UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(Mark One)
[x] QUARTERLY REPORT PERSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999
- --------------------------------------------------------------------------------
OR
[ ] TRANSITION REPORT PERSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
- --------------------------------------------------------------------------------
Commission File Number 0-14695
- --------------------------------------------------------------------------------
NTS-PROPERTIES VI, A Maryland Limited Partnership
- --------------------------------------------------------------------------------
(Exact name of registrants specified in its charter)
Maryland 61-1066060
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
10172 Linn Station Road
Louisville, Kentucky 40223
- --------------------------------------------------------------------------------
Address of principal executive (Zip Code)
offices)
Registrant's telephone number,
including area code (502) 426-4800
- --------------------------------------------------------------------------------
Not Applicable
- --------------------------------------------------------------------------------
Former name, former address and former fiscal year,
if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securites Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing requirements
for the past 90 days.
YES x NO_______
Exhibit Index: See page 25
Total Pages: 26
<PAGE>
TABLE OF CONTENTS
-----------------
Pages
-----
PART I
Item 1. Financial Statements
Balance Sheets and Statement of Partners' Equity
as of June 30, 1999 and December 31, 1998 3
Statements of Operations
For the three and six months ended
June 30, 1999 and 1998 4
Statements of Cash Flows
For the six months ended June 30, 1999 and 1998 5
Notes To Financial Statements 6-14
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 15-23
Item 3. Quantitative and Qualitative Disclosures About Market Risk 24
PART II
1. Legal Proceedings 25
2. Changes in Securities 25
3. Defaults upon Senior Securities 25
4. Submission of Matters to a Vote of Security Holders 25
5. Other Information 25
6. Exhibits and Reports on Form 8-K 25
Signatures 26
2
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
NTS-PROPERTIES VI,
------------------
A Maryland Limited Partnership
------------------------------
BALANCE SHEETS AND STATEMENT OF PARTNERS' EQUITY
------------------------------------------------
<CAPTION>
As of As of
June 30, 1999 December 31, 1998*
-------------- -------------------
ASSETS
- ------
<S> <C> <C>
Cash and equivalents $ 549,029 $ 362,822
Cash and equivalents - restricted 443,995 446,097
Accounts receivable 135,133 125,474
Land, buildings and amenities, net 37,243,595 37,388,637
Construction in progress 7,467,825 4,363,046
Other assets 525,063 493,329
----------- -----------
$ 46,364,640 $ 43,179,405
=========== ===========
LIABILITIES AND PARTNERS' EQUITY
- --------------------------------
Mortgages payable $ 30,341,108 $ 27,119,180
Accounts payable - operations 298,682 245,279
Accounts payable - construction 435,983 319,757
Retainage payable 193,950 141,280
Distributions payable 100,603 102,497
Security deposits 210,717 222,794
Other liabilities 381,457 87,030
----------- -----------
31,962,500 28,237,817
Commitments and Contingencies
Partners' equity 14,402,140 14,941,588
----------- -----------
$ 46,364,640 $ 43,179,405
=========== ===========
Limited General
Partners Partner Total
--------------------------------------------
PARTNERS' EQUITY
Capital contributions, net of
offering costs $ 40,518,631 $ 100 $ 40,518,731
Net income (loss) - prior
years (11,749,141) (70,288) (11,819,429)
Net income - current year (74,986) (757) (75,743)
Cash distributions declared to
date (11,809,066) (119,284) (11,928,350)
Repurchase of limited
partnership units (2,293,069) -- (2,293,069)
------------ -------- -----------
Balances at June 30, 1999 $ 14,592,369 $(190,229) $ 14,402,140
============ ======== ===========
* Reference is made to the audited financial statements in the Annual
Report on Form 10-K as filed with the Commission on March 31, 1999.
</TABLE>
3
<PAGE>
<TABLE>
NTS-PROPERTIES VI,
------------------
A Maryland Limited Partnership
------------------------------
STATEMENTS OF OPERATIONS
------------------------
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1999 1998 1999 1998
-----------------------------------------------------------------------------
<S> <C> <C> <C> <C>
REVENUES:
Rental income $ 2,404,522 $ 2,448,476 $ 4,728,974 $ 4,835,153
Interest and other income 12,400 27,028 19,918 61,534
---------- ---------- ---------- ----------
2,416,922 2,475,504 4,748,892 4,896,687
EXPENSES:
Operating expenses 375,599 625,172 1,165,595 1,178,482
Operating expenses-affiliated 311,160 299,149 653,902 607,542
Write-off of unamortized land
improvements and amenities 218,497 12,599 234,539 12,599
Interest expense 486,060 489,725 958,371 981,922
Management fees 124,396 126,966 244,514 245,417
Real estate taxes 203,311 203,907 406,621 403,820
Professional and
administrative expenses 79,106 39,926 136,458 69,776
Professional and
administrative expenses-
affiliated 54,873 66,389 114,533 134,954
Depreciation and amortization 456,971 446,317 910,102 896,598
---------- ---------- ---------- ----------
2,309,973 2,310,150 4,824,635 4,531,110
---------- ---------- ---------- ----------
Net income (loss) $ 106,949 $ 165,354 $ (75,743) $ 365,577
========== ========== ========== ==========
Net income (loss) allocated
to the limited partners $ 105,879 $ 163,700 $ (74,986) $ 361,921
========== ========== ========== ==========
Net income (loss) per limited
partnership unit $ 2.65 $ 3.90 $ (1.88) $ 8.58
========== ========== ========== ==========
Weighted average number of
limited partnership units 39,939 41,999 39,938 42,181
========== ========== ========== ==========
</TABLE>
4
<PAGE>
<TABLE>
NTS-PROPERTIES VI,
------------------
A Maryland Limited Partnership
------------------------------
STATEMENTS OF CASH FLOWS
------------------------
<CAPTION>
Six Months Ended
June 30,
1999 1998
----------------------------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ (75,743) $ 365,577
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Accrued interest on investment securities
Write-off unamortized land -- 5,224
improvements and amenities 234,539 12,599
Depreciation and amortization 910,102 896,598
Changes in assets and liabilities:
Cash and equivalents - restricted (85,398) (93,897)
Accounts receivable (9,657) (54,703)
Other assets (47,517) (4,375)
Accounts payable 53,403 106,696
Security deposits (12,077) 4,987
Other liabilities 294,428 258,177
----------- -----------
Net cash provided by operating
activities 1,262,080 1,496,883
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to land, buildings and
amenities (4,088,597) (674,306)
Accounts payable - construction 168,896 --
Purchase of investment securities -- (1,004,314)
Maturity of investment securities -- 2,053,429
----------- ----------
Net cash provided by (used in)
investing activities (3,919,701) 374,809
----------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments on mortgages
payable (1,061,467) (497,426)
Proceeds from mortgage loan 4,283,395 --
Loan costs -- (31,802)
Cash distributions (203,100) (424,728)
Repurchase of limited partnership
units (262,500) (277,200)
Cash and equivalents - restricted 87,500 157,200
----------- ----------
Net cash provided by (used in)
financing activities 2,843,828 (1,073,956)
----------- ----------
Net increase in cash and equivalents 186,207 797,736
CASH AND EQUIVALENTS, beginning of
period 362,822 276,891
----------- ----------
CASH AND EQUIVALENTS, end of period $ 549,029 $ 1,074,627
=========== ==========
Interest paid on a cash basis $ 963,459 $ 989,335
=========== ==========
</TABLE>
5
<PAGE>
NTS-PROPERTIES VI,
------------------
A Maryland Limited Partnership
------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
The financial statements and schedules included herein should be read in
conjunction with the Partnership's 1998 Form 10-K as filed with the Securities
Exchange Commission on March 31, 1999. In the opinion of the General Partner,
all adjustments (only consisting of normal recurring accruals) necessary for a
fair presentation have been made to the accompanying financial statements for
the three months and six months ended June 30, 1999 and 1998.
