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 Quarter ended June 30, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to .
Commission file number: 0-14533
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Maryland 52-1322906
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7200 Wisconsin Avenue, 11th Floor, Bethesda, Maryland 20814
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (301) 654-3100
Securities Registered Pursuant to Section 12(b) of the Act:
None.
Securities Registered Pursuant to Section 12(g) of the Act:
Assignee Units.
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the Registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES X NO .
There is no public trading market for the Assignee Units (AUs) of
limited partnership interest of Oxford Residential Properties I
Limited Partnership ("ORP" or the "Partnership"). Therefore, the
AUs had neither a market selling price nor an average bid or
asked price within the 60 days prior to the date of this filing.
Index to Exhibit is found on page 4.
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
FORM 10-Q
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Reference is made to the Quarterly Report (unaudited) to
Assignee Unit Holders for the six months ended June 30, 1995,
which financial statements and notes thereto are incorporated
herein by reference and attached as Exhibit 20 (sequentially
numbered pages 13-18).
Item 2.
Management's Discussion and Analysis of Financial Condition and
Results of Operations
For a discussion of the Partnership's financial condition and
operations for the six-month period ended June 30, 1995, see
information set forth in the section entitled "Report of
Management" of the Quarterly Report (unaudited) to Assignee Unit
Holders for the six months ended June 30, 1995, which section is
incorporated herein by reference, and is attached as Exhibit 20
(sequentially numbered pages 6-12).
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
On April 11, 1995, an investor of ORP filed an action in the
United States District Court for the Central District of
California captioned Susan Burke v. Oxford Residential Properties
I Limited Partnership, et al. The suit alleged that, among other
things, ORP had not responded properly to certain alleged offers
made to purchase Assignee Units. Pursuant to a settlement
agreement dated as of May 5, 1995, the parties executed mutual
releases, the action was dismissed with prejudice, and ORP
reimbursed the plaintiff $112,500 for a portion of her legal
costs.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
For a list of Exhibits as required by Item 601 of Regulation S-
K, see Exhibit Index on page 4 of this report.
(b) Reports on Form 8-K. Not applicable.
No other items were applicable.
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Oxford Residential Properties I
Limited Partnership
By: Oxford Residential
Properties I Corporation, Managing General
Partner of the Registrant
Date:
By:
Donald M. Boardman,
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of
1934, this Report has been signed below by the following persons
on behalf of the Registrant and in the capacities and on the
dates indicated.
Date:
By:
Leo E. Zickler,
Chairman of the Board of
Directors and Chief Executive Officer
Date:
By:
Richard R. Singleton,
Senior Vice President and
Chief Operating Officer
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
EXHIBIT INDEX
Form 10-Q
(Listed according to the number assigned in the Exhibit Table in
Item 601 of Regulation S-K.)
(11) Statement regarding computation of per assignee unit
earnings.
The information to compute earnings per assignee unit is
provided in the consolidated financial statements and notes
thereto of the Oxford Residential Properties I Limited
Partnership's Quarterly Report (unaudited) to Assignee Unit
Holders, attached as Exhibit 20 (sequentially numbered pages
13-18).
(20) Report furnished to Security Holders.
Oxford Residential Properties I Limited Partnership's
Quarterly Report (unaudited) to Assignee Unit Holders for
the quarter ended June 30, 1995, follows on sequentially
numbered pages 5-18 of this report.
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
Quarterly Report
(Unaudited)
June 30, 1995
CONTENTS
Report of Management
Average Occupancy
Summary of Project Data
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statement of Partners' Capital
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
Instructions for Investors who wish to reregister or
transfer ORP Assignee Units
Report of Management
The following report provides additional information about the
consolidated financial condition of Oxford Residential Properties
I Limited Partnership ("ORP" or the "Partnership") as of June 30,
1995, and its consolidated results of operations and cash flows
for the quarter ended June 30, 1995. This report and analysis
should be read together with the consolidated financial
statements and related notes thereto and the selected
consolidated financial data appearing elsewhere in this Quarterly
Report.
Recent Developments
On May 25, 1995, an affiliate of ORP and its managing general
partner, Oxford Residential Properties I Corporation ("Managing
General Partner"), completed a tender offer ("Affiliate Tender")
in which the affiliate acquired approximately 5,000 assignee
units of limited partnership of ORP ("Units") at a price of $332
per Unit. Subsequent to the termination of the Affiliate Tender,
ORP determined that additional Assignee Unit Holders were
interested in selling their assignee units for the same price
offered in the Affiliate Tender. On June 20, 1995, ORP advised
its Assignee Unit Holders that it would purchase on a "first
come, first served" basis at any time on or before September 11,
1995, unless sooner terminated, all assignee units up to an
aggregate of 600 assignee units at a price of $332 per assignee
unit net to the seller in cash without interest ("Issuer
Tender"). In August 1995, ORP purchased 221 assignee units at a
price of $332 per assignee unit.
