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FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the Fiscal Year Ended December 31, 1997
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES AND EXCHANGE ACT OF 1934. (NO FEE
REQUIRED)
Commission File Number 0-14386
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - IV
(Exact Name of Registrant as specified in its Charter)
Delaware 16-1245153
-------- ----------
(State of Formation) (IRS Employer Identification No.)
2350 North Forest Road
Suite 12-A
Getzville, New York 14068
(Address of Principal Executive Office)
Registrant's Telephone Number: (716) 636-9090
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Units of Limited
Partnership Interest
Indicate by a 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 a check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the 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.(X)
DOCUMENTS INCORPORATED BY REFERENCE
See page 13 for a list of all documents incorporated by reference
1
<PAGE>
PART I
ITEM 1: BUSINESS
The Registrant, Realmark Property Investors Limited Partnership IV (the
"Partnership"), is a Delaware limited partnership organized in February 1985,
pursuant to an Agreement and Certificate of Limited Partnership (the
"Partnership Agreement"), under the Revised Delaware Uniform Limited Partnership
Act. The Partnership's general partners are Realmark Properties, Inc. (the
"Corporate General Partner"), a Delaware corporation, and Joseph M. Jayson (the
"Individual General Partner"). During 1988, Realmark Properties IV Associates
("Associates") and RPI Investors-IV, Inc. (formerly the "Corporate General
Partner") were merged with Realmark Properties, Inc. (the "Corporate General
Partner").
The Registrant commenced the public offering of its limited partnership
units, registered with the Securities and Exchange Commission under the
Securities Act of 1933, as amended, on April 22, 1985, and concluded the
offering on June 22, 1986, having raised a total of $23,365,900 before deducting
sales commissions and expenses of the offering.
The Partnership's primary business and its only industry segment is to
own and operate income-producing real property for the benefit of its limited
partners. As of December 31, 1997, the Partnership owns four (4) apartment
complexes totaling 815 units, an office complex containing 130,898 square feet
and is an 83.78% joint venture owner of a 168 unit apartment complex. Each
Partnership property is located in a relatively stable community with a solid
base from which to draw residents. There remains however, strong competition
from other complexes in the respective areas. See also item 7. Each of the
apartment complexes are managed for the Partnership by Realmark Corporation, an
affiliate of the General Partners.
The business of the Partnership is not seasonal. As of December 31,
1997, the Partnership did not directly employ any persons in a full-time
position. All persons who regularly rendered services on behalf of the
Partnership through December 31, 1997 were employees of the Corporate General
Partner or its affiliates.
The Registrant's objectives are to acquire, operate and hold existing
income-producing properties to (1) provide long-term capital appreciation, (2)
provide cash distributions from operations, (3) provide investors with a
diversified real estate portfolio, and (4) preserve and protect Partnership
capital.
Occupancy for each complex as of December 31, 1997, 1996 and 1995 was
as follows:
1997 1996 1995
---- ---- ----
Sutton Park Apartments 77% 85% 92%
Creekside Apartments 88% 90% 95%
Willow Creek Apartments 87% 92% 96%
Evergreen Terrace Apartments 89% 92% 95%
Chapelwood Estates * 87% 5%
Airlane Office Warehouse 90% 97% 92%
Lakeview Apartments (Joint Venture) 49% 82% 91%
* The mortgagor put this property into receivership in July 1997 and foreclosed
on the property in October 1997. No year-end occupancy was available.
2
<PAGE>
ITEM 1: BUSINESS (Con't.)
The percentage of total Partnership revenue generated from each complex
as of December 31, 1997, 1996 and 1995 was as follows:
<TABLE>
<CAPTION>
1997 1996 1995
---- ---- ----
<S> <C> <C> <C>
Sutton Park Apartments 25% 24% 24%
Creekside Apartments 22% 21% 22%
Willow Creek Apartments 17% 18% 18%
Evergreen Terrace Apartments 6% 6% 6%
Chapelwood Estates 2% 4% 4%
Airlane Office Warehouse 15% 14% 12%
Lakeview Apartments (Joint Venture) 13% 13% 14%
</TABLE>
ITEM 2: PROPERTIES
<TABLE>
<CAPTION>
Name and Location General Character of Property Purchase Date
- ----------------- ----------------------------- -------------
<S> <C> <C>
Lakeview Village Apts. Apartment complex; 7 buildings on November 1985
Joint Venture 13 acres; 168 units. An 8.25%
Milwaukee, WI mortgage with a balance of $2,481,119
at December 31, 1997, which provides
for annual principal and interest payments
of $232,920 in equal monthly installments.
The term of the mortgage is ten (10) years
with the remaining balance due and payable
February 1, 2006.
Sutton Park Apts. Apartment complex; 12 buildings on 23 December 1985
(formerly Bristol acres; 288 units. An 8% mortgage with a
Square Apts.) balance of $3,332,761 at December 31,
Lansing, MI 1997, which provides for annual principal
and interest payments of $306,168 in
equal monthly installments. The term of
the mortgage is ten (10) years with the
remaining balance due and payable on
February 1, 2006. In addition, there is
a promissory note, with a balance of
$4,174 at December 31, 1997, which
provides for monthly principal payments
of $2,083 plus interest accruing at the
lenders reference rate plus 2% annually
(10.5% at December 31, 1997). The note
is due and payable February 1, 1998.
</TABLE>
3
<PAGE>
ITEM 2: PROPERTIES (Con't.)
<TABLE>
<CAPTION>
Name and Location General Character of Property Purchase Date
- ----------------- ----------------------------- -------------
<S> <C> <C>
Airlane I & III Office/Warehouse; two buildings of August 1986
Nashville, TN 62,598 square feet (Airlane I) and
68,300 square feet (Airlane III). The
property was financed with a 7.625%
mortgage with a balance of $3,421,399
at December 31, 1997. The mortgage
provided for annual principal and
interest payments of $369,783 payable
in equal monthly installments, with the
remaining balance due January 1, 1999.
The Partnership sold this property in
February 1998.
Evergreen Terrace Apts. Apartment complex; 3 buildings on December 1986
(formerly Sunset Hills 2.56 acres; 72 units financed by a
Apts.) mortgage of $1,009,005 at December 31,
Lansing, MI 1997. The interest rate is adjustable
annually to a maximum rate of 15%
during the first five years of the loan
term and 17% for the remaining life of
the loan; the interest rate shall never
be less than 9% over the life of the
loan (9% at December 31, 1997). The
mortgage is payable monthly in amounts
which vary with the interest rate.
Monthly payments at December 31, 1997
based on a 9.0% interest rate were
$13,250. The balance of the mortgage is
due and payable June 1, 1998. In
September 1997, the property was placed
into receivership due to defaulting on
their mortgage and is currently being
run by an outside management company.
There is a pending foreclosure action
with respect to the property.
Management has until September 1998 to
either sell the property or pay off the
mortgage. If not, the mortgagor will
foreclose on the property.
Willow Creek Apts. Apartment complex; 18 buildings on 12.4 December 1986
Greenville, SC acres; 215 units financed by a 9.25%
mortgage which provides for monthly
principal and interest payments of
$32,752 with the remaining balance
originally due September 1, 1996 and
extended to March 1, 1997. The mortgage
is currently in default and payable on
demand. Motion papers have been served
for the appointment of a receiver.
The balance as of December 31,1997 was
$3,898,595.
</TABLE>
4
<PAGE>
ITEM 2: PROPERTIES (Con't.)
<TABLE>
<CAPTION>
Name and Location General Character of Property Purchase Date
- ----------------- ----------------------------- -------------
<S> <C> <C>
Creekside Apts. Apartment complex; 11 buildings on December 1986
(formerly Bretton Park 20.14 acres; 240 units financed by an
Phase I and II) adjustable rate mortgage with the interest
Flat Rock, MI adjustable quarterly to a maximum rate of
13.5% and a minimum rate of 7%, (7.2%
at December 31, 1997). The mortgage is
payable monthly in amounts which vary
with the interest rate. Monthly
payments at December 31, 1997 based on
a 7.2% interest rate were $38,580. The
outstanding principal balance of the
mortgage at December 31, 1997 is
$3,593,860. The balance of the mortgage
was due and payable March 31, 1998. The
partnership sold this property in March
1998.
Chapelwood Estates Foreclosed on in October 1997.
</TABLE>
ITEM 3: LEGAL PROCEEDINGS
The Partnership is not a party to, nor is any of the Partnership's
property the subject of, any material pending legal proceedings.
