UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended December 31, 1998. Commission file number 2-95118
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
Minnesota 41-1507989
510 Marquette Avenue, Suite 300
Minneapolis, Minnesota 55402
Registrant's telephone number (612) 338-2828
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
------------------- ------------------------
None None
Securities registered pursuant to Section 12(g) of the act: $19,173,000
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 ___
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (229.405 of this chapter) is not contained herein, and will
not be contained to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this form 10-K. [ ]
Forms 8-K dated July 7, 1998, October 2, 1998 and February 19,1999 are
incorporated by reference in this report.
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
TABLE OF CONTENTS
PART I
Item 1 Business......................................................1-2
Item 2 Properties......................................................3
Item 3 Legal Proceedings...............................................3
Item 4 Submission of Matters to a Vote
of Limited Partners.............................................3
PART II
Item 5 Market for the Partnership's Limited Partnership
Interests and Related Limited Partner Matters...................3
Item 6 Selected Financial Data.........................................4
Item 7 Management's Discussion and Analysis of
Financial Condition and Results of Operations.................5-7
Item 8 Financial Statements and Supplementary Data.....................8
Item 9 Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.............................8
PART III
Item 10 The General Partner of the Partnership........................8-9
Item 11 Management Remuneration and Transactions.......................10
Item 12 Limited Partnership Ownership of Certain
Beneficial Owners and Management............................10-11
Item 13 Certain Relationships and Related Transactions.................11
PART IV
Item 14 Exhibits, Financial Statement Schedules
and Reports on Form 8-K........................................12
SIGNATURES..............................................................13
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
PART I
Item 1. Business
The registrant, Griffin Real Estate Fund-V, A Limited Partnership (the
"Partnership"), was organized on January 31, 1985 under the laws of the State of
Minnesota and became effective on April 15, 1985. The Partnership was formed by
the General Partners, Griffin Equity Partners, A Minnesota Partnership and
Guardian Investment Corporation, A Minnesota Corporation, to acquire existing,
income-producing real properties for rental purposes. On March 5, 1985 the
Partnership commenced an offering of $15,000,000 pursuant to a Registration
Statement on Form S-11 under the Securities Act of 1933. The offering terminated
March 4, 1986 upon the acceptance of 38,346 units $19,173,000).
The Partnership is engaged solely in the business of real estate
investment, and is limiting its investment to the real property acquired at its
inception plus reasonable repairs and capital improvements. The goal of these
investments is to generate both capital gain income and current income from cash
flow. The Partnership does not invest in real estate mortgages, securities of or
interests in persons primarily engaged in real estate activities, or in other
securities. A presentation of information about industry segments is not
applicable and would not be material to an understanding of the Partnership's
business taken as a whole.
The General Partner manages and controls all of the affairs of the
Partnership, including deciding when and on what terms properties should be sold
or refinanced.
As of December 31, 1998 the Partnership has made the real property
investment set forth in the following table:
Name, type of property Date of Type of
and location (a) Size Purchase Ownership (b)
---------------------- ---- -------- ---------
1. Country Club Apartments 180 units 5/14/86 Mortgage Note
Anderson, South Carolina
(a) Reference is made to Schedule III of this annual report.
(b) Reference is made to Note 3 of Notes to Financial Statements filed
with this annual report for the current outstanding principal
balance and a description of the long-term indebtedness secured by
the Partnership's real property investment;
The Partnership's real property investment is subject to competition from
similar types of properties in the vicinity in which it is located.
The Terms of Transactions between the Partnership and affiliates of the
General Partners are described in Item 11 to which reference is hereby made.
It is the Partnership's policy to conduct its business activities in
accordance with the Partnership Agreement which may not be changed without a
vote of a majority of the Limited Partnership units outstanding.
Pursuant to the Partnership Agreement, the Partnership may not issue
senior securities, make loans to other persons, invest in the securities of
other entities for the purposes of exercising control, underwrite the securities
of others or offer securities in exchange for property.
-1-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
As circumstances dictate, the Partnership has the right under the
Partnership Agreement to borrow money, and to use its investments in real
property as collateral for that debt. The amount of debt for acquisitions was
subject to a maximum of 75% loan to value. Although not required, the General
Partner intends to maintain this limit with any subsequent refinancings. No
refinancings occurred in 1998, 1997, or 1996. There is no limit on the number of
mortgages that may be taken out on any one piece of the Partnership's real
properties.
The Partnership Agreement provides for the redemption of limited
partnership units under certain circumstances. In 1998, 1997, and 1996 the
Partnership redeemed zero, zero and thirty units respectively.
It is the policy of the General Partner to report on a quarterly basis to
the limited partners. Each interim report contains limited financial reporting
with a management discussion of operations and goals for the Partnership. The
annual report contains financial statements that are audited by independent
public accountants, and is accompanied by a management discussion of operations
and goals.
AVERAGE EFFECTIVE ANNUAL RENTAL PER UNIT
RAVENWOOD SAVANNAH
COUNTRY CLUB DESERT PINES APARTMENTS OAKS
APARTMENTS APARTMENTS CINCINNATI, APARTMENTS
ANDERSON, SC TUCSON, AZ OH MARIETTA, GA
- --------------------------------------------------------------------------------
1998 $5,322 $4,814 * $6,698
- --------------------------------------------------------------------------------
1997 5,284 4,576 $4,447 6,542
- --------------------------------------------------------------------------------
1996 5,292 4,696 4,508 6,341
- --------------------------------------------------------------------------------
1995 5,118 4,805 4,637 5,996
- --------------------------------------------------------------------------------
1994 4,877 4,570 4,634 5,528
- --------------------------------------------------------------------------------
*Indicates the partnership did not own the property at any time during the year.
SCHEDULE OF REAL ESTATE TAXES
SAVANNAH
RAVENWOOD OAKS
COUNTRY CLUB DESERT PINES APARTMENTS APARTMENTS
APARTMENTS APARTMENTS CINCINNATI MARIETTA,
ANDERSON, SC TUCSON, AZ OH (A) GA
- --------------------------------------------------------------------------------
1998 TAX RATE 23.38 16.90 * *
ASSESSMENT $85,074 $98,782 * *
- --------------------------------------------------------------------------------
1997 TAX RATE 20.85 16.94 * 11.35
ASSESSMENT $75,877 $99,037 * $56,760
- --------------------------------------------------------------------------------
1996 TAX RATE 20.36 17.65 20.99 11.55
ASSESSMENT $73,282 $96,005 $75,889 $57,760
- --------------------------------------------------------------------------------
1995 TAX RATE 19.67 17.57 20.57 11.56
ASSESSMENT $70,802 $92,053 $73,026 $54,902
- --------------------------------------------------------------------------------
1994 TAX RATE 19.23 17.42 18.89 11.02
ASSESSMENT $69,245 $84,284 $66,989 $52,356
- --------------------------------------------------------------------------------
*Indicates the Partnership did not own the property at the time of assessment.
