General partners:
Cumulative net earnings (loss). . . . . . . . . . . . . . . . . . . 2,345,638 2,328,570
Cumulative cash distributions . . . . . . . . . . . . . . . . . . . (3,729,765) (3,375,428)
------------ -----------
(1,384,127) (1,046,858)
------------ -----------
Limited partners (20,005 interests):
Capital contributions, net of offering costs. . . . . . . . . . . . 17,996,292 17,996,292
Cumulative net earnings (loss). . . . . . . . . . . . . . . . . . . 39,613,436 38,777,119
Cumulative cash distributions . . . . . . . . . . . . . . . . . . . (50,981,291) (48,380,641)
------------ -----------
6,628,437 8,392,770
------------ -----------
Total partners' capital accounts. . . . . . . . . . . . . . . . 5,244,310 7,345,912
------------ -----------
$ 10,346,994 13,090,076
============ ===========
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
JMB INCOME PROPERTIES, LTD. - IV
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(UNAUDITED)
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30 SEPTEMBER 30
-------------------------- --------------------------
1996 1995 1996 1995
----------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
Income:
Rental income . . . . . . . . . . . . . . . . . $ 995,019 999,849 2,992,069 3,202,602
Interest income . . . . . . . . . . . . . . . . 47,042 84,779 192,105 239,047
----------- ---------- ----------- ----------
1,042,061 1,084,628 3,184,174 3,441,649
----------- ---------- ----------- ----------
Expenses:
Mortgage and other interest . . . . . . . . . . 74,448 84,521 231,120 260,601
Depreciation. . . . . . . . . . . . . . . . . . 92,549 92,980 278,836 278,939
Property operating expenses . . . . . . . . . . 367,173 329,053 1,201,435 1,098,891
Professional services . . . . . . . . . . . . . 17,500 -- 44,993 32,400
Amortization of deferred expenses . . . . . . . 14,001 14,801 42,002 43,833
General and administrative. . . . . . . . . . . 21,470 6,522 65,336 27,090
----------- ---------- ----------- ----------
587,141 527,877 1,863,722 1,741,754
----------- ---------- ----------- ----------
Operating earnings (loss) . . . . . . . 454,920 556,751 1,320,452 1,699,895
Venture partner's share of venture's operations . (163,380) (178,893) (467,067) (584,509)
----------- ---------- ----------- ----------
Net earnings (loss) . . . . . . . . . . $ 291,540 377,858 853,385 1,115,386
=========== ========== =========== ==========
Net earnings (loss) per limited
partnership interest. . . . . . . . . $ 14.29 18.51 41.81 54.64
=========== ========== =========== ==========
Cash distributions per limited
partnership interest. . . . . . . . . $ -- -- 130.00 --
=========== ========== =========== ==========
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
JMB INCOME PROPERTIES, LTD. - IV
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(UNAUDITED)
<CAPTION>
1996 1995
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net earnings (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 853,385 1,115,386
Items not requiring (providing) cash or cash equivalents:
Depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 278,837 278,939
Amortization of deferred expenses . . . . . . . . . . . . . . . . . . . 42,002 43,833
Venture partner's share of venture's operations . . . . . . . . . . . . 467,067 584,509
Changes in:
Rents and other receivables . . . . . . . . . . . . . . . . . . . . . . (90,080) 25,202
Prepaid expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . (6,529) (16,682)
Escrow deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . (153,864) (153,864)
Accrued rents receivable. . . . . . . . . . . . . . . . . . . . . . . . (23,024) (202,574)
Accounts payable. . . . . . . . . . . . . . . . . . . . . . . . . . . . 40,574 8,165
Accrued interest. . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,570) (2,327)
Unearned rents. . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,792) 46,308
Accrued real estate taxes . . . . . . . . . . . . . . . . . . . . . . . 141,205 142,330
Tenant security deposits. . . . . . . . . . . . . . . . . . . . . . . . 1,250 (1,250)
----------- -----------
Net cash provided by (used in) operating activities . . . . . . . 1,545,461 1,867,975
----------- -----------
Cash flows from investing activities:
Net sales and maturities (purchases) of short-term investments. . . . . . -- 1,959,761
Additions to investment properties. . . . . . . . . . . . . . . . . . . . -- (192,811)
Payment of deferred expenses. . . . . . . . . . . . . . . . . . . . . . . (1,524) (6,874)
----------- -----------
Net cash provided by (used in) investing activities . . . . . . . (1,524) 1,760,076
----------- -----------