1. Use of Estimates in the Preparation of Financial Statements
-----------------------------------------------------------
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.
2. Basis of Property and Depreciation
----------------------------------
Land, buildings and amenities are stated at cost to the Partnership. Costs
directly associated with the acquisition, development and construction of
a project are capitalized. Depreciation is computed using the
straight-line method over the estimated useful lives of the assets which
are 5-30 years for land improvements, 5-30 years for building and
improvements, 5-30 years for amenities and the applicable lease term for
tenant improvements.
Statement of Financial Accounting Standards (SFAS) No. 121, Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to be
Disposed Of, specifies circumstances in which certain long-lived assets
must be reviewed for impairment. If such review indicates that the
carrying amount of an asset exceeds the sum of its expected future cash
flows, the asset's carrying value must be written down to fair value.
Application of this standard during the periods ended June 30, 1999 and
1998 did not result in an impairment loss.
3. Concentration of Credit Risk
----------------------------
The Partnership owns and operates, either wholly or through a joint
venture, residential properties in Kentucky (Louisville and Lexington),
Indiana (Indianapolis) and Florida (Orlando). The apartment unit is
generally the principal residence of the tenant. The Partnership also
owns and operates, through a joint venture, a commercial property in
Louisville, Kentucky. Substantially all of the tenants are local
businesses or are businesses which have operations in the Louisville
area.
4. Investment Securities
---------------------
Investment securities represent investments in Certificates of Deposit or
securities issued by the U.S.Government with initial maturities of greater
than three months. The investments are carried at cost which approximates
market value. The Partnership sold no securities during the three months
and six months ended June 30, 1999. The Partnership held no securities at
June 30, 1999 or at December 31, 1998.
6
<PAGE>
5. Mortgages Payable
-----------------
Mortgages payable consist of the following:
June 30, December 31,
1999 1998
-------------------------------
Mortgage payable with an insurance
company bearing interest at 7.43%, due
May 14, 2009 secured by certain land,
buildings and amenities $ 7,952,939 $ 8,220,270
Mortgage payable with an insurance
company bearing interest at 7.32%, due
October 15, 2012 secured by certain
land, buildings and amenities 7,946,521 8,120,331
Mortgage payable with an insurance
company bearing interest at 7.74%, due
October 15, 2012 secured by certain
land, buildings and amenities 8,573,272 6,151,658
Mortgage payable with an insurance
company bearing interest at 7.38%, due
December 5, 2012 secured by certain
land, buildings and amenities 2,656,707 2,713,152
Mortgage payable with an insurance
company bearing interest at 7.38%, due
December 5, 2012 secured by certain
land, buildings and amenities 1,771,138 1,808,769
Note payable to a bank, currently
bearing interest at the Euro-Rate plus
225 basis points, due June 23, 2002
secured by certain land, buildings and
amenities. At June 30, 1999, the
interest rate was approximately 7.50%. 1,361,781 --
Note payable to a bank, bearing interest
at the Prime Rate + 1%, due June 14,
2001 secured by certain land, buildings
and amenities. At June 30, 1999, the
interest rate was 8.75%. $ 78,750 $ 105,000
---------- ----------
$30,341,108 $27,119,180
========== ==========
7
<PAGE>
5. Mortgages Payable - continued
-----------------------------
Based on the borrowing rates currently available to the Partnership for
mortgages with similar terms and average maturities, the fair value of
long-term debt is approximately $31,170,000.
The mortgage payable with an outstanding balance of $8,573,272 as of June
30, 1999 has an additional availability of $3,626,728. The proceeds are
being used to fund the construction of Park Place Apartments Phase III. See
Note 9 Commitments and Contingencies for further information.
As of March 31, 1999, the Partnership had obtained a temporary mortgage
loan from a bank in the amount of $500,000. A portion of the proceeds were
used to pay tenant finish costs at Plainview Point III Office Center. The
remaining proceeds were used to make equity contributions to Park Place
Phase III Apartments in accordance with the loan agreement with the
mortgage company. The mortgage payable was secured by the land, buildings
and amenities of Plainview Point III Office Center. The mortgage bore
interest at the Euro-Rate plus 225 basis points and matured on June 30,
1999.
On June 23, 1999, the Partnership obtained permanent financing from a bank
with an availability of $2,000,000. The temporary mortgage loan of
$500,000, mentioned above, was paid at the time of the closing. The
proceeds will be used to fund renovations of the community clubhouses at
Park Place, Golf Brook and Sabal Park Apartments. The proceeds are also
being used to fund a portion of the tenant finish costs at Plainview Point
III Office Center as well as a portion of the construction costs of Park
Place Apartments Phase III. The mortgage payable is secured by the land,
buildings and amenities of Plainview Point III Office Center. The mortgage
bears interest at the Euro-Rate plus 225 basis points and matures on June
23, 2002.