(a) The Partnership is allocated 70% of the stated assessment. Griffin Real
Estate Fund IV, A Limited Partnership is allocated the remaining 30%.
It is the opinion of the General Partner that the Partnership's property
is adequately covered by insurance.
-2-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
Item 2. Properties
The Partnership owns the real property referred to in Item 1 to which
reference is hereby made.
Item 3. Legal Proceedings
On September 20, 1995 Everest Investors, LLC ("Everest") filed a lawsuit
in Hennepin County Minnesota's Fourth Judicial District Court against Griffin
Equity Partners and Guardian Investment Corporation ("General Partner"), the
general partner of Griffin Real Estate Fund-V, A Limited Partnership
("Partnership"). The lawsuit alleged that the General Partner had wrongfully
denied Everest access to the books and records of the Partnership. The court
granted, in part, Everest's request for access to the books and records and
ordered the General Partner to provide Everest access to these records. The
General Partner complied with this court order. Everest continued to seek access
to additional books and records of the Partnership beyond the scope of the court
order. The General Partner vigorously defended the Partnership's right to keep
its proprietary records from being reviewed by Everest, who has not been
admitted as a limited partner of the Partnership despite having been assigned a
financial interest in 10 units by some original limited partners.
The General Partner filed for a dismissal of the matter. The court heard
arguments on September 29, 1995, October 26, 1995 and November 17, 1995. On
November 27, 1995 the court dismissed Everest's lawsuit. Everest appealed the
dismissal in the Minnesota Court of Appeals on March 12, 1996. Briefs were filed
and oral arguments were heard by the court on July 1, 1996. On September 10,
1996 the court affirmed the dismissal.
Item 4. Submission of Matters to a Vote of Limited Partners
There were no matters submitted to a vote of the Limited Partners.
PART II
Item 5. Market for the Partnership's Limited Partnership Interests and Related
Limited Partner Matters
There are approximately 2,000 holders of record of units of the
Partnership. There is no public market for units and it is not anticipated that
a public market for units will develop. The General Partner will not redeem or
repurchase units except upon death of the original limited partner.
Reference is made to Item 6 in this annual report for a discussion of cash
distributions made to the Limited Partners.
-3-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
Item 6. Selected Financial Data
Griffin Real Estate Fund-V, A Limited Partnership
For the Years Ended December 31, 1998, 1997, 1996, 1995, and 1994
<TABLE>
<CAPTION>
1998 1997 1996 1995 1994
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Total revenues $ 7,950,786 $ 4,537,913 $ 4,198,088 $ 4,412,009 $ 4,006,285
Net income (loss) before
extraordinary item 5,200,133 468,804 (190,249) (127,619) 111,727
Net income (loss)
before extraordinary
item per limited
partnership unit (c) 133.85 6.63 (4.92) (3.30) 2.89
Extraordinary item -
Loss on extinguishment
of debt (294,229) -- -- -- --
Extraordinary item
Loss on extinguishment
of debt per limited
partnership unit(c) (7.62) -- -- -- --
Net income (loss) 4,905,904 468,804 (190,249) (127,619) 111,727
Net income (loss) per
limited partner
unit (c) 126.23 6.63 (4.92) (3.30) 2.89
Total assets 3,090,375 12,734,515 14,871,592 15,201,548 15,453,497
Mortgage notes
payable 3,101,007 10,761,037 13,025,497 13,171,774 13,055,496
Cash distributions
per limited
partner unit (b) $ 174.67 $ 5.00 -- -- --
</TABLE>
(a) The above selected financial data should be read in conjunction with the
financial statements and the related notes appearing in Exhibit 13 in this
annual report.
(b) Cash distributions of $229.67 per limited partnership unit have been made
to the Limited Partners since the inception of the Partnership. These
distributions have not resulted in taxable income to such Limited Partners
and have therefore all represented a return of capital under Generally
Accepted Accounting Principles. Each Partner's taxable income (or loss)
from the Partnership in each year is equal to his allocable share of the
taxable income (loss) of the Partnership, without regard to cash generated
or distributed by the Partnership. The Partnership's taxable income and
tax losses (including net income and losses from operations but not
interest income earned on cash reserves and investments) as well as profit
or loss on the sale of properties will constitute passive activity income
and losses under the 1986 Act with respect to those taxpayers to which the
passive activity rules apply.
(c) The net income (loss) and cash distribution per limited partnership unit
are based upon the weighted average number of limited partnership units
outstanding during the period.
-4-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
RESULTS OF OPERATIONS
Summary of Operations - 1998 Compared to 1997
The year 1998 was marked by the continued disposition of the
Partnership properties that began in 1997. Two of the remaining three
properties were sold during 1998 and the third was sold during February
1999. As a result of the sale of the remaining property the Partnership
was terminated on March 15, 1999. Quarterly distributions resumed in the
first quarter and continued through the third quarter of 1998 at $3 per
unit for an annual rate of return of 2.4% of the limited partners'
original investment.
Property sales during 1998 included Savannah Oaks Apartments on June
22 and Desert Pines Apartments on September 18. These sales and the 1997
sale of Ravenwood Apartments make it impractical to compare results from
one year to the next for the Partnership taken as a whole. Therefore the
following discussion is limited to the one remaining property that was
held for the entire year.
Country Club Apartments:
Physical occupancy remained stable at 92% to 93% throughout 1998
which is slightly up from the year-end 1997 level of 90%. Although rental
rates increased an average of 2.5%, the offsetting rental loss from
vacancies and slightly lower "Other Income" in 1998 resulted in only a
negligible increase in total income over 1997 for the property.
In a continued effort to boost occupancy, advertising expense rose
from $9,714 in 1997 to $14,217 in 1998. Various factors contributed to an
increase in payroll expenses from $148,048 in 1997 to $163,786 in 1998.
Utilities also rose in 1998 to $71,094 from $66,615 in 1997. Other expense
categories showed only small increases or decreases while expenses as a
whole rose 8.1% in 1998.
