UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the period ended March 31,2000
[ ] 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 0-13520
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Massachusetts 04-2828131
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 Second Avenue, Needham, MA 02494
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (781) 444-5251
Former address, if changed from last report
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
[X] Yes [ ] No
Exhibits Index on Page 16
Page 1 of 17
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
INDEX
Page
Part I: Financial Information
Item 1. Financial Statements:
Balance Sheets, March 31, 2000 and December 31, 1999 3-4
Statements of Operations for the Three Months 5
Ended March 31, 2000 and 1999
Statements of Cash Flows for the Three Months Ended
March 31, 2000, and 1999 6
Notes to Financial Statements 7-10
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 11-15
Part II: Other Information
Item 3. Defaults Upon Senior Securities 16
Item 6. Exhibits and Reports on Form 8-K 16
2
<PAGE>
<TABLE>
<CAPTION>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
BALANCE SHEETS
(Unaudited) (Audited)
March 31, 2000 December 31, 1999
-------------- -----------------
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 697,717 $ 526,940
Interest receivable 3,709 --
Deferred legal fees 32,576 40,109
------------ ------------
Total current assets 734,002 567,049
Investments in local limited
partnerships 783,237 1,475,083
------------ ------------
Total assets $ 1,517,239 $ 2,042,132
============ ============
(continued)
3
<PAGE>
<CAPTION>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
BALANCE SHEETS (continued)
(Unaudited) (Audited)
March 31, 2000 December 31, 1999
-------------- -----------------
<S> <C> <C>
Liabilities and Partners' Deficit
Current liabilities:
Purchase Money Notes, current maturities $ 9,738,041 $ 12,436,808
Accounts payable to affiliates 212,771 188,272
Accounts payable 13,000 1,565
Accrued expenses 76,022 98,597
Accrued interest payable 132,180 141,318
------------ ------------
Total current liabilities 10,172,014 12,866,560
Purchase money notes, net of current maturities 591,257 648,199
------------ ------------
Total liabilities 10,763,271 13,514,759
------------ ------------
Contingencies -- --
Partners' deficit:
General partners:
Capital contributions 4,202 4,202
Capital distributions (159) (128)
Accumulated losses (188,592) (210,889)
------------ ------------
(184,549) (206,815)
------------ ------------
Limited partners (21,566 Units at
March 31, 2000 and December 31, 1999):
Capital contributions (net of
offering costs of $1,134,440) 9,649,520 9,649,520
Capital distributions (465,762) (462,706)
Accumulated losses (18,245,241) (20,452,626)
------------ ------------
(9,061,483) (11,265,812)
------------ ------------
Total partners' deficit (9,246,032) (11,472,627)
------------ ------------
Total liabilities and partners'
deficit $ 1,517,239 $ 2,042,132
============ ============
<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>
4
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
For the Three Months Ended
March 31,
-------------------------------
2000 1999
---- ----
Interest income $ 5,758 $ 12,967
Expenses:
Interest expense 182,808 748,937
General and
administrative expenses 30,507 31,545
----------- -----------
Total expenses 213,315 780,482
----------- -----------
Loss before equity in local
limited partnership
investments and Extraordinary
items (207,557) (767,515)
Equity in income of Local
Limited Partnership
investments 3,140 15,625
----------- -----------
Net Loss before (204,417) (751,890)
Extraordinary items
Extraordinary items:
Gain on sale of investment
in Osuna Apartments
2,434,099 --
----------- -----------
Net income (loss) $ 2,229,682 $ (751,890)
=========== ===========
Units used in computing
Basic Net Income(Loss) per
Limited Partnership Unit 21,566 21,566
=========== ===========
Basic loss per Limited
Partnership Unit before
Extraordinary items $ (9.38) $ (34.52)
=========== ===========
Basic net income (loss) per
Limited Partnership Unit $ 102.35 $ (34.52)
=========== ===========
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
<TABLE>
<CAPTION>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
For the Three Months Ended
March 31,
-----------------------------
2000 1999
---- ----
<S> <C> <C>
