=================================================================
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 quarterly period ended March 31, 2000
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
- ------- THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
--------------------------------
Commission file number: 0-14533
--------------------------------
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.
Therefore, the Assignee Units 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 Exhibits is on page 3.
=================================================================
<PAGE 2>
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
FORM 10-Q
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The financial statements of the Partnership, and the notes
thereto, are incorporated herein by reference to sequentially
numbered pages 11 through 16 included in ORP's Quarterly Report
(Unaudited).
Item 2.
Management's Discussion and Analysis of Financial Condition and
Results of Operations.
A discussion of ORP's financial condition and results of
operations for the three-month period ended March 31, 2000, is
incorporated herein by reference to sequentially numbered pages 6
through 9 entitled "Report of Management" included in ORP's
Quarterly Report (Unaudited).
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Registrant is engaged from time to time in litigation
incident to its business; however, there are no pending legal
proceedings whose potential effects are considered to be material
by the Managing General Partner.
Item 2. Changes in Securities.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
None.
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 3 of this report.
(b) Reports on Form 8-K
None.
No other items were applicable.
<PAGE 3>
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
FORM 10-Q
EXHIBIT INDEX
(Listed according to the number assigned in the Exhibit Table in
Item 601 of Regulation S-K.)
(11) Statement regarding computation of per share earnings.
The information to compute earnings per share is provided in
the 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 11 through 16).
(20) Report furnished to security holders.
Oxford Residential Properties I Limited Partnership's
Quarterly Report (Unaudited) dated March 31, 2000, follows
on sequentially numbered pages 5 through 17 of this report.
(27) Financial Data Schedule.
<PAGE 4>
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
FORM 10-Q
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: 5/4/00 By: /s/ Richard R. Singleton
------ ----------------------------------------------
Richard R. Singleton
Senior Vice President and
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: 5/4/00 By: /s/ Leo E. Zickler
------ ----------------------------------------------
Leo E. Zickler
Chairman of the Board of Directors and
Chief Executive Officer
Date: 5/4/00 By: /s/ Francis P. Lavin
------ ----------------------------------------------
Francis P. Lavin
President
<PAGE 5>
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
Quarterly Report
(Unaudited)
March 31, 2000
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
<PAGE 6>
- -----------------------------------------------------------------
Report to 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 March
31, 2000, and its consolidated results of operations and cash
flows for the quarter ended March 31, 2000. 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 behalf of the Partnership, Oxford Residential Properties I
Corporation ("Managing General Partner"), will consider offers
made by Assignee Unitholders who wish to sell their Assignee
Units at such prices as may be set by the Managing General
Partner from time to time. The prices that will be paid will be
established by reference to prevailing secondary market prices
that will be determined solely by the Managing General Partner.
This is neither an offer to purchase nor a solicitation of an
offer to sell by the Partnership. Since July 1995 and through
March 31, 2000 ORP has purchased, in the aggregate, 2,110
Assignee Units for approximately $843,000.
Liquidity and Capital Resources
Current Position. At March 31, 2000, ORP held $1,332,000 in
cash and cash equivalents, compared to $1,322,000 at December 31,
1999. The increase of $10,000 represents the amount by which the
properties' net operating incomes after debt service,
refurbishment expenses, and capitalized improvements exceeds the
sum of the following: (i) distributions made on March 1, 2000
to Partners of record as of December 31, 1999 totaling
approximately $355,000, (ii) the purchase of Assignee Units
totaling approximately $34,000, and (iii) the payment of
Partnership administrative expenses during the quarter ended
March 31, 2000 totaling $45,000.
Other Assets shown on the accompanying consolidated Balance
Sheet increased by $197,000 to $1,206,000 at March 31, 2000, from
$1,009,000 at December 31, 1999. The increase in Other Assets is
primarily a result of an increase in prepaid property insurance,
property tax escrow subaccounts and the replacement reserve
account. Other Assets include primarily a Liquidity Reserve
Subaccount (for debt service), a Recurring Replacement Reserve
Subaccount (for property improvements), a Property Insurance
Escrow, and a Property Tax Escrow for each of the Operating
Partnerships totaling approximately $894,000 at March 31, 2000.
These Subaccounts are funded and maintained monthly, as needed,
from property income (except security deposits), in accordance
with the requirements pursuant to each property's loan agreement
and based on expenditures anticipated in the following months.