Capital expenditures of $75,139 were used almost exclusively for the
normal recurring replacement of carpet and appliances and window covering
replacement.
Summary of Operations - 1997 Compared to 1996
In 1997 the General Partner began marketing the properties for sale
resulting in the sale of one of the four apartment communities. The
remaining three continue to be marketed for sale. On June 16, 1997 the
Partnership sold the Ravenwood Apartments. Therefore comparison of results
from one year to the next is not possible for the Partnership taken as
whole. The following discussion is therefore limited to the three
remaining properties that were held for the entire year.
Country Club Apartments:
After a strong 1996, physical occupancy decreased from 98% to 90% by
December 31, 1997. Rental rates for the year increased 3.5%, but with the
higher vacancies total revenues decreased by .9%.
The 1997 operating expenses were mostly consistent with 1996 levels,
however painting and decorating expense increased by $4,792 from $20,597
in 1996 to $25,389 in 1997. This increase is the result of the higher
vacancy rates and the expenses associated with getting apartments rent
ready. Insurance also declined by $14,823 from $26,629 in 1996 to $11,806
in 1997 due to a risk re-evaluation by the insurance carrier. Capital
expenditures of $29,244 were for exterior wood repairs in 1997.
-5-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
Desert Pines Apartments:
Physical occupancy was steady throughout 1997 at or about 90%,
finishing the year at 91%. Rental rates increased 1.8% while vacancies
showed an increase over 1996. The net result was a decrease in total
revenues of 2.6% from 1996 to 1997.
Most 1997 operating expenses were similar to the amounts spent in
1996 with the exception of repairs and maintenance. There was a drop of
$52,091 in repairs and maintenance expense from $222,464 in 1996 to
$170,373 in 1997. The decrease was mainly due to an unusually high amount
spent in 1996 for carpet, appliances and unit repairs. Capital
expenditures of $255,388 were for sidewalk and concrete repairs, roof
repairs, exterior paint, and siding replacement.
Savannah Oaks Apartments:
Physical occupancy in 1997 was 97% after the first two quarters,
just as it had been for most of 1996. By the end of the third quarter,
occupancy had decreased to 93% and stayed there through the rest of 1997.
Rental rates increased 4.6% in 1997 but vacancies increased 26.8%. The net
effect was an increase in total revenues of 3.1% for 1997 over 1996.
The 1997 utilities expense was $42,708 higher than in 1996. The
amount went from $133,718 in 1996 to $176,426 in 1997 due to an increase
in the cost of water. New water usage meters installed by the city have
provided readings much higher than the old meters. An investigation is
underway to explain the change. Meanwhile, the common water line shared
with an adjacent property is being split off so that neither property will
pay more or less that its share. Repairs and maintenance increased $18,650
from $225,366 in 1996 to $244,016 in 1997. This increase is mainly due to
increased carpet and appliance replacement caused by increased tenant
turnover. Capital expenditures of $56,910 were used for repairs to
sidewalks, roofs and interior walls and floors.
YEAR 2000
The year 2000 compliance issue concerns the inability of
computerized information systems to accurately calculate, store or use a
date after 1999. This could have resulted in a system failure or
miscalculations causing disruptions of operations. The General Partner had
been evaluating the accounting software to find out if a Year 2000 problem
existed. However, given that the Partnership terminated on March 15, 1999
this is no longer an issue
LIQUIDITY
The Partnership has approximately $263,575 of cash reserves on hand
at December 31, 1998. This provided the Partnership with ample liquidity
with which to operate the Partnership up to its termination on March 15,
1999. The Partnership sold Country Club Apartments on February 12, 1999
and distributed sales proceeds of $21 per unit following the sale. Sales
proceeds of $61 per unit were distributed following the sale of Savannah
Oaks Apartments and $102 per unit following the sale of Desert Pines
Apartments in 1998..
-6-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
OCCUPANCY TABLE
Approximate occupancy levels of the Partnership's investment property by
quarter.
Country Club Desert Pines Savannah Oaks Ravenwood
Apartments Apartments Apartments Apartments
Anderson, SC Tucson, AZ Marietta, GA Cincinnati, OH
------------ ------------ ------------- --------------
3/31/98 92% 93% 97% *
6/30/98 93% 89% * *
7/30/98 92% * * *
12/31/98 92% * * *
3/31/97 97% 90% 97% 85%
6/30/97 92% 88% 97% *
7/30/97 94% 91% 93% *
12/31/97 90% 91% 93% &
3/31/96 99% 94% 97% 87%
6/30/96 97% 89% 98% 87%
7/30/96 97% 93% 96% 87%
12/31/96 98% 90% 96% 85%
3/31/95 97% 99% 97% 86%
6/30/95 98% 95% 99% 91%
7/30/95 98% 96% 99% 91%
12/31/95 99% 95% 97% 86%
3/31/94 93% 98% 100% 91%
6/30/94 98% 95% 95% 92%
7/30/94 98% 96% 99% 90%
12/31/94 98% 96% 99% 90%
* Indicates the Partnership did not own the property at the end of the quarter.
-7-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
Item 8. Financial Statements and Supplementary Data
The Table of Contents to Financial Statements, Financial Statements and
Supplementary Data listed in Item 14 are referenced herein as included in the
exhibits attached to this report and are incorporated herein by reference.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
There have been no changes in independent auditors and as of the date of
the filing, there were no material disagreements with the current independent
auditors (Larson, Allen, Weishair & Co.,LLP) regarding any of the following:
1) Accounting principles or practices
2) Extent and quality of financial statement disclosure
3) Auditing scope or procedures
PART III
Item 10. The General Partner of the Partnership
The General Partners of the Partnership are Griffin Equity Partners, a
Minnesota general partnership formed in October of 1984 by the owners of Griffin
Companies to act, along with Guardian Investment Corporation, a Minnesota
corporation and a wholly owned subsidiary of Griffin Companies ("General
Partner"), as the General Partner for various limited partnerships sponsored by
Griffin Companies. As General Partner, Griffin Equity Partners and Guardian
Investment Corporation manage and control the affairs of the Partnership and
have general responsibility and authority in all matters affecting its business.
Griffin Companies, A Minnesota Corporation organized in 1969, and its
affiliates are engaged in real estate brokerage, real estate investment
counseling, and management of commercial and multi-family real estate. Griffin
Companies and its Affiliates have organized and served as general partners in
thirty-two privately placed partnerships and six publicly offered partnerships,
which were formed for the purpose of real estate investment.
