<PAGE> 1
Securities and Exchange Commission
Washington, D.C. 20549
Form 10 Q/A
Quarterly Report under section 13 or 15(d) of the
Securities and Exchange Act of 1934
For the Quarter Ended June 30, 1995
Commission file number 33-633
American Retirement Villas Properties
-------------------------------------
(Exact name of Registrant as specified in it's charter)
California 33-0154077
---------- ----------
state or other jurisdiction (IRS Employer Iden-
of organization tification number)
245 Fischer Avenue, Suite D-1
Costa Mesa, California 92626
---------------------- -----
(address of principal executive (zip code)
office)
Registrant's telephone number,
including area code (714) 751-7400
--------------
Indicate by a check mark whether the registrant (1) has filed all the
reports to be filed by Section 13 or 15(d) of the Securities and
Exchange Act of 1934 during the preceding 12 months, (or for such
shorter period that the registrant was required to file reports), and
(2) has been subject to such filing requirements for the past 90 days.
YES X NO
------- -------
<PAGE> 2
PART I ITEM 1
AMERICAN RETIREMENT VILLAS PROPERTIES
(a California Limited Partnership)
Balance Sheets (Unaudited)
June 30, 1995 (unaudited) and December 31, 1994 (audited)
<TABLE>
<CAPTION>
Assets
------ 1995 1994
----------- -----------
(unaudited) (unaudited)
<S> <C> <C>
Properties, at cost (notes 4 and 5)
Land $ 2,695,099 $ 2,695,099
Building and improvements, less
accumulated depreciation of $5,048,555
in 1995 and $4,689,608 in 1994 14,707,999 15,035,175
Furniture, fixtures and equipment less
accumulated depreciation of $334,697
in 1995 and $330,734 in 1994 257,116 239,999
----------- -----------
Net Properties 17,660,214 17,970,273
Cash and cash equivalents 310,977 245,898
Loan fees, less accumulated amortization
of $8,043 in 1995 and $5,630 in 1994 25,738 28,151
Other assets 291,247 107,784
----------- -----------
Total assets $18,288,177 $18,352,106
=========== ===========
Liabilities and Partners' Capital
---------------------------------
Notes payable (note 6) $ 983,690 $ 989,281
Accounts payable and accrued expenses 426,733 350,833
Amounts payable to affiliate (note 3) 14,942 9,601
Distribution payable to partners 52,731 455,919
----------- -----------
Total Liabilities 1,478,097 1,805,634
Partners' capital (note 2)
30,000 units outstanding at June
30, 1993 and December 31, 1994 16,810,080 16,546,472
----------- -----------
Total liabilities and partners' capital $18,288,177 $18,352,106
=========== ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 3
PART I ITEM 1 (continued)
AMERICAN RETIREMENT VILLAS PROPERTIES
(a California Limited Partnership)
Statements of Operations (unaudited)
For the quarter ended June 30, 1995
For the quarter ended June 30, 1994
For the six months ended June 30, 1995
For the six months ended June 30, 1994
<TABLE>
<CAPTION>
Quarter Quarter Six months Six months
ended June ended June ended June ended June
30, 1995 30, 1994 30, 1995 30, 1994
---------- ---------- ---------- ----------
(unaudited) (unaudited) (unaudited) (unaudited)
<S> <C> <C> <C> <C>
Revenues:
Rent 1,820,678 1,710,142 3,614,392 3,372,451
Assisted living 201,931 176,497 384,731 328,941
Interest 0 148 0 304
Other 49,596 45,958 95,380 102,454
---------- ---------- ---------- ----------
Total Revenues 2,072,205 1,932,745 4,094,504 3,804,150
---------- ---------- ---------- ----------
Costs and expenses:
Rental property operations (note 3 and 7) 1,052,147 1,040,912 2,094,808 2,002,762
Assisted living (note 3) 92,545 76,343 174,230 151,762
General and administrative (note 3) 251,743 244,829 499,043 495,962
Depreciation and amortization 206,551 203,301 412,367 434,914
Property taxes 62,460 63,849 128,658 132,156
Advertising 8,344 12,027 7,610 22,086
Interest (note 6) 23,922 27,528 47,402 59,017
Legal 7,212 2,946 9,786 5,791
Bad debt 705 1,608 2,260 1,608
---------- ---------- ---------- ----------
Total costs and expenses 1,705,629 1,673,344 3,376,163 3,306,058
Net income $ 366,575 $ 259,401 $ 718,341 $ 498,093
========== ========== ========== ==========
Net income to General Partner $ 3,666 $ 2,594 $ 7,183 $ 4,981
Net income to limited partner $ 362,909 $ 256,807 $ 711,157 $ 493,112
========== ========== ========== ==========
Net income per limited partners unit $ 12.10 $ 8.56 $ 23.71 $ 16.44
========== ========== ========== ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 4
PART I ITEM 1
AMERICAN RETIREMENT VILLAS PROPERTIES
(a California Limited Partnership)
Statement of Cash Flows (unaudited)
For the six months ended June 30, 1995
For the six months ended June 30, 1994
<TABLE>
<CAPTION>
1995 1994
---------- -----------
(unaudited) (unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net income $ 718,341 $ 498,093
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 412,367 434,914
Change in assets and liabilities:
Increase in other assets (183,463) (48,292)
Decrease in loan fees 2,413 6,052
Increase in accounts
payable and accrued expenses 75,900 45,394
Increase (decrease) in amounts payable
to affiliates 5,341 (5,695)
---------- -----------
Total adjustments 312,558 432,373
Net cash provided by operating activities 1,030,899 930,466
---------- -----------
Cash flows from investing activities:
Capital expenditures (52,851) (111,603)
