<PAGE>
FORM 10-QSB
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1998
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Commission file number 0-13523
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CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
- --------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Maryland 52-1328767
- ----------------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
11200 Rockville Pike, Rockville, Maryland 20852
- ----------------------------------------- --------------------
(Address of principal executive offices) (Zip Code)
(301) 468-9200
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(Issuer's telephone number, including area code)
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, and (2) has
been subject to such filing requirements for the past 90 days.
Yes [X] No [ ]
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
Not applicable Not applicable
- -------------------------- ---------------------------------------
(Class) (Outstanding at June 30, 1998)
<PAGE>
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
INDEX TO FORM 10-QSB
FOR THE QUARTER ENDED JUNE 30, 1998
Page
----
PART I. Financial Information (Unaudited)
Item 1. Financial Statements
Consolidated Balance Sheets - June 30, 1998 and
December 31, 1997 . . . . . . . . . . . . . . . . 1
Consolidated Statements of Operations - for the
three and six months ended June 30, 1998 and 1997 2
Consolidated Statements of Cash Flows - for the
six months ended June 30, 1998 and 1997 . . . . . 3
Notes to Consolidated Financial Statements . . . . 4
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations . . . . . . . 11
PART II. Other Information
Item 3. Defaults upon Senior Securities . . . . . . . . . . 15
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . 16
Signature . . . . . . . . . . . . . . . . . . . . . . . . . 17
Exhibit Index . . . . . . . . . . . . . . . . . . . . . . . . 18
<PAGE>
PART I. FINANCIAL INFORMATION
---------------------
ITEM 1. FINANCIAL STATEMENTS
--------------------
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
------------- ------------
(Unaudited)
<S> <C> <C>
Investments in and advances to partnerships $ 31,205,314 $ 30,902,384
Cash and cash equivalents 11,296,137 10,197,871
Restricted cash equivalents 50,400 50,400
Acquisition fees, principally paid to related parties, net of
accumulated amortization of $382,795 and $368,785, respectively 737,403 751,413
Property purchase costs, net of accumulated amortization of
$352,537 and $339,819, respectively 664,925 677,643
Other assets 28,013 937,386
------------- -------------
Total assets $ 43,982,192 $ 43,517,097
============= =============
LIABILITIES AND PARTNERS' DEFICIT
Due on investments in partnerships $ 33,857,456 $ 30,843,912
Accrued interest payable 91,596,685 86,434,915
Accounts payable and accrued expenses 123,758 216,960
Consulting fees payable to related parties -- 8,869
------------- -------------
Total liabilities 125,577,899 117,504,656
------------- -------------
Commitments and contingencies
Partners' capital (deficit):
Capital paid-in:
General Partners 2,000 2,000
Limited Partners 73,501,500 73,501,500
------------- -------------
73,503,500 73,503,500
Less:
Accumulated distributions to partners (6,921,002) (6,921,002)
Offering costs (7,562,894) (7,562,894)
Accumulated losses (140,615,311) (133,007,163)
------------- -------------
Total partners' deficit (81,595,707) (73,987,559)
------------- -------------
Total liabilities and partners' deficit $ 43,982,192 $ 43,517,097
============= =============
</TABLE>
The accompanying notes are an integral part
of these consolidated financial statements.