The General Partner and its Affiliates provide executive, supervisory and
certain administrative services for the Partnership's operations and the General
Partners are responsible for determining whether, when and on what terms
properties should be sold or refinanced. In addition, the books and records of
the Partnership are maintained by Griffin Companies, and are subject to audit by
independent certified public accountants. The principals of the General Partner
intend to devote only as much of their time to the business of the Partnership
as they determine to be reasonably required. Limited Partners have no right to
participate in the management of the Partnership.
The identity and business experience of each of the partners of the
General Partner is as follows:
-8-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
Larry D. Fransen (age 58) founded Griffin Companies in 1969. He is a Director
and senior officer of each of its operating entities, in addition to serving as
Chairman. Since 1969, he has acted as general partner in many partnerships
investing in apartments, office buildings, warehouses, land and motels.
Acting on behalf of Griffin Companies' clients, Mr. Fransen has negotiated
the acquisition and disposition of more than one billion dollars in investment
real estate properties nationwide.
He is a member of numerous professional organizations, including the
Greater Minneapolis Area Board of Realtors, the Minnesota Association of
Realtors, the National Association of Realtors (NAR), Minnesota Multi Housing
Association (MHA), National Multi-Housing Council (NMHC), the National Apartment
Association (NAA), Commercial and Investment Institute, National Association of
Real Estate Investment Trusts (NAREIT), and the Pension Real Estate Association
(PREA).
Mr. Fransen holds the CCIM (Certified Commercial Investment Member)
designation of the Commercial Investment Institute, as well as the SRS
(Specialist in Real Estate Securities) designation. For 13 years, he was an
instructor for the Commercial Investment Institute and served as the group's
national president in 1983. He has been awarded the Omega Tau Rho Medal of
Service for his years of service to the National Association of Realtors.
Robert S. Dunbar (59) is Chief Executive Officer of Griffin Companies. Following
several years with Control Data Corporation where he held various administrative
and management positions, he was named Executive Vice President of the U.S.
Jaycees in 1970, with responsibility for planning, budgeting and administration
of the national organization. In 1972, he joined Ed. Phillips & Sons Company in
Minneapolis, Minnesota as a sales manager. In 1975 he was elected President of
Westland Capital Corporation, a Minneapolis venture capital firm, where he was
responsible for analyzing various companies for potential investment
opportunities. He joined Griffin Companies in 1977.
Mr. Dunbar is a member of the Institute of Real Estate Management (IREM)
and the Minnesota Multi Housing Association (MHA). He holds the Certified
Apartment Manager (CAM) designation of the National Apartment Association and is
a Certified Property Manager (CPM) as designated by the National Association of
Realtors. Mr. Dunbar also holds a Minnesota Real Estate Broker's License and has
completed the necessary course work for their prestigious Certified Commercial
Investment Member (CCIM) designation conferred by the Commercial Investment
Institute. He is a member of the national Multi-Housing Council and The
Executive Committee (T.E.C.). He also serves on the Board of Trustees of
Northwestern College.
Messrs. Fransen and Dunbar together own 100% of the issued and outstanding
shares of common stock of Griffin Companies. The principals of the General
Partners represent and warrant that they have a collective personal net worth on
an unaudited cost basis and on an unaudited estimated current value basis
(measured as total assets at estimated current value less all liabilities) in
excess of $1,500,000. The assets of the principals of the General Partners are
largely invested in interests in real property and in Griffin Companies.
Therefore, it may be difficult to precisely value such assets or to liquidate
such assets expeditiously or on terms favorable to the seller.
-9-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
Item 11. Management Remuneration and Transactions
Principals of the General Partner receive no current or proposed direct
remuneration in such capacity. The Partnership is required to pay a management
fee to Griffin Companies and the General Partner is entitled to receive a share
of cash distributions, when and as cash distributions are made to the Limited
Partners, and a share of profits or losses as described below:
. Profits, losses, other than from refinancing or from the sale of
Partnership properties, are allocated 99% to the limited partners
and 1% to the General Partner.
. Cash flow distributions, other than from refinancing or from the
sale of Partnership properties, are allocated 95% to the limited
partners and 5% to the General Partner.
. Net proceeds from refinancing or from the sale of property other
than upon liquidation, less any necessary liability reserves or debt
payments, will be distributed in the following order subject to the
General Partners receiving at least 1% of the distributions:
.. First, to the limited partners to the extent that prior
distributions are less than the original capital contribution plus
6% per annum (as defined in the Partnership Agreement);
.. Second, any unpaid real estate commissions due to the General
Partner on the resale of the Partnership properties;
.. Third, any remaining balance, 85% to the limited partners and 15% to
the General Partner.
The Partnership is entitled to engage in various transactions involving
affiliates of the General Partner of the Partnership.
Griffin Companies ("Griffin"), an affiliate of the General Partner, may be
reimbursed for direct expenses relating to the administration of the Partnership
and operation of the Partnership real property investments. Griffin received
approximately $50,571, $16,021 and $13,868 and in 1998, 1997 and 1996
respectively, for these expenses.
Reference is made to Note 4 of Notes to Financial Statements filed with
this annual report for a description of related party transactions.
Item 12. Limited Partnership Ownership of Certain Beneficial Owners
and Management
No person or any "group" is known by the Partnership to own beneficially
more than 5% of the outstanding units of the Partnership.
-10-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
The individual principals of the General Partner as a group have the following
interest in the Partnership:
Amount and Nature Percent of Class
of Beneficial Outstanding at
Title of Class Ownership December 31,1998
-------------- ----------------- ----------------
Limited Partnership Units 100 units purchased at .3%
$500 per unit
No principal of the General Partner possesses a right to acquire
beneficial ownership of interest of the Partnership.
There exists no arrangement, known to the Partnership, the operation of
which may at subsequent date result in a change in control of the Partnership.
Item 13. Certain Relationships and Related Transactions
The partners of Griffin Equity Partners, and the shareholder of Guardian
Investment Corporation, the General Partner of the Partnership, are also owners
and employees of Griffin Companies, a Minnesota Corporation. Accounts payable -
affiliates consists of unpaid management fees to and advances from Griffin
Companies. The following is a summary of approximate fees incurred for the years
ended December 31:
1998 1997 1996
--------- --------- ---------
Property management fees $ 192,953 $ 209,951 $ 221,068
Major improvement
supervisory fees 18,622 57,649 83,307
On April 26, 1985, Griffin Real Estate Fund-V entered into a joint venture
with Griffin Real Estate Fund-IV for the purpose of purchasing Ravenwood
Apartments, with Griffin Real Estate Fund-V designated as the managing partner.