Accounts Receivable and Prepaid Expenses totaling $258,000 and
$266,000 at March 31, 2000, respectively, are also included in
Other Assets.
Unamortized deferred costs relating to organization and
refinancing costs (discussed in prior reports) at March 31, 2000
were $243,000, compared to $260,000 at December 31, 1999. These
costs are being amortized over the term of the mortgages.
Accounts payable and accrued expenses shown on the consolidated
Balance Sheet were $464,000 at March 31, 2000 and $380,00 at
December 31, 1999.
Property Operations. ORP's future liquidity and level of cash
distributions are dependent upon the net operating income after
debt service, refurbishment expenses, and capitalized
improvements 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 $102,000 were made for the quarter ended March 31,
2000, compared to $234,000 for the same period in 1999. Of the
$102,000 of property improvements, $76,000 was capitalized for
financial statement purposes for the quarter ended March 31,
2000, compared to $176,000 of the $234,000 of property
improvements for the same period in 1999.
<PAGE 7>
- -----------------------------------------------------------------
Report to Management
- -----------------------------------------------------------------
Other Sources. Since 1994, 40% of the property management fees
owed to NHP Management Company ("NHP") have been subordinated to
the receipt by the Assignee Unit Holders of certain returns. As
of March 31, 2000 and December 31, 1999, deferred property
management fees to NHP amounted to $911,000 and $871,000,
respectively.
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 quarter ended March 31, 2000,
as compared to the quarter ended March 31, 1999, is as follows:
<TABLE>
- -----------------------------------------------------------------
<CAPTION>
(in thousands)
Property Three months ended March 31,
----------------------------
2000 1999
- -----------------------------------------------------------------
<S> <C> <C>
Fairlane East, Dearborn, MI $ 465 $ 445
The Landings, Indianapolis, IN 127 136
Raven Hill, Burnsville, MN 376 347
Shadow Oaks, Tampa, FL 139 138
- -----------------------------------------------------------------
Total Net Operating Income $ 1,107 $ 1,066
=================================================================
</TABLE>
Three months ended March 31, 2000
versus three months ended March 31, 1999
In the aggregate, the net operating income of the properties,
before debt service, refurbishment expenses, and capitalized
property improvements, reported by ORP for the quarter ended
March 31, 2000, increased by 3.9% compared to the quarter ended
March 31, 1999. Set forth below is a discussion of the properties
which compares their respective operations for the three-month
periods ended March 31, 2000 and 1999.
Fairlane East
Fairlane East's net operating income for the quarter ended
March 31, 2000 increased by 4.5% from the same period in 1999 due
to a 6.6% decrease in apartment expenses. The property's
apartment expense decrease is primarily attributable to a
decrease in maintenance expenses, specifically, snow removal
expenses. Average occupancy for the quarter ended March 31, 2000
decreased to 92%, compared to 96% for the same period in 1999.
This temporary decline in occupancy is attributable to new rental
competition beginning in the fourth quarter of 1999 offering
rent-up discounts. The weighted average rent collected for the
quarter ended March 31, 2000 increased to $1,050, compared to
$1,010 for the same period in 1999. During the three-month
period ended March 31, 2000, the Partnership expended $31,000 on
property improvements, including $17,000 capitalized for
accounting purposes. The Managing General Partner anticipates
slightly higher spending levels on property improvements for the
remainder of 2000, as compared to the year ended December 31,
1999, to improve its competitive position.
The Landings
The Landings' net operating income for the quarter ended March
31, 2000 decreased by 6.6% from the same period in 1999 due to a
7.4% decrease in revenues offset by nearly an 8.5% decrease in
apartment expenses. Average occupancy for the quarter ended
March 31, 2000 decreased to 87%, compared to 93% for the same
period in 1999. This decline in occupancy and decrease in rental
income is due primarily new rental competition in the first
quarter of 2000 in addition to generally soft rental market
conditions in the Indianapolis area. The weighted average rent
collected for the month ended March 31, 2000 increased slightly
to $634, compared to $631 for the same period in 1999. During
the three-month period ended March 31, 2000, the Partnership
expended $12,000 on property improvements, including $10,000
capitalized for accounting purposes. The Managing General Partner
anticipates slightly higher spending levels on property
improvements for the remainder of 2000, as compared to the year
ended December 31, 1999.
