FORM 10-QSB--QUARTERLY OR TRANSITIONAL 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
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 1999
[ ] 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 0-13465
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
(A MARYLAND LIMITED PARTNERSHIP)
(Exact name of small business issuer as specified in its charter)
Maryland 52-1358879
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
9200 KEYSTONE CROSSING, SUITE 500
INDIANAPOLIS, INDIANA 46240-7602
(Address of principal executive offices)
(317) 817-7500
Issuer's telephone number
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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)
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
(A MARYLAND LIMITED PARTNERSHIP)
STATEMENT OF FINANCIAL POSITION
(UNAUDITED)
JUNE 30, 1999
ASSETS
Investments in and advances to Local Limited
Partnerships (Note 2) $ 1,797,126
$ 1,797,126
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
Liabilities
Administrative and reporting fee payable to
General Partner (Note 3) $ 959,552
Due to General Partner (Note 3) 9,072
Accrued interest on partner loans (Note 3) 1,180
Accrued expenses 45,349
1,015,153
Partners' equity (deficit)
General Partner--The National Housing
Partnership (NHP) (87,545)
Original Limited Partner--1133 Fifteenth
Street Associates (92,445)
Other Limited Partners--11,519 investment
units 961,963
781,973
$ 1,797,126
See Accompanying Notes to Financial Statements
b)
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
(A MARYLAND LIMITED PARTNERSHIP)
STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1999 1998 1999 1998
<S> <C> <C> <C> <C>
REVENUES:
Share of profits from Local
Limited Partnerships (Note 2) $ 31,436 $ 4,746 $ 23,115 $ 30,674
Interest income -- 81 -- 170
31,436 4,827 23,115 30,844
COSTS AND EXPENSES:
Administrative and reporting fees to
General Partner (Note 3) 21,598 21,598 43,196 43,196
Interest expense on General Partner
loans 249 171 482 336
Other operating expenses 11,472 12,108 29,289 26,559
Total expenses 33,319 33,877 72,967 70,091
NET LOSS $ (1,883) $ (29,050) $ (49,852) $(39,247)
NET LOSS ASSIGNABLE TO LIMITED PARTNERS $ (1,845) $ (28,468) $ (48,856) $(38,461)
NET LOSS PER LIMITED PARTNERSHIP INTEREST$ (.16) $ (2.47) $ (4.24) $ (3.34)
</TABLE>
See Accompanying Notes to Financial Statements
c)
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
(A MARYLAND LIMITED PARTNERSHIP)
STATEMENTS OF PARTNER'S EQUITY (DEFICIT)
(UNAUDITED)
<TABLE>
<CAPTION>
The National 1133
Housing Fifteenth Other
Partnership Street Limited
(NHP) Associates Partners Total
<S> <C> <C> <C> <C>
Equity (deficit) at December 31, 1998 $ (87,047) $(91,947) $1,010,819 $831,825
Net loss - six months ended
June 30, 1999 (498) $ (498) $ (48,856) (49,852)
Equity (deficit) at June 30, 1999 $ (87,545) $(92,445) $ 961,963 $781,973
Percentage interest at
June 30, 1999 1% 1% 98% 100%
(A) (B) (C)
</TABLE>
(A) General Partner
(B) Original Limited Partner
(C) Consists of 11,519 investment units
See Accompanying Notes to Financial Statements
d)
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
(A MARYLAND LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOW
(UNAUDITED)
Six Months Ended
June 30,
1999 1998
CASH FLOWS FROM OPERATING ACTIVITIES:
Interest received $ -- $ 170
Operating expenses paid (39,620) (6,949)
Net cash used in operating activities (39,620) (6,779)
CASH FLOWS FROM INVESTING ACTIVITIES
Distributions received from Local Limited
Partnerships with equity balances 39,220 --
Net cash, provided by investing activities 39,220 --
CASH FLOWS FROM FINANCING ACTIVITIES:
Net advances from General Partner 400 --
Net cash provided by financing activities 400 --
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD -- 26,125
CASH AND CASH EQUIVALENTS, END OF PERIOD $ -- $ 19,346
RECONCILIATION OF NET LOSS TO NET CASH USED IN
OPERATING ACTIVITIES:
Net loss $(49,852) $(39,247)
Adjustments to reconcile net loss to net cash
used in operating activities:
Share of losses (profits) from Local Limited
Partnerships (23,115) (30,674)
Increase in administrative and reporting fees
payable 43,196 43,196
Increase in accrued interest on Partner loans 482 336
(Decrease) increase in other accrued expenses (10,331) 19,610
Total adjustments 10,232 32,468
Net cash used in operating activities $(39,620) $ (6,779)
See Accompanying Notes to Financial Statements
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
(1) ACCOUNTING POLICIES
ORGANIZATION
National Housing Partnership Realty Fund I (the "Partnership" or the
"Registrant") is a limited partnership organized under the Maryland Revised
Uniform Limited Partnership Act on October 21, 1983. The Partnership was formed
for the purpose of raising capital by offering and selling limited partnership
interests and then investing in Local Limited Partnerships, each of which owns
and operates an existing rental housing project or has acquired limited
partnership interests in partnerships which own and operate one or two existing
rental housing projects. All such rental housing projects are financed and/or
operated with one or more forms of rental assistance or financial assistance
from the U.S. Department of Housing and Urban Development ("HUD").
