UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended September 30, 1998
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 0-11987
Krupp Realty Limited Partnership-IV
Massachusetts
04-2772783
(State or other jurisdiction of
(IRS employer
incorporation or organization)
identification no.)
470 Atlantic Avenue, Boston, Massachusetts
02210
(Address of principal executive offices)
(Zip Code)
(617) 423-2233
(Registrant's telephone number, including
area code)
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
The total number of pages in this document
is 11.<PAGE>
PART I. FINANCIAL INFORMATION
Item 1.CONSOLIDATED FINANCIAL STATEMENTS
This Form 10-Q contains forward-looking
statements within the meaning of Section 27A
of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934.
Actual results could differ materially from
those projected in the forward-looking
statements as a result of a number of factors,
including those identified herein.
KRUPP REALTY LIMITED PARTNERSHIP-IV AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
(Unaudited)
September 30,December 31,
1998 1997
Multi-family apartment complexes,
net of accumulated depreciation of
$22,845,549 and $26,859,567, respectively
<S> <C> <C>
(Note 3) $ 11,791,842$ 14,947,503
Cash and cash equivalents 691,373 402,621
Replacement reserve and repair escrows
(Note 3) - 302,985
Prepaid expenses and other assets 652,500 852,446
Deferred expenses, net of accumulated
amortization of $240,464 and $218,977,
respectively (Notes 2 and 3) 106,574 212,763
Total assets $ 13,242,289$ 16,718,318
LIABILITIES AND PARTNERS' DEFICIT
Liabilities:
Mortgage notes payable (Notes 2 and 3)$ 17,121,424$ 20,327,586
Due to affiliates (Note 5) 35,608 41,571
Other liabilities 831,034 1,212,728
Total liabilities 17,988,066 21,581,885
Partners' deficit (Note 4):
Investor Limited Partners
(30,000 Units outstanding) (3,067,782) (3,216,956)
Original Limited Partner (1,371,986)(1,339,425)
General Partners (306,009) (307,186)
Total Partners' deficit (4,745,777) (4,863,567)
Total liabilities and Partners' deficit $ 13,242,289$ 16,718,318
</TABLE>
The accompanying notes are an integral
part of the consolidated financial statements.
KRUPP REALTY LIMITED PARTNERSHIP-IV AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
1998 1997 1998 1997
Revenue:
<S> <C> <C> <C> <C>
Rental $1,724,372 $1,935,670$5,343,503$5,726,699
Other income 15,542 10,910 84,641 38,399
Total revenue 1,739,914 1,946,580 5,428,144 5,765,098
Expenses:
Operating (Note 5) 395,129 547,691 1,461,661 1,633,227
Maintenance 195,375 161,956 443,932 531,447
Real estate taxes 164,766 195,709 532,291 571,073
Management fees (Note 5) 57,808 73,105 214,359 227,960
General and administrative
(Note 5) 33,246 31,799 101,065 113,292
Depreciation and
amortization 448,532 545,199 1,328,182 1,569,882
Interest 272,609 333,062 882,728 973,345
Total expenses 1,567,465 1,888,521 4,964,218 5,620,226
Income before minority
interest, gain (loss) on
sale of property and
extraordinary loss 172,449 58,059 463,926 144,872
Minority interest (1,841) (888) (4,213) (2,961)
Gain (loss) on sale of
property (Note 3) (2,196) - 2,965,743 -
Income before extraordinary
loss 168,412 57,171 3,425,456 141,911
Extraordinary loss from
early extinguishment of
debt (Note 3) - - (389,523) -
Net income $ 168,412 $ 57,171 $3,035,933$ 141,911
Allocation of net income
(Note 4):
Investor Limited Partners
(30,000 Units outstanding):
Income before gain (loss)
on sale of property
and extraordinary
loss $ 162,077 $ 54,313 $ 436,727$ 134,816
Gain (loss) on sale of
property (2,174) - 2,936,086 -
Extraordinary loss - - (370,047) -
Net income $ 159,903$ 54,313 $3,002,766$ 134,816
</TABLE>
Continued
KRUPP REALTY LIMITED PARTNERSHIP-IV AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS, Continued
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
1998 1997 1998 1997
Investor Limited Partners
Per Unit:
Income before gain (loss)
on sale of property
<S> <C> <C> <C> <C>
and extraordinary loss$ 5.41 $ 1.81 $ 14.56 $ 4.49
Gain (loss) on sale of
property (.07) - 97.87 -
Extraordinary loss - - (12.33) -
Net income $ 5.34$ 1.81 $ 100.10 $ 4.49
Original Limited Partner
(100 Units outstanding):
Income before gain (loss)
on sale of property
and extraordinary loss $ 6,825 $ 2,286 $ 18,389 $ 5,676
Gain (loss) on sale of
property - - - -
Extraordinary loss - - (15,581) -
Net income $ 6,825 $2,286 $ 2,808 $ 5,676
General Partners:
Income before gain (loss)
on sale of property
and extraordinary loss$ 1,706 $ 572 $ 4,597 $ 1,419
Gain (loss) on sale of
property (22) - 29,657 -
Extraordinary loss - - (3,895) -
Net income $ 1,684$ 572 $ 30,359 $ 1,419
</TABLE>
The accompanying notes are an integral
part of the consolidated financial statements.