Cash flows from operating activities:
Cash distributions from Local Limited
Partnerships $ 124,988 $ 9,101
Interest payment on purchase money notes (9,101) --
Uncashed interest payments on Purchase
money notes from prior years -- 1,141
Cash paid for general and administration expenses (12,572) (6,457)
Interest received 2,048 9,013
--------- ---------
Net cash provided by operating activities 105,363 12,798
--------- ---------
Cash Flows from financing activity:
Capital distributions (3,087) --
--------- ---------
Net cash used in financing activities (3,087) --
--------- ---------
Cash Flows from investing activities:
Cash proceeds from sale of investment in
Osuna Apartments 100,000 --
Closing costs (31,499) --
--------- ---------
Net cash provided by investing activities 68,501 --
--------- ---------
Net increase in cash and cash equivalents 170,777 12,798
Cash and cash equivalents at:
Beginning of period 526,940 42,284
--------- ---------
End of period $ 697,717 $ 55,082
========= =========
Reconciliation of net loss before extraordinary
items to net cash provided by operating activities
Net loss before extraordinary items $(204,417) $(751,890)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Share of income of local limited
partnership investments (3,140) (15,625)
Cash distributions from local limited
Partnerships 124,988 9,101
Interest expense added to purchase money
notes, net of discount amortization 182,845 752,856
Interest income added to long-term
notes receivable, net of discount
amortization, and interest received -- (3,955)
(Decrease) increase in:
Interest receivable (3,709) --
Accrued interest payable (9,137) (2,777)
Accounts payable to affiliates 24,498 24,500
Accounts payable 11,435 588
Accrued expenses (18,000) --
--------- ---------
Net cash provided by operating activities $ 105,363 $ 12,798
========= =========
<FN>
The accompanying notes are an integral part of these financial statements
</FN>
</TABLE>
6
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. Organization of Partnership
Liberty Housing Partners Limited Partnership (the "Partnership") was
formed under the Massachusetts Uniform Limited Partnership Act on March 20, 1984
for the primary purpose of investing in other limited partnerships which own and
operate government assisted multi-family rental housing complexes (the "Local
Limited Partnerships").
2. Significant Accounting Policies
In the opinion of the General Partner, the accompanying unaudited
financial statements contain all normal recurring adjustments necessary to
present fairly the financial position of the Partnership as of March 31,2000.
The financial statements, which do not include all of the information and
footnote disclosures required by generally accepted accounting principles,
should be read in conjunction with the Partnership's audited financial
statements for the year ended December 31, 1999.
3. Investments in Local Limited Partnerships
The following is a summary of cumulative activity for investments in
Local Limited Partnerships since their dates of acquisition:
(Unaudited) (Audited)
March 31, December 31,
2000 1999
------------ ------------
Total acquisition cost to the Partnership $ 9,356,379 $ 9,356,379
Additional capital contributed by the
Partnership 11,425 11,425
Partnership's share of losses of Local
Limited Partnerships (3,449,549) (3,450,761)
Cash distributions received from Local
Limited Partnerships (4,194,560) (4,069,602)
Cash distributions received from Local
Limited Partnerships recognized as
investment income 95,060 93,162
Value of Local
Limited Partnership investments sold (1,035,518) (465,520)
----------- -----------
Investments in Local Limited Partnerships $ 783,237 $ 1,475,083
=========== ===========
(Continued)
7
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
3. Investments in Local Limited Partnerships, continued
Summarized financial information from the combined statements of
operations of all Local Limited Partnerships is as follows:
For the Three Months Ended
March 31,
---------------------------------
2000 1999
---- ----
Rental and other income $ 771,859 $ 1,374,782
Expenses:
Operating expenses 520,529 908,293
Interest expense 144,858 253,160
Depreciation and amortization 150,107 244,741
----------- -----------
Total expenses 815,494 1,406,194
----------- -----------
Net loss $ (43,635) $ (31,412)
=========== ===========
Partnership's share of net loss $ (42,476) $ (30,996)