6. Interest Repurchase Reserve
---------------------------
Pursuant to Section 16.4 of the Partnership's Amended and Restated
Agreement of Limited Partnership, the Partnership established an Interest
Repurchase Reserve. As of October 25, 1998 (the commencement date of the
first Tender Offer), the Partnership had repurchased a total of 6,846 Units
for $1,861,200 at a price ranging from $250 to $350 per unit. The Interest
Repurchase Reserve was funded from cash reserves. The above offering price
per Unit was established by the General Partner in its sole discretion and
does not purport to represent the fair market or liquidation value of the
Units at that date. Repurchased Units have been retired by the Partnership,
thus increasing the percentage of ownership of each remaining limited
partner investor. The funds remaining in the Interest Repurchase Reserve at
the commencement of the Tender Offer dated October 20, 1998 (discussed
below) were returned to unrestricted cash for utilization in the
Partnership's operations.
7. Tender Offers
-------------
OnJune 25, 1999, the Partnership and ORIG, LLC, an affiliate of the
Partnership, (the "Offerors") commenced a Tender Offer to purchase up to
1,000 of the Partnership's limited Partnership Units at a price of $350 per
Unit as of the date of the Offering. Although the Partnership and
8
<PAGE>
7. Tender Offers - continued
-------------------------
ORIG, LLC believe that this price is appropriate, the price of $350 per
Unit may not equate to the fair market value or the liquidation value of
the Unit, and is less than the book value per Unit. Approximately $378,000
($350,000 to purchase 1,250 Units plus approximately $28,000 for expenses
associated with the Offer) is required to purchase all 1,000 Units. The
Offer stated that the Partnership will purchase the first 500 Units
tendered and will fund its purchases and its portion of the expenses from
cash reserves. If more than 500 Units are tendered, ORIG, LLC will purchase
up to an additional 500 Units. If more than 1,000 Units are tendered, the
Partnership and ORIG, LLC may choose to acquire the additional Units on the
same terms. Otherwise, tendered Units will be purchased on a pro rata basis
up to 1,000. Units that are acquired by the Partnership will be retired.
Units that are acquired by ORIG, LLC will be held by it. The General
Partner, NTS-Properties Associates VI, does not intend to participate in
the Tender Offer. The offer will expire on August 31, 1999 unless extended.
On October 25, 1998, the Partnership and ORIG, LLC, an affiliate of the
Partnership, (the "Offerors") commenced a Tender Offer to purchase up to
1,250 of the Partnership's limited Partnership Units at a price of $350 per
Unit. The initial expiration date of the Offer was January 18, 1999, and
this expiration date was subsequently extended through March 31, 1999. A
total of 2,103 Units were tendered and all Units tendered were accepted by
the Offerors. The Partnership repurchased 750 Units and ORIG, LLC purchased
1,353 Units at a total cost of $788,050 ($736,050 to purchase 2,103 Units
plus approximately $52,000 for expenses associated with the Offer).
8. Related Party Transactions
--------------------------
Pursuant to an agreement with the Partnership, property management fees of
$244,514 and $245,417 for the six months ended June 30, 1999 and 1998,
respectively, were paid to NTS Development Company, an affiliate of the
General Partner. The fee is equal to 5% of gross revenues of the
residential properties and 6% of the gross revenues of the commercial
property. Also pursuant to an agreement, NTS Development Company will
receive a repair and maintenance fee equal to 5.9% of costs incurred which
relate to capital improvements and major repair and renovation projects.
The Partnership incurred $14,870 and $2,756 in repair and maintenance fees
during the six months ended June 30, 1999 and 1998, respectively. The
Partnership was also charged the following amounts from NTS Development
Company for the six months ended June 30, 1999 and 1998, respectively.
These charges include items which have been expensed as operating expenses
- affiliated or professional and administrative expenses - affiliated and
items which have been capitalized as other assets or as land, buildings and
amenities.
1999 1998
---- ----
Administrative $ 252,069 $ 161,188
Property manager 387,672 474,126
Leasing 137,148 98,716
Construction manager 245,625 74,339
Other 11,054 19,464
----------- ----------
$ 1,033,568 $ 827,833
=========== ==========
9
<PAGE>
9. Commitments and Contingencies
-----------------------------
The Partnership began the construction of Park Place Apartments Phase III
(152 units) during 1998 on the 15 acres of land it owns which is adjacent
to the existing Park Place Apartments in Lexington, Kentucky. It is
currently estimated that the cost of the project will be $9,000,000.
Construction costs will be funded by loan proceeds of $7,200,000 from a
mortgage loan obtained during 1997 and cash reserves. Through June 30,
1999, approximately $5,730,000 of the cost had been drawn for construction.
Construction in progress on the June 30, 1999 Balance Sheet primarily
relates to Park Place Apartments Phase III. Included in the cost of
$7,467,825 is approximately $1,622,000 of land costs, capitalized interest,
common area costs and amenity costs which were allocated at the time Phases
I and II were originally constructed. These allocated costs had previously
been shown on the Partnership's Balance Sheet as Asset Held for
Development. Approximately $95,000 of the total construction in progress
costs are related to tenant finish costs at the Plainview Point III Office
Center. The Partnership also plans to renovate the community clubhouses at
Park Place, Golf Brook and Sabal Park Apartments during 1999. It is
currently estimated the aggregate cost for all three renovations will be
approximately $630,000. The Partnership plans to fund the renovations with
financing obtained on June 23, 1999 in the amount of $2,000,000 which is
secured by Plainview Point III Office Center. The remaining proceeds will
be used to fund a portion of the tenant finish costs at Plainview Point III
Office Center as well as a portion of the construction costs of Park Place
Apartments Phase III.
10. Segment Reporting
-----------------
The Partnership's reportable operating segments include Residential and
Commercial real estate operations. The Residential operations represent the
Partnership's ownership and operating results relative to apartment
complexes known as Willow Lake, Park Place Phase I, Sabal Park and Golf
Brook. The Commercial operations represent the Partnership's ownership and
operating results relative to suburban commercial office space known as
Plainview Point III Office Center.