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<PAGE>
PART I. FINANCIAL INFORMATION
---------------------
ITEM 1. FINANCIAL STATEMENTS
--------------------
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the three months ended For the six months ended
June 30, June 30,
----------------------------- -----------------------------
1998 1997 1998 1997
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Share of income from partnerships $ 607,638 $ 963,509 $ 969,952 $ 1,139,618
------------- ------------- ------------- -------------
Other revenue and expenses:
Revenue:
Interest and other income 142,733 122,058 288,156 259,053
------------- ------------- ------------- -------------
Expenses:
Interest 4,241,791 3,809,045 8,483,582 7,662,161
Management fee 93,750 93,750 187,500 187,500
General and administrative 52,059 41,630 102,271 83,761
Professional fees 33,131 24,985 66,175 50,286
Amortization 13,364 14,393 26,728 28,786
------------- ------------- ------------- -------------
4,434,095 3,983,803 8,866,256 8,012,494
------------- ------------- ------------- -------------
Total other revenue and expenses (4,291,362) (3,861,745) (8,578,100) (7,753,441)
------------- ------------- ------------- -------------
Net loss (3,683,724) (2,898,236) (7,608,148) (6,613,823)
Accumulated losses, beginning of period (136,931,587) (128,109,157) (133,007,163) (124,393,570)
------------- ------------- ------------- -------------
Accumulated losses, end of period $(140,615,311) $(131,007,393) $(140,615,311) $(131,007,393)
============= ============= ============= =============
Net loss allocated to General Partners (1.51%) $ (55,624) $ (43,764) $ (114,883) $ (99,869)
============= ============= ============= =============
Net loss allocated to Initial and Special
Limited Partners (1.49%) $ (54,887) $ (43,183) $ (113,361) $ (98,546)
============= ============= ============= =============
Net loss allocated to Additional Limited
Partners (97%) $ (3,573,213) $ (2,811,289) $ (7,379,904) $ (6,415,408)
============= ============= ============= =============
Net loss per unit of Additional Limited
Partnership Interest based on 73,500 units outstanding $ (48.62) $ (38.25) $ (100.41) $ (87.28)
============= ============= ============= =============
</TABLE>
The accompanying notes are an integral part
of these consolidated financial statements.
-2-
<PAGE>
PART I. FINANCIAL INFORMATION
---------------------
ITEM 1. FINANCIAL STATEMENTS
--------------------
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
For the six months ended
June 30,
-----------------------------
1998 1997
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (7,608,148) $ (6,613,823)
Adjustments to reconcile net loss to net cash provided
by (used in) operating activities:
Share of income from partnerships (969,952) (1,139,618)
Amortization of deferred costs 26,728 28,786
Amortization of discount on purchase money notes 3,049,657 2,508,038
Payment of purchase money note interest (272,155) (292,814)
Changes in assets and liabilities:
Decrease in accrued interest receivable on advances to partnerships -- 2,738
Decrease in other assets 909,373 7,526
Increase in accrued interest payable 5,433,925 5,154,124
(Decrease) increase in accounts payable and accrued expenses (93,202) 17,313
Decrease in consulting fees payable to related parties (8,869) --
------------ ------------
Net cash provided by (used in) operating activities 467,357 (327,730)
------------ ------------
Cash flows from investing activities:
Receipt of distributions from partnerships 667,022 849,449
Repayment of advances to partnerships -- 80,740
Decrease in restricted cash equivalents -- 535,410
------------ ------------
Net cash provided by investing activities 667,022 1,465,599
------------ ------------
Cash flows from financing activities:
Payment of purchase money note principal (36,113) (42,739)
Pay-off of purchase money notes and related interest -- (531,100)
------------ ------------
Net cash used in financing activities (36,113) (573,839)
------------ ------------
Net increase in cash and cash equivalents 1,098,266 564,030
Cash and cash equivalents, beginning of period 10,197,871 8,871,297
------------ ------------
Cash and cash equivalents, end of period $ 11,296,137 $ 9,435,327
============ ============
Supplemental cash flow information
Cash paid during the period for interest $ 272,155 $ 292,814
============ ============
</TABLE>
The accompanying notes are an integral part
of these consolidated financial statements.
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<PAGE>
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
In the opinion of C.R.I., Inc. (CRI), the Managing General Partner, the
accompanying unaudited financial statements reflect all adjustments, consisting
of normal recurring accruals, necessary for a fair presentation of the financial
position of Capital Realty Investors-IV Limited Partnership (the Partnership) as
of June 30, 1998, and the results of its operations and its cash flows for the
three and six months ended June 30, 1998 and 1997. The results of operations
for the interim period ended June 30, 1998, are not necessarily indicative of
the results to be expected for the full year.
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles and with the
instructions to Form 10-QSB. Certain information and accounting policies and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to such instructions. These condensed financial statements
should be read in conjunction with the financial statements and notes thereto
included in the Partnership's annual report on Form 10-K at December 31, 1997.
Certain amounts in the 1997 financial statements have been reclassified to
conform to the 1998 presentation.
2. INVESTMENTS IN AND ADVANCES TO PARTNERSHIPS
The Partnership's obligations with respect to its investments in Local
Partnerships, in the form of purchase money notes having a principal balance of
$42,011,391 (exclusive of unamortized discount on purchase money notes of
$8,153,935) plus accrued interest of $91,596,685 as of June 30, 1998, are
payable in full upon the earliest of: (1) sale or refinancing of the respective
Local Partnership's rental property; (2) payment in full of the respective Local
Partnership's permanent loan; or (3) maturity. Purchase money notes in an
aggregate principal amount of $1,370,000 and $1,330,000 matured on July 27, 1994
and August 31, 1997, respectively, but have not been paid, as discussed below.