Cash flows from financing activities:
Principal payments on long-term debt. . . . . . . . . . . . . . . . . . . (308,451) (279,214)
Distributions to limited partners . . . . . . . . . . . . . . . . . . . . (2,600,650) --
Distributions to general partners . . . . . . . . . . . . . . . . . . . . (354,337) --
Distribution to venture partner . . . . . . . . . . . . . . . . . . . . . (977,762) --
----------- -----------
Net cash provided by (used in) financing activities . . . . . . . (4,241,200) (279,214)
----------- -----------
Net increase (decrease) in cash and cash equivalents. . . . . . . (2,697,265) 3,348,837
Cash and cash equivalents, beginning of year. . . . . . . . . . . 6,822,336 3,110,077
----------- -----------
Cash and cash equivalents, end of period. . . . . . . . . . . . . $ 4,125,071 6,458,914
=========== ===========
Supplemental disclosure of cash flow information:
Cash paid for mortgage and other interest . . . . . . . . . . . . . . . . $ 233,690 262,928
=========== ===========
Non-cash investing and financing activities . . . . . . . . . . . . . . . $ -- --
=========== ===========
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
JMB INCOME PROPERTIES, LTD. - IV
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1996 AND 1995
(UNAUDITED)
GENERAL
Readers of this quarterly report should refer to the Partnership's
audited financial statements for the fiscal year ended December 31, 1995
which are included in the Partnership's 1995 Annual Report, as certain
footnote disclosures which would substantially duplicate those contained in
such audited financial statements have been omitted from this report.
The preparation of financial statements in accordance with GAAP
requires the Partnership to make estimates and assumptions that affect the
reported or disclosed amount of assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reported period. Actual results could differ from those
estimates.
Statement of Financial Accounting Standards No. 121 was adopted by the
Partnership on January 1, 1996.
TRANSACTIONS WITH AFFILIATES
Fees, commissions and other expenses required to be paid by the
Partnership to the General Partners and their affiliates as of September
30, 1996 and for the nine months ended September 30, 1996 and 1995 were as
follows:
Unpaid at
September 30,
1996 1995 1996
-------- ------- -------------
Property management fees. . . $135,811 148,931 --
Insurance commissions . . . . 9,140 9,977 --
Reimbursement (at cost) for
out-of-pocket expenses. . . 276 742 --
-------- ------- ------
$145,227 159,650 --
======== ======= ======
HUNTSVILLE (PARKWAY CITY MALL)
Huntsville Mall Associates ("Huntsville") discontinued its
distributions effective with the first quarter of 1993 in order to fund
certain tenant allowances and a limited renovation of the shopping center
in 1993 and 1994. Subsequently, Huntsville had examined a potential
redevelopment of the Parkway City Mall in response to market conditions,
which it has determined not to undertake, as described below.
Consequently, in May 1996, Huntsville made a special distribution of its
cash flow from operations for 1993, 1994 and 1995.
Parkway City Mall is one of the two malls serving the Huntsville
metropolitan area. Several years ago, another shopping center developer
announced plans for a proposed third mall which, if built, would
significantly impact the market share of the Parkway City Mall.
Additionally, several department stores, some of which currently have
stores at the Parkway City Mall, announced their intention to open stores
at the proposed third mall. The potential development of the third mall
continues to have substantial adverse effects on Huntsville's ability to
market the Parkway City Mall for lease or sale. Huntsville had considered
other alternative plans to reposition the property to effectively compete
with the third mall, when built. However, due to the complexity of the
redevelopment, the lengthy time span likely needed to complete the project
and Huntsville's and the Partnership's desire to wind up their affairs
within the next few years, it was determined that it would be better for a
buyer with a longer-term ownership perspective to undertake the
redevelopment. Accordingly, in May 1996, Huntsville distributed funds
($3,200,000) no longer required for that potential project.
Recently, certain department stores at the Parkway City Mall have
indicated their desire to remain at the center, subject to certain
conditions. This may significantly change Huntsville's strategy for the
center. Huntsville is currently evaluating its alternatives in light of
these new developments.
