FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL REPORT
U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended February 28, 1997
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 0-11574
SHELTER PROPERTIES V LIMITED PARTNERSHIP
(Exact name of small business issuer as specified in its charter)
South Carolina 57-0721855
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (864) 239-1000
Check whether the issuer (1) 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 .
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a) SHELTER PROPERTIES V LIMITED PARTNERSHIP
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
February 28, 1997
Assets
Cash:
Unrestricted $ 2,668
Restricted--tenant security deposits 363
Accounts receivable 28
Escrows for taxes and insurance 324
Restricted escrows 1,344
Other assets 795
Investment properties:
Land $ 4,242
Buildings and related personal property 70,089
74,331
Less accumulated depreciation (38,181) 36,150
$41,672
Liabilities and Partners' Capital (Deficit)
Liabilities
Accounts payable $ 173
Tenant security deposits 363
Accrued taxes 145
Other liabilities 355
Mortgage notes payable 31,795
Partners' Capital (Deficit)
General partners $ (319)
Limited partners (52,538 units
issued and outstanding) 9,160 8,841
$41,672
See Accompanying Notes to Consolidated Financial Statements
b) SHELTER PROPERTIES V LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per unit data)
Three Months Ended
February 28, 1997 February 29, 1996
Revenues:
Rental income $3,108 $3,000
Other income 210 165
Total revenues 3,318 3,165
Expenses:
Operating 886 829
General and administrative 71 74
Property management fees 164 156
Maintenance 475 375
Depreciation 735 740
Interest 695 678
Property taxes 209 202
Total expenses 3,235 3,054
Net income $ 83 $ 111
Net income allocated to general
partners (1%) $ 1 $ 1
Net income allocated to limited
partners (99%) 82 110
$ 83 $ 111
Net income per limited partnership unit $ 1.56 $ 2.09
See Accompanying Notes to Consolidated Financial Statements
c) SHELTER PROPERTIES V LIMITED PARTNERSHIP
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
(in thousands, except unit data)
Limited
Partnership General Limited
Units Partners Partners Total
Original capital contributions 52,538 $ 2 $52,538 $52,540
Partners' (deficit) capital
at November 30, 1996 52,538 $(315) $12,593 $12,278
Net income for the three
months ended February 28, 1997 1 82 83
Partners' distributions paid (5) (3,515) (3,520)
Partners' (deficit) capital
at February 28, 1997 52,538 $(319) $ 9,160 $ 8,841
See Accompanying Notes to Consolidated Financial Statements
d) SHELTER PROPERTIES V LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Three Months Ended
February 28, 1997 February 29, 1996
Cash flows from operating activities:
Net income $ 83 $ 111
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 735 740
Amortization of discounts and loan costs 44 35
Change in accounts:
Restricted cash 8 5
Accounts receivable (2) 9
Escrows for taxes and insurance 90 20
Other assets 82 58
Accounts payable (195) (190)
Tenant security deposit liabilities (8) (7)
Accrued taxes (123) (59)
Other liabilities (184) --
Net cash provided by
operating activities 530 722
Cash flows from investing activities:
Property improvements and replacements (270) (209)
Deposits to restricted escrows (59) (6)
Net cash used in
investing activities (329) (215)
Cash flows from financing activities:
Payments on mortgage notes payable (106) (198)
Loan costs paid (15) --
Partners' distributions (3,520) --
Net cash used in
financing activities (3,641) (198)
Net (decrease) increase in cash (3,440) 309
Cash at beginning of period 6,108 3,256
Cash at end of period $ 2,668 $3,565
Supplemental disclosure of cash flow
information:
Cash paid for interest $ 618 $ 644
See Accompanying Notes to Consolidated Financial Statements
e) SHELTER PROPERTIES V LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-QSB and Item 310(b) of
Regulation S-B. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of the Corporate General Partner, all
adjustments (consisting of normal recurring accruals) considered necessary for
a fair presentation have been included. Operating results for the three month
period ended February 28, 1997, are not necessarily indicative of the results
that may be expected for the fiscal year ending November 30, 1997. For further
information, refer to the financial statements and footnotes thereto included
in the Partnership's annual report on Form 10-KSB for the year ended November
30, 1996.