On August 29, 1995, ORP will pay to its Partners and Assignee
Unit Holders of record as of June 30, 1995, a cash distribution
for the first half of 1995 in the amount of $128,570, or $5 per
Assignee Unit, representing an annualized return of 1% for 1995
based on the total original capital invested in ORP.
Capital Resources and Liquidity
Current Position. At June 30, 1995, ORP held $2,043,633 in
cash, cash equivalents, and the working capital reserve, compared
to $2,099,361 at December 31, 1994. Other Assets shown on the
Balance Sheet increased $118,046 to $865,887 at June 30, 1995
from $747,841 at December 31, 1994, primarily as a result of an
increase in prepaid property insurance and higher property
insurance and tax escrows. In addition, the mortgage notes
require the establishment and maintenance of two escrows for each
property. These escrows are the Debt Service Payment Funds and
the Recurring Replacement Reserve Funds (for property
improvements), which had balances of $179,600 and $202,867,
respectively, at June 30, 1995. In addition to these accounts,
Other Assets also includes Property Tax Escrows and Property
Insurance Escrows totaling $270,787 and $78,841, respectively.
The Property Insurance Escrows, Property Tax Escrows, and
Recurring Replacement Reserve Funds are funded and maintained
monthly, as needed, from property income (except security
deposits), in accordance with formulas established in the loan
agreement or based on expenditures required in the following
month. Accounts Receivable and other Prepaid Expenses totaling
$41,736 and $92,056, respectively, are also included in Other
Assets.
Unamortized deferred costs at June 30, 1995 were $668,738,
compared to $717,674 at December 31, 1994. These costs are being
amortized over the term of the mortgages.
Property Operations. ORP's future liquidity and level of cash
distributions are dependent upon the net operating income after
debt service and capital expenditures generated by ORP's four
investment properties and proceeds from any sale or refinancing
of those properties. To the extent any individual property does
not generate sufficient cash to cover its operating needs,
including debt service, deficits would be funded by cash
generated from the other investment properties, if any, working
capital reserves, if any, or borrowings by ORP. Property
improvements in the aggregate amount of $301,119 were made during
the six month period ended June 30, 1995, compared to $390,202
for the same period in 1994. Of the $301,119 in improvements,
$214,502 was capitalized for financial statement purposes,
compared to $297,058 of the $390,202 total property improvements
for the six-month period ended June 30, 1994.
Other Sources. Since 1994, 40% of the property management fees
owed to NHP, Inc. and certain of its affiliates ("NHP/PMI") have
been subordinated to the receipt by the Assignee Unit Holders of
certain returns. As of June 30, 1995 and 1994, deferred property
management fees to NHP/PMI amounted to $198,939 and $65,821,
respectively.
Report of Management
Results of Operations
The net operating income, before debt service, refurbishment
expenses and capitalized Property Improvements, from each of the
four investment properties for the three- and six-month periods
ended June 30, 1995 and June 30, 1994 is as follows:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Three months ended June 30, Six months ended June 30,
_______________________________________________________________________________
Property 1995 1994 1995 1994
The Landings, Indianapolis, IN $ 136,832 $ 116,147 $ 244,035 $ 236,758
Shadow Oaks, Tampa, FL 96,325 126,523 209,005 254,667
Fairlane East, Dearborn, MI 410,913 339,352 801,263 675,200
Raven Hill, Burnsville, MN 269,581 210,508 467,968 400,369
$ 913,651 $ 792,530 $1,722,271 $1,566,994
</TABLE>
Three Months Ended June 30, 1995 versus Three Months Ended June 30, 1994.
In the aggregate, the net operating income, before debt
service, refurbishment expenses and capitalized Property
Improvements, reported by ORP for the quarter ended June 30, 1995
increased by $121,121, or approximately 15.3%, compared to the
quarter ended June 30, 1994. Set forth below is a discussion of
the properties which compares their respective operations for the
three-month periods ended June 30, 1995 and June 30, 1994.
