SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
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EXCHANGE ACT OF 1934.
For the quarterly period ended June 30, 2000
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OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
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EXCHANGE ACT OF 1934.
For the transition period from to
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Commission file number 0-13349
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BALCOR REALTY INVESTORS-84
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(Exact name of registrant as specified in its charter)
Illinois 36-3215399
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2333 Waukegan Road, Suite 100
Bannockburn, Illinois 60015
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (847) 267-1600
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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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BALCOR REALTY INVESTORS-84
(An Illinois Limited Partnership)
BALANCE SHEETS
June 30, 2000 and December 31, 1999
(Unaudited)
ASSETS
2000 1999
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Cash and cash equivalents $2,379,397 $2,446,852
Accounts and accrued interest receivable 12,240 11,136
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$2,391,637 $2,457,988
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LIABILITIES AND PARTNERS' CAPITAL
Accounts payable $ 158,803 $ 147,550
Due to affiliates 7,784 41,881
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Total liabilities 166,587 189,431
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Commitments and contingencies
Limited Partners' capital (140,000
Interests issued and outstanding) 2,225,050 2,268,557
General Partner's deficit None None
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Total partners' capital 2,225,050 2,268,557
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$2,391,637 $2,457,988
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The accompanying notes are an integral part of the financial statements.
BALCOR REALTY INVESTORS-84
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the six months ended June 30, 2000 and 1999
(Unaudited)
2000 1999
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Income:
Interest on short-term investments $ 70,712 $ 61,804
Other income 2,578
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Total income 73,290 61,804
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Expenses:
Administrative 104,297 132,104
Other expense 12,500
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Total expenses 116,797 132,104
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Net loss $ (43,507) $ (70,300)
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Net loss allocated to General Partner None None
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Net loss allocated to Limited Partners $ (43,507) $ (70,300)
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Net loss per Limited Partnership Interest
(140,000 issued and oustanding) -
Basic and Diluted $ (0.31) $ (0.50)
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The accompanying notes are an integral part of the financial statements.
BALCOR REALTY INVESTORS-84
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the quarters ended June 30, 2000 and 1999
(Unaudited)
2000 1999
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Income:
Interest on short-term investments $ 34,976 $ 29,693
Other income 2,578
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Total income 37,554 29,693
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Expenses:
Administrative 47,080 65,715
Other expense 12,500
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Total expenses 59,580 65,715
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Net loss $ (22,026) $ (36,022)
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Net loss allocated to General Partner None None
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Net loss allocated to Limited Partners $ (22,026) $ (36,022)
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Net loss per Limited Partnership Interest
(140,000 issued and oustanding) -
Basic and Diluted $ (0.16) $ (0.26)
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The accompanying notes are an integral part of the financial statements.
BALCOR REALTY INVESTORS-84
(An Illinois Limited Partnership)
STATEMENTS OF CASH FLOWS
for the six months ended June 30, 2000 and 1999
(Unaudited)
2000 1999
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Operating activities:
Net loss $ (43,507) $ (70,300)
Adjustments to reconcile net loss to net
cash used in operating activities:
Net change in:
Accounts and accrued interest
receivable (1,104) (4,683)
Accounts payable 11,253 36,231
Due to affiliates (34,097) 1,584
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Net cash used in operating activities (67,455) (37,168)
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Net change in cash and cash equivalents (67,455) (37,168)
Cash and cash equivalents at beginning
of year 2,446,852 2,477,554
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Cash and cash equivalents at end of period $2,379,397 $2,440,386
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The accompanying notes are an integral part of the financial statements.
BALCOR REALTY INVESTORS-84
(An Illinois Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
1. Accounting Policy:
In the opinion of management, all adjustments necessary for a fair presentation
have been made to the accompanying statements for the six months and quarter
ended June 30, 2000, and all such adjustments are of a normal and recurring
nature.
2. Partnership Termination:
The Partnership Agreement provides for the dissolution of the Partnership upon
the occurrence of certain events, including the disposition of all of its
interests in real estate. The Partnership sold its final real estate investment
in November 1997. The Partnership has retained a portion of the cash from the
property sales to satisfy obligations of the Partnership as well as to
establish a reserve for contingencies. The timing of the termination of the
Partnership and final distribution of cash will depend upon the nature and
extent of liabilities and contingencies which exist or may arise. Such
contingencies may include legal and other fees and costs stemming from
litigation involving the Partnership including, but not limited to, the Bruss
and Masri lawsuits discussed in Note 6 of Notes to Financial Statements. Due to
this litigation, the Partnership will not be dissolved and reserves will be
held by the Partnership until the conclusion of such contingencies. There can
be no assurances as to the time frame for the conclusion of all contingencies.
3. Transactions with Affiliates:
Fees and expenses paid and payable by the Partnership to affiliates for the six
months and quarter ended June 30, 2000 are:
Paid
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Six Months Quarter Payable
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Reimbursement of expenses to
the General Partner, at cost $ 49,551 $ 10,461 $ 7,784
4. Other Income:
During the quarter ended June 30, 2000, the Partnership recognized other income
in connection with amounts received from former tenants at the Somerset Pointe
Apartments.
5. Other Expense:
During the quarter ended June 30, 2000, the Partnership paid $12,500 in
connection with the settlement of litigation with a former tenant at the
Courtyards of Kendall Apartments. This amount has been recognized as other
expense for financial statement purposes.