Griffin Real Estate Fund-IV contributed $330,000 (30%) and Griffin Real Estate
Fund-V contributed $770,000 (70%) to the venture. All allocations of cash flow,
tax consequences, expenses, and contributions were in the ratio of 30% to 70%.
There are no remunerations between Griffin Real Estate Fund-IV and Griffin Real
Estate Fund-V in relation to the Ravenwood Joint Venture. After the sale of
Ravenwood Apartments on June 16, 1997, the joint venture terminated as of
December 31, 1997.
-11-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
The following documents are filed as part of this report:
Exhibit 13: Financial Statements and Schedules.
Exhibit 27: Financial Data Schedule
An 8-K was filed on July 7, 1998 in regards to the sale of Savannah Oaks
Apartments on June 22, 1998. Another 8-K was filed on October 2, 1998 in regards
to the sale of Desert Pines Apartments on September 18, 1998. An 8-K was filed
on February 19, 1999 in regards to the sale of Country Club Apartments on
February 12, 1999. Proforma Financial Information was included with these
filings. No annual report or proxy material for the fiscal year 1998 has been
sent to the Partners of the Partnership. An annual report will be sent to the
Partners subsequent to this filing substantially similar to this form 10K.
-12-
<PAGE>
GRIFFIN REAL ESTATE FUND-V, A 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.
Dated: March 29, 1999 Griffin Real Estate Fund-V,
A Limited Partnership
By: Larry Fransen \s\
----------------------------
Larry Fransen
for the General Partner
Griffin Equity Partners
Pursuant to the requirements of the Securities and Exchange Act of 1934, this
Report has been signed below by the following person on behalf of the Registrant
and in the capacity and on the date indicated.
Dated: March 29, 1999 By: Larry Fransen \s\
----------------------------
Larry Fransen
Managing General Partner
of the General Partner
Griffin Equity Partners
-13-
EXHIBIT 13
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES
INCLUDED IN ANNUAL REPORT (FORM 10-K)
FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
TABLE OF CONTENTS
Page
Independent Auditor's Report .................................................1
Balance Sheets, December 31, 1998 and 1997 ...................................2
Statements of Operations for the Years Ended
December 31, 1998, 1997 and 1996 .............................................3
Statements of Cash Flows for the Years
Ended December 31, 1998, 1997 and 1996 .......................................4
Statements of Changes in Partners' Equity
for the Years Ended December 31, 1998, 1997 and 1996 .........................5
Notes to Financial Statements .............................................6-11
Financial Statement Schedules ...............................................12
III Real Estate and Accumulated Depreciation,
December 31, 1998................................................12
All schedules other than those indicated in the Table of Contents have
been omitted as the required information is inapplicable or the
information is presented in the financial statements or related notes.
<PAGE>
INDEPENDENT AUDITOR'S REPORT
Griffin Real Estate Fund-V,
A Limited Partnership
Minneapolis, Minnesota
We have audited the accompanying balance sheets of Griffin Real Estate Fund-V, A
Limited Partnership, as of December 31, 1998 and 1997, and the related
statements of operations, changes in partners' equity (deficit), and cash flows
for each of the years in the three-year period ended December 31, 1998. Our
audits also included the financial statement schedules listed in the table of
contents at Exhibit 13. These financial statements and financial statement
schedules are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Griffin Real Estate Fund-V, A
Limited Partnership, as of December 31, 1998 and 1997, and the results of its
operations and its cash flows for each of the years in the three-year period
ended December 31, 1998 in conformity with generally accepted accounting
principles. Also, in our opinion, the financial statement schedules, when
considered in relation to the basic financial statements taken as a whole,
present fairly in all material respects the information set forth therein.
As discussed in Note 1 and Note 5 to the financial statements, the Partnership
sold its remaining property on February 12, 1999 and was liquidated on March 15,
1999.
LARSON, ALLEN, WEISHAIR & CO., LLP
Minneapolis, Minnesota
March 5, 1999, except
for Note 1 as to
which the date is March 15, 1999
-1-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
BALANCE SHEETS
DECEMBER 31, 1998 AND 1997
1998 1997
----------- -----------
ASSETS
- ------
Cash and cash equivalents $ 263,575 $ 575,355
Escrow deposits 76,013 34,853
Receivables and other assets 29,916 33,813
----------- -----------
Total 369,504 644,021
----------- -----------
PROPERTY AND EQUIPMENT:
Land 260,000 2,724,000
Buildings and improvements 4,502,679 15,460,116
Furniture and equipment 368,102 1,313,087
----------- -----------
Total 5,130,781 19,497,203
Less accumulated depreciation 2,487,382 7,528,717
----------- -----------
Property and equipment - net 2,643,399 11,968,486
----------- -----------
Deferred expenses (net of accumulated
amortization - 1998, $37,300;
1997, $218,073) 77,472 122,008
----------- -----------
TOTAL ASSETS $ 3,090,375 $12,734,515
=========== ===========
LIABILITIES AND PARTNERS' EQUITY
- --------------------------------
LIABILITIES:
Accounts payable:
Affiliate $ 2,725 $ 1,422
Other 107,751 58,016
Security deposits 21,138 110,468
Accrued expenses:
Real estate taxes -- 49,519
Interest 20,508 60,165
Mortgage notes payable 3,101,007 10,761,037
----------- -----------
TOTAL LIABILITIES 3,253,129 11,040,627
----------- -----------
PARTNERS' EQUITY (DEFICIT):
General Partner (1,628) 2,560
Limited Partners (161,126) 1,691,328
----------- -----------
Total Partners' Equity (DEFICIT) (162,754) 1,693,888
----------- -----------
TOTAL LIABILITIES AND PARTNERS'
EQUITY $ 3,090,375 $12,734,515
=========== ===========
See Notes to Financial Statements
-2-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
<TABLE>
<CAPTION>
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
REVENUES:
Rent (less vacancies:
1998, $236,512; 1997, $362,886;
1996, $303,971) $ 2,516,515 $ 3,767,882 $ 4,095,552
Interest 34,435 25,144 21,615
Gain on sale of property
and equipment 5,339,863 673,909 --
Other 59,973 70,978 80,921
