FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
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 September 30, 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 0-13454
NATIONAL PROPERTY INVESTORS 7
(Exact name of small business issuer as specified in its charter)
California 13-3230613
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
(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 PROPERTY INVESTORS 7
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
September 30, 1997
Assets
Cash and cash equivalents $ 4,289
Escrow for taxes and insurance 318
Restricted escrows 662
Other assets 857
Investment properties:
Land $ 3,738
Buildings and related personal property 41,597
45,335
Less accumulated depreciation (23,640) 21,695
$ 27,821
Liabilities and Partners' Capital (Deficit)
Liabilities
Accounts payable and accrued expenses $ 474
Tenants' security deposits 133
Mortgage notes payable 20,292
Partners' Capital (Deficit):
General partner's $ (233)
Limited partners' (60,517 units issued
and outstanding) 7,155 6,922
$ 27,821
See Accompanying Notes to Consolidated Financial Statements
b) NATIONAL PROPERTY INVESTORS 7
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended Nine Months Ended
September 30, September 30,
1997 1996 1997 1996
Revenues:
Rental income $ 1,777 $ 1,707 $ 5,265 $ 5,201
Other income 116 121 334 289
Total revenues 1,893 1,828 5,599 5,490
Expenses:
Operating 603 559 1,745 1,696
General and administrative 62 89 198 264
Maintenance 401 238 775 683
Depreciation 428 425 1,268 1,254
Interest 411 426 1,232 1,195
Property taxes 97 102 305 311
Total expenses 2,002 1,839 5,523 5,403
Net income (loss) $ (109) $ (11) $ 76 $ 87
Net income (loss) allocated
to general partner (1%) $ (1) $ -- $ 1 $ 1
Net income (loss) allocated
to limited partners (99%) (108) (11) 75 86
$ (109) $ (11) $ 76 $ 87
Net income (loss) per
limited partnership unit $ (1.79) $ (.18) $ 1.24 $ 1.42
See Accompanying Notes to Consolidated Financial Statements
c) NATIONAL PROPERTY INVESTORS 7
CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
(in thousands, except unit data)
Limited
Partnership General Limited
Units Partner's Partners' Total
Original capital contributions 60,517 $ 1 $ 30,259 $ 30,260
Partners' (deficit) capital
at December 31, 1996 60,517 $ (234) $ 7,080 $ 6,846
Net income for the nine
months ended September 30, 1997 -- 1 75 76
Partners' (deficit) capital
at September 30, 1997 60,517 $ (233) $ 7,155 $ 6,922
See Accompanying Notes to Consolidated Financial Statements
d) NATIONAL PROPERTY INVESTORS 7
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended
September 30,
1997 1996
Cash flows from operating activities:
Net income $ 76 $ 87
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation 1,268 1,254
Amortization of loan costs 84 28
Change in accounts:
Escrow for taxes and insurance (263) 62
Other assets 72 115
Accounts payable and accrued expenses 31 312
Tenants' security deposit liabilities (16) (19)
Net cash provided by operating activities 1,252 1,839
Cash flows from investing activities:
Restricted escrow deposits (226) (250)
Restricted escrow withdrawals 133 18
Property improvements and replacements (312) (259)
Increase in restricted cash -- (403)
Net cash used in investing activities (405) (894)
Cash flows from financing activities:
Payments on mortgage notes payable (25) (225)
Loan costs paid (49) (180)
Repayment of mortgage note payable -- (1,926)
Proceeds from refinancing -- 5,000
Distributions to partners (1,955) --
Net cash (used in) provided by
financing activities (2,029) 2,669
Net (decrease) increase in cash and cash
equivalents (1,182) 3,614
Cash and cash equivalents at beginning of period 5,471 2,277
Cash and cash equivalents at end of period $ 4,289 $ 5,891
Supplemental information:
Cash paid for interest $ 1,149 $ 1,089
See Accompanying Notes to Consolidated Financial Statements
e) NATIONAL PROPERTY INVESTORS 7
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of National
Property Investors 7 (the "Partnership") 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 consolidated financial
statements. In the opinion of NPI Equity Investments, Inc., (the "Managing
General Partner" or "NPI Equity"), all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. Operating results for the three and nine month periods ended
September 30, 1997, are not necessarily indicative of the results that may be
expected for the fiscal year ending December 31, 1997. For further information,
refer to the consolidated financial statements and footnotes thereto included in
the Partnership's annual report on Form 10-KSB for the year ended December 31,
1996.
Certain reclassifications have been made to the 1996 information to conform to
the 1997 presentation.
NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the Managing 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.
Pursuant to a series of transactions which closed during 1996, affiliates of
Insignia Financial Group, Inc. ("Insignia") acquired all of the issued and
outstanding shares of stock of NPI Equity and National Property Investors, Inc.