<PAGE 8>
- -----------------------------------------------------------------
Report to Management
- -----------------------------------------------------------------
Raven Hill
Raven Hill's net operating income for the quarter ended March
31, 2000 increased by approximately 8.4% from the same period in
1999 due to a 6.6% increase in revenues offset by a 4.9% increase
in apartment expenses. The increase in revenues is primarily
attributable to an increase in rental income. Average occupancy
for the quarter ended March 31, 2000 increased to 98%, compared
to 97% for the same period in 1999. The weighted average rent
collected for the month ended March 31, 2000 increased by 4.3% to
$779, compared to $747 for the same period in 1999. During the
three-month period ended March 31, 2000, the Partnership expended
$26,000 for property improvements, including $22,000 capitalized
for accounting purposes. The Managing General Partner
anticipates slightly lower spending levels on property
improvements for the remainder of 2000, as compared to the year
ended December 31, 1999.
Shadow Oaks
Shadow Oaks' net operating income for the quarter ended March
31, 2000 increased by less than 1% from the same period in 1999
due to a 2.6% increase in revenues offset by a 4.2% increase in
apartment expenses. Average occupancy for the quarter ended
March 31, 2000 decreased to 94%, compared to 95% for the same
period in 1999. The weighted average rent collected for the
month ended March 31, 2000 increased by 4.9% to $512, compared to
$488 for the same period in 1999. During the three-month period
ended March 31, 2000, the Partnership expended $33,000 on
property improvements, including $28,000 capitalized for
accounting purposes. The Managing General Partner anticipates
slightly higher spending levels on property improvements for the
remainder of 2000, as compared to the year ended December 31,
1999.
Consolidated Statements of Operations-Other Income and Deductions
For the three-month period ended March 31, 2000, ORP's net
income increased by approximately 19% compared to the prior year
comparative period due to a 1.7% increase in revenues and
approximately a 1% decrease in total expenses. Interest income
for the three-month periods ended March 31, 2000 and 1999 was
$18,000 and $19,000, respectively. Other income was $66,000 and
$61,000, respectively, for the three-month periods ended March
31, 2000 and 1999. The increase was primarily due to increased
rental income.
ORP's administrative expenses for the three-month periods ended
March 31, 2000 and 1999 were $45,000 and $24,000, respectively.
The terms of the mortgage loans require the borrowers to make
equal installment payments over the term of the loans. Each
payment consists of interest on the unpaid balance of the loans
and a reduction of loan principal. The interest paid on these
loans decreases each period, while the portion applied to the
loan principal increases each period. As a result, interest
expense was $418,000 and $427,000, respectively, and principal
paid was $110,000 and $102,000 for the three-month periods ended
March 31, 2000 and 1999, respectively.
Depreciation expense for the three-month periods ended March
31, 2000 and 1999 was $310,000 and $299,000, respectively.
Amortization expense for the three-month periods ended March 31,
2000 and 1999 was $17,000 and $17,000, respectively.
For the three-month periods ended March 31, 2000 and 1999, of
the total property improvements in the aggregate amounts of
$102,000 and $234,000, respectively, $26,000 and $58,000,
respectively, were classified as refurbishment expenses for
financial statement purposes. The remaining balances of $76,000
and $176,000, respectively, were capitalized for financial
statement purposes.
