SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-Q
(Mark One)
_X_ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter period ended February 28, 1998
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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 0-11023
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NOONEY REAL PROPERTY INVESTORS-FOUR, L.P.
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(Exact name of Registrant as specified in its charter)
Missouri 43-1250566
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
500 N. Broadway, Suite 1200, St. Louis, Missouri 63102
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (314) 206-4600
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7701 Forsyth Boulevard, Suite 700, St. Louis, MO 63105
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(Former name, former address and former fiscal year, if changed since last
report)
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
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APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15 (d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes No
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APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable
date.
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PART I
ITEM 1 - FINANCIAL STATEMENTS:
NOONEY REAL PROPERTY INVESTORS-FOUR, L.P.
(A LIMITED PARTNERSHIP)
BALANCE SHEETS
February 28, November 30,
1998 1997
(Unaudited)
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ASSETS:
Cash $ 418,071 $ 327,910
Accounts receivable 129,331 111,353
Prepaid expenses and deposits 16,746 27,772
Investment property, at cost:
Land 1,013,858 1,013,858
Buildings and improvements 13,861,809 13,841,059
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14,875,667 14,854,917
Less accumulated depreciation 7,718,369 7,598,733
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7,157,298 7,256,184
Investment property held for sale 3,853,788 3,854,057
Deferred expenses - At amortized cost 47,118 50,804
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$11,622,352 $11,628,080
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LIABILITIES AND PARTNERS' DEFICIT
Liabilities:
Accounts payable and accrued expenses $ 151,469 $ 108,665
Accrued real estate taxes 231,523 255,680
Mortgage notes payable 12,846,170 12,871,393
Refundable tenant deposits 78,764 80,287
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13,307,926 13,316,025
Partners' Deficit (1,685,574) (1,687,945)
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$11,622,352 $11,628,080
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SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
NOONEY REAL PROPERTY INVESTORS-FOUR, L.P.
(A LIMITED PARTNERSHIP)
STATEMENTS OF OPERATIONS AND PARTNERS' DEFICIT
(UNAUDITED)
Three Months Ended
February 28, February 28,
1998 1997
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REVENUES:
Rental and other income $ 848,303 $ 854,048
Interest 434 188
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848,737 854,236
EXPENSES:
Interest 287,568 278,800
Depreciation and amortization 123,592 117,344
Real estate taxes 102,271 109,078
Property management fees paid to
Nooney, Inc. 45,207 45,459
Reimbursement to Nooney, Inc. for
partnership management services
and indirect expenses 10,000 10,000
Cleaning 14,733 9,364
Utilities 34,775 35,520
Repairs & Maintenance 43,634 45,141
Snow Removal 19,869 46,649
Payroll 54,456 56,260
Professional Fees 16,954 52,857
Insurance 21,547 22,336
Other operating expenses 71,760 71,337
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846,366 900,145
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NET INCOME (LOSS) $ 2,371 $ (45,909)
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NET INCOME (LOSS) PER LIMITED
PARTNERSHIP UNIT $ .17 $ (3.33)
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PARTNERS' DEFICIT:
Beginning of Period $(1,687,945) $(1,494,197)
Net Income (Loss) 2,371 (45,909)
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End of Period $(1,685,574) $(1,540,106)
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SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
NOONEY REAL PROPERTY INVESTORS-FOUR, L.P.
(A LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Three Months Ended
February 28, February 28,
1998 1997
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) $ 2,371 $ (45,909)
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation and amortization 123,592 117,344
Changes in assets and liabilities:
Accounts receivable (17,978) 8,472
Prepaid expenses and deposits 11,026 45,355
Accounts payable and accrued expenses 18,647 40,879
Refundable tenant deposits (1,523) 4,299
Deferred expenses 0 (3,580)
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Total Adjustments 133,764 204,171
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Net cash provided by operating activities 136,135 158,262
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CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to investment property (19,609) (20,620)
Additions using Capital Reserve Escrow (1,142) 60,808
Net cash used in investing activities (20,751) (81,428)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on mortgage notes payable (25,223) (2,833)
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Net cash used in financing activities (25,223) (2,833)
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NET INCREASE IN CASH 90,161 74,001
CASH, Beginning of period 327,910 211,840
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CASH, End of period $ 418,071 $ 285,841
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SUPPLEMENTAL DISCLOSURE OF CASH FLOWS
INFORMATION-Cash paid during the period for interest $ 255,562 $ 326,493
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SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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NOONEY REAL PROPERTY INVESTORS-FOUR, L.P.
(A LIMITED PARTNERSHIP)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
THREE MONTHS ENDED FEBRUARY 28, 1998 AND 1997
NOTE A:
Refer to the Registrant's financial statements for the year ended November 30,
1997, which are contained in the Registrant's Annual Report on Form 10-K, for a
description of the accounting policies which have been continued without change
except as noted below. Also, refer to the footnotes to those statements for
additional details of the Registrant's financial condition. The details in those
notes have not changed except as a result of normal transactions in the interim
or as noted below.