Certain reclassifications have been made to the 1996 information to conform to
the 1997 presentation.
NOTE B - RECONCILIATION OF CASH FLOWS
The following is a reconciliation of the subtotal on the accompanying
statements of cash flows captioned "net cash provided by operating activities"
to "net cash used in operations," as defined in the partnership agreement.
However, "net cash used in operations" should not be considered an alternative
to net income as an indicator of the Partnership's operating performance or to
cash flows as a measure of liquidity.
For the Three Months Ended
February 28, 1997 February 29, 1996
(in thousands)
Net cash provided by operating activities $ 530 $ 722
Payments on mortgage notes payable (106) (198)
Property improvements and replacements (270) (209)
Change in restricted escrows, net (59) (6)
Changes in reserves for net operating
liabilities 332 163
Additional reserves (500) (500)
Net cash used in operations $ (73) $ (28)
The General Partner reserved an additional $500,000 at February 28, 1997, to
fund the capital improvement projects at the three November 1996 refinanced
properties as required by the lender. Also, the General Partner reserved this
amount to fund the continuing capital improvements and repairs at the four
other properties. At February 29, 1996, the General Partner reserved an
additional $500,000 to fund continuing capital improvements and prepare for the
refinancings of Woodland Village, Lake Johnson Mews and Millhopper Village.
NOTE C - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the Corporate General
Partner and its affiliates for the management and administration of all
partnership activities. The Partnership Agreement provides for payments to
affiliates for services and as
reimbursement of certain expenses incurred by affiliates on behalf of the
Partnership. Balances and other transactions with Insignia Financial Group,
Inc. and its affiliates in 1997 and 1996 are as follows (in thousands):
For the Three Months Ended
February 28, 1997 February 29, 1996
Property management fees $164 $156
Reimbursement for services of affiliates 79 51
Included in "Reimbursement for services of affiliates" for the three months
ended February 28, 1997, is approximately $30,000 in reimbursements for
construction oversight costs.
The Partnership insures its properties under a master policy through an agency
and insurer unaffiliated with the Corporate General Partner. An affiliate of
the Corporate General Partner acquired, in the acquisition of a business,
certain financial obligations from an insurance agency which was later acquired
by the agent who placed the current year's master policy. The current agent
assumed the financial obligations to the affiliate of the Corporate General
Partner, who receives payments on these obligations from the agent. The amount
of the Partnership's insurance premiums accruing to the benefit of the
affiliate of the Corporate General Partner by virtue of the agent's obligations
is not significant.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment properties consist of seven apartment complexes.
The following table sets forth the average occupancy of the properties for the
quarters ended February 28, 1997, and February 29, 1996:
Occupancy for the Three Months Ended
February 28, 1997 February 29, 1996
Foxfire Apartments
Atlanta, Georgia 90% 94%
Old Salem Apartments
Charlottesville, Virginia 92% 85%
Woodland Village Apartments
Columbia, South Carolina 89% 94%
Lake Johnson Mews
Raleigh, North Carolina 92% 95%
The Lexington Apartments
Sarasota, Florida 98% 97%
Millhopper Village Apartments
Gainesville, Florida 90% 99%
Tar River Estates
Greenville, North Carolina 93% 90%
The Corporate General Partner attributes the decrease in occupancy at Foxfire
Apartments to evictions and move-outs due to local gang violence. Occupancy
increased at Old Salem Apartments due to improved leasing programs in 1997 as
compared to 1996. The decrease in occupancy at Woodland Village Apartments and
at Millhopper Village Apartments is primarily due to tenants purchasing homes
in the area. The decrease in occupancy at Lake Johnson Mews is attributed to
new apartment construction in the area which has resulted in increased
competition. The occupancy at Tar River Estates increased in response to a
greater amenity package at the complex as compared to that of the local
competition.