<PAGE 9>
THIS REPORT CONTAINS STATEMENTS THAT ARE FORWARD-LOOKING
STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995, SECTION 21E OF THE SECURITIES
EXCHANGE ACT OF 1934, AS AMENDED, AND SECTION 27A OF THE
SECURITIES ACT OF 1933, AS AMENDED, AND IS SUBJECT TO THE SAFE
HARBORS CREATED BY THOSE SECTIONS. THESE FORWARD-LOOKING
STATEMENTS REFLECT MANAGEMENT'S CURRENT VIEWS WITH RESPECT TO
FUTURE EVENTS AND FINANCIAL PERFORMANCE. ACTUAL RESULTS MAY
DIFFER MATERIALLY FROM THOSE DESCRIBED IN THE FORWARD-LOOKING
STATEMENTS, AND WILL BE AFFECTED BY A VARIETY OF RISKS AND
FACTORS. THESE STATEMENTS ARE SUBJECT TO MANY UNCERTAINTIES AND
RISKS, AND SHOULD NOT BE CONSIDERED GUARANTEES OF FINANCIAL
PERFORMANCE. READERS SHOULD REVIEW CAREFULLY ORP's FINANCIAL
STATEMENTS AND THE NOTES THERETO, AS WELL AS RISK FACTORS
DESCRIBED IN THE SEC FILINGS. ORP DISCLAIMS ANY OBLIGATION TO
PUBLICLY RELEASE THE RESULTS OF ANY REVISIONS TO THESE FORWARD-
LOOKING STATEMENTS WHICH MAY BE MADE TO REFLECT EVENTS OR
CIRCUMSTANCES OCCURRING SUBSEQUENT TO THE FILING OF THE FORM 10 Q
WITH THE SEC OR OTHERWISE TO REVISE OR UPDATE ANY ORAL OR WRITTEN
FORWARD-LOOKING STATEMENT THAT MAY BE MADE FROM TIME TO TIME BY
OR ON BEHALF OF ORP.
<PAGE 10>
<TABLE>
- --------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Average Occupancy
- -------------------------------------------------------------------------------------------
The average occupancy for each of the four investment properties is shown in
the following chart:
For the Quarter Ended
Property/ Acquisition -----------------------------------------------------
Location Date
____________________________________________________________________________________________
3/31/99 6/30/99 9/30/99 12/31/99 3/31/00
- --------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Fairlane East 12/23/85 96% 97% 98% 94% 92%
Dearborn, Michigan
The Landings 10/31/84 93% 96% 93% 88% 87%
Indianapolis, Indiana
Raven Hill 12/24/86 97% 98% 98% 98% 98%
Burnsville, Minnesota
Shadow Oaks 2/07/85 95% 94% 95% 92% 94%
Tampa, Florida
- --------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
- -----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Summary of Project Data (in thousands)
- -----------------------------------------------------------------------------------------------------------------------------
2000 Operating Results through 3/31/00 (in thousands)
--------------------------------------------------------------------------------------
Average Rent Collected<F1> NOI
-------------------------- Before Property NOI
Property/ No. of March March Apartment Apartment Improvements Property<F2> Before
Location Units 2000 1999 Revenues Expenses & Debt Service Improvements Debt Service<F3>
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Fairlane East 244 $1,050 $1,025 $ 730 $ 265 $ 465 $ 31 $ 434
Dearborn, Michigan
The Landings 150 634 629 252 125 127 12 115
Indianapolis, Indiana
Raven Hill 304 779 749 726 350 376 26 350
Burnsville, Minnesota
Shadow Oaks 200 512 482 305 166 139 33 106
Tampa, Florida
- ----------------------------------------------------------------------------------------------------------------------------
Total 898 $2,013 $ 906 $1,107 $ 102 $1,005
============================================================================================================================
<FN>
<F1> Represents net rental revenue collected for the month divided by the
average number of units occupied during the month.
<F2> Represents total property improvement costs, including capitalized
costs totaling $76,000 incurred during the quarter ended March 31, 2000.
<F3> The total of $1,005,000 is $173,000 (20.8%) higher than the comparable
total for the quarter ending March 31, 1999.