The remaining purchase money notes mature from 1999 to 2026.
The purchase money notes are generally secured by the Partnership's
interest in the respective Local Partnerships. There is no assurance that the
underlying properties will have sufficient appreciation and equity to enable the
Partnership to pay the outstanding principal of and accrued interest on the
purchase money notes. If a purchase money note is not paid in accordance with
its terms, the Partnership will either have to renegotiate the terms of
repayment or risk losing its partnership interest in the respective Local
Partnership. The Partnership's inability to pay certain of the purchase money
note principal and accrued interest balances when due, and the resulting
uncertainty regarding the Partnership's continued ownership interest of the
related Local Partnerships, does not impact the Partnership's financial
condition because the purchase money notes are nonrecourse and secured solely by
the Partnership's interest in the related Local Partnerships. Therefore, should
the investment in any of the Local Partnerships with maturing purchase money
notes not produce sufficient value to satisfy the related purchase money notes,
the Partnership's exposure to loss is limited because the amount of the
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<PAGE>
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
2. INVESTMENTS IN AND ADVANCES TO PARTNERSHIPS - Continued
nonrecourse indebtedness of each of the maturing purchase money notes exceeds
the carrying amount of the investment in and advances to the related Local
Partnerships. Thus, even a complete loss of one of these Local Partnerships
would not have a material impact on the financial condition of the Partnership.
Interest expense on the Partnership's purchase money notes for the three
and six months ended June 30, 1998 was $4,241,791 and $8,483,582 respectively,
and $3,809,045 and $7,662,161 during the three and six months ended June 30,
1997, respectively. Amortization of the imputed interest on purchase money
notes increased interest expense during the three and six months ended June 30,
1998 by $1,524,828 and $3,049,657, respectively, and by $1,124,660 and
$2,508,038 during the three and six months ended June 30, 1997, respectively.
The accrued interest on the purchase money notes of $91,596,685 and $86,434,915
as of June 30, 1998 and December 31, 1997, respectively, is due on the
respective maturity dates of the purchase money notes or earlier, in some
instances, if the pertinent Local Partnership has distributable net cash flow,
as defined in the relevant Local Partnership agreements.
Garden Court
------------
The report of the auditors on the financial statements of Garden Court
Associates Limited Partnership (Garden Court) for the year ended December 31,
1997 indicated that substantial doubt existed about the ability of the Local
Partnership to continue as a going concern due the negative cash flow resulting
from decreasing occupancy levels. As of June 30, 1998, Garden Court reported a
net operating loss of approximately $153,701 and a 49% occupancy level. Garden
Court has been accruing management fees payable to the local managing general
partner, who is also the management agent, in order to remain current on the
mortgage note secured by the property. The Partnership's investment in Garden
Court was previously reduced to zero as a result of losses from the Local
Partnership during prior years. In addition, the Partnership did not issue any
purchase money notes or debt instruments in connection with its investment in
Garden Court. Therefore, the uncertainty about the Local Partnership's
continued ownership of the property does not impact the Partnership's financial
condition. Furthermore, the complete loss of this investment would not have a
material impact on the financial condition of the Partnership. Nonetheless, the
Managing General Partner is looking at alternatives to exit this investment.
Highland Village
----------------
The Managing General Partner is currently negotiating an extension on the
purchase money notes related to Highland Village Associates (Highland Village).
The purchase money notes, the aggregate principal amount of which is $1.1
million, mature on October 31, 1999. In connection with the proposed extension
of the purchase money notes, the Managing General Partner, the local managing
general partner and the purchase money noteholders are jointly exploring various
options to refinance the Massachusetts Housing Finance Agency (MHFA) and HUD
Section 236 interest rate subsidized mortgage loan related to this property.
There is no assurance that the noteholders will agree to an extension on the
purchase money notes, or that a refinancing of the mortgage loan will be
obtained.