KRUPP REALTY LIMITED PARTNERSHIP-IV AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
For the Nine Months
Ended September 30,
1998 1997
Operating activities:
<S> <C> <C>
Net income $ 3,035,933 $ 141,911
Adjustment to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 1,328,182 1,569,882
Interest earned on repair escrow (12,898) -
Gain on sale of property (2,965,743) -
Extraordinary loss from early extinguishment
of debt 389,523 -
Changes in assets and liabilities:
Decrease in prepaid expenses and
other assets 165,340 103,607
Decrease in other liabilities (381,854) (177,728)
Increase (decrease) in due to affiliates (5,963) 21,181
Releases from real estate tax and insurance
escrows due to sale of property 33,722 -
Net cash provided by operating
activities 1,586,242 1,658,853
Investing activities:
Deposits to replacement reserve escrow (10,769) (947,146)
Withdrawals from replacement reserve and repair
escrows 315,159 113,120
Release from replacement reserve escrow due to
sale of property 11,493 -
Decrease in deferred expenses 3,191 -
Additions to fixed assets (873,924) (725,092)
Increase in other liabilities for fixed asset
additions 160 427
Proceeds from sale of property, net 5,717,368 -
Net cash provided by (used in)
investing activities 5,162,678(1,558,691)
Financing activities:
Principal payments on mortgage notes payable(568,120)(571,581)
Distributions (2,918,143)(1,178,851)
Repayment of mortgage note payable (2,638,042)900,000
Payment of prepayment premium (335,863) (23,110)
Net cash used in financing
activities (6,460,168) (873,542)
Net increase (decrease) in cash and cash equivalents
288,752 (773,380)
Cash and cash equivalents, beginning of period402,621 956,012
Cash and cash equivalents, end of period $691,373 $ 182,632
</TABLE>
The accompanying notes are an integral
part of the consolidated financial statements.
KRUPP REALTY LIMITED PARTNERSHIP-IV AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1)Accounting Policies
Certain information and footnote disclosures
normally included in financial statements
prepared in accordance with generally
accepted accounting principles have been
condensed or omitted in this report on Form
10-Q pursuant to the Rules and Regulations of
the Securities and Exchange Commission.
In the opinion of the General Partners of
Krupp Realty Limited Partnership-IV and
Subsidiaries (the "Partnership"), the
disclosures contained in this report are
adequate to make the information presented not
misleading. See Notes to Consolidated
Financial Statements included in the
Partnership's Annual Report on Form 10-K for
the year ended December 31, 1997 for
additional information relevant to significant
accounting policies followed by the
Partnership.
The consolidated financial statements present
consolidated assets, liabilities and
operations of Pavillion Partners, Ltd.,
Westbridge Partners, Ltd., and Krupp Realty
Limited Partnership-IV. Westcop Corporation
has a 1% interest in the operations of
Westbridge Partners, Ltd. and Pavillion
Partners, Ltd. At September 30, 1998,
minority interest of $17,524 is included in
other assets.