The General Partner raised capital for the Partnership by offering and selling
to additional limited partners 11,519 investment units at a price of $1,000 per
unit. During 1984, the Partnership acquired limited partnership interests
ranging from 98% to 99% in ten Local Limited Partnerships, each of which was
organized to acquire and operate an existing rental housing project.
On June 3, 1997, Apartment Investment and Management Company, a Maryland
corporation ("AIMCO" and, together with its subsidiaries and other controlled
entities, the "AIMCO Group"), acquired all of the issued and outstanding capital
stock of NHP Partners, Inc., a Delaware corporation ("NHP Partners"), and the
AIMCO Group acquired all of the outstanding interests in NHP Partners Two
Limited Partnership, a Delaware limited partnership ("NHP Partners Two"). The
Acquisition was made pursuant to a Real Estate Acquisition Agreement, dated as
of May 22, 1997 (the "Agreement"), by and among AIMCO, AIMCO Properties, L.P., a
Delaware limited partnership (the "Operating Partnership"), Demeter Holdings
Corporation, a Massachusetts corporation ("Demeter"), Phemus Corporation, a
Massachusetts corporation ("Phemus"), Capricorn Investors, L.P., a Delaware
limited partnership ("Capricorn"), J. Roderick Heller, III and NHP Partners Two
LLC, a Delaware limited liability company ("NHP Partners Two LLC"). NHP Partners
owns all of the outstanding capital stock of the National Corporation for
Housing Partnerships, a District of Columbia corporation ("NCHP"), which is the
general partner of The National Housing Partnership, a District of Columbia
limited partnership ("NHP"). Together, NCHP and NHP Partners Two own all of the
outstanding partnership interests in NHP. NHP is the general partner of the
Registrant. As a result of these transactions, the AIMCO Group has acquired
control of the general partner of the Registrant and, therefore, may be deemed
to have acquired control of the Registrant.
The Original Limited Partner of the Partnership is 1133 Fifteenth Street
Associates, whose limited partners were key employees of an affiliate of the
Partnership at the time the Partnership was formed and whose general partner is
the sole shareholder of the Partnership's General Partner.
BASIS OF PRESENTATION
The accompanying unaudited interim financial statements reflect all adjustments
which are, in the opinion of management, necessary to a fair statement of the
financial condition and results of operations for the interim periods presented.
All such adjustments are of a normal and recurring nature.
While the General Partner believes that the disclosures presented are adequate
to make the information not misleading, it is suggested that these financial
statements be read in conjunction with the financial statements and notes
included in the Partnership's Annual Report filed on Form 10-K for the year
ended December 31, 1998.