----------- ----------- -----------
Total Revenues 7,950,786 4,537,913 4,198,088
----------- ----------- -----------
EXPENSES:
Interest 687,762 1,025,494 1,136,293
Depreciation and amortization 467,567 775,133 774,243
Real estate taxes 183,637 226,621 292,829
Repairs and maintenance 373,986 606,816 659,340
Utilities 269,805 425,709 409,344
Salaries and employee benefits 394,936 535,187 604,706
Management fees:
Related parties 192,953 209,951 221,068
Administrative 109,550 134,295 153,064
Insurance 53,432 97,269 107,848
Bad debts 11,194 31,589 27,900
Other 5,831 1,045 1,702
----------- ----------- -----------
Total expenses 2,750,653 4,069,109 4,388,337
----------- ----------- -----------
NET INCOME (LOSS) BEFORE
EXTRAORDINARY ITEM 5,200,133 468,804 (190,249)
EXTRAORDINARY ITEM -
LOSS ON DEBT EXTINGUISHMENT (294,229) -- --
----------- ----------- -----------
NET INCOME (LOSS) $ 4,905,904 $ 468,804 $ (190,249)
=========== =========== ===========
NET INCOME (LOSS) ALLOCATED
TO GENERAL PARTNERS $ 77,932 $ 215,285 $ (1,902)
=========== =========== ===========
NET INCOME (LOSS) ALLOCATED
TO LIMITED PARTNERS $ 4,827,972 $ 253,519 $ (188,347)
=========== =========== ===========
PER UNIT:
NET INCOME (LOSS) BEFORE
EXTRAORDINARY ITEM $ 133.85 $ 6.63 $ (4.92)
EXTRAORDINARY ITEM (7.62) -- --
----------- ----------- -----------
NET INCOME (LOSS) $ 126.23 $ 6.63 $ (4.92)
=========== =========== ===========
</TABLE>
See Notes to Financial Statements
-3-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
<TABLE>
<CAPTION>
1998 1997 1996
------------ ------------ ------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 4,905,904 $ 468,804 $ (190,249)
Adjustments to reconcile net
income (loss) to net cash
provided by operating activities:
Gain on sale of properties
and equipment (5,339,863) (673,909) --
Extraordinary item - Loss
on debt extinguishment 294,229 -- --
Depreciation and amortization 467,567 775,133 774,243
Decrease (increase) in:
Escrow deposits (41,160) 165,637 66,333
Receivables and other assets 3,900 7,714 1,564
Increase (decrease) in:
Accounts payable 51,038 (8,908) (43,921)
Security deposits (89,330) (14,767) 7,548
Accrued expenses (89,176) (124,584) 56,815
------------ ------------ ------------
Net cash provided by
operating activities 163,109 595,120 672,333
------------ ------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property (12,179) (341,542) (562,583)
Proceeds from sale of property
and equipment 14,234,904 2,328,493 --
------------ ------------ ------------
Net cash provided (used) by
investing activities 14,222,725 1,986,951 (562,583)
------------ ------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Distributions to partners (6,762,546) (193,162) --
Principal payments on mortgage
notes payable (7,660,030) (2,264,460) (146,277)
Prepayment penalty on mortgage
note (275,038) -- --
Redemption of Partnership Units -- -- (13,873)
------------ ------------ ------------
Net cash used by
financing activities (14,697,614) (2,457,622) (160,150)
------------ ------------ ------------
INCREASE (DECREASE) IN CASH (311,780) 124,449 (50,400)
CASH AND CASH EQUIVALENTS
- BEGINNING OF YEAR 575,355 450,906 501,306
------------ ------------ ------------
CASH AND CASH EQUIVALENTS
- END OF YEAR $ 263,575 $ 575,355 $ 450,906
============ ============ ============
CASH PAID FOR INTEREST $ 727,419 $ 1,043,574 $ 1,137,764
============ ============ ============
</TABLE>
See Notes to Financial Statements
-4-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
STATEMENTS OF CHANGES IN PARTNERS' EQUITY (DEFICIT)
FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
GENERAL LIMITED
PARTNERS' PARTNERS'
EQUITY EQUITY
(DEFICIT) (DEFICIT) TOTAL
----------- ----------- -----------
PARTNERS' EQUITY (DEFICIT)
DECEMBER 31, 1995 $ (208,891) $ 1,831,259 $ 1,622,368
NET LOSS (1,902) (188,347) (190,249)
REDEMPTION OF THIRTY
PARTNERSHIP UNITS -- (13,873) (13,873)
----------- ----------- -----------
PARTNERS' EQUITY (DEFICIT)
DECEMBER 31, 1996 (210,793) 1,629,039 1,418,246
NET INCOME 215,285 253,519 468,804
DISTRIBUTIONS (1,932) (191,230) (193,162)
----------- ----------- -----------
PARTNERS' EQUITY
DECEMBER 31, 1997 2,560 1,691,328 1,693,888
NET INCOME 77,932 4,827,972 4,905,904
DISTRIBUTIONS (82,120) (6,680,426) (6,762,546)
----------- ----------- -----------
PARTNERS' EQUITY
DECEMBER 31, 1998 $ (1,628) $ (161,126) $ (162,754)
=========== =========== ===========
See Notes to Financial Statements
-5-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1998, 1997 AND 1996
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of the Partnership - Griffin Real Estate Fund-V, A Limited
Partnership (the Partnership), was organized under the laws of the State
of Minnesota. The limited partnership offering terminated on March 4,
1986, at which time 38,346 units had been sold at a cost of $500 per
unit. At December 31, 1998 there are 38,346 limited partnership units
authorized and 38,246 limited partnership units outstanding.
Termination of Partnership - Effective March 15, 1999 the Partnership
terminated. A final liquidating distribution was made on March 3, 1999
to the general and limited partners.
Statements of Cash Flows - For the purpose of the statements of cash
flows, the Partnership considers all highly liquid debt instruments with
an original maturity of three months or less to be cash equivalents.
Cash and cash equivalents of $263,575 and $575,355 at December 31, 1998
and 1997 respectively, consist of bank deposits and government money
market portfolios with banks and are recorded at cost which approximates
market value. The Partnership places its temporary cash investments with
high credit quality financial institutions. At times such investments
may be in excess of the FDIC insurance limit.
Use of Estimates - The preparation of financial statements in conformity
with generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements. Estimates also
affect the reported amounts of revenue and expense during the reported
period. Actual results could differ from those estimates.
Financial Instruments - The carrying amounts for all financial
instruments approximates fair value. The carrying amounts for cash,
receivables, accounts payable and accrued liabilities, and loans payable
approximate fair value because of the short maturity of these
instruments. The fair value of long-term debt approximates the current
rates at which the Partnership could borrow funds with similar remaining
maturities.