Landings
Landings' net operating income for the quarter ended June 30,
1995 increased by approximately 17.8% from the amount reported
for the same period in 1994. Revenues increased by approximately
4.8% and apartment expenses decreased by approximately 7.0% in
1995, as compared to the same period in 1994. The decrease in
apartment expenses was primarily attributable to a decrease in
property taxes and maintenance expenses. Average occupancy for
the quarter ended June 30, 1995 increased 2 percentage points to
97% from the quarter ended June 30, 1994. During the quarter
ended June 30, 1995, ORP expended $37,841 on property
improvements, including $28,408 capitalized for accounting
purposes. Project improvements completed during the quarter
ended June 30, 1995 primarily include carpet, vinyl floor and
appliance replacements, landscaping, asphalt repairs, HVAC
repairs, installation of new cabinets and blinds, structural
repairs, and exterior and interior painting. This property is
over 20 years old and requires attention to property improvements
and renovations on turnover to maintain the property's
competitive position.
Shadow Oaks
Shadow Oaks' net operating income for the quarter ended June
30, 1995 decreased by approximately 23.9% from the amount
reported for the same period in 1994. The decrease was primarily
the result of approximately a 9.5% decrease in revenues and
approximately a 4.5% increase in apartment expenses. The
decrease in revenues is directly attributed to the decrease in
the occupancy level as discussed below. The increase in
apartment expenses is primarily attributable to an increase in
maintenance and administrative expenses. Average occupancy for
the quarter ended June 30, 1995 decreased 8 percentage points to
88% from the quarter ended June 30, 1994. However, the occupancy
level at June 30, 1995 was 92%, and the Managing General Partner
anticipates Shadow Oaks' occupancy level to range from 93% to 95%
for the remainder of 1995. The Managing General Partner believes
that the decrease in occupancy rate between June 30, 1994 and
June 30, 1995 is the result of increased home buying in the Tampa
area, as well as competition from newer apartment communities.
The Shadow Oaks property is continuing its resident retention
program in an effort to remain competitive in the market. During
the quarter ended June 30, 1995, ORP expended $30,354 on property
improvements, including $19,861 capitalized for accounting
purposes. Property improvements completed during the quarter
ended June 30, 1995 primarily include carpet, vinyl floor and
appliance replacements, roof repairs, exterior structural
repairs, HVAC repairs, fire equipment, and updating of
landscaping.
Report of Management
Fairlane East
Fairlane East's net operating income for the quarter ended June
30, 1995 increased by approximately 21.1% from the amount
reported for the same period in 1994. The increase was due to an
increase of approximately 5.6% in revenues and a decrease in
apartment expenses of approximately 13.9%. The decrease in
apartment expenses is attributable to a decrease in property
taxes due to state wide property tax reforms enacted in 1994, and
lower marketing costs and maintenance expenses. Average
occupancy for the quarter ended June 30, 1995 increased 3
percentage points to 98% from the quarter ended June 30, 1994.
During the quarter ended June 30, 1995, ORP expended $86,764 on
property improvements, including $74,224 capitalized for
accounting purposes. Property improvements completed during the
quarter ended June 30, 1995 primarily include fence and window
replacements, carpet, vinyl floor and appliance replacements,
HVAC replacements, maintenance vehicle, structural repairs, roof
replacements, and landscaping improvements.
Raven Hill
Raven Hill's net operating income for the quarter ended June
30, 1995 increased by approximately 28.1% from the amount
reported for the same period in 1994. The increase was the direct
result of an increase of approximately 5.4% in revenues and a
9.1% decrease in apartment expenses. The decrease in apartment
expenses is primarily attributable to a decrease in property
taxes due to successful property tax appeals. Average occupancy
for the quarter ended June 30, 1995 increased 1 percentage point
to 95% from the quarter ended June 30, 1994. During the quarter
ended June 30, 1995, ORP expended $34,435 for property
improvements, including $21,781 capitalized for accounting
purposes. Property improvements completed during the quarter
ended June 30, 1995 primarily include asphalt repairs, carpet and
vinyl replacements, appliance painting and replacements, interior
and exterior painting, door replacements, boiler repairs, gutter
replacements, and landscaping improvements.
Six Months Ended June 30, 1995 versus Six Months Ended June 30,
1994.
In the aggregate, the net operating income, before debt
service, refurbishment expenses and capitalized Property
Improvements, reported by ORP for the six-month period ended June
30, 1995 increased by $155,277, or approximately 9.9%, compared
to the six-month period ended June 30, 1994. Set forth below is
a discussion of the properties which compares their respective
operations for the six-month periods ended June 30, 1995 and June
30, 1994.