(2) INVESTMENTS IN AND ADVANCES TO LOCAL LIMITED PARTNERSHIPS
The Partnership owns a 98% limited partnership interest in Gates Mills I Limited
Partnership and 99% limited partnership interests in nine other Local Limited
Partnerships; Fairmeadows Limited Partnership, Forest Green Limited Partnership,
Griffith Limited Partnership, Northgate Village Limited Partnership, Southward
Limited Partnership, San Jose Limited Partnership, Southridge Apartments Limited
Partnership, Hurbell IV Limited Partnership and Village Green Limited
Partnership. Since the Partnership, as a limited partner, does not exercise
control over the activities of the Local Limited Partnerships in accordance with
the partnership agreements, these investments are accounted for using the equity
method. Thus, the investments (and the advances made to the Local Limited
Partnerships as discussed below) are carried at cost plus the Partnership's
share of the Local Limited Partnerships' profits less the Partnership's share of
the Local Limited Partnerships' losses and distributions. However, since the
Partnership is not legally liable for the obligations of the Local Limited
Partnerships, or is not otherwise committed to provide additional support to
them, it does not recognize losses once its investment in each of the individual
Local Limited Partnerships, increased for its share of profits, reduced for its
share of losses and cash distributions, reaches zero. As of June 30, 1999,
investments in eight of the ten Local Limited Partnerships had been reduced to
zero. As a result, the Partnership did not recognize $419,720 and $640,385 of
losses from Local Limited Partnerships during the six months ended June 30, 1999
and 1998, respectively. As of June 30, 1999, the Partnership has not recognized
a total of $17,140,572 of its allocated share of cumulative losses from the
Local Limited Partnerships in which its investment is zero.
Advances made by the Partnership to the individual Local Limited Partnerships
are considered part of the Partnership's investment in Local Limited
Partnerships. When advances are made to a Local Limited Partnership for which
the Partnership carries its investment at zero, they are charged to operations
as a loss on investment in the Local Limited Partnership using previously
unrecognized cumulative losses. As discussed above, due to the cumulative losses
incurred by eight of the Local Limited Partnerships, the aggregate balance of
investments in and advances to Local Limited Partnerships, for these eight Local
Limited Partnerships, has been reduced to zero at June 30, 1999. To the extent
these advances are repaid by the Local Limited Partnerships in the future, the
repayments will be credited as distributions in excess of investment in Local
Limited Partnerships. These advances are carried as a payable to the Partnership
by the Local Limited Partnerships. Interest is calculated at the Chase Manhattan
prime rate plus 2% (9.50% at June 30, 1999). Payment of the advance and
interest is contingent upon the Local Limited Partnerships having available
surplus cash, as defined by HUD regulations, from operations or from refinancing
or sale of the Local Limited Partnership properties.
During the six months ended June 30, 1999 and 1998, no working capital advances
or repayments were made between the Partnership and the Local Limited
Partnerships. The combined amount carried as due to the Partnership by the Local
Limited Partnerships was $369,805 as of June 30, 1999.
The following are combined statements of operations for the three and six months
ended June 30, 1999 and 1998, respectively, of the Local Limited Partnerships in
which the Partnership has invested. The statements are compiled from financial
statements of the Local Limited Partnerships, prepared on the accrual basis of
accounting, as supplied by the management agents of the projects, and are
unaudited.
COMBINED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1999 1998 1999 1998
<S> <C> <C> <C> <C>
Rental income $1,865,085 $1,811,189 $3,680,060 $3,649,013
Other income 60,228 53,200 118,777 107,334
Total income 1,925,313 1,864,389 3,798,837 3,756,347
Operating expenses 1,247,903 1,306,789 2,439,980 2,561,332
Interest, taxes and insurance 575,424 592,789 1,127,070 1,216,989
Depreciation 288,657 297,829 584,556 595,737
Total expense 2,111,984 2,197,407 4,151,606 4,374,058
Net income (loss) $ (186,671) $ (333,018) $ (352,769) $ (617,711)
National Housing Partnership Realty
Fund I share of losses $ (183,657) $ (328,836) $ (347,183) $ (609,711)
</TABLE>
(3) TRANSACTIONS WITH THE GENERAL PARTNER
During the six month periods ended June 30, 1999 and 1998, the Partnership
accrued administrative and reporting fees payable to the General Partner in the
amount of $43,196 for services provided to the Partnership. The Partnership did
not make any payments to the General Partner for these fees during each of the
respective periods. The amount due the General Partner by the Partnership for
administrative and reporting fees was $959,552 at June 30, 1999.