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<PAGE>
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
2. INVESTMENTS IN AND ADVANCES TO PARTNERSHIPS - Continued
Holiday Village
---------------
The Partnership defaulted on its purchase money note relating to Holiday
Village Apartments (Holiday Village) on July 27, 1994 when the note matured and
was not paid. The defaulted amount included principal and accrued interest of
$1,370,000 and $2,862,342, respectively. As of August 6, 1998, principal and
accrued interest totaling $1,370,000 and $5,248,468, respectively, were due.
The Managing General Partner and the noteholder continue to negotiate settlement
options, and as of August 6, 1998, negotiations between the Managing General
Partner and the noteholder were ongoing. There is no assurance that an
agreement will be reached. Should the noteholder begin foreclosure proceedings
on the Partnership's interest in the related Local Partnership, the Partnership
intends to vigorously defend against any action by the noteholder. However,
there is no assurance that the Partnership will be able to retain its interest
in the Local Partnership. The uncertainty about the continued ownership of the
Partnership's interest in the related Local Partnership does not impact the
Partnership's financial condition, as discussed above.
Jewish Federation
-----------------
The purchase money notes relating to Jewish Federation Apartments
Associates (Jewish Federation), the aggregate principal amount of which is $1.3
million, are due to mature October 31, 1999. In 1997, the Managing General
Partner entered into an agreement with the purchase money noteholders to extend
the maturity date for five years, subject to the donation and transfer by the
Local Partnership of an unimproved portion of the property to an entity
affiliated with the local managing general partner. The Local Partnership had
entered into an agreement to make such donation and transfer, but the
transaction was denied by HUD in January, 1998. In April 1998, the local
managing general partner indicated that they had received verbal approval from
HUD and intended to reapply for financing with HUD. There is no assurance that
such financing will be obtained. The Managing General Partner will continue to
work with the local managing general partner to attempt to work out an agreement
relating the purchase money notes. There is no assurance that such an agreement
can be reached.
Redden Gardens
--------------
The Partnership defaulted on its purchase money notes relating to Redden
Development Company (Redden Gardens) on August 31, 1997 when the notes matured
and were not paid. The defaulted amount included principal and accrued interest
of $1,330,000 and $2,783,593, respectively. As of August 6, 1998, principal and
accrued interest of $1,330,000 and $3,126,700, respectively, were due. In
accordance with the security agreement related to the purchase money notes, the
Partnership submitted a plan of action to cure the default. The Managing
General Partner proposed a five year extension on the purchase money notes.
This offer was rejected by the purchase money noteholders. On February 12,
1998, at the request of the purchase money noteholders, a subsequent proposal to
extend the purchase money notes for five years was forwarded to the purchase
money noteholders. As of August 6, 1998, the purchase money noteholders had not
responded to this proposal. The Managing General Partner commissioned a rental
market study and is evaluating the feasibility of converting the property to
-6-
<PAGE>
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
2. INVESTMENTS IN AND ADVANCES TO PARTNERSHIPS - Continued
market-rate. No conclusion has been reached as of August 6, 1998. There is no
assurance that the property will be converted nor is there any assurance that an
agreement will be reached with the purchase money noteholders. Accordingly,
there can be no assurance that the Partnership will be able to retain its
interest in the Local Partnership. The uncertainty about the continued
ownership of the Partnership's interest in the related Local Partnership does
not impact the Partnership's financial condition, as discussed above.
Combined Local Partnerships
---------------------------
Following are combined statements of operations for the thirty-six and
thirty-eight Local Partnerships in which the Partnership had invested as of June
30, 1998 and 1997, respectively. The statements have been compiled from
information supplied by the management agents of the projects and are unaudited.
-7-
<PAGE>
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
2. INVESTMENTS IN AND ADVANCES TO PARTNERSHIPS - Continued
COMBINED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the three months ended For the six months ended
June 30, June 30,
----------------------------- -----------------------------
1998 1997 1998 1997
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Revenue:
Rental revenue $ 8,361,421 $ 9,196,035 $ 16,986,416 $ 18,360,167
Other income, principally interest 555,200 567,695 1,114,384 1,138,780
------------ ------------ ------------ ------------
8,916,621 9,763,730 18,100,800 19,498,947
------------ ------------ ------------ ------------
Expenses:
Operating and other 5,147,762 5,619,590 10,803,306 11,727,779
Interest 1,684,479 1,886,105 3,371,495 3,772,208
Depreciation and amortization 1,819,285 1,907,005 3,651,134 3,814,010
------------ ------------ ------------ ------------
8,651,526 9,412,700 17,825,935 19,313,997
------------ ------------ ------------ ------------
Net income $ 265,095 $ 351,030 $ 274,865 $ 184,950
============ ============ ============ ============
</TABLE>
As of June 30, 1998 and December 31, 1997, the Partnership's share of
cumulative losses of eight and ten, respectively of the Local Partnerships
exceeded the amount of the Partnership's investments in and advances to those
Local Partnerships by $13,725,857 and $13,044,976, respectively. Since the
Partnership has no further obligation to advance funds or provide financing to
these Local Partnerships, the excess losses have not been reflected in the
accompanying consolidated financial statements.