---------- -----------
Net cash used in investing activities (52,851) (111,603)
Cash flows from financing activities:
Principal reduction of notes payable (5,591) (330,086)
Distributions paid (907,376) (869,458)
---------- -----------
Net cash used in financing activities (912,968) (1,199,544)
---------- -----------
Decrease in cash 65,080 (380,681)
Cash at the beginning of the period 245,898 498,543
---------- -----------
Cash at the end of the period $ 310,978 $ 117,862
========== ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 5
PART I ITEM 1
AMERICAN RETIREMENT VILLAS PROPERTIES
(a California Limited Partnership)
Notes to Financial Statements (unaudited)
June 30, 1995
(1) Summary of Significant Accounting Policies
-----------------------------------------------
Basis of Accounting
-------------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
Carrying Value of Real Estate
-----------------------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
Loan Fees
---------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
Rental Income
-------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
Income Taxes
------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
Net Income Per Limited Partner Unit
-----------------------------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
The weighted average number of units outstanding at March 31,
1995 and March 31, 1994 was 30,000. (continued)
<PAGE> 6
PART I ITEM 1
AMERICAN RETIREMENT VILLAS PROPERTIES
(a California Limited Partnership)
Notes to Financial Statements (unaudited)
June 30, 1995
Cash and Cash Equivalents
-------------------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
Reclassifications
-----------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
(2) Organization and Partnership Agreement
------------------------------------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
(3) Transactions with Affiliates
--------------------------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference, except
for the following additional comments. For the three months ended
June 30, 1995 property management and partnership management fees
of $103,610 and $65,332 respectively, were paid or accrued to the
Managing General Partner.
(4) Properties
--------------
Villa Bonita:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
Rancho Park Villa:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
Tamalpais Creek:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
(continued)
<PAGE> 7
PART I ITEM 1
AMERICAN RETIREMENT VILLAS PROPERTIES
(a California Limited Partnership)
Notes to Financial Statements (unaudited)
June 30, 1995
Maria del Sol:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
(5) Accounts Payable and Accrued Expenses
------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
(6) Notes Payable
------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
(7) ESOP
------------
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the
December 31, 1994 Form 10K is incorporated by this reference.
<PAGE> 8
PART I ITEM II
AMERICAN RETIREMENT VILLAS PROPERTIES
(a California Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
(1) Liquidity.
The General Partners expect that the cash to be generated from
operations of all the Registrant's properties will be adequate to pay operating
expenses, make necessary capital improvements, make required principal
reductions, and provide distributions to the Partners. On a long-term basis,
the Registrant's liquidity is sustained primarily from cash flow provided by
operating activities. During the six months ended June 30, 1995, net cash
provided by operating activities was approximately $1,030,899 as compared to
cash provided by operating activities of approximately $930,466 for the six
months ending June 30, 1994.
During the six months ended June 30, 1995, the Registrant used net
cash in investing activities of $52,851 compared to $111,603 for the six months
ended June 30, 1994. The Registrant's investing activities consisted of
capital improvements made on its four properties.
During the six months ended June 30, 1995, the Registrant used net
cash in financing activities of $912,968 compared to $1,199,544 for the six
months ended June 30, 1994. The Registrant's investing activities consisted of
principal reduction on notes payable and distributions paid to the Partners.
The General Partners are not aware of any trends, other than national
economic conditions, which have had or which may be reasonably expected to have
a material favorable or unfavorable impact on revenues or income from the
operations or sale of properties. The General Partners believe that if the
inflation rate increases they will be able to pass the subsequent increase in
operating expenses onto the residents of the properties by way of higher rental
and Assisted Living rates. The Registrant has long term debt of approximately
$984,000 ,as of June 30, 1995, which matures on September 20, 2000. The amount
of this indebtedness is minor in relation to the Registrant's equity.
(2) Capital Resources.
Registrant contemplates spending approximately $200,000 for capital
expenditures during 1995 for physical improvements at its four facilities. The
funds for these improvements should be available from operations.