("NPI"). NPI Equity is a wholly-owned subsidiary of NPI. In connection with
these transactions, affiliates of Insignia appointed new officers and directors
of NPI Equity and NPI.
The following transactions with affiliates of Insignia, NPI, and affiliates of
NPI were incurred in the nine month periods ended September 30, 1997 and 1996:
For the Nine Months Ended
September 30,
(in thousands)
1997 1996
Property management fees (included in operating
expenses) $273 $266
Reimbursement for services of affiliates, including
approximately $5,000 and $7,000 of construction
oversight reimbursements in 1997 and 1996, respectively
(included in general and administrative expenses and
maintenance expenses) 137 164
During the nine months ended September 30, 1996, the Partnership paid
approximately $52,000 to affiliates of the Managing General Partner for expense
reimbursements and brokerage fees incurred in connection with the July 12, 1996,
refinancing of the Northwoods Apartments (see "Note C"). These charges have
been capitalized as loan costs, and will be amortized over the life of the loan.
For the period of January 19, 1996 to August 31, 1997, the Partnership insured
its properties under a master policy through an agency and insurer unaffiliated
with the Managing General Partner. An affiliate of the Managing 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 master
policy. The agent assumed the financial obligations to the affiliate of the
Managing General Partner who received payments on these obligations from the
agent. The amount of the Partnership's insurance premiums accruing to the
benefit of the affiliate of the Managing General Partner by virtue of the
agent's obligations is not significant.
NOTE C - MORTGAGE NOTES PAYABLE
On July 12, 1996, the Partnership refinanced the mortgage encumbering Northwoods
Apartments. The refinancing replaced indebtedness on Northwoods in the amount
of approximately $1,926,000. The debt refinanced carried a stated interest rate
of 9.4% and was scheduled to mature, after an extension, on July 1, 1996. The
lender subsequently agreed to extend the maturity date to November 15, 1996 and
the interest rate was changed to 2.5% plus the LIBOR rate. On November 13,
1996, the Partnership refinanced this new mortgage encumbering Northwoods
Apartments. The new mortgage indebtedness of $5,000,000 carries a stated
interest rate of 7.33%. The loan requires interest-only payments with the
principal balance maturing on November 1, 2003.
On November 13, 1996, the Partnership refinanced the mortgage encumbering
Patchen Place Apartments. The refinancing replaced indebtedness on Patchen
Place in the amount of approximately $2,802,000. The refinancing replaced the
existing indebtedness which carried an interest rate of 7% and had a maturity
date of November 2013. The new mortgage indebtedness of $3,000,000 carries a
stated interest rate of 7.33%. The loan requires interest-only payments with
the principal balance maturing on November 1, 2003.
On November 13, 1996, the Partnership refinanced the mortgage encumbering South
Point Apartments. The refinancing replaced indebtedness on South Point in the
amount of approximately $4,165,000. The refinancing replaced the existing
indebtedness which carried an interest rate of 7.5% and had a maturity date of
September 2021. The new mortgage indebtedness of $4,600,000 carries a stated
interest rate of 7.33%. The loan requires interest-only payments with the
principal balance maturing on November 1, 2003.
On November 13, 1996, the Partnership refinanced the mortgage encumbering
Fairway View II Apartments. The refinancing replaced indebtedness on Fairway
View II in the amount of approximately $5,661,000. The refinancing replaced the
existing indebtedness which carried an interest rate of 7.5% and had a maturity
date of July 2020. The new mortgage indebtedness of $4,200,000 carries a stated
interest rate of 7.33%. The loan requires interest-only payments with the
principal balance maturing on November 1, 2003.
NOTE D - SUBSEQUENT EVENT
On October 2, 1997, the Partnership distributed approximately $2,000,000 to
the partners. The limited partners received approximately $1,980,000 ($32.71
per limited partnership unit) and the general partner received approximately
$20,000.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment properties consist of five apartment complexes.
The following table sets forth the average occupancy of the properties for each
of the nine month periods ended September 30, 1997 and 1996:
Average
Occupancy
1997 1996
Fairway View II Apartments
Baton Rouge, Louisiana 94% 96%
Northwoods Apartments
Pensacola, Florida 95% 96%
Patchen Place Apartments
Lexington, Kentucky 88% 93%
The Pines Apartments
Roanoke, Virginia 96% 98%
South Point Apartments
Durham, North Carolina 92% 90%
The Managing General Partner attributes the decrease in occupancy at Patchen
Place Apartments to a soft market caused by increased competition as a result of
newly constructed units. In addition, Patchen Place completed needed
maintenance in which the Managing General Partner anticipates will create an
increase in occupancy.