During the six months ended June 30, 1999, $400 of working capital advances were
made by the General Partner to the Partnership. No such amounts were advanced
or repaid during the six months ended June 30, 1998. The amount owed to the
General Partner at June 30, 1999 and 1998 was approximately $9,072 and $6,315,
respectively. Interest is charged on borrowings at the Chase Manhattan Bank rate
of prime plus 2% (9.50% at June 30, 1999). Accrued interest on this loan
amounted to $1,180 and $336 at June 30, 1999 and 1998, respectively.
The advances and accrued administrative and reporting fees payable to the
General Partner will be paid as cash flow permits or from proceeds generated
from the sale or refinancing of one or more of the underlying properties of the
Local Limited Partnerships.
(4) SEGMENT INFORMATION
In June 1997, the Financial Accounting Standards Board issued SFAS No. 131,
"Disclosure about Segments of an Enterprise and Related Information", which is
effective for years beginning after December 15, 1997. SFAS 131 established
standards for the way that public business enterprises report information about
operating segments in annual financial statements and requires that those
enterprises report selected information about operating segments in interim
financial reports. It also establishes standards for related disclosures about
products and services, geographic areas, and major customers. As defined in
SFAS No. 131, the Partnership has only one reportable segment. Moreover, due to
the very nature of the Partnership's operations, the General Partner believes
that segment-based disclosures will not result in a more meaningful presentation
than the financial statements as currently presented.
(5) LEGAL PROCEEDINGS
In July 1999, NHP received a grand jury subpoena requesting documents relating
to NHP's management of HUD-assisted or HUD-insured multi-family projects and
NHP's operation of a group purchasing program created by NHP, known as Buyers
Access. The subpoena relates to the same subject matter as subpoenas NHP
received in October and December of 1997 from the HUD Inspector General. To
date, neither the HUD Inspector General nor the grand jury has initiated any
action against NHP or AIMCO or, to NHP's or AIMCO's knowledge, any owner of
a HUD property managed by NHP. AIMCO believes that NHP's operations and
programs are in compliance, in all material respects, with all laws, rules and
regulations relating to HUD-assisted or HUD-insured properties. AIMCO does not
believe that the investigations will result in a material adverse impact on its
or NHP's operations. However, as with any similar investigation, there can be
no assurance that these will not result in material fines, penalties or other
costs.
The partnership is unaware of any other pending or outstanding litigation that
is not of a routine nature arising in the ordinary course of business.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The matters discussed in this Form 10-QSB contain certain forward-looking
statements and involve risks and uncertainties (including changing market
conditions, competitive and regulatory matters, etc.) detailed in the
disclosures contained in this Form 10-QSB and the other filings with the
Securities and Exchange Commission made by the Registrant from time to time.
The discussions of the Registrant's business and results of operations,
including forward-looking statements pertaining to such matters, does not take
into account the effects of any changes to the Registrant's business and results
of operations. Accordingly, 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.
LIQUIDITY AND CAPITAL RESOURCES
The Properties are held by the Local Limited Partnerships and receive one or
more forms of assistance from the Federal Government. As a result, the Local
Limited Partnerships' ability to transfer funds either to the Partnership or
among themselves in the form of cash distributions, loans or advances is
generally restricted by these government-assistance programs. These
restrictions, however, are not expected to impact the Partnership's ability to
meet its cash obligations.