</FN>
</TABLE>
<PAGE 11>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Balance Sheets (in thousands)
<TABLE>
<CAPTION>
March 31, 2000 December 31, 1999
(Unaudited)
- --------------------------------------------------------------------
<S> <C> <C>
Assets
Investment properties, at cost
Land $ 3,681 $ 3,681
Buildings and improvements, net
of accumulated depreciation
of $17,672 and $17,361,
respectively 19,630 19,864
- --------------------------------------------------------------------
Total Investment Properties 23,311 23,545
- --------------------------------------------------------------------
Cash and cash equivalents 1,332 1,322
Working capital reserve 0 22
Tenant security deposits 197 178
Deferred costs, net of amortization
of $2,671 and $2,657, respectively 243 260
Other assets 1,206 1,009
- --------------------------------------------------------------------
2,978 2,791
- --------------------------------------------------------------------
Total Assets $26,289 $26,336
====================================================================
Liabilities and Partners' Capital
Liabilities
Mortgage notes payable $20,231 $20,341
Accounts payable and
accrued expenses 464 380
Distributions payable 0 355
Other liabilities 911 871
Tenant security deposits 197 178
- --------------------------------------------------------------------
Total Liabilities 21,803 22,125
- --------------------------------------------------------------------
Partners' Capital
General Partners (1,005) (1,011)
Assignor Limited Partner 1 1
Assignee Unit Holders (25,714
Assignee Units issued and 23,604
outstanding for March 31, 2000;
23,667 outstanding for
December 31, 1999) 5,490 5,221
- --------------------------------------------------------------------
Total Partners' Capital 4,486 4,211
- --------------------------------------------------------------------
Total Liabilities and
Partners' Capital $26,289 $26,336
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 12>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Statements of Operations (in thousands, except Net
Income per Assignee Unit and Weighted average number of Assignee
Units Outstanding) (Unaudited)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
Three months ended March 31,
----------------------------
2000 1999
- --------------------------------------------------------------------
<S> <C> <C>
Apartment Revenues
Rental income $ 1,947 $ 1,918
Other income 66 61
- --------------------------------------------------------------------
Total Apartment Revenues 2,013 1,979
- --------------------------------------------------------------------
Apartment Expenses
Maintenance 273 279
Operating 203 184
Administrative 125 119
Property management fees 99 97
Property taxes 176 202
Marketing 30 32
- --------------------------------------------------------------------
Total Apartment Expenses 906 913
- --------------------------------------------------------------------
Net Operating Income 1,107 1,066
- --------------------------------------------------------------------
Other Deductions
Interest expense 418 427
Depreciation and amortization 327 316
Refurbishment expenses 26 58
Interest income (18) (19)
Partnership administrative expenses 45 24
- --------------------------------------------------------------------
Total Other Deductions $ 798 $ 806
- --------------------------------------------------------------------
Net Income $ 309 $ 260
====================================================================
Net Income Allocated to Assignee
Unit Holders $ 303 $ 255
====================================================================
Net Income per Assignee Unit $ 12.80 $ 10.60
====================================================================
Weighted average number of
Assignee Units Outstanding 23,639 24,063
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 13>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Statement of Partners' Capital (in thousands)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
For the period ended March 31, 2000
-----------------------------------
Limited Partners'
Interests
--------------------
Assignee Assignor
Unit Limited General
Holders Partner Partners Total
- --------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance, December 31, 1999 $5,221 $1 $(1,011) $4,211
- --------------------------------------------------------------------
Net income, March 31, 2000 303 0 6 309
Purchase of Assignee Units (34) 0 0 (34)
- --------------------------------------------------------------------
Balance, March 31, 2000 $5,490 $1 $(1,005) $4,486
(Unaudited)
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 14>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Statements of Cash Flows (in thousands)
(Unaudited)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
Three months ended March 31,
-------------------------------
2000 1999
- --------------------------------------------------------------------
<S> <C> <C>
Operating activities
Net income $ 309 $ 260
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 327 316
Changes in assets and liabilities:
Tenant security deposits liability 19 2
Tenant security deposits (19) (2)
Other assets (197) (241)
Accounts payable and accrued expenses 84 149
Other liabilities 40 39
- --------------------------------------------------------------------
Net cash provided by operating activities 563 523
- --------------------------------------------------------------------
Investing activities
Working capital reserve 22 (391)
Additions to investment properties (76) (176)
- --------------------------------------------------------------------
Net cash provided by (used in) investing
activities (54) (567)
- --------------------------------------------------------------------
Financing activities
Distributions paid (355) (361)
Mortgage principal paid (110) (102)
Purchase of Assignee Units (34) (62)
- --------------------------------------------------------------------
Net cash used in financing activities (499) (525)
- --------------------------------------------------------------------
Net increase (decrease) in cash and
cash equivalents 10 (569)
Cash and cash equivalents, beginning
of period 1,322 1,288
- --------------------------------------------------------------------
Cash and cash equivalents, end
of period $ 1,332 $ 719
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 15>
- -----------------------------------------------------------------
Notes to Consolidated Financial Statements
- -----------------------------------------------------------------
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 (the "Managing General
Partner") of Oxford Residential Properties I Limited Partnership
("ORP" or the "Partnership"), are necessary to present fairly the
Partnership's Consolidated Balance Sheets as of March 31, 2000
and December 31, 1999, the Consolidated Statements of Operations
for the three-month periods ended March 31, 2000 and 1999, the
Consolidated Statement of Partners' Capital as of March 31, 2000,
and the Consolidated Statements of Cash Flows for the three-month
periods ended March 31, 2000 and 1999, according to generally
accepted accounting principles. Although the Managing General
Partner believes 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, 1999.
