FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 1997
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from.........to.........
Commission file number 0-14369
SHELTER PROPERTIES VII LIMITED PARTNERSHIP
(Exact name of small business issuer as specified in its charter)
South Carolina 57-0784852
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza
Greenville, South Carolina 29602
(Address of principal executive offices) (Zip Code)
(Issuer's telephone number) (864) 239-1000
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X . No .
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a) SHELTER PROPERTIES VII LIMITED PARTNERSHIP
CONSOLIDATED BALANCE SHEET
(in thousands, except unit data)
(Unaudited)
June 30, 1997
Assets
Cash and cash equivalents:
Unrestricted $ 901
Restricted--tenant security deposits 72
Accounts receivable 63
Escrow for taxes 76
Restricted escrows 85
Other assets 214
Investment properties:
Land $ 1,774
Buildings and related personal property 19,045
20,819
Less accumulated depreciation (9,497) 11,322
$12,733
Liabilities and Partners' Capital (Deficit)
Liabilities
Accounts payable $ 140
Tenant security deposits 72
Accrued taxes 90
Other liabilities 105
Mortgage notes payable 11,202
Partners' Capital (Deficit)
General partners $ (134)
Limited partners (17,343 units
issued and outstanding) 1,258 1,124
$12,733
See Accompanying Notes to Consolidated Financial Statements
b) SHELTER PROPERTIES VII LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except unit data)
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1997 1996 1997 1996
Revenues:
Rental income $ 881 $ 878 $1,746 $1,729
Interest income 10 9 21 19
Other income 32 26 61 53
Casualty loss (52) -- -- --
Total revenues 871 913 1,828 1,801
Expenses:
Operating 250 241 492 483
General and administrative 50 30 68 68
Maintenance 153 171 253 253
Depreciation 196 188 386 370
Interest 227 230 454 460
Property taxes 47 44 91 88
Total expenses 923 904 1,744 1,722
Net income (loss) $ (52) $ 9 $ 84 $ 79
Net income (loss) allocated
to general partners (1%) $ -- $ -- $ 1 $ 1
Net income (loss) allocated
to limited partners (99%) (52) 9 83 78
$ (52) $ 9 $ 84 $ 79
Net income (loss) per limited
partnership unit $(2.96) $ .52 $ 4.80 $ 4.50
See Accompanying Notes to Consolidated Financial Statements
c) SHELTER PROPERTIES VII LIMITED PARTNERSHIP
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(in thousands, except unit data)
(Unaudited)
Limited
Partnership General Limited
Units Partners Partners Total
Original capital contributions 17,343 $ 2 $17,343 $17,345
Partners' capital (deficit)
at December 31, 1996 17,343 $(135) $ 1,479 $ 1,344
Net income for the six
months ended June 30, 1997 -- 1 83 84
Distribution to partners -- -- (304) (304)
Partners' capital (deficit)
at June 30, 1997 17,343 $(134) $ 1,258 $ 1,124
See Accompanying Notes to Consolidated Financial Statements
d) SHELTER PROPERTIES VII LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
Six Months Ended
June 30,
1997 1996
Cash flows from operating activities:
Net income $ 84 $ 79
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 386 370
Amortization of discounts and loan costs 21 22
Change in accounts:
Restricted cash 8 2
Accounts receivable (3) 2
Escrows for taxes 84 80
Other assets 48 10
Accounts payable 101 37
Tenant security deposit liabilities (8) (2)
Accrued taxes (85) (85)
Other liabilities (54) 4
Net cash provided by operating activities 582 519
Cash flows from investing activities:
Property improvements and replacements (342) (267)
Deposits to restricted escrows (2) (2)
Receipts from restricted escrows -- 24
Net cash used in investing activities (344) (245)
Cash flows from financing activities:
Payments on mortgage notes payable (88) (82)
Distributions to partners (304) --
Net cash used in financing activities (392) (82)
Net (decrease) increase in cash (154) 192
Cash and cash equivalents at beginning of period 1,055 680
Cash and cash equivalents at end of period $ 901 $ 872
Supplemental disclosure of cash flow information:
Cash paid for interest $ 432 $ 438
See Accompanying Notes to Consolidated Financial Statements
e) SHELTER PROPERTIES VII LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements of Shelter Properties VII (the
"Partnership") have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-QSB and Article 310(b) of Regulation S-B. Accordingly,
they do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the
opinion of Shelter Realty VII Corporation (the "Corporate General Partner"), all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the three and six
month periods ended June 30, 1997, are not necessarily indicative of the results
that may be expected for the fiscal year ending December 31, 1997. For further
information, refer to the financial statements and footnotes thereto included in
the Partnership's annual report on Form 10-KSB for the year ended December 31,
1996.