Landings
Landings' net operating income for the six-month period ended
June 30, 1995 increased by approximately 3.1% from the amount
reported for the same period in 1994. Revenues increased by
approximately 3.8%, and apartment expenses increased by
approximately 4.5% in 1995, as compared to the same period in
1994. The increase in apartment expenses was primarily
attributable to an increase in operating and administrative
expenses. Average occupancy for the six-month period ended June
30, 1995 increased 2 percentage points to 96% from the six-month
period ended June 30, 1994. During the six-month period ended
June 30, 1995, ORP expended $47,128 on property improvements,
including $32,795 capitalized for accounting purposes. Project
improvements completed during the six-month period ended June 30,
1995 primarily include carpet, vinyl floor and appliance
replacements, landscaping, asphalt repairs, HVAC repairs,
installation of new cabinets and blinds, structural repairs, and
exterior and interior painting. This property is over 20 years
old and requires attention to property improvements and
renovations on turnover to maintain the property's competitive
position.
Shadow Oaks
Shadow Oaks' net operating income for the six-month period
ended June 30, 1995 decreased by approximately 17.9% from the
amount reported for the same period in 1994. The decrease was
the result of approximately a 5.3% decrease in revenues and
approximately a 7.4% increase in apartment expenses. The
increase in apartment expenses is primarily attributable to an
increase in operating, administrative and maintenance expenses.
Average occupancy for the six-month period ended June 30, 1995
decreased 6 percentage points to 90% from the six-month period
ended June 30, 1994. However, the occupancy level at June 30,
1995 was 92%, and the Managing General Partner anticipates
Shadow Oaks' occupancy level to range from 93% to 95% for
the remainder of 1995. The Managing General Partner believes
that the decrease in occupancy rate between June 30, 1994 and
June 30, 1995 is the result of increased home buying in the
Tampa area, as well as competition from newer apartment
communities. The Shadow Oaks property is continuing its resident
retention program in an effort to remain competitive in the
market. During the six-month period ended June 30, 1995, ORP
expended $47,926 on property improvements, including $31,477
capitalized for accounting purposes. Property improvements
completed during the six-month period ended June 30, 1995
primarily include carpet, vinyl floor and appliance replacements,
roofs repairs, exterior structural repairs, HVAC repairs, fire
equipment, lighting replacements and updating of landscaping.
Fairlane East
Fairlane East's net operating income for the six-month period
ended June 30, 1995 increased by approximately 18.7% from the
amount reported for the same period in 1994. The increase was due
to an increase of approximately 5.1% in revenues and a decrease
of approximately 12.1% in apartment expenses. The increase in
revenues can be attributed to a stronger economy in the Dearborn,
Michigan area as a result of new commercial development. The
decrease in apartment expenses is primarily attributable to a
decrease in property taxes due to state-wide property tax reforms
enacted in 1994 and lower maintenance expenses. Average
occupancy for the six-month period ended June 30, 1995 increased
3 percentage points to 98% from the six-month period ended June
30, 1994. During the six-month period ended June 30, 1995, ORP
expended $120,181 on property improvements, including $100,304
capitalized for accounting purposes. Property improvements
completed during the six-month period ended June 30, 1995
primarily include fence and window replacements, carpet, vinyl
floor and appliance replacements, HVAC replacements, maintenance
vehicle, structural repairs, roof replacements, and landscaping
improvements.
Raven Hill
Raven Hill's net operating income for the six-month period
ended June 30, 1995 increased by approximately 16.9% from the
amount reported for the same period in 1994. The increase was
the direct result of an increase of approximately 6.4% in
revenues. Apartment expenses exceeded the amount reported for
the same period in 1994 by less than 1%. Although property taxes
increased by 8.9%, this increase is before taking into account
any reduction due to tax refunds for prior years and a decrease
in the current year assessed value through successful tax
appeals. The increase in taxes was offset by a savings in
maintenance, operating, and marketing expenses. Average
occupancy for the six-month period ended June 30, 1995 increased
1 percentage point to 95% from the six-month period ended June
30, 1994. During the six-month period ended June 30, 1995, ORP
expended $85,884 for property improvements, including $49,926
capitalized for accounting purposes. Property improvements
completed during the six-month period ended June 30, 1995
primarily include roof replacements, refurbishment of indoor
pool/spa areas, resurfacing of racquetball courts, parking lot
repairs, carpet and vinyl replacements, appliance painting and
replacements, interior painting, door replacements, boiler
repairs, landscaping improvements, and installation of security
system.
Consolidated Statements of OperationsOther Income and Deductions
Interest expense was $909,297 and $1,013,315 for the six months
ended June 30, 1995 and June 30, 1994, respectively.
