FORM 10-QSB.--QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL REPORT
U.S. 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 March 31, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT
For the transition period.........to.........
Commission file number 0-14283
ANGELES INCOME PROPERTIES, LTD. IV
(Exact name of small business issuer as specified in its charter)
California 95-3974194
(State or other jurisdiction of (IRS 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
a) ANGELES INCOME PROPERTIES, LTD. IV
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
March 31, 1997
Assets
Cash and cash equivalents:
Unrestricted $ 3,109
Restricted--tenant security deposits 10
Accounts receivable, net of allowance of $123 249
Escrows for taxes 238
Restricted escrows 369
Other assets 619
Investment properties
Land $ 2,708
Buildings and related personal property 20,241
22,949
Less accumulated depreciation (11,766) 11,183
$ 15,777
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 73
Tenant security deposits 8
Accrued taxes 55
Other liabilities 19
Mortgage note payable 15,326
Equity interest in net liabilities of joint venture,
net of advances of $1,632 (Note B) 14,110
Partners' Deficit
General partner $ (1,415)
Limited partners (131,585 units issued
and outstanding) (12,399) (13,814)
$ 15,777
See Accompanying Notes to Consolidated Financial Statements
b) ANGELES INCOME PROPERTIES, LTD. IV
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended
March 31,
1997 1996
Revenues:
Rental income $ 1,075 $ 1,096
Other income 41 26
Total revenues 1,116 1,122
Expenses:
Operating 288 292
General and administrative 102 80
Maintenance 86 63
Depreciation 257 259
Interest 383 367
Property taxes 55 57
Bad debt recovery, net (4) (132)
Total expenses 1,167 986
(Loss) income before equity in loss of
joint venture(s) (51) 136
Equity in loss of joint venture(s) (468) (479)
Net loss $ (519) $ (343)
Loss allocated to general
partner (2%) $ (10) $ (7)
Loss allocated to limited
partners (98%) (509) (336)
Net loss $ (519) $ (343)
Net loss per limited partnership unit $ (3.87) $ (2.55)
See Accompanying Notes to Consolidated Financial Statements
c) ANGELES INCOME PROPERTIES, LTD. IV
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
March 31, 1997
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partner Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 131,800 $ 1 $ 65,900 $ 65,901
Partners' deficit at
December 31, 1996 131,585 $ (1,405) $ (11,890) $ (13,295)
Net loss for the three months
ended March 31, 1997 -- (10) (509) (519)
Partners' deficit at
March 31, 1997 131,585 $ (1,415) $ (12,399) $ (13,814)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) ANGELES INCOME PROPERTIES, LTD. IV
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1997 1996
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (519) $ (343)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Depreciation 257 259
Amortization of loan costs and leasing commissions 23 58
Bad debt recovery, net (4) (132)
Equity in loss of joint venture(s) 468 479
Change in accounts:
Restricted cash (4) --
Accounts receivable 1 89
Escrows for taxes and insurance 57 93
Other assets (35) (195)
Tenant security deposit liabilities (1) --
Accounts payable (20) (37)
Accrued taxes (83) (90)
Other liabilities (158) (9)
Net cash (used in) provided by operating activities (18) 172
Cash flows from investing activities:
Property improvements and replacements (71) (32)
Advances to joint ventures -- (456)
Deposits to restricted escrows (104) --
Withdrawals from restricted escrows 44 --
Proceeds from notes receivable -- 109
Net cash used in investing activities (131) (379)
Cash flows used in financing activities:
Payments on mortgage notes payable (50) (74)
Net decrease in unrestricted cash and cash equivalents (199) (281)
Unrestricted cash and cash equivalents at
beginning of period 3,308 3,426
Unrestricted cash and cash equivalents at
end of period $ 3,109 $ 3,145
Supplemental disclosure of cash flow information:
Cash paid for interest $ 499 $ 356
Supplemental disclosure of non-cash investing activities:
Fixed assets in accounts payable $ 11 $ --
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
ANGELES INCOME PROPERTIES, LTD. IV
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-QSB and Item 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 Angeles Realty Corporation II (the "General Partner"), all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the three month
period ended March 31, 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
Angeles Income Properties Ltd. IV's (the "Partnership" or "Registrant") annual
report on Form 10-KSB for the fiscal year ended December 31, 1996.