The financial information of the operating segments has been prepared using
a management approach, which is consistent with the basis and manner in
which the Partnership's management internally disaggregates financial
information for the purposes of assisting in making internal operating
decisions. The Partnership evaluates performance based on stand-alone
operating segment net income.
10
<PAGE>
10. Segment Reporting - continued
-----------------------------
Six Months ended June 30, 1999
MUTIFAMILY COMMERCIAL TOTAL
----------------------------------------------
Rental income $ 4,363,339 $ 365,635 $ 4,728,974
Other income 13,790 1,002 14,792
----------- --------- -----------
Total net revenues $ 4,377,129 $ 366,637 $ 4,743,766
=========== ========= ===========
Operating expenses 1,656,326 163,171 1,819,497
Write-off of unamortized
building improvements 234,539 -- 234,539
Management Fees 221,786 22,728 244,514
Real Estate Taxes 390,073 16,548 406,621
Depreciation expense 768,783 77,728 846,511
---------- --------- -----------
Net income (loss) $ 1,105,622 $ 86,462 $ 1,192,084
========== ========= ===========
Six Months Ended June 30, 1998
MULTIFAMILY COMMERCIAL TOTAL
------------------------------------------------
Rental income $ 4,415,863 $ 419,290 $ 4,835,153
Other income 10,286 663 10,949
---------- ---------- ----------
Total net revenues $ 4,426,149 $ 419,953 $ 4,846,102
========== ========== ==========
Operating expenses 1,636,804 149,220 1,786,024
Write off of unamortized
building improvements 12,599 -- 12,599
Management Fees 221,006 24,411 245,417
Real Estate Taxes 387,139 16,681 403,820
Depreciation expense 760,013 76,208 836,221
---------- ---------- -----------
Net income (loss) $ 1,408,588 $ 153,433 $ 1,562,021
========== =========== ===========
11
<PAGE>
10. Segment Reporting - continued
-----------------------------
Three Months Ended June 30, 1999
MULTIFAMILY COMMERCIAL TOTAL
--------------------------------------------------
Rental income $ 2,218,652 $ 185,870 $ 2,404,522
Other income 7,173 690 7,863
---------- ---------- ----------
Total net revenues $ 2,225,825 $ 186,560 $ 2,412,385
========== ========== ==========
Operating expenses 605,385 81,374 686,759
Write off of unamortized
building improvements 218,497 -- 218,497
Management Fees 114,398 9,998 124,396
Real Estate Taxes 195,037 8,274 203,311
Depreciation and
amortization 385,966 39,209 425,175
---------- ---------- -----------
Net income (loss) $ 706,542 $ 47,705 $ 754,247
========== ========== ===========
Three Months Ended June 30, 1998
MULTIFAMILY COMMERCIAL TOTAL
--------------------------------------------------
Rental income $ 2,266,676 $ 181,800 $ 2,448,476
Other income 6,511 335 6,846
---------- ---------- -----------
Total net revenues $ 2,273,187 $ 182,135 $ 2,455,322
========== ========== ===========
Operating expenses 854,016 70,305 924,321
Write off of unamortized
building improvements 12,599 -- 12,599
Management Fees 113,913 13,053 126,966
Real Estate Taxes 195,509 8,398 203,907
Depreciation and
amortization 377,958 38,777 416,735
---------- ---------- -----------
Net income (loss) $ 719,192 $ 51,602 $ 770,794
========== ========== ===========
12
<PAGE>
10. Segment Reporting - continued
-----------------------------
A reconciliation of the totals reported for the operating segments to the
applicable line items in the consolidated financial statements for the three
months and six months ended June 30, 1999 and 1998 is necessary given amounts
recorded at the Partnership level and not allocated to the operating properties
for internal reporting purposes:
Six Months Ended
June 30,
1999 1998
--------------------------
NET REVENUES
- ------------
Total revenues for reportable segments $ 4,743,766 $ 4,846,102
Other income at Partnership level 501,563 769,909
Eliminations (496,437) (719,324)
---------- ----------
Total consolidated net revenues $ 4,748,892 $ 4,896,687
========== ==========
DEPRECIATION AND AMORTIZATION
- -----------------------------
Total depreciation and amortization
for reportable segments $ 846,511 $ 836,221
Depreciation and amortization
Partnership level 63,591 60,377
Eliminations -- --
---------- ----------
Total depreciation and amortization $ 910,102 $ 896,598
========== ==========
NET INCOME (LOSS)
- -----------------
Total net income (loss) for reportable
segments $ 1,192,084 $ 1,562,021
Net income (loss) for Partnership (771,388) (477,120)
Eliminations (496,439) (719,324)
----------- ----------
Total net income (loss) $ ( 75,743) $ 365,577
========== ==========
13
<PAGE>
10. Segment Reporting - continued
-----------------------------
Three Months Ended
June 30,
1999 1998
-----------------------------
NET REVENUES
Total revenues for reportable segments $ 2,412,385 $ 2,455,322
Other income at Partnership level 315,237 377,997
Eliminations (310,700) (357,815)
---------- ----------
Total consolidated net revenues $ 2,416,922 $ 2,475,504
========== ==========
DEPRECIATION AND AMORTIZATION
- -----------------------------
Total depreciation and amortization
for reportable segments $ 425,175 $ 416,735
Depreciation and amortization
partnership level 31,796 29,582
Eliminations -- --
---------- ----------
Total depreciation and amortization $ 456,971 $ 446,317
========== ==========
NET INCOME (LOSS)
- -----------------
Total net income (loss) for reportable
segments $ 754,247 $ 770,794
Net income (loss) for Partnership (336,599) (248,298)
Eliminations (310,699) (357,142)
---------- ----------
Total net income (loss) $ 106,949 $ 165,354
========== ==========
11. Subsequent Events
-----------------
On July 1, 1999, Gregory A. Wells was hired as Executive Vice President by NTS
Capital Corporation, General Partner of NTS-Properties Associates VI, the
General Partner of NTS-Properties VI. Mr. Wells will serve as the senior
Accounting and Financial Officer of NTS Capital Corporation.
14
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
-----------------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
Management's Discussion and Analysis of Financial Condition and Results of
Operations is structured in four major sections. The first section provides
information related to occupancy levels and rental and other income generated by
the Partnership's properties. The second analyzes results of operations on a
consolidated basis. The final sections address consolidated cash flows and
financial condition. Discussion of certain market risks also follow.