3. AFFORDABLE HOUSING LEGISLATION
President Clinton signed the Fiscal Year 1998 HUD appropriations bill into
law, effective October 1, 1997. The new legislation allows all Section 8
contracts with rents at less than 120% of fair market rents which expire between
now and September 1998 to be renewed for one year. In the event that these
rents exceed 120% of fair market rents, the rents will be reduced to 120% of
fair market rents. At the beginning of Fiscal Year 1999 (October 1, 1998), all
expiring contracts with rents exceeding comparable market rents and whose
mortgages are insured by the Federal Housing Administration (FHA) will be
subject to the Mark-to-Market legislation.
Mark-to-Market implementation will reduce rental income at properties which
are currently subsidized at higher-than-market rental rates, and will therefore
lower cash flow available to meet mortgage payments and operating expenses.
Each affected property will undergo debt restructuring according to terms
determined by an individual property and operations evaluation. This will
-8-
<PAGE>
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
3. AFFORDABLE HOUSING LEGISLATION - Continued
involve reducing the first mortgage loan balance to an amount supportable by the
property, taking into account the property's operating expenses and reduced
income. The balance of the amount written down from the first mortgage will be
converted to a non-performing but accruing (soft) second mortgage.
The Section 8 HAP contracts for the following properties expire during the
government's fiscal year 1998.
<TABLE>
<CAPTION>
Units
Authorized for Expiration of
Number of Rental Assistance Section 8
Property Rental Units Under Section 8 HAP Contract
-------- ------------ ----------------- -------------
<S> <C> <C> <C>
Cottonwood Park 126 6 06/30/98
Holiday Village 80 6 06/01/98
Redden Gardens 150 29 09/30/98
Tradewinds Terrace 122 44 09/30/98
Westport Village 121 12 01/01/98
</TABLE>
With the uncertainty of continued project-based Section 8 subsidies for
properties with expiring HAP contracts, there is no assurance that these rental
properties will be able to maintain the rental income and occupancy levels
necessary to pay operating costs and debt service. It is difficult to predict
the impact on the Local Partnerships and the resulting impact on the Partnership
at this time.
4. RELATED-PARTY TRANSACTIONS
In accordance with the terms of the Partnership Agreement, the Partnership
is obligated to reimburse the Managing General Partner for its direct expenses
in managing the Partnership. The Partnership paid $30,188 and $62,326 for the
three and six months ended June 30, 1998, respectively, and $22,274 and $43,381
for the three and six months ended June 30, 1997, respectively, as direct
reimbursement of expenses incurred on behalf of the Partnership. Additionally,
the Partnership is obligated to pay an annual incentive management fee
(Management Fee), after all other expenses of the Partnership are paid. The
Partnership paid the Managing General Partner a Management Fee, as discussed
above, of $93,750 and $187,500 for the three and six months ended June 30, 1998,
respectively, and like amounts for the three and six months ended June 30, 1997,
respectively.
-9-
<PAGE>
PART I. FINANCIAL INFORMATION
---------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS
-----------------------------------
Capital Realty Investors-IV Limited Partnership's (the Partnership)
Management's Discussion and Analysis of Financial Condition and Results of
Operations section contains information that may be considered forward looking,
including statements regarding the effect of governmental regulations. Actual
results may differ materially from those described in the forward looking
statements and will be affected by a variety of factors including national and
local economic conditions, the general level of interest rates, terms of
governmental regulations that affect the Partnership and interpretations of
those regulations, the competitive environment in which the Partnership
operates, and the availability of working capital.