Properties and Depreciation - Properties are stated at cost including
capitalized acquisition fees and are depreciated using a straight-line
method over the estimated useful lives of the related assets (buildings,
25 years; land improvements, 10-15 years; furnishings and equipment, 5
years). For income tax purposes, the Partnership depreciates the
buildings over 15 to 19 years using the Accelerated Cost Recovery
System. Building improvements made subsequent to January 1, 1987 are
depreciated over 27.5 years using the Modified Cost Recovery System for
tax purposes.
Escrow Deposits - The escrow deposits consist of funds held for future
payment of real estate taxes, insurance premiums and replacement
reserves for major expenditures.
Leases - Apartment leases are generally renewable on a six month to one
year basis.
Deferred Expenses - These are primarily financing costs and are
amortized over the term of the related debt on a straight-line basis.
-6-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1998, 1997 AND 1996
Offering Costs - Expenses incurred in connection with the registration
and offering of the partnership units syndication costs, including
selling commissions and advertising, are recorded as a reduction of
Partners' Equity. Such costs are not deductible for income tax purposes
by the Partnership nor its partners.
Income Taxes - The financial statements of the Partnership do not
include a provision for income taxes as the income and losses of the
Partnership are allocated to the individual partners for inclusion in
their income tax returns.
Net Income (Loss) Per Limited Partnership Unit - The net income (loss)
per limited partnership unit is computed by dividing the net income
(loss) allocated to limited partners by the weighted average number of
limited partnership units outstanding during the year.
2. ORGANIZATION
The Limited Partnership Agreement and Certificate of Limited Partnership
(Partnership Agreement) contains certain provisions, among others,
described as follows:
. The management and general responsibility of operating the
Partnership business shall be vested exclusively in the General
Partner.
. Profits and losses, other than from refinancing or from the sale of
Partnership properties, are allocated 99% to the limited partners and
1% to the General Partner.
. Cash flow distributions, other than from refinancing or from the
sale of Partnership properties, are allocated 95% to the limited
partners and 5% to the General Partner.
. Net proceeds from refinancing or from the sale of property other
than upon liquidation, less any necessary liability reserves or debt
payments, will be distributed in the following order subject to the
General Partner receiving at least 1% of the distributions:
..First, to the limited partners to the extent that prior
distributions are less than the original capital contribution plus
6% per annum (as defined in the Partnership Agreement);
..Second, any unpaid real estate commissions due to the General
Partner on the resale of the Partnership properties;
..Third, any remaining balance, 85% to the limited partners and
15% to the General Partner.
. The Partnership will terminate on December 31, 2025 or earlier upon
the sale of substantially all of the properties or the occurrence of
certain other events as stated in the Partnership Agreement.
-7-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENT
DECEMBER 31, 1998, 1997 AND 1996
3. MORTGAGE NOTES PAYABLE
Mortgage notes payable consist of the following at December 31:
1998 1997
----------- -----------
Mortgage note (Country Club Apartments)
monthly installments of principal and
interest (7.936% at December 31, 1998)
due November 1, 2005 $ 3,101,007 $ 3,151,606
Mortgage note (Savannah Oaks Apartments)
monthly installments of principal and
interest (9.25% at December 31, 1997)
due February 15, 2000 -- 4,242,440
Mortgage note (Desert Pines Apartments),
varying monthly installments of principal
and interest (8.35% at December 31, 1997)
due October 1998 -- 3,366,991
----------- -----------
Total mortgage notes payable $ 3,101,007 $10,761,037
=========== ===========
All property is pledged as collateral to the mortgage notes payable.
Future principal maturities are as follows:
1999 $ 54,764
2000 59,271
2001 64,150
2002 69,430
2003 75,145
Later 2,778,247
-----------
Total $ 3,101,007
===========
All of the above debt is non-recourse to the individual partners.
4. RELATED PARTY TRANSACTIONS
The partners of Griffin Equity Partners and the shareholder of Guardian
Investment Corporation, the general partners of the Partnership, are also
owners and employees of Griffin Companies, a Minnesota corporation.
Accounts payable - affiliates consists of unpaid management fees to and
advances from Griffin Companies. The following is a summary of approximate
fees incurred for the years ended December 31:
1998 1997 1996
--------- --------- ---------
Property management fees $ 192,953 $ 209,951 $ 221,068
Major improvement
supervisory fees 18,622 57,649 83,307
-8-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENT
DECEMBER 31, 1998, 1997 AND 1996
5. SALE OF PROPERTIES
The Partnership sold Savannah Oaks Apartments and Desert Pines Apartments
on June 22, 1998 and September 18, 1998 respectively. Griffin Ravenwood
Joint Venture sold Ravenwood Apartments on June 16, 1997. The
Partnership's details of the sales are as follows:
<TABLE>
<CAPTION>
1998 1997
------------------------------- -----------
Savannah Oaks Desert Pines Ravenwood
Apartments Apartments Apartments (70%)
----------- ----------- -----------
<S> <C> <C> <C>
Sales price $ 7,000,000 $ 7,300,000 $ 2,415,000
Cost basis (4,298,788) (4,596,252) (1,654,586)
Selling expenses (38,512) (26,585) (86,505)
----------- ----------- -----------
Gain on sale $ 2,662,700 $ 2,677,163 $ 673,909
=========== =========== ===========
Debt extinguishment $ 4,213,906 $ 3,334,013 $ 2,114,550
=========== =========== ===========
Extraordinary loss
on debt extinguishment:
Write off unamortized
deferred financing costs $ 19,191 $ -- $ --
Prepayment penalty 275,038 $ -- $ --
----------- ----------- -----------
$ 294,229 $ -- $ --
=========== =========== ===========
</TABLE>
On February 12, 1999 the Partnership sold its remaining property for
$4,400,000 with sales costs of $20,055 and prepayment penalties of
$346,779.