The Partnership's net income for the nine month period ended September 30, 1997,
was approximately $76,000 compared to net income of approximately $87,000 for
the nine month period ended September 30, 1996. The Partnership's net loss for
the three months ended September 30, 1997, was approximately $109,000 compared
to a net loss of approximately $11,000 for the three months ended September 30,
1996. The decrease in net income is primarily due to an increase in maintenance
expense. The increase in maintenance expense is due to an exterior
rehabilitation project at Fairway View II and interior painting at South Point
Apartments. Included in maintenance expense for the period ended September 30,
1997, is approximately $248,000 of major repairs and maintenance comprised of
exterior building repairs, exterior painting, parking lot repairs, and swimming
pool repairs. For the nine months ended September 30, 1996, maintenance expense
included approximately $219,000 of major repairs and maintenance comprised of
expenses related to the completion of repair work in 1996 due to a fire at
Fairway View II in 1995, major landscaping, and gutter repairs. The decrease in
net income is partially offset by a decrease in general and administrative
expense and an increase in other income. The decrease in general and
administrative expense is due to a decrease in expense reimbursements to
affiliates in 1997. Increased expense reimbursements in 1996 were attributable
to the combined transition efforts of the Greenville, South Carolina, and
Atlanta, Georgia, administrative offices during the year-end close, preparation
of the 1995 10-K and tax return (including the limited partner K-1s), filing of
the first two quarterly reports and transition of asset management
responsibilities to the new administration. The increase in other income is due
to an increase in interest-bearing reserves, an increase in tenant charges at
Northwoods Apartments and an increase in corporate unit income at Patchen Place
Apartments.
As part of the ongoing business plan of the Partnership, the Managing General
Partner monitors the rental market environment of its investment properties to
assess the feasibility of increasing rents, maintaining or increasing occupancy
levels and protecting the Partnership from increases in expense. As part of
this plan, the Managing 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
Managing General Partner will be able to sustain such a plan.
At September 30, 1997, the Partnership had cash and cash equivalents of
approximately $4,289,000 compared to approximately $5,891,000 at September 30,
1996. Net cash provided by operating activities decreased primarily as a result
of an increase in escrow deposits and a decrease in accounts payable and accrued
expenses. Escrow deposits increased due to the timing of tax and insurance
payments. Accounts payable and accrued expenses decreased due to the timing of
payments to vendors. Net cash used in investing activities decreased due to a
decrease in deposits to the restricted cash balances and an increase in
restricted escrow withdrawals. The change from net cash provided by financing
activities to net cash used in financing activities is partially due to the
refinancing of Northwoods Apartments in July 1996. In addition, the Partnership
made a distribution in January 1997, that was accrued at December 31, 1996.
The Managing General Partner has extended to the Partnership a credit line of up
to $500,000. At the present time, the Partnership has no outstanding amounts
due under this line of credit. Based on present plans, management does not
anticipate the need to borrow in the near future. Other than cash and cash
equivalents, the line of credit is the Partnership's only unused source of
liquidity.
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 properties to adequately maintain the physical
assets and other operating needs of the Partnership. The mortgage indebtedness
of approximately $20,292,000 is amortized over varying periods with required
balloon payments ranging from February 1, 2001 to November 1, 2003, at which
time the properties will either be refinanced or sold. No cash distributions
were paid in 1996, although a distribution was declared and accrued at December
31, 1996. In January 1997, the Partnership distributed the accrued amount of
approximately $1,960,000 to the partners. Approximately $1,935,000 ($31.97 per
limited partnership unit) was distributed to the limited partners, approximately
$20,000 was distributed to the general partner and the remaining approximately
$5,000 will be used to pay state withholding taxes on behalf of the limited
partners when the year end tax returns are filed. The distributions originated
from refinancing proceeds of Fairway View II, Patchen Place, Northwoods I & II,
and South Point, of approximately $1,561,000, and the remaining amount
originated from operations of approximately $399,000. On October 2, 1997, the
Partnership distributed approximately $2,000,000 to the partners. The limited
partners received approximately $1,980,000 ($32.71 per limited partnership unit)
and the general partner received approximately $20,000.
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:
None were filed during the quarter ended September 30, 1997.
SIGNATURES
In accordance with 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.
NATIONAL PROPERTY INVESTORS 7
By: NPI EQUITY INVESTMENTS, INC.
MANAGING GENERAL PARTNER
By: /s/William H. Jarrard, Jr.
William H. Jarrard, Jr.
President and Director
By: /s/Ronald Uretta
Ronald Uretta
Treasurer
(Principal Financial Officer
and Principal Accounting Officer)
Date: November 13, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from National
Property Investors 7 Third Quarter 10-QSB and is qualified in its entirety by
reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000732439
<NAME> NATIONAL PROPERTY INVESTORS 7
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 4,289
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 45,335
<DEPRECIATION> 23,640
<TOTAL-ASSETS> 27,821
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 20,292
0
0
<COMMON> 0
<OTHER-SE> 6,922
<TOTAL-LIABILITY-AND-EQUITY> 27,821
<SALES> 0
<TOTAL-REVENUES> 5,599
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 5,523
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,232
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 76
<EPS-PRIMARY> 1.24<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