For the past several years, various proposals have been advanced by the United
States Department of Housing and Urban Development ("HUD"), Congress and others
proposing the restructuring of HUD's rental assistance programs under Section 8
of the United States Housing Act of 1937 ("Section 8"), under which 1,096
apartment units, 70 percent of the total apartment units owned by the properties
in which the Partnership has invested, receive rental subsidies. On October 27,
1997, the President signed into law the Multifamily Assisted Housing Reform and
Affordability Act of 1997 (the "1997 Housing Act"). Under the 1997 Housing Act,
certain properties assisted under Section 8, with rents above market levels and
financed with HUD-insured mortgage loans, will be restructured by adjusting
subsidized rents to market levels, thereby potentially reducing rent subsidies,
and lowering required debt service costs as needed to ensure financial viability
at the reduced rents and rent subsidies. The 1997 Housing Act retains project-
based subsidies for most properties (properties in rental markets with limited
supply, properties serving the elderly, and certain other properties). The 1997
Housing Act phases out project-based subsidies on selected properties servicing
families not located in rental markets with limited supply, converting such
subsidies to a tenant-based subsidy. Under a tenant-based system, rent vouchers
would be issued to qualified tenants who then could elect to reside at
properties of their choice, provided such tenants have the financial ability to
pay the difference between the selected properties' monthly rent and the value
of the vouchers, which would be established based on HUD's regulated fair market
rent for the relevant geographical areas. With respect to Housing Assistance
Payments Contracts ("HAP Contracts") expiring before October 1, 1998, Congress
elected to renew them for one-year terms, generally at existing rents, so long
as the properties remain in compliance with the HAP Contracts. While the
Partnership does not expect the provisions of the 1997 Housing Act to result in
a significant number of tenants relocating from properties owned by the Local
Limited Partnerships, there can be no assurance that the provisions will not
significantly affect the operations of the properties of the Local Limited
Partnerships. Furthermore, there can be no assurance that other changes in
Federal housing subsidy policy will not occur. Any such changes could have an
adverse effect on the operation of the Partnership.
Net cash used in operations for the six months ended June 30, 1999 was $39,620
as compared to cash used in operations of $6,779 for the six months ended June
30, 1998.
During the six months ended June 30, 1999 and 1998, no working capital advances
or repayments were made by the Partnership to the Local Limited Partnerships.
The combined amount carried as due to the Partnership by the Local Limited
Partnerships was $369,805 as of June 30, 1999.
Distributions received in excess of investment in Local Limited Partnerships
represent the Partnership's proportionate share of the excess cash available for
distribution from the Local Limited Partnerships. As a result of the use of the
equity method of accounting for the Partnership's investments, as of June 30,
1999, investments in eight Local Limited Partnerships had been reduced to zero.
For these investments, cash distributions received are recorded in revenue as
distributions received in excess of investment in Local Limited Partnerships.
For those investments not reduced to zero, distributions received are recorded
as distributions from Local Limited Partnerships. Cash distributions of $39,220
were received during the six months ended June 30, 1999 for Local Limited
Partnerships for which the Partnership's investment has not yet been reduced to
zero. There were no cash distributions during the six months ended June 30,
1998. The receipt of distributions in future quarters and years is dependent
upon the operations of the underlying properties of the Local Limited
Partnerships to generate sufficient cash for distribution in accordance with
applicable HUD regulations.
The Partnership has no cash and cash equivalents at June 30, 1999. The ability
of the Partnership to meet its on-going cash requirements is dependent on
distributions from recurring operations received from the Local Limited
Partnerships or proceeds from sales or refinancing of one or more of the
underlying properties. The Partnership's only other form of liquidity is from
General Partner loans. For the six months ended June 30, 1999, the General
Partner advanced the Partnership $400 to pay operating expenses. There were no
advances for the six months ended June 30, 1998. The General Partner will
continue to manage the Partnership's assets prudently in an effort to achieve
positive cash flow and will evaluate lending the Partnership additional funds as
such funds are needed, but is in no way legally obligated to make such loans.
At June 30, 1999, the Partnership currently owes the General Partner $959,552
for administrative and reporting services performed. The payment of the unpaid
administrative and reporting fees will most likely be made if at all from
proceeds of the sale or refinancing of the properties held by the Local Limited
Partnerships, rather than through recurring operations.
Eight of the Local Limited Partnerships in which the Partnership has invested
have deferred acquisition notes due to the original owner of each Property. With
the exception of Fairmeadows and Southridge, these notes have matured or will
reach final maturity prior to December 1999. These notes are secured by both the
Partnership's and NHP's interests in the Local Limited Partnerships. In the
event of a default on the notes, the note holders would be able to assume NHP's
and the Partnership's interests in the Local Limited Partnerships.
Griffith Limited Partnership's note payable and related accrued interest became
due on October 31, 1997, with a balance of $2,727,569 at December 31, 1998. In
1997, the general partner was negotiating with the noteholders to extend the
agreement to October 31, 1999. However, as of June 30, 1999, adequate approval
of the proposed extension by a sufficient number of noteholders had not been
secured and the notes are in default. Continuation of Griffith Limited
Partnership's operations in the present form is dependent on its ability to
extend the maturity date of these notes, repay the notes or obtain other long-
term financing to repay the notes.