For the six months ended June 30, 1995 and June 30, 1994, of
the total property improvements in the aggregate amounts of
$301,119 and $390,202, respectively, $86,617 and $93,144,
respectively, were refurbishment expenses. The remaining balances
of $214,502 and $297,058, respectively, were capitalized for
financial statement purposes.
Depreciation expense for the six months ended June 30, 1995 and
June 30, 1994 was $550,483 and $519,728 respectively.
Amortization expense for the six-month period ended June 30, 1995
and June 30, 1994 was $48,936 and $43,798, respectively.
Report of Management
Interest income was $52,653 and $46,656 for the six months
ended June 30, 1995 and June 30, 1994, respectively.
ORP's administrative expenses for the six months ended June 30,
1995 and June 30, 1994 were $120,231 and $63,736, respectively,
excluding legal fees and costs incurred in connection with
certain tender offers and related litigation. This $56,495
increase in administrative expenses is primarily attributable to
additional audit and tax preparation requirements. In addition,
ORP also incurred $276,671 of fees and expenses in connection
with securities filings and in related communications with its
partners required by ORP in response to tender offers made
earlier this year by certain affiliated and non-affiliated
entities, and in defense and settlement of the action filed on
April 11, 1995 in the United States District Court for the
Central District of California, captioned Susan Burke v. Oxford
Residential Properties I Limited Partnership, et al. This suit
alleged that, among other things, ORP had not responded properly
to certain alleged offers made to purchase assignee units.
Pursuant to a settlement agreement dated as of May 5, 1995, the
parties executed mutual releases, the action was dismissed with
prejudice, and ORP reimbursed the plaintiff $112,500 for a
portion of her legal costs, which amount is included in the
$276,671 discussed above.
Average Occupancy
The average occupancy for each of the four investment properties
is shown in the following chart:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
For the Quarter Ended
Property/ Acquisition
Location Date 3/31/94 6/30/94 9/30/94 12/31/94 3/31/95 6/30/95
The Landings 10/31/84 93% 95% 98% 96% 94% 97%
Indianapolis, Indiana
Shadow Oaks 02/07/85 96% 96% 93% 87% 91% 88%
Tampa, Florida
Fairlane East 12/23/85 94% 95% 98% 96% 98% 98%
Dearborn, Michigan
Raven Hill 12/24/86 93% 94% 96% 95% 95% 95%
Burnsville, Minnesota
</TABLE>
Summary of Project Data
(Unaudited)
<TABLE>
<CAPTION>
1995 Operating Results Through 6/30/95
<S> <C> <C> <C> <C> <C> <C> <C> <C>
________________________________________________________________________________
Average NOI Before
Rent Collected 1 Property NOI
Property/ Number of June Net Operating Improvements & Property Before
Location Units 1995 1994 Revenues Exp Debt Srv. Imprmnts(2) Debt Srv.
The Landings 150 $564 $518 $496,129 $ 252,094 $ 244,035 $ 47,128 $ 196,907
Indianapolis, Indiana
Shadow Oaks 200 $423 $421 482,038 273,033 209,005 47,926 161,079
Tampa, Florida
Fairlane
East 244 $879 $855 1,272,889 471,626 801,263 120,181 681,082
Dearborn, Michigan
Raven Hill 304 $636 $601 1,131,370 663,402 467,968 85,884 382,084
Burnsville, Minnesota
Totals 898 $3,382,426 $1,660,155 $1,722,271 $301,119 $1,421,152
1 Represents net rental revenue collected for the month divided by
the average number of units occupied during the month.
2 Represents total property improvement costs incurred through
June 30, 1995, of which $214,502 have been capitalized.
</TABLE>
Oxford Residential Properties I Limited Partnership
Consolidated Balance Sheet
<TABLE>
<CAPTION>
June 30, 1995 December 31,1994
(Unaudited)
<S> <C> <C>
Assets
Investment properties, at cost
Land $ 3,682,239 $ 3,682,239
Buildings and improvements,
net of accumulated depreciation
of $11,975,765 and $11,425,282,
respectively 21,541,028 21,877,009
Total Investment Properties 25,223,267 25,559,248
Cash and cash equivalents 1,230,472 1,306,836
Working capital reserve 813,161 792,525
Tenant security deposits 103,606 91,192
Deferred costs, net of amortization
of $2,248,496 and $2,199,560,
respectively 668,738 717,674
Other assets 865,887 747,841
3,681,864 3,656,068
Total Assets $28,905,131 $29,215,316
Liabilities and Partners' Capital
Liabilities
Mortgage notes payable $21,981,573 $22,129,117
Accounts payable and accrued exp. 648,646 545,281
Distributions payable 128,570 128,570
Due to affiliates 198,989 131,528
Tenant security deposits 103,606 91,192
Total Liabilities 23,061,384 23,025,688
Partners' Capital
General Partners (1,044,545) (1,040,210)
Assignor Limited Partner 455 466
Assignee Unit Holders (25,714
Assignee Units issued and
outstanding) 6,887,837 7,229,372
Total Partners' Capital 5,843,747 6,189,628
Total Liabilities and
Partners' Capital $28,905,131 $29,215,316
The accompanying notes are an integral part of these consolidated financial
statements.