NOTE B:
The financial statements include only those assets, liabilities, and results of
operations of the partners which relate to the business of Nooney Real Property
Investors-Four, L.P. The statements do not include assets, liabilities, revenues
or expenses attributable to the partners' individual activities. No provision
has been made for federal and state income taxes since these taxes are the
responsibility of the partners. In the opinion of the general partners, all
adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position, results of operations and changes in
financial position at February 28, 1998 and for all periods presented have been
made. The results of operations for the three-month period ended February 28,
1998 are not necessarily indicative of the results which may be expected for the
entire year.
NOTE C:
The Registrant's properties are managed by Nooney, Inc., a wholly-owned
subsidiary of CGS Real Estate Company. Nooney Capital Corp., a general partner,
is a 75% owned subsidiary of S-P Properties, Inc. S-P Properties, Inc. is a
wholly-owned subsidiary of CGS Real Estate Company.
NOTE D:
The income (loss) per limited partnership unit for the three months ended
February 28, 1998 and 1997 was computed based on 13,529 units, the number of
units outstanding during the periods.
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<PAGE>
ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
It should be noted that this 10-Q contains forward-looking information (as
defined in the Private Securities Litigation Reform Act of 1995) that involves
risk and uncertainty, including trends in the real estate investment market,
projected leasing and sales, and the future prospects for the Registrant. Actual
results could differ materially from those contemplated by such statements.
Liquidity and Capital Resources
Cash on hand as of February 28, 1998 is $418,071, an increase of $90,161 from
the year ended November 30, 1997. The increase in cash is attributable to an
increase in the real estate tax escrow monies. In October 1997, the real estate
taxes for Cobblestone Court were not paid as there was not sufficient cash in
the real estate tax escrow. The Registrant continued to deposit money as
available into the real estate tax escrow so that the taxes due in October 1997
could be paid when there was sufficient cash. These delinquent taxes and the
related penalties and interest were paid in March 1998. The Registrant
anticipates capital expenditures for the balance of 1998 as follows:
Leasing Capital Other Capital Total
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Cobblestone Court $ 0 $ 0 $ 0
Woodhollow Apartments 0 42,189 42,189
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$ 0 $ 42,189 $ 42,189
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At Cobblestone Court, no capital is anticipated. At Woodhollow Apartments, the
Other Capital consists of expenditures for new heating and air conditioning
units and signage. These are capital items outside of the scope of the capital
renovation program which is paid for out of the capital reserve escrow. The next
phase of the capital renovations program at Woodhollow Apartments consisting of
new siding, parking lot replacement, new tile and hallway carpets will be
getting underway in April 1998. Approximately $270,000 is anticipated to be
spent on the capital renovation program during 1998.
As discussed in previous reports, Cobblestone Court is listing with a local
Minneapolis broker to lease the property by locating one or two new anchors for
the east end of the shopping center. After new tenants are found, the goal is to
sell the property.
The holder of the first and second mortgage debt on Cobblestone Court and the
second mortgages that are cross-collateralized with both Cobblestone Court and
Woodhollow Apartments has extended these loans through October 31, 1998. The
February 28, 1998 balance of the second mortgage on Cobblestone Court Shopping
Center is $1,689,571 and the second mortgage on Woodhollow Apartments is
$321,285. The interest rate on the first and one portion of the
cross-collateralized second mortgages is LIBOR plus 2.75% and as of February 28,
1998, was 8.53125%. The interest rate on Cobblestone's second mortgage was
8.52344% and the interest rate on the other portion of the cross-collateralized
second mortgage was 9.5%. Woodhollow Apartments has a first mortgage due August
1, 2001 with an interest rate of 9.125%.
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The long-term liquidity of the Registrant is dependent on its ability to fund
future capital expenditures and mortgage payments, maintain high occupancy and
negotiate with lenders the renewal and/or refinancing of the mortgage debt as it
matures. Until such time as real estate market conditions recover and a
profitable sale of the properties is feasible, the Registrant will continue to
manage the properties to achieve its investment objectives.
Results of Operations
The results of operations for the Registrant's properties for the quarters ended
February 28, 1998 and 1997 are detailed in the schedule below. Expenses of the
Registrant are excluded.
Woodhollow Apartments Cobblestone Court
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1998
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Revenues $569,686 $278,713
Expenses 584,305 262,001
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Net Income (Loss) $(14,619) $ 16,712
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1997
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Revenues $580,966 $273,516
Expenses 590,487 305,435
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Net Loss $ (9,521) $(31,919)
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At Woodhollow Apartments, revenues decreased $11,280 when comparing the first
quarter 1998 to the first quarter of 1997, due to a decrease in the amount of
collected rents from previous tenants and a decrease in the corporate unit
income during 1998. Expenses decreased $6,182 due mainly to a decrease in other
professional services offset by an increase in depreciation. Other professional
services decreased as the appraisals obtained for the fiscal year 1996 and
completed in the first quarter of 1997 were not performed again for fiscal year
1997.