There are a number of factors that may affect the timing of a sale and
the sale price that will ultimately be achieved for the Parkway City Mall,
including, among other things, the following: potential increased
competition from the proposed new shopping mall in the area and the timing
of the development of such shopping mall, the relative attractiveness of
retail properties for investment purposes, conditions for retailing
generally, interest rates, the actual operating of the Parkway City Mall,
tenant bankruptcies, the continued operation and success of anchor
department store tenants, the quality of existing tenants and the ability
to retain such existing tenants and attract new tenants at the Parkway City
Mall. As a result, there is no assurance as to what price will ultimately
be obtained upon a sale of the Parkway City Mall or the timing of such a
sale.
ADJUSTMENTS
In the opinion of the Managing General Partner, all adjustments
(consisting solely of normal recurring adjustments) necessary for a fair
presentation have been made to the accompanying figures as of September 30,
1996 and for the three and nine months ended September 30, 1996 and 1995.
PART I. FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Reference is made to the notes to the accompanying financial
statements for additional information concerning the Partnership's
remaining investment.
During the second quarter, some of the Limited Partners in the
Partnership received from an unaffiliated third party an unsolicited tender
offer to purchase up to 653 Interests in the Partnership at between $180
and $225 per Interest. The Partnership recommended against acceptance of
this offer on the basis that, among other things, the offer price was
inadequate. In June, such offer expired with approximately 260 Interests
being purchased by such unaffiliated third party pursuant to such offer.
In addition, the Partnership has, from time to time, received inquiries
from other third parties that may consider making offers for Interests,
including requests for the list of Limited Partners in the Partnership.
These inquiries are generally preliminary in nature. There is no assurance
that any other third party will commence an offer for Interests, the terms
of any such offer or whether any such offer, if made, will be consummated,
amended or withdrawn. The board of directors of JMB Realty Corporation
("JMB") the managing general partner of the Partnership, has established a
special committee (the "Special Committee") consisting of certain directors
of JMB to deal with all matters relating to tender offers for Interests in
the Partnership, including any and all responses to such tender offers.
The Special Committee has retained independent counsel to advise it in
connection with any potential tender offers for Interests and has retained
Lehman Brothers Inc. as financial advisor to assist the Special Committee
in evaluating and responding to any additional potential tender offers for
Interests.
At September 30, 1996, the Partnership and its consolidated venture
had cash and cash equivalents of approximately $4,125,000, of which
approximately $613,000 represents the joint venture partner's share of
undistributed cash flow from operations of Huntsville. The remaining funds
of approximately $3,512,000, are available for distributions to partners,
tenant improvements, leasing commissions, cash incentives to major
department stores and other capital expenditures at the Partnership's
remaining investment property and for working capital requirements.
The General Partners expect to conduct an orderly liquidation as
quickly as practicable. The affairs of the Partnership are expected to be
wound up no later than December 31, 1999 (sooner if the last remaining
property is sold in the near term), barring unforeseen economic
developments.
In May 1996, the Partnership made a distribution of $130 per Limited
Partnership Interest, or $2,600,650 and a distribution of $354,337 to the
General Partners. The distributions were made out of previously
undistributed sales proceeds and cash flow from operations held as working
capital reserves that had been retained for capital and leasing costs in
connection with the possible redevelopment of the Parkway City Mall as
described in the Notes to Consolidated Financial Statements.
RESULTS OF OPERATIONS
The decrease in cash and cash equivalents at September 30, 1996 as
compared to December 31, 1995 and the decrease in venture partner's equity
in venture at September 30, 1996 as compared to December 31, 1995 are both
attributable primarily to the May 1996 distribution of $3,200,000 of
previously undistributed cash retained for future capital and leasing costs
in connection with the possible redevelopment of the Parkway City Mall.
The increase in rents and other receivables at September 30, 1996 as
compared to December 31, 1995 is primarily due to the timing of rental
receipts at the Parkway City Mall.
The increase in escrow deposits and the corresponding increase in
accrued real estate taxes at September 30, 1996 as compared to December 31,
1995 is primarily due to the timing of payment of real estate taxes related
to the Parkway City Mall.
The increase in accounts payable for the three and nine months ended
September 30, 1996 as compared to the three and nine months ended September
30, 1995 is primarily due to the timing of payment of property operating
expenses.