Management's analysis should be read in conjunction with the financial
statements in Item 1 and the cautionary statements below.
Cautionary Statements
- ---------------------
Some of the statements included in Item 2, Management's Discussion and Analysis
of Financial Condition and Results of Operations, may be considered to be
"forward-looking statements" since such statements relate to matters which have
not yet occurred. For example, phrases such as the Partnership "anticipates",
"believes" or "expects" indicate that it is possible that the event anticipated,
believed or expected may not occur. Should such event not occur, then the result
which the Partnership expected also may not occur or occur in a different
manner, which may be more or less favorable to the Partnership. The Partnership
does not undertake any obligations to publicly release the result of any
revisions to these forward-looking statements that may be made to reflect any
future events or circumstances.
Any forward-looking statements included in Management's Discussion and Analysis
of Financial Condition and Results of Operations, or elsewhere in this report,
which reflect management's best judgment based on factors known, involve risks
and uncertainties. Actual results could differ materially from those anticipated
in any forward-looking statements as a result of a number of factors, including
but not limited to that which is discussed below. Any forward-looking
information provided by the Partnership pursuant to the safe harbor established
by recent securities legislation should be evaluated in the context of these
factors.
The Partnership's principal activity is the leasing and management of a
commercial office building and apartment complexes. If a major commercial tenant
or a large number of apartment lessees default on their lease, the Partnership's
ability to make payments due under its debt agreements, payment of operating
costs and other partnership expenses would be directly impacted. A lessee's
ability to make payments are subject to risks generally associated with real
estate, many of which are beyond the control of the Partnership, including
general or local economic conditions, competition, interest rates, real estate
tax rates, or other operating expenses and acts of God.
15
<PAGE>
Results of Operations
- ---------------------
The occupancy levels at the Partnership's properties as of June 30 were as
follows:
1999 1998
----------------------------
Wholly-Owned Properties
- -----------------------
Sabal Park Apartments (1) 96% 98%
Park Place Apartments Phase I 92% 85%
Willow Lake Apartments (1) 78% 97%
Properties Owned in Joint Venture
- ---------------------------------
With NTS-Properties IV (Ownership % at June
- --------------------------------------------
30, 1999)
- ---------
Golf Brook Apartments (96%)(1) 89% 96%
Plainview Point III Office Center (95%)(1) 91% 96%
(1) In the opinion of the General Partner of the Partnership, the decrease in
occupancy is only a temporary fluctuation and does not represent a
permanent downward occupancy trend.
The average occupancy levels at the Partnership's properties for the three
months and six months ended June 30, 1999 and 1998 were as follows:
Three Months Six Months
Ended June 30, Ended June 30,
1999 1998 1999 1998
-------------------------------------
Wholly-owned Properties
- -----------------------
Sabal Park Apartments 96% 96% 96% 94%
Park Place Apartments Phase I (1) 89% 87% 86% 88%
Willow Lake Apartments (1) 78% 97% 77% 95%
Property owned in Joint Venture with
- ------------------------------------
NTS-Properties IV (Ownership % at June
- ---------------------------------------
30, 1999
- --------
Golf Brook Apartments (96%)(1) 93% 95% 94% 96%
Plainview Point III Office Center(95%)(1) 89% 96% 90% 96%
(1) In the opinion of the General Partner of the Partnership, the decrease in
average occupancy for the three months ended June 30 and/or six months ended
June 30 is only a temporary fluctuation and does not represent a permanent
downward occupancy trend.
16
<PAGE>
Results of Operations - continued
- ---------------------------------
Rental and other income generated by the Partnership's properties for the three
months and six months ended June 30, 1999 and 1998 was as follows:
Three Months Ended Six Months Ended
June 30, June 30,
1999 1998 1999 1998
-----------------------------------------
Wholly-Owned Properties
- -----------------------
Sabal Park Apartments $ 472,145 $ 446,893 $ 931,783 $ 891,122
Park Place Apartments Phase I $ 463,875 $ 460,327 $ 900,082 $ 899,203
Willow Lake Apartments $ 555,069 $ 632,461 $1,091,800 $1,181,971
Properties Owned in Joint Venture
- ---------------------------------
with NTS-Properties IV (Ownership %
- -----------------------------------
at June 30, 1999)
- -----------------
Golf Brook Apartments (96%) $ 734,736 $ 733,505 $1,453,464 $1,453,852
Plainview Point III Office Center
(95%) $ 186,560 $ 182,135 $ 366,637 $ 419,953
Revenues shown in the table above for properties owned through a joint venture
represent only the Partnership's percentage interest in those revenues.
The following is an analysis of material changes in results of operations for
the periods ending June 30, 1999 and 1998. Items that did not have a material
impact on operations for the periods listed above have been eliminated from this
discussion.
Rental income decreased approximately $44,000 and $106,000 or 2% for the three
months and six months ended June 30, 1999, respectively, as compared to the same
periods in 1998. The decrease in rental income was primarily a result of
decreased average occupancy at Willow Lake Apartments, Plainview Point III
Office Center and Golf Brook Apartments and decreased common area expense
reimbursements at Plainview Point III Office Center. Leases at Plainview Point
III Office Center provide for tenants to contribute toward the payment of
increases in common area maintenance expenses, insurance, utilities and real
estate taxes. These decreases are partially offset by increased rental rates at
Sabal Park Apartments, Park Place Phase I Apartments, Willow Lake Apartments and
Golf Brook Apartments.
Year-ending occupancy percentages represent occupancy only on a specific date;
therefore, the above analysis considers average occupancy percentages which are
representative of the entire year's results.
Interest and other income includes interest income from investments made by the
Partnership with cash reserves. Interest income decreased approximately $14,600
or 54% and $41,600 or 68% for the three months and six months ended June 30,
1999, respectively, as compared to the same periods in 1998. The decrease was a
result of the Partnership holding no investments during the
17
<PAGE>
Results of Operations - continued
- ----------------------------------
three months and six months ended June 30, 1999; therefore, no interest on
investments was earned.