</TABLE>
Oxford Residential Properties I Limited Partnership
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three months ended June 30, Six months ended June 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Apartment Revenues
Rental income $1,640,061 $1,593,080 $3,273,858 $3,157,775
Other income 61,905 58,580 108,568 104,044
Total Aprtmnt. Revn. 1,701,966 1,651,660 3,382,426 3,261,819
Apartment Expenses
Maintenance 260,575 274,474 507,622 530,317
Operating 123,646 123,770 268,402 259,675
Administrative 116,408 116,301 232,183 221,468
Property mgnt. fees 84,668 82,835 168,652 164,552
Property taxes 179,717 231,432 435,677 461,163
Marketing 23,301 30,318 47,619 57,650
Total Apartment Exp. 788,315 859,130 1,660,155 1,694,825
Net Operating Income 913,651 792,530 1,722,271 1,566,994
Other Deductions
Interest expense 453,885 459,809 909,297 1,013,315
Dep. and amortization 300,960 281,443 599,419 563,526
Refurbishment expenses 43,264 62,245 86,617 93,144
Interest income (32,515) (20,142) (52,653) (46,656)
Partnership admin. exp. 61,723 22,702 120,231 63,736
Litigation and
Tender Compliance 276,671 276,671
Total Other Deductions 1,103,988 806,057 1,939,582 1,687,065
Loss Before
Extraordinary Item $ (190,337) $ (13,527) $ (217,311) $ (120,071)
Extraordinary Gain from
Debt Forgiveness 169,259
Net Income (Loss) $ (190,337) $ (13,527) $ (217,311) $ 49,188
Net Income (Loss) Allocated to
Assignee Unit Holders $ (186,530) $ (13,256) $ (212,965) $ 48,204
(25,714 Assignee Unit Holders)
Loss Before Extraordinary Item
per Assignee Unit $ (7.25) $ (0.52) $ (8.28) $ (4.58)
Net Income (Loss)
per Assignee Unit $ (7.25) $ (0.52) $ (8.28) $ 1.88
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
Oxford Residential Properties I Limited Partnership
Consolidated Statement of Partners' Capital
(Unaudited)
<TABLE>
<CAPTION>
For the period December 31, 1994 through June 30, 1995
Limited Partners'Interests
Assignee Assignor General
Unit Holders Limited Partner Partners Total
<S> <C> <C> <C> <C>
Balance, Dec. 31, 1994 $7,229,372 $466 $(1,040,210) $6,189,628
Net loss for the six
months ended
June 30, 1995 (212,965) (11) (4,335) (217,311)
Distribution to Assignee
Unit Holders (128,570) (128,570)
Balance, June 30, 1995 $6,887,837 $455 $(1,044,545) $5,843,747
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
Oxford Residential Properties I Limited Partnership
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
Six months ended June 30,
1995 1994*
Operating activities:
Net (loss) income $ (217,311) $ 49,188
Adjustments to reconcile net (loss)
income to net cash provided by
operating activities:
Depreciation and amortization 599,419 563,526
Gain from debt forgiveness (169,259)
Changes in assets and liabilities:
Tenant security deposits liability 12,414 20,532
Tenant security deposits (12,414) (20,532)
Other assets (118,046) (848,402)
Accounts payable and accrued expenses 103,365 172,958
Due to affiliates 67,461 (835,938)
Net cash provided by (used in)
operating activities 434,888 (1,067,927)
Investing activities:
Increase in working capital reserve (20,636) (283,799)
Additions to investment properties (214,502) (297,058)
Net cash used in investing activities (235,138) (580,857)
Financing activities:
Refinancing proceeds 0 22,362,000
Distributions paid (128,570) (257,140)
Mortgage principal paid (147,544) (19,515,320)
Increase in deferred costs 0 (606,463)
Net cash (used in) provided by
financing activities (276,114) 1,983,077
Net (decrease) increase in cash
and cash equivalents (76,364) 334,293
Cash and cash equivalents,
beginning of period 1,306,836 791,944
Cash and cash equivalents, end of period $ 1,230,472 $ 1,126,237
* Reclassified for financial statement purposes only.