ITEM 4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
PART II
ITEM 5: MARKET FOR REGISTRANT'S UNITS OF LIMITED PARTNERSHIP INTEREST.
There is currently no established trading market for the units of
Limited Partnership Interest of the Partnership and it is not anticipated that
any will develop in the future.
The Partnership did not make any distributions for the years ended
December 31, 1997, 1996 or 1995. See also Item 6.
As of December 31, 1997, there were 2,545 record holders of units of
Limited Partnership Interest.
5
<PAGE>
ITEM 6: SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>
Realmark Properties Investors Limited Partnership-IV
----------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
Dec. 31, 1997 Dec. 31, 1996 Dec. 31, 1995 Dec. 31, 1994 Dec. 31, 1993
------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Total assets $19,088,920 $20,488,126 $19,982,793 $21,439,199 $22,292,013
============ =========== =========== =========== ===========
Notes payable and
long-term obligations $17,740,913 $18,939,324 $19,414,288 $19,881,483 $20,148,300
============ =========== =========== =========== ===========
Income $ 5,177,463 $ 5,536,412 $ 5,753,559 $ 5,062,606 $ 5,190,122
Expenses 6,755,566 6,759,234 7,225,672 7,020,306 6,319,029
------------ ----------- ----------- ----------- -----------
Loss before loss allocated
to minority interest, loss of
disposition of property, and
extraordinary items (1,578,103) (1,222,822) (1,472,113) (1,957,700) (1,128,907)
Loss allocated to
minority interest 47,154 36,106 42,625 51,247 24,974
Extraordinary items 150,771 1,501,158 -- -- --
------------ ----------- ----------- ----------- ----------
Net (loss) income $(1,380,178) $ 314,442 $(1,429,488) $(1,906,453) $(1,103,933)
============ =========== =========== =========== ===========
- ----------------------------------------------------------------------------------------------------------------------
Net cash provided by
(used in) operating activities $ 388,408 $ (984,095) $ (875,686) $ (460,660) $ (394,753)
Principal payments on
long-term debt (303,860) (5,658,964) (467,195) (266,817) (154,037)
------------ ----------- ----------- ----------- -----------
Net cash (used in)
operating activities
after principal payments
on long-term debt $ 84,548 $(6,643,059) $(1,342,881) $ (727,477) $ (548,790)
============ =========== =========== =========== ============
- ----------------------------------------------------------------------------------------------------------------------
Loss per limited
partnership unit before
extraordinary gains $ (63.55) $ (49.26) $ (59.34) $ (79.14) $ (45.83)
Extraordinary gains per
limited partnership unit 6.26 62.32 -- -- --
----------- ----------- ----------- ------------ ------------
(Loss) income per limited
partnership unit $ (57.29) $ 13.06 $ (59.34) $ (79.14) $ (45.83)
=========== =========== ============ ============ ============
Weighted average number
of limited partnership
units outstanding 23,366 23,366 23,366 23,366 23,366
=========== =========== =========== ============ ============
- ----------------------------------------------------------------------------------------------------------------------
</TABLE>
6
<PAGE>
ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Liquidity and Capital Resources:
The Partnership continues to generally incur cash flow deficits
(excluding extraordinary gains) and large losses from operations as has been
noted in prior years. The Corporate General Partner and its affiliates have
regularly advanced funds and/or not taken payment of fees otherwise entitled to
whenever it was necessary to cover its shortfalls. The Corporate General Partner
is under no obligation to make advances, and there is no assurance that such
advances will continue. As of December 31, 1997, the Corporate General Partner
(and affiliate) advances totaled $3,666,949, all of which is payable on demand
and accruing interest at 11% per annum. Due to the operating shortfalls, the
Partnership did not make any distributions in the years ended December 31, 1997
and 1996. Until such time as the Partnership can satisfy its obligations and
repay the Corporate General Partner advances, which is not expected to happen
prior to the sale of several of the properties in the Partnership, no
distributions are anticipated.
Management was successful in negotiating sales contracts on Airlanes
Office/Warehouse and the Creekside Apartments, both of which closed in early
1998. The Airlanes Office/Warehouse Building(s) sold on February 12, 1998 for a
sales price of $4,700,000, while the Creekside Apartments sold on March 18, 1998
for $5,075,000. These sales were felt to be in the best interests of the Limited
Partners.
During 1997, Chapelwood Estates, located in Monroeville, Pennsylvania,
was foreclosed on by the lender. The property was in default of its mortgage and
management felt it was in the best interests of the Limited Partners to give
this property back to the bank. As a result of the foreclosure, the bank took
back the building and any personal property which the mortgage was secured by,
they kept all escrow account balances which were in their possession, and they
forgave the mortgage and any accrued interest. The foreclosure resulted in an
extraordinary gain of $150,771 for the year ended December 31, 1997.
Management has once again implemented a corrective action plan in
response to the going concern consideration discussed in Note 13. These plans
include the closer monitoring of expenses such as payroll and maintenance, which
have typically been the expenses that have increased from year to year.
Management, however, realizes that with the physical improvements needed at the
properties, cutting expenses drastically is not very likely. More attention has
to be centered on increasing revenues. Management must decrease vacancies and
improve on its collection policies. This will be a major area of focus in the
coming year.
The Partnership has conducted a review of its computer systems to
identify the systems that could be affected by the "year 2000 issue" and has
substantially developed an implementation plan to resolve such issues.
The year 2000 issue is the result of computer programs being written
using two digits rather than four digits to define the applicable year. Computer
programs that have time-sensitive software may recognize a date using "00" as
the year 1900 rather than the year 2000. This could result in a system failure
or miscalculations causing disruptions of operations, including, among other
things, a temporary inability to process transactions, send invoices, or engage
in similar normal business activities. Management has confirmed with its
software providers that all software currently in use is either "2000 compliant"
or will be with little adaptation and at no significant cost.
7
<PAGE>
ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (Con't.)
Results of Operations:
For the year ended December 31, 1997, the Partnership incurred a net
loss of $1,380,178 or $57.30 per limited partnership unit. This Partnership once
again had income from extraordinary gains due to the foreclosure on Chapelwood
Estates by the mortgagee. Before such gains, the loss incurred by the
Partnership was $1,530,949 or $63.56 per limited partnership unit. For the year
ended December 31, 1996, the Partnership had net income totaling $314,442; the
income was the result of extraordinary gains from extinguishment of debt by one
of the lenders on the Sutton Park Apartments and from a fire at the Sutton Park
Apartments which resulted in property destruction estimated at a net book value
of $170,235, but for which insurance proceeds totaling $876,393 were received.
The Partnership incurred a net loss for the year ended December 31, 1994
totaling $1,429,488 or $59.34 per limited partnership unit.
Partnership revenues for the year ended December 31, 1997 totaled
$5,177,463, consisting of rental income of $4,861,019 and other income, which
includes interest, laundry income, and other miscellaneous sources of income of
$316,444. Rental income for the years ended December 31, 1996 and 1995 totaled
$5,163,212 and $5,456,107, respectively. The decrease in rental revenue from
that of the previous two years is evidence of low occupancy levels at most of
the residential properties throughout much of 1997. Occupancies decreased at all
complexes in the Partnership when compared to those of the two previous years,
with the most significant decreases occurring at Lakeview Apartments and Sutton
Park Apartments. In order to increase occupancies, management continued to offer
incentive programs throughout the year. The other significant cause of the
decrease in revenues was a large increase in bad debts at the residential
complexes in the Partnership. Bad debts rose from as little as 13.8% at Willow
Creek to over 202% at Creekside Apartments. There was also a decrease of
approximately $56,750 in other income, which is attributed to a decrease in
security deposit forfeitures at Creekside Apartments, Sutton Park Apartments and
Evergreen Apartments. Although not very large, increased laundry revenue was
reported by Evergreen Apartments, Sutton Park Apartments and Creekside
Apartments. Increasing occupancy, as well as decreasing delinquencies, continues
to be the major focus of management. Tighter credit policies and attractive
incentive programs will be management's means of reaching the income levels
needed to improve the cash flow in the Partnership.
Partnership expenses for the year ended December 31, 1997 totaled
$6,755,566, a slight decrease over the expenses of the year ended December 31,
1996 and a large decrease from the expenses of 1995 which totaled $7,225,672.