Southward Limited Partnership's note payable and related accrued interest became
due on October 4, 1998. As of June 30, 1999, Southward Limited Partnership had
not renegotiated the terms of the notes including the extension of the due date
and is therefore in default. Continuation of Southward Limited Partnership's
operations in the present form is dependent on its ability to extend the
maturity date of these notes, repay the notes or obtain other long-term
financing to repay the notes.
Northgate Village, San Jose, Gates Mills I and Hurbell IV Limited Partnerships
have notes payable due on July 26, 1999, August 29, 1999, October 1, 1999 and
November 9, 1999, respectively, with balances of $969,000, $1,698,822,
$2,667,000 and $648,064, respectively, plus accrued interest of $1,446,730,
$2,493,156, $3,932,725 and $856,324 at June 30, 1999. There is no assurance
that the Partnership will be able to satisfy these notes at maturity. As of
June 30, 1999, the Limited Partnerships had not renegotiated the terms of the
notes including the extension of the due date. Continuation of Northgate
Village, San Jose, Gates Mills I and Hurbell IV Limited Partnerships' operations
in the present form is dependent on their ability to extend the maturity dates
of these notes, repay the notes or obtain other long-term financing to repay the
notes.
RESULTS OF OPERATIONS
The Partnership has invested as a limited partner in Local Limited Partnerships
which operate ten rental housing properties. Due to the use of the equity method
of accounting as discussed in Note 1 to the Partnership's financial statements,
to the extent the Partnership still has a carrying basis in a respective Local
Limited Partnership, results of operations would be impacted by the
Partnership's share of profits or losses of the Local Limited Partnerships.
Eight of the ten investments in Local Limited Partnership have been reduced to
zero. As a result, the Partnership's operations are no longer being affected by
its share of the operations. The Partnership has recorded its share of
operations in the remaining two Local Limited Partnerships which amounted to
profits of $23,115 for the six months ended June 30, 1999, and profits of
$30,674 for the six months ended June 30, 1998.
The Partnership realized a net loss of $1,883 and $49,852 for the three and six
months ended June 30, 1999, compared to a net loss of $29,050 and $39,247 for
the three and six months ended June 30, 1998. The decrease in net loss for the
three months ended June 30, 1999 was primarily due to the Partnership's share of
profits from Local Limited Partnerships of $31,436 compared to the Partnerships'
share of profits from Local Limited Partnerships of $4,746 recognized during the
three months ended June 30, 1998. The increase in net loss for the six months
ended June 30, 1999 was primarily due to the Partnership's share of profits from
Local Limited Partnerships of $23,115 compared to the Partnerships' share of
profits from Local Limited Partnerships of $30,674 recognized during the six
months ended June 30, 1998. Also, contributing to the increase in net loss for
the six months ended June 30, 1999 was an increase in total expenses. The
increase in total expenses for the six months ended June 30, 1999 was attributed
to an increase in other operating expenses and interest expense on General
Partner loans. The Partnership did not recognize $419,720 of its allocated
share of losses from eight Local Limited Partnerships for the six months ended
June 30, 1999, as the Partnership's net carrying basis in these Local Limited
Partnerships had been reduced to zero. The Partnership's share of operating
losses from the Local Limited Partnerships, if not limited to its investment
account balance, would have decreased $83,218 and $204,383 between the three and
six months periods of June 30, 1999 and 1998, primarily due to a decrease in
total expenses.
YEAR 2000 COMPLIANCE
General Description of the Year 2000 Issue and the Nature and Effects of the
Year 2000 on Information Technology (IT) and Non-IT Systems
The Year 2000 issue is the result of computer programs being written using two
digits rather than four digits to define the applicable year. The Partnership
is dependent upon the General Partner and its affiliates for management and
administrative services ("Managing Agent"). Any of the computer programs or
hardware that have date-sensitive software or embedded chips may recognize a
date using "00" as the year 1900 rather than the year 2000. This could result
in a system failure or miscalculations causing disruptions of operations,
including, among other things, a temporary inability to process transactions,
send invoices, or engage in similar normal business activities.