=========== ===========
Other partners' share of net loss $ (1,159) $ (416)
=========== ===========
The differences between the Partnership's share of income in Local
Limited Partnership investments in the Partnership's Statement of Operations for
the three months ended March 31, 2000 and 1999 and the share of net loss in the
above Summarized Statements of Operations consists of the following:
For the Three Months Ended
March 31,
--------------------------
2000 1999
---- ----
Share of income in Local Limited
Partnership Investments in the
Partnership's Statement of Operations $ 3,140 $ 15,625
Partnership's share of loss in the
above summarized Statements of Operations (42,476) (30,996)
-------- --------
Difference $ 45,616 $ 46,621
======== ========
Partnership's unrecorded share of losses (income):
Linden Park $ -- $ 29,280
Brierwood Ltd. 6,847 5,028
Brierwood II, Ltd. 5,735 2,488
Pine Forest Apartments, Ltd. 9,860 5,645
Surry Manor 7,579 14,091
Glendale Manor 4,262 2,166
Meadowwood 9,405 --
Prior year loss carry forward applied
against 1999 net income
Meadowwood -- (12,077)
-------- --------
Subtotal 43,688 46,621
Cash Distributions
recorded as investment income 1,928 --
-------- --------
Total $ 45,616 $ 46,621
======== ========
(Continued)
8
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
3. Investments in Local Limited Partnerships, continued
The Partnership recorded its share of losses in Brierwood Ltd.,
Brierwood II, Ltd., Pine Forest Apartments, Ltd., Surry Manor, Glendale Manor
and Meadowwood, LTD., until its related investment was reduced to zero.
Subsequent to that point, further losses were suspended and any cash
distributions received from these six partnerships have been or will be
recognized as investment income rather than as a reduction in Investment in
Local Limited Partnerships on the Partnership's Balance Sheet. The Partnership
is not obligated to make additional capital contributions to fund the deficit in
its capital accounts in these Local Limited Partnerships.
Certain Local Limited Partnerships have made payments on behalf of the
Partnership for non-resident state withholding taxes in accordance with state
income tax regulations. These amounts totaling $3,087 during the first three
months of 2000 have been treated as distributions from the Local Limited
Partnerships and a distribution to the partners of Liberty Housing Partners
Limited Partnership.
4. Transactions with Affiliates
During the three months ended March 31, 2000, and 1999 the Partnership
recognized general and administrative expenses owed to the Managing General
Partner, as follows:
2000 1999
---- ----
Reimbursement of Partnership
administration expenses $12,000 $12,000
Partnership management fees 12,500 12,500
As of March 31, 2000, and December 31, 1999, accounts payable to
affiliates totaling $212,771 and $188,272, respectively, represent amounts owed
for reimbursements of Partnership administration expenses of $108,000 and
$96,001, respectively, and partnership management fees of $104,771 and $92,271,
respectively.
(Continued)
9
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
5. Statement of Distributable Cash from Operations
Distributable Cash From Operations for the three months ended March 31,
2000, as defined in Section 17 of the Partnership Agreement, is as follows:
Interest income per Statement of Operations $ 5,758
Less: General and administrative expenses per
Statement of Operations (30,507)
--------
Cash from Operations, as defined (24,749)
--------
Distributable Cash from Operations, as defined $ --
========
10
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
Disposition of Investments
On February 1, 2000, the Partnership sold its 98% interest as a limited
partner (the "Partnership Interest") in Osuna Apartments Company ("Osuna") to
the Sovereign Management Corporation, the company retained by Osuna to manage
its apartment complex (the "Purchaser"). In consideration for the sale of the
Partnership Interest, the Partnership received a net cash purchase price of
$100,000. In connection with the sale, the holders of the Purchase Money Notes
(the "Notes") issued by the Partnership in connection with its acquisition of
the Partnership Interest released the Partnership from all liabilities in
connection with the Notes. After transaction expenses, the Partnership
recognized a gain estimated to be $2,434,099 on the sale of the investment.