The majority of the decrease is attributable to a large decrease in
administrative expenses; such expenses decreased over $155,000 in total between
1997 and 1996, and $55,000 when comparing 1997 and 1995. A large portion of the
decrease is the result of a decrease in costs incurred for advertising and
promotion. Due to poor cash flow, the Partnership cut its expenses in this area
in favor of spending on physical improvements to many of the buildings. Property
operations expenses increased by approximately $153,000 or 5.6% between the
years of 1997 and 1996. A large portion of this increase is attributable to
higher payroll and associated costs related to maintenance at the properties.
Management hired more maintenance personnel on site to perform the much needed
physical improvements to the property at a lower cost than would be incurred if
the work was contracted out. Along with the increase in payroll expense related
to maintenance, an increase was noted in repairs and maintenance at virtually
all of the properties in the Partnership. Utility costs also increased at all
complexes when comparing 1997 to the two previous years. Insurance expense and
real estate taxes decreased at all of the properties in the Partnership with the
exception of the Sutton Park Apartments, where an increase in real estate taxes
was noted. Interest expense paid to affiliates of the General Partners continued
the increase noted in the previous year with an 8.7% increase between 1997 and
1996. This increase is the result of the higher carrying value of the loan from
affiliates.
8
<PAGE>
ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (Con't.)
Results of Operations (Con't.):
The Partnership expects to continue incurring higher than "normal"
property operations expenses in the near future as a considerable amount of
capital improvement work is still necessary to make the properties more
attractive to new tenants. The work planned includes interior and exterior
painting and woodwork, replacing of carpeting and appliances at several of the
complexes, and structural work such as repairs to roofs and decks/patios.
Although this work is necessary in order to increase rental revenue(s) generated
in the Partnership, management continues to keep in mind that expenditures must
be closely monitored so as not to worsen the cash flow situation of the
Partnership. Management also expects an increase in administrative expenses due
to an anticipated increase in legal fees due to evictions and more costly
advertising campaigns which management hopes to undertake in order to increase
occupancies.
For the year ended December 31, 1997, the tax basis loss was $1,127,838
or $46.82 per limited partnership unit compared to a tax loss of $522,104 or
$21.67 per unit for the year ended December 31, 1996 and a tax loss of
$1,155,597 or $47.97 per limited partnership unit for the year ended December
31, 1995. The Partnership agreement provides for the taxable income or losses to
be allocated 97% to the Limited Partners and 3% to the General Partners, and in
accordance with this and the Internal Revenue Code, the loss for the year ended
December 31, 1997 was allocated in this fashion.
ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Listed under Item 14 of the report.
ITEM 9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
None.
9
<PAGE>
PART III
ITEM 10: DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
The Partnership, as an entity, does not have any directors or officers.
The Individual General Partner of the Partnership is Joseph M. Jayson. The
directors and executive officers of Realmark Properties, Inc., the Partnership's
Corporate General Partner, as of March 1, 1998, are listed below. Each director
is subject to election on an annual basis.
<TABLE>
<CAPTION>
Title of All Positions Year First
Name Held With the Company Elected Director
- ---- --------------------- ----------------
<S> <C> <C>
Joseph M. Jayson President and Director 1979
Judith P. Jayson Vice President and Director 1979
Michael J. Colmerauer Secretary
</TABLE>
Joseph M. Jayson, President and Director of Realmark Properties, Inc.
and Judith P. Jayson, Vice President and Director of Realmark Properties, Inc.,
are married to each other.
The Director and Executive Officers of the Corporate General Partner
and their principal occupations and affiliations during the last five years or
more are as follows:
Joseph M. Jayson, age 59, is Chairman and Director and sole stockholder
of J.M. Jayson & Company, Inc. and certain of its affiliated companies:
Westmoreland Capital Corporation, Oilmark Corporation and U.S. Energy
Development Corporation. In addition, Mr. Jayson is President and Director of
Realmark Corporation and Realmark Properties, Inc., wholly owned subsidiaries of
J.M. Jayson & Company, Inc. and co-general partner of Realmark Property
Investors Limited Partnership, Realmark Property Investors Limited
Partnership-II, Realmark Property Investors Limited Partnership-III, Realmark
Property Investors Limited Partnership-IV, Realmark Property Investors Limited
Partnership-V, Realmark Property Investors Limited Partnership-VI A and Realmark
Property Investors Limited Partnership-VI B. Mr. Jayson is a member of the
Investment Advisory Board of the Corporate General Partner. Mr. Jayson has been
engaged in the real estate business for the last 35 years and is a Certified
Property manager as designated by the Institute of Real Estate Management
("I.R.E.M."). Mr. Jayson received a B.S. Degree in Education in 1961 from
Indiana University, a Masters Degree from the University of Buffalo in 1963, and
has served on the Educational Faculty of the Institute of Real Estate
Management. Mr. Jayson has for the last 35 years been engaged in various aspects
of real estate brokerage and investment. He brokered residential properties from
1962 to 1964, commercial and investment properties from 1964 to 1967, and in
1967, left commercial real estate to form his own investment firm. Since that
time, Mr. Jayson and J.M. Jayson & Company, Inc. have formed, or participated in
various ways, in forming over 30 real estate related limited partnerships. For
the past sixteen years, Mr. Jayson and J.M. Jayson & Company, Inc. and an
affiliate have also engaged in developmental drilling for gas and oil.
10
<PAGE>
Judith P. Jayson, age 58, is currently Vice-President and Director of
Realmark Properties, Inc. She is also a Director of the property management
affiliate, Realmark Corporation. Mrs. Jayson has been involved in property
management for the last 36 years and has extensive experience in the hiring and
training of property management personnel and in directing, developing and
implementing property management systems and programs. Mrs. Jayson, prior to
joining the firm in 1973, taught business in the Buffalo, New York high school
system. Mrs. Jayson graduated from St. Mary of the Woods College in Terre Haute,
Indiana, with a degree in Business Administration. Mrs. Jayson is the wife of
Joseph M. Jayson, the Individual General Partner.
Michael J. Colmerauer, 39, is Secretary and in-house legal counsel for
J.M. Jayson & Company, Inc., Realmark Corporation, Realmark Properties, Inc. and
other companies affiliated with the General Partners. He received a Bachelor's
Degree (BA) from Canisius College in 1980 and a Juris Doctors (J.D.) from the
University of Tulsa in 1983. Mr. Colmerauer is a member of the American and Erie
County Bar Association and has been employed by the Jayson group of companies
for the last 14 years.
ITEM 11: EXECUTIVE COMPENSATION.
No direct remuneration was paid or payable by the Partnership to
directors and officers (since it has no directors or officers) for its fiscal
years ended December 31, 1997, 1996 or 1995; nor was any direct remuneration
paid or payable by the Partnership to directors or officers of Realmark
Properties, Inc., the Corporate General Partner and sponsor for the years ended
December 31, 1997, 1996 or 1995.
The following table sets forth for the years ended December 31, 1997,
1996 and 1995 the compensation paid by the Partnership, directly or indirectly,
to affiliates of the General Partners:
<TABLE>
<CAPTION>
Entity Receiving Type of
Compensation Compensation 1997 1996 1995
------------ ------------ ---- ---- ----
<S> <C> <C> <C> <C>
Realmark Properties, Inc.
(The Corporate General
Partner) Interest charged on
accounts payable -
affiliates $306,514 $281,944 $194,407
-------- -------- --------
Reimbursement for
allocated partnership
administration expenses:
Investor Services Fees 16,031 14,275 11,372
Brokerage 36,235 24,200 15,578
Portfolio Management
& Accounting Fees 197,401 193,548 275,932
Realmark Corporation Property Management Fees 264,396 280,167 247,223
Computer Service Fees 20,394 20,394 20,394
-------- -------- --------
534,457 532,584 570,499
-------- -------- --------
Total $840,971 $814,528 $764,906
======== ======== ========
</TABLE>
11
<PAGE>
The Corporate General Partner is entitled to a continuing Partnership
Management Fee equal to 7% of net cash flow (as defined in the Partnership
Agreement), of which 2% is subordinated to the receipt by the Limited Partners
of a non-cumulative annual cash return equal to 7% of the average of their
adjusted Capital Contributions (as defined in the Partnership Agreement). The
Corporate General Partner is paid its 5% Partnership Management Fee annually as
cash flow allows. The 2% subordinated fee will not be paid or accrued until such
time as the Limited Partners have received their 7% return and payment of the
fee becomes probable. The General Partners are also entitled to 3% of
Distributable Cash (as defined in the Partnership Agreement) and to certain
expense reimbursements with respect to Partnership operations.