Certain reclassifications have been made to the 1996 information to conform to
the 1997 presentation.
NOTE B - INVESTMENT IN JOINT VENTURE
The Partnership has a 66.7% investment in Northtown Mall Partners ("Northtown")
which is shown as "Equity interest in net liabilities of the joint venture" on
the balance sheet. The Partnership had a 43% investment in the Burlington
Outlet Mall Joint Venture ("Burlington"). The Partnership no longer has an
investment in Burlington due to the foreclosure of Burlington's investment
property in 1995. The condensed balance sheet information as of March 31, 1997,
for Northtown and Burlington is as follows:
Northtown Burlington
(in thousands)
Assets
Cash $ 973 $ 26
Other assets 6,425 2
Investment property, net 26,187 --
Total $ 33,585 $ 28
Northtown Burlington
(in thousands)
Liabilities and Partners' (Deficit) Capital
Other liabilities $ 5,798 $ 17
Mortgage note payable, in default 51,326 --
Partners'(deficit) capital (23,539) 11
Total $ 33,585 $ 28
The condensed profit and loss statements for the three months ended March 31,
1997 and 1996, for Northtown and Burlington is as follows:
Northtown Burlington
(in thousands) (in thousands)
1997 1996 1997 1996
Revenue $ 2,696 $ 2,573 $ -- $ 11
Costs and expenses (3,399) (3,293) -- --
Net (loss) income $ (703) $ (720) $ -- $ 11
The Partnership's equity in the losses of the joint venture(s) was $468,000 and
$479,000 for the three months ended March 31, 1997 and 1996, respectively.
The Partnership accounts for its 66.7% investment in Northtown using the equity
method of accounting. Under the equity method, the Partnership records its
equity interest in earnings or losses of the joint venture; however, the
investment in the joint venture will be recorded at an amount less than zero (a
liability) to the extent of the Partnership's share of net liabilities of the
joint venture (See "Note D").
NOTE C - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the 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 payments were made to the General Partner and affiliates during
the three months ended March 31, 1997 and 1996:
1997 1996
(in thousands)
Property management fees $ 34 $ 39
Lease commissions -- 39
Reimbursement for services of affiliates 58 48
The Partnership insures its properties under a master policy through an agency
and insurer unaffiliated with the General Partner. An affiliate of the 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 General Partner who receives
payment on these obligations from the agent. The amount of the Partnership's
insurance premiums accruing to the benefit of the affiliate of the General
Partner, by virtue of the agent's obligations is not significant.
In July 1993, Angeles Mortgage Investment Trust ("AMIT") initiated litigation
against Angeles Fort Worth Option Joint Venture ("Forth Worth") and other
partnerships which loaned money to AMIT seeking to avoid repayment of such
obligations. The Partnership had a 43% interest in Forth Worth. The Partnership
subsequently filed a counterclaim against AMIT seeking to enforce the
obligation, the principal amount of which is $2,240,000 plus accrued interest
from March 1993 ("AMIT Obligation").
On November 9, 1994, Fort Worth executed a definitive Settlement Agreement to
settle the dispute with respect to the AMIT obligation. The actual closing of
the Settlement occurred April 14, 1995. The Partnership's claim against AMIT
was satisfied by a cash payment by AMIT totaling $1,933,000 (the "Settlement
Amount") plus interest at closing. These funds were applied against the
Partnership's $5,000,000 note receivable from Fort Worth. On August 9, 1995,
Fort Worth and Angeles entered into an agreement in principle regarding the
allowance of an amended claim for the deficiency between the original principal
and the Settlement Amount (the "deficiency"). The amended claim equaled 90% of
the deficiency, or $276,000. In January 1996, the Partnership received $48,000
from AMIT as payment on the deficiency.