Certain reclassifications have been made to the 1996 information to conform to
the 1997 presentation.
NOTE B - RECONCILIATION OF CASH FLOWS
The following is a reconciliation of the subtotal on the accompanying statements
of cash flows captioned "net cash provided by operating activities" to "net cash
used in operations," as defined in the partnership agreement. However, "net
cash used in operations" should not be considered an alternative to net income
as an indicator of the Partnership's operating performance or to cash flows as a
measure of liquidity (amounts in thousands):
Six Months Ended
June 30,
1997 1996
Net cash provided by operating activities $ 582 $ 519
Payments on mortgage notes payable (88) (82)
Property improvements and replacements (342) (267)
Change in restricted escrows, net (2) 22
Changes in reserves for net operating
liabilities (91) (48)
Additional reserves (61) (150)
Net cash used in operations $ (2) $ (6)
At June 30, 1997 and 1996, the Corporate General Partner believes it to be in
the best interest of the Partnership to reserve an additional $61,000 and
$150,000, respectively, to fund maintenance items and capital improvements
including the vinyl siding project at Hickory Ridge.
NOTE C - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the Corporate General
Partner and its affiliates for the management and administration of all
partnership activities. The Partnership Agreement provides for payments to
affiliates for services and as reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership. The following amounts were paid to the
Corporate General Partner and affiliates in 1997 and 1996 (in thousands):
Six Months Ended
June 30,
1997 1996
Property management fees $ 90 $ 89
Reimbursement for services of affiliates 39 51
The Partnership insures its properties under a master policy through an agency
and insurer unaffiliated with the Corporate General Partner. An affiliate of
the Corporate General Partner acquired, in the acquisition of a business,
certain financial obligations from an insurance agency which was later acquired
by the agent who placed the current year's master policy. The current agent
assumed the financial obligations to the affiliate of the Corporate General
Partner who receives payments on these obligations from the agent. The amount
of the Partnership's insurance premiums accruing to the benefit of the affiliate
of the Corporate General Partner by virtue of the agent's obligations is not
significant.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment properties consist of two apartment complexes. The
following table sets forth the average occupancy of the properties for the six
months ended June 30, 1997 and 1996:
Average
Occupancy
1997 1996
Hickory Ridge Apartments
Memphis, Tennessee 89% 97%
Governor's Park Apartments
Ft. Collins, Colorado 94% 93%
The Corporate General Partner attributes the decrease in occupancy at Hickory
Ridge to soft market conditions due to new construction.
The Partnership reported net income for the six months ended June 30, 1997, of
approximately $84,000 with a second quarter net loss of approximately $52,000.
The Partnership reported net income of $79,000 and $9,000 for the corresponding
periods in 1996. The increase in net income for the six months ended June 30,
1997 was a result of an increase in other income. The increase in other income
is attributed to increases in corporate unit collections at Governors Park and
application fees at Hickory Ridge Apartments. The increase in application fees
at Hickory Ridge was due to increased traffic as a result of the vinyl siding
project which was started in 1996. The Corporate General Partner has noticed
increases in occupancy during the second quarter as compared to the first
quarter resulting from the exterior improvement project at Hickory Ridge.
The decrease in net income for the three months ended June 30, 1997, as compared
to the same period in 1996 was a result of increased expenses incurred due to
the casualty at Governor's Park Apartments resulting from hail damage in 1996.