Net income or loss and proceeds arising from a sale or refinancing
shall be distributed first to the limited partners in amounts equivalent to a 7%
return on the average of their adjusted capital contributions, then an amount
equal to their capital contributions, then an amount equal to an additional 5%
of the average of their adjusted capital contributions, then to all partners in
an amount equal to their respective positive capital balances and, finally, in
the ratio of 87% to the limited partners and 13% to the general partners.
The General Partners are also allowed to collect a property disposition
fee upon sale of acquired properties. This fee is not to exceed the lesser of
50% of amounts customarily charged in arm's-length transactions by others
rendering similar services for comparable properties or 3% of the sales price.
The property disposition fee is subordinate to payments to the limited partners
of a cumulative annual return (not compounded) equal to 7% of their average
adjusted capital balances and to repayment to the limited partners of an amount
equal to their original capital contributions. Since these conditions have not
been met no fees have been recorded or paid on the sale of the Gold Key II
apartment complex in 1990.
ITEM 12: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
No person owns of record or beneficially more than five percent (5%) of
the units of Limited Partnership Interests of the Partnership. Except for the
General Partner's Interest in the Partnership ($3,000 initial capital
contribution), the General Partners, as of December 31, 1997, owned no units of
Limited Partnership Interest.
ITEM 13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS:
(a) Transactions with Management and Others.
No transactions have occurred between the Partnership and those in the
management of Realmark Properties, Inc. All transactions between the Partnership
and Realmark Properties, Inc. (the Corporate General Partner) and any other
affiliated organization are described in Item 11 of this report and in Note 6 to
the Financial Statements.
12
<PAGE>
ITEM 14: EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K.
(a) Financial Statements and Schedules.
<TABLE>
<CAPTION>
FINANCIAL STATEMENTS PAGE
-------------------- ----
<S> <C> <C>
(I) Independent Auditors' Report 15
(ii) Balance Sheets at December 31, 1997 and 1996 16
(iii) Statements of Operations for the years ended
December 31, 1997, 1996 and 1995 17
(iv) Statements of Partners' Deficit for the
years ended December 31, 1997, 1996 and 1995 18
(v) Statements of Cash Flows for the years ended
December 31, 1997, 1996 and 1995 19
(vi) Notes to Financial Statements 20 - 33
FINANCIAL STATEMENT SCHEDULES
-----------------------------
(i) Schedule I - Mortgage Loans on Real Estate 34
(ii) Schedule III - Real Estate and Accumulated Depreciation 35 - 36
</TABLE>
All other schedules are omitted because they are not applicable or the
required information is shown in the financial statements or the notes thereto.
(b) Reports on Form 8-K.
Form 8-K, dated July 29,1997, reporting in Item 5 the contracts
to sell certain properties to an outside company and the
termination of such contracts thereafter, incorporated herein
by reference.
(c) Exhibits
4. Instruments defining the rights of security holders, including
indentures
(a) Certificate of Limited Partners filed with the
Registration Statement of the Registrant Form S-11,
filed February 14, 1985, and subsequently amended
incorporated herein by reference.
(b) Partnership Agreement included with the Registration
Statement of the Registrant as filed and amended to
date incorporated herein by reference.
13
<PAGE>
ITEM 14: EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON
FORM 8-K (Con't.).
10. Material contracts
(a) Property Management Agreement with Realmark Corporation
included with the Registration Statement of the
Registrant as filed and amended to date incorporated
herein by reference.
(b) Joint Venture Agreement with Realmark Property
Investors Limited Partnership VI B as filed and amended
to date incorporated herein by reference.
(c) Property sales agreements with unrelated third-party
included with the third quarter Form 10Q incorporated
herein by reference.
14
<PAGE>
INDEPENDENT AUDITORS' REPORT
The Partners
Realmark Property Investors Limited Partnership-IV:
We have audited the accompanying balance sheets of Realmark Property Investors
Limited Partnership-IV as of December 31, 1997 and 1996, and the related
statements of operations, partners' deficit, and cash flows for each of the
three years in the period ended December 31, 1997. Our audits also included the
financial statement schedules listed in the index at Item 14. These financial
statements and financial statement schedules are the responsibility of the
General Partners. Our responsibility is to express an opinion on the financial
statements and the financial statement schedules 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 the
General Partners, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, such financial statements present fairly, in all material
respects, the financial position of Realmark Property Investors Limited
Partnership-IV at December 31, 1997 and 1996 and the results of its operations
and its cash flows for each of the three years in the period ended December 31,
1997 in conformity with generally accepted accounting principles. Also, in our
opinion, such 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.
The accompanying financial statements and financial statement schedules have
been prepared assuming that the Partnership will continue as a going concern. As
discussed in Note 13 to the financial statements, the Partnership's recurring
losses, continuing cash flow deficiencies, partners' deficit, and delinquent
mortgages, raise substantial doubt about its ability to continue as a going
concern. Management's plans concerning these matters are also described in Note
13. The financial statements do not include any adjustments that might result
from the outcome of this uncertainty.
March 24, 1998
15
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
BALANCE SHEETS
DECEMBER 31, 1997 AND 1996
<TABLE>
<CAPTION>
Assets 1997 1996
- ------ ---- ----
<S> <C> <C>
Property, at cost (including assets held for sale, see Note 3):
Land $ 1,722,672 $ 1,773,922
Buildings and improvements 27,450,004 27,898,057
Furniture, fixtures and equipment 2,571,795 2,711,794
----------- -----------
31,744,471 32,383,773
Less accumulated depreciation 13,950,395 13,753,437
----------- -----------
Property, Net 17,794,076 18,630,336
Escrow deposits 819,397 764,566
Interest and other receivables 5,829 591,255
Prepaid expenses 232,506 231,561
Mortgage costs, net of accumulated amortization
of $475,463 in 1997 and $493,159 in 1996 217,287 265,953
Other assets 19,825 4,455
----------- -----------
Total Assets $19,088,920 $20,488,126
=========== ===========
Liabilities and Partners' Deficit
Liabilities:
Mortgages and note payable $17,740,913 $18,939,324
Cash overdraft 526,439 138,032
Accounts payable and accrued expenses 1,146,631 864,429
Accounts payable - affiliates 3,666,949 3,167,754
Interest payable 203,119 172,452
Security deposits and prepaid rents 421,189 395,123
----------- -----------
Total liabilities 23,705,240 23,677,114
----------- -----------
Minority interest in joint venture (28,677) 18,477
----------- -----------
Partners' deficit:
General partners (710,608) (669,203)
Limited partners (3,877,035) (2,538,262)
----------- -----------
Total Partners' deficit (4,587,643) (3,207,465)
----------- -----------
Total Liabilities and Partners' Deficit $19,088,920 $20,488,126
=========== ===========
</TABLE>
See notes to financial statements
16
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>
1997 1996 1995
---- ---- ----
<S> <C> <C> <C>
Income:
Rental $ 4,861,019 $ 5,163,212 $ 5,456,107
Interest and other 316,444 373,200 297,452
----------- ----------- -----------
Total income 5,177,463 5,536,412 5,753,559
----------- ----------- -----------
Expenses:
Property operations 2,890,229 2,737,139 3,051,398
Interest:
Paid to Affiliates 306,514 281,944 194,407
Other 1,536,158 1,587,480 1,614,910
Depreciation and amortization 927,860 902,222 1,215,149
Administrative:
Paid to affiliates 534,457 532,584 570,499
Other 560,348 717,865 579,309
------------ ----------- -----------
Total expenses 6,755,566 6,759,234 7,225,672
------------ ----------- -----------
Loss before loss allocated to minority interest (1,578,103) (1,222,822) (1,472,113)
and extraordinary items
Loss allocated to minority interest 47,154 36,106 42,625
Extraordinary items:
Gain on extinguishment of debt -- 795,000 --
Gain from insurance proceeds on fire loss -- 706,158 --
Gain on foreclosure 150,771 -- --
----------- ----------- -----------
Net (loss) income $ (1,380,178) $ 314,442 $(1,429,488)
============ =========== ===========
Loss per limited partnership unit before
extraordinary gains $ (63.55) $ (49.26) $ (59.34)
Extraordinary gains per limited partnership unit 6.26 62.32 --
------------ ----------- -----------
(Loss) income per limited partnership unit $ (57.29) $ 13.06 $ (59.34)
============ =========== ===========