NOTE C - TRANSACTIONS WITH AFFILIATED PARTIES
MAE GP Corporation ("MAE GP"), an affiliate of the General Partner, owns
1,675,113 Class B Shares of AMIT. The terms of the Class B Shares provide that
they are convertable, in whole or in part, into Class A Shares on the basis of 1
Class A Share for every 49 Class B Shares (however, in connection with the
settlement agreement described in the following paragraph, MAE GP has agreed not
to convert the Class B Shares so long as AMIT's option is outstanding). These
Class B Shares entitle MAE GP to receive 1% of the distributions of net cash
distributed by AMIT. These Class B Shares also entitle MAE GP to vote on the
same basis as Class A Shares, providing MAE GP with approximately 39% of the
total voting power of AMIT (unless and until converted to Class A Shares, in
which case the percentage of the vote controlled represented by the shares held
by MAE GP would approximate 1.3% of the vote). Between the date of acquisition
of these shares (November 24, 1992) and March 31, 1995, MAE GP declined to vote
these shares. Since that date, MAE GP voted its shares at the 1995 and 1996
annual meetings in connection with the election of trustees and other matters.
MAE GP has not exerted and continues to decline to exert any management control
over or participate in the management of AMIT. MAE GP may choose to vote these
shares as it deems appropriate in the future. In addition, Insignia Properties,
L.P. ("IPLP"), an affiliate of the General Partner and an affiliate of Insignia
Financial Group, Inc. ("Insignia"), which provides property management and
partnership administration services to the Partnership, owns 96,800 Class A
Shares of AMIT at March 31, 1997. These Class A Shares represent approximately
2.2% of the total voting power of AMIT.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B shares owned by it. This option can be exercised
at the end of 10 years or when all loans made by AMIT to partnerships affiliated
with MAE GP as of November 9, 1994 (which is the date of execution of a
definitive Settlement Agreement) have been paid in full, but in no event prior
to November 9, 1997. In connection with such settlement, AMIT delivered to MAE
GP cash in the sum of $250,000 at closing (which occurred April 14, 1995) as
payment for the option. If and when the option is exercised, AMIT will be
required to remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option and as part of the settlement,
MAE GP executed an irrevocable proxy in favor of AMIT, the result of which is
that MAE GP is permitted to vote the Class B Shares on all matters except those
involving transactions between AMIT and MAE GP affiliated borrowers or the
election of any MAE GP affiliate as an officer or trustee of AMIT. On those
matters, MAE GP is obligated to deliver to the AMIT trustees, in their capacity
as trustees of AMIT, proxies with regard to the Class B Shares instructing such
trustees to vote said Class B Shares in accordance with the vote of the majority
of the Class A Shares voting to be determined without consideration of the votes
of "Excess Class A Shares" (as defined in Section 6.13 of the Declaration of
Trust of AMIT).
On April 3, 1997, Insignia and AMIT entered into a non-binding agreement in
principle contemplating, among other things, a business combination of AMIT and
Insignia Properties Trust, an entity owned 98% by Insignia and its affiliates
("IPT"). It is anticipated that the resulting combined entity would be owned
approximately 82% by Insignia and its affiliates and 18% by the pre-combination
AMIT shareholders (including MAE GP and IPLP). The proposed transaction is
contingent upon, among other things, satisfactory review of the business,
operations, properties and assets of AMIT and IPT, the negotiation and execution
of definitive agreements and the approval of the proposed transaction by the
trustees and shareholders of each of AMIT and IPT.
In 1992, the Partnership loaned Forth Worth $5,000,000 to cover leasing
commissions, tenant improvements, and capital expenditures. The note payable
required interest at a rate of prime plus 1.5% with monthly interest only
payments through January 1996, at which time the principal was due. The note
was in default in prior years due to non-payment of interest when due.