6. Contingencies:
The Partnership is currently involved in two related lawsuits, Masri vs. Lehman
Brothers, Inc., et al. and Bruss, et al. vs. Lehman Brothers, Inc., et al.,
whereby the Partnership and certain affiliates have been named as defendants
alleging substantially similar claims involving certain state securities and
common law violations with regard to the property acquisition process of the
Partnership, and to the adequacy and accuracy of disclosures of information
concerning, as well as marketing efforts related to, the offering of the
Limited Partnership Interests of the Partnership. A plaintiff class has not
been certified in either action. With respect to the Masri case, no
determinations upon any significant issues have been made. The Bruss complaint
was filed on January 25, 1999. On September 24, 1999, the court granted the
defendants' motion to dismiss the complaint for failure to state a cause of
action. The plaintiffs filed an amended complaint on November 30, 1999. The
defendants have filed a motion to dismiss the complaint for failure to state a
cause of action. The defendants continue to vigorously contest these actions.
It is not determinable at this time how the outcome of either action will
impact the remaining cash reserves of the Partnership. The Partnership believes
it has meritorious defenses to contest the claims.
BALCOR REALTY INVESTORS-84
(An Illinois Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS
Balcor Realty Investors-84 (the "Partnership") was formed in 1982 to invest in
and operate income-producing real property. The Partnership raised $140,000,000
from sales of Limited Partnership Interests and utilized these proceeds to
acquire twenty-three real property investments and a minority joint venture
interest in one additional property. The Partnership sold its final real estate
investment in November 1997.
Inasmuch as the management's discussion and analysis below relates primarily to
the time period since the end of the last fiscal year, investors are encouraged
to review the financial statements and the management's discussion and analysis
contained in the annual report for 1999 for a more complete understanding of
the Partnership's financial position.
Operations
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2000 Compared to 1999
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The operations of the Partnership in 2000 and 1999 consisted primarily of
administrative expenses which were partially offset by interest income earned
on short-term investments.
As a result of higher interest rates, interest income on short-term investments
increased during the six months and quarter ended June 30, 2000 as compared to
the same periods in 1999.
During the quarter ended June 30, 2000, the Partnership recognized other income
in connection with amounts received from former tenants at the Somerset Pointe
Apartments.
During the quarter ended June 30, 2000, the Partnership paid $12,500 in
connection with the settlement of litigation with a former tenant at the
Courtyards of Kendall Apartments. This amount has been recognized as other
expense for financial statement purposes.
Primarily due to a decrease in accrued legal fees, administrative expenses
decreased during the six months and quarter ended June 30, 2000 as compared to
the same periods in 1999.
Liquidity and Capital Resources
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The cash position of the Partnership decreased by approximately $67,000 as of
June 30, 2000 as compared to December 31, 1999 due to cash used in operating
activities for the payment of administrative expenses and the settlement of
litigation with a former tenant at the Courtyards of Kendall Apartments, which
was partially offset by interest income earned on short-term investments and
amounts received from former tenants at the Somerset Pointe Apartments.
The Partnership Agreement provides for the dissolution of the Partnership upon
the occurrence of certain events, including the disposition of all of its
interests in real estate. The Partnership sold its final real estate investment
in November 1997. The Partnership has retained a portion of the cash from the
property sales to satisfy obligations of the Partnership as well as to
establish a reserve for contingencies. The timing of the termination of the
Partnership and final distribution of cash will depend upon the nature and
extent of liabilities and contingencies which exist or may arise. Such
contingencies may include legal and other fees and costs stemming from
litigation involving the Partnership including, but not limited to, the Bruss
and Masri lawsuits discussed in Note 6 of Notes to the Financial Statements.
Due to this litigation, the Partnership will not be dissolved and reserves will
be held by the Partnership until the conclusion of such contingencies. There
can be no assurances as to the time frame for the conclusion of all
contingencies.
Limited Partners have received distributions totaling $319.36 per $1,000
Interest, as well as certain tax benefits. Of this amount, $4.00 represents Net
Cash Receipts from operations and $315.36 represents Net Cash Proceeds. No
additional distributions are anticipated to be made prior to the termination of
the Partnership. However, after paying final partnership expenses, any
remaining cash reserves will be distributed. Limited Partners will not recover
a substantial portion of their original investment.
BALCOR REALTY INVESTORS-84
(An Illinois Limited Partnership)
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
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(a) Exhibits:
(4) Form of Subscription Agreement, previously filed as Exhibit 4.1 to
Amendment No. 1 to the Registrant's Registration Statement on Form S-11 dated
December 16, 1983 (Registration No. 2-86317) and Form of Confirmation regarding
Interests in the Registrant set forth as Exhibit 4.2 to the Registrant's Report
on Form 10-Q for the quarter ended June 30, 1992 (Commission File No. 0-13349)
are incorporated herein by reference.
(27) Financial Data Schedule of the Registrant for the six months ending June
30, 2000, is attached hereto.
(i) Reports on Form 8-K: No reports were filed on Form 8-K during the quarter
ended June 30, 2000.
SIGNATURES
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.
BALCOR REALTY INVESTORS-84
By: /s/Thomas E. Meador
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Thomas E. Meador
President and Chief Executive Officer
(Principal Executive Officer) of Balcor
Partners-XV, the General Partner
By: /s/Jayne A. Kosik
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Jayne A. Kosik
Senior Managing Director and Chief Financial
Officer (Principal Accounting and Financial
Officer) of Balcor Partners-XV, the General
Partner
Date: August 10,2000
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