There are no known material trends, favorable or unfavorable, in the
Registrant's capital resources, and there is no expected change in the mix of
such resources.
<PAGE> 9
(3) Results of Operations.
Three months ended June 30, 1995 compared with the three months ended
June 30, 1994.
Revenue for the three months ended June 30, 1995, and the three months
ended June 30, 1994 includes rental income and Assisted Living income from all
four properties, interest earned on cash balances and other revenue. Total
revenues for the three months ended June 30, 1995 were $2,072,205, an increase
of approximately 7% over revenues of $1,932,745 for the three months ended June
30, 1994.
The largest component of revenue, rent, increased by approximately 6%
from the three months ended June 30, 1994 to the three months ended June 30,
1995. The increase in rent was due to an increase in occupancy of approximately
6% and an increase in rental rates of over 1%.
Revenue from Assisted Living increased by approximately 14% from the
three months ended June 30, 1994 to the three months ended June 30, 1995. The
increase in Assisted Living was due to aggressive marketing of the Assisted
Living services and the resulting increase in the number of residents using the
program.
Interest and other revenue increased by over 7% from the three months
ended June 30, 1994 to the three months ended June 30, 1995. Interest income
results from interest earned on cash deposits. Other revenue generally
includes processing fees and beauty shop revenue.
Sources of revenue for the three months ended June 30, 1995 and June
30, 1994 are summarized as follows:
<TABLE>
<CAPTION>
Three Months Ended Three Months Ended
June 30, 1995 June 30, 1994
------------------ ------------------
<S> <C> <C>
Rent $1,820,678 $1,710,142
Assisted Living 201,931 176,497
Interest and Other 45,596 46,106
---------- ----------
$2,072,205 $1,932,745
========== ==========
</TABLE>
Total costs and expenses for the three months ended June 30, 1995 were
$1,705,629, an increase of approximately 2% over costs and expenses of
$1,673,344 for the three months ended June 30, 1994.
<PAGE> 10
The largest component of expenses, rental property operations, consist
primarily of property management costs, payroll related expenses, utilities,
food expenses and maintenance and supplies. Rental property operations
expenses increased by 1% from the three months ended June 30, 1994 to the three
months ended June 30, 1995. The increase in rental property operating expenses
is primarily due to increases in payroll expenses and increases in occupancy
which generate increases in expenses.
Assisted Living expenses consist primarily of the related payroll
expense. Assisted living expenses increased by over 21% from the three months
ended June 30, 1994 to the three months ended June 30, 1995. Assisted Living
expenses increased due to the increases in size of the related staff providing
Assisted Living services. This increase corresponds to the increase in
Assisted Living revenue.
General and administrative expenses are comprised of, but not limited
to, costs for accounting, partnership administration, bad debt, data
processing, investor relations, insurance, and professional services. General
and administrative expenses increased about 3% from the three months ended June
30, 1994 to the three months ended June 30, 1995.
Depreciation and amortization expense increased by over 1% from the
three months ended June 30, 1994 to the three months ended June 30, 1995.
Interest expense decreased over 13% for the three months ended June
30, 1994 compared to the three months ended June 30, 1995, as a result of
principal reduction.
Selected costs and expenses for the three months ended June 30, 1995
and June 30, 1994 are summarized as follows:
<TABLE>
<CAPTION>
Three Months Ended Three Months Ended
June 30, 1995 June 30, 1994
------------------ ------------------
<S> <C> <C>
Rental Property Operations $1,052,147 $1,040,912
Assisted Living 92,545 76,343
General and Administrative 251,743 244,829
Depreciation and Amortization 206,551 203,301
Property Taxes 62,460 63,849
Interest 23,922 7,528
</TABLE>
<PAGE> 11
Six months ended June 30, 1995 compared with the six months ended June
30, 1994.
Revenue for the six months ended June 30, 1995, and the six months
ended June 30,1994 includes rental income and Assisted Living revenue from all
four facilities, interest earned on cash balances and other revenue. Total
revenues for the six months ended June 30, 1995 were $4,094,504 an increase of
approximately 8% over revenues of $3,804,150 for the six months ended June 30,
1994.
The largest component of revenue, rent, increased by almost 7% from
the six months ended June 30, 1994 to the six months ended June 30, 1995. This
increase in rent was due to an increase in occupancy of approximately 6% and an
increase in rental rates of over 1%.
Revenue from Assisted Living increased by almost 17% from the six
months ended June 30, 1994 to the six months ended June 30, 1995. The increase
in Assisted Living was due to aggressive marketing of the Assisted Living
services and the resulting increase in the number of residents using the
program.
Interest and other revenue decreased by approximately 7% from the six
months ended June 30, 1994 to the six months ended June 30, 1995. Interest
income results from interest earned on cash deposits. Other revenue generally
includes processing fees and beauty shop revenue.