General
-------
Some of the rental properties owned by the Local Partnerships are financed
by state housing agencies. The Managing General Partner has been working to
develop strategies to sell or refinance certain properties pursuant to programs
developed by these agencies or other potential buyers. These programs may
include opportunities to sell the property to a qualifying purchaser who would
agree to maintain the property as low to moderate income housing in perpetuity,
or to refinance the property, or to obtain supplemental financing. The Managing
General Partner continues to monitor certain state housing agency programs
and/or programs provided by certain lenders, to ascertain whether the properties
would qualify within the parameters of a given program and whether these
programs would provide an appropriate economic benefit to the limited partners
of the Partnership.
Some of the rental properties owned by the Local Partnerships are dependent
on the receipt of project-based Section 8 Rental Housing Assistance Payments
(HAP) provided by the U.S. Department of Housing and Urban Development (HUD)
pursuant to HAP contracts. President Clinton signed the Fiscal Year 1998 HUD
appropriations bill into law, effective October 1, 1997. The new legislation
allows all Section 8 contracts with rents at less than 120% of fair market rents
which expire between now and September 1998 to be renewed for one year. In the
event that these rents exceed 120% of fair market rents, the rents will be
reduced to 120% of fair market rents. At the beginning of Fiscal Year 1999
(October 1, 1998), all expiring contracts with rents exceeding comparable market
rents and whose mortgages are insured by the Federal Housing Administration
(FHA) will be subject to the Mark-to-Market legislation.
Mark-to-Market implementation will reduce rental income at properties which
are currently subsidized at higher-than-market rental rates, and will therefore
lower cash flow available to meet mortgage payments and operating expenses.
Each affected property will undergo debt restructuring according to terms
determined by an individual property and operations evaluation. This will
involve reducing the first mortgage loan balance to an amount supportable by the
property, taking into account the property's operating expenses and reduced
income. The balance of the amount written down from the first mortgage will be
converted to a non-performing but accruing (soft) second mortgage.
Under current law, the write down of an FHA-insured mortgage under Mark-to-
Market would trigger cancellation of debt income to the limited partners, a
taxable event, even though no actual cash is received. Additionally, the newly
created second mortgage may accrue interest at a lower-than-market rate, thereby
generating further taxable "income." Proposals to counter these tax effects
have been presented; however, no form of relief has been approved under Internal
-10-
<PAGE>
PART I. FINANCIAL INFORMATION
---------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS - Continued
-----------------------------------
Revenue Service regulations at this time. Each property subject to Mark-to-
Market will be affected in a different manner, and it is very difficult to
predict the exact form of restructuring or potential tax liabilities to the
limited partners at this time.
The Managing General Partner is considering new strategies the mortgage
loans on to deal with the ever changing environment of affordable housing
policy. The mortgage loans on Section 236 and Section 221(d)(3) properties that
are in the 18th year of their mortgage may be eligible for pre-payment.
Properties with expiring Section 8 HAP contracts may become convertible to
market-rate apartment properties. Currently, there are a few lenders that will
provide financing either to prepay the existing mortgage or provide additional
funds to allow the property to convert to market-rate units. Where
opportunities exist, the Managing General Partner will continue to work with the
Local Partnerships to develop strategies that make economic sense for all
parties involved.
Financial Condition/Liquidity
-----------------------------
The Partnership's liquidity, with unrestricted cash resources of
$11,296,137 (or approximately $149.08 per Additional Limited Partner unit) and
$10,197,871 (or approximately $134.58 per Additional Limited Partner unit) as of
June 30, 1998 and December 31, 1997, respectively, along with anticipated future
cash distributions from the Local Partnerships, is expected to meet its current
and anticipated operating cash needs. As of June 30, 1998, $50,400 of cash
resources were restricted for future interest payments on one of the purchase
money notes. As of July 22, 1998, there were no material commitments for
capital expenditures.
The Partnership's obligations with respect to its investments in Local
Partnerships, in the form of purchase money notes having a principal balance of
$42,011,391 (exclusive of unamortized discount on purchase money notes of
$8,153,935) plus accrued interest of $91,596,685 as of June 30, 1998, are
payable in full upon the earliest of: (1) sale or refinancing of the respective
Local Partnership's rental property; (2) payment in full of the respective Local
Partnership's permanent loan; or (3) maturity. Purchase money notes in an
aggregate principal amount of $1,370,000 and $1,330,000 matured on July 27, 1994
and August 31, 1997, respectively, but have not been paid, as discussed in the
notes to the consolidated financial statements. The remaining purchase money
notes mature from 1999 to 2026. See the notes to the consolidated financial
statements for additional information pertaining to these purchase money notes.