Operating expenses decreased approximately $10,000 or 1% for the six months
ended June 30, 1999 as compared to the same period in 1998 primarily due to the
following: 1) decreased interior painting and wallcovering and heating and air
conditioning expenses at Sabal Park Apartments and Park Place Apartments Phase
I, 2) decreased floor covering and roof repairs at Golf Brook Apartments and 3)
decreased landscaping expenses at Willow Lake Apartments. These decreases are
partially offset by 1) increased garage repairs at Golf Brook Apartments, 2)
increased parking lot repairs at Park Place Apartments Phase I and Sabal Park
Apartments and 3) increased floor covering, roof repairs and snow removal at
Willow Lake Apartments. Operating expenses decreased approximately $248,000 or
40% for the three months ended June 30, 1999 as compared to the same period in
1998 primarily due to the following: 1) decreased exterior wood and paint
replacement project costs at Sabal Park Apartments and Golf Brook Apartments, 2)
decreased landscaping costs at Park Place Apartments Phase I, Sabal Park
Apartments and Willow Lake Apartments, 3) decreased interior painting and
wallcovering and floor covering expenses at Park Place Apartments Phase I and 4)
decreased repairs and maintenance costs at Plainview Point III Office Center.
Operating expenses - affiliated increased approximately $12,000 or 4% and
$46,000 or 8% for the three months and six months ended June 30, 1999,
respectively, compared to the same periods in 1998 primarily as a result of
increased administrative salary costs, property management salary costs, and
leasing salary costs. Operating expenses - affiliated are expenses incurred for
services by employees of NTS Development Company, an affiliate of the General
Partner of the Partnership.
The 1999 write-off of unamortized land improvements and amenities can be
attributed to Sabal Park Apartments, Golf Brook Apartments and Willow Lake
Apartments. The 1998 write-off of unamortized land improvements and amenities
can be attributed to Park Place Apartments Phase I. The write-offs are the
result of various property renovations, including painting and the replacement
of exterior wood at Sabal Park and Golf Brook Apartments and roof replacement at
Willow Lake Apartments in 1999, and signage and deck renovations at Park Place
Apartments Phase I in 1998. The write-offs represent the cost of unamortized
assets which were replaced as a result of the renovations.
Interest expense decreased approximately $3,600 or 1% and $23,500 or 2% for the
three months and six months ended June 30, 1999, respectively, as compared to
the same periods in 1998 as a result of the Partnership's decreasing debt level
as a result of principal payments made. The decrease is partially offset by
interest paid on draws made on the Park Place Apartments Phase I and III loan,
interest paid on the loan obtained at the end of 1998 for the water meter
project at Golf Brook Apartments and Sabal Park Apartments and interest paid on
a temporary loan obtained by the Partnership, secured by Plainview Point III
Office Center, which was replaced by permanent financing on June 23, 1999. See
Note 5 Mortgages Payable for additional information regarding the permanent
financing.
18
<PAGE>
Results of Operations - continued
- ---------------------------------
Professional and administrative expenses increased approximately $39,000 or
98% and $67,000 or 96% for the three months and six months ended June 30, 1999,
respectively, as compared to the same periods in 1998 primarily as a result of
the following: 1) costs incurred in connection with the Tender Offer, 2)
increased general legal services and 3) increased outside accounting fees.
Professional and administrative expenses - affiliated decreased approximately
$11,500 or 17% and $20,000 or 15% for the three months and six months ended June
30, 1999, respectively, as compared to the same periods in 1998 primarily as a
result of decreased salary costs. Professional and administrative expenses -
affiliated are expenses incurred for services performed by employees of NTS
Development Company, an affiliate of the General Partner of the Partnership, on
behalf of the Partnership.
Depreciation is computed using the straight-line method over the useful lives of
the assets which are 5-30 years for land improvements, 30 years for buildings,
5-30 years for building improvements and 5-30 years for amenities. The aggregate
cost for the Partnership's properties for Federal tax purpose is approximately
$62,225,000.
Liquidity and Capital Resources
- -------------------------------
Cash flows provided by (used in) during the six months ended June 30:
1999 1998
---------------------------------
Operating activities $ 1,262,080 $ 1,496,883
Investing activities (3,919,701) 374,809
Financing activities 2,843,828 (1,073,956)
----------- -------------
Net increase in cash and equivalents $ 186,207 $ 797,736
=========== =============
Net cash provided by operating activities decreased approximately $235,000 or
16% for the six months ended June 30, 1999 as compared to the same period in
1998. The decrease in net cash provided by operating activities was primarily
driven by lower net operating results due to lower net revenues and investment
income, offset by changes in working capital items.
Net cash (used in) provided by investing activities totaled $(3,919,701) and
$374,809 for the six months ended June 30, 1999 and 1998, respectively. The
decrease is primarily a result of increased capital expenditures, primarily at
Park Place Apartments Phase III, and a result of the Partnership holding no
investments during the six months ended June 30, 1999.
Net cash provided by (used in) financing activities totaled $2,843,828 and
$(1,073,956) for the six months ended June 30, 1999 and 1998, respectively. The
increase is primarily a result of proceeds from draws made on the Park Place
Apartments Phase I and III loan and from a new mortgage loan on Plainview Point
Phase III Office Center.
19
<PAGE>
Liquidity and Capital Resources - continued
- -------------------------------------------
The Partnership used cash flow from operations and cash on hand to make a 1%
(annualized) distribution of $201,207 and a 1.5% (annualized) cash distribution
of $315,550 for the six months ended June 30, 1999 and 1998, respectively. Cash
distributions were reduced from 2% to 1% per quarter, effective June 30, 1998,
as a result of capital improvements at the Partnership's properties including
the construction of Park Place Apartments Phase III. The annualized distribution
rate is calculated as a percent of the original capital contribution. The
limited partners received 99% and the General Partner received 1% of these
distributions. The primary source of future liquidity and distributions is
expected to be derived from cash generated by the Partnership's properties after
the construction of Park Place Apartments Phase III and other capital
improvements are funded and adequate cash reserves are established for future
leasing and tenant finish costs. It is anticipated that the cash flow from
operations, cash reserves and the remaining funds available on the $12,200,000
mortgage payable (balance is $8,573,272 at June 30, 1999) will be sufficient to
meet the needs of the Partnership. Cash reserves (which are unrestricted cash
and equivalents and investment securities as shown on the Partnership's balance
sheet as of June 30) were $549,029 at June 30, 1999.
The Partnership does not expect any material changes in the mix and relative
cost of capital resources from those in 1998 except for the construction of Park
Place Apartments Phase III, as discussed below.