The Partnership may make advances to the affiliated joint venture as deemed
appropriate by the General Partner. These advances do not bear interest and do
not have stated terms of repayment.
NOTE D - SUBSEQUENT EVENT
Effective April 1, 1997, the Northtown Mall property was sold to an affiliate of
the lender for $43,000,000. Northtown received approximately $1,600,000 in
proceeds as a result of the sale. The Partnership will recognize a gain on the
sale of this investment property in the second quarter of 1997.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment properties consist of two commercial properties.
The following table sets forth the average occupancy of the properties for the
three months ended March 31, 1997 and 1996:
Average Occupancy
Property 1997 1996
Factory Merchant's Mall 92% 90%
Pigeon Forge, Tennessee (1)
Eastgate Market Place
Walla Walla, Washington (2) 90% 93%
1) Nationwide the outlets mall industry is not performing well.
2) The General Partner is presently in negotiations to lease an additional
25,000 square feet of space. The General Partner is hopeful that such
negotiations will lead to occupancy of this space in 1997.
The Partnership realized a net loss of $519,000 for the three months ended March
31, 1997, as compared to a net loss of $343,000 for the three months ended March
31, 1996. The increase in the net loss for the three months ended March 31,
1997, as compared to the three months ended March 31, 1996, is primarily due to
a decrease in rental income and bad debt recovery and increases in general and
administrative, maintenance and interest expense.
The decrease in rental income for the three months ended March 31, 1997, as
compared to the three months ended March 31, 1996, is a result of a decrease in
occupancy at Eastgate Market Place which was offset, in part, by an increase in
occupancy at Factory Merchants Mall. During the three months ended March 31,
1996, the Partnership recognized bad debt recovery of $132,000 relating to
collections on accounts and notes receivable that were previously reserved. The
Partnership recovered $48,000 from AMIT and $61,000 from Forth Worth as payment
on its note payable to the Partnership (see "Note C"). The increase in general
and administrative expenses is due primarily to an increase in legal fees
related to expenses incurred as a result of ongoing litigation (see "Item 1
Legal Proceedings"). The increase in maintenance expenses is due primarily to
increases in repair and maintenance contracts and parking lot and mall area
cleaning expenses, primarily at Factory Merchant's Mall. Finally, the increased
interest expense is the result of the increased principal balance on the debt
secured by Factory Merchant's Mall. This debt was refinanced in 1996.
As part of the ongoing business plan of the Partnership, the 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 expenses. As part of
this plan, the 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
General Partner will be able to sustain such a plan.
At March 31, 1997, the Partnership had unrestricted cash and cash equivalents of
$3,109,000 compared to $3,145,000 at March 31, 1996. Net cash provided by
operating activities decreased primarily due to an increased net loss and a
decrease in other liabilities. Other liabilities decreased due to an additional
debt service payment in March 1997. Net cash used in investing activities
decreased due to no advances to Northtown in 1997. The Northtown Mall property
continued to experience cash shortfalls and has been dependent upon the
Partnership and Angeles Income Properties Ltd. III (the 33.3% owner of
Northtown) to cover such shortfalls in order to meet operating and debt service
requirements for this property (see discussion below regarding this investment
property). During the three months ended March 31, 1996, the Partnership
advanced $456,000 to Northtown. This use of cash was partially offset by an in-
flow of cash as a result of the proceeds received on notes receivable from AMIT
and Fort Worth. Net cash used in financing activities decreased due to the
refinancing of debt secured by Factory Merchants Mall in 1996. The new debt
carries a higher principal balance, resulting in decreased debt amortization in
1997.
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 properties 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 $15,326,000, which is secured by the Factory Merchant's
Mall investment property, matures in October 2006 and carries a stated interest
rate of 9.75%. Future cash distributions will depend on the levels of net cash
generated from operations, refinancings, property sales and the availability of
cash reserves. There were no cash distributions in the first three months of
1997 or 1996.