As of March 31, 2000 seven series of the Purchase Money Notes, relating
to Fuquay-Varina Homes for the Elderly, Ltd., Oxford Homes for the Elderly,
Ltd., Williamston Homes for the Elderly, Ltd., Austintown Associates, Meadowwood
Ltd., Brierwood Ltd, and Pine Forest Apartments, Ltd. had matured and were in
default. The remaining two series of Purchase Money Notes, relating to Glendale
Manor Apartments and Surry Manor, Ltd. mature on August 29, 2000 and July 9,
2001, respectively. None of the series of Purchase Money Notes is
cross-defaulted to the others, nor are the series of Purchase Money Notes
cross-collateralized in any manner.
The aggregate outstanding principal amount of and accrued and unpaid
interest on the Purchase Money Note obligations of the Partnership, as of March
31, 2000, was $10,452,977. The outstanding obligations are expected to increase
annually as interest continues to accrue under the Purchase Money Notes. The
aggregate outstanding principal amount of the Purchase Money Notes reported on
the Partnership's Balance Sheet ($10,329,298 at March 31, 2000), reflects a
discount using an imputed interest rate of approximately 21%, which was applied
to the face amount of the notes on the respective investment purchase dates and
which is used to calculate an annual interest accrued in accordance with
generally accepted accounting principles that will equate to the legal
obligation expected at maturity of the notes. The unamortized discount was
written off in 1999 on those Purchase Money Notes that matured.
The decrease in Purchase Money Note obligations from December 31, 1999
to March 31, 2000 reflects $2,938,554 in Purchase Money Note obligations from
which the Partnership was released in connection with the sale of the
Partnership's interest in Osuna.
Management does not believe that the principal and accrued interest due
on these notes can be realized or supported by the current value of the
respective properties, through either a sale or refinancing. The Partnership's
interests in these Local Limited Partnerships were pledged as security for the
Partnership's obligations under the respective Purchase Money Notes.
11
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Capital Resources, continued
The sale or other disposition by the Partnership of its interests in
the Local Limited Partnerships, including in connection with a foreclosure of
the pledged security, is likely to result in recapture of previously claimed tax
losses to the Partnership and may have other adverse tax consequences to the
Partnership and to the Limited Partners. Such recapture may cause some or all of
the Limited Partners to have taxable income from the Partnership without cash
distributions from the Partnership with which to satisfy the tax liability
resulting therefrom.
The liquidity of the Local Limited Partnerships in which the
Partnership has invested is dependent on the ability of the respective Local
Limited Partnerships, which own and operate government assisted multi-family
rental housing complexes, to generate cash flow sufficient to fund operations
and debt service and to maintain working capital reserves. Each of the Local
Limited Partnerships is regulated by government agencies which require monthly
funding of certain operating and capital improvements reserves and which
regulate the amount of cash to be distributed to owners. Each Local Limited
Partnership's source of funds is rental income received from tenants and
government subsidies.
Certain of the Local Limited Partnerships receive rental income
pursuant to Section 8 rental assistance contracts which expire at various times
from May 2000 through March 2005. Under the Multifamily Assisted Housing and
Reform and Affordability Act (MAHRAA) of 1997, as amended, Congress set forth
the legislation for a permanent "mark-to-market" program and provided for
permanent authority for the renewal of Section 8 Contracts. Owners with Section
8 contracts expiring after September 30, 1998 are subject to the provisions of
MAHRAA. On September 11, 1998, HUD issued an interim rule to provide
clarification of the implementation of the mark-to-market program. Since then,
revised guidance has been provided through various HUD housing notices, most
recently HUD housing notice 99-36, which addresses project-based Section 8
contracts expiring in fiscal year 2000.
Under this notice, project owners have several options for Section 8
contract renewals, depending on the type of project and rent level. Options
include marking rents up to market, renewing other contracts with rents at or
below market, referring projects to the Office of Multifamily Housing Assistance
Restructuring (OMHAR) for mark-to-market or "OMHAR lite" renewals, renewing
contracts that are exempted from referral to OMHAR, renewing contracts for
portfolio re-engineering demonstration and preservation projects, and opting out
of the Section 8 program. Owners must submit their option to HUD at least 120
days before expiration of their contract. Each option contains specific rules
and procedures that must be followed to comply with the requirements of housing
notice 99-36.