The table below presents that portion of the distributions that represent a
return of capital on a Generally Accepted Accounting Principle basis for the six
months ended June 30, 1999 and 1998. These distributions were funded by cash
flow derived from operating activities.
Net Income Cash
(Loss) Distributions Return of
Allocated Declared Capital
--------------------------------------------------
Limited Partners:
1999 $(74,986) $ 199,195 $ 199,195
1998 361,921 312,394 --
General Partner:
1999 $ (757) $ 2,012 $ 2,012
1998 3,656 3,156 --
The demand on future liquidity has increased as a result of construction
beginning at Park Place Apartments Phase III (152 units) during 1998 on the 15
acres of land the Partnership owns which is adjacent to the existing Park Place
Apartments in Lexington, Kentucky. It is currently estimated that the cost of
the project will be $9,000,000. Construction costs will be funded by $7,200,000
of loan proceeds and cash reserves. As of June 30, 1999, $3,626,728 is available
on the mortgage payable for construction costs. Through June 30, 1999,
approximately $5,730,000 of cost had been drawn for construction.
Construction in progress on the June 30, 1999 Balance Sheet primarily relates to
Park Place Apartments Phase III. Included in the cost of $7,467,825 is
approximately $5,730,000 related directly to Phase III construction and
20
<PAGE>
Liquidity and Capital Resources - continued
- -------------------------------------------
approximately $1,700,000 of land costs, capitalized interest, common area costs
and amenity costs which were allocated at the time Phases I and II were
originally constructed. These allocated costs had previously been shown on the
Partnership's Balance Sheet as Asset Held for Development. Approximately $95,000
of the total construction in progress costs are related to tenant finish costs
at the Plainview Point III Office Center.
In the next 12 months, the demand on future liquidity is also anticipated to
increase as the Partnership continues its efforts in the leasing of Plainview
Point III Office Center. At this time, the future leasing and tenant finish
costs which will be required to renew the current leases that expire during 1999
or obtain new tenants are unknown.
The Partnership also plans to renovate the community clubhouses at Park Place,
Golf Brook and Sabal Park Apartments during 1999. It is currently estimated the
aggregate cost for all three renovations will be approximately $630,000. The
Partnership plans to fund the renovations with financing obtained on June 23,
1999 in the amount of $2,000,000 which is secured by Plainview Point III Office
Center. The remaining proceeds will be used to fund a portion of the tenant
finish costs at Plainview Point III Office Center as well as a portion of the
construction costs of Park Place Apartments Phase III. The Partnership had no
other material commitments for renovations or capital expenditures at June 30,
1999.
Pursuant to Section 16.4 of the Partnership's Amended and Restated Agreement of
Limited Partnership, the Partnership established an Interest Repurchase Reserve
in December 1995. As of October 25, 1998 (the commencement date of the first
Tender Offer), the Partnership has repurchased a total of 6,846 Units for
$1,861,200 at a price ranging from $250 to $350 per unit. The Interest
Repurchase Reserve was funded from cash reserves. The above offering price per
Unit was established by the General Partner in its sole discretion and does not
purport to represent the fair market or liquidation value of the Unit at that
date. Repurchased Units have been retired by the Partnership, thus increasing
the percentage of ownership of each remaining limited partner investor. The
funds remaining in the Interest Repurchase Reserve at the commencement of the
Tender Offer dated October 25, 1998(discussed below) were returned to
unrestricted cash for utilization in the Partnership's operations.
On June 25, 1999, the Partnership and ORIG, LLC, an affiliate of the
Partnership, (the "Offerors") commenced a Tender Offer to purchase up to 1,000
of the Partnership's limited Partnership Units at a price of $350 per Unit as of
the date of the Offering. Although the Partnership and ORIG, LLC believe that
this price is appropriate, the price of $350 per Unit may not equate to the fair
market value or the liquidation value of the Unit, and is less than the book
value per Unit. Approximately $378,000 ($350,000 to purchase 1,250 Units plus
approximately $28,000 for expenses associated with the Offer) is required to
purchase all 1,000 Units. The Offer stated that the Partnership will purchase
the first 500 Units tendered and will fund its purchases and its portion of the
expenses from cash reserves. If more than 500 Units are tendered, ORIG, LLC will
purchase up to an additional 500 Units. If more than 1,000 Units are tendered,
the Partnership and ORIG, LLC may choose to acquire the additional Units on the
same terms. Otherwise, tendered Units will be purchased on a pro rata basis up
to 1,000. Units that are acquired by the Partnership will be retired. Units that
are acquired by ORIG, LLC will be held by it. The General Partner,
NTS-Properties Associates VI, does not intend to participate in the Tender
Offer. The Offer will expire on August 31, 1999 unless extended.
21
<PAGE>
Liquidity and Capital Resources - continued
- -------------------------------------------
On October 25, 1998, the Partnership and ORIG, LLC, an affiliate of the
Partnership, (the "Offerors") commenced a Tender Offer to purchase up to 1,250
of the Partnership's limited Partnership Units at a price of $350 per Unit. The
initial expiration date of the Offer was January 18, 1999, and this expiration
date was subsequently extended through March 31, 1999. A total of 2,103 Units
were tendered and all Units tendered were accepted by the Offerors. The
Partnership repurchased 750 Units and ORIG, LLC purchased 1,353 Units at a total
cost of $788,050 ($736,050 to purchase 2,103 Units plus approximately $52,000
for expenses associated with the Offer).
In an effort to continue to improve occupancy at the Partnership's residential
properties, the Partnership has an on-site leasing staff, employees of NTS
Development Company, at each of the apartment communities. The staff handles all
on-site visits from potential tenants, coordinates local advertising with NTS
Development Company's marketing staff, makes visits to local companies to
promote fully furnished units and negotiates lease renewals with current
residents.
The leasing and renewal negotiations for the Partnership's commercial property
are handled by leasing agents, employees of NTS Development Company, located in
Louisville, Kentucky. The leasing agent's are located in the same city as the
commercial property. All advertising for the commercial property is coordinated
by NTS Development Company's marketing staff located in Louisville, Kentucky.
Leases at Plainview Point III Office Center provide for tenants to contribute
toward the payment of increases in common area maintenance expenses, insurance,
utilities and real estate taxes. Leases at the office center also provide for
rent increases which are based upon increases in the consumer price index. These
lease provisions, along with the fact that residential leases are generally for
a period of one year, should protect the Partnership's operations from the
impact of inflation and changing prices.