Weighted average number of limited partnership
units outstanding 23,366 23,366 23,366
============ =========== ===========
</TABLE>
See notes to financial statements
17
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
STATEMENTS OF PARTNERS' DEFICIT
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>
General Limited Partners
Partners ----------------
Amount Units Amount
------ ----- ------
<S> <C> <C> <C>
Balance, January 1, 1995 $ (635,751) 23,366 $ (1,456,668)
Net loss (42,885) -- (1,386,603)
---------- ------ -----------
Balance, December 31, 1995 (678,636) 23,366 (2,843,271)
Net income 9,433 -- 305,009
---------- ------ -----------
Balance, December 31, 1996 (669,203) 23,366 (2,538,262)
Net loss (41,405) -- (1,338,773)
---------- ------ ------------
Balance, December 31, 1997 $ (710,608) 23,366 $ (3,877,035)
========== ======= ============
</TABLE>
See notes to financial statements
18
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>
1997 1996 1995
---- ---- ----
<S> <C> <C> <C>
Cash Flows from operating activities:
Net (loss) income $(1,380,178) $ 314,442 $(1,429,488)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Depreciation and amortization 927,860 902,222 1,215,149
Loss allocated to minority interest (47,154) (36,106) (42,625)
Extraordinary gains (150,771) (1,501,158) --
Other assets (15,370) -- --
Changes in operating assets and liabilities:
Interest and other receivables 585,426 (526,229) (21,454)
Prepaid expenses (945) (7,093) (133,077)
Accounts payable and accrued expenses 298,734 (126,752) (502,227)
Interest payable 120,032 15,927 23,893
Security deposits and prepaid rent 50,774 (19,348) 14,143
------------ ------------ ------------
Net cash provided by (used in) operating activities 388,408 (984,095) (875,686)
------------ ------------ ------------
Cash flows from investing activities:
Escrow deposits (122,780) (425,906) 678,440
Collection of principal on notes receivable -- 154,875 15,000
Property acquisitions and additions (823,423) (548,871) (153,469)
Insurance proceeds on fire loss -- 876,393 --
------------ ------------ ------------
Net cash (used in) provided by investing activities (946,203) 56,491 539,971
------------ ------------ ------------
Cash flows from financing activities:
Increase (decrease) in cash overdraft 388,407 (114,773) 242,519
Principal payments on mortgages (303,860) (5,658,964) (467,195)
Proceeds from refinancings -- 5,979,000 --
Mortgage costs (25,947) (224,566) (144,183)
Increase in accounts payable - due to affiliates 499,195 946,907 704,574
------------ ------------ ------------
Net cash (used in) provided by financing activities 557,795 927,604 335,715
------------ ------------ ------------
Decrease in cash -- -- --
Cash - beginning of year -- -- --
------------ ------------ ------------
Cash - end of year $ -- $ -- $ --
============ ============ ============
</TABLE>
As discussed in Footnote 8, the Partnership had estimated total insurance
proceeds to be $876,393 as the result of a fire at Sutton Park Apartments. As of
December 31, 1996, $300,000 had been received and $576,393 was receivable. The
entire receivable amount was collected as of December 31, 1997.
As discussed in Footnote 7, the bank foreclosed on Chapelwood Estates in June
1997. The bank took over fixed assets, with a net book value of $806,437, that
had served as collateral on the mortgage. The bank kept $67,949 of escrow
balances and forgave $1,025,156 of liabilities, including the mortgage balance
and accrued interest. This transaction resulted in an extraordinary gain on
foreclosure of $150,771.
See notes to financial statements
19
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
1. FORMATION AND OPERATION OF PARTNERSHIP:
Realmark Property Investors Limited Partnership-IV (the "Partnership"),
a Delaware Limited Partnership, was formed on February 12, 1985, to invest in a
diversified portfolio of income-producing real estate investments.
In April 1985, the Partnership commenced the public offering of units
of limited partnership interest. Other than matters relating to organization, it
had no business activities and, accordingly, had not incurred any expenses or
earned any income until the first interim closing (minimum closing) of the
offering, which occurred on September 20, 1985. On June 22, 1986 the offering
was concluded, at which time 23,363 units of limited partnership interest were
outstanding, excluding 3 units held by an affiliate of the General Partners. The
General Partners are Realmark Properties, Inc., a wholly-owned subsidiary of
J.M. Jayson & Company, Inc. and Joseph M. Jayson, the Individual General
Partner. Joseph M. Jayson is the sole shareholder of J.M. Jayson & Company, Inc.
Under the partnership agreement, the general partners and their
affiliates can receive compensation for services rendered and reimbursement for
expenses incurred on behalf of the Partnership (See Note 6).
The partnership agreement also provides that distribution of funds,
revenues, costs and expenses arising from partnership activities, exclusive of
any sale or refinancing activities, are to be allocated 97% to the limited
partners and 3% to the general partners.
Net income or loss and proceeds arising from a sale or refinancing
shall be distributed first to the limited partners in amounts equivalent to a 7%
return on the average of their adjusted capital contributions, then an amount
equal to their capital contributions, then an amount equal to an additional 5%
of the average of their adjusted capital contributions, then to all partners in
an amount equal to their respective positive capital balances and, finally, in
the ratio of 87% to the limited partners and 13% to the general partners.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
(a) 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 and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
20
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Con't.):
(b) Property and Depreciation
Expenditures for maintenance and repairs are expensed as incurred, and
major renewals and betterments are capitalized. Depreciation is provided using
the straight-line method over the estimated useful lives of the respective
assets and totaled $853,248, $770,643 and $1,111,013 for the years ended
December 31, 1997, 1996 and 1995, respectively. Generally, buildings and
improvements are depreciated over 25 years, and furniture, fixtures, and
equipment are depreciated over 5 years. The Accelerated Cost Recovery System and
Modified Accelerated Cost Recovery System are used to determine depreciation
expense for tax purposes. For further discussion, see Footnote 3.
(c) Rental Income
Leases for residential properties have terms of one year or less.
Commercial leases have terms of from one to five years. Rental income is
recognized on the straight line method over the term of the lease.
(d) Mortgage Costs
Mortgage costs incurred in obtaining property mortgage financing have
been deferred and are being amortized over the terms of the respective
mortgages.
(e) Minority Interest in Consolidated Joint Venture
The minority interest in a consolidated joint venture is stated at the
amount of capital contributed by the minority investors adjusted for their share
of joint venture losses.
(f) Rents Receivable
Due to the nature of these accounts, residential rent receivables are
fully reserved for at December 31, 1997 and 1996.
3. ACQUISITION AND DISPOSITIONS OF RENTAL PROPERTY:
In November 1985, the Partnership acquired a 168 unit apartment complex
(Lakeview Village Apartments) located in Milwaukee, Wisconsin, for a purchase
price of $4,411,659, which included $320,779 in acquisition fees.
21
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
3. ACQUISITION AND DISPOSITIONS OF RENTAL PROPERTY (Con't.):
In December 1985, the Partnership acquired a 288 unit apartment complex
(Sutton Park Apartments, formerly Bristol Square Apartments) located in Lansing,
Michigan for a purchase price of $7,252,858, which included $588,716 in
acquisition fees.
In August 1986, the Partnership acquired two office/warehouse buildings
of 62,598 square feet (Airlane I) and 68,300 square feet (Airlane III),
consisting of approximately 25% office space and 75% warehouse space located in
Nashville, Tennessee, for a purchase price of $6,180,920, which included
$383,169 in acquisition fees.
In October 1986, the Partnership acquired an 86 unit apartment complex
(Gold Key Village II) located in Englewood, Ohio for a purchase price of
$2,354,615, which included $152,744 in acquisition fees.
In December 1986, the Partnership acquired two apartment complexes
consisting of 96 and 144 units (Creekside Apts., formerly Bretton Park I and II)
located in Flat Rock, Michigan, for a purchase price of $5,462,176, which
included $445,964 in acquisition fees.
In December 1986, the Partnership acquired a 215 unit apartment complex
(Willow Creek Apartments) located in Greenville, South Carolina, for a purchase
price of $5,040,560, which included $477,987 in acquisition fees.
In December 1986, the Partnership acquired a 72 unit apartment complex
(Evergreen Terrace) located in Lansing, Michigan for a purchase price of
$1,711,093, which included $314,379 in acquisition fees.