12
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Capital Resources, continued
As such, each Local Limited Partnership may choose to either opt out of
the Section 8 program, request mortgage restructuring and renewal of the Section
8 contract, or request renewal of the Section 8 contract without mortgage
restructuring. Each option contains a specific set of rules and procedures that
must be followed in order to comply with the requirements of MAHRAA. The general
partner of Williamston Homes received a five year renewal to March, 2005,
subject to annual Federal appropriation of funds. The remaining properties are
working with HUD to renew their existing contracts for two to five year periods.
The Partnership cannot reasonably predict legislative initiatives and
governmental budget negotiations, the outcome of which could result in a
reduction in funds available for the various federal and state administered
housing programs including the Section 8 program. Such changes could adversely
affect the future net operating income and debt structure of certain Local
Limited Partnerships currently receiving such subsidy or similar subsidies.
Management currently anticipates selling the Partnership's 98% limited
partnership interests in Fuquay-Varina, Oxford Homes and Williamston Homes to
the general partner of these partnerships or his affiliate for approximately
$196,200 plus the assumption of the related Purchase Money Note obligations. The
sale of these interests requires consent from all the related Purchase Money
Note holders. Such consents have been requested and, although certain
documentation remains outstanding, management believes that unanimous consent
has been obtained. Management anticipates closing these transactions in the
second quarter of 2000.
Management had also entered into an agreement with the local general
partner of Austintown Associates to sell the Partnership's 98% limited
partnership interest, subject, among other things, to the consent of the related
Purchase Money Note holders. A meeting with the Purchase Money Note holders to
discuss this transaction was held in November 1999. The Partnership has not
received unanimous consent of the Purchase Money Note holders and management is
continuing discussions with the local general partner regarding possibilities
for disposing of this investment.
Management has also entered into negotiations with the general partner
of Brierwood I & II, Pine Forest and Meadowwood Apartments. The sale of the
Partnership's interests in Brierwood I, Pine Forest and Meadowwood Apartments
also requires consent from all the related Purchase Money Note holders.
Management presently anticipates selling the Partnership's 94% Limited
Partnership interests in these properties by the fourth quarter of 2000.
The Partnership has commenced discussions with the local manager for
Surry Manor, Ltd. and Glendale Manor Apartments to purchase the Partnership's
interests in those partnerships. Management expects to pursue more detailed
discussions in the second quarter of 2000.
13
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Capital Resources, continued
No assurance can be given that the Partnership will be able to
successfully conclude any of the above transactions. If Partnership funds are
insufficient to pay when due the Purchase Money Notes, the holders of the
Purchase Money Notes will have the right to foreclose on the Partnership's
respective interests in the Local Limited Partnerships. The sale or other
disposition by the Partnership of its interests in the Local Limited
Partnerships, including in connection with such a foreclosure, is likely to
result in recapture of previously claimed tax losses to the Partnership and may
have other adverse tax consequences to the Partnership and to the Unit holders.
Such recapture may cause some or all of the Unit holders to have taxable income
from the Partnership without cash distributions from the Partnership with which
to satisfy the tax liability resulting therefrom.
At March 31, 2000, the Partnership had total cash and cash equivalents
of $697,717, which consisted of funds segregated pursuant to the terms of the
consulting agreement with the General Partner of Linden Park Associates of
$144,087, withholding taxes due the State of North Carolina from the sale of
investment in Fiddlers' Creek Apartments of $211,271 and accrued interest
totaling $117,430 due on certain Purchase Money Note's from distributions
received from the related local limited Partnership, leaving cash reserves of
$224,929. The reserves include $841 representing uncashed checks issued to
certain Purchase Money Note holders for interest due under their notes. This
amount is also included in accrued interest payable. The increase in cash
reserves compared to $120,946 at December 31, 1999 was primarily funded from the
proceeds of the sale of the Partnership's interest in Osuna Apartments.
The only sources of Partnership funds are (i) distributions from the
Local Limited Partnerships (substantially all of which are presently required to
be applied to payment of interest accruing on the Purchase Money Notes), and
(ii) Partnership reserves.
Partnership Operations
The Partnership is engaged solely in the business of owning interests
in the Local Limited Partnerships rather than the direct ownership of real
estate. As discussed above, the Partnership is currently in various stages of
negotiations to sell its interests in the remaining local limited partnerships.