Year 2000
- ---------
All divisions of NTS Corporation, an affiliate of NTS-Properties Associates VI,
the General Partner of the Partnership, have reviewed the effort necessary to
prepare the information systems (IT) and non-information technology with
embedded technology (ET) for the Year 2000. The information technology solutions
have been addressed separately for the Year 2000 since the Partnership saw the
need to move to more advanced management and accounting systems made available
by new technology and software developments during the decade of the 1990's.
The PILOT software system, purchased in the early 1990's, is being replaced by a
windows based network system both for the headquarters functions and other
locations. The real estate accounting system developed, sold, and supported by
the Yardi Company of Santa Barbara, California is replacing PILOT. The Yardi
system was tested and is compatible with Year 2000 and beyond. This system was
being implemented with the help of third party consultants and should be fully
operational by the third quarter of 1999. The system for multi-family apartment
locations was converted to GEAC's Power Site System earlier in 1998 and is Year
2000 compliant.
22
<PAGE>
Year 2000 - continued
- ---------------------
The few remaining systems not addressed by these conversions are being modified
by NTS Development Company's (an affiliate of the General Partner) in-house
staff of programmers. The Hewlett Packard 3000 system, used for PILOT and custom
applications, was purchased in 1997 and is part of the new network. It will be
retained as long as necessary to assure smooth operations and was upgraded to
meet Year 2000 requirements.
All risks identified with information technology are believed to be addressed by
these plans.
The cost of these advances in the systems technology is not all attributable to
the Year 2000 issue since the Partnership had already identified the need to
move to a network based system regardless of the Year 2000. The costs involved
was approximately $19,000 in 1998 and is estimated to be approximately $81,000
in 1999. These costs primarily include hardware and software.
NTS property management staff have surveyed the Partnership's vendors to
evaluate embedded technology in the alarm systems, HVAC controls, telephone
systems and other computer associated facilities. In a few cases, equipment is
being replaced. In some cases, circuitry is being upgraded. The cost involved is
still being evaluated. There are no known significant risks that are currently
without solutions. Management anticipates that applications involving ET will be
Year 2000 compliant by the third quarter of 1999.
The Partnership is also currently addressing the Year 2000 readiness of third
parties whose business interruption could have a material negative impact on
business. All significant vendors and tenants have indicated that they will be
compliant by the end of 1999. Such assurances are being evaluated and
documented.
Management has determined that at the current state of readiness, the need does
not presently exist for a contingency plan. The Partnership will continue to
evaluate the need for such a plan.
Despite diligent preparation, unanticipated third-party failures, inability of
tenants to pay rent when due, more general public infrastructure failures or
failure to successfully conclude NTS' remediation efforts as planned could have
a material adverse impact on the results of operations, financial conditions
and/or cash flows in 1999 and beyond.
23
<PAGE>
Item 3. Quantitative and Qualitative Disclosures About Market Risk
----------------------------------------------------------
The Partnership's primary market risk exposure with regards to financial
instruments is changes in interest rates. All of the Partnership's debt bears
interest at a fixed rate with the exception of the $1,361,781 note payable that
bears interest at the Euro-Rate plus 225 basis points and the $78,750 note
payable that bears interest at the Prime Rate +1%. At June 30, 1999, a
hypothetical 100 basis point increase in interest rates would result in
approximately $14,000 additional interest expense and an approximately $170,000
increase in the fair value of debt.
24
<PAGE>
PART II. OTHER INFORMATION
3. Defaults upon Senior Securities
-------------------------------
None
5. Other Information
-----------------
In anticipation of retirement, Mr. Richard Good, the Vice Chairman and
former President of NTS Capital Corporation and NTS Development Company,
has begun to decrease his responsibilities with the Partnership and its
affiliates. In conjunction with Mr. Good's decreased responsibilities,
Mr. Brian Lavin was appointed President and Chief Operating Officer of
NTS Development Company and NTS Capital Corporation in February, 1999.
6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
Exhibit 27. Financial Data Schedule
(b) Reports on Form 8-K
There were no reports on Form 8-K for the three months ended June
30, 1999.
Items 1,2 and 4 are not applicable and have been omitted.
25
<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.
NTS-PROPERTIES VI, a Maryland Limited
-------------------------------------
Partnership
-----------
(Registrant)
By: NTS-Properties Associates VI,
General Partner
By: NTS Capital Corporation,
General Partner
------------------------------
Gregory A. Wells
Executive Vice President of
NTS Capital Corporation
Date: August 16, 1999
26
<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.
NTS-PROPERTIES VI, a Maryland Limited
-------------------------------------
Partnership
-----------
(Registrant)
By: NTS-Properties Associates VI,
General Partner
By: NTS Capital Corporation,
General Partner
/s/ Gregory A. Wells
------------------------------------
Gregory A. Wells
Executive Vice President of NTS
Capital Corporation
Date: August 16, 1999
26
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AS OF JUNE 30, 1999 AND FROM THE STATEMENT OF OPERATIONS FOR THE SIX
MONTHS ENDED JUNE 30, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
<CASH> 993,024
<SECURITIES> 0
<RECEIVABLES> 135,133
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0 <F1>
<PP&E> 37,243,595
<DEPRECIATION> 0 <F2>
<TOTAL-ASSETS> 46,364,640
<CURRENT-LIABILITIES> 0 <F1>
<BONDS> 30,341,108
0
0
<COMMON> 0
<OTHER-SE> 14,402,140
<TOTAL-LIABILITY-AND-EQUITY> 46,364,640
<SALES> 4,728,974
<TOTAL-REVENUES> 4,748,892
<CGS> 0
<TOTAL-COSTS> 3,866,264
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 958,371
<INCOME-PRETAX> (75,743)
<INCOME-TAX> 0
<INCOME-CONTINUING> (75,743)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (75,743)
<EPS-BASIC> 0
<EPS-DILUTED> 0
<FN>
<F1> THE PARTNESHIP HAS AN UNCLASSIFIED BALANCE SHEET, THEREFORE THE VALUE IS $0
<F2> THIS INFORMATION IS NOT DISCLOSED IN THE PARTNERSHIP'S FORM 10-Q
</FN>
</TABLE>