In the opinion of the General Partners of the
Partnership, the accompanying unaudited
consolidated financial statements reflect all
adjustments necessary to present fairly the
Partnership's consolidated financial position
as of September 30, 1998, its results of
operations for the three and nine months ended
September 30, 1998 and 1997 and its cash flows
for the nine months ended September 30, 1998
and 1997.
The results of operations for the three and
nine months ended September 30, 1998 are not
necessarily indicative of the results which
may be expected for the full year. See
Management's Discussion and Analysis of
Financial Condition and Results of Operations
included in this report.
(2)Mortgage Notes Payable
On July 31, 1997, the General Partners secured
a $900,000 non-recourse note (the "Note") for
Walden Pond Apartments ("Walden Pond") from
the same lender which holds the first mortgage
note. The Note bears interest at a rate of
9.5% per annum and, commencing September 1,
1997, requires monthly, interest-only payments
until the maturity date. The Note matures on
February 28, 1999, in conjunction with the
first mortgage note, at which time all
outstanding principal and any accrued interest
is due. The Note may be prepaid in its
entirety without penalty, upon 90 days written
notice, and simultaneous payment of the first
mortgage note. Proceeds from the Note were
deposited into an escrow account and were used
to fund capital improvements at the property.
The Partnership paid closing costs of $23,110
to secure the Note.
(3)Sale of Property
On March 31, 1998, the Partnership sold Indian
Run Apartments ("Indian Run"), a 256-unit
multi-family apartment complex, located in
Abilene, Texas, to an unaffiliated third
party. The Partnership received $5,850,000,
less repayment of the mortgage note payable
and interest of $2,658,664 and closing costs
of $132,632. For financial reporting
purposes, the Partnership realized a gain of
$2,965,743 on the sale. The gain was
calculated as the difference between the
property's selling price less net book value
of the property and closing costs.
Continued
KRUPP REALTY LIMITED PARTNERSHIP-IV AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Continued
(3)Sale of Property, Continued
In conjunction with the sale of the property
on March 31, 1998, the Partnership prepaid the
mortgage note. As a result of the retirement
of debt, the Partnership incurred a prepayment
premium of $335,863. The prepayment premium,
as well as unamortized deferred mortgage costs
of $53,660, are reported in the Statement of
Operations as an extraordinary loss from early
extinguishment of debt.
(4)Changes in Partners' Deficit
A summary of changes in Partners' deficit for
the nine months ended September 30, 1998 is as
follows:
<TABLE>
<CAPTION>
Investor Original Total
Limited Limited General Partners'
Partners Partner Partners Deficit
Balance at
<S> <C> <C> <C> <C>
December 31, 1997$(3,216,956)$(1,339,425)$(307,186)$(4,863,567)
Income before gain on
sale of property and
extraordinary loss 436,727 18,389 4,597 459,713
Gain on sale of
property 2,936,086 - 29,657 2,965,743
Extraordinary loss (370,047) (15,581) (3,895) (389,523)
Distributions:
Operations (839,932) (35,369) (8,842) (884,143)
Capital Transaction(2,013,660) - (20,340) (2,034,000)
Balance at
September 30, 1998$(3,067,782)$(1,371,986)$(306,009)$(4,745,777)
</TABLE>
(5)Related Party Transactions
The Partnership pays property management fees
to an affiliate of the General Partners for
management services. Pursuant to the
management agreements, management fees are
payable monthly at a rate of 5% of the gross
receipts from the properties under management.
The Partnership also reimburses affiliates of
the General Partners for certain expenses
incurred in connection with the operation of
the Partnership and its properties, including
administrative expenses.
Amounts accrued or paid to the General Partners' affiliates
were as follows:
<TABLE>
<CAPTION>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
1998 1997 1998 1997
<S> <C> <C> <C> <C>
Property management fees $ 57,808 $ 73,105$ 214,359 $ 227,960
Expense reimbursements 70,781 68,177 180,423 198,691
Charged to operations $128,589 $141,282$ 394,782 $ 426,651
</TABLE>
Due to affiliates consisted of expense reimbursements of
$35,608 and $41,571 at September 30, 1998 and December 31, 1997,
respectively.