The purchase money notes are generally secured by the Partnership's
interest in the respective Local Partnerships. There is no assurance that the
underlying properties will have sufficient appreciation and equity to enable the
Partnership to pay the outstanding principal of and accrued interest on the
purchase money notes. If a purchase money note is not paid in accordance with
its terms, the Partnership will either have to renegotiate the terms of
repayment or risk losing its partnership interest in the respective Local
Partnership. The Partnership's inability to pay certain of the purchase money
note principal and accrued interest balances when due, and the resulting
uncertainty regarding the Partnership's continued ownership interest of the
related Local Partnerships, does not impact the Partnership's financial
condition because the purchase money notes are nonrecourse and secured solely by
the Partnership's interest in the related Local Partnerships. Therefore, should
-11-
<PAGE>
PART I. FINANCIAL INFORMATION
---------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS - Continued
-----------------------------------
the investment in any of the Local Partnerships with maturing purchase money
notes not produce sufficient value to satisfy the related purchase money notes,
the Partnership's exposure to loss is limited because the amount of the
nonrecourse indebtedness of each of the maturing purchase money notes exceeds
the carrying amount of the investment in and advances to the related Local
Partnerships. Thus, even a complete loss of one of these Local Partnerships
would not have a material impact on the financial condition of the Partnership.
The Managing General Partner is continuing to investigate possible
alternatives to reduce the Partnership's debt obligations. These alternatives
include, among others, retaining the cash available for distribution to meet the
purchase money note requirements, buying out certain purchase money notes at a
discounted price, extending the due dates of certain purchase money notes, or
refinancing the respective properties' underlying debt and using the
Partnership's share of the proceeds to pay or buy down certain purchase money
note obligations. See the notes to the financial statements for alternatives
relating to specific properties.
The Partnership closely monitors its cash flow and liquidity position in an
effort to ensure that sufficient cash is available for operating requirements.
For the six months ended June 30, 1998 and 1997, the receipt of distributions
from Local Partnerships was adequate to support operating and financing cash
requirements. Cash and cash equivalents increased for the six months ended June
30, 1998 primarily due to the receipt of proceeds from the Valley Vista sale and
the receipt of distributions from partnerships, offset by the payment of
purchase money note interest.
Results of Operations
---------------------
The Partnership's net loss for the three and six months ended June 30, 1998
increased over the corresponding periods in 1997 primarily due to an increase in
interest expense due to an increase in the amortization of imputed interest, and
a decrease in share of income from partnerships primarily due to higher
operating expenses at one property. Contributing to the increase in net loss
was an increase in general and administrative expenses due to higher payroll
costs, and an increase in professional fees due to audit fees related to Second
Lakewood. Partially offsetting the increase in net loss was an increase in
interest and other income due to higher cash and cash equivalent balances.
For financial reporting purposes, the Partnership, as a limited partner in
the Local Partnerships, does not record losses from the Local Partnerships in
excess of its investment to the extent the Partnership has no further obligation
to advance funds or provide financing to the Local Partnerships. As a result,
the Partnership's recognized losses for the three and six months ended June 30,
1998 did not include losses of $340,642 and $680,881, respectively, compared to
excluded losses of $369,791 and $709,608, respectively, for the three and six
months ended June 30, 1997.
No other significant changes in the Partnership's operations have taken
place during this period.
-12-
<PAGE>
PART I. FINANCIAL INFORMATION
---------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS - Continued
-----------------------------------
Year 2000 Computer Issue
------------------------
The Year 2000 ("Y2K") Computer Issue refers to the inability of many
computer systems in use today to recognize "00" in the date field as the year
2000 and to recognize the year 2000 as a leap year. The Y2K problem arose
because, for many years, computer software programs, including programs embedded
in hardware, utilized only the last two digits to specify the year with the
assumption that the first two digits were "19." As a result, such programs may
not be able to recognize and process dates beyond 1999; rather they may
recognize and process "00," "01," "02,", etc., incorrectly as 1900, 1901, 1902,
instead of as 2000, 2001, 2002. In the opinion of computer experts, this could
cause such programs to create erroneous results, malfunction, or fail completely
unless corrective measures are taken.