6. PARTNERS' EQUITY (DEFICIT) RECONCILIATION
<TABLE>
<CAPTION>
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Equity per financial statements $ (162,754) $ 1,693,888 $ 1,418,246
Cumulative excess of tax
depreciation over financial
statement depreciation (909,523) (1,700,645) (2,355,413)
Accrued real estate taxes not
deducted for tax purposes -- -- 80,693
Prepaid rent recognized as
income for tax purposes -- 6,804 12,233
----------- ----------- -----------
Equity (deficit) per tax return $(1,072,277) $ 47 $ (844,241)
=========== =========== ===========
</TABLE>
-9-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENT
DECEMBER 31, 1998, 1997 AND 1996
7. TAXABLE INCOME (LOSS)
The net income (loss) shown on the financial statements is reconciled to
the taxable loss as follows:
<TABLE>
<CAPTION>
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Net income (loss) per
financial statements $ 4,905,904 $ 468,804 $ (190,249)
Tax depreciation in excess of
financial statement depreciation (9,561) (18,134) (16,930
Gain on sale of property and
equipment for tax purposes in
excess of financial statement gain 882,018 672,903 --
Accrued real estate taxes not
deducted for tax purposes -- -- 80,693
Tax deduction for real estate
taxes in excess of financial
statement expense -- (80,693) (25,531)
Other 2 (5,430) 195
----------- ----------- -----------
Taxable Income (loss) $ 5,778,363 $ 1,037,450 $ (151,822)
=========== =========== ===========
</TABLE>
8. JOINT VENTURE
On April 26, 1985, Griffin Real Estate Fund-V entered into a joint venture
with Griffin Real Estate Fund-IV for the purpose of purchasing Ravenwood
Apartments, with Griffin Real Estate Fund-V designated as the managing
partner. Griffin Real Estate Fund-IV contributed $330,000 (30%) and
Griffin Real Estate Fund-V contributed $770,000 (70%) to the venture. All
allocations of cash flow, tax consequences, expenses, and contributions
are in the ratio of 30% to 70%. After the sale of Ravenwood Apartments on
June 16, 1997, the joint venture terminated as of December 31, 1997.
-10-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1998, 1997 AND 1996
Summarized financial information for the Ravenwood Joint Venture for the
years ended December 31,:
<TABLE>
<CAPTION>
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Balance Sheet-
--------------
Property and equipment - net $ -- $ -- $ 2,432,944
Other Assets -- -- 253,408
----------- ----------- -----------
Total Assets $ -- $ -- $ 2,686,352
=========== =========== ===========
Mortgage notes payable $ -- $ -- $ 3,033,601
Other liabilities -- -- 146,975
Partners' deficit -- -- (494,224)
----------- ----------- -----------
Total Liabilities and
Partners' Deficit $ -- $ -- $ 2,686,352
=========== =========== ===========
Statements of Operations
------------------------
Operating revenues $ -- $ 1,361,033 $ 885,376
Operating expenses -- 567,307 1,056,362
----------- ----------- -----------
Net Income (Loss) $ -- $ 793,726 $ (170,986)
=========== =========== ===========
</TABLE>
The Partnership accounted for its 70% interest in the joint venture by
including its 70% share of the joint venture assets, liabilities and
operations in the Partnership financial statements. Such pro rata
accounting was appropriate since the controlling majority of each of the
general partners of the joint venture owners consisted of the same
individuals.
-11-
<PAGE>
SCHEDULE III
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1998
<TABLE>
<CAPTION>
Costs
Capitalized
Subsequent
Initial Cost to to Gross Amount at Which Carried
Partnership (a) Acquisition at Close of Period (b) (c)
-------------------------------- ----------------------------------
Date
Bldgs/ Land/Bldg Buildings Accumulated of Date
Description Encumbrances Land Improve Improve Land & Improve Total Deprec.(d) Const Acquired
- ----------- ---------- -------- ---------- -------- -------- ---------- ---------- ---------- ----- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ANDERSON, SC
Country Club
Apartments $3,101,007 $260,000 $4,195,025 $675,757 $260,000 $4,870,782 $5,130,782 $2,487,381 1973 05/14/86
---------- -------- ---------- -------- -------- ---------- ---------- ----------
Total $3,101,007 $260,000 $4,195,025 $675,757 $260,000 $4,870,782 $5,130,782 $2,487,381
========== ======== ========== ======== ======== ========== ========== ==========
</TABLE>
(a) The cost to the Partnership represents the original purchase price of the
property.
(b) The aggregate cost of real estate owned at December 31, 1998 is the same
for financial statement purposes as it is for tax purposes, with the
aggregate total being $5,130,782.
(c) Reconciliation of property:
<TABLE>
<CAPTION>
1996 1997 1998
------------ ------------ ------------
<S> <C> <C> <C>
Balance at beginning of period $ 21,722,457 $ 22,285,040 $ 19,497,203
Additions during period 12,179
Improvements 562,583 341,542
Dispositions -- (3,129,379) (14,378,600)
------------ ------------ ------------
Balance at end of period $ 22,285,040 $ 19,497,203 $ 5,130,782
============ ============ ============
</TABLE>
(d) Reconciliation of accumulated depreciation:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Balance at beginning of period $ 7,594,027 $ 8,325,543 $ 7,528,717
Depreciation expense for period 731,516 677,969 444,523
Dispositions -- (1,474,795) (5,485,859)
------------ ------------ ------------
Balance at end of period $ 8,325,543 $ 7,528,717 $ 2,487,381
============ ============ ============
</TABLE>
Depreciation calculated on 5-27.5 year lives using the straight-line
method on real property and accelerated for personal property.
-12-
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<CASH> 263,575
<SECURITIES> 0
<RECEIVABLES> 29,916
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 369,504
<PP&E> 5,130,781
<DEPRECIATION> 2,487,382
<TOTAL-ASSETS> 3,090,375
<CURRENT-LIABILITIES> 206,886
<BONDS> 3,046,243
0
0
<COMMON> 0
<OTHER-SE> (162,754)<F1>
<TOTAL-LIABILITY-AND-EQUITY> 3,090,375
<SALES> 0
<TOTAL-REVENUES> 7,916,351
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,062,891
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 653,327
<INCOME-PRETAX> 5,200,133
<INCOME-TAX> 0
<INCOME-CONTINUING> 5,200,133
<DISCONTINUED> 0
<EXTRAORDINARY> (294,229)
<CHANGES> 0
<NET-INCOME> 4,905,904
<EPS-PRIMARY> 126.23<F2>
<EPS-DILUTED> 0
<FN>
<F1>THIS ENTITY IS A LIMITED PARTNERSHIP. THE OTHER STOCKHOLDERS' EQUITY LINE
REPRESENTS TOTAL PARTNERSHIP EQUITY.
<F2>THE EPS-PRIMARY LINE REPRESENTS NET INCOME PER LIMITED PARTNERSHIP UNIT.
</FN>
</TABLE>