For financial reporting purposes, the net income per assignee
unit of limited partnership of ORP ("Assignee Unit") has been
calculated by dividing the portion of the Partnership's net
income allocable to Assignee Unit Holders (98%) by the weighted
average of Assignee Units outstanding. In all computations of
earnings per Assignee Unit, the weighted average of Assignee
Units outstanding during the period constitutes the basis for the
net income amounts per Assignee Unit on the Consolidated
Statements of Operations.
Note 2. Transactions with Affiliates.
The Partnership has no directors or officers. The Managing
General Partner and its affiliates do not receive any direct
compensation, but receive fees and are reimbursed by ORP for any
actual direct costs and expenses incurred in connection with the
operation of the Partnership.
Expense reimbursements are for an affiliate's personnel costs,
travel expenses and interest on interim working capital advances,
which were not covered separately by fees. Total reimbursements
to the Managing General Partner and its affiliates for the three-
month period ended March 31, 2000, were approximately $18,000 for
administrative and accounting-related costs, compared to $23,000
for the same period in 1999.
An affiliate of NHP Management Company, the property manager,
has a separate services agreement with Oxford Realty Financial
Group, Inc. ("ORFG"), an affiliate of the Managing General
Partner, pursuant to which ORFG provides certain services to NHP
in exchange for service fees in an amount equal to 25.41% of all
fees collected by NHP from certain properties, including those
owned by the Partnership.
Note 3. Other Liabilities
Other Liabilities. Under the Property Management Agreements
with NHP Management Company, 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 or Assignee Unit Holders are achieved. Property
management fees of $40,000 and $39,000 for the three-month
periods ended March 31, 2000 and 1999, respectively, have been
deferred.
Note 4. Mortgage Notes Payable.
Effective January 12, 1994, separate mortgage loans were made
to each of the four 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 $176,000. As
of March 31, 2000, the total outstanding balance of the four
mortgage notes payable was $20,231,000. The properties are in
compliance with their respective debt service agreements as of
March 31, 2000.
<PAGE 16>
- -----------------------------------------------------------------
Notes to Consolidated Financial Statements
- -----------------------------------------------------------------
The individual outstanding mortgage notes payable as of March 31,
2000, and monthly debt service are as follows:
<TABLE>
<CAPTION>
- -----------------------------------------------------------------
Property Collateralizing Debt Outstanding Monthly
(in thousands) Mortgage Debt Service<F1>
- -----------------------------------------------------------------
<S> <C> <C>
Fairlane East, Dearborn, Michigan $ 9,296 $ 81
The Landings, Indianapolis, Indiana 3,064 26
Raven Hill, Burnsville, Minnesota 4,682 41
Shadow Oaks, Tampa, Florida 3,189 28
- -----------------------------------------------------------------
$ 20,231 $ 176
=================================================================
<FN>
<F1> Includes principal and interest.
</FN>
</TABLE>
<PAGE 17>
- -----------------------------------------------------------------
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
Limited Partnership ("ORP" or the "Partnership") 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
charges $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 (248)
614-4550 or P.O. Box 7090, Troy, Michigan 48007-9921, 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 (248) 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 March
31, 2000, 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 48007-9921
(248) 614-4550
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the Balance
Sheet at March 31, 2000 (Unaudited) and the Statements of Income for the three
months ended March 31, 2000 (Unaudited) and is qualified in its entirety by
reference
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 1,332
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,646
<PP&E> 40,983
<DEPRECIATION> 17,672
<TOTAL-ASSETS> 26,289
<CURRENT-LIABILITIES> 1,572
<BONDS> 20,231
0
0
<COMMON> 0
<OTHER-SE> 4,486
<TOTAL-LIABILITY-AND-EQUITY> 26,289
<SALES> 0
<TOTAL-REVENUES> 2,013
<CGS> 0
<TOTAL-COSTS> 906
<OTHER-EXPENSES> 380
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 418
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 309
<EPS-BASIC> 12.80
<EPS-DILUTED> 12.80
</TABLE>