These expenses offset the casualty gain recorded in the first quarter of 1997
resulting from insurance proceeds receivable. This decrease in net income for
the three month period was offset by an increase in other income and a decrease
in maintenance for the same period. The increase in other income is due to
increases in corporate unit collections at Governor's Park and an increase in
application fees at Hickory Ridge as discussed above. The decrease in
maintenance was due to a decrease in exterior building improvements at Hickory
Ridge as a result of the increased vinyl and exterior improvement expenditures
being performed in 1996.
Included in maintenance expense for the period ended June 30, 1997 was
approximately $70,000 of major repairs and maintenance comprised of interior and
exterior building improvements, parking lot repairs and construction oversight
reimbursements. Included in maintenance expense for the period ended June 30,
1996 was approximately $107,000 of major repairs and maintenance comprised of
exterior building improvements and exterior painting.
As part of the ongoing business plan of the Partnership, the Corporate General
Partner monitors the rental market environment of each of its investment
properties to assess the feasibility of increasing rents, maintaining or
increasing occupancy levels and protecting the Partnership from increases in
expense. As part of this plan, the Corporate General Partner attempts to
protect the Partnership from the burden of inflation-related increases in
expenses by increasing rents and maintaining a high overall occupancy level.
However, due to changing market conditions, which can result in the use of
rental concessions and rental reductions to offset softening market conditions,
there is no guarantee that the Corporate General Partner will be able to sustain
such a plan.
At June 30, 1997 the Partnership had unrestricted cash of approximately $901,000
compared to $872,000 for the same period in 1996. Net cash provided by
operating activities increased due primarily to an increase in accounts payable
and an increase in net income as discussed above. The increase in accounts
payable was due to the timing of payments to vendors. Net cash used in
investing activities increased due to increased property improvements and
replacements and decrease in receipts from restricted escrows in 1997 as
compared to 1996. Net cash used in financing activities increased due to the
distributions paid to partners during the six month period ended June 30, 1997
as compared to the same period in 1996.
The Corporate General Partner budgeted $210,000 in 1997 for vinyl siding and
other exterior renovations for the remaining buildings at Hickory Ridge
Apartments, which are to be funded from operations and Partnership reserves.
The Partnership has no other material capital programs scheduled to be performed
in 1997, although certain routine capital expenditures and maintenance expenses
will be incurred only if cash is available from operations or is received from
the capital reserve account.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the property to adequately maintain the physical assets
and other operating needs of the Partnership. Such assets are currently thought
to be sufficient for any near-term needs of the Partnership. The mortgage
indebtedness of approximately $11,202,000, net of discount, is amortized over
varying periods with required balloon payments ranging from March 1, 2001, to
October 15, 2003, at which time the properties will either be refinanced or
sold. In May 1997, the Partnership distributed approximately $300,000 to the
limited partners and in April 1997, the Partnership paid approximately $4,000 to
Colorado for state tax withholdings on behalf of the limited partners. No cash
distributions were recorded in 1996. Future cash distributions will depend on
the levels of net cash generated from operations, property sales, and the
availability of cash reserves.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
report.
b) Reports on Form 8-K:
None filed during the quarter ended June 30, 1997.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
SHELTER PROPERTIES VII LIMITED PARTNERSHIP
By: Shelter Realty VII Corporation
Corporate General Partner
By: /s/ William H. Jarrard, Jr.
William H. Jarrard, Jr.
President and Director
By: /s/ Ronald Uretta
Ronald Uretta
Treasurer
(Principal Financial Officer
and Principal Accounting Officer)
Date: July 29, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Shelter
Properties VII Limited Partnership 1997 Second Quarter 10-QSB and is qualified
in its entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000758009
<NAME> SHELTER PROPERTIES VII LIMITED PARTNERSHIP
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 901
<SECURITIES> 0
<RECEIVABLES> 63
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 20,819
<DEPRECIATION> (9,497)
<TOTAL-ASSETS> 12,733
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 11,202
0
0
<COMMON> 0
<OTHER-SE> 1,124
<TOTAL-LIABILITY-AND-EQUITY> 12,733
<SALES> 0
<TOTAL-REVENUES> 1,828
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,744
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 454
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 84
<EPS-PRIMARY> 4.80<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