At March 31, 1997, Northtown is in default on its non-recourse mortgage note
payable due to allowing a mechanics lien to remain on its mortgaged property,
which is in violation of its mortgage agreement. The Partnership incurred
significant costs for tenant improvements and other expenditures for a new
tenant during 1996. In November 1996, the lender and the Partnership disagreed
on the funding for these costs, resulting in the Partnership refusing to
authorize any further disbursements from its "Improvements and Leasing
Commissions Reserve Escrow" to pay the remaining balance of approximately $1
million due to the contractors and other vendors. In January 1997, the
contractors filed a mechanics lien against the property. In addition, the
Partnership ceased servicing the mortgage debt secured by this property in March
1997.
On March 15, 1991, Northtown and the holder of the Northtown Mall mortgage note
payable entered into an Option Agreement ("Option") whereby such lender has the
right and an option to purchase the Northtown Mall property on the terms and
conditions as set forth in the Option. The purchase price of the property, as
set forth in the Option, is defined as the fair market value of the property.
Such Option can be exercised by written notice by the lender at specified dates.
In accordance with the Option, the lender gave notice to Northtown in November
1996, that it intended to exercise this Option. The lender and Northtown began
the determination of the property's fair value as defined in the Option and in
the loan agreement. The General Partner believed that the appraisals would
produce an option price that would be substantially less than the current
outstanding debt. The General Partner made a proposal to allow the lender to
consummate its option to purchase the property. Subsequent to March 31, 1997,
the Northtown Mall investment property was sold to an affiliate of the lender
for $43,000,000. The mortgage debt secured by this property is non-recourse to
the Partnership.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
In July 1993, Angeles Mortgage Investment Trust ("AMIT") initiated litigation
against Angeles Fort Worth Option Joint Venture ("Forth Worth") and other
partnerships which loaned money to AMIT seeking to avoid repayment of such
obligations. The Partnership had a 43% interest in Forth Worth. The
Partnership subsequently filed a counterclaim against AMIT seeking to enforce
the obligation, the principal amount of which is $2,240,000 plus accrued
interest from March 1993 ("AMIT Obligation").
On November 9, 1994, Fort Worth executed a definitive Settlement Agreement to
settle the dispute with respect to the AMIT obligation. The actual closing of
the Settlement occurred April 14, 1995. The Partnership's claim against AMIT
was satisfied by a cash payment by AMIT totaling $1,933,000 (the "Settlement
Amount") plus interest at closing. These funds were applied against the
Partnership's $5,000,000 note receivable from Fort Worth. On August 9, 1995,
Fort Worth and Angeles entered into an agreement in principle regarding the
allowance of an amended claim for the deficiency between the original principal
and the Settlement Amount (the "deficiency"). The amended claim equaled 90% of
the deficiency, or $276,000. In January 1996, the Partnership received $48,000
from AMIT as payment on the deficiency.
MAE GP Corporation ("MAE GP"), an affiliate of the General Partner, owns
1,675,113 Class B Shares of AMIT. The terms of the Class B Shares provide that
they are convertable, in whole or in part, into Class A Shares on the basis of 1
Class A Share for every 49 Class B Shares (however, in connection with the
settlement agreement described in the following paragraph, MAE GP has agreed not
to convert the Class B Shares so long as AMIT's option is outstanding). These
Class B Shares entitle MAE GP to receive 1% of the distributions of net cash
distributed by AMIT. These Class B Shares also entitle MAE GP to vote on the
same basis as Class A Shares, providing MAE GP with approximately 39% of the
total voting power of AMIT (unless and until converted to Class A Shares, in
which case the percentage of the vote controlled represented by the shares held
by MAE GP would approximate 1.3% of the vote). Between the date of acquisition
of these shares (November 24, 1992) and March 31, 1995, MAE GP declined to vote
these shares. Since that date, MAE GP voted its shares at the 1995 and 1996
annual meetings in connection with the election of trustees and other matters.