In May 1987, the Partnership acquired a 56 unit apartment complex
(Chapelwood Estates, formerly Cedar Court Apartments) located in Monroeville,
Pennsylvania, for a purchase price of $1,439,832, which included $370,728 in
acquisition fees.
In 1988, the Partnership acquired, upon its dissolution, the net assets
and liabilities of the Willow Lake Joint Venture, which amounted to $1,635,474.
The net assets acquired were equivalent to the carrying value of the
Partnership's investment in the joint venture at the time of the dissolution.
Since the date of the acquisition, the Partnership had capitalized additional
construction costs of $5,059,296, which includes capitalized interest of
$151,993. Construction on this project was substantially complete in early 1991.
During September 1992, Willow Lake's lender foreclosed and took possession of
the property because the Partnership had difficulty in obtaining tenant leases
and financing to complete tenant build-out costs. The loss on disposal generated
a $1,328,352 loss for financial statement purposes.
In October, 1990 the Partnership sold the Gold Key II apartment complex
for $2,881,136 which generated a gain of $911,177 for financial statement
purposes.
22
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
3. ACQUISITION AND DISPOSITIONS OF RENTAL PROPERTY (Con't.)
In July 1996, the Partnership entered into a plan to dispose of the
property, plant and equipment of Lakeview Village, Sutton Park, Creekside,
Willow Creek and Evergreen Terrace.
Management had determined that the sale of the properties was in the
best interests of the limited partners.
All of these agreements expired during 1997.
In the fourth quarter of 1997, the Partnership entered into a plan to
dispose of the property, plant and equipment of the following:
Carrying Amount Net (Loss)
of Property at for the Year Ended
Property December 31, 1997 December 31, 1997
-------- ----------------- -----------------
Creekside $2,981,725 $(176,100)
Airlane 3,897,603 (42,219)
As of December 31, 1997, an agreement, cancelable by the buyer, had
been signed with respect to these properties. Airlane Office Warehouse was
subsequently sold in February 1998 for $4,700,000. Creekside Apartments was sold
in March 1998 for $5,075,000.
23
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
3. ACQUISITION AND DISPOSITIONS OF RENTAL PROPERTY (Con't.)
Financial Accounting Standards Statement No. 121, Accounting for the
Impairment of Long-lived Assets and for Long-lived Assets to be Disposed Of (the
"Statement") requires that assets to be disposed of be recorded at the lower of
carrying value or fair value less costs to sell. The Statement also requires
that such assets not be depreciated during the disposal period, as the assets
will be recovered through sale rather than through operations. In accordance
with this Statement, the long-lived assets of the Partnership are recorded at
the carrying amount which is the lower of carrying value or fair value less
costs to sell, and have not been depreciated during the disposal period.
Depreciation expense, not recorded during the disposal period, for the year
ended December 31, 1997 and 1996 totaled approximately $265,000 and $346,000.
4. MORTGAGES AND NOTE PAYABLE:
The Partnership has the following mortgages and note payable:
Lakeview Village Apartments
An 8.25% mortgage with a balance of $2,481,119 and $2,508,128 at
December 31, 1997 and 1996 respectively, which provides annual principal and
interest payments of $232,920 payable in equal monthly installments, with
remaining balance due February 1, 2006.
The Partnership is currently not in compliance with certain debt
covenants requiring timely submission of income tax returns to the financial
institution within thirty days of filing.
Sutton Park Apartments (formerly Bristol Square Apartments)
An 8% mortgage with a balance of $3,332,761 and $3,370,652 at December
31, 1997 and 1996 respectively, which provides annual principal and interest
payments of $306,168 payable in equal monthly installments with the remaining
balance due February 1, 2006.
24
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
4. MORTGAGES AND NOTE PAYABLE (Con't.):
Sutton Park Apartments (formerly Bristol Square Apartments) (Cont'd.)
In addition, an unsecured promissory note with a balance of $4,174 and
$29,170 at December 31, 1997 and 1996, respectively, which provides for monthly
principal payments of $2,083 plus interest accruing at the lenders reference
rate plus 2% annually (10.5% at December 31, 1997). The note is due and payable
February 1, 1998.
The Partnership is currently not in compliance with debt covenants
requiring timely submission of income tax returns to the financial institiution
within thirty days of filing.
Airlanes I & III
A 7.625% mortgage with a balance of $3,421,399 and $3,525,932 at
December 31, 1997 and 1996, respectively, which provides for annual principal
and interest payments of $369,783 payable in equal monthly installments, with
the remaining balance due January 1, 1999. The Partnership sold this property in
February 1998. See Note 3 and 14.
Creekside
An adjustable rate mortgage with an outstanding principal balance of
$3,593,860 and $3,670,328 at December 31, 1997 and 1996, respectively. The
interest rate is adjustable quarterly to a maximum rate of 13.5% and a minimum
rate of 7% (7.20% at December 31, 1997). The mortgage is payable monthly in
amounts which vary with the interest rate. Monthly payments at December 31, 1997
based on a 7.20% interest rate were $38,580. The balance of the mortgage is due
and payable March 31, 1998. The Partnership sold this property in March 1998.
See Note 3 and 14.
Willow Creek
A 9.25% mortgage which provides for monthly principal and interest
payments of $32,752 payable in equal monthly installments with the remaining
balance originally due on September 1, 1996 and extended to March 1, 1997. The
mortgage is currently in default and payable on demand. The General Partners
were served with motion papers for the appointment of a receiver. The balance as
of December 31, 1997 and 1996 was $3,898,595 and $3,919,467, respectively.
25
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
4. MORTGAGES AND NOTE PAYABLE (Con't.):
Evergreen Terrace
An adjustable rate mortgage with a balance at December 31, 1997 and
1996 of $1,009,005 and $1,021,096, respectively. The interest rate is adjustable
annually to a maximum rate of 15% during the first five years of the loan term
and 17% for the remaining life of the loan; the interest rate shall never be
less than 9% over the life of the loan (9% at December 31, 1997). The mortgage
is payable monthly in amounts which vary with the interest rate. Monthly
payments at December 31, 1997 based on a 9% interest rate were $13,250. As a
result of the Partnership's failure to make regular principle and interest
payments, the property was placed in receivership in October of 1997. There is a
pending foreclosure action with respect to the property. Management has until
September 1998 to either pay off the mortgage or sell the property, or the
mortgagor will foreclose on the property.
The mortgages described above are secured by the Partnership properties
to which they relate.
The aggregate maturities of mortgages and notes payable, are as
follows:
Year Amount
- ---- ------
1998 $ 8,688,783
1999 3,384,889
2000 82,696
2001 89,653
2002 97,195
Thereafter 5,397,697
------------
TOTAL $17,740,913
============
5. MINORITY INTEREST OF RELATED PARTY IN LAKEVIEW JOINT VENTURE
On September 1, 1992, the Partnership entered into an agreement to form
a joint venture with Realmark Property Investors Limited Partnership-VI B
(RPILP-VI B). The joint venture was formed for the purpose of operating the
Lakeview Apartment complex owned by the Partnership. Under the terms of the
agreement, RPILP VI-B contributed $175,413, with the Partnership contributing
the property net of the first mortgage. The interests of the Partnerships in the
property were determined based on the fair value of the property as estimated by
the General Partners. The Partnership has all the rights and responsibilities of
a General partner in the project.
The joint venture agreement provides that any income, loss, gain, cash
flow, or sale proceeds be allocated 83.78% to the Partnership and 16.22% to
RPILP-VI B. The net loss from the date of inception has been allocated to the
minority interest in accordance with the agreement and has been recorded as a
reduction of the capital contribution.
26
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1997 AND 1995
(Continued)
5. MINORITY INTEREST OF RELATED PARTY IN LAKEVIEW JOINT VENTURE (Con't.)
A reconciliation of the minority interest share in the Lakeview Joint
Venture is as follows:
1997 1996 1995
---- ---- ----
Balance, Beginning of Year $ 18,477 $ 54,583 $ 97,208
Allocated Loss (47,154) (36,106) (42,625)
-------- -------- --------
Balance, End of Year $(28,677) $ 18,477 $ 54,583
======== ======== ========
6. PROPERTY MANAGEMENT FEES AND RELATED PARTY TRANSACTIONS:
Management fees for the management of certain of the Partnership's
properties are paid to an affiliate of the General Partners. The management
agreement provides for 5% of gross monthly receipts of the complexes to be paid
as fees for administering the operations of the properties. These fees totaled
$264,396, $280,167 and $247,223 for the years ended December 31, 1997, 1996 and
1995, respectively.