The decrease in interest income for the three and nine months ended
September 30, 1996 as compared to the three and nine months ended September
30, 1995 is primarily due to the distribution to the partners in May 1996
as discussed above.
The increase in property operating expense for the three and nine
months ended September 30, 1996 as compared to the three and nine months
ended September 30, 1995 is primarily due to an increase in salary expense
of approximately $77,000 due to the hiring of in-house security personnel
resulting from the termination of an outside security contract and an
increase in parking lot repairs of approximately $25,000 at the Parkway
City Mall, all of which are partially recoverable from tenants.
The increase in professional services for nine months ended September
30, 1996 as compared to the nine months ended September 30, 1995 is
primarily due to expenses incurred in connection with tender offer matters
as discussed above.
The increase in general and administrative expense for the three and
nine months ended September 30, 1996 as compared to the three and nine
months ended September 30, 1995 is primarily due to the use of independent
third parties to perform certain administrative services for the
Partnership.
<TABLE>
PART II. OTHER INFORMATION
ITEM 5. OTHER INFORMATION
OCCUPANCY
The following is a listing of approximate occupancy levels by quarter for the Partnership's remaining
investment property:
<CAPTION>
1995 1996
------------------------------------- ------------------------------
At At At At At At At At
3/31 6/30 9/30 12/31 3/31 6/30 9/30 12/31
---- ---- ---- ----- ---- ---- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1. Parkway City Mall
Huntsville, Alabama . . . 85% 87% 87% 86% 84% 82% 84%
</TABLE>
PART II OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
3-A.* The Prospectus of the Partnership dated July 26, 1976,
as supplemented August 19, 1976, September 16, 1976, and September 21,
1976, filed with the Commission pursuant to Rules 424(b) and 424(c), is
hereby incorporated herein by reference.
3-B.* Amended and Restated Agreement of Limited Partnership
set forth as Exhibit A to the Prospectus, and which agreement is hereby
incorporated herein by reference.
4. Mortgage Note between Huntsville Mall Associates and
New York Life Insurance Company, dated November 19, 1976, secured by the
Parkway City Mall in Huntsville, Alabama is hereby incorporated herein by
reference to the Partnership's Prospectus filed on Form S-11 (File No. 2-
55624) dated July 26, 1976.
10. Acquisition documents including the venture agreement
relating to the purchase by the Partnership of an interest in the Parkway
City Mall in Huntsville, Alabama are hereby incorporated herein by
reference to the Partnership's Prospectus on Form S-11 (File No. 2-55624)
dated July 26, 1976.
27. Financial Data Schedule
--------------------
* Previously filed as Exhibits 3-A and 3-B, respectively,
to the Partnership's Report for December 31, 1992 on Form 10-K (File No. 0-
8469) dated March 19, 1993.
(b) No reports on Form 8-K have been filed during the last quarter
of the period covered by this report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
JMB INCOME PROPERTIES, LTD. - IV
BY: JMB Realty Corporation
(Managing General Partner)
By: GAILEN J. HULL
Gailen J. Hull, Senior Vice President
Date: November 8, 1996
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following person in the capacity
and on the date indicated.
GAILEN J. HULL
Gailen J. Hull, Principal Accounting Officer
Date: November 8, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S FORM 10-Q FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
INCLUDED IN SUCH REPORT.
</LEGEND>
<CIK> 0000053568
<NAME> JMB INCOME PROPERTIES, LTD. - IV
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 4,125,071
<SECURITIES> 0
<RECEIVABLES> 676,316
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 4,801,387
<PP&E> 16,407,029
<DEPRECIATION> 11,195,139
<TOTAL-ASSETS> 10,346,994
<CURRENT-LIABILITIES> 703,307
<BONDS> 2,493,814
<COMMON> 0
0
0
<OTHER-SE> 5,244,310
<TOTAL-LIABILITY-AND-EQUITY> 10,346,994
<SALES> 2,992,069
<TOTAL-REVENUES> 3,184,174
<CGS> 0
<TOTAL-COSTS> 1,522,273
<OTHER-EXPENSES> 110,329
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 231,120
<INCOME-PRETAX> 1,320,452
<INCOME-TAX> 0
<INCOME-CONTINUING> 853,385
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 853,385
<EPS-PRIMARY> 41.81
<EPS-DILUTED> 41.81
</TABLE>