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
Notes to Consolidated Financial Statements
(Unaudited)
Note 1. Financial Statements
The consolidated financial statements reflect all adjustments
which, in the opinion of Oxford Residential Properties I
Corporation, the Managing General Partner of Oxford Residential
Properties I Limited Partnership ("ORP" or the "Partnership"),
are necessary to present fairly the Partnership's (a)
Consolidated Balance Sheets as of June 30, 1995 and December 31,
1994, (b) Consolidated Statements of Operations for the three-
and six-month periods ended June 30, 1995 and June 30, 1994, (c)
Consolidated Statement of Partners' Capital as of June 30, 1995,
and (d) Consolidated Statements of Cash Flows for the six months
ended June 30, 1995 and June 30, 1994, according to generally
accepted accounting principles. Although the Managing General
Partner believes that the disclosures presented are adequate to
make the information not misleading, these statements should be
read in conjunction with the audited consolidated financial
statements and the notes included in the Partnership's Annual
Report for the year ended December 31, 1994.
For financial reporting purposes, the income/loss before and
after extraordinary item per Assignee Unit and the extraordinary
gain per Assignee Unit have been calculated by dividing the
portion of the Partnership's net income/loss before and after
extraordinary item or the extraordinary gain allocable to
Assignee Unit Holders (98%) by the 25,714 Assignee Units
outstanding. The extraordinary gain during the quarter ended June
30, 1994 is related to a $169,259 loan discount which the
Partnership received on the repayment of Raven Hill's previous
mortgage loan as part of its refinancing. The extraordinary gain
per Assignee Unit is $6.45.
Note 2. Transactions with Affiliates
Neither the Director nor the Executive Officers of the Managing
General Partner, Oxford Residential Properties I Corporation,
receives direct compensation for services rendered to the
Partnership.
Expense reimbursements are for affiliates' personnel costs and
travel expenses that are directly related to the Partnership and
which were not covered separately by fees. Total reimbursements
to the Managing General Partner and its affiliates for the six
months ended June 30, 1995, were approximately $34,535 for
administrative and accounting related costs, compared to $27,362
for the same period in 1994.
Under the Property Management Agreements with NHP, Inc. and
certain of its affiliates ("NHP/PMI"), the management fee is
equal to 5% of gross collections for all properties; however, 40%
of this fee is subordinated until certain distribution preference
levels to the Limited Partners are achieved. Property management
fees of $67,461 and $65,821 for the six-month period ended June
30, 1995 and June 30, 1994, respectively, have been deferred and
are included in due to affiliates in the accompanying
consolidated balance sheets. As of June 30, 1995, deferred and
unpaid property management fees amounted to $198,939. NHP/PMI
also has a separate services agreement with Oxford Realty
Financial Group, Inc. ("ORFG") pursuant to which ORFG provides
certain services to NHP/PMI in exchange for service fees in an
amount equal to 25.41% of all fees collected by NHP/PMI from
certain properties, including those owned by the Partnership.
The management fee level paid to NHP/PMI is equal to the fee
level previously paid to Oxford Management Company, Inc. ("OMC")
prior to December 10, 1993.
ORP incurred $276,671 of fees and expenses in connection with
securities filings and in related communications with its
partners required by ORP in response to tender offers made
earlier this year by certain affiliated and non-affiliated
entities, and in defense and settlement of the action filed on
April 11, 1995 in the United States District Court for the
Central District of California, captioned Susan Burke v. Oxford
Residential Properties I Limited Partnership, et al. This suit
alleged that, among other things, ORP had not responded properly
to certain alleged offers made to purchase assignee units.
Pursuant to a settlement agreement dated as of May 5, 1995, the
parties executed mutual releases, the action was dismissed with
prejudice, and ORP reimbursed the plaintiff $112,500 for a
portion of her legal costs, which amount is included in the
$276,671 discussed above. On May 25, 1995, an affiliate of ORP
and the Managing General Partner completed a tender offer
("Affiliate Tender") in which it acquired approximately 5,000
assignee units of limited partnership of ORP ("Units") at a price
of $332 per Unit.
Notes to Consolidated Financial Statements
(Unaudited)
Note 3. Mortgage Notes Payable
Effective January 12, 1994, separate mortgage loans were made
to each of the four new ownership entities (as discussed in prior
reports) in the aggregate original principal amount of
$22,362,000. These mortgage loans are not cross-collateralized,
nor are they cross-defaulted. Each note bears interest at a
fixed rate of 8.25% per annum and matures on February 11, 2004.