Over the past two years, the Managing Agent has determined that it will be
required to modify or replace significant portions of its software and certain
hardware so that those systems will properly utilize dates beyond December 31,
1999. The Managing Agent presently believes that with modifications or
replacements of existing software and certain hardware, the Year 2000 issue can
be mitigated. However, if such modifications and replacements are not made, or
not completed in time, the Year 2000 issue could have a material impact on the
operations of the Partnership.
The Managing Agent's plan to resolve Year 2000 issues involves four phases:
assessment, remediation, testing, and implementation. To date, the Managing
Agent has fully completed its assessment of all the information systems that
could be significantly affected by the Year 2000, and has begun the remediation,
testing and implementation phases on both hardware and software systems.
Assessments are continuing in regards to embedded systems. The status of each
is detailed below.
Status of Progress in Becoming Year 2000 Compliant, Including Timetable for
Completion of Each Remaining Phase
Computer Hardware:
During 1997 and 1998, the Managing Agent identified all of the computer systems
at risk and formulated a plan to repair or replace each of the affected systems.
In August 1998, the main computer system used by the Managing Agent became fully
functional. In addition to the main computer system, PC-based network servers,
routers and desktop PCs were analyzed for compliance. The Managing Agent has
begun to replace each of the non-compliant network connections and desktop PCs
and, as of June 30, 1999, had completed approximately 90% of this effort.
The total cost to the Managing Agent to replace the PC-based network servers,
routers and desktop PCs is expected to be approximately $1.5 million of which
$1.3 million has been incurred to date. The remaining network connections and
desktop PCs are expected to be upgraded to Year 2000 compliant systems by
September 30, 1999. The completion of this process is scheduled to coincide
with the release of a compliant version of the Managing Agent's operating
system.
Computer Software:
The Managing Agent utilizes a combination of off-the-shelf, commercially
available software programs as well as custom-written programs that are designed
to fit specific needs. Both of these types of programs were studied, and
implementation plans written and executed with the intent of repairing or
replacing any non-compliant software programs.
In April, 1999 the Managing Agent embarked on a data center consolidation
project that unifies its core financial systems under its Year 2000 compliant
system. The estimated completion date for this project is October, 1999.
During 1998, the Managing Agent began converting the existing property
management and rent collection systems to its management properties Year 2000
compliant systems. The estimated additional costs to convert such systems at all
properties, is $200,000, and the implementation and testing process was
completed in June, 1999.
The final software area is the office software and server operating systems.
The Managing Agent has upgraded all non-compliant office software systems on
each PC and has upgraded 90% of the server operating systems. The remaining
server operating systems are planned to be upgraded to be Year 2000 compliant by
September, 1999. The completion of this process is scheduled to coincide with
the release of a compliant version of the Managing Agent's operating system.
Operating Equipment:
The Managing Agent has operating equipment, primarily at the property sites,
which needed to be evaluated for Year 2000 compliance. In September 1997, the
Managing Agent began taking a census and inventory of embedded systems
(including those devices that use time to control systems and machines at
specific properties, for example elevators, heating, ventilating, and air
conditioning systems, security and alarm systems, etc.).
The Managing Agent has chosen to focus its attention mainly upon security
systems, elevators, heating, ventilating and air conditioning systems, telephone
systems and switches, and sprinkler systems. While this area is the most
difficult to fully research adequately, management has not yet found any major
non-compliance issues that put the Managing Agent at risk financially or
operationally.
A pre-assessment of the properties by the Managing Agent has indicated no Year
2000 issues. A complete, formal assessment of all the properties by the
Managing Agent is in process and will be completed in September, 1999. Any
operating equipment that is found non-compliant will be repaired or replaced.
The total cost incurred for all properties managed by the Managing Agent as of
June 30, 1999 to replace or repair the operating equipment was approximately
$75,000. The Managing Agent estimates the cost to replace or repair any
remaining operating equipment is approximately $125,000.
The Managing Agent continues to have "awareness campaigns" throughout the
organization designed to raise awareness and report any possible compliance
issues regarding operating equipment within its enterprise.