KRUPP REALTY LIMITED PARTNERSHIP-IV AND SUBSIDIARIES
Item 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This Management's Discussion and Analysis of
Financial Condition and Results of Operations
contains forward-looking statements including
those concerning Management's expectations
regarding the future financial performance and
future events. These forward-looking
statements involve significant risk and
uncertainties, including those described
herein. Actual results may differ materially
from those anticipated by such forward-looking
statements.
Liquidity and Capital Resources
The Partnership's ability to generate cash
adequate to meet its needs is dependent
primarily upon the operations of its remaining
real estate investments. Such ability would
also be impacted by the future availability of
bank borrowings, and upon the future
refinancing and sale of the Partnership's real
estate investments. These sources of
liquidity will be used by the Partnership for
payment of expenses related to real estate
operations, capital improvements, debt service
and other expenses.
In order to remain competitive in their
respective markets, the Partnership's
properties have spent approximately $874,000
to date and are anticipated to spend
approximately $1,200,000 for fixed assets in
1998. These capital improvements consist of
internal and external enhancements which
include the replacement of appliances,
carpeting and vinyl flooring at the properties
as well as extensive building exterior
improvements at Pavillion and Walden Pond
Apartments. The Partnership expects to fund
these improvements from established reserves
and proceeds from the Walden Pond additional
note and the sale of Indian Run (see Notes 2
and 3).
On March 31, 1998, the Partnership sold Indian
Run to an unaffiliated third party. The
Partnership received $5,850,000, less
repayment of the mortgage note payable and
interest of $2,658,664 and closing costs of
$132,633 (see Note 3).
On June 24, 1998, the General Partners made a
special capital distribution of approximately
$67.12 per Unit, based on the net proceeds
from the sale of Indian Run after funding
capital improvements at the Partnership's
remaining properties, Partnership liabilities
and maintaining reserves for contingent
liabilities.
As a result of the sale of the property and
future capital needs, the General Partners
reduced the annual distribution rate to 2% of
remaining invested capital, beginning with the
distribution payable in August, 1998.
Financial Accounting Standards Board Statement
No. 130 ("FAS 130") "Reporting Comprehensive
Income" is effective for fiscal years
beginning after December 31, 1997, although
earlier application is permitted. FAS 130
establishes standards for reporting and
display of comprehensive income and its
components in financial statements. Financial
Accounting Standards Board Statement No. 131
("FAS 131") "Disclosures about Segments of an
Enterprise and Related Information"
establishes standards for disclosing measures
for profit or loss and total assets for each
reportable segment. FAS 131 is effective for
fiscal years beginning after December 15,
1997. The General Partners do not believe
that the implementation of FAS 130 or FAS 131
will have a material impact on the
Partnership's financial statements.
Continued
KRUPP REALTY LIMITED PARTNERSHIP-IV AND
SUBSIDIARIES
Liquidity and Capital Resources, Continued
The General Partners of the Partnership have
conducted an assessment of the Partnership's
core internal and external computer
information systems and have taken the further
necessary steps to understand the nature and
extent of the work required to make its
systems Year 2000 ready in those situations in
which it is required to do so. The Year 2000
readiness issue concerns the inability of
computerized information systems to accurately
calculate, store or use a date after 1999.
This could result in a system failure or
miscalculations causing disruptions of
operations. The Year 2000 issue affects
virtually all companies and all organizations.
In this regard, the General Partners of the
Partnership, along with certain affiliates,
began a computer systems project in 1997 to
significantly upgrade its existing hardware
and software. The General Partners completed
the testing and conversion of the financial
accounting operating systems in February 1998.
As a result, the General Partners have
generated operating efficiencies and believe
their financial accounting operating systems
are Year 2000 ready. The Partnership incurred
hardware costs as well as consulting and other
expenses related to the infrastructure and
facilities enhancements necessary to complete
the upgrade and prepare for the Year 2000.
There are no other systems or software that
the Partnership is using at the present time.
The General Partners of the Partnership are in
the process of evaluating the potential
adverse impact that could result from the
failure of material third-party service
providers (including but not limited to its
banks and telecommunications providers) and
significant vendors to be Year 2000 ready. No
estimate can be made at this time as to the
impact of the readiness of such third parties.