The Partnership's net income for the three months ended February 28, 1997, was
approximately $83,000, as compared to net income of approximately $111,000 for
the corresponding period in 1996. The decrease in net income is primarily due
to an increase in maintenance expenses at six of the Partnership's seven
properties. The majority of this increase is due to extensive landscape
improvements at Foxfire and Lake Johnson Mews including sod and new landscape
timbers. In addition, all of the exterior patios and balconies were repaired
at Lexington Green as a preventative measure. Partially offsetting the
increase in maintenance expenses was an increase in other income, comprised
primarily of an increase in utility collections and lease cancellation fees.
Included in maintenance expense in 1997 is approximately $138,000 of major
repairs and maintenance comprised primarily of interior and exterior building
improvements, major landscaping, as well as painting expenses.
As part of the ongoing business plan of the Partnership, the Corporate General
Partner monitors the rental market environment of each of its investment
properties to assess the feasibility of increasing rents, maintaining or
increasing occupancy levels and protecting the Partnership from increases in
expenses. As part of this plan, the Corporate General Partner attempts to
protect the Partnership from the burden of inflation-related increases in
expenses by increasing rents and maintaining a high overall occupancy level.
However, due to changing market conditions, which can result in the use of
rental concessions and rental reductions to offset softening market conditions,
there is no guarantee that the Corporate General Partner will be able to
sustain such a plan.
At February 28, 1997, the Partnership reported unrestricted cash of
approximately $2,668,000 compared to approximately $3,565,000 at February 29,
1996. Net cash provided by operating activities decreased as a result of
decreases in other liabilities and accrued taxes. Net cash used in investing
activities increased due to an increase in deposits to restricted escrows for
the three months ended February 28, 1997, which were required as part of the
1996 refinancings and an increase in capital expenditures for the three months
ended February 28, 1997. Net cash used in financing activities increased as a
result of the distribution which was made in the first quarter of 1997.
As required by the 1996 refinancings of Woodland Village, Lake Johnson Mews and
Millhopper Village, certain capital improvements will be performed in 1997.
These projects include repaving and restriping the parking lots, resurfacing
the pools, exterior painting, new roofs, floor covering replacement, appliance
replacement and various ADA conversions. These projects will be funded out of
the capital reserve accounts. The Partnership has no material capital programs
scheduled to be performed in 1997 at the other four properties, although
certain routine capital and maintenance expenditures have been budgeted. These
expenditures will be incurred only if cash is available from operations.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the property to adequately maintain the physical
assets and other operating needs of the Partnership. Such assets are currently
thought to be sufficient for any near-term needs of the Partnership. The
mortgage indebtedness of approximately $31,795,000, net of discount, is
amortized over varying periods with required balloon payments ranging from
February 1, 1999, to December 10, 2016, at which time the properties will
either be refinanced or sold. During the first three months of 1997 the
Partnership made a distribution of approximately $3,520,000. The Partnership
made no distributions during the corresponding period of 1996. Future cash
distributions will depend on the levels of net cash generated from operations,
property sales, and the availability of cash reserves.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
report.
b) Reports on Form 8-K filed during the first quarter ended February 28,
1997:
None.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
SHELTER PROPERTIES V LIMITED PARTNERSHIP
By: Shelter Realty V Corporation
Corporate General Partner
By: /s/William H. Jarrard, Jr.
William H. Jarrard, Jr.
President
By: /s/Ronald Uretta
Ronald Uretta
Principal Financial Officer
and Principal Accounting Officer
Date: April 14, 1997
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Shelter
Properties V Limited Partnership 1997 First Quarter 10-QSB and is qualified
in its entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000712753
<NAME> SHELTER PROPERTIES V LIMITED PARTNERSHIP
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> NOV-30-1997
<PERIOD-END> FEB-28-1997
<CASH> 2,668
<SECURITIES> 0
<RECEIVABLES> 28
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 74,331
<DEPRECIATION> (38,181)
<TOTAL-ASSETS> 41,672
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 31,795
0
0
<COMMON> 0
<OTHER-SE> 8,841
<TOTAL-LIABILITY-AND-EQUITY> 41,672
<SALES> 0
<TOTAL-REVENUES> 3,318
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,235
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 695
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 83
<EPS-PRIMARY> 1.56<F2>
<EPS-DILUTED>
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1
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