Sources of revenue for the six months ended June 30, 1995 and June 30,
1994 are summarized as follows:
<TABLE>
<CAPTION>
Six Months Ended Six Months Ended
June 30, 1995 June 30, 1994
---------------- ----------------
<S> <C> <C>
Rent $3,614,392 $3,372,451
Assisted Living 384,731 328,941
Interest and Other 95,380 102,758
---------- ----------
Total Revenue $4,094,504 $3,804,150
========== ==========
</TABLE>
Total costs and expenses for the six months ended June 30, 1995 were
$3,376,163, an increase of over 2% over costs and expenses of $3,306,058 for
the six months ended June 30, 1994.
The largest component of expenses, rental property operations, consist
primarily of the property management costs, payroll related expenses,
utilities, food expenses and maintenance and supplies. Rental property
operations expense increased by almost 5% from the six months ended June 30,
1994 to the six months ended June 30, 1995. The increase in rental property
operating expenses is primarily due to increased in payroll expenses and
increases in occupancy which generate increases in expenses.
<PAGE> 12
Assisted Living expenses consist primarily of the related payroll
expense. Assisted Living expenses increased by over 15% from the six months
ended June 30, 1994 to the six months ended June 30, 1995. Assisted Living
expenses increased due to the increases in size of the related staff providing
Assisted Living services. This increase corresponds to the increase in
Assisted Living revenue.
General and administrative expenses are comprised of, but not limited
to, costs for accounting, partnership administration, bad debt, data
processing, investor relations, insurance, and professional services. General
and administrative expenses increased about 1% from the six months ended June
30, 1994 to the six months ended June 30, 1995.
Depreciation and amortization expense decreased by more than 5% from
the six months ended June 30, 1994 to the six months ended June 30, 1995.
Depreciation and amortization decreased due to a portion of fixed assets
becoming fully depreciated.
Interest expense decreased over 20% for the six months ended June 30,
1994 compared to the six months ended June 30, 1995, as a result of paying off
a loan secured by a first deed of trust on Villa Bonita of $321,250 on or about
March 31, 1994.
Selected costs and expenses for the six months ended June 30, 1995 and
June 30, 1994 are as follows:
<TABLE>
<CAPTION>
Six Months Ended Six Months Ended
June 30, 1995 June 30, 1994
---------------- ----------------
<S> <C> <C>
Rental Property Operations $2,094,808 $2,002,762
Assisted Living 1,230 151,762
General and Administrative 499,043 495,962
Depreciation and Amortization 412,367 434,914
Property Taxes 128,658 132,156
Interest 47,402 59,017
</TABLE>
<PAGE> 13
PART II
AMERICAN RETIREMENT VILLAS PROPERTIES
(a California Limited Partnership)
Item 1 Legal Proceedings
---------------------
None
Item 2 Change in Securities
----------------------
None
Item 3 Defaults Upon Senior Securities
---------------------------
None
Item 4 Submission of Matters to Vote of Security Holders
------------------------------------------
None
Item 5 Other Information
----------------------
On May 25, 1995 the Managing General Partner had a name change from ARV
Housing Group, Inc. to ARV Assisted Living, Inc..
Item 6 Exhibits and Reports on Form 8K
------------------------------
A. Exhibit 27 - Financial Data Schedule
B. None
(continued)
<PAGE> 14
PART II
AMERICAN RETIREMENT VILLAS PROPERTIES
(a California Limited Partnership)
Pursuant to the requirements 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.
AMERICAN RETIREMENT VILLAS PROPERTIES,
A CALIFORNIA LIMITED PARTNERSHIP
By ARV ASSISTED LIVING, INC.
-------------------------------
Managing General Partner
Date: August 18, 1995 By GARY L. DAVIDSON
-------------------------------
Gary L. Davidson
Chairman of the Board
Date: August 18, 1995 By JOHN A. BOOTY
-------------------------------
John A. Booty
President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-END> JUN-30-1995
<CASH> 310,977
<SECURITIES> 0
<RECEIVABLES> 262,057
<ALLOWANCES> (810)
<INVENTORY> 30,000
<CURRENT-ASSETS> 602,224
<PP&E> 23,077,247
<DEPRECIATION> 5,391,294
<TOTAL-ASSETS> 18,288,177
<CURRENT-LIABILITIES> 494,407
<BONDS> 983,690
<COMMON> 0
0
0
<OTHER-SE> 16,810,080
<TOTAL-LIABILITY-AND-EQUITY> 18,288,177
<SALES> 0
<TOTAL-REVENUES> 4,094,504
<CGS> 0
<TOTAL-COSTS> 2,775,690
<OTHER-EXPENSES> 553,071
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 47,402
<INCOME-PRETAX> 718,341
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 718,341
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