The Partnership entered into a management agreement with an unrelated
third party for the management of Airlane I and III on August 15, 1986. The
agreement provides for the payment of a management fee equal to 4% of monthly
gross rental income. The results of operations include $47,772, $30,245 and
$27,170 of such fees in 1997, 1996 and 1995, respectively.
According to the terms of the Partnership Agreement, the Corporate
General Partner is also entitled to receive a partnership management fee equal
to 7% of net cash flow (as defined in the Partnership Agreement), 2% of which is
subordinated to the limited partners having received an annual cash return equal
to 7% of their average adjusted capital contributions. No such fee was paid or
accrued by the partnership for the years ended December 31, 1997, 1996 and 1995.
27
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
6. PROPERTY MANAGEMENT FEES AND RELATED PARTY TRANSACTIONS (Con't.):
Accounts payable to affiliates amounted to $3,666,949 and $3,167,754 at
December 31, 1997 and 1996, respectively. The payables represent fees due and
advances from the Corporate General Partner or an affiliate of the General
partners. Interest on accounts payable - affiliates, charged at a rate of 11% on
the average outstanding balance, totaled $306,514, $281,944 and $194,407 for the
years ended December 31, 1997, 1996, and 1995, respectively. All amounts payable
to affiliates are due upon demand.
The General Partners are also allowed to collect a property disposition
fee upon sale of acquired properties. This fee is not to exceed the lesser of
50% of amounts customarily charged in arm's-length transactions by others
rendering similar services for comparable properties or 3% of the sales price.
The property disposition fee is subordinate to payments to the limited partners
of a cumulative annual return (not compounded) equal to 7% of their average
adjusted capital balances and to repayment to the limited partners of an amount
equal to their original capital contributions. Since these conditions have not
been met no fees have been recorded or paid on the sale of the Gold Key II
apartment complex in 1990.
Computer service charges for the partnership are paid or accrued to an
affiliate of the General Partners. The fee is based upon the number of apartment
units and totaled $20,394 for each of the years ended December 31, 1997, 1996
and 1995, respectively.
Pursuant to the terms of the Partnership Agreement, the Corporate
General partner charged the Partnership for reimbursement of certain costs and
expenses incurred by the Corporate General Partner and its affiliates in
connection with the administration of the Partnership. These charges were for
the Partnership's allocated share of such costs and expenses which include
payroll, legal, rent, depreciation, printing, mailing, travel and communication
costs related to Partnership accounting, partner communication and relations and
property marketing and are included in property operations. Additionally,
Partnership accounting and portfolio management fees, investor services fees and
brokerage fees are allocated based on total assets, number of partners and
number of units, respectively. These charges totaled $249,667, $232,023 and
$302,882 in 1997, 1996 and 1995, respectively.
28
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
7. EXTRAORDINARY GAINS:
On July 16, 1996, the Sutton Park Apartments experienced a fire in one
of its buildings resulting in property destruction estimated at a net book value
of $170,235. It was estimated that the Partnership would receive insurance
proceeds totaling $876,393, which resulted in an extraordinary gain for
financial statement purposes of $706,158.
As of December 31, 1996, $576,393 in insurance proceeds were received
and were included in Interest and Other Receivables on the balance sheet. As of
December 31, 1997, all proceeds were received and all appropriate repairs had
been completed.
On January 11, 1996, two mortgages held by Sutton park were refinanced
with a mortgage of $3,400,000 and an unsecured $50,000 promissory note. See Note
4. As a result of the refinancing, a portion of one of the original mortgages
was forgiven and an extraordinary gain of $795,000 was recognized in 1996.
In July 1997, the mortgage holder on Chapelwood Estates foreclosed on
the property. They seized fixed assets that had a carrying value of $806,437,
which served as collateral on the loan. In return, the property wrote off the
mortgage balance and accrued interest of $894,551 and $89,365, respectively. In
addition, approximately $41,240 of other liabilities were forgiven in the
foreclosure. The lender retained $67,948 of escrow balances. An extraordinary
gain of $150,771 was recognized on the foreclosure.
29
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
8. INCOME TAXES:
No provision has been made for income taxes since the income or loss of
the partnership is to be included in the tax returns of the individual Partners.
The tax returns of the Partnership are subject to examination by the
Federal and state taxing authorities. Under federal and state income tax laws,
regulations and rulings, certain types of transactions may be accorded varying
interpretations and, accordingly, reported partnership amounts could be changed
as a result of any such examination.
The reconciliation of net loss for the years ended December 31, 1997,
1996 and 1995, as reported in the statement of operations, and as would be
reported for tax return purposes is as follows:
<TABLE>
<CAPTION>
1997 1996 1995
---- ---- ----
<S> <C> <C> <C>
Net income (loss) -
Statement of operations $(1,380,178) $ 314,442 $(1,429,488)
Add to (deduct from):
Difference in depreciation (267,715) (320,560) (59,198)
Gain on sale of property -- 4,402 4,402
Gain from fire loss -- (706,158) --
Gain from foreclosure 212,573 -- --
Other, primarily increase in
allowance for doubtful accounts 307,482 185,770 328,687
----------- ---------- -----------
Net loss - tax return purposes $(1,127,838) $(522,104) $(1,155,597)
=========== ========== ===========
</TABLE>
30
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1996, 1995 AND 1994
(Continued)
The reconciliation of Partners' (Deficit) as of December 31, 1997, 1996 and
1995, as reported in the balance sheet and as reported for tax return purposes,
is as follows:
<TABLE>
<CAPTION>
1997 1996 1995
---- ---- ----
<S> <C> <C> <C>
Partners' Deficit - Balance Sheet $(4,587,643) $(3,207,465) $(3,521,907)
Add to (deduct from):
Accumulated difference in depreciation (5,815,850) (5,548,135) (5,227,575)
Accumulated amortization of
discounts on mortgages payable 382,695 382,695 382,695
Syndication fees 2,734,297 2,734,297 2,734,297
Difference in book and tax basis in
Partnership investments (635,737) (635,737) (635,737)
Gain from fire loss (706,158) (706,158) --
Gain on foreclosure 212,573 -- --
Other, primarily allowance for
doubtful accounts 1,640,291 1,332,809 1,147,039
----------- ----------- -----------
Partners' Deficit - tax return purposes $(6,775,532) $(5,647,694) $(5,121,188)
=========== =========== ===========
</TABLE>
9. LEASES:
Airlanes, the Partnership's only commercial property, was sold
subsequent to year-end. Therefore, there are no minimum future rentals to be
received under noncancelable operating leases at December 31, 1997.
31
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
10. FAIR VALUE OF FINANCIAL INSTRUMENTS:
Statement of Financial Accounting Standards No. 107 requires disclosure
about fair value of certain financial instruments. The fair value of accounts
receivable, accounts payable, accounts payable - affiliates, accrued expenses
and deposit liabilities approximate the carrying value due to the short-term
nature of these instruments.
Management has estimated that the fair values of the mortgages payable
on Airlanes I and II and Creekside approximate their carrying values of
$3,421,399 and $3,593,860, respectively, due to the fact that both properties
were sold in 1998 at a gain.
Management has estimated that the fair values of the mortgages payable
on Willow Creek and Evergreen Terrace approximate their carrying values of
$3,898,595 and $1,009,005, respectively, due to their short-term nature. Both
mortgages are in default and are currently due on demand.
Management has estimated that the fair values of the mortgage payable
on Lakeview approximates its carrying value of $2,481,119 based upon currently
available rates of debt of similar terms.
Management has estimated that the fair value of the mortgage payable on
Sutton Park, based on currently available rates, is approximately $3,295,000.
The carrying value of the mortgage is $3,332,761.
See footnote 4 for a description of the terms of the mortgages payable.
32
<PAGE>
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(Continued)
11. SUPPLEMENTAL SCHEDULE OF CASH FLOW INFORMATION:
1997 1996 1995
---- ---- ----
Cash paid for interest $1,416,126 $1,571,553 $1,591,017
========== ========== ==========
12. CONTINGENCIES:
Included in accounts payable and accrued expenses on the balance sheet
are delinquent taxes and interest on Evergreen Terrace Apartments for the years
1993 through 1996 totaling approximately $102,462 and $116,000 at December 31,
1997 and 1996, respectively. As of December 31, 1996, the property is in tax
sale. The result of such tax sale could be substantial penalties or the
potential loss of property.