Operations
The following discussion relates to the
operations of the Partnership and its
properties (Fenland Field, Pavillion and
Walden Pond Apartments) for the three and nine
months ended September 30, 1998 and 1997. The
sale of Indian Run on March 31, 1998,
significantly impacts the comparability of the
Partnership's operations between these
periods.
Net income, net of Indian Run's activity,
increased during the three and nine months
ended September 30, 1998 when compared to the
three and nine months ended September 30,
1997, with an increase in total revenue and a
decrease in total expenses. The increase in
total revenue is a result of rental rate
increases implemented at all of the
Partnership's properties. Interest income
also increased due to higher cash and cash
equivalent balances available for investment.
Total expenses for the three months ended
September 30, 1998, net of Indian Run's
activity, decreased as compared to the three
months ended September 30, 1997, with
decreases in operating, maintenance and
depreciation and amortization expenses.
Operating expense decreased as a result of a
reduction in contingent insurance premiums at
the Partnership's properties. Maintenance
expense decreased due to exterior building
repairs completed in 1997. Depreciation
expense decreased as fixed asset additions
purchased in previous years became fully
depreciated.
Total expenses for the nine months ended
September 30, 1998, net of Indian Run's
activity, decreased as compared to the nine
months ended September 30, 1997, with
decreases in operating, maintenance and
depreciation and amortization expenses,
partially offset by a rise in interest
expense. Operating expense decreased as a
result of a reduction in insurance premiums,
as discussed above. Maintenance expense
decreased due to exterior building repairs,
paving repairs and landscaping work completed
in 1997. Depreciation expense decreased as
fixed asset additions purchased in previous
years became fully depreciated. Interest
expense increased as a result of the Walden
Pond additional note (see Note 2).
KRUPP REALTY LIMITED PARTNERSHIP-IV AND
SUBSIDIARIES
PART II - OTHER INFORMATION
Item 1.Legal Proceedings
Response: None
Item 2.Changes in Securities
Response: None
Item 3.Defaults upon Senior Securities
Response: None
Item 4.Submission of Matters to a Vote of
Security Holders
Response: None
Item 5.Other Information
Response: None
Item 6.Exhibits and Reports on Form 8-K
Response: None
<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.
Krupp Realty Limited
Partnership-IV
(Registrant)
BY:/s/Wayne H. Zarozny
Wayne H. Zarozny
Treasurer and Chief
Accounting Officer
of The Krupp
Corporation,
a General Partner
DATE: November 10, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Krupp
Realty Fund 4 Financial Statements for the nine months ended September 30,
1998 and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 691,373
<SECURITIES> 0
<RECEIVABLES> 11,989<F1>
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 640,511
<PP&E> 34,984,429<F2>
<DEPRECIATION> (23,086,013)<F3>
<TOTAL-ASSETS> 13,242,289
<CURRENT-LIABILITIES> 866,642
<BONDS> 17,121,424<F4>
0
0
<COMMON> (4,745,777)<F5>
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 13,242,289
<SALES> 0
<TOTAL-REVENUES> 5,428,144<F6>
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,081,490<F7>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 882,728
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 2,572,007<F8>
<CHANGES> 0
<NET-INCOME> 3,035,933<F9>
<EPS-PRIMARY> 0<F9>
<EPS-DILUTED> 0<F9>
<FN>
<F1>Includes all receivables grouped in "prepaid expenses and other assets"
on the Balance Sheet.
<F2>Multi-family complexes of $34,637,391 and deferred expenses of $347,038.
<F3>Accumulated depreciation of $22,845,549 and accumulated amortization of
deferred expenses of $240,464.
<F4>Represents mortgage notes payable.
<F5>Represents total deficit of the General Partners and Limited Partners of
($306,009) and ($4,439,768), respectively.
<F6>Includes all revenue of the Partnership.
<F7>Includes operating expenses of $2,221,017, real estate taxes of $532,291
and depreciation and amortization of $1,328,182.
<F8>Includes gain on sale of property of $2,965,743, loss from extinguishment
of debt of ($389,523) and minority interest of ($4,213).
<F9>Net income allocated $30,359 to the General Partners and $3,005,574 to the
Limited Partners. Average net income per Unit of Limited Partners interest
is $100.10 on 30,000 Units outstanding.
</FN>
</TABLE>