The Partnership utilizes software and related computer technologies
essential to its operations that will be affected by the Y2K issue. The
Managing General Partner is studying what actions will be necessary to make its
computer systems Year 2000 compliant; certain upgrades are already scheduled.
The expense associated with these actions cannot presently be determined, but
the Managing General Partner does not expect it to be material.
-13-
<PAGE>
PART II. OTHER INFORMATION
-----------------
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
-------------------------------
Holiday Village
---------------
The Partnership defaulted on its purchase money note relating to Holiday
Village Apartments (Holiday Village) on July 27, 1994 when the note matured and
was not paid. The defaulted amount included principal and accrued interest of
$1,370,000 and $2,862,342, respectively. As of August 6, 1998, principal and
accrued interest totaling $1,370,000 and $5,248,468, respectively, were due.
The Managing General Partner and the noteholder continue to negotiate settlement
options, and as of August 6, 1998, negotiations between the Managing General
Partner and the noteholder were ongoing. There is no assurance that an
agreement will be reached. Should the noteholder begin foreclosure proceedings
on the Partnership's interest in the related Local Partnership, the Partnership
intends to vigorously defend against any action by the noteholder. However,
there is no assurance that the Partnership will be able to retain its interest
in the Local Partnership. The uncertainty about the continued ownership of the
Partnership's interest in the related Local Partnership does not impact the
Partnership's financial condition, as discussed above.
Redden Gardens
--------------
The Partnership defaulted on its purchase money notes relating to Redden
Development Company (Redden Gardens) on August 31, 1997 when the notes matured
and were not paid. The defaulted amount included principal and accrued interest
of $1,330,000 and $2,783,593, respectively. As of August 6, 1998, principal and
accrued interest of $1,330,000 and $3,126,700, respectively, were due. In
accordance with the security agreement related to the purchase money notes, the
Partnership submitted a plan of action to cure the default. The Managing
General Partner proposed a five year extension on the purchase money notes.
This offer was rejected by the purchase money noteholders. On February 12,
1998, at the request of the purchase money noteholders, a subsequent proposal to
extend the purchase money notes for five years was forwarded to the purchase
money noteholders. As of August 6, 1998, the purchase money noteholders had not
responded to this proposal. The Managing General Partner commissioned a rental
market study and is evaluating the feasibility of converting the property to
market-rate. No conclusion has been reached as of August 6, 1998. There is no
assurance that the property will be converted nor is there any assurance that an
agreement will be reached with the purchase money noteholders. Accordingly,
there can be no assurance that the Partnership will be able to retain its
interest in the Local Partnership. The uncertainty about the continued
ownership of the Partnership's interest in the related Local Partnership does
not impact the Partnership's financial condition, as discussed above.
-14-
<PAGE>
PART II. OTHER INFORMATION
-----------------
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
a. None
b. No Reports on Form 8-K were filed with the Commission during the
quarter ended June 30, 1998.
All other items are not applicable.
-15-
<PAGE>
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.
CAPITAL REALTY INVESTORS-IV LIMITED PARTNERSHIP
-----------------------------------------------
(Registrant)
by: C.R.I., Inc.
Managing General Partner
August 6, 1998 by: /s/ Michael J. Tuszka
- ----------------- ---------------------------------
DATE Michael J. Tuszka
Vice President
and Chief Accounting Officer
(Principal Financial Officer
and Principal Accounting Officer)
-16-
<PAGE>
EXHIBIT INDEX
-------------
Exhibit Method of Filing
- ------- -----------------------------
27 Financial Data Schedule Filed herewith electronically
-17-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE SECOND QUARTER 10-QSB AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH 10-QSB.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 11,346,537
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 43,982,192
<CURRENT-LIABILITIES> 0
<BONDS> 125,454,141
0
0
<COMMON> 0
<OTHER-SE> (81,595,707)
<TOTAL-LIABILITY-AND-EQUITY> 43,982,192
<SALES> 0
<TOTAL-REVENUES> 1,258,108
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 382,674
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 8,483,582
<INCOME-PRETAX> (7,608,148)
<INCOME-TAX> 0
<INCOME-CONTINUING> (7,608,148)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (7,608,148)
<EPS-PRIMARY> (100.41)
<EPS-DILUTED> (100.41)
</TABLE>