MAE GP has not exerted and continues to decline to exert any management control
over or participate in the management of AMIT. MAE GP may choose to vote these
shares as it deems appropriate in the future. In addition, Insignia Properties,
L.P. ("IPLP"), an affiliate of the General Partner and an affiliate of Insignia
Financial Group, Inc. ("Insignia"), which provides property management and
partnership administration services to the Partnership, owns 96,800 Class A
Shares of AMIT at March 31, 1997. These Class A Shares represent approximately
2.2% of the total voting power of AMIT.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B shares owned by it. This option can be exercised
at the end of 10 years or when all loans made by AMIT to partnerships affiliated
with MAE GP as of November 9, 1994 (which is the date of execution of a
definitive Settlement Agreement) have been paid in full, but in no event prior
to November 9, 1997. In connection with such settlement, AMIT delivered to MAE
GP cash in the sum of $250,000 at closing (which occurred April 14, 1995) as
payment for the option. If and when the option is exercised, AMIT will be
required to remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option and as part of the settlement,
MAE GP executed an irrevocable proxy in favor of AMIT, the result of which is
that MAE GP is permitted to vote the Class B Shares on all matters except those
involving transactions between AMIT and MAE GP affiliated borrowers or the
election of any MAE GP affiliate as an officer or trustee of AMIT. On those
matters, MAE GP is obligated to deliver to the AMIT trustees, in their capacity
as trustees of AMIT, proxies with regard to the Class B Shares instructing such
trustees to vote said Class B Shares in accordance with the vote of the majority
of the Class A Shares voting to be determined without consideration of the votes
of "Excess Class A Shares" (as defined in Section 6.13 of the Declaration of
Trust of AMIT).
On April 3, 1997, Insignia and AMIT entered into a non-binding agreement in
principle contemplating, among other things, a business combination of AMIT and
Insignia Properties Trust, an entity owned 98% by Insignia and its affiliates
("IPT"). It is anticipated that the resulting combined entity would be owned
approximately 82% by Insignia and its affiliates and 18% by the pre-combination
AMIT shareholders (including MAE GP and IPLP). The proposed transaction is
contingent upon, among other things, satisfactory review of the business,
operations, properties and assets of AMIT and IPT, the negotiation and execution
of definitive agreements and the approval of the proposed transaction by the
trustees and shareholders of each of AMIT and IPT.
The Partnership, along with other affiliates, has been named in a suit brought
by a company which owned a 20% interest ("Plaintiff") in Fort Worth's investment
property, the W.T. Waggoner Building, which was sold in 1995. The Plaintiff is
suing for breach of contract and negligence for mismanagement of the property.
The General Partner believes that there is no merit in this suit and intends to
vigorously defend it.
The Registrant is unaware of any other pending or outstanding litigation that is
not of a routine nature. The General Partner of the Registrant believes that
all such pending or outstanding litigation will be resolved without a material
adverse effect upon the business, financial condition, or operations of the
Partnership.
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:
No reports on for 8-K were filed during the three months ended March
31, 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.
ANGELES INCOME PROPERTIES, LTD. IV
By: Angeles Realty Corporation II
General Partner
By: /s/Carroll D. Vinson
Carroll D. Vinson
President
By: /s/Robert D. Long, Jr.
Robert D. Long, Jr.
Vice President/CAO
Date: May 13, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles
Income Properties Ltd. IV 1997 First Quarter 10-QSB and is qualified in its
entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000763049
<NAME> ANGELES INCOME PROPERTIES LTD. IV
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 3,109
<SECURITIES> 0
<RECEIVABLES> 249
<ALLOWANCES> 123
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 22,949
<DEPRECIATION> 11,766
<TOTAL-ASSETS> 15,777
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 15,326
0
0
<COMMON> 0
<OTHER-SE> (13,814)
<TOTAL-LIABILITY-AND-EQUITY> 15,777
<SALES> 0
<TOTAL-REVENUES> 1,116
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,167
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 383
<INCOME-PRETAX> (519)
<INCOME-TAX> 0
<INCOME-CONTINUING> (519)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (519)
<EPS-PRIMARY> (3.87)<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