At Cobblestone Court Shopping Center, revenues increased slightly by $5,197 when
comparing the quarter ended February 28, 1998, to the quarter ended February 28,
1997. The increase in income is attributable to an increase in common area
maintenance reimbursements, real estate tax reimbursements and recovery of bad
debt partially offset by a decrease in rental income due to a decrease in
occupancy. Expenses decreased $43,434 due to a decrease in snow removal
($21,351) and a decrease in other professional services ($14,280). Other
professional services decreased as the appraisals obtained for the fiscal year
1996 and completed in the first quarter of 1997 were not performed again for
fiscal year 1997.
The occupancy levels as of February 28, 1998 and 1997 and February 29, 1996 are
as follows:
Occupancy levels as of February 28, 1998
and 1997 and February 29, 1996
----------------------------------------
Property 1998 1997 1996
-------- ---- ---- ----
Woodhollow Apartments 93% 91% 96%
Cobblestone Court 67% 84% 85%
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<PAGE>
At Woodhollow Apartments the occupancy increased 2% when comparing first quarter
of 1998 to first quarter of 1997. The Registrant anticipates that occupancy will
return to the 95% plus level during the second quarter and will remain high for
the balance of 1998.
During the first quarter of 1998, the occupancy at Cobblestone Court decreased
to 67%. Two tenants vacated 2,511 square feet during the quarter. Cobblestone
Court has two major tenants which occupy 26% and 7 1/2% of the available space
on leases which expire January 2001 and April 2002.
1998 Comparisons
As of February 28, 1998, consolidated revenues were $848,737 and for the
three-month period ended February 28, 1997, they were $854,236. This slight
decrease in revenues of $5,499 is due to a decrease in rental income mainly at
Cobblestone Court due to the lower occupancy. Consolidated expenses for the
quarters ended February 28, 1998 and 1997, were $846,366 and $900,145,
respectively. Consolidated expenses decreased $53,779 attributable mainly to a
decrease in professional fees ($35,903) and snow removal ($26,780) partially
offset by an increase in interest expense ($8,768). Professional services
decreased as the appraisals obtained for the fiscal year 1996 and completed in
the first quarter of 1997 were not performed again for fiscal year 1997.
1997 Comparisons
As of February 28, 1997, the Registrant's consolidated revenues for the quarter
ended are $854,236 compared to $850,245 for the same period ended February 29,
1996. Consolidated revenues were relatively stable when comparing one year to
the next and the increase of $4,000 is less than 1%. The consolidated expenses
for the quarter ended February 28, 1997 are $900,145 compared to $860,516 for
the same period ended February 29, 1996. The increase in consolidated expenses
relates primarily to Cobblestone Court. This property had increases in operating
expenses in the following categories: snow removal ($13,900), real estate taxes
($8,200) and other professional services ($27,700). The increase in operating
expenses was offset by a decrease in amortization at Cobblestone Court
($19,000).
Inflation
The effects of inflation did not have a material impact upon the Registrant's
operation in fiscal l997 and are not expected to materially affect the
Registrant's operation in l998.
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<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
See Exhibit Index
(b) Reports on Form 8-K
None
SIGNATURES
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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: April 14, 1998 NOONEY REAL PROPERTY INVESTORS-FOUR, L.P.
--------------------
BY: NOONEY CAPITAL CORPORATION
General Partner
BY: /s/ Gregory J. Nooney, Jr.
-------------------------------------
Gregory J. Nooney, Jr.
Chairman
/s/ Patricia A. Nooney
-------------------------------------
Patricia A. Nooney
Senior Vice President and Secretary
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<PAGE>
EXHIBIT INDEX
Exhibit Number Description
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3.1 Amended and Restated Agreement and Certificate of Limited
Partnership dated April 7, 1982, is incorporated by reference
to the Prospectus contained in the Registration Statement on
Form S-11 under the Securities Act of 1933 (File No.
2-76046).
27 Financial Data Schedule (provided for the information of U.S.
Securities and Exchange Commission only)
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<TABLE> <S> <C>
<ARTICLE>5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS FOR NOONEY REAL PROPERTY INVESTORS-FOUR, L.P. AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK>0000700720
<NAME>NOONEY REAL PROPERTY INVESTORS-FOUR, L.P.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> NOV-30-1998
<PERIOD-START> DEC-01-1997
<PERIOD-END> FEB-28-1998
<CASH> 418,071
<SECURITIES> 0
<RECEIVABLES> 129,331
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 564,148
<PP&E> 14,875,667
<DEPRECIATION> 7,718,369
<TOTAL-ASSETS> 11,622,352
<CURRENT-LIABILITIES> 389,992
<BONDS> 12,846,170
<COMMON> 0
0
0
<OTHER-SE> 1,685,574
<TOTAL-LIABILITY-AND-EQUITY> 11,622,352
<SALES> 848,303
<TOTAL-REVENUES> 848,737
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 558,798
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 287,568
<INCOME-PRETAX> 2,371
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,371
<EPS-PRIMARY> .17
<EPS-DILUTED> 0
</TABLE>