The total monthly principal and interest payment is $176,313. As
of June 30, 1995, the total outstanding balance of the four
mortgage notes payable was $21,981,573. The properties are in
compliance with their respective debt service agreements as of
June 30, 1995.
The principal terms of the new mortgage notes payable are as
follows:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Property Mortgage Monthly
Collateralizing Note Debt Maturity Interest
Debt Amount Service (1) Date Rate
The Landings,
Indianapolis, IN
$ 3,387,000 $ 26,705 2/11/04 8.25%
Shadow Oaks,
Tampa, FL 10,275,000 81,013 2/11/04 8.25%
Fairlane East,
Dearborn, MI 5,175,000 40,802 2/11/04 8.25%
Raven Hill,
Burnsville, MN 3,525,000 27,793 2/11/04 8.25%
$22,362,000 $176,313
(1) Includes principal and interest.
</TABLE>
Note 4. Subsequent Events
Subsequent to the termination of the Affiliate Tender discussed
in Note 2 above, ORP determined that additional Assignee Unit
Holders were interested in selling their Units for the same price
offered in the Affiliate Tender. On June 20, 1995, ORP advised
Assignee Unit Holders that it would purchase on a "first come,
first served" basis at any time on or before September 11, 1995,
unless sooner terminated, all Units up to an aggregate of 600
Units at a price of $332 per Unit net to the seller in cash
without interest ("Issuer Tender"). In August 1995, ORP
purchased 221 Units at a price of $332 per unit.
Instructions for Investors who wish to reregister or transfer ORP
Assignee Units
Please follow the instructions below if you wish to reregister
or transfer ownership of your Oxford Residential Properties I
(ORP) Assignee Units. No transfers or sales can be effected
without the consent of the Managing General Partner and the
completion of the proper documents.
To cover the costs associated with processing transfers, MMS
Escrow & Transfer Agency, Inc. ("MMS"), the transfer agent for
ORP, charges $25 for each transfer of ORP Assignee Units
between related parties, and $50 per seller for each transfer
for consideration (sale). The only exception is a transfer to
a surviving joint holder of Assignee Units when the other
joint holder dies, in which case no fee is charged. MMS will
continue to charge $150 for the conversion of Assignee Units
into a limited partner interest.
To transfer ownership of Assignee Units held in a Merrill Lynch
account, please have your Merrill Lynch financial consultant
contact Merrill Lynch Partnership Operations in New Jersey at
(201) 557-1619 to request the necessary transfer documents.
Merrill Lynch Partnership Operations will only accept calls
from your financial consultant. YOU MUST HAVE THE PROPER
TRANSFER DOCUMENTS FROM MERRILL LYNCH TO EFFECT A TRANSFER.
Your financial consultant must contact Partnership Operations,
as ORP Investor Services does not send out transfer papers for
Assignee Units held in a Merrill Lynch account.
Investors who no longer hold their Assignee Units in a Merrill
Lynch account should contact ORP Investor Services at (810)
614-4550 or P.O. Box 7090, Troy, Michigan 48007-7090, to
obtain transfer documents. YOU MUST OBTAIN THE PROPER
TRANSFER DOCUMENTS FROM ORP INVESTOR SERVICES TO EFFECT A
TRANSFER OF ASSIGNEE UNITS WHICH YOU HOLD PERSONALLY.
To redeposit your ORP units into a Merrill Lynch account,
please notify ORP Investor Services in writing after the
Merrill Lynch account has been opened. ORP Investor Services
will then instruct Merrill Lynch to deposit the Assignee Units
into the account.
Please remember to notify ORP Investor Services in writing at
the address below or by calling (810) 614-4550 in the event
you change your mailing address or your financial consultant.
We can then continue to provide you and your representative
with timely information about your investment in Oxford
Residential Properties I Limited Partnership.
The Quarterly Report on Form 10-Q for the quarter ended June
30, 1995, filed with the Securities and Exchange Commission,
is available to Assignee Unit Holders and may be obtained by
writing:
Investor Services
Oxford Residential Properties I Limited Partnership
P.O. Box 7090
Troy, Michigan 48007-7090
(810) 614-4550
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from SEC form
10-Q and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 2043633
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1638231
<PP&E> 25223267
<DEPRECIATION> 0
<TOTAL-ASSETS> 28905131
<CURRENT-LIABILITIES> 1079811
<BONDS> 21981573
<COMMON> 5843747
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 28905131
<SALES> 3382426
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 1660155
<OTHER-EXPENSES> 1030285
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 909297
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