If the Partnership is successful in disposing of its remaining investments,
management presently intends to wind up the Partnership's operations by the end
of the Year 2001.
The Partnership's net loss before extraordinary items decreased to
$204,416 in the first three months of 2000 from $751,890 in the first three
months of 1999 primarily as a result of the decrease in the Partnership's
interest expense of $566,129.
14
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Partnership Operations, continued
On February 1,2000 the Partnership sold its investment in Osuna
Apartments. The Partnership realized a net gain of $2,434,099, determined as
follows:
Cash received $ 100,000
Forgiveness of Purchase Money Notes 2,938,554
Less: Investment in Osuna Apartments (569,998)
Less: Consulting fees paid in connection with
the disposition (26,924)
Less: Professional fees (7,533)
-----------
Gain on sale of investment in Osuna Apartments Company $ 2,434,099
===========
In the first quarter of 2000, the Partnership's interest income
reflects interest earned on reserves of $5,758. In the first quarter of 1999,
interest income totaling $12,967 consisted of interest earned on reserves of
$248 and interest net of discount amortization on the long-term notes receivable
of $12,719.
The Partnership's interest expense decreased to $182,808 in the first
three months of 2000 from $748,937 in the first three months of 1999. The
decrease is attributable to the decrease in discount amortization included in
interest expense of $507,253 and the reduction of interest accrued due to the
sales of the Fiddlers Creek investment and Osuna Apartments Company, which
included the assumption or release of the related Purchase Money Notes, on May
28, 1999 and February 1, 2000, respectively.
The Partnership's equity in income from the Local Limited Partnerships
was $3,140 in the first three months of 2000 and $15,625 in the first three
months of 1999.
15
<PAGE>
Part II
Other Information
Item 3. Defaults Upon Senior Securities.
On September 29, 1999 the Purchase Money Notes outstanding for
Fuquay-Varina, Oxford Homes and Williamston Homes matured. The amounts due at
maturity under these non-recourse obligations consisted of $2,015,000 in
aggregate principal amount and $530,961 in accrued and unpaid interest. As of
March 31, 2000, the aggregate arrearages under these notes amounted to
$2,636,636.
The Purchase Money Notes outstanding for Compass West Apartments,
Meadowwood Ltd, Brierwood Ltd and Pine Forest matured on October 30, 1999. The
amounts due at maturity under these non-recourse obligations consisted of
$2,830,000 in aggregate principal amount and $3,608,251 in accrued and unpaid
interest. As of March 31, 2000, the aggregate arrearages under these notes
amounted to $6,534,386.
Item 6. Exhibits and Reports on Form 8-K
(b) Reports on Form 8-K.
On February 15, 2000, the Partnership filed a Current Report on Form
8-K to report the disposition on February 1, 2000 of its limited partner
interest in Osuna Apartments Company. The Form 8-K was amended on April 13,
2000, to include pro forma financial information for the Partnership, reflecting
the disposition.
16
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
IBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
By: TNG Properties Inc.
Managing General Partner
By: /s/ Michael A. Stoller
Michael A. Stoller
President and CEO
By: TNG Properties Inc.
Managing General Partner
By: /s/ Wilma R. Brooks
Wilma R. Brooks
Chief Financial Officer
Date: May 12, 2000
17
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
unaudited financial statements of Liberty Housing Partners Limited Partnership
at and for the period ended March 31, 2000 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 697,717
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 734,002
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,517,239
<CURRENT-LIABILITIES> 10,172,014
<BONDS> 591,257
0
0
<COMMON> 0
<OTHER-SE> (9,246,032)
<TOTAL-LIABILITY-AND-EQUITY> 1,517,239
<SALES> 0
<TOTAL-REVENUES> 8,898
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 30,507
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 182,808
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> (204,417)
<DISCONTINUED> 0
<EXTRAORDINARY> 2,434,099
<CHANGES> 0
<NET-INCOME> 2,229,682
<EPS-BASIC> 102.35
<EPS-DILUTED> 0
</TABLE>