Nature and Level of Importance of Third Parties and Their Exposure to the Year
2000
The Managing Agent continues to conduct surveys of its banking and other vendor
relationships to assess risks regarding their Year 2000 readiness. The Managing
Agent has banking relationships with three major financial institutions, all of
which have indicated their compliance efforts will be complete before July,
1999. The Managing Agent has updated data transmission standards with all of the
financial institutions. The Managing Agent's contingency plan in this regard is
to move accounts from any institution that cannot be certified Year 2000
compliant by September 1, 1999.
The Partnership does not rely heavily on any single vendor for goods and
services, and does not have significant suppliers and subcontractors who share
information systems (external agent). To date the Partnership is not aware of
any external agent with a Year 2000 compliance issue that would materially
impact the Partnership's results of operations, liquidity, or capital resources.
However, the Partnership has no means of ensuring that external agents will be
Year 2000 compliant.
The Managing Agent does not believe that the inability of external agents to
complete their Year 2000 remediation process in a timely manner will have a
material impact on the financial position or results of operations of the
Partnership. However, the effect of non-compliance by external agents is not
readily determinable.
Costs to Address Year 2000
The total cost of the Year 2000 project to the Managing Agent is estimated at
$3.5 million and is being funded from operating cash flows. To date, the
Managing Agent has incurred approximately $2.9 million ($0.7 million expensed
and $2.2 million capitalized for new systems and equipment) related to all
phases of the Year 2000 project. Of the total remaining project costs,
approximately $0.5 million is attributable to the purchase of new software and
operating equipment, which will be capitalized. The remaining $0.2 million
relates to repair of hardware and software and will be expensed as incurred.
The Partnership's portion of these costs are not material.
Risks Associated with the Year 2000
The Managing Agent believes it has an effective program in place to resolve the
Year 2000 issue in a timely manner. As noted above, the Managing Agent has not
yet completed all necessary phases of the Year 2000 program. In the event that
the Managing Agent does not complete any additional phases, certain worst case
scenarios could occur. The worst case scenarios could include elevators,
security and heating, ventilating and air conditioning systems that read
incorrect dates and operate with incorrect schedules (e.g., elevators will
operate on Monday as if it were Sunday). Although such a change would be
annoying to residents, it is not business critical.
In addition, disruptions in the economy generally resulting from Year 2000
issues could also adversely affect the Partnership. The Partnership could be
subject to litigation for, among other things, computer system failures,
equipment shutdowns or failure to properly date business records. The amount of
potential liability and lost revenue cannot be reasonably estimated at this
time.
Contingency Plans Associated with the Year 2000
The Managing Agent has contingency plans for certain critical applications and
is working on such plans for others. These contingency plans involve, among
other actions, manual workarounds and selecting new relationships for such
activities as banking relationships and elevator operating systems.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
In July 1999, NHP received a grand jury subpoena requesting documents relating
to NHP's management of HUD-assisted or HUD-insured multi-family projects and
NHP's operation of a group purchasing program created by NHP, known as Buyers
Access. The subpoena relates to the same subject matter as subpoenas NHP
received in October and December of 1997 from the HUD Inspector General. To
date, neither the HUD Inspector General nor the grand jury has initiated any
action against NHP or AIMCO or, to NHP's or AIMCO's knowledge, any owner of
a HUD property managed by NHP. AIMCO believes that NHP's operations and
programs are in compliance, in all material respects, with all laws, rules and
regulations relating to HUD-assisted or HUD-insured properties. AIMCO does not
believe that the investigations will result in a material adverse impact on its
or NHP's operations. However, as with any similar investigation, there can be
no assurance that these will not result in material fines, penalties or other
costs.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit No.
27 Financial Data Schedule.
(b) Reports on Form 8-K:
None filed during the quarter ended June 30, 1999.
SIGNATURE
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.
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
(Registrant)
By: The National Housing Partnership,
its sole General Partner
By: National Corporation for Housing
Partnerships, its sole General Partner
By: /s/Troy D. Butts
Troy D. Butts
As Senior Vice President
and Chief Financial Officer
Date: August 17, 1999
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from National
Housing Partnership Realty Fund I 1999 Second Quarter 10-QSB and is qualified in
its entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000731131
<NAME> NATIONAL HOUSING PARTNERSHIP REALTY FUND I
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
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0
0
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<F1>Registrant has an unclassified balance sheet.
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