13. GOING CONCERN CONSIDERATIONS:
The Partnership continued to experience operating losses and cash flow
difficulties in 1997. In addition, as discussed in Note 12, Evergreen Terrace
Apartments is liable for delinquent real estate taxes in the amount of
approximately $102,000, the Willow Creek mortgage is currently in default, and
Evergreen Terrace has been placed in receivership with a pending foreclosure
action. In addition, subsequent to year end, Lakeview received a default notice
due to nonpayment of the mortgage. These factors and the foreclosure of
Chapelwood during the current year, combined with significant partners'
deficits, have raised substantial doubt about the Partnership's ability to
continue as a going concern. Management is continuing its efforts to reduce
expenses and increase rents. They have until September 1998 to correct the
situation at Evergreen or the mortgagor will foreclose on the property.
Management is also addressing the pending foreclosure of Lakeview and Willow
Creek.
14. SUBSEQUENT EVENTS:
As a result of management's continuing plans to market and sell
Partnership properties, the Partnership sold Airlanes I and III on February 12,
1998 for a total price of $4,700,000 and sold Creekside on March 18, 1998 for a
total price of $5,075,000. Total assets and liabilities of these two properties
amounted to $7,374,914 and $8,475,478, respectively, at December 31, 1997. Total
revenues and expenses amounted to $1,911,328 and $2,129,645, respectively, at
December 31, 1997. The Partnership will recognize a gain of approximately
$1,332,000 on the sale of Airlanes and a gain of approximately $1,908,000 on the
sale of Creekside for the year ended December 31, 1998.
33
<PAGE>
SCHEDULE I
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
MORTGAGE LOANS ON REAL ESTATE
DECEMBER 31, 1997
<TABLE>
<CAPTION>
Final
Interest Maturity Face Amount
Description Rate Date Periodic Payment Term Prior Liens of Mortgage
----------- ---- ---- --------------------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Gold Key Village II 10% 10/11/95 Interest payable $2,290,000 $230,000
monthly, First Mortgage
Second Mortgage, principal payments of
86 Unit Apartment $15,000
Complex in were due annually until
Englewood, Ohio 10/11/95 when the
remaining
principal of $154,875
was due.
</TABLE>
Principal Amount of
Carrying Loan Subject to
Amount of Delinquent
Description Mortgage Principal or Interest
----------- -------- ---------------------
Gold Key Village II $ -- $ --
Second Mortgage,
86 Unit Apartment
Complex in
Englewood, Ohio
1997 1996 1995
---- ---- ----
Balance at beginning of period $ -- $154,875 $169,875
Deductions during period:
Collections of principal -- 154,875 15,000
---- -------- --------
Balance at close of period $ -- $ -- $154,875
==== ======== ========
34
<PAGE>
SCHEDULE III
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP-IV
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1997
<TABLE>
<CAPTION>
Initial Cost to
Partnership
------------------------------- Cost
Capitalized
Property Subsequent to
Description Encumbrances Land Buildings Acquisition
<S> <C> <C> <C> <C>
Lakeview Village Apts.
Milwaukee, WI $ 2,481,119 $ 200,000 $ 3,785,880 $ 176,455
Sutton Park Apts.
Lansing, MI 3,336,935 400,000 6,139,297 888,000
Airlanes Office Whse.
Nashville, TN 3,421,399 576,500 5,604,420 344,541
Creekside Apts.
Flat Rock, MI 3,593,860 250,500 4,491,688 202,698
Willow Creek Apts.
Greenville, SC 3,898,595 226,300 4,276,760 77,793
Evergreen Terrace
Lansing, MI 1,009,005 69,372 1,462,471 --
------------ ----------- ------------ -----------
$ 17,740,913 $ 1,722,672 $ 25,760,516 $ 1,689,487
============ =========== ============ ===========
</TABLE>
<TABLE>
<CAPTION>
Life on Which
Gross amounts at which Depreciation
Carried at Close of Period (3) In Latest
-------------------------------------------- ----------------------------- Statement
Property (1)(2) Accumulated Date of Of Operations
Description Land Buildings Total Depreciation Construction Is Computed
<S> <C> <C> <C> <C> <C> <C>
Lakeview Village Apts.
Milwaukee, WI $ 200,000 $ 3,962,335 $ 4,162,335 $ 1,803,018 Nov-85 25 Years
Sutton Park Apts.
Lansing, MI 400,000 7,027,297 7,427,297 2,532,798 Dec-85 25 Years
Airlanes Office Whse.
Nashville, TN 576,500 5,948,961 6,525,461 2,627,858 Aug-86 25 Years
Creekside Apts.
Flat Rock, MI 250,500 4,694,386 4,944,886 1,968,989 Dec-86 25 Years
Willow Creek Apts.
Greenville, SC 226,300 4,354,553 4,580,853 1,827,776 Dec-86 25 Years
Evergreen Terrace
Lansing, MI 69,372 1,462,471 1,531,843 623,989 Dec-86 25 Years
----------- ----------- ------------ ------------
$ 1,722,672 $27,450,003 $ 29,172,675 $ 11,384,428
=========== =========== ============ ============
</TABLE>
35
<PAGE>
SCHEDULE III
(Continued)
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP IV
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1997
(1) Cost for Federal income tax purposes is $29,172,676.
(2) A reconciliation of the carrying amount of land and buildings as of
December 31, 1997, 1996 and 1995 follows:
<TABLE>
<CAPTION>
1997 1996 1995
<S> <C> <C> <C>
Balance at beginning of period $29,671,979 $29,414,937 $29,269,324
Additions 823,425 548,871 145,613
Dispositions (1,322,728) (291,829) --
------------ ----------- -----------
Balance at end of period $ 29,172,676 $29,671,979 $29,414,937
============ =========== ===========
</TABLE>
(3) A reconciliation of accumulated depreciation for the years ended
December 31, 1997, 1996 and 1995 follows:
<TABLE>
<CAPTION>
1997 1996 1995
<S> <C> <C> <C>
Balance at beginning of period $11,049,042 $10,400,447 $ 9,289,434
Additions charged to cost and expenses
during the period 851,676 770,187 1,111,013
Dispositions (516,290) (121,592) --
----------- ----------- -----------
Balance at end of period (a) $11,384,428 $11,049,042 $10,400,447
=========== =========== ===========
</TABLE>
(a) Balance applies entirely to buildings.
Note: The balances above include total land and building costs of Airlanes and
Creekside, which were sold subsequent to December 31, 1997, of $827,000
and $10,643,347, respectively.
36
<PAGE>
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.
REALMARK PROPERTY INVESTORS
LIMITED PARTNERSHIP - IV
By: /s/ JOSEPH M. JAYSON 4/15/98
----------------------------- --------------------
JOSEPH M. JAYSON, Date
Individual General Partner
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
By: REALMARK PROPERTIES, INC.
Corporate General Partner
/s/ JOSEPH M. JAYSON 4/15/98
------------------------------ ---------------------
JOSEPH M. JAYSON, Date
President and Director
/s/ MICHAEL J. COLMERAUER 4/15/98
------------------------------ ---------------------
MICHAEL J. COLMERAUER Date
Secretary
37
<PAGE>
Supplemental Information to be Furnished with Reports Filed Pursuant to
Section 15(d) of the Act by Registrants Which Have Not Registered Securities
Pursuant to Section 12 of the Act.
The form 10-K is sent to security holders. No other annual report is
distributed. No proxy statement, form of proxy or other proxy soliciting
material was sent to any of the registrant's security holders with respect to
any annual or other meeting of security holders.
38
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Realmark Property Investors Limited Partnership IV
for the year ended December 31, 1997, and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> Dec-31-1997
<PERIOD-START> Jan-01-1997
<PERIOD-END> Dec-31-1997
<EXCHANGE-RATE> 1.000
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 5,829
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,077,557
<PP&E> 31,744,471
<DEPRECIATION> 13,950,395
<TOTAL-ASSETS> 19,088,820
<CURRENT-LIABILITIES> 5,964,327
<BONDS> 17,740,913
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 19,088,920
<SALES> 0
<TOTAL-REVENUES> 5,177,463
<CGS> 0
<TOTAL-COSTS> 6,708,412
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,842,672
<INCOME-PRETAX> (1,530,949)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 150,771
<CHANGES> 0
<NET-INCOME> (1,380,178)
<EPS-PRIMARY> (57.29)
<EPS-DILUTED> 0
</TABLE>
